TCR_Public/150805.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, August 5, 2015, Vol. 19, No. 217

                            Headlines

AC I INV: Asks Court to Extend Plan Filing Date to Sept. 30
ACRISURE LLC: Moody's Affirms B3 CFR & Changes Outlook to Negative
ALFRED CAGGIA: Trial Court's $350K Award Reversed
ALION SCIENCE: Moody's Puts 'Caa1' CFR Under Review
ALLY FINANCIAL: Posts $182 Million Net Income for Second Quarter

ALPHA NATURAL: Chapter 11 Case Summary
ALPHA NATURAL: Consolidated List of 50 Top Unsecured Creditors
ALPHA NATURAL: S&P Lowers CCR to 'D' on Ch. 11 Bankruptcy Filing
AMAYA INC: Moody's Affirms 'B2' Corporate Family Rating
AMERICAN AIRLINES: Acevedos Given Time to Oppose Bid to Dismiss

AMERICAN STANDARD: Case Summary & 20 Largest Unsecured Creditors
ATLANTIC CITY, NJ: S&P Lowers Rating on GO Debt to 'B'
AUBURN TRACE: Authorized to Enter Into Premium Finance Agreement
AUBURN TRACE: Can Use Cash Collateral Until Sept. 15
AUBURN TRACE: Seeks Sept. 4 Extension of Solicitation Period

AVINTIV: S&P Puts 'B-' Corp. Credit Rating on CreditWatch Positive
B&B ALEXANDRIA: DC 12-13 Seeks to Foreclose Lien on Property
BAHA MAR: CEXIM Asks Court to Dismiss Ch. 11 Case
BAHA MAR: Seeks to Incentive 99 Employees
BALLISTIC BLOCKS: Case Summary & 6 Largest Unsecured Creditors

BALLISTIC RESEARCH: Case Summary & Largest Unsecured Creditor
BOLT FUEL OIL: Case Summary & 20 Largest Unsecured Creditors
BUILDERS FIRSTSOURCE: JLL Building Has 24.5% Stake as of July 29
BUILDERS FIRSTSOURCE: Signs $700 Million Purchase Agreement
BUILDERS FIRSTSOURCE: Warburg Pincus Has 25% Stake as of July 29

CAESARS ENTERTAINMENT: Judge to Weigh Appeal at End of September
CAL DIVE: Creditors Committee Now Down to Four Members
CASELLA WASTE: S&P Assigns 'B+' Rating on $30MM Revenue Bonds
CIDRA METALLIC: Case Summary & 4 Largest Unsecured Creditors
COATES INTERNATIONAL: Registers 205 Million Shares for Resale

COLT DEFENSE: Creditors' Committee Files Rule 2019 Statement
COMPUTER SCIENCES: Moody's Confirms (P)Ba1 Pref Stock Shelf Rating
CORPORATE RESOURCE: Given Until Aug. 31 to Use WF Cash Collateral
CTI BIOPHARMA: Provides Monthly Information at Request of CONSOB
DAVE'S DETAILING: Court Tosses Rival Exit Plans

DAVID P. GODWIN: Spouse's Wells Fargo Account is Joint Account
DEB STORES: Files 92 Preference Complaints
DEERFIELD RANCH: Files Schedules of Assets and Liabilities
DETROIT, MI: Moody's Raises Issuer Rating to 'B2'
DOVER DOWNS: Reports Second Quarter 2015 Results

DUNE ENERGY: White Marlin Closes Acquisition of Certain Assets
DYSART MERGER: Moody's Assigns B3 CFR, Outlook Stable
EMORY HACKMAN: HSBC's Bid to Dismiss Amended Complaint Granted
ENERGY FUTURE: Continues to Negotiate on Merger Transaction
ERF WIRELESS: Receives Notices of Default

FAMILY CHRISTIAN: Has Settlement with Consignment Vendors
FAMILY CHRISTIAN: Seeks Clarification of Lease Decision Extension
FEDERAL RESOURCES: Solicitation Period Extended to Oct. 30
FPL ENERGY WIND: Moody's Cuts 2017 Bonds Rating to 'Ba3'
FPL ENERGY: Moody's Raises Rating on 2019 Sr. Secured Bonds to Ba3

FRONTIER STAR: Proposes to Employ Cavanagh Law Firm as Attorneys
FRONTIER STAR: Seeks Joint Administration of Ch. 11 Cases
GMAC MORTGAGE: "Rothstein" Claims Barred by Filed Rate Doctrine
GOOD SAMARITAN HOSP: Moody's Confirms B1 Rating on $61.6MM Bonds
HALCON RESOURCES: Announces Second Quarter 2015 Results

HAMPTON OWNERS ASSOC: Case Summary & 12 Top Unsecured Creditors
HARRY NEAL MCMILLAN: 5th Cir. Affirms Dismissal of Bid for Fees
HAUBERT HOMES: Case Summary & 20 Largest Unsecured Creditors
HD SUPPLY: Moody's Raises CFR to B2 & Revises Outlook to Positive
HD SUPPLY: S&P Raises CCR to 'B+', Outlook Stable

HEALTH DIAGNOSTIC: Financing From CVF Beadsea Gets Interim Nod
HEALTHSOUTH CORP: Moody's Affirms 'Ba3' Corporate Family Rating
HOWARD UNIVERSITY: Moody's Confirms Ba2 Rating on 2011 Rev. Bonds
HYDROCARB ENERGY: Pasquale Scaturro Lowers Stake to 1%
IMRIS INC: Hearing on Sale to Deerfield Set for Aug. 12

INDEPENDENT INSURANCE: UK Liquidators Obtain Permanent Injunction
INFINISTAFF LLC: Sole Owner Sentenced to 37 Months of Imprisonment
J CARRUTHERS: Voluntary Chapter 11 Case Summary
KANKAKEE COUNTY: Moody's Cuts $17.2MM GO Debt Rating to 'Ba3'
KEURIG GREEN: Moody's Withdraws 'Ba2' Corporate Family Rating

KING FISCHER: Case Summary & 11 Largest Unsecured Creditors
LEHMAN BROTHERS: Judge Approves 3rd Payment to Brokerage Creditors
LEO MOTORS: Hikes Authorized Issuable Common Stock to 300 Million
LIFE PARTNERS: Kennedy Law Files Revised Rule 2019 Statement
LIME ENERGY: Enters Into $6MM Loan Agreement with Heritage Bank

MINERAL PARK: Objections Filed on Motion to Surcharge Collateral
MINERAL PROCESSING: Case Summary & 20 Largest Unsecured Creditors
MISSION NEW ENERGY: Ends Second Quarter with A$3.1-Mil. in Cash
MOLYCORP INC: Claims Bar Date Set at Sept. 30
MOLYCORP INC: Contributes Up to $100K to Pension Plan

MSCI INC: Moody's Lowers CFR to Ba2, Outlook Remains Stable
OAKLAND RDA: Moody's Hikes Tax Allocation Bonds Rating From 'Ba1'
OFFUTT AFB: Moody's Affirms Ba1 Rating on 2005 Housing Rev. Bonds
OLLIE'S HOLDINGS: Moody's Raises CFR to Ba3, Outlook Stable
OPTIM ENERGY: Court Confirms 2 Debtors' Reorganization Plan

ORLANDO GATEWAY: Substantive Consolidation Bid Held in Abeyance
RADIOSHACK CORP: Texas Agrees to Plan Objection Schedule
RECOVERY CENTERS: Amends Schedules of Assets and Liabilities
RHEUMATOLOGY CLINIC: Voluntary Chapter 11 Case Summary
ROBERT SCHWARTZ: 6th Cir. Affirms Allowed Amount of Ex-Wife's Claim

RUTH M. JONES: Bid to Remand Marah Interpleader Suit Denied
SALADWORKS LLC: GGP Limited Appointed as Committee Member
SALADWORKS LLC: Revises Plan to Resolve Plan Outline Objections
SAMUEL ROBERT MORTON: Stay Conditionally Lifted for Bank of Camden
SANUWAVE HEALTH: Shareholders Approve Articles Amendment

SATURN MERGER: Moody's Assigns 'B3' Corporate Family Rating
SHEFA LLC: Order Denying Confirmation of Plan Affirmed
SHERWOOD INVESTMENTS: RBS' Bid for Summary Judgment Granted
STEPHEN CRAIG ANDREANO: Chase's Bid to Dismiss Appeal Granted
TALBOTS INC: Moody's Raises CFR to B2; Outlook Stable

TEMBEC INDUSTRIES: Moody's Affirms 'B3' Corporate Family Rating
TRINITY INDUSTRIES: Moody's Revises Outlook & Affirms Ba1 CFR
UNIVERSAL COOPERATIVES: Seeks to Wind Up UCI Brazil
UTE MESA LOT 1: Stearns Awarded $9K in Breach of Contract Damages
VALITAS HEALTH: S&P Puts 'B-' CCR on CreditWatch Negative

VAUGHAN COMPANY: Bid to Junk Remax Clawback Suit Partially Granted
VISTA OUTDOOR: Moody's Assigns Ba2 CFR, Outlook Stable
VISTA OUTDOOR: S&P Assigns 'BB+' CCR, Outlook Stable
WALLDESIGN INC: Summary Judgment in "Buresh" Suit Reversed
WATERSCAPE RESORT: 70 West Can Continue to Use "Cassa Hotel"

WESTMORELAND COAL: Reports Second Quarter 2015 Results
WINDSOR FINANCING: Moody's Affirms Ba2 Rating on Sr. Sec. Loan
Z'TEJAS SCOTTSDALE: Has Until Aug. 12 to File Schedules
ZOGENIX INC: Prices Public Offering of Common Stock
ZUCKER GOLDBERG: Case Summary & 20 Largest Unsecured Creditors


                            *********

AC I INV: Asks Court to Extend Plan Filing Date to Sept. 30
-----------------------------------------------------------
AC I Inv Manahawkin LLC and its affiliates ask the U.S. Bankruptcy
Court for the Southern District of New York, White Plains Division,
to extend their exclusive period to file a plan of reorganization
through and including September 30, 2015, and their exclusive
period to obtain acceptances of that plan through and including
November 30, 2015.

Inv owns a 100% interest in Mezz, a holding company, which in turn
owns a 100% interest in AC I Manahawkin LLC.  The sale of the
Manahawkin Commons Property closed on June 15, 2015.  The remaining
proceeds, after LLC's plan payments are completed, will be utilized
to fund Mezz's liquidating plan.      

The Debtors are engaged in continuing settlement negotiations in
connection with the disputed claim by Acadia Realty Limited
Partnership.  A consensual and global resolution of the Acadia
disputed claim will have a substantial impact on the amount of the
sale proceeds.  The Debtors will have to escrow an amount in excess
of $6,000,000 in connection with Acadia's disputed claim, which
will significantly decrease the amount to be distributed to Mezz.

The Debtors need the extension to be able to focus their energies
on potential resolutions of disputed claims, including the Acadia
disputed claim, which if successful, will inure to the benefit of
creditors by eliminating the need to reserve funds for disputed
claims and limiting time consuming and costly litigations.

The Debtors are represented by:

          Mitchell Greene, Esq.
          ROBINSON BROG LEINWAND
          GREEN GENOVESE & GLUCK P.C.
          875 Third Avenue, 9th Floor
          New York, NY 10022
          Tel: (212) 603-6300
          Fax: (212) 956-2164
          Email: amg@robinsonbrog.com

                        About AC I Inv

AC I Inv Manahawkin LLC, AC I Manahawkin Mezz LLC and AC I
Manahawkin LLC filed separate Chapter 11 bankruptcy petitions
(Bankr. S.D.N.Y. Case Nos. 14-22791, 14-22792 and 14-22793) on
June 4, 2014.  The petitions were signed by David Goldwasser, of
GC
Realty Advisors LLC, managing member.  The Debtors estimated
assets of $50 million to $100 million and debts of $0 to $50
million.  Robinson Brog Leinwand Greene Genovese & Gluck, P.C.,
serves as the Debtors' counsel.  Judge Robert D. Drain presides
over the cases.

Affiliates of AC I Inv., et al., have pending bankruptcy cases
before Judge Drain.  NY Affordable Housing Albany Assocs. LLC
sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 13-20007)
on July 26, 2013.  First Bronx LLC sought bankruptcy protection
(Bankr. S.D.N.Y. Case NO. 14-22047) on Jan. 13, 2014.  Ollie Allen
Holding Company LLC sought bankruptcy (Case NO. 14-22204) on
Feb. 18, 2014.

U.S. Trustee was unable to form an official unsecured creditors'
committee.


ACRISURE LLC: Moody's Affirms B3 CFR & Changes Outlook to Negative
------------------------------------------------------------------
Moody's Investors Service has affirmed the B3 corporate family
rating and B3-PD probability of default rating of Acrisure, LLC.
based on recent and pending increases in the company's borrowings,
including $260 million of newly rated delayed draw term loans ($190
million new and $70 million drawn under existing facilities) plus a
$29 million add-on to its main first-lien term loan. Proceeds,
along with cash on the balance sheet, are being used to fund recent
and pending acquisitions, repay revolving credit facility
borrowings, and pay fees, expenses and other costs associated with
these transactions.  Moody's has also affirmed the B2 ratings on
Acrisure's existing first-lien credit facilities and the Caa2
rating on its existing second-lien term loan (see below for
complete rating list).  The rating outlook for Acrisure was changed
to negative from stable, reflecting the accelerated pace of
acquisitions funded substantially with debt and the meaningful
integration and contingent risks associated with such an aggressive
growth strategy.

RATINGS RATIONALE

"The proposed borrowing increases Acrisure's debt burden relative
to our expectations," said Enrico Leo, Moody's lead analyst for
Acrisure.  The shift to a negative outlook reflects the higher
financial leverage combined with heightened uncertainty surrounding
the recognition and sustainability of acquired EBITDA, given the
increased pace of acquisitions.  The rating agency estimates that
Acrisure's debt-to-EBITDA ratio, including contingent earnout
liabilities, will be around 8x following the transactions.  Such
financial leverage is aggressive for the firm's rating category,
and Moody's expects the company to reduce this ratio below 7x over
the next 12 to 18 months mainly through the recognition of acquired
EBITDA.  Interest coverage is expected to be in the range of 1.5x
to 2x.

Acrisure's ratings reflect its increasing market position in North
American insurance brokerage, good mix of business between property
& casualty (P&C) insurance and employee benefits, and good EBITDA
margins.  These strengths are offset by the company's high
financial leverage, low interest coverage and rapid growth through
an aggressive acquisition strategy.  The company's revenue grew by
more than four times from calendar year 2013 through the 12 months
ended June 30, 2015, which gives rise to significant integration
and contingent risks (e.g., exposure to errors and omissions).

Pro-forma for the additional borrowings, Acrisure's financing
arrangement includes a $75 million first-lien revolving credit
facility maturing 2020 (undrawn at closing, rated B2), $594 million
of first-lien term loans maturing in 2022 (rated B2) and $165
million of second-lien term loans maturing in 2022 (rated Caa2).
The facilities are secured by substantially all assets of Acrisure
and guaranteed by all material US subsidiaries.

Factors that could lead to a stable outlook on Acrisure's ratings
include: (i) debt-to-EBITDA ratio below 7x, (ii) EBITDA - capex)
coverage of interest consistently exceeding 1.5x, (iii)
free-cash-flow-to-debt ratio consistently exceeding 3%, and (iv)
successful integration of acquisitions.

Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 7x on a sustained basis, (ii) (EBITDA -
capex) coverage of interest below 1.2x, or (iii)
free-cash-flow-to-debt ratio below 3%.

Moody's has affirmed these ratings (and loss given default (LGD)
assessments):

Corporate family rating B3;
Probability of default rating B3-PD;
$75 million first-lien revolving credit facility B2 (LGD3);
$439 million first-lien term loan B2 (LGD3) (includes $29 million
add-on to existing loan);
$60 million second-lien term loan Caa2 (LGD5).

Moody's has assigned the following ratings and LGD assessments:

$155 million ($110 million new and $45 million drawn under and
fungible with the existing facilities) first-lien delayed draw term
loan B2 (LGD3);

$105 million ($80 million new and $25 million drawn under and
fungible with the existing facilities) second-lien delayed draw
term loan Caa2 (LGD5).

The principal methodology used in this rating was Moody's Global
Rating Methodology for Insurance Brokers and Service Companies
published in February 2012.  Other methodologies used include Loss
Given Default for Speculative-Grade Non-Financial Companies in the
U.S., Canada and EMEA published in June 2009.

Based in Grand Rapids, Michigan, Acrisure ranks as the 42nd-largest
US insurance broker based on 2014 revenues, according to Business
Insurance, although on a pro-forma basis, it ranks as a top 15 US
insurance broker.  The company offers a broad range of P&C
insurance, employee benefits, ancillary benefits and other products
and services.  The company's business is well diversified across
clients, products, producers and insurance carriers.  In 2014,
Acrisure reported total revenues of $121 million and net loss of
$16.9 million. Stockholders' equity was $93.8 million as of
December 31, 2014.



ALFRED CAGGIA: Trial Court's $350K Award Reversed
-------------------------------------------------
The Superior Court of New Jersey, Appellate Division, reversed a
trial court's decision dated February 12, 2013, awarding Pearlmont,
LLC, Janet L. Caggia, and Alfred Caggia, $349,927 in unpaid monthly
rent plus costs, and legal fees.

The case arose from The Waterfall, Inc., et al.'s lease of the
Caggia's vacant lot, located adjacent to their restaurant business,
for 30 parking spaces.  Waterfall, et al., refused to continue
paying rent upon knowing that the lot was not zoned for parking and
could not be used for that purpose.

The superior court concluded that the trial judge's factual
findings, including his credibility determinations, are not
supported by adequate, substantial, and credible evidence in the
record, accordingly, the case is remanded for new trial.

The case is PEARLMONT, L.L.C., JANET L. CAGGIA and ALFRED CAGGIA,
Plaintiffs-Respondents, v. THE WATERFALL, INC. d/b/a THE PORTER
HOUSE, Defendant-Appellant, and FINTAN SEELEY, BRENDAN MADDAN and
EUGENE GILLESPIE, Defendants, NO. A-4333-12T4 (N.J.).

A full-text copy of the July 23, 2015 decision is available at
http://is.gd/WEYJyZat Leagle.com.  

The Appellants are represented by:

          Bruce L. Atkins, Esq.
          Christopher J. Carcich, Esq.
          DEUTSCH ATKINS, P.C.
          25 Main Street, Suite 104
          Hackensack, NJ 07601
          Tel: (551) 245-8894
          Fax: (201) 498-0909

The Respondents are represented by:

          Andrew P. Bolson, Esq.
          Robert J. Mancinelli, Esq.
          Michael A. Austin, Esq.
          RUBENSTEIN, MEYERSON, FOX,
          MANCINELLI, CONTE AND BERN, P.A.
          One Paragon Drive, Suite 240
          Montvale, NJ 07645 USA
          Tel: (201) 802-9202


ALION SCIENCE: Moody's Puts 'Caa1' CFR Under Review
---------------------------------------------------
Moody's Investors Service placed all existing ratings for Alion
Science & Technology Corporation and its current debt, including
the company's Caa1 corporate family rating and B1 senior secured
(first lien) and Caa1 senior secured (second lien) ratings under
review, down from under review, direction uncertain due to the
company's canceled IPO offering.  Provisional debt instrument
ratings assigned in conjunction with the canceled IPO have been
withdrawn.  The company recently announced that it is pursuing a
leveraged-buyout by Veritas Capital in lieu of the IPO offering,
the debt for which will be rated separately.  Once the proposed LBO
transaction closes, ratings at Alion will be withdrawn.

Ratings placed under review, down from under review, direction
uncertain:

   -- Corporate Family Rating, Caa1;

   -- Probability of Default Rating, Caa2-PD;

   -- $65 million senior secured revolving credit facility due
      2018, B1 (LGD-1)

   -- $110 million first lien term loan A due 2018, B1 (LGD-2)

   -- $175 million first lien term loan B due 2019, B1 (LGD-2)

   -- $70 million second lien term loan due 2020, Caa1 (LGD-3)

Ratings to be withdrawn:

   -- $40 million senior secured first lien revolving credit
      facility due 2020, (P)B1 (LGD-2)

   -- $280 million senior secured first lien term loan due 2021,
      (P)B1 (LGD-2)

   -- $120 million senior secured second lien term loan due 2022,
     (P)Caa1 (LGD-5)

Ratings unchanged:

   -- Speculative Grade Liquidity Rating, at SGL-4

Outlook: Ratings Under Review, Down from Ratings Under Review,
Direction Uncertain

RATINGS RATIONALE

Alion's ratings were placed under review, down from under review,
direction uncertain due to the canceled IPO offering and related
debt refinancing.  Ratings were placed under review down due to the
company's deemed "weak" liquidity profile and the ensuing elevated
risk of default given its currently very high debt service costs
and our expectation that the company will otherwise be unable to
satisfy the same in the absence of completing its revised planned
recapitalization.  Moody's expects, however, that the company's
proposed leveraged-buyout by Veritas Capital for a purchase price
of $715 million will be completed by the end of August.

The SGL-4 liquidity rating reflects a "weak" forward profile due to
sizable cash outflows associated with high interest expense and
amortization payments under the company's current debt capital
structure, particularly relative to its free cash flow generation,
and what we assess to be little availability under its current
revolver predicated in part by limited headroom under its existing
fixed charge financial maintenance covenant.

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

Alion Science and Technology Corporation provides scientific
research, development, and engineering services related to national
defense, homeland security, and energy and environmental analysis.
Particular areas of expertise include agile engineering and rapid
prototyping, naval architecture and engineering, defense
operations, modeling and simulation, technology integration,
information technology and wireless communications, energy and
environmental services.  Revenue for the last twelve months ended
June 30, 2015 approximated $966 million.



ALLY FINANCIAL: Posts $182 Million Net Income for Second Quarter
----------------------------------------------------------------
Ally Financial Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $182 million on $2.1 billion of total financing revenue and
other interest income for the three months ended June 30, 2015,
compared to net income of $323 million on $2.1 billion of total
financing revenue and other interest income for the same period in
2014.

For the six months ended June 30, 2015, the Company reported net
income of $758 million on $4.1 billion of total financing revenue
and other interest income compared to net income of $550 million on
$4.1 billion of total financing revenue and other interest income
for the same period last year.

As of June 30, 2015, the Company had $156.4 billion in total
assets, $142.1 billion in total liabilities and $14.2 billion in
total equity.

At June 30, 2015, Ally Bank maintained cash liquidity of $2.8
billion and unencumbered highly liquid U.S. federal government and
U.S. agency securities of $6.9 billion.  In addition, at June 30,
2015, Ally Bank had unused capacity in committed secured funding
facilities of $235 million.  The Company's ability to access unused
capacity depends on having eligible assets to collateralize the
incremental funding and, in some instances, the execution of
interest rate hedges.  To optimize cash between entities, the
parent company lends cash to Ally Bank on occasion under an
intercompany loan agreement.  Amounts outstanding on this loan are
repayable to the parent company upon demand, subject to a five day
notice period.  Ally Bank had total available liquidity of $9.9
billion at June 30, 2015, while there was no debt outstanding on
the intercompany loan.

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

                        http://is.gd/pjBMKN

                        About Ally Financial

Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies.  The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products.  Ally operates as a bank
holding company.

GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake.  Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.

                           *     *     *

As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'.  "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.

In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).

As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the 'Ba3' corporate family and 'B1' senior unsecured
ratings of Ally Financial, Inc. and revised the outlook for the
ratings to positive from stable.  Moody's affirmed Ally's ratings
and revised its rating outlook to positive based on the company's
progress toward sustained improvements in profitability and
repayment of government assistance received during the financial
crisis.


ALPHA NATURAL: Chapter 11 Case Summary
--------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                           Case No.
     ------                                           --------
     Alpha Natural Resources, Inc.                    15-33896
     One Alpha Place
     Bristol, VA 24202
  
     Buchanan Energy Company, LLC                     15-33895

     Alpha European Sales, Inc.                       15-33898

     Appalachia Coal Sales Company, Inc.              15-33900

     Appalachia Holding Company                       15-33901

     Black Mountain Cumberland Resources, Inc.        15-33902

     Harlan Reclamation Services LLC                  15-33903

     Knox Creek Coal Corporation                      15-33904

     Mill Branch Coal Corporation                     15-33905

     Neweagle Industries, Inc.                        15-33906

     North Fork Coal Corporation                      15-33907

     Pigeon Creek Processing Corporation              15-33908

     Resource Development LLC                         15-33909

     Resource Land Company LLC                        15-33910

     Alex Energy, Inc.                                15-33911

     Dehue Coal Company                               15-33912

     Alpha American Coal Company, LLC                 15-33913

     Power Mountain Coal Company                      15-33914

     Alpha American Coal Holding, LLC                 15-33915

     Alpha Sub Eight, LLC                             15-33916

     Alpha Appalachia Holdings, Inc.                  15-33917

     Alpha Sub Eleven, Inc.                           15-33918

     Delbarton Mining Company                         15-33919

     Premium Energy, LLC                              15-33920

     Alpha Appalachia Services, Inc.                  15-33921

     Alpha Sub Nine, LLC                              15-33922

     Delta Mine Holding Company                       15-33923

     Kingston Mining, Inc.                            15-33924

     Alpha Coal Resources Company, LLC                15-33925

     Alpha Coal Sales Co., LLC                        15-33926

     Alpha Sub One, LLC                               15-33927

     DFDSTE Corp.                                     15-33928

     Rawl Sales & Processing Co.                      15-33929

     Alpha Sub Ten, Inc.                              15-33930

     Alpha Coal West, Inc.                            15-33931

     Dickenson-Russell Coal Company, LLC              15-33932

     Republic Energy, Inc.                            15-33933

     Alpha Sub Two, LLC                               15-33934

     Dickenson-Russell Land and Reserves, LLC         15-33935

     River Processing Corporation                     15-33936

     Alpha India, LLC                                 15-33937

     DRIH Corporation                                 15-33938

     Alpha Land and Reserves, LLC                     15-33939

     Alpha Terminal Company, LLC                      15-33940

     Kingwood Mining Company, LLC                     15-33941

     Duchess Coal Company                             15-33942

     Riverside Energy Company, LLC                    15-33943

     Alpha Midwest Holding Company                    15-33944

     Eagle Energy, Inc.                               15-33945

     Riverton Coal Production Inc.                    15-33946

     Alpha Natural Resources, LLC                     15-33947

     Elk Run Coal Company, Inc.                       15-33948

     Alpha Wyoming Land Company, LLC                  15-33949

     Alpha Natural Resources International, LLC       15-33950

     Road Fork Development Company, Inc.              15-33951

     Alpha Natural Resources Services, LLC            15-33952

     Lauren Land Company                              15-33953

     AMFIRE, LLC                                      15-33954

     Alpha PA Coal Terminal, LLC                      15-33955

     Emerald Coal Resources, LP                       15-33956

     Robinson-Phillips Coal Company                   15-33957

     AMFIRE Holdings, LLC                             15-33958

     Alpha Shipping and Chartering, LLC               15-33959

     Enterprise Mining Company, LLC                   15-33960

     Rockspring Development, Inc.                     15-33961

     Esperanza Coal Co., LLC                          15-33962

     AMFIRE Mining Company, LLC                       15-33963

     Rostraver Energy Company                         15-33964

     Foundation Mining, LLC                           15-33965

     Aracoma Coal Company, Inc.                       15-33966

     Rum Creek Coal Sales, Inc.                       15-33967

     Foundation PA Coal Company, LLC                  15-33968

     Laxare, Inc.                                     15-33969

     Axiom Excavating and Grading Services, LLC       15-33970

     Foundation Royalty Company                       15-33971

     Russell Fork Coal Company                        15-33972

     Freeport Mining, LLC                             15-33973

     Shannon-Pocahontas Coal Corporation              15-33974

     Freeport Resources Company, LLC                  15-33975

     Litwar Processing Company, LLC                   15-33976

     Shannon-Pocahontas Mining Company                15-33977

     Bandmill Coal Corporation                        15-33978

     Goals Coal Company                               15-33979

     Gray Hawk Insurance Company                      15-33980

     Sidney Coal Company, Inc.                        15-33981

     Logan County Mine Services, Inc.                 15-33982

     Bandytown Coal Company                           15-33983

     Spartan Mining Company                           15-33984

     Green Valley Coal Company                        15-33985

     Barbara Holdings Inc.                            15-33986

     Long Fork Coal Company                           15-33987

     Stirrat Coal Company                             15-33988

     Greyeagle Coal Company                           15-33989

     Barnabus Land Company                            15-33990

     Sycamore Fuels, Inc.                             15-33991

     Herndon Processing Company, LLC                  15-33992

     Belfry Coal Corporation                          15-33993

     Lynn Branch Coal Company, Inc.                   15-33994

     T. C. H. Coal Co.                                15-33995

     Highland Mining Company                          15-33996

     Tennessee Consolidated Coal Company              15-33997

     Hopkins Creek Coal Company                       15-33999

     Big Bear Mining Company                          15-34000

     Thunder Mining Company II, Inc.                  15-34001

     Independence Coal Company, Inc.                  15-34002

     Maple Meadow Mining Company                      15-34003

     Black Castle Mining Company, Inc.                15-34004

     Jacks Branch Coal Company                        15-34005

     Trace Creek Coal Company                         15-34006

     Jay Creek Holding, LLC                           15-34007

     Black King Mine Development Co.                  15-34008

     Marfork Coal Company, Inc.                       15-34009

     Kanawha Energy Company                           15-34010

     Twin Star Mining, Inc.                           15-34011

     Boone East Development Co.                       15-34012

     Kepler Processing Company, LLC                   15-34013

     Wabash Mine Holding Company                      15-34014

     Martin County Coal Corporation                   15-34015

     Brooks Run Mining Company, LLC                   15-34016

     Warrick Holding Company                          15-34017

     Coal Gas Recovery II, LLC                        15-34018

     West Kentucky Energy Company                     15-34019

     Pennsylvania Land Resources, LLC                 15-34020

     White Buck Coal Company                          15-34021

     Brooks Run South Mining, LLC                     15-34022

     Williams Mountain Coal Company                   15-34023

     Castle Gate Holding Company                      15-34024

     Wyomac Coal Company, Inc.                        15-34025

     Clear Fork Coal Company                          15-34026

     Maxxim Rebuild Co., LLC                          15-34027

     Crystal Fuels Company                            15-34028

     Maxxim Shared Services, LLC                      15-34029

     Cumberland Coal Resources, LP                    15-34030

     Maxxum Carbon Resources, LLC                     15-34032

     McDowell-Wyoming Coal Company, LLC               15-34033

     New Ridge Mining Company                         15-34034

     New River Energy Corporation                     15-34035

     Nicewonder Contracting, Inc.                     15-34036

     Omar Mining Company                              15-34038

     Paramont Coal Company Virginia, LLC              15-34039

     Paynter Branch Mining, Inc.                      15-34040

     Peerless Eagle Coal Co.                          15-34041

     Pennsylvania Land Holdings Company, LLC          15-34042

     Pennsylvania Land Resources Holding Company, LLC 15-34043

     Pennsylvania Services Corporation                15-34044

     Performance Coal Company                         15-34045

     Peter Cave Mining Company                        15-34046

     Pilgrim Mining Company, Inc.                     15-34047

     Pioneer Fuel Corporation                         15-34049

     Plateau Mining Corporation                       15-34050

Type of Business: Coal Producer

Chapter 11 Petition Date: August 3, 2015

Court: United States Bankruptcy Court
       Eastern District of Virginia (Richmond)

Judge: Hon. Kevin R. Huennekens

Debtors'          David G. Heiman, Esq.
General           Carl E. Black, Esq.
Counsel:          Thomas A. Wilson, Esq.
                  JONES DAY
                  North Point
                  901 Lakeside Avenue
                  Cleveland, OH 44114
                  Tel: (216) 586-3939
                  Fax: (216) 579-0212
                  Email: dgheiman@jonesday.com
                         ceblack@jonesday.com
                         tawilson@jonesday.com


Debtors'          Tyler P. Brown, Esq.
Local             J.R. Smith, Esq.
Counsel:          Henry P. (Toby) Long, III, Esq.
                  Justin F. Paget, Esq.
                  HUNTON & WILLIAMS LLP
                  Riverfront Plaza, East Tower
                  951 East Byrd Street
                  Richmond, VA 23219
                  Tel: (804) 788-8200
                  Fax: (804) 788-8218
                  Email: tpbrown@hunton.com
                         jrsmith@hunton.com
                         hlong@hunton.com
                         jpaget@hunton.com

Debtors'          ROTHSCHILD GROUP
Financial
Advisor:

Debtors'          ALVAREZ & MARSAL HOLDINGS, LLC
Investment
Banker:

Debtors'          KURTZMAN CARSON CONSULTANTS, LLC
Claims and
Noticing
Agent:

Total Assets: $9.9 billion as of June 30, 2015

Total Liabilities: $7.3 billion as of June 30, 2015

The petition was signed by Richard H. Verheij, executive vice
president, general counsel and corporate secretary.


ALPHA NATURAL: Consolidated List of 50 Top Unsecured Creditors
--------------------------------------------------------------
   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Union Bank, N.A.                     6.25% Senior    $584,929,000
Attn: James Myers                  Notes due 2021
Vice President
350 California St., 11th Floor
San Francisco, CA 94104
Fax: (415) 273-2492

Union Bank, N.A.                     6.00% Senior    $576,874,000
Attn: James Myers                   Notes due 2019
Vice President
350 California St., 11th Floor
San Francisco, CA 94104
Fax: (415) 273-2492

Union Bank, N.A.                     9.75% Senior    $392,584,000
Attn: James Myers                   Notes due 2018
Vice President
350 California St., 11th Floor
San Francisco, CA 94104
Fax: (415) 273-2492

Union Bank, N.A.                        4.875%       $276,740,000
Attn: Sonia Flores                    Convertible
Vice President                        Senior Notes
350 California Street, 11th Floor      due 2020
San Francisco, CA 94104
Fax: (415) 273-2492

Union Bank, N.A.                       3.75%         $262,683,000
Attn: Vice President                 Convertible
350 California Street, 11th Floor    Senior Notes
San Francisco, CA 94104               due 2017
Fax: (415) 273-2492

Wilmington Trust Company               3.25%         $109,201,000
Attn: Donald E. Foley                Convertible
CEO & Chairman                      Senior Notes
Rodney Square North                   due 2015
1100 North Market Street
Wilmington, DE 19890-0001
Tel: (800) 724-2440
Fax: (302) 651-8937

Joy Global Underground Mining LLC &    Trade Debt      $7,814,548
Joy Global Surface Mining Inc.
Attn: Edward L. Doheny II
President and Chief Executive Officer
100 East Wisconsin Avenue, Suite 2780
Milwaukee, WI 53202
Tel: (414) 319-8500
Fax: (414) 486-6717

Blankenship, Donald L.                 Legal Fees/     $3,500,000
Address on File                         Litigation

United Central Industrial Supply        Trade Debt     $3,270,907
Attn: Darrell H. Cole, CEO
1241 Volunteer Parkway
Suite 1000
Bristol, TN 37620
Tel: (423) 573-7300
Fax: (423) 573-7297

Nelson Brothers LLC                     Trade Debt     $2,991,353
Attn: Ralph Hymer
Executive Vice President
820 Shades Creek Parkway, Suite 2000
Birmingham, AL 35209
Tel: (205) 414-2900
Fax: (205) 802-5312

Cecil I Walker Machinery Co             Trade Debt     $2,830,809
Attn: Monty Boyd
President
c/o Boyd Company
10001 Linn Station Road
Louisville, KY 40223
Tel: (502) 774-4441
Fax: (304) 949-7220

Wyoming Machinery Co                    Trade Debt     $2,520,438
Attn: Richard S. Wheeler
President and Chief Executive Officer
5300 Old W Yellowstone Hwy
Casper, WY 82602
Tel: (307) 472-1000
Fax: (307) 261-4486

Appalachian Power Company                Trade Debt     $2,500,000
Attn: Chris Patton
President and COO
304 29 ST W
Charleston, WV 25387
Tel: (800) 982 -4237
Fax: (614) 223-1823

Natural Resource Partners LP            Coal Royalty    $2,500,000
(CSTL/ACIN LLC; WPP LLC;  
ACIN/NRP; CSTL LLC)
c/o Corbin J. Robertson, Jr.
Chief Executive Officer and
Chairman of the Board
601 Jefferson Street, Suite 3600
Houston, TX 77002
Tel: (713) 751-7507
Fax: (972) 248-5395
Email: info@nrplp.com

Bridgestone America Tire Operations      Trade Debt     $2,284,900
Attn: Gary Garfield
CEO & President
535 Marriott DR
Nashville, TN 37214
Tel: (615) 937-1000
Fax: (615) 937-3621

Brake Suppply Co. Inc.                   Trade Debt     $2,118,094
Attn: David Koch
President and Chief Executive Officer
5501 Foundation Blvd.
Evansville, IN 47725
Tel: (800) 457-5788
Fax: (812) 429-9425
Email: dkoch@brake.com

Powell Construction Company              Trade Debt     $2,086,675
Attn: General Counsel
3622 Bristol Hwy
Johnson City, TN 37601
Tel: (423) 282-0111
Fax: (423) 282-1541

Viking Explosives LLC                    Trade Debt     $2,057,436
Attn: General Counsel
2178 Highlight Road
Gillette, WY 82718
Tel: (307) 464-1611
Fax: (307) 464-0126



Wyoming Office of State Lands          Coal Royalty    $2,000,000
& Investments
Attn: Bridget Hill
Director Royalty Section
122 W 25th St 3rd FL
Westcheyenne, WY 82002-0600
Tel: (307) 777-7331
Fax: (307) 777-7682
Email: bridget.hill1@wyo.gov

US Dept of the Interior                Coal Royalty    $1,900,000
Attn: Neil Kornze, Director
Bureau of Land Management
1849 C Street NW
RM 5665
Washington, DC 20240
Tel: (202) 208-3801
Fax: (202) 208-5242

Carter Machinery Co. Inc.               Trade Debt     $1,753,192
Attn: Jim Parker, CEO
1330 Lynchburg Turnpike
Salem, VA 24153
Tel: (540) 387-1111
Fax: (540) 375-9390

CSXT N/A 125043                         Trade Debt     $1,688,864
Attn: Michael J. Ward
Chairman and Chief Executive Officer
550 Water Street, 15th Floor
Jacksonville, FL 32202
Tel: (904) 359-3200
Fax: (904) 359-2459

Mayo Manufacturing Co, Inc.              Trade Debt    $1,574,645
Attn: General Counsel
110 Phico St
Chapmanville, WV 25508-9704
Tel: (304) 855-5947
Fax: (304) 855-2329

Jennmar Corp.                            Trade Debt    $1,551,682
Attn: Karl Anthony Calandra
Executive Vice President
258 Kappa Drive
Pittsburgh, PA 15238
Tel: (412) 963-9071
Fax: (412) 963-8099

Petroleum Products Inc.                  Trade Debt    $1,514,123
Attn: General Counsel
200 Viscose RD
Bunker Hill, WV 25413
Tel: (304) 755-1000
Fax: (304)-926-3009

Earth Support SVCS Inc. DBA Micon        Trade Debt    $1,302,583
Attn: General Counsel
25 Allegheny SQ
Glassport, PA 15045-1649
Tel: (412) 664-7788
Fax: (412) 664-7717
Email: info@miconmining.com

Tramco Services Inc.                    Trade Debt     $1,160,890
Attn: General Counsel
141 Campbells Creek DR
Charleston, WV 25306
Tel (304) 926-2650
Fax: (304) 235-6591

Rowland Land Company                   Coal Royalty    $1,000,000
Attn: David Pollitt, Owner
405 Capital Street, Suite 609
Charleston, WV 25301
Tel: (304) 346-6671
Fax: (304) 346-6675
Email: rowland@suddenlinkmail.com

D A Lubricant Co Inc.                    Trade Debt      $901,885
Attn: Mike Protegere
Chief Executive Officer
801 Edwards Drive
Lebanon, IN 46052
Tel: 317-923-5321
Fax: (765) 482-3065

Superior Coal Services LLC                Trade Debt     $821,140
Attn: General Counsel
PO Box 1025
Summersville, WV 26651
Tel: (304) 872-4030
Fax: (304) 872-4033

J H Fletcher & Co                         Trade Debt     $783,213
Attn: Greg Hinshaw
Chief Executive Officer
402 Hight St.
Huntington, WV 25722
Tel: (304) 525-7811
Fax: (304) 525-3770

Veolia Water Solutions &                  Trade Debt     $714,887
Technologies North America Inc.
Attn: General Counsel
250 Airside DR
Moon Township, PA 15108-2793
Tel (412) 809-6590
Fax (412) 809-6111

W & B Fabrications Inc.                   Trade Debt     $671,254
Attn: General Counsel
PO Box 179
Rocky Gap, VA 24366
Tel: (276) 928-1060
Fax: (276) 928-1062
Email: robbie@wbfabricators.com

Shonk Land Company, LLC                Coal Royalty     $650,000
Attn: General Counsel
PO Box 969
Charleston, WV 25324
Tel: 304-344-2455
Fax: (304) 344-2467

PP&L Generation, LLC                   Coal Royalty     $600,000
Attn: William H. Spence
Chairman, President and CEO
Two North Ninth Street
Allentown, PA 18101-1179
Tel: (610) 774-5151
Fax: (610) 774-5106

Cramer Security & Ivestigations Inc.    Trade Debt      $598,543
Attn: General Counsel
PO Box 1082
Beckley, WV 25802-1082
Tel: (304) 256-0300
Fax: (304) 256-0895

Chisler Brothers Contracting LLC        Trade Debt      $590,709
Attn: General Counsel
4607 Mason Dixon Hwy
Pentress, WV 26544
Tel: (304) 879-5511
Fax: (304) 879-5012

W C Hydraulics LLC                      Trade Debt      $524,676
Attn: General Counsel
172 Philpot LN
Beaver, WV 25813
Tel: (304) 255-2208
Fax: (304) 255-2252

Quality Magnetite LLC                   Trade Debt      $523,873
Attn: General Counsel
2620 Big Sandy Road
(U.S. ROUTE 52 SOUTH)
Kenova, WV 25530
Tel: (304) 453-2222
Fax: (304) 453-2260

Fenner Dunlop Americas Inc.             Trade Debt      $521,416
Attn: General Counsel
PO Box 347625
Pittsburgh, PA 15251-4625
Tel: (412) 249-0682
Fax: (412) 249-0701

Rish Equipment Co                        Trade Debt     $502,989
Attn: General Counsel
294 George St PO Box 1781
Beckley, WV 25801
Tel: (304) 255-4111
Fax: (304) 255-0317

Cummins Crosspoint LLC                  Trade Debt       $498,337
Attn: General Counsel
602 New Goff Mountain RD
Cross Lanes, WV 25313
Tel: (317) 240-1948
Fax: (304) 769-1022

Elite Coal Services LLC                 Trade Debt       $491,011
Attn: General Counsel
PO Box 1025
Summersville, WV 26651
Tel: (304) 872-4030
Fax: (304) 872-4033

A L Lee Corp                            Trade Debt       $476,260
Attn: General Counsel
PO Box 99
Lester, WV 25865
Tel: (304) 934-5386
Fax: (304) 934-5388

Lee Supply Co Inc.                      Trade Debt       $462,358
Attn: General Counsel
PO Box 1250
2795 Ritter DR (Shady Spring)
Beaver, WV 25813-1250
Tel: (304) 763-0215
Fax: (304) 763-0218

K & K Steam Cleaning & Contracting Inc. Trade Debt       $457,830
Attn: General Counsel
667 New Camp RD
South Williamson, KY 41503
Tel: (606) 237-4835
Fax: (606) 437-9697

Hugh M. Caperton,                       Litigation   Undetermined
Harman Development Corporation,
Harman Mining Corporation,
and Sovereign Coal Sales, Inc.
c/o Reed Smith LLP
Attn: S. Miles Dumville
and Travis Sabalewski
Riverfront Plaza - West Tower
901 East Broad Street, Suite 1700
Richmond, VA 23219-4068
Tel: (804) 344-3430
Fax: (804) 344-3410

Pensiuon Benefit Guaranty Corporation     Pension    Undetermined
c/o Counsel
Office of the Chief Counsel
1200 K Street, NW, Suite 340
Washington, DC 20005-4026
Tel: (202) 326-4020

Fax: (202) 326-4112

United States Deparatment of Labor     Mine safety &  Undetermined
Mine Safety and Health Administration    Health
Attn: Joseph A. Main
Assistant Secretary
201 12th Street South
Arlington, VA 22202-5450

United States Environmental            Environmental  Undetermined
Protection Agency
c/o Gina McCarthy Administrator
William Jefferson Clinton Building
North (WJC NorthORTH)
1200 Pennsylvania Avenue N.W.
Washington, DC 20004
Tel: (202) 564-4700
Fax: (202) 501-1430


ALPHA NATURAL: S&P Lowers CCR to 'D' on Ch. 11 Bankruptcy Filing
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Bristol, Va.-based coal producer Alpha Natural
Resources Inc. to 'D' from 'CCC+'.  S&P also lowered its
issue-level ratings on the company's first-lien, second-lien, and
senior unsecured debt to 'D' from 'B', 'CCC+', and 'CCC-',
respectively.

The rating action follows Alpha's announcement that it and certain
of its subsidiaries have filed voluntary petitions for
restructuring under Chapter 11 of the U.S. Bankruptcy Code.  Alpha
is seeking court approval for an 18-month debtor-in-possession
(DIP) financing package totaling up to approximately $692 million.
S&P will reassess its recovery ratings on Alpha's prepetition debt
in light of the bankruptcy filing, including the potential impact
of the proposed DIP financing.



AMAYA INC: Moody's Affirms 'B2' Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service affirmed the ratings of Amaya B.V.'s
("ABV") $1.96 billion first lien term loan due 2021 following the
company's announcement that it intends to raise a $400 million
add-on to the first lien term loan. ABV is an operating subsidiary
of Amaya, Inc. (TSX and NASDAQ: AYA). At the same time, Moody's
affirmed the Caa1 rating on ABV's $800 million second lien term
loan due 2022 and AYA's B2 Corporate Family Rating and B2-PD
Probability of Default Rating. AYA has an SGL-2 Speculative Grade
Liquidity rating and a stable rating outlook. Ratings are subject
to review of final documentation.

The proceeds of the proposed $400 million first lien add-on will be
used, along with about $195 million of cash on hand, to refinance
$575 million of the second lien term loan due 2020 and pay fees and
expenses. This transaction will reduce the second lien term loan to
$225 million.

Outside of any change to the B2 Corporate Family Rating, the B1
rating on the first lien debt is very sensitive to any change in
the mix of first lien/second lien debt in the capital structure.
Should the percentage of first lien debt relative to total debt
increase even modestly, this will likely result in a downgrade to
the first lien debt rating to B2.

Ratings affirmed:

Amaya, Inc.:

Corporate Family Rating at B2

Probability of Default Rating at B2-PD

Speculative Grade Liquidity rating at SGL-2

Amaya B.V.:

$100 million first lien revolver due 2019 at B1 (LGD3)

$1.96 billion (USD/EUR) first lien term loan due 2021 at B1 (LGD3)

$800 million second lien term loan due 2022 at Caa1 (LGD6) from
(LGD5)

RATINGS RATIONALE

The B2 Corporate Family Rating considers AYA's high pro forma
consolidated leverage of approximately 6.5 times (including Moody's
standard adjustments and the $550 million contingent payment)
resulting from the 11 times multiple AYA paid to acquire Oldford
Group Limited ("OGL") -- the owner of the PokerStars and Full Tilt
poker brands. Although we expect AYA can reduce leverage to about
6.0 times by the end of 2015 this level is still high given AYA's
narrow product focus and operating risks related to integration and
execution as well as the inherent risks and uncertainty related to
the evolving regulatory environment for online gaming. AYA is in
the early stages of entering the highly competitive online real
money casino and sportsbook markets. AYA's plan is to cross-sell
its online gaming and sportsbook offerings to its database of poker
players that currently play and bet with different operators. While
it is more convenient for a current AYA customer to utilize that
company for all his/her gaming options, there is a risk that AYA
doesn't provide a comparable experience that gets that customer to
switch.

The rating also takes into consideration the ongoing insider
trading investigation related to trading prior to the announcement
of AYA's acquisition of OGL. While it was announced that AYA's
Chief Executive Officer and Chief Financial Officer were named as a
part of the investigation, but not involving any trades by such
individuals, no charges have been filed against any individuals or
AYA.

The B2 Corporate Family Rating is supported by AYA's market leading
position in terms of revenue in online poker, and its licenses to
operate in all major jurisdictions where online poker has been
legalized. Moody's also expects that the popularity of PokerStars
and Full Tilt brands will result in increased player retention,
strong consolidated EBITDA margins at about 37% and good interest
coverage. Pro forma EBITA/interest is about 3.0 times. AYA's
interest coverage benefits from the fact that at the time of the
OGL acquisition, Amaya Gaming Group contributed $1.05 billion of
perpetual paid-in-kind convertible preferred stock, and there is no
interest or financing cost associated with the potential contingent
payment, which comprises the deferred purchase price for OGL.
Moody's does not include the preferred stock in its leverage
calculation because the instrument has no maturity, is paid in
kind, has no cash put options and cannot cause a default under the
bank facilities, but the leverage calculation does, however,
include the full potential deferred payment of $550 million.

The stable rating outlook incorporates AYA's SGL-2 Speculative
Grade Liquidity rating which indicates good liquidity -- EBITDA
should cover all capital and debt service requirements over the
next 12 to 18 month period -- and reflects Moody's view that AYA
will be able to profitably cross sell new on-line casino games and
sports betting to existing poker players with little capital
investment given the scalability of the company's online gaming
platforms.

Also considered with respect to the stable outlook is Moody's
understanding that pursuant to the merger agreement, until the bank
facilities mature or are repaid, the sellers agree to standstill
from enforcing their rights if the company is unable to make the
contingent payment. AYA has to build enough cash or issue equity to
meet its potential contingent payment obligation of up to $550
million to the sellers of OGL by the earlier of July 17, 2017 or 30
months from the acquisition closing date.

The B1 rating on the first lien debt -- one notch above the
Corporate Family Rating -- reflects the overall 50% Loss Given
Default and the support of the $225 million second lien debt below
it in the capital structure. The Caa1 rating on the second lien
debt reflects the material amount of debt in the first lien
position. Outside of any change to the B2 Corporate Family Rating,
the B1 rating on the first lien debt is very sensitive to any
change in the mix of first lien/second lien debt in the capital
structure. Should the percentage of first lien debt relative to
total debt increase even modestly, this will likely result in a
downgrade to the first lien debt rating to B2.

AYA's ratings could be upgraded if it becomes apparent that the
company's operations will not be affected by the investigation and
the company is able to achieve and maintain debt/EBITDA at or below
4.5 times. Ratings could be lowered if any management distraction
or unintended consequences, such as unfavorable publicity, appear
to be having a material negative impact on AYA's overall
performance, or if investigation leads to any proceedings or
charges suggesting that AYA's senior level officials were involved.
Downward rating triggers already in place remain the same:
debt/EBITDA above 6.5 times, EBIT/interest below 2.0 times, and/or
inability to reduce leverage or accumulate cash for the purpose of
meeting its deferred payment obligation of up to $550, under
certain conditions, to the sellers of Oldford Group Limited.

AYA provides products, services and systems to land-based and
online gaming operators. As a result of the company's acquisition
of OGL in August 2014, AYA also owns and operates the Poker Stars
and Full Tilt Poker online poker brands. Revenue for the LTM period
ended March 31, 2015 was about $1.02 billion.



AMERICAN AIRLINES: Acevedos Given Time to Oppose Bid to Dismiss
---------------------------------------------------------------
Judge Jerome B. Simandle of the United States District Court for
the District of New Jersey gave Alba I. Acevedo and Joseph Acevedo
time to oppose American Airlines, Inc.'s to the defendant's motion
to dismiss the personal injury lawsuit filed by the Acevedos.

The Acevedos filed a complaint against American Airlines, seeking
damages for injury that Alba suffered while on board an American
Airlines flight arriving into Philadelphia International Airport.
The case remained inactive for over three years until January 2015,
when American Airlines moved to dismiss for failure to prosecute.
More than five months have passed, and the Acevedos have filed no
response.

Although Judge Simandle concluded that the facts of the case weigh
in favor of dismissal, the judge gave the Acevedos time to oppose
American Airlines' dismissal motion.  The judge further stated that
should counsel fail to comply, the case will be dismissed with
prejudice under  Rule 41(b) of the Federal Rules of Bankruptcy
Procedure.

The case is ALBA I. ACEVEDO and JOSEPH ACEVEDO Plaintiffs, v.
AMERICAN AIRLINES, INC., XYZ CORPORATION, Defendants, CIVIL ACTION.
NO. 11-3830 (JBS/AMD) (D. N.J.).

A full-text copy of Judge Simandle's July 23, 2015 order is
available at http://is.gd/2MZGlbfrom Leagle.com.

Alba I. Acevedo and Joseph Acevedo are represented by:

          John A. Klamo, Esq.
          JOHN A. KLAMO, ESQ., P.C.
          811 Church St. Suite 112
          Cherry Hill, NJ 08002
          Tel: (856) 665-7200
          Fax: (856) 665-7210

American Airlines, Inc. is represented by:

          John V. Mallon, Esq.
          CHASAN, LEYNER, BARISO & LAMPARELLO, P.C.
          300 Harmon Meadow Blvd.
          Secaucus, NJ 07094
          Tel: (201) 348-6000
          Fax: (201) 348-6633
          Email: jvmallon@chasanlaw.com

                About American Airlines

AMR Corp. and its subsidiaries including American Airlines filed
for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463)
in Manhattan on Nov. 29, 2011, after failing to secure cost-cutting
labor agreements.  AMR, previously the world's largest airline
prior to mergers by other airlines, is the last of the so-called
U.S. legacy airlines to seek court protection from creditors.  It
was the third largest airline in the United States at the time of
the bankruptcy filing.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors.  Paul Hastings LLP and Debevoise & Plimpton LLP Groom
Law Group, Chartered, are on board as special
counsel.  Rothschild Inc., is the financial advisor.  Garden
City Group Inc. is the claims and notice agent.

Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay
Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP serve as
counsel to the Official Committee of Unsecured Creditors in AMR's
chapter 11 proceedings.  Togut, Segal & Segal LLP is the
co-counsel for conflicts and other matters; Moelis & Company LLC is
the investment banker, and Mesirow Financial Consulting, LLC, is
the financial advisor.

The Retiree Committee is represented by Jenner & Block LLP's
Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B.
Hankin, Esq.

AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a
definitive merger agreement under which the companies will combine
to create a premier global carrier, which will have an implied
combined equity value of approximately $11 billion.

The bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan
to exit bankruptcy through a merger with US Airways.  By
distributing stock in the merged airlines, the plan is designed to
pay all creditors in full, with interest.

Judge Sean Lane confirmed the Plan despite the lawsuit filed by the
U.S. Department of Justice and several states' attorney general
complaining that the merger violates antitrust laws.

In November 2013, AMR and the U.S. Justice Department a settlement
of the anti-trust suit.  The settlements require the airlines to
shed 104 slots at Reagan National Airport in Washington and 34 at
LaGuardia Airport in New York.

AMR stepped out of Chapter 11 protection after its $17 billion
merger with US Airways was formally completed on Dec. 9, 2013.

                          *     *     *

The Troubled Company Reporter, on Sep. 2, 2014, reported that
Standard & Poor's Ratings Services revised its rating outlooks on
American Airlines Group Inc. (AAG) and its subsidiaries American
Airlines Inc. and US Airways Inc. to positive from stable.  At
the same time, S&P affirmed its ratings on the companies, including
the 'B' corporate credit ratings.

The TCR, on April 13, 2015, reported that Standard & Poor's Ratings
Services assigned its 'BB' issue-level rating and '1' recovery
rating to American Airlines Inc.'s (American; B+/Positive/--) $750
million amended term loan B due Oct. 10, 2021.  The term loan is
guaranteed by the company's parent, American Airlines Group Inc.,
and its affiliates, US Airways Group Inc. and US Airways Inc. S&P's
'1' recovery rating indicates its expectation of a "very high"
(90%-100%) recovery in a default scenario.

The TCR also reported on April 10, 2015, that following the
announcement by American Airlines, Inc. that it would re-price and
alter the collateral package for its $1.15 billion senior secured
credit facility, Fitch's ratings on the facility remain unchanged
at 'BB+/RR1'.


AMERICAN STANDARD: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
  
     Debtor                                       Case No.
     ------                                       --------
     American Standard Energy, Corp.              15-70104
     A Nevada Corp.
     4800 N. Scottsdale Road, Suite 1400
     Scottsdale, AZ 85251

     American Standard Energy Corp.               15-70105
     A Delaware Corp.
     4800 N. Scottsdate Road, Suite 1400
     Scottsdale, AZ 85251

Type of Business: Oil and natural gas

Chapter 11 Petition Date: August 3, 2015

Court: United States Bankruptcy Court
       Western District of Texas (Midland)

Judge: Hon. Ronald B. King

Debtors' Counsel: Bernard R. Given, II, Esq.
                  LOEB & LOEB LLP
                  10100 Santa Monica Boulevard, Suite 2200
                  Los Angeles, CA 90067
                  Tel: 310-282-2000
                  Fax: 310-282-2200
                  Email: bgiven@loeb.com

Total Assets: $40 million to $50 million as of July 31, 2015

Total Debts: $53 million as of July 31, 2015

The petitions were signed by Steven Person, president.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
XOG Operating                           Trade         $3,290,363
1801 W. Texas Ave.
Midland, TX 79701

Oasis Petroleum                         Trade         $2,973,521
1001 Fannin
Suite 1500
Houston, TX 77002

Continental Resources                   Trade         $2,585,025
P.O. Box 269091
Oklahoma City, OK 73126

Stat Oil & Gas LP                       Trade         $2,256,350
6300 Bridge Point Parkway
Bldg. 2, Suite 500
Austin, TX 78730

Hunt Oil Company                        Trade         $1,173,270
1900 N Akard St.
Dallas, TX 75201

Petro-Hunt LLC                          Trade           $998,758
400 East Braodway
Suite 414
Bismarck, ND 58502-0935

Mountain Divide                         Trade           $987,309
P.O. Box 200
Cut Bank, MT 59427

Baker Donelson                        Legal Fees        $976,034
211 Commerce St.
Suite 800 East
Nashville, TN 37201
  
Marathon Oil Co.                        Trade           $805,479
5555 San Felipe
Room 3321
Houston, TX 7056

COG Operating LLC                       Trade           $768,496
Fasken Center Tower II
Lockbox #8499299
Dallas, TX 75284-9929

Hess Corp.                              Trade           $759,986
1501 McKinney
Houston, TX 77010

Whiting Oil and Gas Corp.               Trade           $749,949
1700 Broadway
Suite 2300
Denver, CO 80290

Kodiak Oil & Gas Corp.                  Trade           $340,892
1625 Broadway
Suite 250
Denver, CO 80202

North Plains Energy                     Trade           $246,277

Blank Rome                            Legal Fees        $204,702

Patton Boggs                          Legal Fees         $47,973

WPX Energy Williston LLC                Trade            $42,789

Scott Feldhacker                      Employment         $38,713

SM Energy Company                       Trade            $38,047

Richard MacQueen                      Employment         $37,500


ATLANTIC CITY, NJ: S&P Lowers Rating on GO Debt to 'B'
------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its rating
on Atlantic City, N.J.'s general obligation (GO) debt three notches
to 'B' from 'BB' and is keeping it on CreditWatch with negative
implications, where it was placed on Jan. 27, 2015.

"The downgrade reflects continued uncertainty regarding the
long-term fiscal stability and recovery of the city as it responds
to increasing liabilities from tax appeals and an eroding tax
base," said Standard & Poor's credit analyst Timothy Little.

"The 'B' rating reflects our view that the city is more vulnerable
to nonpayment since our last review given that three months have
passed without additional clarity on how the city will propose to
resolve its long-term financial challenges," said Mr. Little.  "The
lack of clear and implementable reforms to restore fiscal solvency
without payment deferrals or debt restructuring remains uncertain
as the city continues to operate in a difficult fiscal
environment."  These challenges are more likely to result in
liquidity pressures for the city to meet its obligations for the
remainder of the fiscal year.

While the city demonstrated it has liquidity and market access
through the state Qualified Bond Act (QBA) to address its immediate
financial and liquidity pressures during the past 90 days, market
access remains uncertain absent security provided by the program
and whether the state will continue to approve this program for any
subsequent financing needs.

S&P considers there to be high implementation risk with proposed
short- and long-term solutions that have not been formally
implemented or adopted, which, if not successful, could introduce
bankruptcy as a potential course of action for the city.  The
city's inability to provide a longer term plan also creates
uncertainty in the shorter term.  This uncertainty provides a
potential for liquidity concerns in the near term if not further
clarified within S&P's CreditWatch timeframe.

Following the Emergency Manager's 60-day report, there have been no
subsequent updates regarding potential payment deferrals or status
in addressing the 2015 budget, further affecting S&P's view of
management's ability to execute structural reforms that could
weaken the city's finances further.

Over the short term, risks to the city include the lack of a clear
plan to address the estimated fiscal 2015 deficit of $101 million,
adopting a budget for the current year, and achieving tax
collection projections for the third and fourth quarters.  These
uncertainties further complicate the city's ability to address
settled, but unfunded tax appeals totaling $134 million, with
expected increases in 2015 that will likely bring the total to over
$200 million.

"Within the 90-day CreditWatch period," added Mr. Little, "we will
continue to monitor Atlantic City's ability to reduce its fiscal
2015 estimated deficits, address its near-term financial and
liquidity risks, and will revisit the rating accordingly.



AUBURN TRACE: Authorized to Enter Into Premium Finance Agreement
----------------------------------------------------------------
The Bankruptcy Court has authorized Auburn Trace to enter into a
premium finance agreement.

In connection with the day-to-day operations of its business, the
Debtor is either required by law or compelled by sound business
judgment to maintain its property, wind and umbrella insurance
policies.  Without financing these policies, the Debtor would be
required to obtain the coverage by prepaying the full premium for
the applicable coverage period, which constitutes $113,905.
Further since the Policies are 10 months, the requirement to prepay
the full premium would impose a financial burden on the Debtor.

To lessen this burden, the Debtor will finance the premium for the
Policies pursuant to the Commercial Premium Finance Agreement with
FIRST Insurance Funding Corp. (FIFC) upon Court approval.  The
Finance Agreement is between the Debtor's management company,
Florida Affordable Housing, Inc. and FIFC.  The Policies cover the
property, wind and umbrella insurance of the Debtor and the Debtor
will be funding the down payments to its insurance agent, as
described below, as, well as the proposed payments to FIFC pursuant
to the Finance Agreement.

Pursuant to the Finance Agreement, FIFC will provide financing to
the permit the Debtor to purchase the Policies, which is essential
for the operation of the Debtor's business.  Under the Finance
Agreement, the total premium amount is $113,905.23 and the total
amount to be financed is $80,940.  Under the Finance Agreement, the
Debtor will become obligated to pay to its insurance agent the sum
of $33,248 as a down payment and the Debtor will pay 10 monthly
installments of $8,318 each to FIFC.  The installment payments are
due on the 1st of each month commencing on July 1, 2015.

The Bankruptcy Court has also approved the agreement that the
adequate protection appropriate for this transaction would be as
follows:

  a. The Debtor be authorized and directed to timely make all
payments due under the Finance Agreement and FIFC be authorized to
receive and apply such payments to Indebtedness owed by Debtor to
FIFC as provided in the Finance Agreement.

  b. If the Debtor does not make any of the payments due under the
Finance Agreement as they become due, the automatic stay shall
automatically lift to enable FIFC and/or third parties, including
insurance companies providing the coverage under the Policies, to
take all steps necessary and appropriate to cancel the Policies,
collect the collateral and apply such collateral to Indebtedness
owed to FIFC by Debtor.  In exercising such rights, FIFC and/or
third parties shall comply with the notice and other relevant
provisions of the Premium Finance Agreement.

As collateral to secure the repayment of the indebtedness under the
Finance Agreement, Debtor is granting FIFC a security interest in,
among other things, the unearned premium of the Policies.  The
Finance Agreement provides that the law of Florida governs the
transaction.

Pursuant to the terms of the Finance Agreement, the Debtor is
appointing FIFC as its attorney-in-fact with the full power to
cancel the Policies and collect the unearned premium in the event
the Debtor is in default of its obligations under the Finance
Agreement.

                        About Auburn Trace

Auburn Trace filed a Chapter 11 bankruptcy petition (Bank. S.D.
Fla. Case No. 15-10317) on Jan. 7, 2015.  The petition was signed
by Brian J. Hinners as president.  The Debtor disclosed $9.61
million  in assets and $9.54 million in liabilities as of the
Chapter 11 filing.  The case is assigned to Judge Paul G. Hyman,
Jr. Bradley S Shraiberg, Esq., at Shraiberg, Ferrara & Landau,
P.A., serves as the Debtor's counsel.

The U.S. Trustee notified the U.S. Bankruptcy Court that until
further notice, it will not appoint a committee of creditors.



AUBURN TRACE: Can Use Cash Collateral Until Sept. 15
----------------------------------------------------
U.S. Bankruptcy Judge Paul G. Hyman, Jr., has authorized Auburn
Trace to use cash collateral on an interim basis to pay in the
ordinary course of its business in accordance with a budget until
Sept. 15, 2015 at 5:00 p.m., unless extended by further order of
the Court.  

The Debtor is also authorized: (i) exceed any line item on the
Budget by an amount equal to 10% of each line item; or (ii) to
exceed any line item by more than 10% so long as the total of all
amounts in excess of all line items for the Budget do not exceed
10% in the aggregate of the total Budget.

According to the Debtor, the only secured creditor with a lien on
the Debtor's cash collateral is IBERIABANK, though the City of
Delray is also claiming an interest in the same.

The Debtor's prepetition secured creditors with liens on the real
property located at located at 625 Auburn Circle W., Delray Beach,
Florida are:

   1. IBERIABANK -- $4,221,557;

   2. The City of Delray Beach -- $4,231,816;

   3. U.S. Small Business Administration -- $199,514; and

   4. the Palm Beach County Tax Collector -- of $287,954 for 2014
and 2015 real property taxes.

As adequate protection to IBERIABANK and The City of Delray Beach,
the Debtor proposes to provide the secured creditors with
replacement liens.

                        About Auburn Trace

Auburn Trace filed a Chapter 11 bankruptcy petition (Bank. S.D.
Fla. Case No. 15-10317) on Jan. 7, 2015.  The petition was signed
by Brian J. Hinners as president.  The Debtor disclosed $9.61
million  in assets and $9.54 million in liabilities as of the
Chapter 11 filing.  The case is assigned to Judge Paul G. Hyman,
Jr. Bradley S Shraiberg, Esq., at Shraiberg, Ferrara & Landau,
P.A., serves as the Debtor's counsel.

The U.S. Trustee notified the U.S. Bankruptcy Court that until
further notice, it will not appoint a committee of creditors.



AUBURN TRACE: Seeks Sept. 4 Extension of Solicitation Period
------------------------------------------------------------
Auburn Trace, Ltd., asks the the United States Bankruptcy Court for
Southern District of Florida, West Palm Beach Division, to extend
its exclusive period to solicit acceptances of the plan of
reorganization through and including September 4, 2015.

According to the Debtor, since the Petition Date, the Debtor has
filed its Plan and Disclosure Statement, the Disclosure Statement
was approved by the Court, and the Debtor has been involved in
negotiations with its creditors relating to the treatment in the
Debtor's Plan.  As of July 2, 2015, Class 1 in the Debtor's Plan
has voted in favor of the Plan and the Debtor has received four
acceptance votes from the class of unsecured creditors.  The Debtor
anticipates the Confirmation Hearing will be continued since the
hearing on the Settlement Motion and the Objection have not yet
been scheduled for hearing as the parties are in the process of
conducting discovery.

Additionally, the Debtor has negotiated several interim orders
authorizing the Debtor's use of cash to operate its business.
Thus, the Debtor believes its request for extension of the time
period to solicit acceptances is reasonable given the Debtor's
progress to date.

The City of Delray Beach, in response to the extension request,
states that it has no opposition to the Debtor's motion except that
City requests that its deadline to file an objection to the Plan be
extended to 14 days before any continued confirmation hearing.

Auburn Trace, Ltd. is represented by:

          Bradley S. Shraiberg, Esq.
          Lenore M. Rosetto Parr, Esq.
          Shraiberg, Ferrara & Landau, P.A.
          2385 NW Executive Center Drive, #300
          Boca Raton, Florida 33431
          Tel.: 561-443-0800
          Fax: 561-998-0047
          Email: bshraiberg@sfl-pa.com
                 lrosetto@sfl-pa.com

City of Delray Beach is represented by:

          Robert C. Furr, Esq.
          Alvin S. Goldstein, Esq.
          Furr and Cohen P.A.
          2255 Glades Road, Suite 337W
          Boca Raton, Florida 33431
          Tel.: 561 395 0500
          Fax: 561 338 7532
          Email: rfurr@furrcohen.com
                 agoldstein@furrcohen.com

                      About Auburn Trace

Auburn Trace filed a Chapter 11 bankruptcy petition (Bank. S.D.
Fla. Case No. 15-10317) on Jan. 7, 2015.  The petition was signed
by Brian J. Hinners as president.  The Debtor disclosed $9.61
million in assets and $9.54 million in liabilities as of the
Chapter 11 filing.  The case is assigned to Judge Paul G. Hyman,
Jr. Bradley S Shraiberg, Esq., at Shraiberg, Ferrara & Landau,
P.A., serves as the Debtor's counsel.

The U.S. Trustee notified the U.S. Bankruptcy Court that until
further notice, it will not appoint a committee of creditors.


AVINTIV: S&P Puts 'B-' Corp. Credit Rating on CreditWatch Positive
------------------------------------------------------------------
Standard & Poor's Ratings Services placed its ratings on Charlotte,
N.C.-based AVINTIV, including the 'B-' corporate credit rating, on
CreditWatch with positive implications.

The rating action follows the recent announcement that higher rated
Berry Plastics Corp. (B+/Stable/--) has entered into a definitive
agreement to acquire AVINTIV.

"We believe the proposed combination will improve AVINTIV's credit
quality and we expect to raise our ratings on AVINTIV upon
completion of the transaction as proposed," said Standard & Poor's
credit analyst Allison Czerepak.

S&P expects the transaction to close by the end of 2015, subject to
regulatory approvals.  S&P will resolve its CreditWatch listing
when the transaction closes.



B&B ALEXANDRIA: DC 12-13 Seeks to Foreclose Lien on Property
------------------------------------------------------------
DC 12-13 asks the U.S. Bankruptcy Court for the District of
Delaware to lift the automatic stay imposed in the Chapter 11 cases
of B&B Alexandria Corporate Park TIC 10, LLC, to allow it to
foreclose its lien on a property known as Alexandria Corporate
Park.

The Debtor owns 2.8198% interest in the Property as a tenant in
common with 38 single-purpose limited liability companies.  The
Debtor owes DC Fund at least $37,500,000.  The value of the
property is approximately $29,000,000.

Jeffrey C. Wisler, Esq., at Connolly Gallagher LLP, in Wilmington,
Delaware, explains that the Debtor has no equity in the Property
and it is not necessary for an effective reorganization.  The
Debtor, Mr. Wisler adds, is unable to pay DC Fund's allowed claim
in full.  Its efforts to obtain funding to pay DC Fund over the
last twelve months have been unsuccessful, Mr. Wisler says.

The Debtor objected asserting that it has recently obtained a
valuation of the Property, indicating a value of $40,000,000.
Based on this valuation, the Debtor believes that it has equity in
the Property as the amount due is less than the value of the
Property.  As the Debtor has equity in the Property, it is entirely
necessary for an effective reorganization by the Debtor.

Regardless of whether or not the Court determines that the stay
applies to DC Fund's foreclosure of its lien against the Property
as a whole, the lender has failed to properly bring the issue
before the Court, the Debtor argues.  Court rules require that the
Lender file an adversary proceeding to seek a declaration that the
stay does not apply to a foreclosure against the nondebtor Tics'
interests in the Property, the Debtor further argues.

DC Fund is represented by:

          Jeffrey C. Wisler, Esq.
          CONNOLLY GALLAGHER LLP
          1000 West Street, 14th Floor
          Wilmington DE 19801
          Tel: (302) 888-6258
          Email: jwisler@connollygallagher.com

             -- and –-

          Mary Joanne Dowd,P.C., Esq.
          ARENT FOX LLP
          1717 K Street NW
          Washington DC 20006
          Tel: (202) 857-6059
          Email: mary.dowd@arentfox.com

The Debtor is represented by:

          Michael J. Joyce, Esq.
          Kevin S. Mann, Esq.
          1105 N. Market Street, Suite 901
          Wilmington, DE 19801
          Tel:(302) 777-4200
          Fax:(302) 777-4224
          Email: mjoyce@crosslaw.com
                 kmann@crosslaw.com

                  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.


BAHA MAR: CEXIM Asks Court to Dismiss Ch. 11 Case
-------------------------------------------------
The Export-Import Bank of China, the largest secured creditor of
Northshore Mainland Services Inc., Baha Mar
Enterprises Ltd., et al., asks the U.S. Bankruptcy Court for the
District of Delaware to dismiss the Chapter 11 cases.

CEXIM provided the Debtors a secured debt facility of up to $2.45
billion to help fund the development of the Baha Mar Resort under a
Facility Agreement dated March 31, 2010.  The Bahamian Debtors are
organized under Bahamian law, have Bahamian offices, are developing
a Bahamian resort, employ more than 2,000 Bahamian citizens, and
executed with key creditors, including CEXIM, significant contracts
that are governed by Bahamian law.  There is no meaningful tie that
binds the Bahamian Debtors, their assets, or their creditors to the
U.S., the bank asserts.

CEXIM further asserts that the refusal of the Bahamian Court to
recognize or enforce orders of the Chapter 11 cases means that a
U.S. Chapter 11 restructuring of the Bahamian Debtors was never
expected and cannot be achieved.  By commencing their Chapter 11
cases in the U.S., the Bahamian Debtors upset the reasonable
expectations of all their foreign creditors, CEXIM adds.

The Court, at the behest of the Debtors, extended the deadline to
object to the motions to dismiss their Chapter 11 cases to August
10, 2015.  The Committee supported the Debtors' extension request.

The Export-Import Bank of China is represented by:

          Robert J. Dehney, Esq.
          Curtis S. Miller, Esq.
          MORRIS, NICHOLS, ARSHT & TUNNELL LLP
          1201 North Market Street
          P.O. Box 1347
          Wilmington, DE 19899-1347
          Tel: (302) 658-9200
          Fax: (302) 658-3989
          Email: rdehney@mnat.com
                 cmiller@mnat.com

             -- and --

          Gary T. Holtzer, Esq.
          Alfredo R. Pérez, Esq.
          Robert J. Lemons, Esq.
          WEIL, GOTSHAL & MANGES LLP
          767 Fifth Avenue
          New York, New York 10153
          Tel: (212) 310-8000
          Fax: (212) 310-8007
          Email: gary.holtzer@weil.com
                 alfredo.perez@weil.com
                 robert.lemons@weil.com

The Official Committee of Unsecured Creditors are represented by:

          Christopher M. Samis, Esq.
          L. Katherine Good, Esq.
          WHITEFORD, TAYLOR & PRESTON LLC
          The Renaissance Centre, Suite 500
          405 North King Street
          Wilmington, Delaware 19801
          Tel: (302) 353-4144
          Fax: (302) 357-3288
          Email: csamis@wtplaw.com
                 kgood@wtplaw.com

          -- and --

          Lawrence C. Gottlieb, Esq.
          Jeffrey L. Cohen, Esq.
          Richelle Kalnit, Esq.
          Jeremy Rothstein, Esq.
          COOLEY LLP
          1114 Avenue of the Americas
          New York, New York 10036
          Tel: (212) 479-6000
          Fax: (212) 479-6275
          Email: lgottlieb@cooley.com
                 jcohen@cooley.com
                 rkalnit@cooley.com
                 jrothstein@cooley.com

                        About Baha Mar

Orlando, Florida-based Northshore Mainland Services Inc., Baha Mar
Enterprises Ltd., and their affiliates sought protection under
Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. D.Del.,
Case No. 15-11402).  Baha Mar owns, and is in the final stages of
developing, a 3.3 million square foot resort complex located in
Cable Beach, Nassau, The Bahamas.

The case is assigned to Judge Kevin J. Carey.

The Debtors are represented by Paul S. Aronzon, Esq., and Mark
Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los
Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz, Esq.,
and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley & McCloy
LLP, in New York.  The Debtors' Delaware counselare Laura Davis
Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq., and
Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Delaware.  The Debtors' Bahamian counsel is Glinton
Sweeting O'Brien.  The Debtors' special litigation counsel is
Kobre
& Kim LLP.  The Debtors' construction counsel is Glaser Weil Fink
Howard Avchen & Shapiro LLP.

The Debtors' investment banker and financial advisor is Moelis
Company LLC.  The Debtors' claims and noticing agent is Prime
Clerk
LLC.


BAHA MAR: Seeks to Incentive 99 Employees
-----------------------------------------
Northshore Mainland Services Inc., Baha Mar Enterprises Ltd., and
its affiliated debtors seek authority from the U.S. Bankruptcy
Court for the District of Delaware to implement a key employee
incentive program that aims to incentivize employees indispensable
to the wind-down of the Debtors' estates.

The Debtors assert that the success in their restructuring will
thus be highly dependent upon the continued support and performance
of their workforce.  The Incentive Program is to ensure that select
specialized employees are appropriately incentivized to complete
complex and vital tasks in an expedited timeframe under difficult
circumstances.  Specifically, the Debtors need to incentivize
approximately 47 indispensable employees to assist with the
wind-down of their respective operations over a 45- to 60-day
period notwithstanding their impending termination (Group B
Employees), and incentivize approximately 52 additional employees
to manage the wind-down and operate the remaining businesses until
construction of the resort is complete (Group A Employees).
According to the Debtors, the Incentive Program was carefully
crafted and is narrowly tailored to meet specific objectives.  The
Incentive Program, the Debtors add, will minimize harm to their
businesses and maximize their prospects for a successful
reorganization for the benefit of all parties in interest.

As compensation for postpetition services, each Group B-1 Employee
will be entitled to receive, upon receipt of notice of termination,
the greater of (x) 90 days of that Employee's daily rate or (y)
1.5x of that Employee's daily rate for the period from the Petition
Date through completion of the applicable milestone.

As compensation for postpetition services, each Group B-2 Employee
will be entitled to receive, upon receipt of notice of termination,
the greater of (x) 60 days of that Employee's daily rate or (y)
1.5xof that Employee's daily rate for the period from the Petition
Date through completion of the applicable milestones.

Group A-1 employees will receive a bonus of 60% of annual base
salary to be paid in increments of 20% of annual base salary upon
achievement of particular milestones, while Group A-2 employees
will receive a bonus of 30% of annual base salary to be paid in
increments of 10% of annual base salary upon achievement of
particular milestones.

Northshore Mainland Services Inc., et al. are represented by:

          Laura Davis Jones, Esq.
          James E. O'Neill, Esq.
          Colin R. Robinson, Esq.
          Peter J. Keane, Esq.
          Pachulski Stang Ziehl & Jones LLP
          919 North Market Street, 17th Floor
          Wilmington, Delaware 19801
          Tel.: 302 652-4100
          Fax: 302 652-4400
          Email: ljones@pszj law.com
                 joneill@pszjlaw.com
                 crobinson@pszjlaw.com
                 pkeane@pszjlaw.com

             -- and --

          Paul S. Aronzon, Esq.
          Mark Shinderman, Esq.
          Milbank, Tweed, Hadley & McCloy LLP
          601 S. Figueroa Street, 30th Floor
          Los Angeles, California 90017
          Tel.: 213 892-4000
          Fax: (213) 629-5063
          Email: paronzon@milbank.com
                 mshinderman@milbank.com

             -- and --

          Tyson Lomazow, Esq.
          Thomas J. Matz, Esq.
          Steven Z. Szanzer, Esq.
          Milbank, Tweed, Hadley & McCloy LLP
          28 Liberty Street
          New York, New York 10005
          Tel.: 212 530-5000
          Fax: 212 530-5219
          Email: tlomazow@milbank.com
                 tmatz@milbank.com
                 sszanzer@milbank.com

                 About Baha Mar

Orlando, Florida-based Northshore Mainland Services Inc., Baha Mar
Enterprises Ltd., and their affiliates sought protection under
Chapter 11 of the Bankruptcy Code on June 29, 2015 (Bankr. D.Del.,
Case No. 15-11402).  Baha Mar owns, and is in the final stages of
developing, a 3.3 million square foot resort complex located in
Cable Beach, Nassau, The Bahamas.

The case is assigned to Judge Kevin J. Carey.

The Debtors are represented by Paul S. Aronzon, Esq., and Mark
Shinderman, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in Los
Angeles, California; and Gerard Uzzi, Esq., Thomas J. Matz, Esq.,
and Steven Z. Szanzer, Esq., at Milbank, Tweed, Hadley & McCloy
LLP, in New York.  The Debtors' Delaware counselare Laura Davis
Jones, Esq., James E. O'Neill, Esq., Colin R. Robinson, Esq., and
Peter J. Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Delaware.  The Debtors' Bahamian counsel is Glinton
Sweeting O'Brien.  The Debtors' special litigation counsel is Kobre
& Kim LLP.  The Debtors' construction counsel is Glaser Weil Fink
Howard Avchen & Shapiro LLP.

The Debtors' investment banker and financial advisor is Moelis
Company LLC.  The Debtors' claims and noticing agent is Prime Clerk
LLC.


BALLISTIC BLOCKS: Case Summary & 6 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Ballistic Blocks, LLC.
        6230 Shiloh Road, Suite 200
        Alpharetta, GA 30005

Case No.: 15-64701

Chapter 11 Petition Date: August 3, 2015

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

Debtor's Counsel: Martha A. Miller, Esq.
                  SCHULTEN, WARD & TURNER, LLP
                  Suite 2700, 260 Peachtree Street, NW
                  Atlanta, GA 30303-1240
                  Tel: (404) 688-6800
                  Email: mam@swtlaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Roy Tucker, chief operating officer.

A list of the Debtor's six largest unsecured creditors is available
for free at http://bankrupt.com/misc/ganb15-64701.pdf


BALLISTIC RESEARCH: Case Summary & Largest Unsecured Creditor
-------------------------------------------------------------
Debtor: Ballistic Research, Inc.
        6230 Shiloh Road, Suite 200
        Alpharetta, GA 30005

Case No.: 15-64703

Chapter 11 Petition Date: August 3, 2015

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

Debtor's Counsel: Martha A. Miller, Esq.
                  SCHULTEN WARD & TURNER, LLP
                  Suite 2700, 260 Peachtree Street, NW
                  Atlanta, GA 30303-1240
                  Tel: (404) 688-6800
                  Email: mam@swtlaw.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Roy Tucker, chief operating officer.

The Debtor listed BRI Funding, LLC, as its largest unsecured
creditor holding a claim of $2.6 million.


BOLT FUEL OIL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Bolt Fuel Oil Company
           dba Bolt Fuel Oil Company, Inc.
        P.O. Box 1014
        Kilgore, TX 75663

Case No.: 15-60506

Chapter 11 Petition Date: August 3, 2015

Court: United States Bankruptcy Court
       Eastern District of Texas (Tyler)

Judge: Hon. Bill Parker

Debtor's Counsel: Eric A. Liepins, Esq.
                  ERIC A. LIEPINS P.C.
                  12770 Coit Road, Suite 1100
                  Dallas, TX 75251
                  Tel: (972) 991-5591
                  Email: eric@ealpc.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by John Tompkins, authorized
representative.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txeb15-60506.pdf


BUILDERS FIRSTSOURCE: JLL Building Has 24.5% Stake as of July 29
----------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, JLL Building Holdings, LLC and its affiliates disclosed
that as of July 29, 2015, they beneficially owned
24,344,584 shares of common stock of Builders Firstsource, Inc.,
which represents 24.5 percent of the shares outstanding.

On July 29, 2015, an affiliate of JLL Holdings entered into a
letter agreement with the underwriters of the previously announced
public offering by the Company of 8,000,000 shares of Common Stock
of the Company and secondary offering by Warburg Pincus Fund IX of
4,000,000 shares of Common Stock of the Company.  In connection
with the offering, the underwriters have also exercised an option
granted pursuant to the Underwriting Agreement to purchase an
additional 1,200,000 and 600,000 shares, respectively.  The
offering is expected to close on or about July 31, 2015, subject to
customary closing conditions.

Pursuant to the Lock-Up Agreement, subject to certain exceptions,
JLL Holdings and its affiliates will not offer, sell, contract to
sell, pledge or otherwise dispose of, directly or indirectly, any
Common Stock of the Company without, in each case, the prior
written consent of Citigroup Global Markets Inc., Credit Suisse
Securities (USA) LLC, and Deutsche Bank Securities Inc. for a
period beginning on the date of such Lock-Up Agreement and
continuing for 60 days after the date of the final prospectus used
to sell shares of Common Stock of the Company pursuant to the
underwriting agreement relating to the offering.

A copy of the regulatory filing is available at:

                        http://is.gd/UZNWkJ

                     About Builders FirstSource

Headquartered in Dallas, Texas, Builders FirstSource --
http://www.bldr.com/-- is a supplier and manufacturer of
structural and related building products for residential new
construction.  The Company operates 56 distribution centers and 56
manufacturing facilities in nine states, principally in the
southern and eastern United States. Manufacturing facilities
include plants that manufacture roof and floor trusses, wall
panels, stairs, aluminum and vinyl windows, custom millwork and
pre-hung doors.  Builders FirstSource also distributes windows,
interior and exterior doors, dimensional lumber and lumber sheet
goods, millwork and other building products.

Builders Firstsource reported net income of $18.2 million on $1.60
billion of sales for the year ended Dec. 31, 2014, compared to a
net loss of $42.7 million on $1.48 billion of sales in 2013.

                           *     *     *

As reported by the TCR on May 15, 2013, Standard & Poor's Ratings
Services Inc. said it raised its corporate credit rating on
Dallas-based Builders FirstSource to 'B' from 'CCC'.  "The upgrade
acknowledges U.S.-based building materials manufacturer and
distributor Builders FirstSource's 'strong' liquidity based on the
company's proposed recapitalization," said Standard & Poor's credit
analyst James Fielding.

In the May 13, 2014, edition of the TCR, Moody's Investors Service
upgraded Builders FirstSource's Corporate Family Rating to 'B3'
from 'Caa1'.  The upgrade reflects Moody's expectation that BLDR's
operating performance will continue to benefit from improved
housing construction, repair and remodeling.


BUILDERS FIRSTSOURCE: Signs $700 Million Purchase Agreement
-----------------------------------------------------------
Builders FirstSource, Inc., entered into a purchase agreement with
respect to an offering of $700 million aggregate principal amount
of its 10.75% senior notes due 2023.  The offering of the Notes is
expected to close on or about July 31, 2015, subject to customary
closing conditions.

The Company intends to use the net proceeds from the offering of
the Notes to (i) pay a portion of the consideration for the
acquisition of ProBuild Holdings LLC, a Delaware limited liability
company, in which the Company will acquire all of the operating
affiliates of ProBuild through the purchase of its issued and
outstanding equity interests, (ii) repay certain of its and
ProBuild's existing indebtedness and (iii) pay related transaction
fees and expenses.

A copy of the Purcahase Agreement is available at:

                        http://is.gd/GLJRBd

                    About Builders FirstSource

Headquartered in Dallas, Texas, Builders FirstSource --
http://www.bldr.com/-- is a supplier and manufacturer of
structural and related building products for residential new
construction.  The Company operates 56 distribution centers and 56
manufacturing facilities in nine states, principally in the
southern and eastern United States. Manufacturing facilities
include plants that manufacture roof and floor trusses, wall
panels, stairs, aluminum and vinyl windows, custom millwork and
pre-hung doors.  Builders FirstSource also distributes windows,
interior and exterior doors, dimensional lumber and lumber sheet
goods, millwork and other building products.

Builders Firstsource reported net income of $18.2 million on $1.60
billion of sales for the year ended Dec. 31, 2014, compared to a
net loss of $42.7 million on $1.48 billion of sales in 2013.

                           *     *     *

As reported by the TCR on May 15, 2013, Standard & Poor's Ratings
Services Inc. said it raised its corporate credit rating on
Dallas-based Builders FirstSource to 'B' from 'CCC'.  "The upgrade
acknowledges U.S.-based building materials manufacturer and
distributor Builders FirstSource's 'strong' liquidity based on the
company's proposed recapitalization," said Standard & Poor's credit
analyst James Fielding.

In the May 13, 2014, edition of the TCR, Moody's Investors Service
upgraded Builders FirstSource's Corporate Family Rating to 'B3'
from 'Caa1'.  The upgrade reflects Moody's expectation that BLDR's
operating performance will continue to benefit from improved
housing construction, repair and remodeling.


BUILDERS FIRSTSOURCE: Warburg Pincus Has 25% Stake as of July 29
----------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Warburg Pincus Private Equity IX, L.P. and its
affiliates disclosed that as of July 29, 2015, they beneficially
owned 24,863,266 shares of common stock of Builders Firstsource,
Inc., which represents 25 percent of the shares outstanding.

On July 29, 2015, WP IX entered into an underwriting agreement with
the Company and Credit Suisse Securities (USA) LLC, Deutsche Bank
Securities Inc. and Citigroup Global Markets Inc., as
representatives of the underwriters, relating to the previously
announced public offering by the Company of 8,000,000 shares of
Common Stock of the Company and secondary offering by WP IX of
4,000,000 shares of Common Stock of the Company.  In connection
with the offering, the Underwriters have also exercised an option
granted pursuant to the Underwriting Agreement to purchase an
additional 1,200,000 and 600,000 shares, respectively.  The
offering is expected to close on or about July 31, 2015, subject to
customary closing conditions.

Also on July 29, 2015, WP IX entered into a letter agreement with
the Underwriters, pursuant to which, subject to certain exceptions,
WP IX will not offer, sell, contract to sell, pledge or otherwise
dispose of, directly or indirectly, any Common Stock of the Company
without, in each case, the prior written consent of Citigroup
Global Markets Inc., Credit Suisse Securities (USA) LLC and
Deutsche Bank Securities Inc. for a period beginning on the date of
such Lock-Up Agreement and continuing for 60 days after the date of
the final prospectus used to sell shares of Common Stock of the
Company pursuant to the Underwriting Agreement.

A copy of the regulatory filing is available at:

                        http://is.gd/6gydAC

                     About Builders FirstSource

Headquartered in Dallas, Texas, Builders FirstSource --
http://www.bldr.com/-- is a supplier and manufacturer of
structural and related building products for residential new
construction.  The Company operates 56 distribution centers and 56
manufacturing facilities in nine states, principally in the
southern and eastern United States. Manufacturing facilities
include plants that manufacture roof and floor trusses, wall
panels, stairs, aluminum and vinyl windows, custom millwork and
pre-hung doors.  Builders FirstSource also distributes windows,
interior and exterior doors, dimensional lumber and lumber sheet
goods, millwork and other building products.

Builders Firstsource reported net income of $18.2 million on $1.60
billion of sales for the year ended Dec. 31, 2014, compared to a
net loss of $42.7 million on $1.48 billion of sales in 2013.

                           *     *     *

As reported by the TCR on May 15, 2013, Standard & Poor's Ratings
Services Inc. said it raised its corporate credit rating on
Dallas-based Builders FirstSource to 'B' from 'CCC'.  "The upgrade
acknowledges U.S.-based building materials manufacturer and
distributor Builders FirstSource's 'strong' liquidity based on the
company's proposed recapitalization," said Standard & Poor's credit
analyst James Fielding.

In the May 13, 2014, edition of the TCR, Moody's Investors Service
upgraded Builders FirstSource's Corporate Family Rating to 'B3'
from 'Caa1'.  The upgrade reflects Moody's expectation that BLDR's
operating performance will continue to benefit from improved
housing construction, repair and remodeling.


CAESARS ENTERTAINMENT: Judge to Weigh Appeal at End of September
----------------------------------------------------------------
Jacqueline Palank, writing for Dow Jones' Daily Bankruptcy Review,
reported that a district judge will quickly consider Caesars
Entertainment Operating Co.'s continued quest to shield its parent
from creditor lawsuits, though not quite as speedily as the casino
operator had hoped.

According to the report, Judge Robert W. Gettleman of the U.S.
District Court in Chicago on Aug. 4 set a schedule in a continued
battle over whether the creditors suing parent Caesars
Entertainment Corp. may proceed despite CEOC's bankruptcy.

                   About Caesars Entertainment

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

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

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

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

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

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

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

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

                         *     *     *

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

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


CAL DIVE: Creditors Committee Now Down to Four Members
------------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, notified the U.S.
Bankruptcy Court for the District of Delaware of the amendment to
the appointment of the Committee of Unsecured Creditors in the
Chapter 1 cases of Cal Dive International, Inc., et al.

The Committee now consists of four members from the original five
members:

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

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

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

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

Waveny Master Fund, LP, was previously the fifth member of the
Committee.

                           About Cal Dive

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.



CASELLA WASTE: S&P Assigns 'B+' Rating on $30MM Revenue Bonds
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it has assigned its
'B+' issue-level rating and '1' recovery rating on the $30 million
of solid waste revenue bonds issued by the Finance Authority of
Maine (FAME).  S&P expects that $15 million will be issued
initially with additional issuances under this indenture to not
exceed $30 million in aggregate.  The obligor is Casella Waste
Systems Inc. and payment on the bonds is guaranteed by certain
subsidiaries of Casella pursuant to a guaranty agreement to be
dated as of Aug. 1, 2015.  The '1' recovery rating on the company's
unsecured revenue bonds indicates S&P's expectation of very high
(90%-100%) recovery in the event of default.

At the same time, S&P affirmed all of its ratings on Casella,
including S&P's 'B-' corporate credit rating.

"Casella intends to use the proceeds from this revenue bond
issuance to partly repay the debt borrowed under its revolving
credit facility as well as to add restricted cash to its balance
sheet to be used for future qualified capital expenditures," said
Standard & Poor's credit analyst Henry Fukuchi.  "We expect the
transaction to be largely leverage neutral."  S&P believes that the
company's free cash flow will improve in 2015 because of more
favorable contracts, growth in its hauling and landfill businesses,
and lower capital expenditures.  Pro forma for the proposed
issuance, S&P expects that Casella's adjusted debt leverage will be
about 6.2x as of fiscal-year 2015.

The stable outlook reflects S&P's expectation that despite its high
debt leverage, Casella's operating results and cash flow generation
will help sustain its financial profile and will allow the company
to maintain "adequate" liquidity, as defined by S&P's criteria,
which it views as being the key consideration at this rating.

S&P could lower its ratings on Casella if unexpected business
challenges diminish the company's liquidity.  This could result
from weakened demand and volumes, lower commodities prices, or
rising fuel costs.  S&P could also lower its ratings if the company
further increases its debt to fund additional shareholder returns,
though S&P views this as less likely in the near term.

While unlikely during the next year, S&P could raise its ratings if
economic conditions and the company's credit measures improve
meaningfully and sustainably to the point where the company
outperforms S&P's base-case expectations and reduces its total
adjusted debt-to-EBITDA ratio to near 5x for a sustained period.



CIDRA METALLIC: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Cidra Metallic Casket, Inc.
        PO Box 177
        172 Road Km 7.9
        Bo. Certeneja
        Cidra, PR 00739

Case No.: 15-05930

Chapter 11 Petition Date: August 3, 2015

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

Judge: Hon. Mildred Caban Flores

Debtor's Counsel: Fausto David Godreau Zayas, Esq.
                  PO BOX 9022512
                  San Juan, PR 00902-2512
                  Tel: 787-724-0230
                  Email: dgodreau@LBRGlaw.com

Total Assets: $835,415

Total Liabilities: $1.7 million

The petition was signed by Edwin Cotto Rodriguez, president.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/prb15-05930.pdf


COATES INTERNATIONAL: Registers 205 Million Shares for Resale
-------------------------------------------------------------
Coates International, Ltd. filed a Form S-1 registration statement
with the Securities and Exchange Commission relating to the resale
of up to 205,000,000 shares of its common stock, par value $0.0001
per share, issuable to Southridge Partners LLC, a selling
stockholder, pursuant to a "put right" under an equity purchase
agreement that the Company entered into with Southridge.

The EP Agreement permits the Company to "put" up to $20,000,000 in
shares of its common stock to Southridge over a period of up to 36
months.  The Company will not receive any proceeds from the sale of
these shares of common stock.  However, the Company will receive
proceeds from the sale of securities pursuant to the Company's
exercise of this put right offered by Southridge.  The Company will
bear all costs associated with this registration.

The Company's Common Stock is traded on OTC Pink Sheets.  Investors
can find quotes and market information for the Company at
www.otcmarkets.com under the ticker symbol "COTE".  Only a limited
public market currently exists for our Common Stock. On July 28,
2015, the closing price of our common stock was $0.0094 per share.

On June 23, 2015, a previous equity purchase agreement with
Southridge, dated July 2, 2014, providing for the sale of up to
40,000,000 registered shares of the Company's Common Stock
terminated in accordance with its terms, as all of the registered
shares of the Company's stock had been resold under a prior
registration statement on Form S-1, which had been declared
effective on Sept. 10, 2014.

A copy of the preliminary prospectus is available at:

                         http://is.gd/NqrcW6

                            About Coates

Based in Wall Township, N.J., Coates International, Ltd.
(OTC BB: COTE) -- http://www.coatesengine.com/-- was
incorporated on August 31, 1988, for the purpose of researching,
patenting and manufacturing technology associated with a spherical
rotary valve system for internal combustion engines.  This
technology was developed over a period of 15 years by Mr. George
J. Coates, who is the President and Chairman of the Board of the
Company.

The Coates Spherical Rotary Valve System (CSRV) represents a
revolutionary departure from the conventional poppet valve.  It
changes the means of delivering the air and fuel mixture to the
firing chamber of an internal combustion engine and of expelling
the exhaust produced when the mixture ignites.

As of March 31, 2015, the Company had $2.36 million in total
assets, $7.88 million in total liabilities and a $5.52 million
total stockholders' deficiency.

In its report on the consolidated financial statements for the year
ended Dec. 31, 2014, Cowan, Gunteski & Co., P.A., expressed
substantial doubt about the Company's ability to continue as a
going concern, citing that the Company continues to have negative
cash flows from operations, recurring losses from operations, and a
stockholders' deficiency.


COLT DEFENSE: Creditors' Committee Files Rule 2019 Statement
------------------------------------------------------------
Colt Defense LLC's official committee of unsecured creditors filed
a statement disclosing the creditors appointed by the U.S. Trustee
for Region 3 to serve on the panel.

The unsecured creditors are (i) Wilmington Trust, National
Association; (ii) MagPul Industries Corporation; (iii) Stephen
Nyhan and Jeana Walker-Nyhan; (iv) International Union, United
Automobile, Aerospace and Agricultural Implements Workers of
America; and (v) Pension Benefit Guaranty Corp.

The committee members hold unsecured claims against the estates of
Colt Defense and its affiliates arising from a variety of business
relationships, including those of trade vendor, indenture trustee,
bondholder, union, and U.S. government agency, according to the
filing.

The committee made the disclosure pursuant to Rule 2019 of the
Federal Rules of Bankruptcy Procedure.

The committee is represented by:

     KLEHR HARRISON HARVEY BRANZBURG LLP
     Domenic E. Pacitti, Esq. (DE Bar No. 3989)
     Richard M. Beck, Esq. (DE Bar No. 3370)
     919 Market Street, Suite 1000
     Wilmington, Delaware 19801-3062
     Telephone: (302) 426-1189
     Facsimile: (302) 426-9193
     Email: dpacitti@klehr.com
            rbeck@klehr.com

                -- and --

     KILPATRICK TOWNSEND & STOCKTON LLP
     David M. Posner, Esq.
     Shane G. Ramsey, Esq.
     The Grace Building
     1114 Avenue of the Americas
     New York, New York 10036-7703
     Telephone: (212) 775-8764
     Facsimile: (212) 658-9523
     Email: dposner@kilpatricktownsend.com
            sramsey@kilpatricktownsend.com

                -- and --

     KILPATRICK TOWNSEND & STOCKTON LLP
     Todd C. Meyers, Esq.
     1100 Peachtree Street NE, Suite 2800
     Atlanta, Georgia 30309-4528
     Telephone: (404) 815-6482
     Facsimile: (404) 541-3307
     Email: tmeyers@kilpatricktownsend.com

                        About Colt Defense

Colt Defense LLC is one of the world's oldest and most iconic
designers, developers, and manufacturers of firearms for military,
law enforcement, personal defense, and recreational purposes and
was founded over 175 years ago by Samuel Colt, who patented the
first commercial successful revolving cylinder firearm in 1836 and
began supplying U.S. and international military customers with
firearms in 1847.  Colt is incorporated in Delaware and
headquartered in West Hartford, Connecticut.

In 1992, Colt Manufacturing Company, then the principal operating
subsidiary, filed chapter 11 petitions in the U.S. Bankruptcy Court
for the District of Connecticut.  An investment by Zilkha & Co.
allowed CMC to confirm a chapter 11 plan and emerge from Bankruptcy
in 1994.

Sometime after 1994, majority ownership of the Company transitioned
from Zilkha & Co. to Sciens Capital Management.

On June 12, 2015, Colt's exchange offer, consent solicitation and
solicitation of acceptances of a prepackaged plan of
reorganization, dated April 14, 2015, as supplemented, with respect
to its $250 million in 8.75% Senior Notes due 2017 expired. The
conditions to the exchange offer, the consent solicitation and the
prepackaged plan of reorganization were not satisfied, and those
conditions were not waived by Colt.  Colt's restructuring support
agreement with Marblegate Special Opportunities Master Fund, L.P.
and Morgan Stanley Senior Funding, Inc., the Company's senior
secured term loan lenders, requires it to file for Chapter 11
bankruptcy.

Accordingly, Colt Holding Company LLC and nine affiliates,
including Colt Defense LLC, on June 14, 2015, filed voluntary
petitions (Bankr. D. Del. Lead Case No. 15-11296) for relief under
Chapter 11 of the Bankruptcy Code to pursue a sale of the assets as
a going concern.  Colt Defense estimated $100 million to $500
million in assets and debt.

On June 16, 2015, the Court directed the joined administration of
the assets.

The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny &
Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as
claims and noticing agent.  Perella Weinberg Partners L.P. is
acting as financial advisor of the Company, and Mackinac Partners
LLC is acting as its restructuring advisor.

Wilmington Savings Fund Society, FSB, as agent under the $13.33
million Term DIP Loan Agreement, is represented by Pryor Cashman
LLP's Eric M. Hellige, Esq.; and Willkie Farr & Gallagher LLP's
Leonard Klingbaum, Esq.

Cortland Capital Market Services LLC, as agent under the $6.67
million Senior DIP Credit Agreement, is represented by Holland &
Knight LLP's Joshua M. Spencer, Esq.; Stroock & Stroock & Lavan
LLP's Brett Lawrence, Esq.; and Osler, Hoskin & Harcourt LLP's
Richard Borins, Esq., and Tracy Sandler, Esq.

The U.S. Trustee for Region 3 appointed five creditors of Colt
Defense Inc. and its affiliates to serve on the official committee
of unsecured creditors.

                           *     *     *

Colt's equity sponsor, Sciens Capital Management, has agreed to act
as a stalking horse bidder in the proposed asset sale. Details of
the deal were not provided in Colt's news statement announcing the
Chapter 11 filing.  Colt, however, said it would be soliciting
competing bids and has appointed an independent committee of its
board of managers to manage the process and evaluate bids.  Colt
expects to complete the entire Chapter 11 process in 60-90 days.

Sciens Capital is represented by Skadden, Arps, Slate, Meagher &
Flom LLP's Anthony W. Clark, Esq., and Jason M. Liberi, Esq.


COMPUTER SCIENCES: Moody's Confirms (P)Ba1 Pref Stock Shelf Rating
------------------------------------------------------------------
Moody's Investors Service has confirmed Computer Sciences
Corporation's ("CSC") senior unsecured rating at Baa2. The rating
outlook is stable. This rating action concludes the review for
downgrade initiated on May 20, 2015 following CSC's announcement of
its plan to spin-off of its North American Public Sector ("NPS")
business.

RATINGS RATIONALE

The Baa2 rating reflects Moody's expectation of lower leverage post
spin for CSC which will help to offset the reduced business
diversity following the separation of the more profitable NPS
business. Management has indicated that reported gross leverage
will be about 1 times (and less than 0.5 times on a net debt to
EBITDA basis), which will be less than 1.5 times on a Moody's
adjusted basis.

While revenue declines have persisted in the remaining commercial
business, Moody's expects that revenue from newer cloud related
offerings will help to offset declines from contract completions
(and modifications) as CSC continues to streamline its legacy
managed services contracts. Moody's believes that it could take CSC
more than one year to restore meaningful revenue growth given the
time required to optimize the mix of CSC's client portfolio to
higher margin (and less capital intensive) projects and to
re-invest a portion of cost savings into new service offerings.
With ongoing growth challenges, CSC could be vulnerable to
shareholder pressures given a capital structure with low leverage
and high cash balances (about $1 billion after separation).
Nevertheless, Moody's expects that leverage will remain below 2
times even with the possibility of increased shareholder returns
and M&A activity.

CSC's rating continues to be supported by its strong market
position in the information technology ("IT") services industry
with a business model that has proven fairly resilient during
economic downturns. Moody's anticipates that CSC will continue to
produce sizable cash flow supported by long term contracts. CSC
also benefits from its large offshore commercial business
infrastructure, which should continue to grow without the need to
support the US government business, and a diversified customer base
of commercial clients.

The stable outlook reflects Moody's expectation that adjusted
operating margins will remain above 10% on flattish revenues over
the next year. Given the timing of new program ramps, significant
cash outlays associated with restructuring actions, and
reinvestments to spur long-term growth, free cash flow is likely to
remain volatile, but still likely to exceed $500 million over the
next year.

The ratings could be upgraded if CSC generates revenue growth in
the mid-single digits with operating margins above 12.5% while
maintaining prudent financial discipline. The ratings could be
downgraded if CSC experiences extended revenue or operating margin
declines. In addition, the rating could experience downwards
pressure if the company's financial policies were to become more
aggressive (e.g., through debt financed M&A or share repurchases)
such that debt to EBITDA were to exceed 2 times on a sustained
basis.

Ratings confirmed:

Issuer: Computer Sciences Corporation

  Senior Unsecured Rating -- Baa2

  Senior Unsecured Shelf -- (P)Baa2

  Subordinated Shelf -- (P)Baa3

  Preferred Stock Shelf -- (P)Ba1

Computer Sciences Corporation (CSC) is a multinational information
technology and business process outsourcing services provider.



CORPORATE RESOURCE: Given Until Aug. 31 to Use WF Cash Collateral
-----------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware gave Corporate Resource Services, Inc., et al., interim
authority to use cash collateral securing their prepetition
indebtedness in order to obtain sufficient working capital and
liquidity.

The Debtors are given until Aug. 31, 2015, to use cash collateral
on an interim basis, subject to any valid, existing, binding and
perfected liens and security interests held by Wells Fargo.

As of Jan. 27, 2015, the Debtors owed Wells Fargo $60,000,000.  As
a result of the wind down imposed by Wells Fargo, the principal and
interest obligations on the loans, have been satisfied in full.

A second interim hearing is scheduled for Aug. 11, at 12:30 p.m.,
prevailing Eastern time.  Objections must be filed no later than
Aug. 7.

A full-text copy of the Interim Cash Collateral Order with Budget
is available at http://bankrupt.com/misc/CRIcashcol0727.pdf

                     About Corporate Resource

Corporate Resource Services, Inc., was a New York-based provider of
employment and human resource solutions for corporations throughout
the United States.  CRS leases its headquarters and does not own
any real property.  About 90% of CRS shares are owned by Robert
Cassera and the balance are traded OTC.

As of Dec. 31, 2014, CRS was one of the largest employment staffing
companies in the U.S., providing employment and human resources
solutions for corporations with annual sales of about one billion
dollars.  In February 2015, CRS began an orderly wind down of
operations after discovering that TS Employment, Inc., a privately
held company owned by Mr. Cassera, failed to remit tens of millions
of dollars of the Debtors' withholding taxes to taxing
authorities.

TS Employment Inc., a professional employer organization that
provided payroll-related services for CRS, sought Chapter 11
protection (Bankr. S.D.N.Y. Case No. 15-10243) in Manhattan on Feb.
2, 2015.  TSE tapped Scott S. Markowitz, Esq., at Tarter Krinsky &
Drogin LLP, in New York, as counsel.  Realization Services Inc.
serves as the Debtor's consultant.

CRS and its subsidiaries sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 15-11546) on July 23, 2015, to complete their
orderly wind down of operations.  Judge Kevin J. Carey presides
over the Chapter 11 cases.  The Debtors tapped (a) Gellert Scali
Busenkell & Brown, LLC, as bankruptcy counsel, (b) Wilmer Cutler
Pickering Hale & Dorr LLP, as special counsel; (c) Carter Ledyard &
Milburn LLP, as special SEC counsel, (d) SSG Capital Advisors as
financail avisors and investment bankers, and (e) Rust Omni LLC as
claims agent.

CRS estimated $10 million to $50 million in assets and $50 million
to $100 million in debt.


CTI BIOPHARMA: Provides Monthly Information at Request of CONSOB
----------------------------------------------------------------
CTI BioPharma Corp. provided information pursuant to a request from
the Italian securities regulatory authority, CONSOB, pursuant to
Article 114, Section 5 of the Italian Legislative Decree no. 58/98,
that the Company issue at the end of each month a press release
providing a monthly update of certain information relating to the
Company's financial situation.

The total estimated and unaudited net financial standing of CTI
Parent Company as of June 30, 2015, was negative $3.6 million.

The total estimated and unaudited net financial standing of CTI
Consolidated Group as of June 30, 2015, was negative $2.9 million.

CTI Parent Company trade payables outstanding for greater than 30
days were approximately $6.5 million as of June 30, 2015.

CTI Consolidated Group trade payables outstanding for greater than
30 days were approximately $8.6 million as of June 30, 2015.

During June 2015, there were solicitations for payment only within
the ordinary course of business and there were no injunctions or
suspensions of supply relationships that affected the course of
normal business.

A copy of the press release is available at http://is.gd/kpayWQ

                       About CTI BioPharma

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

CTI Biopharma reported a net loss attributable to common
shareholders of $96 million in 2014, compared with a net loss
attributable to common shareholders of $49.6 million in 2013.

As of March 31, 2015, the Company had $63.1 million in total
assets, $48.7 million in total liabilities, $240,000 in common
stock purchase warrants, $14.1 million in total shareholders'
equity.


DAVE'S DETAILING: Court Tosses Rival Exit Plans
-----------------------------------------------
Indianapolis Bankruptcy Judge Robyn L. Moberly tossed out the
competing Chapter 11 plans of reorganization filed by:

     -- Dave's Retailing, Inc., dba The Allen Groupe; and

     -- Appearance Group, Inc., Dave's competitor and largest
        unsecured creditor

The Debtor's plan provides 100% payment to creditors, with
interest, over time with the balance of all claims paid with a
balloon payment in seven or eight years. AGI's plan provides for
cash payments upon the "effective date" of the plan, albeit not in
full, and the equity security holder is paid nothing and his
interests are extinguished.

Judge Moberly said neither plan garnered the acceptances of all
impaired classes as provided for in 11 U.S.C. Sec. 1129(a)(8), and
will have to be confirmed under the "cramdown" provisions of Sec.
1129(b).

The court held a three-day confirmation hearing beginning on June
15 and concluding on June 17.

In her July 30, 2015 Findings of Fact, Conclusions of Law, and
Order, a copy of which is available at http://bit.ly/1hgGcp1from
Leagle.com, Judge Moberly finds that:

     -- the Debtor's plan is not feasible under Sec. 1129(a)(11);
        and

     -- AGI's plan improperly classified between Classes 4A and
        4B and that it unfairly discriminates against Class 4B
        claimants and cannot be confirmed under Sec. 1122(a),
        Sec. 1129(a)(1) and Sec. 1129(b)(1).

                           Debtor's Plan

The Debtor's Amended Plan of Reorganization (Second Immaterial
Modification) divides claims and interests into 11 classes.  Most
of the claims will be paid in full, with interest, over eight
years, with the remaining balance to be paid with a balloon payment
at the end of the 8-year period.

IBC Recovery LLC is the Debtor's lender and holds a first lien on
essentially all of the Debtor's assets, including its receivables
and inventory. As of the Petition Date, it was owed $1,633,240.
IBC is in Class 1 with an allowed claim of approximately $1.6
million.  It will be paid approximately $80,000 on the effective
date of the plan.  The Debtor will execute and deliver to IBC three
replacement notes that mature in 4, 5 and 7 years in which
principal and interest are paid over the life of the note, with
increased monthly payments kicking in for the 5 year note after the
4 year note matures, and for the 7 year note after the 5 year note
matures. Any balance remaining upon maturity of the 7-year note
will be paid in full in a single balloon payment.

AGI is the only creditor in Class 7. Its claim will be paid in full
with 4.25% interest, amortized over 15 years. The Debtor's plan
proposes to pay approximately $21,000 quarterly for 8 years, with
the balance paid by balloon payment at the end of year 8.

Class 8 includes unsecured claims, including claims by Dave Allen,
the Debtor's founder and CEO. Class 8 Claims are estimated to be
$1.8 million.

The Claims by company director Leon Mordoh and the Mordoh Trust are
in Class 9. The Class 8 and Class 9 claims are to be paid in full
with interest, amortized over 15 years. The Debtor's plan proposes
to pay quarterly installments of approximately $43,000 and $20,000
respectively, over 8 years, with the balance paid by balloon
payment at the end of the 8th year. The plan specifically provides
that obligations owed to Mordoh and the Mordoh Trust by non-debtors
-- Dave and Melissa Allen -- remain in full force and effect and
are "completely unmodified" by the plan. Dave Allen retains his
equity interest in the Debtor without contributing new capital.
Under the Debtor's plan, the reorganized debtor had the right to
pursue causes of action.

Classes 8 (general unsecureds), 9 (Mordoh and Mordoh Trust) and 10
(Convenience Class), all impaired classes, voted to accept the
plan. Class 7 (AGI) voted to reject the plan. IBC abstained from
voting on the plan.

Objections to the Debtor's Plan were filed by:

     -- AGI,
     -- IBC,
     -- Jeffrey Groth, an employee of the Debtor and former
        employee of AGI.  
     -- Sam and Shelia Schmidt, who loaned the Debtor,
        Dave Allen and Melissa $200,000 in August 2008; and
     -- the Ohio Bureau of Workers Compensation

At the Confirmation Hearing, it was reported that Groth's and that
Schmidts' objections had been resolved and that OBCW would be
withdrawing its objection.

AGI and IBC both assert that the Debtor's plan is not feasible and
that a plan that provides for the full retention of equity over the
objection of an impaired lender cannot be confirmed.  They relied
on In re Castleton Plaza, LP, 707 F.3d 821 (7th Cir. 2013).

AGI also objected that the plan was not filed in good faith.

                            AGI's Plan

AGI's Amended Creditor's Chapter 11 Plan for Dave's Detailing, Inc.
divides claims and interests into seven classes but Class 4 has two
subclasses, Class 4A and 4B.  Creditors who receive distribution
under this plan will be paid in cash:

     (1) on the effective date, or

     (2) the later of the effective date and 30 days after
allowance of the claim.

Not all classes are paid in full and some are paid nothing. IBC
will be paid $1,200,000, about $400,000 less than it is owed, in
cash on the effective date.

Class 4 consists of unsecured creditors, broken down into two
subclasses. General unsecured creditors who are not insiders,
including trade creditors with claims more than $1000, are in Class
4A. AGI is in this class and its claim dwarfs other Class 4A
claims. The Schmidts are also in Class 4A.

General unsecured creditors with unsubordinated insider claims are
in Class 4B. Mordoh, the Mordoh Trust, Ginn, Larry Zore and
possibly Dave Allen are in Class 4B. Classes 4A and 4B are to be
paid $350,000 in cash that they will share on a pro rata basis. AGI
will receive the largest pro rata share, and will contribute its
pro rata share to only Class 4A claimants. Payment of the $350,000
results in about a 14% distribution to Class 4A and 4B creditors.
Redistribution of AGI's pro rata share to Class 4A creditors will
result in an estimated 43% distribution to Class 4A creditors.

Insiders with subordinated unsecured claims are in class 6 and
receive nothing under the plan. The Court presumes Dulce Allen and
possibly Dave Allen are in this class. Dave Allen's equity interest
(Class 7) will be cancelled upon confirmation and he receives
nothing under the plan.  Upon confirmation, new shares in the
reorganized debtor will be issued to AGI or its designee. The
reorganized debtor will be known as Agia Holdings, LLC. Agia is a
Kansas single member limited liability company and Appearance
Management, Inc. is it sole member. AGI is a wholly owned
subsidiary of Appearance Management.

AGI's plan provided that Reorganized Debtor had the right to
prosecute all of the Debtor's causes of action and bankruptcy
causes of action, which were to be transferred to the Reorganized
Debtor on the effective date. Nothing in the plan affected AGI's
continued prosecution of claims or other actions to recover
transfers of property of the Debtor.

Classes 1 (IBC) and 4A (non-insider unsecured claims, primarily
AGI's claim), both impaired classes, voted to accept the plan.
Class 4B (the Mordoh Claims and other unsubordinated insider
claims) voted to reject the plan.

The Debtor, Mordoh, the Schmidts, Dave Allen, Groth and OBWC filed
objections to AGI's plan. At the Confirmation Hearing, it was
reported that Groth's and the Schmidts' objections had been
resolved and that OBCW would be withdrawing its objection.

At the Confirmation Hearing, AGI orally immaterially modified its
plan and filed that immaterial modification post hearing, on July
6. The modified plan assigned the right to pursue bankruptcy causes
of action to Class 4A and 4B claimants who could employ
professionals at their own expense. The Reorganized Debtor retained
the right to prosecute all other causes of action.

The Debtor, Mordoh and Allen all object to the plan because it is
not fair and equitable, it improperly classifies claims and
unfairly discriminates among classes. The Debtor and Mordoh assert
AGI's plan was not filed in good faith and the Debtor argues the
plan is not feasible.

                      About Dave's Detailing

Dave's Detailing, Inc., dba The Allen Groupe, filed for Chapter 11
bankruptcy (Bankr. S.D. Ind. Case No. 13-08077) on July 29, 2013,
listing under $10 million in both assets and liabilities.  Judge
James K. Coachys was initially assigned to the case.  Edward R.
Cardoza, Esq., Elliott D. Levin, Esq., and James E. Rossow, Jr.,
Esq., at Rubin & Levin, P.C., serve as counsel to the Debtor.  The
petition was signed by David R. Allen, president and CEO.

Dave Allen formed the Debtor in 1991.  The Debtor is in the
business of cleaning and detailing primarily private aircraft at
airports and stocking them with sundries.  The Debtor's business
was significantly affected by the financial crisis of 2008.


DAVID P. GODWIN: Spouse's Wells Fargo Account is Joint Account
--------------------------------------------------------------
The Chapter 7 Trustee for David P. Goodwin filed an adversary
proceeding against Katherine J. Godwin, the Debtor's wife.  The
complaint contained 10 counts and the Trustee's motion for summary
judgment under Count II sought to recover as a fraudulent
conveyance the $286,000 that was transferred from the Godwins'
Wells Fargo bank account to Katherine's sole account at the
Commerce Bank.  Katherine contended that the account at Wells Fargo
Bank was owned by her and that David was merely a signatory and not
an owner.  She also contended that majority of the funds in the
Wells Fargo account came from her separate funds.

Judge William V. Altenberger of the United States Bankruptcy Court
for the Central District of Illinois held that the Wells Fargo
account was a joint account of the spouses and the funds
transferred by ContinuityX to the Debtor were to repay debts owed
to the Debtor by ContinuityX.  Judge Altenberger also ruled that
the Debtor's contributions into the Wells Fargo account were not a
gift to the Defendant.  The judge further ruled that the funds in
the joint account at Wells Fargo do not qualify as marital property
for the purposes of this adversary proceeding.  The lowest
intermediate balance rule (LIBR) is the correct method for tracing
the Debtor's funds in the joint account at Wells Fargo, the judge
said.

The case is CHARLES E. COVEY, Trustee, Plaintiff, v. KATHERINE J.
GODWIN, Defendant, ADV. NO. 13-8059 (Bankr. C.D. Ill.).  The
bankruptcy case is IN RE: DAVID P. GODWIN, Debtor, NO. 13-80551
(Bankr. C.D. Ill.).

A full-text copy of Judge Altenberger's July 23, 2015 opinion is
available at http://is.gd/MGJMrufrom Leagle.com.


DEB STORES: Files 92 Preference Complaints
------------------------------------------
Carl D. Neff, writing for Delaware Bankruptcy Litigation, reports
that Deb Shops SDFMC LLC filed on July 29, 2015, 92 preference
complaints seeking to avoid and recover alleged preferential
transfers pursuant to Sections 547 and 550 of the U.S. Bankruptcy
Code, and to disallow claims of the defendants pursuant to Section
502(d).

According to DBL, the pretrial conference has not been scheduled,
and that these adversary actions, as well as the Debtors'
bankruptcy proceeding, are before the Hon. Kevin Gross of the U.S.
Bankruptcy Court for the District of Delaware.

DBL relates that the Rosner Law Group and ASK LLP represent Deb
Shops, et al., in the various preference cases.  

                         About DEB Stores

Headquartered in Philadelphia, Pennsylvania, Deb Stores is a
mall-based retailer in the juniors "fast-fashion" specialty sector
that operates under the name "DEB" and offers moderately priced,
fashionable, coordinated women's sportswear, dresses, coats,
lingerie, accessories and shoes for junior and plus sizes.  The
company, founded by Philip Rounick and Emma Weiner, opened its
first store under the name JOY Hosiery in Philadelphia,
Pennsylvania in 1932.  As of Sept. 30, 2014, the Company operated
a total of 295 retail store locations (primarily in the East and
Midwest, especially Pennsylvania, Ohio and Michigan) as well as an
e-commerce channel.

On June 26, 2011, Deb Stores' predecessors -- DSI Holdings Inc.
and its subsidiaries -- sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 11-11941) and closed the sale of the assets
three months later to Ableco Finance, LLC, the agent for the first
lien lenders.

Deb Stores Holding LLC and eight affiliated companies commenced
Chapter 11 bankruptcy cases in Delaware on Dec. 4, 2014.  The
Debtors sought to have their cases jointly administered, with
pleadings maintained on the case docket for Deb Stores Holding
(Case No. 14-12676).  The cases are assigned to Judge Mary F.
Walrath.

Carl D. Neff at Delaware Bankruptcy Litigation reported that by
order dated Dec. 5, 2014, the Debtors' Chapter 11 cases were
consolidated for procedural purposes only and therefore are being
jointly administered pursuant to Bankruptcy Rule 1015(b).

Laura Davis Jones, Esq., Colin R. Robinson, Esq., at and Peter J.
Keane, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington,
Delaware, serve as counsel to the Debtors.  Epiq Bankruptcy
Solutions, LLC, is the claims and noticing agent.

As of Dec. 31, 2014, the Debtors' most recent audited consolidated
financial statements reflected assets totaling $90.5 million and
liabilities totaling $120.1 million.

The Official Committee of Unsecured Creditors tapped Cooley LLP as
its lead counsel; Drinker Biddle & Reath LLP as its co-counsel;
and Zolfo Cooper, LLC as its bankruptcy consultants and financial
advisors.


DEERFIELD RANCH: Files Schedules of Assets and Liabilities
----------------------------------------------------------
Deerfield Ranch Winery, LLC, with the U.S. Bankruptcy Court for the
Northern District of California its schedules of assets and
liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property               $15,000,000
  B. Personal Property           $10,197,611
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $11,880,839
  E. Creditors Holding
     Unsecured Priority
     Claims                                           $41,268
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                          $802,367
                                 -----------      -----------
        TOTAL                    $25,197,611      $12,724,474

A full-text copy of the Debtor's schedules is available for free at
http://bankrupt.com/misc/DEERFIELD_SAL.pdf

                   About Deerfield Ranch Winery

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

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.


DETROIT, MI: Moody's Raises Issuer Rating to 'B2'
-------------------------------------------------
Moody's Investors Service has upgraded Detroit's issuer rating to
B2 from B3. Concurrently, Moody's has revised the outlook to
positive from stable. This rating reflects the implicit General
Obligation Unlimited Tax pledge of the city and does not apply to
the forthcoming income tax revenue bond issuance.

SUMMARY RATING RATIONALE

The upgrade to B2 reflects the city's improved financial position
following its exit from bankruptcy. The rating also incorporates
management's continued improvement of city financial operations and
signs of economic development in the city. Offsetting these factors
are persistent tax base weakness, with continued population loss
and taxable valuation declines that are expected to continue over
the near term.

OUTLOOK

The positive outlook reflects the expectation that the ongoing
implementation of new budgeting, operating and economic
improvements across the city should continue to benefit the city's
economy and finances over the near term.

WHAT COULD MAKE THE RATING GO UP

-- Improvements in the local economy, including increases to key
    socio-economic indicators

-- Material operating surpluses and improved unrestricted cash
    balances, achieved through structurally balanced financial
    results that will carry forward to future fiscal years

-- Strong management oversight of operations and improved service

    delivery

-- Reduction of fixed costs as a percent of the city's operating
    budget

WHAT COULD MAKE THE RATING GO DOWN

-- Continued declines in tax base valuation or in key socio-
    economic indicators

-- An economic downturn that drives declines in key revenue
    sources

-- A trend of operating deficits and further narrowing of reserve

    levels resulting in heightened cash-flow weakness

-- Elimination of legislative authority for state
    oversight/assistance

-- Increases to the city's overall debt position and/or fixed
    costs as a percent of the city's operating budget

OBLIGOR PROFILE

The City of Detroit is a home rule unit of government in Michigan
and the county seat of Wayne County (Ba3 negative). The city spans
138 square miles and is the most populous city in the state with an
estimated population of 648,000 as of 2014.



DOVER DOWNS: Reports Second Quarter 2015 Results
------------------------------------------------
Dover Downs Gaming & Entertainment, Inc. reported net earnings of
$631,000 on $45.3 million of revenues for the three months ended
June 30, 2015, compared to net earnings of $164,000 on $46.2
million of revenues for the same period in 2014.

For the six months ended June 30, 2015, the Company reported net
earnings of $279,000 on $89.6 million of revenues compared to a net
loss of $889,000 on $91.6 million of revenues for the same period a
year ago.

As of June 30, 2015, the Company had $175.4 million in total
assets, $62.6 million in total liabilities and $112.8 million in
total stockholders' equity.

"Historically, the spring and summer months are stronger months for
the company and that held true during our second quarter," said
Denis McGlynn president/CEO.  "We benefitted from growth in hotel
rooms revenue and a decision to take on-site retail operations
in-house.  Unfortunately, we also had to engage in another round of
expense reductions which included the elimination of 72 jobs so far
this year.  We're hopeful that the legislature will act on the
recommendations of its own appointed study commission when the next
session convenes in January and provide the gaming tax relief that
was recommended."

A copy of the press release is available at http://is.gd/2pdVUt

                         About Dover Downs

Owned by Dover Downs Gaming & Entertainment, Inc. (NYSE: DDE),
Dover Downs Hotel & Casino(R) is a gaming and entertainment resort
destination in the Mid-Atlantic region.  Gaming operations consist
of approximately 2,500 slots and a full complement of table games
including poker.  The AAA-rated Four Diamond hotel is Delaware's
largest with 500 luxurious rooms/suites and amenities including a
full-service spa/salon, concert hall and 41,500 sq. ft. of multi-
use event space.  Live, world-class harness racing is featured
November through April, and horse racing is simulcast year-round.
Professional football parlay betting is accepted during the
season.  Additional property amenities include multiple
restaurants from fine dining to casual fare, bars/lounges and
retail shops.  Visit http://www.doverdowns.com/

Dover Downs reported a net loss of $706,000 in 2014, compared to
net earnings of $13,000 in 2013.

KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's credit facility
expires on Sept. 30, 2015, and at present no agreement has been
reached to refinance the debt, which raises substantial doubt about
the Company's ability to continue as a going concern.


DUNE ENERGY: White Marlin Closes Acquisition of Certain Assets
--------------------------------------------------------------
White Marlin Oil and Gas Company, LLC, a Houston, Texas based
privately held upstream oil and gas production company, on Aug. 4
announced the closing of its acquisition of certain properties from
Dune Energy, Inc., Dune Operating Company, and Dune Properties,
Inc. on July 27, 2015.  The Dune assets were purchased in a sale
pursuant to Section 363 of the United States Bankruptcy Code after
Dune filed voluntary petitions for relief on March 8, 2015 under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Western District of Texas, Austin
Division.

The closing of the asset sale followed the July 10, 2015 Bankruptcy
Court Order approving the sale of certain Dune assets to White
Marlin pursuant to the terms of the Purchase and Sale Agreement by
and between Dune and White Marlin dated June 24, 2015.  As
described in the PSA, White Marlin purchased Dune's interests in
the following 11 fields: Abbeville North, Bayou Couba, Chocolate
Bayou, Comite, Lake Boeuf SW, Leeville, Los Mogotes, Malo Domingo,
Manchester SW, Manchester W, and Toro Grande.  Per the terms of the
PSA, White Marlin paid $19 million for the assets.  White Marlin
estimates the assets were producing approximately 626 Boe/day net
as of the July 1, 2015 effective date of the transaction.

Baker & McKenzie LLP represented White Marlin in the acquisition
process.

Terry Clark, White Marlin's President and CEO commented, "The
acquisition of these core producing properties from Dune Energy is
another step forward in our plan to increase investor value and net
income from our Texas and Louisiana Gulf Coast strategic asset
focus.  We will continue to grow White Marlin through acquisitions
and drilling while positioning our Company to outpace its
competitors."

           About White Marlin Oil and Gas Company, LLC

White Marlin Oil and Gas Company, LLC --
http://www.whitemarlinog.com-- is a wholly owned subsidiary of
White Marlin Energy Partners LLC, a portfolio company of the
private equity firm Parallel Resource Partners.  The White Marlin
Companies own and operate properties in Kansas, Louisiana, and
Texas with a focus on environmentally sound onshore and offshore
energy operations.  


                       About Dune Energy

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

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

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

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

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


DYSART MERGER: Moody's Assigns B3 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating and
B3-PD Probability of Default Rating to Dysart Merger Sub, Inc., the
acquisition vehicle formed to effectuate the acquisition by Veritas
Capital of Alion Science & Technology Corporation ("Alion"; Caa1
under review for downgrade).  Concurrently, Moody's rated the
company's proposed $40 million first-out revolving credit facility
Ba3 and $300 million senior secured first lien term loan B1.  The
ratings outlook is stable.

The company intends to use the proceeds from the transaction
together with $140 million of new unsecured mezzanine notes and a
$326 million equity contribution from Veritas Capital and its
affiliates to finance the $715 million acquisition of Alion as well
as pay transaction fees and expenses and fund balance sheet cash.

Alion Science & Technology Corporation's ratings, including its
Caa1 CFR, are under review for downgrade pending completion of the
revised company recapitalization.  The review will be concluded
once the proposed transaction closes.  Moody's expects to withdraw
all ratings for Alion upon successful completion of the proposed
transaction, but ratings would likely be downgraded if for some
unexpected reason the contemplated acquisition (and ensuing
repayment of existing debt) is not consummated.

These ratings were assigned to Dysart Merger Sub, Inc. (subject to
Moody's review of final documents):

Corporate Family Rating, B3
Probability of Default Rating, B3-PD
Proposed $40 million first-out first lien revolving credit facility
due 2020, Ba3 (LGD-1)
Proposed $300 million senior secured first lien term loan due 2021,
B1 (LGD-3)
Rating outlook: Stable

RATINGS RATIONALE

The B3 CFR reflects the company's small revenue scale compared to
larger defense contractors and high financial leverage with last
twelve months ended June 30, 2015 debt/EBITDA pro forma for the
transaction of approximately 6.0 times (including Moody's standard
adjustments).  The high leverage reflects a high purchase price
with an LTM transaction multiple of approximately 10.5 times.  The
ratings incorporate the expectation that slightly higher EBITDA
levels, combined with anticipated free cash flow generation, will
be used to reduce debt and will improve debt/EBITDA to the 5.5
times range over the next twelve to eighteen months.

Alion has benefited from proactive cost reductions that have
improved the company's competitive stance and new contract wins.
However, it continues to operate in an environment characterized by
defense budget pressures that have led to increased competition
among defense contractors, including contract protest activity,
contract delays and the government's focus on cost competitive
procurements.  Historically and currently, the company's credit
metrics have been under pressure from a high debt burden and
related debt service costs.

The ratings reflect that the company will maintain an adequate
liquidity profile in addition to interest coverage of approximately
1.5x by the end of fiscal 2016, in line with a single-B rating
level.  The ratings also consider that Alion is a well-established
services contractor with approximately 90 percent of its revenue
stemming from work where the company acts as the prime contractor.
The company has a large backlog that provides a degree of near-term
revenue visibility.  In addition, Alion has been awarded high
profile new contracts to compete for work supporting mission
critical programs.

The stable outlook is based on the expectation that the company
will use cash flow to de-leverage over the intermediate term and
maintain an adequate liquidity profile.

The ratings could come under pressure if revenues were to
meaningfully decline, if debt/EBITDA exceeds and is sustained above
6.0 times, if EBIT/interest falls below 1.0 times or if free cash
flow turns negative.  Any significant deterioration in liquidity or
debt-financed acquisition or dividend distribution could also
trigger a downgrade.

If the company were to improve and sustain debt/EBITDA to well
below 6.0 times and continue to generate positive free cash flow
while maintaining conservative financial policies and increasing
revenues, the ratings could be upgraded.

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

Dysart Merger Sub, Inc. is the acquisition vehicle formed to
effectuate the acquisition by Veritas Capital of Alion Science &
Technology Corporation.  Alion provides scientific research,
development, and engineering services related to national defense,
homeland security, and energy and environmental analysis.
Particular areas of expertise include agile engineering and rapid
prototyping, naval architecture and engineering, defense
operations, modeling and simulation, technology integration,
information technology and wireless communications, energy and
environmental services.  Revenue for the last twelve months ended
June 30, 2015 approximated $966 million.



EMORY HACKMAN: HSBC's Bid to Dismiss Amended Complaint Granted
--------------------------------------------------------------
Judge Brian F. Kenney of the United States Bankruptcy Court for the
Eastern District of Virginia, Alexandria Division, granted HSBC
Holdings, PLC, and Hong Kong and Shanghai Banking Corp.'s motion to
dismiss a lawsuit filed by Debtor Emory E. Hackman, Jr., et al.

The Plaintiffs related that they entered into a Loan Settlement
Agreement with Ed Wilson and his company, Fountain Group Companies
of Utah, Inc., and alleged that they made a transfer of $150,000 to
Wilson on February 28, 2008, through an intermediary known as Ross
Pacific Trading, and a second transfer of $150,000, this time
"directly to Fountain Group's Wells Fargo bank account."  The
plaintiffs alleged that Wilson embezzled their funds and that the
funds were wired from Wilson's Bank of America and Wells Fargo
accounts to HSBC in Hong Kong.  HSBC moved to dismiss the
plaintiffs' amended complaint pursuant to Rule 7012 of the Federal
Rules of Bankruptcy Procedure.

Judge Kenney granted HSBC's Motion to Dismiss on the ground of lack
of personal jurisdiction.  HSBC Holdings is a United Kingdom bank
holding company with its principal place of business in London,
while Hong Kong and Shanghai Banking Corp. is incorporated and
headquartered in Hong Kong.  Judge Kenney found that the
plaintiffs' jurisdictional allegations have failed to meet their
burden to prove that HSBC has purposefully availed itself of doing
business in the United States.

Judge Kenney also dismissed the plaintiffs' claims against HSBC for
failure to state a claim.  He found that the amended complaint's
allegations when it comes to HSBC did not include any allegation
that HSBC or any of its employees were complicit in any way with
Mr. Wilson in the alleged conversion of Mr. Hackman's funds.

The case is EMORY E. HACKMAN, JR. et al., Plaintiffs, v. EDMUND E.
WILSON, et al., Defendants, ADVERSARY PROCEEDING NO. 14-01190-BFK
(E.D. Va.).

The bankruptcy case is In re: EMORY E. HACKMAN, JR., Chapter 11,
Debtor, NO. 10-17176-BFK (Bankr. E.D. Va.).

A full-text copy of Judge Kenney's July 20, 2015 order is available
at http://is.gd/XJHcHEfrom Leagle.com.


ENERGY FUTURE: Continues to Negotiate on Merger Transaction
-----------------------------------------------------------
Energy Future Holdings Corp., et al., on Aug. 3, 2015, filed with
the U.S. Bankruptcy Court for the District of Delaware a second
amended joint plan of reorganization and disclosure statement to
include, among other things, the terms of the E-Side Distribution.


Subsequent to filing the First Amended Plan and the First Amended
Disclosure Statement on July 23, the Debtors have continued to
engage in discussions with their various major creditor
constituencies regarding both the Merger Transaction and the
Standalone Transaction.

As disclosed in the First Amended Plan and the First Amended
Disclosure Statement, the Debtors committed to filling in the
blanks in the First Amended Plan regarding the allocation of
Reorganized EFH Common Stock, including any contingent equity
allocation, in connection with the Standalone Transaction by July
31, 2015, as determined by the Debtors, unless otherwise negotiated
with certain creditor constituencies on or before July 31, 2015.

The Debtors' disinterested directors and managers have, with input
from their advisors, continued to negotiate certain aspects of the
Standalone Transaction.  As of August 2, 2015, the Debtors, at the
direction of their Disinterested Directors, have reached consensus
on an allocation of Reorganized EFH Common Stock and contingent
equity rights that would be applied in the Standalone Transaction
to address Claims asserted against EFH Corp. and EFIH.  The Debtors
have amended the First Amended Plan to include, among other things,
the terms of the E-Side Distribution.

As stated in connection with the July 23, 2015 filing of the First
Amended Plan and First Amended Disclosure Statement, the Debtors
are continuing to make progress towards finalizing the Merger
Transaction.  To the extent the Debtors and the TCEH Unsecured/Hunt
Consortium are successful in resolving outstanding issues, the
Debtors will file a further amended plan of reorganization,
deleting all references to the Standalone Transaction.

A blacklined version of the Second Amended Plan dated Aug. 3 is
available at http://bankrupt.com/misc/EFHplan0803.pdf

The Second Amended Plan was filed by Mark D. Collins, Esq., Daniel
J. DeFranceschi, Esq., and Jason M. Madron, Esq., at Richards,
Layton & Finger, P.A., in Wilmington, Delaware; Edward O. Sassower,
P.C., Esq., and Stephen E. Hessler, Esq., at Kirkland & Ellis LLP,
in New York; Brian E. Schartz, Esq., at Kirkland & Ellis
International LLP, in New York; James H.M. Sprayregen, P.C., Esq.,
Marc Kieselstein, P.C., Esq., Chad J. Husnick, Esq., and Steven N.
Serajeddini, Esq., Kirkland & Ellis International LLP, in Chicago,
Illinois.

           About Energy Future Holdings Corp.

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

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

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

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

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

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

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

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

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


ERF WIRELESS: Receives Notices of Default
-----------------------------------------
ERF Wireless, Inc., received default notices from Legacy Laser
Services LLC, Dakota Capital Fund LLC, and WISPer Ventures Leasing
LLC on July 28, 2015.

   (a) Legacy Laser Services LLC:

      (1) The date of the triggering event cannot be accurately
          determined as the default resulted from the aggregation
          of a series of delayed or missed monthly payments
          beginning in February 2015.  The Legacy Laser Services
          Lease is a capital equipment financing lease with three
          separate lease schedules: (a) a lease schedule initiated
          on May 15, 2013, in the amount of $96,753; (b) a
          lease schedule initiated on May 20, 2013, in the amount
          of $51,250; and (c) a lease schedule initiated on
          Aug. 22, 2013, in the amount of $55,000.

      (2) The triggering event is the Company's inability to keep
          the monthly payments of the lease schedules current with
          the first payment being missed in February 2015 and in
          subsequent months.

      (3) The amount of the direct financial obligation, as
          increased, is the full amount of the current balance of
          each of the three lease schedules which totals
          approximately $174,491.

      (4) The default of the Legacy Services LLC lease schedules
          may trigger other material obligations in our other
          secured creditors in an amount that is undetermined at
          this time.

   (b) Dakota Capital Fund LLC:

      (1) The date of the triggering event cannot be accurately
          determined as the default resulted from the aggregation
          of a series of delayed or missed monthly interest
          payments beginning in January 2015.  The Dakota Capital
          Fund LLC Note default is for an original loan of
          $3,000,000 to us on Oct. 31, 2011, with modification on
          Sept. 30, 2014, to require interest-only payments for
          one year, at which time the full balance of
          $1,309,225, plus any unpaid interest and fees, will be
          due.

      (2) The triggering event is the Company's inability to keep
          the monthly interest payments of the lease schedules
          current with the first payment being missed in January
          2015 and in subsequent months.

      (3) The amount of the direct financial obligation, as
          increased, is the full amount of the current balance of
          $1,309,225 plus interest, attorney's fees, and a loan
          restructuring fee resulting in a total due of
          $1,548,852.

      (4) The default of the Dakota Capital Fund LLC loan may
          trigger other material obligations in the Company's
          other secured creditors in an amount that is
          undetermined at this time.

   (c) WISPer Ventures Leasing LLC:

      (1) The date of the triggering event cannot be accurately
          determined as the default resulted from the aggregation
          of a series of delayed or missed monthly payments
          beginning in July 2015 as well as other default
          conditions alleged on the part of WISPer Ventures
          Leasing LLC but currently contested by the Company.  The
          WISPer Ventures Leasing facility is a Senior Credit
          Facility of $2,500,000 of which two lease schedules have
          been initiated since its inception.  The first lease
          schedule is for $403,000 and was initiated on Oct. 30,  
          2014.  The second lease schedule is for $1,250,435 and
          was initiated Nov. 26, 2014.  The total amount provided
          under the two lease schedules as of July 30, 2015, is
          $1,653,435.  Since the beginning payment schedule of
          the two lease schedules, beginning Feb. 1, 2015, and
          until July 1, 2015, there has been a total of
          $345,041 of payments by the Company toward the combined
          two lease schedules.

      (2) The triggering event is the Compay's inability to keep
          the monthly lease payments of the lease schedules
          current and on time with the first payment being
          partially missed in July 2015.  Other payments have all
          been made but some were paid late.

      (3) The Company believes the amount of the direct financial
          obligation, as increased, is the full amount of the
          combined current remaining balance of the two lease
          schedules which totals approximately $1,308,394 plus
          late fees and penalty.  The Company has been advised by
          WISPer Ventures Leasing that, under the terms of the
          lease, the full $2,500,000 master lease amount is due
          under a default.  The Company is not in agreement with
          that interpretation of the master lease.

      (4) The default of the WISPer Ventures Master Lease may
          trigger other material obligations in the Company's
          other secured creditors in an amount that is           
          undetermined at this time.

                       About ERF Wireless

Based in League City, Texas, ERF Wireless, Inc., provides secure,
high-capacity wireless products and services to a broad spectrum of
customers in primarily underserved, rural and suburban parts of the
United States.

ERF Wireless reported a net loss attributable to the company of
$7.26 million in 2013, a net loss of $4.81 million in 2012, and a
net loss of $3.37 million in 2011.

As of Sept. 30, 2014, the Company had $3.59 million in total
assets, $10.4 million in liabilities, and a $6.84 million
shareholders' deficit.


FAMILY CHRISTIAN: Has Settlement with Consignment Vendors
---------------------------------------------------------
Family Christian, LLC, et al., ask the U.S. Bankruptcy Court for
the Western District of Michigan to approve a settlement with an Ad
Hoc Consortium of Consignment Vendors.

At the Petition Date, the Debtors were holding more than
$20,000,000 worth in Consigned Inventory, of which approximately
$13,000,000 worth was attributable to Consigned Inventory of the
members of the Ad Hoc Consortium.  As of July 4, 2015, the Debtors
were still in possession of $13,992,882 worth of Consigned
Inventory, of which approximately $8,813,475 is attributable to
Consigned Inventory of the members of the Ad Hoc Consortium.

The key provisions of the Settlement Agreement are as follows: (a)
the Debtors may use the Ad Hoc Consortium Sales Proceeds, except
for $1,500,000 of the Ad Hoc Consortium Sales Proceeds; and (b) the
Debtors agree to pay to the Ad Hoc Consortium the sum of $500,000
inclusive of fees and expenses incurred by the professional
representing the Ad Hoc Consortium.

The Official Committee of Unsecured Creditors objects to the
proposed settlement to the extent that the $500,000 payment to be
made by the Debtors as part of the proposed settlement is not
recoverable in the event the Plan is not confirmed and the Debtors
prevail in an adversary proceeding.

The Debtors are represented by:

          A. Todd Almassian, Esq.
          Greg J. Ekdahl, Esq.
          KELLER & ALMASSIAN, PLC
          230 East Fulton
          Grand Rapids, MI 49503
          Tel: (616)364-2100
          Fax: 616-364-2200
          Email: talmassian@kalawgr.com
                 gekdahl@kalawgr.com   

             -- and --

          Erich Durlacher, Esq.
          Brad Baldwin, Esq.
          BURR & FORMAN LLP
          171 17th Street, N.W. - Suite 1100
          Atlanta, Georgia 30363
          Tel: (404) 815-3000
          Fax: (404) 817-3244
          Email: edurlach@burr.com
                 brad.baldwin@burr.com

The Official Committee of Unsecured Creditors is represented by:

          John T. Piggins, Esq.
          MILLER JOHNSON
          250 Monroe Avenue, NW, Suite 800
          P.O. Box 306
          Grand Rapids, MI 49501-0306
          Tel:(616) 831-1700
          Fax: (616)988-1793
          Email: ecfpigginsj@millerjohnson.com

                     About Family Christian

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

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

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

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


FAMILY CHRISTIAN: Seeks Clarification of Lease Decision Extension
-----------------------------------------------------------------
Family Christian, LLC, et al., ask the US Bankruptcy Court for the
Western District of Michigan to clarify the order granting the
Debtors extension of the deadline to assume or reject
nonresidential leases through and including September 9, 2015.

The Debtors recently filed a Plan that if confirmed will authorize
the Debtors to sell substantially all of their assets including
assuming and assigning certain Leases to the Buyer.  Because the
closing of the sale and the accompanying assumption and assignment
of certain Leases will not occur until after confirmation of the
Plan, the Debtors request that the Extension Order be clarified to
provide that the Debtors have until September 9, 2015, and not the
earlier confirmation of the Plan to decide whether to assume or
reject nonresidential leases.

The Debtors are represented by:

          A. Todd Almassian, Esq.
          Greg J. Ekdahl, Esq.
          KELLER & ALMASSIAN, PLC
          230 East Fulton
          Grand Rapids, MI 49503
          Tel: (616)364-2100
          Fax: 616-364-2200
          Email: talmassian@kalawgr.com
                 gekdahl@kalawgr.com   

             -- and --

          Erich Durlacher, Esq.
          Brad Baldwin, Esq.
          BURR & FORMAN LLP
          171 17th Street, N.W. - Suite 1100
          Atlanta, Georgia 30363
          Tel: (404) 815-3000
          Fax: (404) 817-3244
          Email: edurlach@burr.com
                 brad.baldwin@burr.com

                       About Family Christian

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

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

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

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


FEDERAL RESOURCES: Solicitation Period Extended to Oct. 30
----------------------------------------------------------
Judge Joel T. Marker of the U.S. Bankruptcy Court for the District
of Utah, at the behest of Federal Resources Corporation and Camp
Bird Colorado, Inc., extended to October 30, 2015, the period by
which the Debtors have exclusive right to solicit acceptances of
their liquidating plan.

The Debtors sought an extension of their exclusive solicitation
period as they are still in the process of accumulating information
received from equity holders as a result of the solicitation
notices, and are preparing a report to be filed with the Court.
The Debtors said that once that report is filed, the Debtors
anticipate seeking further instruction with the Court regarding how
to proceed with noticing their Disclosure Statement and Plan.

The Debtors are represented by:

          David E. Leta, Esq.
          Andrew V. Hardenbrook, Esq.
          SNELL & WILMER L.L.P.
          15 W South Temple, Suite 1200
          Salt Lake City, Utah 84101
          Telephone: (801)257-1900
          Facsimile: (801)257-1800
          Email: dleta@swlaw.com
                 ahardenbrook@swlaw.com
        
               About Federal Resources

Federal Resources Corporation, along with subsidiary Camp Bird
Colorado, Inc., sought Chapter 11 bankruptcy protection (Bankr. D.
Utah Case No. 14-33427 and 14-33428) in Salt Lake City on Dec. 29,
2014.  The Debtors are represented by David E. Leta, Esq., at Snell
& Wilmer, in Salt Lake City.

Federal and Camp Bird each estimated $10 million to $50 million in
asset and debt.  

The Debtors sought Chapter 11 bankruptcy protection with plans to
sell subsidiary Camp Bird's gold mine in Ouray, Colorado to pay off
creditors.

Federal Resources is a Nevada Corporation that was formed in 1960
as a result of a merger between Radorock Resources, Inc., and
Federal Uranium Corporation.  Federal currently has only two
assets: (1) 100% of the stock of Camp Bird, a Colorado corporation
and (2) 100% interest in a Madawaska Mines Limited, a Canadian
corporation doing business in Ontario Canada.

Camp Bird's principal assets consist of patented gold mining claims
and related land located in Ouray, Colorado.  Camp Bird also is the
sole owner of Camp Bird Tunnel, Mining and Transportation Company
("CTMT"), which owns various water and tunnel rights used and
associated with the Camp Bird properties.

Madawaska Mines owns a 5l% interest in a joint venture, which holds
the Madawaska Mine near Bancroft, Ontario.


FPL ENERGY WIND: Moody's Cuts 2017 Bonds Rating to 'Ba3'
--------------------------------------------------------
Moody's Investors Service has affirmed the Baa3 rating on FPL
Energy American Wind's (American Wind, OpCo) senior secured bonds
due June 2023 and also downgraded parent company, FPL Energy Wind
Funding's (Wind Funding, HoldCo) rating to Ba3 from Ba2 on its
senior secured bonds due June 2017. American Wind and Wind funding
each have approximately $88.4 million and $8.3 million in debt
outstanding, respectively. The outlooks for American Wind and Wind
Funding remain stable.

RATINGS RATIONALE

Today's Baa3 rating affirmation recognizes the strength of the
contractual arrangements as American Wind generates all its revenue
from long-term Power Purchase Agreements (PPAs) largely with
investment grade off-takers. The rating affirmation at OpCo also
reflects the strategic decision by the sponsor to actively and
conservatively manage cash at both entities while continuing to
take meaningful action to maintain its operating assets in a manner
that is supportive of an investment grade profile. The rating
affirmation acknowledges that the project has endured very weak
financial performance for the twelve months ending June 2015 with
debt service coverage of nearly 1.0x. That said, we incorporate a
view that the weak wind year along with several operational issues
are short-lived and one-off in nature, particularly given the wind
history and operating performance across American Wind.

Moody's downgrade of Wind Funding to Ba3 from Ba2 reflects the
increased financial pressure on HoldCo debt owing largely to
structural elements that, while positive to OpCo lenders, are
punitive to HoldCo lenders and are now surfacing. Owing to the weak
wind resource and higher than anticipated operating costs, OpCo
failed to meet its fairly high distribution test of 1.3x, which is
only tested once annually. Positively, in 2014, the sponsor elected
to pre-fund HoldCo's 2015 debt service payment when the project's
outperformed as opposed to receiving a dividend. Without such
pre-funding, HoldCo would have needed to draw upon its debt service
reserve fund to make the June 2015 payment. We understand that
HoldCo's debt service reserve is supported by a debt service
reserve fund guaranty, whose value fluctuates with the amortization
level, a weakness in our view. Given that OpCo did not generate
sufficient cash flow in 2015, there was not enough cash to increase
the guaranty value to a level that can cover HoldCo's 2016 debt
service obligations in its entirety, potentially leaving a modest
amount of debt service exposed in 2016 if OpCo again fails its
distribution test in 2016. We approximate the value of the
guarantee being be to cover 11 to 12 months of debt service, so the
shortfall is modest at less than $500,000.

The OpCo and HoldCo ratings continue to reflect above average
sponsor support as evidenced through the sponsor's election to
pre-fund HoldCo's 2015 debt service noted above, but to also retain
cash at the project level, as opposed to distributing the cash up
to the ultimate parent, during solid wind production years in which
the OpCo comfortably exceeded its distribution test. In 2014 for
example, American Wind achieved a roughly 1.9x DSCR resulting in
around $15 million of residual cash available for distribution to
HoldCo, whose debt service obligations approximate $4 million
annually. The project sponsor elected to distribute only
approximately $10.5 million to HoldCo in order to pay HoldCo's 2014
debt service, and more importantly to pre-fund HoldCo's 2015 debt
service payment. The remaining approximate $4.3 million was
retained at OpCo to cover future debt service or operating costs,
if needed, even though this amount could have also been distributed
to HoldCo. Management's pro-active stance in managing cash and
distributions in this way is clear evidence in our view of
management's demonstrated willingness to support this wind
portfolio.

The Baa3 OpCo rating affirmation acknowledges that the wind
resource in the first half of 2015 was abnormally low and
performance was largely attributed to resource availability as
opposed to sustained, long-term deterioration in the operating
ability of the wind projects. The OpCo rating further acknowledges
that the project has been beset by higher than anticipated
operating expenses, including the impacts of "catastrophic"
failures of two wind turbines at two separate wind project sites in
the past year resulting in the above average expenses for 2015.
Historically operations and maintenance expenses (O&M) have
approximated 37-38% of PPA revenues (excluding general and admin
costs) but in the past several years have edged up over 40% and for
the twelve months ending June 2015, O&M expenses were nearly 52% by
our calculations. While some of these costs are one-time only, we
have conservatively estimated on a go-forward basis that O&M could
represent roughly 45% of future PPA revenues, consistent with the
past three years. Utilizing the most recent three-year average wind
volume by project and their respective PPA prices applied to all
remaining years through debt maturity, as well as the
aforementioned O&M assumptions, we believe American Wind will be
able to achieve DSCR metrics in at least the 1.2-1.4x range under
this scenario.

The Ba3 rating at HoldCo remains supported by the robust financial
profile of the consolidated entity given the long-dated nature of
several PPAs that offer meaningful residual value to the
consolidated entity. We calculate that the present value of free
cash flow derived from off-take contracts expiring after OpCo's
debt maturity in 2023 ranges from $56- $60 million, over 12x
HoldCo's final debt service payment due in 2017. We believe that
the existence of this tangible and measurable residual value
provides s compelling incentive for the sponsor to seek ways to
monetize the assets or provide interim funding to avoid any
HoldCo's inability to meet the remaining scheduled debt service in
the adverse scenario in which OpCo fails to meet its distribution
test in 2016 and 2017.

The rating outlook for OpCo and HoldCo is stable. An important
consideration for the stable rating outlook at each entity remains
the above average level of liquidity at both OpCo and HoldCo. Both
legal entities benefit from individual debt service reserve funds
(a 12-month letter of credit-backed reserve at OpCo; and the
aforementioned guaranty from Capital Holdings at the HoldCo). Had a
more typical six-month debt service reserve been in place, rating
pressure would have occurred at both entities given the drop-off in
wind volumes recently experienced. We further note that OpCo
continues to benefit from the modest $4.3 million retained from the
prior year's distribution. Due to the cash trap event that occurred
in 2015, that $4.3 million is now suspensed as per the depositary
agreements and can only be used for debt service or O&M expenses.
If American Wind achieves its distribution test threshold in 2016
and no excessive O&M costs are incurred, this suspensed $4.3
million would then become distributable cash to HoldCo.

American Wind's rating is unlikely to upgraded at this time owing
to the lower than expected financial performance and expectation
that wind is likely to remain depressed in 2015. Longer term,
OpCo's rating could be upgraded following sustained DSCRs around
the 1.6x level. HoldCo's rating is unlikely to be upgraded given
its recent downgrade.

OpCo's rating could face downward pressure if financial metrics
remain below 1.2x on a consistent basis. HoldCo's rating could be
downgraded further if OpCo materially underperforms for the
remainder of 2015 and through 2016. More specifically, if wind
production during the next twelve months materially underperforms
our expectations, rating pressure at HoldCo could emerge.

FPL Energy American Wind, LLC is a Delaware limited liability
company formed on April 2003 solely for the purpose of financing a
683MW portfolio of six wind power generating projects, located in
California, the Midwest, New Mexico and Texas. Virtually all of the
power generated by the projects is sold pursuant to long-term
fixed-price Power Purchase Agreements (PPAs) with, or guaranteed
by, utilities, municipalities or cooperatives. Each project is
owned by a separate entity (Project Owner). Each of the Project
Owners guarantees the repayment of the bonds on a joint and several
basis.

FPL Energy Wind Funding, LLC is an intermediate holding company
that owns FPL Energy American Wind. Both FPL Energy American Wind
and FPL Energy Wind Funding are indirect wholly-owned subsidiaries
of NextEra Energy Resources LLC, (NextEra) the largest owner of
wind projects in the US NextEra is wholly-owned by FPL Group
Capital Inc. (Baa1, senior unsecured) and FPL Group Capital is
wholly-owned by NextEra Energy, Inc. (Baa1 Issuer Rating).



FPL ENERGY: Moody's Raises Rating on 2019 Sr. Secured Bonds to Ba3
------------------------------------------------------------------
Moody's Investors Service has affirmed the Baa3 rating on FPL
Energy National Wind, LLC's (National Wind, OpCo) senior secured
bonds due March 2024 and also upgraded National Wind's immediate
parent company, FPL Energy National Wind Portfolio, LLC's (National
Wind Portfolio, HoldCo) senior secured bonds due March 2019 to Ba3
from B1.  National Wind and National Wind Portfolio each have
approximately $63.1 million and $3.8 million in debt outstanding,
respectively.  The respective outlooks for National Wind and
National Wind Portfolio remain stable.

RATINGS RATIONALE

The Baa3 rating affirmation at National Wind continues to reflect
long-term, competitive Power Purchase Agreements (PPAs) with mostly
investment grade off-takers and above average levels of liquidity.
The rating affirmation at OpCo also reflects the strategic decision
by the sponsor to actively and conservatively manage cash at both
entities while continuing to take meaningful action to maintain its
operating assets in a manner that is supportive of an investment
grade profile.  While Moody's anticipates financial performance to
be weaker than expected in the current year owing to foundation
issues at a project site that will result in several months in
which a number of turbines will not be running, Moody's believes
management is actively pursuing a plan to remediate the site in a
manageable timeframe and at reasonable costs that will allow
National Wind's financial performance to return to an investment
grade profile following the foundation remediation.

Specifically, Moody's understands that the cost to remediate
foundation issues at one of the projects will be in the range of $5
to $8 million and that OpCo retained nearly $3 million of
distributable cash at OpCo after having recently achieved over a
1.40x debt service coverage ratio (DSCR) at its March 2015
distribution test date.  National Wind's distribution test
threshold is 1.25x.  Moody's rating actions also acknowledge that
the sponsor's election to retain a portion of cash at OpCo to help
cover the repair costs, as opposed to distributing the full amount
to National Wind Portfolio, which could then ultimately be
distributed to the parent, is credit positive.  Nevertheless,
Moody's anticipates that National Wind will likely fall short of
the 1.25x distribution test threshold in September 2015 and likely
at the next distribution test date in March 2016 thus preventing
any distributions to the HoldCo as we understand that the wind
resource has been declining year to date and the project will lose
some revenue as a number of turbines will not be operating during
the foundation repairs.  However, Moody's expects this to be
short-lived as repairs are expected to be completed prior to winter
2015/2016 period and therefore do not represent a material,
permanent reduction in financial performance.  Moody's affirmation
anticipates National Wind will achieve coverages around 1.2x by
February 2016 and return to the 1.2x to 1.4x range thereafter.

Notwithstanding the near-term pressures at National Wind, our
upgrade of HoldCo's rating to Ba3 from B1 considers the financial
benefits afforded to it following the Wyoming project sale that
occurred at the end of 2013 that allowed National Wind to much more
easily meet its then distribution test thresholds.  Moreover, the
sale required substantial debt reduction at HoldCo and OpCo.
HoldCo's rating upgrade further reflects the fact that debt service
at National Wind Portfolio is now pre-funded through September
2017; National Wind successfully met its most recent distribution
test in March 2015, allowing for cash to be distributed to National
Wind Portfolio.  National Wind Portfolio continues to benefit from
a twelve-month debt service reserve fund in the form of a guaranty
from NextEra Energy Capital Holdings, Inc. (NEECH: Baa1, stable).
Moody's further notes that National Wind's distribution test occurs
twice annually, which offers more opportunity within any given year
to achieve the test threshold, a structurally positive feature for
the HoldCo lenders.  Were National Wind to fail all succeeding
distribution tests and National Wind Portfolio were to rely on its
debt service guarantee, its debt service would effectively be
supported through September 2018, leaving only six months of debt
service, a very modest $500,000 in total debt service.

Moody's Ba3 rating at HoldCo further reflects Moody's belief that
the sponsor will continue to act in a manner that will not impair
their economic value, despite the non-recourse nature of the
financing, in the consolidated entity, as four projects have PPAs
that expire four years after bond maturity.  Moody's calculates
that the present value of free cash flow derived from the off-take
contracts expiring after OpCo's debt maturity in March 2024 ranges
from $20-$22 million.  It is Moody's opinion that the existence of
this tangible and measurable residual value provides compelling
incentive for the sponsor to seek ways to monetize the assets or
provide interim funding to avoid any HoldCo's inability to meet the
remaining scheduled debt service in the adverse and unlikely
scenario in which OpCo fails to meet its distribution test from now
until September 2018.

The rating outlook for OpCo and HoldCo is stable.  An important
consideration for the stable rating outlook at each entity remains
the above average level of liquidity at both OpCo and HoldCo.  Both
legal entities benefit from individual debt service reserve funds
(a 12-month letter of credit-backed reserve at OpCo; and the
aforementioned guaranty from Capital Holdings at the HoldCo).  Had
a more typical six-month debt service reserve been in place, rating
pressure would have occurred at both entities given the drop-off in
wind volumes recently experienced.  Moody's further note that OpCo
continues to benefit from the modest $2.8 million retained from the
prior year's distribution.  As noted, HoldCo's debt service is
pre-funded through September 2017, which approximates $3 million.
Including the debt service reserve fund guaranty, Holdco lenders
benefit from an effective 36 months' worth of debt service.

National Wind's rating is unlikely to upgraded at this time owing
to the lower than expected financial performance and expectation
that wind is likely to remain depressed in 2015.  Longer term,
OpCo's rating could be upgraded following sustained DSCRs around
the 1.6x level.  A further upgrade of HoldCo's rating is unlikely
at this time.  However sooner than expected outperformance at OpCo
could warrant upward pressure on HOldCo's rating.

OpCo's rating could face downward pressure if financial metrics
remain below 1.2x on a consistent basis or if wind production
during the next twelve to eighteen months materially underperforms.
HoldCo's rating is unlikely to be downgraded given its recent
upgrade and given the more than sufficient liquidity to cover debt
service for at least the next three years.

FPL Energy National Wind, LLC owns a 390 megawatt (MW) portfolio of
eight wind power generating projects, located in Pennsylvania, West
Virginia, North Dakota, South Dakota, Oklahoma, and Oregon. All of
the power generated by the projects is sold pursuant to long-term
fixed-price PPAs with, or guaranteed by, utilities, municipalities
and cooperatives.  Each project is owned by a separate entity
(Project Owner).  Each of the Project Owners guarantees the
repayment of the bonds on a joint and several basis.

FPLE National Wind is wholly-owned by FPL Energy National Wind
Portfolio, LLC, an intermediate holding company.  Both National
Wind and National Wind Portfolio are indirect wholly-owned
subsidiaries of NextEra Energy Resources, LLC (NEER), the largest
owner of wind projects in the U.S. NEER is wholly-owned by NextEra
Energy Capital Holdings, Inc. (NEECH: Baa1, stable), and NEECH is
wholly-owned by NextEra Energy, Inc. (NEE: Baa1, Issuer Rating).

The principal methodology used in these ratings was Power
Generation Projects published in December 2012.



FRONTIER STAR: Proposes to Employ Cavanagh Law Firm as Attorneys
----------------------------------------------------------------
Frontier Star, LLC, and Frontier Star CJ LLC seek authority from
the U.S. Bankruptcy Court for the District of Arizona to employ The
Cavanagh Law Firm as attorneys.

Cavanagh will be required to render, among others, the following
services:

   (a) Advise the Debtor with respect to its powers and duties as
       debtor-in-possession in the continued management and
       operation of its business;

   (b) Attend meetings and negotiate with representatives of
       creditors and other parties-in-interest and advise and
       consult on the conduct of the cases, including all of the
       legal and administrative requirements of operating in
       Chapter 11;

   (c) Take all necessary action to protect and preserve Star's
       estate, including the prosecution of actions on their
       behalf, the defense of any actions commenced against them,
       negotiations concerning all litigation in which the Debtors
       are involved and objections to claims filed against the
       estates;

   (d) Prepare on behalf of Star all motions, applications,
       answers, orders, reports and papers necessary for the
       administration of its estate;

   (e) Negotiate and prepare on Star's behalf a plan of
       reorganization, disclosure statement and all related
       agreements and/or documents and take any necessary action
       on behalf of Star to obtain confirmation of that plan;

   (f) Advise Star in connection with the sale of assets;

   (g) Appear before the Court and the U.S. Trustee to protect the
       interests of Star's estate before the courts and the U.S.
       Trustee; and

   (h) Perform all other necessary legal services and provide all
       other necessary legal advice to Star in connection with the
       Chapter 11 case.

The hourly rates for Cavanagh professionals and para-professionals
are $110 for legal assistants and $295 to $425 for attorney
members.  The firm will also be reimbursed for any necessary
out-of-pocket expenses.

Philip G. Mitchell, Esq., at The Cavanagh Law Firm, P.A., in
Phoenix, Arizona, assures the Court that members of his firm do not
have any connection with Star or its affiliates, creditors, or any
other party-in-interest, or its attorneys and accountants and are
"disinterested persons" as that term is defined by Section 101(14)
of the Bankruptcy Code, and do not hold or represent any interest
adverse to the estate.

Guadalupe, Arizona-based Frontier Star LLC and Frontier Star CJ LLC
are owned by three grandchildren of Carl Karcher, who founded the
fast-food chain.  The grandchildren include the LeVecke siblings
Carl, Margaret and Jason, who is listed as chief executive
officer/manager of both companies.  The LeVecke siblings had more
than 130 Carl's Jr. and Hardee's franchises in seven states and
Puerto Vallarta, Mexico, as of late 2013, according to an Arizona
Republic article that announced the grand opening of a new
sports-themed Carl's Jr. restaurant in Glendale.


FRONTIER STAR: Seeks Joint Administration of Ch. 11 Cases
---------------------------------------------------------
Frontier Star, LLC, asks the U.S. Bankruptcy Court for the District
of Arizona to issue an order for joint administration of the
bankruptcy cases of Frontier Star, LLC, and Frontier Star CJ, LLC,
under Lead Case No. 2:15-bk-09383.

According to Philip G. Mitchell, Esq., at The Cavanagh Law Firm,
P.A., in Phoenix, Arizona, both the Debtors share the identical
sole member and management, therefore, the Chapter 11 plan of
reorganization will be almost identical for each Debtor.  Moreover,
joint administration will ease the procedural burden on the Court
and the parties.

Guadalupe, Arizona-based Frontier Star LLC and Frontier Star CJ LLC
are owned by three grandchildren of Carl Karcher, who founded the
fast-food chain.  The grandchildren include the LeVecke siblings
Carl, Margaret and Jason, who is listed as chief executive
officer/manager of both companies.  The LeVecke siblings had more
than 130 Carl's Jr. and Hardee's franchises in seven states and
Puerto Vallarta, Mexico, as of late 2013, according to an Arizona
Republic article that announced the grand opening of a new
sports-themed Carl's Jr. restaurant in Glendale.


GMAC MORTGAGE: "Rothstein" Claims Barred by Filed Rate Doctrine
---------------------------------------------------------------
The United States Court of Appeals for the Second Circuit reversed
a district court's ruling and remenaded for dismissal of a case
commenced by Landon Rothstein, et al., alleging that they were
fraudulently overbilled for reimbursement by their loan servicer,
GMAC Mortgage LLC.

According to Landon, et al., they were fraudulently overbilled by
GMAC Mortgage for the lender-placed insurance on their mortgaged
properties that GMAC bought from Balboa Insurance Company and
MeritPlan Insurance Company.  They alleged that the rates they were
charged did not reflect secret "rebates" and "kickbacks" that GMAC
received from Balboa through Balboa's affiliate, Newport Management
Corporation.  The claims against all defendants except Balboa and
Newport were settled.

Balboa and Newport moved to dismiss under the filed rate doctrine,
arguing that the plaintiffs could not sue to challenge LPI rates
approved by regulators.  The motion was denied in relevant part by
the district court, reasoning that although Balboa received
regulatory approval for the LPI rates it charged to GMAC, that
approval did not necessarily extend to the borrowers' reimbursement
to GMAC.

The Second Circuit held that the Plaintiffs' claims are barred by
the filed rate doctrine and further held that a claim challenging a
regulator-approved rate is subject to the filed rate doctrine
whether or not the rate is passed through an intermediary.

The case is LANDON ROTHSTEIN, individually and on behalf of all
others similarly situated, ROBERT DAVIDSON, IHOR KOBRYN,
individually and on behalf of all others similarly situated,
JENNIFER DAVIDSON, Plaintiffs-Appellees, v. BALBOA INSURANCE
COMPANY, NEWPORT MANAGEMENT CORPORATION, MERITPLAN INSURANCE
COMPANY, Defendants-Appellants, GMAC MORTGAGE, LLC, f/k/a GMAC
MORTGAGE CORPORATION, GMAC INSURANCE MARKETING, INC., d/b/a GMAC
AGENCY MARKETING, JOHN DOES 1-20, ALLY FINANCIAL, INC., f/k/a GMAC,
INC., ALLY BANK, f/k/a GMAC BANK, JOHN DOE CORPORATION, PRAETORIAN
INSURANCE COMPANY, QBE FIRST INSURANCE AGENCY, INC., QBE INSURANCE
CORPORATION, QBE SPECIALTY INSURANCE COMPANY, Defendants DOCKET NO.
14-2250-CV (2nd Cir.).

A full-text copy of the Second Circuit's July 22, 2015 order is
available at http://is.gd/baCCLbfrom Leagle.com.

Defendants-Appellants are represented by:

          Ross E. Morrison, Esq.
          BUCKLEYSANDLER LLP
          1133 Avenue of the Americas, Suite 3100
          New York, NY 10036
          Tel: (212) 600-2400
          Fax: (212) 600-2405
          Email: rmorrison@buckleysandler.com

             -- and –-

          Robyn C. Quattrone, Esq.
          Katherine L. Halliday, Esq.
          BUCKLEYSANDLER LLP
          1250 24th Street NW, Suite 700
          Washington, DC 20037
          Tel: (202) 349-8000
          Fax: (202) 349-8080
          Email: rquattrone@buckleysandler.com
                 khalliday@buckleysandler.com

             -- and –-

          John C. Englander, Esq.
          GOODWIN PROCTER LLP
          Exchange Place, 53 State Street
          Tel: (617) 570-1000
          Fax: (617) 523-1231
          Email: jenglander@goodwinprocter.com

             -- and –-

          Brian T. Burgess, Esq.
          GOODWIN PROCTER LLP
          901 New York Avenue, NW
          Washington, DC 20001
          Tel: (202) 346-4000
          Fax: (202) 346-4444
          Email: bburgess@goodwinprocter.com
          Washington DC

Plaintiffs-Appellees are represented by:

          Mark A. Strauss, Esq.
          Thomas W. Elrod, Esq.
          KIRBY MCINERNEY LLP
          825 Third Avenue
          New York, NY 10022
          Tel: (212) 371-6600
          Fax: (212) 751-2540
          Email: mstrauss@kmllp.com
                 telrod@kmllp.com

American Security Insurance Company is represented by:

          Frank G. Burt, Esq.
          Denise A. Fee, Esq.
          W. Glenn Merten, Esq.
          Brian P. Perryman, Esq.
          CARLTON FIELDS JORDEN BURT, P.A.
          1025 Thomas Jefferson Street, NW
          Suite 400 East
          Washington, DC 20007-5208
          Tel: (202) 965-8100
          Fax: (202) 965-8104
          Email: fburt@cfjblaw.com
                 dfee@cfjblaw.com
                 gmerten@cfjblaw.com
                 bperryman@cfjblaw.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 $15.68 billion in assets and $15.28 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.


GOOD SAMARITAN HOSP: Moody's Confirms B1 Rating on $61.6MM Bonds
----------------------------------------------------------------
Moody's Investors Service confirms Good Samaritan Hospital's (GSH)
B1 rating, removing the rating from under review, affecting $61.6
million of outstanding bonds issued through the Lebanon County
Health Facilities Authority, PA. The rating outlook is stable.

SUMMARY RATING RATIONALE

Confirmation of the B1 rating reflects the completed affiliation
between Good Samaritan Hospital and Aa3-rated WellSpan Health, PA,
effective July 1, 2015. Concurrent with the July 1 affiliation,
Good Samaritan delivered the required 30 day notice to bondholders
of its intent to fully redeem all outstanding Series 2002 and 2004
bonds on July 31, 2015. Upon confirmation of the redemption of
substantially all of the bonds we expect to withdraw the ratings
assigned to both series.

OUTLOOK

The change in the rating outlook to stable reflects our opinion
that bondholder risk has been materially mitigated by Good
Samaritan's affiliation with WellSpan.

LEGAL SECURITY

The bonds are on parity and secured by a pledge of gross revenues
of the obligated group which is comprised of the Good Samaritan
Hospital (GSH). All parity obligations are secured by a mortgage
lien on the hospital, related parking areas, and by a security
interest in the gross revenues of the members of the obligated
group.



HALCON RESOURCES: Announces Second Quarter 2015 Results
-------------------------------------------------------
Halcon Resources Corporation reported a net loss available to
common stockholders of $1.1 billion on $168 million of total
operating revenues for the three months ended June 30, 2015,
compared to a net loss available to common stockholders of $73.3
million on $327.1 million of total operating revenue for the same
period in 2014.

For the six months ended June 30, 2015, the Company reported a net
loss available to common stockholders of $1.7 billion on $304.2
million of total operating revenue compared to a net loss available
to common stockholders of $151.2 million on $602.3 million of total
operating revenues for the same period last year.

As of June 30, 2015, Halcon Resources had $4.6 billion in total
assets, $4.1 billion in total liabilities, $136.8 million in
redeemable noncontrolling interest and $345.8 million in total
stockholders' equity.

Floyd C. Wilson, chairman and chief executive officer, commented,
"We completed several initiatives towards strengthening our balance
sheet in the past few months.  As a result we have no near-term
debt maturities, and we have the liquidity necessary to execute our
business plan and service our debt for the next several years.
Moreover, we continue to search for ways
to improve our leverage profile.  The combination of lower
completed well costs, improved results and increased efficiencies
has led to well economics that compare favorably to what they were
in the summer of 2014 when oil prices were significantly higher."

A copy of the press release is available at http://is.gd/2DVLo4

                      About Halcon Resources

Halcon Resources Corporation acquires, produces, explores and
develops onshore liquids-rich assets in the United States.  This
independent energy company operates in the Bakken/Three Forks, El
Halcon and Tuscaloosa Marine Shale formations.

As of March 31, 2015, Halcon had $5.8 billion in total assets,
$4.49 billion in total liabilities, $126 million in redeemable
noncontrolling interest, and $1.18 billion in total stockholders'
equity.

                           *     *      *

As reported by the TCR on Jan. 27, 2015, Moody's Investors Service
downgraded Halcon's Corporate Family Rating to 'Caa1' from 'B3' and
the Probability of Default Rating to 'Caa1-PD' from 'B3-PD'.  The
downgrade reflects growing risk for Halcon's business profile
because of high financial leverage and limited liquidity as its
existing hedges roll-off and stop contributing to its borrowing
base over the next 12-18 months.

In June 2015, the TCR reported that Standard & Poor's Ratings
Services raised its corporate credit rating on Houston-based Halcon
Resources Corp. to 'B-' from 'SD' (selective default).
"The upgrade follows our assessment that Halcon is unlikely to
enter into additional debt-for-equity transactions, which we could
potentially view as distressed exchanges, because of its low stock
price and diminished market appetite," said Standard & Poor's
credit analyst Ben Tsocanos.


HAMPTON OWNERS ASSOC: Case Summary & 12 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Hampton Island Owners' Association, Inc.
        One Midtown Plaza
        1360 Peachtree St., NE, Suite 750
        Atlanta, GA 30309

Case No.: 15-64711

Chapter 11 Petition Date: August 3, 2015

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

Debtor's Counsel: Will B. Geer, Esq.
                  LAW OFFICE OF WILL B. GEER, LLC
                  Suite 225, 333 Sandy Springs Circle, NE
                  Atlanta, GA 30328
                  Tel: (678) 587-8740
                  Fax: (404) 287-2767
                  Email: willgeer@atlbankruptcyhelp.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Ronald S. Leventhal, chairman of the
Board of Directors.

A list of the Debtor's 12 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ganb15-64711.pdf


HARRY NEAL MCMILLAN: 5th Cir. Affirms Dismissal of Bid for Fees
---------------------------------------------------------------
The United States Court of Appeals for the Fifth Circuit affirmed a
district court's dismissal of Harry McMillan's motion for fees.

Thomas Aigner, a third party, entered into a Joint Prosecution
Agreement with Donal Schmidt and Thimothy Wafford to petition
McMillan for involuntary bankruptcy based on a default judgment
McMillan owed Aigner.   The bankruptcy court dismissed the petition
because it determined that Aigner transferred a portion of his
interest in the claim to Schmidt and Wafford with the intention of
beginning an involuntary action against McMillan.

McMillan sought fees, costs, and damages against Aigner, Schmidt
and Wafford.  The bankruptcy court denied McMillan's motion, and
the district court affirmed as to Schmidt and Wafford.

The Fifth Circuit agreed with the district court in finding that
since Schmidt and Wafford were not signatories to the original
voluntary petition, they are therefore not parties to the contested
matter and McMillan must serve them with process to bring them
within the jurisdiction of the bankruptcy court.

The appeals case is HARRY NEAL McMILLAN, Appellant, v. DONAL RAY
SCHMIDT, JR.; THIMOTHY S. WAFFORD, Appellees, NO. 14-10458 (5th
Cir.), relating to In the Matter of: HARRY NEAL McMILLAN, Debtor.

A full-text copy of the Fifth Circuit's July 23, 2015 decision is
available at http://is.gd/kqph9Lfrom Leagle.com.


HAUBERT HOMES: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Haubert Homes, Inc.
        415 St. John's Church Road, Suite 203
        Camp Hill, PA 17011

Case No.: 15-03340

Chapter 11 Petition Date: August 3, 2015

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Harrisburg)

Judge: Hon. Mary D France

Debtor's Counsel: Robert E Chernicoff, Esq.
                  CUNNIGHAM, CHERNICOFF & WARSHAWSKY, P.C.
                  2320 North Second Street
                  Harrisburg, PA 17110
                  Tel: 717 238-6570
                  Fax: 717 238-4809
                  Email: rec@cclawpc.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Don E. Haubert, Sr., president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/pamb15-03340.pdf


HD SUPPLY: Moody's Raises CFR to B2 & Revises Outlook to Positive
-----------------------------------------------------------------
Moody's Investors Service upgraded HD Supply, Inc.'s Corporate
Family Rating to B2 from B3 and revised its rating outlook to
positive from stable, since key debt credit metrics are becoming
more supportive of higher ratings.  In a related rating action,
Moody's raised the company's Speculative Grade Liquidity Rating to
SGL-2 from SGL-3 due to expectations of better free cash flow
generation and large revolver availability.  Also, Moody's assigned
a B1 rating to the company's proposed 1st lien Senior Secured Term
Loan due 2021, which will rank pari passu to HDS's 1st lien Senior
Secured Notes due 2021.  Proceeds from the proposed term loan, cash
on hand, and borrowings under the existing revolving credit
facility will be used to refinance HDS's existing 1st Lien Senior
Secured Term Loan due 2018, at which time the rating for this
credit facility will be withdrawn.  The proposed term loan also
will allow the proceeds from the sale of HDS's Power Solutions
business to be used to repay its 11.0% 2nd lien notes due 2020, at
which time the rating for these notes will be withdrawn as well.
Moody's also upgraded both of the company's unsecured notes to Caa1
from Caa2.

These ratings/assessments are affected by this action:

  Corporate Family Rating upgraded to B2 from B3;
  Probability of Default Rating upgraded to B2-PD from B3-PD;
  1st lien Term Loan due 2021 assigned B1 (LGD3);
  1st lien Senior Secured Notes due 2021 affirmed at B1 (LGD3);
  Senior Unsecured Notes due 2020 upgraded to Caa1 (LGD5) from
   Caa2 (LGD5);
  Speculative Grade Liquidity Rating raised to SGL-2 from SGL-3.

RATINGS RATIONALE

The upgrade of HDS's Corporate Family Rating to B2 from B3 and the
change in rating outlook to positive from stable results from
Moody's expectations for key debt credit metrics becoming more
supportive of higher ratings, due to solid operating performance
and lower levels of balance sheet debt.  Moody's now projects HDS's
EBITDA margin expanding towards 13% over the next 12 to 18 months
from an EBITDA margin of approximately 11.4% for LTM 1Q15, driven
primarily by the sale of HDS's Power Solutions business, a low
margin business relative to the company's other operating segments.
Moody's projections also include organic growth supported by solid
expansion in HDS' end markets.  Better operating performance and
the reduction of about $785 million of balance sheet debt derived
from asset sale proceeds and lower term loan borrowings will
translate into healthier debt credit metrics. Moody's forecasts
adjusted debt-to-EBITDA will improve to around 4.5x by FYE16 from
5.4x pro forma at 1Q15 and interest coverage, measured as adjusted
(EBITDA-CAPEX)-to-interest expense, rising above 2.0x from 1.8x on
a pro form basis.

The improvement in HDS's Speculative Grade Liquidity Rating to
SGL-2 from SGL-3 reflects Moody's expectations of higher levels of
free cash flows and a large amount of revolving credit facility
availability.  Moody's projects HDS generating in excess of $215
million of free cash flow over the next 12 months driven by a
combination of higher earnings, lower cash interest payments, and
better working capital management.  Future cash interest payments
will approximate $320 million, down from a high of about $620
million in FY12.  Further supporting a better liquidity profile is
significant revolver availability, which should be sustained above
$1 billion and provide ample financial flexibility to support
higher levels of working capital and capital expenditure needs to
meet growing demand.

Despite the higher Corporate Family Rating, a key input on Moody's
loss given default analysis, HDS's 1st lien debt ratings do not
change, since the company opted to reduce its 2nd lien notes.  The
repayment of the company's 2nd lien notes decreases the amount of
more-junior debt absorption relative to the 1st lien debt in a
recovery scenario.  However, the rating assigned to the unsecured
notes is changed to Caa1 from Caa2 due to the upgraded Corporate
Family Rating and the lower amount of senior debt in HDS' revised
capital structure.

An upgrade could ensue if HDS demonstrates continued improvement in
operating performance, meeting Moody's expectations.
Debt-to-EBITDA trending toward 4.5x, or interest coverage (measured
as (EBITDA-CAPEX)-to-interest expense) approaching 2.5x (all ratios
incorporate Moody's standard adjustments) would both support a
ratings upgrade.  Permanent debt reduction sourced from excess cash
flow could support higher ratings as well.

Stabilization of HDS' rating outlook could occur if operating
performance erodes due to a downturn in its end markets, falling
below Moody's expectations.  Debt leverage trending toward 6.0x or
(EBITDA-CAPEX)-to-interest expense remains below 1.5x (all ratios
incorporate Moody's standard adjustments) could pressure ratings. A
deterioration in HDS' liquidity profile characterized by excessive
usage of its revolving credit facility or free cash flow generation
below Moody's expectations could also negatively impact the
company's ratings.

The principal methodology used in these ratings was Global
Distribution & Supply Chain Services published in November 2011.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.

HD Supply, Inc., headquartered in Atlanta, GA, is one of the
largest North American industrial distributors providing products
and services to the maintenance, repair and operations,
infrastructure and specialty construction sectors.  Following its
divestiture of Power Solutions, HDS will operate around three
segments: Facilities Maintenance, Waterworks, and Construction and
Industrial- White Cap.  HDS operates predominately throughout the
U.S. serving contractors, government entities, maintenance
professionals, homebuilders and professional businesses.  Pro forma
revenues for the 12 months through May 3, 2015 totaled
approximately $7.1 billion.



HD SUPPLY: S&P Raises CCR to 'B+', Outlook Stable
-------------------------------------------------
Standard & Poor's Ratings Services said that it has raised its
corporate credit rating on Atlanta-based industrial distributor HD
Supply Inc. to 'B+' from 'B'.  The outlook is stable.

At the same time, S&P raised its issue-level rating on the
company's $1.5 billion asset-based lending (ABL) credit facility to
'BB' from 'BB-'.  The '1' recovery rating on the facility indicates
S&P's expectation of very high (90%-100%) recovery in the event of
a default.

Additionally, S&P raised its issue-level rating on the company's
senior secured debt to 'BB-' from 'B+'.  The '2' recovery rating
indicates S&P's expectation of substantial (70%-90%; upper half of
the range) recovery in the event of a default.

S&P also raised its issue-level ratings on the company's
second-lien and unsecured notes to 'B-' from 'CCC+'.  The '6'
recovery rating indicates S&P's expectation of negligible (0-10%)
recovery in the event of a default.

Finally, S&P is assigning its 'BB-' issue-level rating and '2'
recovery rating to the company's proposed $850 million term loan.
The '2' recovery rating reflects S&P's expectation of substantial
(70%-90%; upper half of the range) recovery prospects for the
lenders in the event of a payment default.

"The upgrade reflects the company's consistently good operating
performance over the past 12 months, which has caused its leverage
to fall below 6x as of May 3, 2015," said Standard & Poor's credit
analyst Svetlana Olsha.  "We expect that the company will continue
to post positive operating results and improving credit metrics
over the next 12-24 months."  S&P also believes that the company's
financial policy, including its stated longer-term goal of
achieving net debt-to-EBITDA of 3x, supports S&P's expectation of
further deleveraging over time.

The stable outlook reflects S&P's expectation that HD Supply's
operating performance and EBITDA will continue to improve.  S&P
expects that relatively favorable industry conditions and improving
margins will enable the company to generate free cash flow of $250
million or more annually and reduce its debt.

S&P could lower its rating on HD Supply if weakness in its
operating performance causes its credit measures to deteriorate.
This could happen, for instance, if global growth slows and there
is a contraction in commercial and residential construction,
leading S&P to expect that the company's debt-to-EBITDA will
increase to about 7x.  S&P could also downgrade the company if its
free cash flow generation weakens significantly below S&P's
expectations.

S&P could raise the rating if it expects HD Supply's operating
performance to improve such that it could sustain an FFO-to-total
debt ratio above 12% with leverage consistently below 5x.  This
could occur if, for example, HD Supply significantly reduces its
debt, possibly with excess cash balances and its free operating
cash flow.  S&P would also expect the company to maintain a
financial policy that supports the improved credit measures.



HEALTH DIAGNOSTIC: Financing From CVF Beadsea Gets Interim Nod
--------------------------------------------------------------
John Reid Blackwell at Richmond Times-Dispatch reports that U.S.
Bankruptcy Court Judge Kevin Huennekens gave Health Diagnostic
Laboratory Inc. preliminary approval on Aug. 4, 2015, to obtain
financing from CVF Beadsea LLC, an affiliate of Credit Value
Partners, giving the Company access to $6 million from a revolving
credit facility on an interim basis, and $12 million if the
financing is approved after a final hearing scheduled for Aug. 24,
2015.

Times-Dispatch relates that CVF Beadsea is listed as the
administrative agent and collateral agent for the loan.  A court
filing shows that the interest would accrue and be payable monthly
at an annual rate equal to the LIBOR rate plus 8.5%.

Douglas Sbertoli, the Company's executive vice president and
corporate counsel, said in a statement, "Credit Value Partners will
provide HDL with the additional working capital needed to bridge us
through the completion of a strategic transaction that maximizes
the value of the enterprise for the benefit of our stakeholders and
an expedited exit from the bankruptcy process.  Our financial
advisers have indicated that the loan provisions reflect market
rate financial terms and conditions for credit facilities provided
to similarly situated companies."

According to Times-Dispatch, Jonathan Hauser, Esq., at Troutman
Sanders, on behalf of primary lender BB&T Bank, had objected to the
timing of the expedited hearing.  Citing Mr. Hauser, the report
states that the Company filed its motion for DIP financing -- a
more than 200-page document including the terms of the deal -- late
Sunday night, and "it has a wealth of complicated details, which is
impossible for any human being to understand in 37 hours."

Times-Dispatch relates that Mr. Hauser, who also objected that the
DIP agreement would give CVF Beadsea a "priming lien" or a priority
claim to the Company's assets that would be superior to BB&T's
claim.

BB&T had an opportunity to provide debtor-in-possession financing
for the Company but declined, the report says, citing Richard S.
Kanowitz, Esq., the attorney for the official committee of
unsecured creditors.

The Company said that when the BB&T refused to provide a financing,
it then approached "a number of other reputable third-party
financial institutions," and the proposed deal was the best offer,
Times-Dispatch reports.

                     About Health Diagnostic

Health Diagnostic Laboratory, Inc., Central Medical Laboratory,
LLC, and Integrated Health Leaders, LLC, are health care businesses
based in Richmond, Virginia.  HDL is a blood testing company.

Health Diagnostic Laboratory, Inc. (Bankr. E.D. Va. Case No.
15-32919) and affiliates Central Medical Laboratory, LLC (Bankr.
E.D. Va. Case No. 15-32920) and Integrated Health Leaders, LLC
(Bankr. E.D. Va. Case No. 15-32921) filed separate Chapter 11
bankruptcy petitions on June 7, 2015, estimating their assets at
between $100 million and $500 million and their debts at between
$100 million and $500 million.  The petitions were signed by Martin
McGahan, chief restructuring officer.

Justin F. Paget, Esq., Tyler P. Brown, Esq., Jason W. Harbour,
Esq., and Henry P. (Toby) Long, III, Esq. At Hunton & Williams LLP
serve as the Debtors' bankruptcy counsel.  Alvarez & Marsal is the
Debtors' financial advisor.  Robert S. Westermann, Esq., at
Hirshler Fleisher, P.C., serve as the Debtors' conflicts counsel.
American Legal Claims Services, LLC, is the Debtors' claims,
noticing and balloting agent.

                           *     *     *

Health Diagnostic Laboratory Inc. will hold a Sept. 10 auction to
sell the Virginia lab's operations. In a court order signed on July
15, Judge Kevin Huennekens set a Sept. 4 bid deadline for potential
buyers.


HEALTHSOUTH CORP: Moody's Affirms 'Ba3' Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service affirmed HealthSouth Corporation's Ba3
Corporate Family Rating and Ba3-PD Probability of Default Rating.
Moody's also assigned a Baa3 rating to HealthSouth's new senior
secured bank credit facilities. The maturity of HealthSouth's
existing revolver and term loan were extended while the proceeds
from an incremental $500 million in term loans will be used to fund
a portion of the previously announced $730 million acquisition of
Reliant Hospital Partners, LLC. However, Moody's understands that
$250 million of the incremental term loan commitment will have a
first out provision if the company raises additional unsecured debt
in the ultimate financing of the acquisition. The acquisition of
Reliant is expected to close by the end of 2015. The ratings on the
company's existing revolver and term loan remain unchanged and will
be withdrawn at the close of the credit agreement amendment
process.

Concurrently, Moody's downgraded the rating on HealthSouth's senior
unsecured notes to B1 from Ba3. The downgrade of the senior note
ratings reflects the increase in the amount of senior secured debt
in the capital structure in the form of the incremental term loan
commitments.

Finally, Moody's also affirmed HealthSouth's Speculative Grade
Liquidity Rating at SGL-1 reflecting the rating agency's
expectation of very good liquidity over the next 12 to 18 months.
The rating outlook remains negative.

The affirmation of HealthSouth's Ba3 CFR reflects Moody's
expectation that the company's stable free cash flow and growth in
EBITDA will allow for a reduction in financial leverage following
the Reliant acquisition. However, Moody's anticipates that debt to
EBITDA will increase to about 4.0 times on a pro forma basis as a
result of the Reliant acquisition, delaying the improvement in
metrics the rating agency expected following the acquisition of
Encompass Home Health and Hospice in December 2014. Moody's
believes that debt to EBITDA will decline but remain between 3.5 to
4.0 times in the year after the close of the transaction.

Ratings assigned:

$250 million senior secured term loan due 2020 at Baa3 (LGD 2)

$250 million senior secured term loan due 2020 at Baa3 (LGD 2)

$600 million senior secured revolving credit facility expiring 2020
at Baa3 (LGD 2)

$195 million senior secured term loan due 2020 at Baa3 (LGD 2)

Ratings downgraded:

Senior unsecured notes to B1 (LGD 4) from Ba3 (LGD 4)

Shelf rating to (P)B1 from (P)Ba3

Ratings affirmed:

Corporate Family Rating at Ba3

Probability of Default Rating at Ba3-PD

Speculative Grade Liquidity Rating at SGL-1

Ratings unchanged and to be withdrawn upon the completion of the
amendment:

Senior secured revolver due 2019 at Baa3 (LGD 1)

Senior secured term loans due 2019 at Baa3 (LGD 1)

The rating outlook is negative.

RATINGS RATIONALE

HealthSouth's Ba3 Corporate Family Rating reflects the company's
moderately high leverage and strong interest coverage. Moody's
expects that healthy cash flow will allow the company to reduce
leverage following the Encompass and Reliant acquisitions and
continue to invest in growing its inpatient rehabilitation
business. Moody's also acknowledges that HealthSouth's considerable
scale in the inpatient rehabilitation sector and geographic
diversification should allow the company to adjust to or mitigate
payment reductions more easily than many other inpatient
rehabilitation providers.

The negative outlook incorporates the risk that the two recent
large debt-financed acquisitions reflect management's willingness
to operate with higher leverage as well as a more aggressive
appetite to use acquisitions to fuel growth. Further, in Moody's
view, the increase in debt and weaker credit metrics resulting from
these leveraging transactions reduces HealthSouth's cushion to
absorb negative events at the current rating level. Should the
company effectively integrate its recent acquisitions and reduce
leverage closer to its stated target level of 3.0 times, Moody's
could revise the rating outlook to stable.

If Moody's expects debt to EBITDA to be sustained above 4.0 times,
either through unforeseen adverse developments in Medicare
reimbursement, a significant debt financed acquisition, an
increased appetite for debt financed shareholder initiatives, or
deterioration in operating performance, the ratings could be
downgraded.

Given the recent increase in leverage, Moody's does not anticipate
an upgrade of the ratings in the near term. However, the ratings
could be upgraded if HealthSouth can sustain debt to EBITDA below
3.0 times and EBITA to interest above 3.5 times. Also, the company
would need to remain disciplined in regards to acquisitions and
shareholder returns and their impact on credit metrics.

Headquartered in Birmingham, Alabama, HealthSouth Corporation is
the largest operator of inpatient rehabilitation facilities (IRFs),
as well as a provider of home health and hospice services. The
company recognized over $2.5 billion in revenue for the twelve
months ended March 31, 2015.



HOWARD UNIVERSITY: Moody's Confirms Ba2 Rating on 2011 Rev. Bonds
-----------------------------------------------------------------
Moody's Investors Service confirms the Ba2 rating for $290 million
Howard University Revenue Bonds, Series 2011 A and 2011 B issued by
the District of Columbia. The outlook is negative.

SUMMARY RATING RATIONALE

Confirmation of the Ba2 rating reflects access to additional
liquidity and more concrete detail surrounding plans to improve
operations in fiscal year (FY) 2016 after steep operating losses
beginning in FY 2014. Maintenance of the rating incorporates
expectations of material progress in restoring fiscal stability in
FY 2016.

The Ba2 acknowledges the significance and stability of federal
support, the university's location in Washington, D.C., and the
university's longstanding reputation as the largest Historically
Black College and University. We expect the university to benefit
from expense reduction measures, including layoffs, implemented in
FY 2015 as well as more rigorous budget control and cash flow
management.

The rating also reflects competition for a price sensitive student
population and dedication to serving a high Medicaid population in
a highly competitive health care market. The university will remain
challenged to grow revenue even as it confronts rising expense
pressures, particularly for personnel. Financial leverage including
fixed charges for debt, pension and healthcare benefits, and leases
is high, limiting flexibility. With limited independent liquidity
relative to operating pressures, the university is reliant on third
party liquidity for ongoing working capital needs. The Ba2 also
recognizes the near-term challenges of synergizing a full suite of
new senior level managers at a time of financial and operational
stress.

OUTLOOK

The negative outlook reflects the significant challenges facing the
university at both the academic and health care enterprises and the
difficulty we believe the university will have in achieving its
operational goals. The outlook also reflects the university's
dependence on third-party liquidity support.

WHAT COULD MAKE THE RATING GO UP

-- Significant and sustained improvement in operating performance

-- Demonstrated multi-year strengthening of student demand and
    net tuition revenue growth

-- Material improvement in the hospital's competitive profile

-- Restoration of liquidity sufficient to address unforeseen
    calls on capital and to provide a cushion for the liquidity
    covenant

WHAT COULD MAKE THE RATING GO DOWN

-- Inability to repay or extend the revolving credit agreements

-- Failure to make material progress toward breakeven operations
    in FY 2016

-- Inability to enroll targeted fall 2015 class size at budgeted
    financial aid levels

-- Further reduction of cash and investments

-- Material increase in debt

OBLIGOR PROFILE

Howard University is a private not-for-profit historically black
college and university in Washington, D.C. with 9,500 full-time
equivalent students and $800 million in operating revenue. It is
known for its undergraduate health sciences, business, marketing,
and communication programs as well as its graduate programs in
business, law, and medicine. The university owns the Howard
University Hospital where medical students do their internships,
residencies, and/or fellowships and where members of its faculty
practice.

LEGAL SECURITY

The revenue bonds are an unconditional general obligation of the
university. There is a rate covenant of 1.1 times and an additional
bonds test that requires a certificate of the university's chief
financial officer concluding that projected debt service coverage
will be at least 1.1 times upon issuance and, on a pro forma basis
for the following fiscal year. If the debt service coverage falls
below 1.1 times, the university will not be in default as long as
it hires a consultant and does not drop below 1 times coverage as
defined in the Loan Agreement. In addition, there is a negative
pledge on certain real estate and, for the Series 2011A bonds only,
a one-half maximum annual debt service reserve fund.

Bank of America, N.A. is the lead bank on the $95 million secured
multi-bank credit agreement and the sole lender under the $50
million secured credit facility, both of which mature on June 24,
2016. The debt service coverage covenant has been dropped and now
there is only a liquidity covenant of 25%. As of May 31, 2015, the
collateral posting had risen to $134.5 million.



HYDROCARB ENERGY: Pasquale Scaturro Lowers Stake to 1%
------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Pasquale Scaturro disclosed that as of July 14, 2015,
he beneficially owned 307,058 shares of common stock of Hydrocarb
Energy Corp., which represents 1 percent of the shares outstanding.


Mr. Scaturro was originally issued 2,907,058 shares in connection
with a share exchange with Hydrocarb  Corporation that occurred  in
November 2013.  During the fourth quarter of 2014 Mr.
Scaturro sold 200,000 shares pursuant to Rule 144.  On July 14,
2015 Mr. Scaturro sold 2,400,000 shares to Kent Watts and his
children.

A copy of the regulatory filing is available at:

                        http://is.gd/ZFGKuP

                       About Hydrocarb Energy

Hydrocarb Energy, formerly known as Duma Energy Corp, is a
publicly-traded Domestic and International energy exploration and
production company targeting major under-explored oil and gas
projects in emerging, highly prospective regions of the world.
With exploration concessions in Africa, production in Galveston
Bay and Oil Field Services in the United Arab Emirates, the
Company maintain offices in Houston, Texas, Abu Dhabi, UAE and
Windhoek, Namibia.

Hydrocarb Energy reported a net loss of $6.55 million on $5.06
million of revenues for the year ended July 31, 2014, compared to
a net loss of $37.5 million on $7.07 million of revenues for the
year ended July 31, 2013.

As of April 30, 2015, the Company had $27.6 million in total
assets, $24.2 million in total liabilities and $3.4 million in
total equity.

"A decline in the price of our common stock could result in a
reduction in the liquidity of our common stock and a reduction in
our ability to raise additional capital for our operations.
Because our operations to date have been largely financed through
the sale of equity securities, a decline in the price of our
common stock could have an adverse effect upon our liquidity and
our continued operations.  A reduction in our ability to raise
equity capital in the future could have a material adverse effect
upon our business plan and operations, including our ability to
continue our current operations," the Company stated in its
annual report for the year ended July 31, 2014.


IMRIS INC: Hearing on Sale to Deerfield Set for Aug. 12
-------------------------------------------------------
Katharine Grayson at Minneapolis/St. Paul Business Journal reports
that the U.S. Bankruptcy Court for the District of Delaware will
decide in a hearing set for Aug. 12, 2015, whether to approve the
sale of Imris Inc.'s operations to Deerfield Management Co., which
emerged as the winning bidder in an auction held last month.

The Company's CEO, Jay Miller, expects that the Company will fare
better as a privately held business with backing from Deerfield,
Business Journal relates.  

Mr. Miller, according to the report, said in an interview that the
Company is nearing an exit from Chapter 11 bankruptcy protection
and could soon achieve profitability.  The report quoted him as
saying, "Though it's not very graceful, [the bankruptcy process] is
very efficient.  Now we find ourselves as a private company, and
we’ll be profitable very soon as opposed to public and struggling
to get to profitability."

Business Journal states that the Company plans to stay in the Twin
Cities.

                     About IMRIS Inc.

Based in Minnetonka, Minnesota, IMRIS Inc. -- http://www.imris.com/
-- designs, manufactures and markets image guided therapy systems.
IMRIS's VISIUS Surgical Theatre systems enhance the effectiveness
magnetic resonance systems, x-ray fluoroscopy systems, and computed
tomography (CT) systems in medical procedures.

IMRIS and its affiliated companies commenced Chapter 11 bankruptcy
cases (Bankr. D. Del. Lead Case No. 15-11133) in Delaware on May
25, 2015, with a deal to sell to Deerfield Management Company,
L.P., for a credit bid of $9.50 million, absent higher and better
offers.

The Debtors tapped the law firms of DLA Piper LLP (US) and DLA
Piper (Canada) LLP as counsel; Imperial Capital, LLC, as
Investment banker, FTI Consulting, Inc.'s Andrew Hinkelman as chief
restructuring officer; and Kurtzman Carson Consultants LLC as
claims and noticing agent.

IMRIS estimated $10 million to $50 million in assets and
liabilities.

On June 4, 2015, the U.S. Trustee appointed three members to the
Official Committee of Unsecured Creditors.  The members of the
Committee are: (i) Trumpf Medical Systems, Inc., (ii) Siemens
Medical Solutions, USA, Inc., and (iii) ETSâËâ€
'Lindgren Inc.
The Committee selected Steven K. Kortanek, Esq., Kevin J. Mangan,
Esq., and Thomas M. Horan, Esq., at Womble Carlyle Sandridge &
Rice, LLP, in Wilmington, Delaware, as counsel.


INDEPENDENT INSURANCE: UK Liquidators Obtain Permanent Injunction
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
approved the motion of Dan Yoram Schwarzmann and Mark Charles
Baten, the joint provisional liquidators of Independent Insurance
Company Limited, for entry of a permanent injunction and order
pursuant to Section 304 of the Bankruptcy Code giving effect in the
United States to the scheme of arrangement between the Company and
its scheme creditors pursuant to Part 26 of the United Kingdom
Companies Act 2006.

Copies of the order and the scheme are available upon request at
the office of the petitioners' United States counsel at:

Chadbourne & Parke LLP
Attn: Howard Seife, Esq.
      Fancisco Vasquez, Esq.
1301 Avenue of the Americas
New York, NY 10019
Tel: (2120 408-5100
Email: hseife@chadbourne.com
       fvazquez@chadbourne.com


INFINISTAFF LLC: Sole Owner Sentenced to 37 Months of Imprisonment
------------------------------------------------------------------
U.S. State Attorney Diedre M. Daly said in a release that U.S.
District Judge Alvin W. Thompson sentenced on Aug. 3, 2015,
Infinistaff LLC sole owner Jason Sheehan of 37 months of federal
imprisonment, followed by three years of supervised release, for
taking part in an extensive bankruptcy and tax fraud scheme.

New Haven Register relates that Mr. Sheehan's wife, Glorvina
Constant, was sentenced to one year of probation for participating
in a related mortgage fraud scheme.

As reported by the Troubled Company Reporter on Oct. 14, 2014, New
Haven Register reported that Mr. Sheehan pleaded guilty to willful
failure to pay tax, embezzlement of more than $1 million from the
bankruptcy estate and making a false declaration statement under
penalty of perjury in a bankruptcy case, while his wife pleaded
guilty to conspiracy to commit bank fraud.

Court documents show that Mr. Sheehan filed false claims that
another company was being paid to process the Company's payroll
checks, and at this same time also falsely represented to the
Internal Revenue Service that this other company was making tax
deposits under its taxpayer identification number.  

According to the release, Mr. Sheehan had been working with an
outside company for some time but was not currently working with
them at the time of his reports, and it is believed that Mr.
Sheehan filed these reports to hide his embezzlement of more than
$1 million from the bankruptcy estate.  The release adds that
between 2011 and 2013, the Company failed to pay more than $2.5
million to the IRS in employment taxes, approximately $1.4 million
in employer payroll taxes, and paid $354,000 to the wife for work
that she never performed.

Mr. Sheehan and his wife, the release states, used the stolen money
to live lavishly, travel and buy a $650,000 home in the wife's
name, who lied on the mortgage loan application that she was
employed by the Company and was earning $16,000 per month.

Milford, Connecticut-based Infinistaff, LLC, filed for Chapter 11
bankruptcy protection (Bankr. D. Conn. Case No. 10-32733) on Sept.
13, 2010, estimating its debts at between $1 million and $10
million, against up to $50,000 in assets.  Judge Lorraine Murphy
Weil presides over the case.  Peter L. Ressler, Esq., at Groob
Ressler & Mulqueen, serves as the Debtor's bankruptcy counsel.
The petition was signed by Jason Sheehan, member.


J CARRUTHERS: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: J Carruthers Incorporated
        7929 N. Shepherd Dr.
        Houston, TX 77088

Case No.: 15-34136

Chapter 11 Petition Date: August 3, 2015

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Hon. Jeff Bohm

Debtor's Counsel: Nelson M Jones, III, Esq.
                  LAW OFFICE OF NELSON M. JONES III
                  440 Louisiana, Suite 1575
                  Houston, TX 77002
                  Tel: 713-236-8736
                  Fax: 713-236-8990
                  Email: njoneslawfirm@aol.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jacqueline Carruthers, CEO.

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


KANKAKEE COUNTY: Moody's Cuts $17.2MM GO Debt Rating to 'Ba3'
-------------------------------------------------------------
Moody's Investors Service has downgraded to Ba3 from Baa3 the
rating on Kankakee County and the Kankakee County Public Building
Commission, IL's $17.2 million of outstanding general obligation
(GO) debt. Concurrently, Moody's has downgraded the rating on the
county's $420,000 of outstanding general obligation limited tax
(GOLT) debt certificates to B1 from Ba1. The outlook on the ratings
is negative.

SUMMARY RATING RATIONALE

The Ba3 GO rating reflects the county's distressed financial
position and liquidity challenges, limited financial flexibility,
and volatile revenue structure. Balanced against those credit
challenges are the county's strengths that include a modest debt
and pension burden, sizable tax base, and a management team that
has demonstrated a willingness to enact substantial expenditure
reductions. The B1 rating on the county's GOLT debt certificates
reflects the weaker security of the certificates, which do not
benefit from a dedicated tax levy.

OUTLOOK

The negative outlook reflects the likelihood that the county's
financial position will continue to deteriorate given limited
revenue raising and expenditure options. This lack of flexibility
will likely continue to stymie management's ongoing efforts to
balance financial operations. Failure to restore operational
balance will place increasing strains on the county's ability to
meet its cash flow needs.

WHAT COULD MAKE THE RATING GO UP

-- Implementation of significant expenditure reductions or
    revenue enhancements leading to improved financial operations
    and strengthened liquidity

WHAT COULD MAKE THE RATING GO DOWN

-- Inability of the county to access the market to place its Tax
    Anticipation Warrants

-- Increased strain on county liquidity or further growth in the
    county's deficit reserve position

-- Significant increase in the county's debt burden

OBLIGOR PROFILE

Located approximately 60 miles south of Chicago (Ba1 negative), the
county had a population of 113,449 as of the 2010 Census.

LEGAL SECURITY

The outstanding General Obligation Unlimited (GOULT) tax bonds are
secured by the county's GO tax pledge without limitation as to rate
or amount. The county's outstanding GO limited tax debt
certificates are secured by the county's pledge to pay debt service
from any legally available revenues, the collection of which is
subject to statutory limitations


KEURIG GREEN: Moody's Withdraws 'Ba2' Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service has withdrawn the ratings of Keurig Green
Mountain, Inc. including its Ba2 Corporate Family Rating, Ba3-PD
Probability of Default Rating and SGL-1 Speculative Grade Liquidity
Rating.  Moody's has decided to withdraw the ratings because the
company has terminated all of its rated debt instruments.

RATINGS RATIONALE

The terminated debt instruments, totaling $1.2 billion of senior
secured bank facilities expiring June 2016, consisted of an $800
million revolving credit facility, a $200 million alternative
currency revolving credit facility, and a $151 million term loan.
These instruments were replaced on June 29, 2015 with $1.8 billion
of new senior unsecured bank facilities that are not rated by
Moody's.

Keurig Green Mountain

Ratings withdrawn:

Corporate Family Rating at Ba2;
Probability of Default Rating at Ba3-PD;
Senior secured bank debt at Ba2 (LGD3);
Speculative Grade Liquidity Rating at SGL-1.

Keurig Green Mountain, Inc. based in Waterbury, Vermont, is a
manufacturer of Keurig single serve brewing systems and beverages,
including specialty coffee, tea and other beverages, in single
serve packs for use with its brewers.  For the twelve months ended
March 28, 2015 the company generated net sales of $4.7 billion.



KING FISCHER: Case Summary & 11 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: King Fischer, Ltd.
          dba LP Investments, Ltd.
        1132 Glade Road
        Colleyville, TX 76034

Case No.: 15-43100

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: August 3, 2015

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Hon. Michael Lynn

Debtor's Counsel: Marilyn D. Garner, Esq.
                  LAW OFFICES OF MARILYN D. GARNER, PLLC
                  2007 E. Lamar Boulevard, Ste 200
                  Arlington, TX 76006
                  Tel: (817) 588-3075
                  Fax: 817-704-6361
                  Email: mgarner@marilyndgarner.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Jay Ledford, limited partner.

A list of the Debtor's 11 largest unsecured creditors is available
for free at

http://bankrupt.com/misc/txnb15-43100.pdf


LEHMAN BROTHERS: Judge Approves 3rd Payment to Brokerage Creditors
------------------------------------------------------------------
Joseph Checkler, writing for Dow Jones' Daily Bankruptcy Review,
reported that the trustee in charge of Lehman Brothers Inc. on Aug.
4 won court approval to pay $1.89 billion more to the defunct
brokerage's unsecured creditors, the third such distribution since
he finished paying off the brokerage's customers last year.

According to the report, the payments, expected to be made this
year, will bring the total amount returned to unsecured creditors
to more than $8 billion, a recovery of about 35 cents on the
dollar.  Combined with distributions made to customers, the total
amount recovered in the brokerage's liquidation will be around $114
billion, the report said.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. was the fourth largest investment
bank in the United States.  For more than 150 years, Lehman
Brothers has been a leader in the global financial markets by
serving the financial needs of corporations, governmental units,
institutional clients and individuals worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in U.S.
history.  Several other affiliates followed thereafter.

Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC
sought for bankruptcy protection in December 2009.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as
counsel to the Official Committee of Unsecured Creditors.  Houlihan
Lokey Howard & Zukin Capital, Inc., is the Committee's investment
banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant to
the provisions of the Securities Investor Protection Act (Case No.
08-CIV-8119 (GEL)).  James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.

The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion.  Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees.  Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.

Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history.  The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.

As of Oct. 2, 2014, Lehman's total distributions to unsecured
creditors have amounted to $92.0 billion.  As of Sept. 30, 2014,
the brokerage trustee has substantially completed customer claims
distributions, distributing more than $106 billion to 111,000
customers.


LEO MOTORS: Hikes Authorized Issuable Common Stock to 300 Million
-----------------------------------------------------------------
Leo Motors, Inc., held a meeting of the Board of Directors on
July 15, 2015, at which the Board approved the resolution to amend
the Company's Articles of Incorporation to increase the  authorized
issuable common stock by 100,000,000 shares.

In addition, while the Company was amending and restating its
articles, the names of the members of the Board of Directors listed
in those articles were amended to bring it current with the
Company's present board members as reflected with the Nevada
Secretary of State.

This resolution will increase the total number of authorized common
shares of the Company to 300,000,000 of which 158,114,476 are
currently issued and outstanding.  While current common
shareholders will be diluted to the extent additional shares are
issued, the additional one hundred million common shares will allow
the Company to finance continued business operations, to fund
equity based strategic acquisitions and to build shareholder
value.

                          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: Kennedy Law Files Revised Rule 2019 Statement
------------------------------------------------------------
Kennedy Law PC filed a revised statement to disclose new members of
the ad hoc committee it represents, which is composed of investors
who own fractional interest in life settlement policies.

A list of the new committee members is available without charge at
http://is.gd/WaUzeV

Kennedy Law made the disclosure pursuant to Rule 2019 of the
Federal Rules of Bankruptcy Procedure.

The law firm represents the ad hoc committee in the Chapter 11
cases of Life Partners Holdings Inc. and its affiliates.

                       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.


LIME ENERGY: Enters Into $6MM Loan Agreement with Heritage Bank
---------------------------------------------------------------
Lime Energy Co. entered into a loan and security agreement with
Heritage Bank of Commerce, whereby the Bank agreed to make
available to the Company a secured credit facility consisting of a
$6 million revolving line of credit which the Company may draw upon
from time to time, subject to the calculation and limitation of a
borrowing base, for working capital and other general corporate
purposes.

The line of credit, which matures on July 24, 2017, bears variable
interest at the prime rate plus 1.00% and is collateralized by
certain assets of the Company and its subsidiaries including their
respective accounts receivable, certain deposit and investment
accounts, and intellectual property.  As additional incentive to
the Bank to enter into the Credit Facility and make available to
the Company funds thereunder, the Company has issued to the Bank a
warrant to purchase shares of the Company's common stock up to
$60,000 in the aggregate.

The Loan Agreement requires the Company to comply with a number of
conditions precedent that must be satisfied prior to any borrowing.
In addition, the Company will be required to remain compliant with
certain customary representations and warranties and a number of
affirmative and negative covenants.  The occurrence of an event of
default under the Loan Agreement may cause amounts outstanding
during the event of default to accrue interest at a rate of 3.00%
above the interest rate that would otherwise be applicable.

                         About Lime Energy

Headquartered in Huntersville, North Carolina, Lime Energy Co. --
http://www.lime-energy.com/-- is engaged in planning and
delivering clean energy solutions that assist its clients in their
energy efficiency and renewable energy goals.  The Company's
solutions include energy efficient lighting upgrades, energy
efficient mechanical and electrical retrofit and upgrade services,
water conservation, building weatherization, on-site generation
and renewable energy project development and implementation.  The
Company provides energy solutions across a range of facilities,
from high-rise office buildings, distribution facilities,
manufacturing plants, retail sites, multi-tenant residential
buildings, mixed use complexes, hospitals, colleges and
universities, government sites to small, single tenant facilities.

Lime Energy reported a net loss available to common stockholders of
$5.6 million in 2014, a net loss available to common stockholders
of $18.5 million in 2013 and a net loss of $31.8 million in 2012.

As of March 31, 2015, the Company had $53.81 million in total
assets, $38.04 million in total liabilities, $9.38 million in
contingently redeemable series C preferred stock, and $6.38 million
in total stockholders' equity.


MINERAL PARK: Objections Filed on Motion to Surcharge Collateral
----------------------------------------------------------------
Acton Welding and Freiday Construction, Inc., filed a response to
the motion of Mineral Park, Inc., and Bluefish Energy Corporation
for entry of an order to surcharge the secured creditor's
collateral.

Prior to the Petition Date, Acton provided commercial services
relating to Mineral Park Mine on open account.  On April 20, 2015,
Acton filed its Request for allowance and payment for
administrative expenses in the amount of $166,788.11, together with
supporting documentation.

On March 12, 2015, the Debtor filed the Motion, seeking the
authority to surcharge the sale proceeds in order to pay certain
postpetition expenses.  However, according to Acton, the Debtor's
Surcharge Motion incorrectly states that Debtor owes Acton $400.
Acton states that until its Request for Administrative Expense is
resolved, the Debtor must be precluded from inequitably
jeopardizing the postpetition debt to Acton.

Acton does not oppose Debtor's efforts to obtain payment of its
vendors' postpetition expenses.  These expenses were reasonable,
necessary, and of benefit to the bankruptcy estate.  Acton submits
that it must be paid the full amount of the Postpetition Debt.

With respect to Freiday Construction, on April 20, 2015, it filed
its request for allowance and payment for administrative expenses
in the amount of $186,410.  However, according to Freiday, the
Surcharge Motion incorrectly states that the Debtor owes Freiday
$87,297.  Freiday says it has incurred post-petition expenses of no
less than $186,410.  Freiday avers that it must be paid the full
amount of the Postpetition Debt.

Acton and Freiday are represented by:

         Thomas D. Walsh, Esq. (DE #3783)
         Marshall Dennehey Warner Coleman & Goggin
         1007 North Orange Street, Suite 600
         P.O. Box 8888
         Wilmington, DE 19899-8888
         Tel: 302-552-4325
         Fax: 302-552-4340
         E-mail: TDWalsh@MDWCG.com

                        About Mineral Park

Mineral Park, Inc., Bluefish Energy Corp. and two affiliates
commenced proceedings under Chapter 11 of the Bankruptcy Code in
Delaware on Aug. 25, 2014.  The cases are pending before the
Honorable Kevin J. Carey and are jointly administered under Case
No. 14-11996.

Mineral Park and its affiliated debtors are subsidiaries of
Mercator Minerals Ltd. ("MML"), a mineral resource company engaged
through various subsidiaries in the mining, exploration,
development and operation of its mineral properties in Mohave
County, Arizona, and Sonora, Mexico.

Mineral Park's principal asset is the Mineral Park Mine, a
producing copper-molybdenum mine located near Kingman, Arizona.
Bluefish is the owner and operator of the industrial gas turbine
power generator at the Mine.

British Columbia, Canada-based MML, which has shares trading on the
Toronto Stock Exchange under the trading symbol "ML", is not
included in the bankruptcy filing.

The Debtors have tapped Pachulski Stang Ziehl & Jones LLP as
counsel, Evercore Group LLC as investment banker, FTI Consulting,
Inc., as financial advisor, FTI's David J. Beckman as CRO, and
FTI's Paul Hansen as assistant CRO.  Prime Clerk LLC is the claims
and noticing agent.

The U.S. Trustee for Region 3 appointed three creditors of Mineral
Park, Inc. and its affiliates to serve on the official committee of
unsecured creditors.  The Committee selected Stinson Leonard Street
LLP and Hiller & Arban LLC as its counsel.

Mineral Park reported $286 million in total assets and $266 million
in total liabilities.



MINERAL PROCESSING: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Mineral Processing & Marketing, Inc.
           dba Bronco Rd Railroad Terminal
        645 Bronco Road
        Corpus Christi, TX 78409

Case No.: 15-20295

Chapter 11 Petition Date: August 3, 2015

Court: United States Bankruptcy Court
       Southern District of Texas (Corpus Christi)

Judge: Hon. Marvin Isgur

Debtor's Counsel: Thomas Rice, Esq.
                  PULMAN, CAPPUCCIO, PULLEN BENSON & JONES, LLP
                  2161 NW Military Highway, Ste 400
                  San Antonio, TX 78213
                  Tel: 210-222-9494
                  Fax: (210) 892-1610
                  Email: trice@pulmanlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Robert F. Harrold, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txsb15-20295.pdf


MISSION NEW ENERGY: Ends Second Quarter with A$3.1-Mil. in Cash
---------------------------------------------------------------
Mission New Energy Limited filed with the Securities and Exchange
Commission its quarterly report for entities admitted on the basis
of commitments for the quarter ended June 30, 2015.  At the
beginning of the quarter the Company had A$3.9 million in cash.
The Company reported net decrease in cash held of A$626,000.  As a
result, the Company had A$3.1 million cash at June 30, 2015.  A
copy of the Quarterly Report is available at http://is.gd/gWHO04

                      About Mission NewEnergy

Based in Subiaco, Western Australia, Mission NewEnergy Limited is
a producer of biodiesel that integrates sustainable biodiesel
feedstock cultivation, biodiesel production and wholesale
biodiesel distribution focused on the government mandated markets
of the United States and Europe.

The Company is not operating its biodiesel refining segment.  The
refineries are being held in care and maintenance either awaiting
a return to positive operating conditions or the sale of assets.

The Company has materially diminished its Jatropha contract
farming operation and the company is now focused on divesting the
remaining Indian assets.  The Company intends to cease all Indian
operations.

Mission NewEnergy reported a net loss of $1.09 million on $9.68
million of total revenue for the year ended June 30, 2014,
compared to net income of $10.05 million on $8.41 million of total
revenue during the prior year.

The Company's balance sheet at June 30, 2014, showed $4.04 million
in total assets, $15.40 million in total liabilities and a $11.35
million total deficiency.

BDO Audit (WA) Pty Ltd, in Perth, Western Australia, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2013.  The independent
auditors noted that the Company incurred operating cash outflows
of $3.7 million during the year ended 30 June 2013 and, as of that
date the consolidated entity's total liability exceeded its total
assets by $12.5 million.  These conditions, along with other
matters, raise substantial doubt the Company's ability to continue
as a going concern.


MOLYCORP INC: Claims Bar Date Set at Sept. 30
---------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware, at the
behest of Molycorp, Inc., et al., established September 30, 2015,
as the date by which all entities must file proofs of claim in
these Chapter 11 cases asserting a claim against any of the Debtors
that arose prior to June 25, 2015.

The Court also established December 23, 2015, as the date by which
governmental units must file proofs of claim in these cases.

The Rejection Bar date is 30 days after the entry of an order
providing for the rejection of an executory contract or unexpired
lease, while the Amended Schedules Bar Date is 30 days after the
date that the notice of the Amended Schedules is served on the
entity.

Justin H. Rucki, Esq., at Young Conaway Stargatt & Taylor, LLP, in
Wilmington, Delaware, asserts that these dates are necessary for
the Debtors to make distributions under any plan confirmed in these
cases, as the Debtors require, among other things, complete and
accurate information regarding the nature, validity and amount of
claims that will be asserted in these chapter 11 cases.

The Debtors are represented by:

         Blake Cleary, Esq.
         Edmon L. Morton, Esq.
         Justin H. Rucki, Esq.
         Ashley E. Jacobs, Esq.
         YOUNG CONAWAY STARGATT & TAYLOR, LLP
         Rodney Square 1000 North King Street
         Wilmington, DE 19801
         Tel: (302) 571-6600
         Fax: (302) 571-1253

            -- and --

         Paul D. Leake, Esq.
         Lisa Laukitis, Esq.
         JONES DAY
         222 East 41st Street
         New York, NY 10017
         Tel: (212) 326-3939
         Fax: (212) 755-7306
         Email: pdleake@jonesday.com
                llaukitis@jonesday.com

            -- and --

         Ryan T. Routh, Esq.
         JONES DAY
         North Point 901 Lakeside Avenue
         Cleveland, OH 44114
         Tel: (216) 586-3939
         Fax: (216) 579-0212
         Email: rrouth@jonesday.com

                        About Molycorp

Molycorp Inc. -- http://www.molycorp.com/-- is a global rare  
earths and rare metals producer.  Molycorp owns several prominent
rare earth processing facilities around the world.  It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.

Molycorp has corporate offices in the United States, Canada and
China.  CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada.  Other senior manageemnt members are located at its U.S.
corporate headquarters in Greendwood Village, Colorado.

Molycorp reported a net loss of $623 million in 2014, a net loss of
$377 million in 2013 and a net loss of $475 million in 2012.

As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.

Molycorp and its North American subsidiaries, together with certain
of its non-operating subsidiaries outside of North America, filed
Chapter 11 voluntary petitions in Delaware (Bankr.  D. Del. Lead
Case No. 15-11357) on June 25, 2015, after reaching agreement with
a group of lenders on a financial restructuring.  The Chapter 11
cases of Molycorp and 20 affiliated debts are pending before Judge
Christopher S. Sontchi.

The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.

The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings.  Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from the
filings as it is not 100% owned by the Company.

Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from
AlixPartners, LLP.  Jones Day and Young, Conaway, Stargatt & Taylor
LLP act as legal counsel to the Company in this process.  Prime
Clerk serves as claims and noticing agent.

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


MOLYCORP INC: Contributes Up to $100K to Pension Plan
-----------------------------------------------------
Molycorp, Inc., et al., sought and obtained authority from the U.S.
Bankruptcy Court for the District of Delaware to contribute to a
pension plan an amount not to exceed $100,000.

The Pension Plan is an ERISA-qualified defined benefit plan, the
costs of which are paid by the Company.  The Pension Plan
eliminated any ongoing benefit accruals prior to the Petition Date;
no party is accruing further benefits under the Pension Plan for
work they presently are performing for the Debtors.  Thus, the
Debtors believe that all funding obligations relating to the
Pension Plan are prepetition obligations of the Company.

The Debtors assert that the making of the Pension Contributions is
necessary to prevent potential harmful and deleterious consequences
that would occur if the contribution was not made, including a
potential involuntary termination of the Pension Plan by the
Pension Benefit Guaranty Corporation, the assessment of additional
interest, taxes and penalties and the potential imposition of
"control group" liability on various Molycorp entities.

The Debtors are represented by:

         Blake Cleary, Esq.
         Edmon L. Morton, Esq.
         Justin H. Rucki, Esq.
         Ashley E. Jacobs, Esq.
         YOUNG CONAWAY STARGATT & TAYLOR, LLP
         Rodney Square 1000 North King Street
         Wilmington, DE 19801
         Tel: (302) 571-6600
         Fax: (302) 571-1253

            -- and --

         Paul D. Leake, Esq.
         Lisa Laukitis, Esq.
         JONES DAY
         222 East 41st Street
         New York, NY 10017
         Tel: (212) 326-3939
         Fax: (212) 755-7306
         Email: pdleake@jonesday.com
                llaukitis@jonesday.com

            -- and --

         Ryan T. Routh, Esq.
         JONES DAY
         North Point 901 Lakeside Avenue
         Cleveland, OH 44114
         Tel: (216) 586-3939
         Fax: (216) 579-0212
         Email: rrouth@jonesday.com

                        About Molycorp

Molycorp Inc. -- http://www.molycorp.com/-- is a global rare  
earths and rare metals producer.  Molycorp owns several prominent
rare earth processing facilities around the world.  It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.

Molycorp has corporate offices in the United States, Canada and
China.  CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada.  Other senior manageemnt members are located at its U.S.
corporate headquarters in Greendwood Village, Colorado.

Molycorp reported a net loss of $623 million in 2014, a net loss of
$377 million in 2013 and a net loss of $475 million in 2012.

As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.

Molycorp and its North American subsidiaries, together with certain
of its non-operating subsidiaries outside of North America, filed
Chapter 11 voluntary petitions in Delaware (Bankr.  D. Del. Lead
Case No. 15-11357) on June 25, 2015, after reaching agreement with
a group of lenders on a financial restructuring.  The Chapter 11
cases of Molycorp and 20 affiliated debts are pending before Judge
Christopher S. Sontchi.

The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.

The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings.  Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from the
filings as it is not 100% owned by the Company.

Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from
AlixPartners, LLP.  Jones Day and Young, Conaway, Stargatt & Taylor
LLP act as legal counsel to the Company in this process.  Prime
Clerk serves as claims and noticing agent.

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


MSCI INC: Moody's Lowers CFR to Ba2, Outlook Remains Stable
-----------------------------------------------------------
Moody's Investors Service downgraded MSCI, Inc.'s credit ratings.
The Corporate Family rating was downgraded to Ba2 from Ba1, the
Probability of Default rating was downgraded to Ba2-PD from Ba1-PD
and the senior unsecured rating was downgraded to Ba2 from Ba1. The
Speculative Grade liquidity rating was affirmed at SGL-1.  The
ratings outlook remains stable.

On July 30, 2015, the company disclosed that it intends to operate
at debt to EBITDA levels (as defined by the company) of between 3.0
to 3.5 times, a range that is substantially higher than current
leverage levels of about 1.5 to 2.5 times.

Issuer: MSCI Inc.

Downgrades:
  Corporate Family Rating, Downgraded to Ba2 from Ba1
  Probability of Default Rating, Downgraded to Ba2-PD from Ba1-PD
  Senior Unsecured, Downgraded to Ba2 (LGD4) from Ba1 (LGD4)

Affirmations:
  Speculative Grade Liquidity Rating, Affirmed SGL-1

Outlook:
  Outlook, Remains Stable

RATINGS RATIONALE

"Expectations for higher debt levels following the announcement of
revised financial leverage targets leads to the ratings downgrade,"
said Edmond DeForest, Moody's Senior Credit Officer.

Moody's expects MSCI to maintain debt to EBTIDA at around 3.5 times
(Moody's adjusted) and free cash flow to debt of about 8%, levels
that are in line with Ba2 rated peers.

The Ba2 CFR reflects expectations for solid revenue and
profitability growth and a stable, recurring subscription base of
investment risk management, decision support tools and equity index
products.  EBITA margins should grow from the high 30s% to near 40%
as a result of ongoing expense management initiatives. Moody's
expects revenues and EBITDA should rise to about
$1.1 billion and over $500 million, respectively, in 2016 driven by
the growth of equity exchange traded funds (ETFs) and international
(especially emerging market) equity indices, growing demand for its
risk management products and aggregate subscriber retention rates
above 90%.  Liquidity is considered very good, reflecting Moody's
expectations for at least $250 million of cash and equivalents,
free cash flow of about $150 million and full availability of the
$200 million revolver.

Unless otherwise noted, all financial metrics reflect Moody's
standard adjustments.

The stable outlook reflects Moody's expectations for 8% to 10%
revenue growth, increasing rates of profitability driven by ongoing
expense management initiatives and debt to EBITDA to remain around
3.5 times.  The ratings could be lowered if Moody's notes a
meaningful increase in competition, MSCI's client retention rates
deteriorate or a more difficult pricing environment evolves.
Moody's could downgrade the ratings if it anticipates low revenue
growth or an erosion in profitability and free cash flow, resulting
in expectations for debt to EBITDA and free cash flow to debt to be
sustained above 4 times and under 5%, respectively.  The ratings
could be raised if financial policies are revised to emphasize
lower debt levels such that Moody's comes to expect debt to EBITDA
will remain around 3 times and free cash flow to debt will stay
above 10%.

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

MSCI Inc. is a global provider of investment decision support
tools, including indices and portfolio performance analytics
products and services.



OAKLAND RDA: Moody's Hikes Tax Allocation Bonds Rating From 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service has upgraded to Baa1 from Ba1 the
Successor Agency to the City of Oakland's Redevelopment Agency
(RDA) Tax Allocation Bonds.

On June 24, 2015, in connection with the release of our Tax
Increment Debt methodology, we placed the ratings for nearly all
California tax allocation bonds (TABs) on review for upgrade,
including this successor agency's (SA) TABs. This rating action
completes our review for this SA.

SUMMARY RATING RATIONALE

The upgrade to Baa1 takes into account the successor agency's
large, growing tax base, moderate debt service coverage levels,
somewhat elevated taxpayer concentration and average socioeconomic
profile of area residents. The city's individual project areas, and
the project areas on a combined basis, have a relatively weak
incremental AV to total AV ratio reflected in the rating. The
rating also reflects the SA's successful adaptation to post
dissolution processes and administrative procedures and our
expectation that this trend will continue. The rating also
incorporates our generally positive assessment of the
implementation of redevelopment agency dissolution legislation by
most successor agencies over the last three years, leading to
timely payment of debt service on California TABs.

In 2012, state legislation dissolved all California redevelopment
agencies, replacing them with "successor agencies" to serve as
fiduciary agents. The dissolution effectively changed the flow of
funds and processes around the payment of debt service on TABs. Tax
increment revenue is placed in trust with the county auditor, who
makes semi-annual distributions of funds sufficient to pay debt
service on tax allocation bonds and other "enforceable
obligations."

As our administrative concerns related to the payment of debt
service have lessened, we are now placing greater weight on some of
the positive features of the dissolution legislation including the
closed lien status of the bonds, potential availability of surplus
housing revenues and revenues from other project areas that flow
into the Redevelopment Property Tax Trust Fund (RPPTF).

OUTLOOK

Outlooks are generally not applicable for local government credits
of this size.

WHAT COULD MAKE THE RATING GO UP

-- Sizable increase in incremental AV of the project area, leading
to greater debt service coverage

-- Increase in each project areas' (and on a combined basis) ratio
of incremental AV to total AV

WHAT COULD MAKE THE RATING GO DOWN

-- Protracted decline in AV

-- Erosion of debt service coverage levels

-- Additional state administrative or legislative changes that
create uncertainty relating to the timely payment of debt service

OBLIGOR PROFILE

The SA is a separate legal entity from the City of Oakland. The SA
is responsible for winding down the operations of the former RDA,
making payments on state approved "Enforceable Obligations" and
liquidating any unencumbered assets to be distributed to other
local taxing entities.

The City of Oakland is located in the County of Alameda on the
eastern shore of the San Francisco Bay, approximately seven miles
from downtown San Francisco via the San Francisco-Oakland Bay
Bridge. Occupying approximately 53.8 square miles, the city is the
largest and most established of the "East Bay" cities.

LEGAL SECURITY

The legal security for the project area(s) is tax increment revenue
net of housing set asides and senior pass-throughs.

While not legally pledged, the dissolution laws permit the TABs to
be paid from all available monies in the Redevelopment Property Tax
Trust Fund, after payment of senior pass through payments and
certain administrative charges. This includes excess housing set
aside tax increment revenues.



OFFUTT AFB: Moody's Affirms Ba1 Rating on 2005 Housing Rev. Bonds
-----------------------------------------------------------------
Moody's Investors Service has affirmed the Ba1 and Ba2 ratings of
Offutt AFB America First Communities, LLC's (NE) Taxable Military
Housing Revenue Bonds (Offutt Air Force Base Privatized Military
Housing Project) Series 2005 Class I & Series 2005 Class II.
Approximately $109,000,000 outstanding Class I debt and $27,110,000
outstanding Class II debt is affected.  The outlook on the bonds is
stable.

SUMMARY RATING RATIONALE

The rating actions are based on solid financial performance,
improved occupancy, and an increase in the basic allowance for
housing (BAH) for 2015.  The rating is constrained because the debt
service reserve fund is funded by an unrated surety provider,
Syncora Guarantee Inc. (WR).  In addition any excess revenues are
used to pay the subordinate Government Direct Loan which results in
little additional reserves for debt service or project
recapitalization.

OUTLOOK

The stable outlook is based on our expectation of solid financial
performance, supported by an increase in the Basic Allowance for
Housing (BAH) for 2015.

WHAT COULD MAKE THE RATING GO UP

   -- Improved financial performance strong enough to adequately
      cover the Government Direct Loan and deferred property
      management fees.

   -- Keeping excess units online which results in a stable
      revenue stream

   -- Cash funding of debt service reserve fund, replacement of
      the surety provider or an upgrade of the current surety bond

       provider

WHAT COULD MAKE THE RATING GO DOWN

   -- Drop in occupancy rates or rental revenue leading to a
      significant decline in debt service coverage

OBLIGOR PROFILE

Offutt AFB America First Communities, LLC (the Issuer) is a
single-member limited liability company formed in 2005 for the
purpose of designing, financing, demolishing, constructing, and
renovating housing units at Offutt Air Force Base located in Sarpy
County, Nebraska.

LEGAL SECURITY

The bonds are special obligation of the issuer, Offutt AFB America
First Communities, L.L.C., a 1640-unit privatized military housing
facility located near Omaha, Nebraska.  The bonds are secured by a
pledge of rental and other revenues, including the Basic Allowance
for Housing (BAH); the assignment of a leasehold mortgage on the
underlying property, improvements, and equipment therein; and
certain pledged reserve funds held by the bond trustee.

USE OF PROCEEDS

n/a

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Global Housing
Projects published in July 2010.



OLLIE'S HOLDINGS: Moody's Raises CFR to Ba3, Outlook Stable
-----------------------------------------------------------
Moody's Investors Service upgraded Ollie's Holdings, Inc.'s
Corporate Family Rating to Ba3 from B2 following its initial public
offering and repayment of $153 million of debt using the proceeds
of the IPO.  At the same time Moody's upgraded the company's
Probability of Default rating to Ba3-PD from B2-PD and the rating
of its senior secured term loan to Ba3 from B2.  Moody's also
assigned the company a speculative grade liquidity rating of SGL-2.
The outlook is stable.

RATINGS RATIONALE

Ollie's Ba3 Corporate Family Rating reflects the company's moderate
leverage and good interest coverage with debt/EBITDA and
EBITA/interest after the repayment of debt using $153 million in
IPO proceeds (incorporating Moody's standard analytical adjustments
for leases) of around 3.6 times and about 3.0 times respectively
from pre-IPO levels of about 5.0 times and 2.5 times respectively.
Moody's expects credit metrics to demonstrate modest improvement in
the next 12-18 months.

The rating also reflects the company's limited scale, with LTM
5/2/15 sales of around $670 million, and its narrow geographic
focus, with 181 stores across 16 states primarily in the eastern
United States.  Ollie's has a loyal customer base that has resulted
in a 16% cumulative average growth rate in revenues from September
2012 to May 2015, and same-store sales growth of 4.4% in 2014.  The
ratings take into consideration the consistent organic revenue
growth of the company, primarily through new store openings, and
consistent double-digit EBITDA margins.  EBITDA margins have also
been healthy and fairly stable at about 12.5% for the past three
years despite the opening of 53 new stores since September 2012.
The company has been expanding retail square footage at a compound
annual growth rate in the high teens over the past few years, and
we expect this pace to continue.

Additionally the ratings reflect Moody's expectations that the
company will maintain its good overall liquidity profile, which
will enable it to continue to invest in continued store growth.
Moody's also believes that Ollie's benefits from its ability to
provide a broad selection of merchandise across multiple product
categories, such as housewares, floor coverings, books, soft goods
(including domestics and apparel), and seasonal categories (e.g.
Holiday, Lawn and Garden).  This broad selection helps to
cross-sell when the customer is in the store, and the broad range
of merchandise creates multiple potential buying needs for the
consumers.

These ratings are upgraded:

Corporate Family Rating at Ba3 from B2
Probability of Default Rating at Ba3-PD from B2-PD
Senior secured first lien term loan at Ba3 (LGD 4, 51% from 53%)

The following rating is assigned:

Speculative Grade Liquidity Rating at SGL-2

The stable outlook reflects Moody's expectations that Ollie's
management and financial sponsor owner will support a financial
policy that will result in credit metrics remaining around their
current levels.  It also reflects that the company will maintain
good liquidity.

A ratings upgrade will require sponsor ownership to decline to
below 50%.  Additionally, ratings could be upgraded if the company
were to continue to profitably expand its store base and scale over
time while also seeing improvement in credit metrics.
Quantitatively, ratings could be upgraded if the company
demonstrated the ability and willingness for debt/EBITDA to be
sustained below 3.0 times range while also maintaining a very good
overall liquidity profile.

Ratings could be downgraded, or the outlook revised to negative, if
the company were to see a reversal of positive trends in same-store
sales, or operating margins were to erode.  This would most likely
occur if the company's continued store expansion resulted in higher
levels of cannibalization of sales at existing stores, or if the
company were to experience constraints sourcing merchandise.
Ratings could also be downgraded if the company's good liquidity
profile were to erode.  Quantitatively, ratings could be lowered if
debt/EBITDA was sustained above 4.25 times or interest coverage
approached 2.0 times.

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

Headquartered in Harrisburg, PA, Ollie's Holdings, Inc. operates
181 stores across 16 states as of May 2, 2015.  The stores offer
brand name closeout merchandise under the nameplate "Ollie's
Bargain Outlet".  LTM sales are approximately $670 million. Ollie's
is a publicly traded company.  CCMP Capital Advisors owns about 59%
of the company and the company's Chairman and CEO Mark Butler owns
about 23%.



OPTIM ENERGY: Court Confirms 2 Debtors' Reorganization Plan
-----------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware on July 30, 2015, issued a findings of fact,
conclusions of law and order confirming the Third Amended Joint
Plan of Reorganization of Optim Energy Altura Cogen, LLC, and Optim
Energy Cedar Bayou 4, LLC.

The Reorganizing Debtors owned interests in and operated, in whole
or in part, three power plants in eastern Texas -- one coal-fired
power plant (the Twin Oaks Plant) and two gas-fired power plants
(the Altura Cogen Plant and the Cedar Bayou Plant).

Judge Shannon, on May 19, approved the Disclosure Statement
explaining the Reorganization Plan, which provides that holders of
Allowed General Unsecured Claims are being offered Cash equal to
75% of their Allowed Claims if the Class of Claims accepts the
applicable Subplan, and an additional 20% in Cash for any holders
that do not opt out of the release contained in Section 10.03 of
the Third Amended Plan.  The potential for 25% impairment cannot be
characterized as artificial.  There are approximately 60 to 70
holders of General Unsecured Claims against Altura Cogen (totaling
approximately $800,000 to $900,000) and two holders of General
Unsecured Claims against Cedar Bayou (totaling approximately
$400,000 to $500,000). Each Estate has non-insider creditor
classes.

The Plan also provides that the Reorganizing Debtors Claims Reserve
will be funded in an amount up to $1.5 million, while the
Professional Claims Reserve will be funded in an amount up to $7.0
million.

A hearing to consider the Plan was held on July 23 and 24, and at
the Confirmation Hearing, the Court upheld the objection of the
U.S. Trustee, overruled the objection of Walnut Creek, and
indicated that Judge Shannon would confirm the Plan.  Following the
Confirmation Hearing, the Reorganizing Debtors, the U.S. Trustee
and Walnut Creek Mining Company negotiated a Proposed Confirmation
Order and in connection therewith submitted on issue to the Court
regarding the waiver of the stay under Rule 3020 of the Federal
Rules of Bankruptcy Procedure.  The Court has indicated that it
will not waive the stay and has requested submission of the
Proposed Confirmation Order, the Debtors' counsel, Erin R. Fay,
Esq., at Morris, Nichols, Arsht & Tunnell, LLP, in Wilmington,
Delaware, related.

Walnut Creek appealed to the U.S. District Court for the District
of Delaware from Judge Shannon's July 23 and 24 ruling confirming
the Plan and asked Judge Shannon to stay confirmation of the Plan
pending resolution of its appeal.


The Plan Order provides that for the avoidance of doubt, the
Blackstone Group, L.P., its subsidiaries and affiliates, including
Walnut Creek, reserve and retain all (i) counterclaims, (ii)
defenses, and (iii) rights of set off or recoupment to any
potential claims and Causes of Action reserved and preserved in the
Plan and Plan Supplement.

Classes AC 1, AC 4, CB 1 and CB 4 are impaired under the Plan and
therefore eligible to vote on the Plan.  As evidenced by the voting
report, 100% of the holders of Classes AC 1, AC 4, CB 1 and CB 4
voted to accept the Plan.

The Plan Order provides that the Texas Comptroller of Public
Accounts will have an Allowed Priority Tax Claim in the amount of
$75,000, which will be paid in full in one lump sum payment
immediately after the Effective Date.

A full-text copy of Judge Shannon's Plan Confirmation Order is
available at http://bankrupt.com/misc/OPTIMplanord0730.pdf

The Debtors are also represented by Robert J. Dehney, Esq., and
Eric D. Schwartz, Esq., at Morris, Nichols, Arsht & Tunnell LLP, in
Wilmington, Delaware; Kurt Mayr, Esq., and Mark E. Dendinger, Esq.,
at Bracewell & Giuliani LLP, in Hartford, Connecticut; and Robert
G. Burns, Esq., and Rachel B. Goldman, Esq., at Bracewell &
Giuliani LLP, in New York.

                       About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is
coal-fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

The Debtors' attorneys can be reahed at:

         MORRIS, NICHOLS, ARSHT & TUNNELL LLP
         Robert J. Dehney, Esq.
         Eric D. Schwartz, Esq.
         Erin R. Fay, Esq.
         1201 North Market Street, 16th Floor
         P.O. Box 1347
         Wilmington, DE 19899
         Tel: (302) 658-9200
         Fax: (302) 658-3989
         E-mail: rdehney@mnat.com
                 eschwartz@mnat.com
                 efay@mnat.com

Optim Energy, LLC scheduled $6.95 million in assets and $717
million in liabilities.  Optim Energy Cedar Bayou 4, LLC, disclosed
$184 million in assets and $718 million in liabilities as of the
Chapter 11 filing.  The Debtors have $713 million of outstanding
principal indebtedness.

The U.S. Trustee for Region 3 was unable to appoint an official
committee of unsecured creditors in the Debtors' cases.

Walnut Creek is represented by Michael W. Yurkewicz, Esq., at Klehr
Harrisison Harvey Branzburg LLP, in Wilmington, Delaware; Paul M.
Basta, P.C., Esq., Joshua A. Sussberg, P.C., Esq., and Matthew
Kapitanyan, Esq., at Kirkland & Ellis LLP, in New York; and James
A. Stempel, Esq., at Kirkland & Ellis LLP, in Chicago, Illinois.

Cascade Investment, L.L.C., and ECJV Holdings are represented by
Margaret Whiteman Greecher, Esq., Pauline K. Morgan, Esq., and
Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP,
in Wilmington, Delaware; and Lindsee P. Granfield, Esq., and Jane
VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP, in New
York.


ORLANDO GATEWAY: Substantive Consolidation Bid Held in Abeyance
---------------------------------------------------------------
With respect to the Chapter 11 cases of Orlando Gateway Partners,
LLC, et al., the U.S. Bankruptcy Court for the Middle District of
Florida held a hearing on July 27, 2015, to consider, among other
things:

   1. Orlando Gateway's motion for substantive consolidation with
Case No. 15-03447 - Nilhan Hospitality, LLC; and

   2. the U.S. Trustee's motion for disqualification of Kenneth D.
Herron Jr. and Wolff, Hill, McFarlin & Herron, P.A., as counsel for
the Debtors.

The Court said that the Motion For Consolidation is held in
abeyance pending request of any party to return to the Court's
calendar.  The Court will continue in open court to Aug. 26, 2015
at 2:45 p.m., the Motion For Disqualification.

Guy G. Gebhardt, Acting U.S. Trustee for Region 21, has opposed the
motion for substantive consolidation, stating, among other things
that:

   1. The Court must not even entertain the SubCon motions until it
rules on the motion to dismiss or convert and the motion to appoint
trustee.  If dismissal, conversion, or appointment of a chapter 11
trustee occurs, Debtors' SubCon Motions would be moot.

   2. The SubCon motions must not be heard until the issues
concerning WHMH's retention of the two Debtors is resolved.

   3. The Debtors fail to establish the first prong of the
substantive consolidation test: substantial identity.  The Debtors'
conclusory statements that substantial identity exists contain
virtually no analysis or application of the facts to the
law.

                    About Orlando Gateway

Nilhan Hospitality, LLC, and Orlando Gateway Partners, LLC
commenced Chapter 11 bankruptcy cases (Bankr. M.D. Fla. Case
No. 15-03447 and 15-03448, respectively) on April 20, 2015.
Chittranjan Thakkar, the manager, signed the petitions.  

Orlando Gateway, Orlando Sentinel states, is a $500 million
retail and residential complex -- which includes two restaurants,
a Bonefish Grill and Carraba's, and plans for additional
commercial and residential build out -- near Orlando
International Airport.  

Nilhan estimated $1 million to $10 million in assets and $10
million to $50 million in debt.  Orlando disclosed $9,186,413
in assets and $54,204,216 in liabilities as of the Chapter 11
filing.

The Debtors are represented by Kenneth D Herron, Jr., Esq.,
at Wolff, Hill, McFarlin & Herron, P.A.

According to the docket, the Debtors' Chapter 11 plan and
disclosure statement are due Aug. 18, 2015.

Largest secured creditors Good Gateway, LLC, and SEG Gateway, LLC,

asked that the Court appoint a Chapter 11 trustee in the case.



RADIOSHACK CORP: Texas Agrees to Plan Objection Schedule
--------------------------------------------------------
RS Legacy Corporation, et al., and plaintiff State of Texas entered
into an agreed scheduling order pertaining to the adversary
proceeding and state of Texas' objection to confirmation of the
Chapter 11 plan.

The parties agreed that:

   1. the Debtors will provide a draft motion to dismiss the
adversary proceeding to the plaintiff on July 8;

   2. the Court will hold a hearing on the motion to dismiss on
July 22;

   3. in the event the Debtors' motion to dismiss is denied, the
Debtors will file responsive pleading to plaintiff's motion for
summary judgment by 12:00 p.m. on July 29;

   4. the Debtors will use their best efforts to schedule
depositions on the adversary proceeding and State of Texas'
objection to confirmation during the week of Aug. 3 to 7, 2015.

                    Challenge Period Extension

The Court approved a stipulation among the DIP agent, First Out
lenders and the Official Committee of unsecured creditors,
extending challenge period until July 22, 2015, with respect to (i)
a objections any party may have or assert or (ii) any objection the
Committee may have assert.

The First Out lenders are funds managed or advised by BlueCrest
Management (New York) LP; DW Partners, L.P, Macquarie Credit
Investment Management Inc., Mudrick Capital Management, L.P.; Saba
Capital Management, L.P.; T. Rowe Price Associates, Inc., and
Taconic Capital Advisors, L.P.

                        Separate Bar Date

The established July 27, 2015, as separate bar date as to certain
claims.  David Verdame, the class representative, was directed to
file the class claim with the claims agent by the bar date.

                   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 an amended schedules, RadioShack disclosed total assets of
$1,094,497,280 and total liabilities of $3,101,098,375.

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.



RECOVERY CENTERS: Amends Schedules of Assets and Liabilities
------------------------------------------------------------
Recovery Centers of King County filed with the U.S. Bankruptcy
Court for the Western District of Washington its amended schedules
of assets and liabilities.  A full-text copies of the schedules are
available for free at:

    http://bankrupt.com/misc/RECOVERYCENTERS_Amended_SAL_B.pdf
    http://bankrupt.com/misc/RECOVERYCENTERS_Amended_SAL_E.pdf

                      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.


RHEUMATOLOGY CLINIC: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: Rheumatology Clinic of Houston, PA
        11307 FM 1960 West, Suite 240
        Houston, TX 77065

Case No.: 15-34092

Nature of Business: Health Care

Chapter 11 Petition Date: August 3, 2015

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Hon. Marvin Isgur

Debtor's Counsel: Julie Mitchell Koenig, Esq.
                  COOPER & SCULLY, PC
                  815 Walker, Suite 1040
                  Houston, TX 77002
                  Tel: 713-236-6800
                  Fax: 713-236-6880
                  Email: julie.koenig@cooperscully.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $10 million to $50 million

The petition was signed by Qaiser Rehman, owner.

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


ROBERT SCHWARTZ: 6th Cir. Affirms Allowed Amount of Ex-Wife's Claim
-------------------------------------------------------------------
The United States Court of Appeals for the Sixth Circuit affirmed a
bankruptcy court's order relating to the amount allowed of Pamela
Liggett's claim.

Liggett filed a proof of claim in the bankruptcy case of her
ex-husband, Robert Schwartz, seeking payment for the proceeds of an
Individual Retirement Account that she claims Schwartz wrongfully
converted after their divorce.  After Schwartz's case was converted
to Chapter 11, Liggett initiated an adversary proceeding, alleging
that Schwartz had converted her interest in the IRA and pled causes
of action under Section 523(a)(4), Section 523(a)(6), and Section
523(a)(15) of the Bankruptcy Code.  She also objected to Schwartz's
Chapter 11 plan because it did not provide her with the full,
present value of her claim.

The bankruptcy court allowed a significant amount of Liggett's
claim but repeatedly denied her treble damages and attorney's fees,
as well as some other amounts.  The bankruptcy court also confirmed
Schwartz's Chapter 11 plan and dismissed Liggett's adversary
proceeding.  The district court affirmed on all issues.

The Sixth Circuit found that the sole record evidence on the nature
of Liggett's interest in the IRA is the text of the divorce
judgment itself, which plainly suggests a consensual award of
property, an inference that is adverse to her conversion claim.
Nonetheless, the Sixth Circuit held that Liggett still holds a
claim for her actual, but not treble, damages that is
nondischargeable under Section 523(a)(15).  On this matter, the
Sixth Circuit affirmed the amount of Liggett's claimed that was
allowed by the bankruptcy court.

The confirmation issue was left unresolved pending further
submissions.

The appeals case is Pamela Liggett, Appellant, v. ROBERT L.
SCHWARTZ, Appellee, NOS. 14-1433, 14-1435, 14-1436 (6th Cir.),
relating to In re: Robert L. Schwartz, Debtor.

A full-text copy of the Sixth Circuit's July 21, 2015 opinion is
available at http://is.gd/3TzP7Nfrom Leagle.com.


RUTH M. JONES: Bid to Remand Marah Interpleader Suit Denied
-----------------------------------------------------------
Judge Stefan R. Underhill of the United States District Court for
the District of Connecticut denied Ruth M. Jones' motion for remand
an interpleader action commenced by Marah Wood Productions, LLC.

Marah filed the action in the Connecticut Superior Court, Judicial
District of New, Haven seeking to adjudicate competing claims
regarding a property interest in a fund containing approximately
$468,600.  Richard Coa, the Jones' bankruptcy estate, removed the
action to the United States District Court for the District of
Connecticut, alleging that the fund is the property of the Jones
bankruptcy estate and is thus related to Jones's bankruptcy case.
Jones objected to the removal and filed a motion to remand the case
to state court, arguing that the district court lacked
jurisdiction, or in the alternative, that the district court should
abstain from exercising jurisdiction over the interpleader action
on equitable grounds.

Judge Underhill found that the Trustee's factual allegations
clearly set forth a plausible allegation that disposition of the
state interpleader action will "conceivalbly effect" the bankruptcy
estate.  Thus, the judge concluded that the Trustee has met his
burden in demonstrating that federal subject matter jurisdiction
exists.  Judge Underhill also found that Jones has failed to
demonstrate that the interpleader action meets all of the statutory
requirements for either mandatory or permissive abstention or
equitable remand to apply.

The case is MARAH WOOD PRODUCTIONS, LLC, Plaintiff, v. RUTH M.
JONES, et al., Defendants, NO. 3:15-CV-100 (SRU) (D. Conn.)

A full-text copy of Judge Underhill's July 22, 2015 order is
available at http://is.gd/UxX4T1from Leagle.com.

Marah Wood Productions, LLC is represented by:

          Jonathan B. Nelson, Esq.
          DORF & NELSON, LLP
          The International Corporate Center
          555 Theodore Fremd Avenue
          Rye, NY 10580
          Tel: (914) 381-7600
          Fax: (914) 381-7608
          Email: jnelson@dorflaw.com

             -- and –-

          Heather Michelle Brown, Esq.
          LEGAL CONSULTING GROUP, LLC
          1234 Summer Street – Suite 400
          Stamford, CT 06905
          Tel: (203) 655-1900
          Fax: (203) 655-2210
          Email: heather@ctlegalgroup.com

David C. House is represented by:

          David M. Wallman, Esq.
          WALLMAN LAW FIRM
          184 Atlantic Street
          Stamford, CT 06901
          Tel: (203) 348-4000
          Fax: (203) 406-0587

Richard M. Coan is represented by:

          Timothy D. Miltenberger, Esq.
          COAN, LEWENDON, GULLIVER & MILTENBERGER
          495 Orange Street
          New Haven, CT 06511
          Tel: (203) 901-1298
          Fax: (203) 865-3673
          Email: tmiltenberger@coanlewendon.com

New Canaan, Connecticut-based Ruth Jones filed for Chapter 11 on
Aug. 14, 2009 (Bankr. D. Conn., Case No. 09-51596).  Peter L.
Ressler, Esq., at Groob Ressler & Mulqueen, represented the Debtor
in her restructuring efforts.  In her petition, the Debtor listed
total assets of $10,900,000 and total debts of $14,690,061.


SALADWORKS LLC: GGP Limited Appointed as Committee Member
---------------------------------------------------------
The U.S. Trustee for Region 3 appointed GGP Limited Partnership to
the official committee of unsecured creditors of SW Liquidation
LLC, formerly known as Saladworks LLC.  

GGP Limited replaced Michael Bartell, who resigned as member of the
committee, according to a filing with the U.S. Bankruptcy Court in
Delaware.

The unsecured creditors' committee is now composed of:

     (1) Sovran LLC
         Attn: Ramin Katirai
         5003 Overlea Ct.
         Bethesda, MD 20816
         Phone: 301-320-1250

     (2) GGP Limited Partnership
         Attn: Julie Minnick Bowden
         110 North Wacker Dr.
         Chicago, IL 60606
         Phone: 312-960-2707
         Fax: 312-442-6374

                      About Saladworks, LLC

Developed in 1986, Saladworks, LLC, is the first and largest
fresh-salad franchise concept in the United States.  From its
beginning in the Cherry Hill Mall, Saladworks quickly expanded to
12 additional locations in area malls and soon thereafter began
franchising.  The company has franchise agreements with 162
different franchisees.  The equity owners are J Scar Holdings,
Inc., (70%) and JVSW LLC (30%).

Saladworks, LLC, sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 15-10327) on Feb. 17, 2015.  The case assigned to
Judge Laurie Selber Silverstein.

The Debtor has tapped Landis Rath & Cobb LLP as counsel; SSG
Advisors, LLC, as investment banker; EisnerAmper LLP, as financial
advisor; and Upshot Services LLC, as claims and noticing agent.

Saladworks, LLC, disclosed $2,303,632 in assets and $14,220,722 in
liabilities as of the Chapter 11 filing.

SSG Capital Advisors, LLC, acted as the investment banker in the
sale of substantially all of its assets to an affiliate of Centre
Lane Partners, LLC.


SALADWORKS LLC: Revises Plan to Resolve Plan Outline Objections
---------------------------------------------------------------
Prior to the deadline to object to the proposed solicitation
motion, SW Liquidation, LLC, f/k/a Saladworks, LLC, received
certain informal comments from the Official Committee of Unsecured
Creditors and the U.S. Trustee and a formal objection from WS
Finance, LLC, and JVSW, LLC.

WS Finance and JVSW urge the Court not to approve the Disclosure
Statement because the Plan cannot be confirmed.  WS Finance and
JVSW submit that rather than require the Debtor to expend valuable
estate assets in soliciting votes and seeking confirmation of the
Plan, the Court should decline the Debtor's request for approval of
the Disclosure Statement.

The Committee, in support of the approval of the Disclosure
Statement, asked the Court to overrule the objection filed by WS
Finance and JVSW because, at most, it raises alleged deficiencies
in the information provided in the Disclosure Statement that can be
easily cured through amendments to the Disclosure Statement.

The Committee stated that it has worked with the Debtor to
construct a Plan that is confirmable and designed to bring final
conclusion to the case.  The Hill Objection simply fails to offer
any basis to deny approval of the Disclosure Statement or to deny
solicitation of the Plan.

To resolve the formal and informal comments, the Debtor filed a
revised Plan of Liquidation and Disclosure Statement that address
some, but not all, of the issues raised in the Objections.  The
remaining objections, according to the Debtor, have no merit and
should be overruled.

A blacklined version of the Amended Disclosure Statement dated Aug.
3, 2015, is available at http://bankrupt.com/misc/SWds0803.pdf

The Plan was filed by Adam G. Landis, Esq., Kerri K. Mumford, Esq.,
and Kimberly A. Brown, Esq., at Landis Rath & Cobb LLP, in
Wilmington, Delaware.

WS Finance and JVSW are represented by:

         Jeffrey S. Cianciulli, Esq.
         Kenneth E. Aaron, Esq.
         Walter Weir, Jr., Esq.
         WEIR & PARTNERS LLP
         The Widener Building, Suite 500
         1339 Chestnut Street
         Philadelphia, PA 19107
         Tel: (215) 665-8181
         Fax: (215) 665-8464
         E-mail: wweir@weirpartners.com
                 kaaron@weirpartners.com
                 jcianciulli@weirpartners.com

The Committee is represented by Richard M. Beck, Esq., and Sally E.
Veghte, Esq., at Klehr Harrison Harvey Branzburg LLP, in
Wilmington, Delaware.

                      About Saladworks, LLC

Developed in 1986, Saladworks, LLC, is the first and largest
fresh-salad franchise concept in the United States.  From its
beginning in the Cherry Hill Mall, Saladworks quickly expanded to
12 additional locations in area malls and soon thereafter began
franchising.  The company has franchise agreements with 162
different franchisees.  The equity owners are J Scar Holdings,
Inc., (70%) and JVSW LLC (30%).

Saladworks, LLC, sought Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 15-10327) on Feb. 17, 2015.  The case assigned to
Judge Laurie Selber Silverstein.

The Debtor has tapped Landis Rath & Cobb LLP as counsel; SSG
Advisors, LLC, as investment banker; EisnerAmper LLP, as financial
advisor; and Upshot Services LLC, as claims and noticing agent.

Saladworks, LLC, disclosed $2,303,632 in assets and $14,220,722 in
liabilities as of the Chapter 11 filing.

SSG Capital Advisors, LLC, acted as the investment banker in the
sale of substantially all of its assets to an affiliate of Centre
Lane Partners, LLC.


SAMUEL ROBERT MORTON: Stay Conditionally Lifted for Bank of Camden
------------------------------------------------------------------
Judge Suzanne H. Bauknight of the United States Bankruptcy Court
for the Eastern District of Tennessee conditionally lifted the
automatic stay imposed in the Chapter 11 case of Samuel Robert
Morton, Jr., and Sharon K. Morton, to allow Bank of Camden to
exercise rights to protect its collateral.

The Bank of Camden, now known as Apex Bank, held an interest in
cash collateral derived from rents on real property located at 1506
Callahan Drive, in Knoxville, Tennessee (the "Jubilee Center
Property").  Among the tenants at the property is the Debtors'
wholly owned business, Jubilee Banquet Facility, LLC ("JBF").

The bank filed a motion for relief from automatic stay pursuant to
Section 362(d)(1) and/or (d)(2) of the Bankruptcy Code, contending
(1) that cause exists to modify the automatic stay under Section
362(d)(1) because the bank's interest in the property is not being
adequately protected because the Debtors are not receiving rent
from tenant JBF, and (2)that the Jubilee Center Property is not
necessary for an effective reorganization.

Judge Bauknight held that the Debtors' failure to collect rent from
JBF unquestionably constitutes cause to modify the automatic stay
for lack of adequate protection.  The judge explained that
notwithstanding the management fee and the monthly expenses for the
Jubilee Center Property that the Debtors claim to have been borne
by JBF, JBF's non-payment of rent still translated to an annual
loss of cash receipts to the Debtors and a decrease in the value of
the bank's security in the amount of $61,432.80.

Judge Bauknight, however, disagreed with the bank's contention that
the Jubilee Center Property is not necessary for an effective
reorganization because the Debtors cannot propose a plan that has a
reasonable likelihood of confirmation.  The judge found that stay
relief is not appropriate under Section 362(d)(2) because the
Debtors' new counsel has undertaken a number of steps that have
convinced the court that the debtors, in fact, are attempting to
move in the direction of proposing a plan that can be confirmed.

The case is In re SAMUEL ROBERT MORTON, JR. SHARON K. MORTON,
Debtors, CASE NO. 3:15-BK-30892-SHB (E.D. Tenn.).

A full-text copy of Judge Bauknight's July 17, 2015 memorandum is
available at http://is.gd/FGnfR7from Leagle.com.

The Debtors are represented by:

          James H. Price, Esq.
          LACY, PRICE & WAGNER, P.C.
          249 North Peters Road, Suite 101
          Knoxville, TN 37923
          Tel: (865) 690-5028

Bank of Camden is represented by:

          Maurice K. Guinn, Esq.
          GENTRY, TIPTON & MCLEMORE, PC
          900 South Gay Street, Suite 2300
          Knoxville, TN 37902
          Tel: (865) 525-5300
          Fax: (865)637-6761
          Email: mkg@tennlaw.com

United States Trustee is represented by:

          Samuel K. Crocker, Esq.
          UNITED STATES TRUSTEE
          200 Jefferson Avenue, Suite 400
          Memphis, TN 38103
          Tel: (901) 544-3251
          Fax: (901) 544-4138

             -- and –-

          Kimberly C. Swafford, Esq.
          UNITED STATES TRUSTEE
          31 East 11th Street, 4th Floor
          Chattanooga, TN 37402
          Tel: (423) 752-5153
          Fax: (423) 752-5161


SANUWAVE HEALTH: Shareholders Approve Articles Amendment
--------------------------------------------------------
SANUWAVE Health, Inc., announced that its shareholders, by an
overwhelming majority, approved the Company's proposal to amend its
Articles of Incorporation at the Special Meeting of Stockholders
held July 29, 2015.

The proposal to amend the Company's Articles of Incorporation to
increase the authorized shares of capital stock from 155 million to
355 million, was approved with 87.1% of the votes cast,
representing approximately 63.3% of the Company's total shares
outstanding, voting for the amendment.

"We are pleased with the overwhelming support we received from our
shareholders for approving the increase in our authorized shares of
capital stock," said Kevin A. Richardson II, Chairman of the board
of SANUWAVE.  "We continue to work towards obtaining funding
sources for the Company that will improve our capital structure and
strengthen our balance sheet while minimizing dilution to current
shareholders.  I would like to thank our shareholders for the trust
and confidence they have shown in helping to continue building
SANUWAVE into a leading shock wave technology company."

                        About SANUWAVE Health

Alpharetta, Ga.-based SANUWAVE Health, Inc., is an emerging global
regenerative medicine company focused on the development and
commercialization of noninvasive, biological response activating
devices for the repair and regeneration of tissue, musculoskeletal
and vascular structures.

SANUWAVE Health reported a net loss of $5.97 million on $847,000 of
revenues for the year ended Dec. 31, 2014, compared with a net loss
of $11.3 million on $800,000 of revenues in 2013.

As of March 31, 2015, the Company had $3.49 million in total
assets, $6.18 million in total liabilities, and a $2.69 million
total stockholders' deficit.


SATURN MERGER: Moody's Assigns 'B3' Corporate Family Rating
-----------------------------------------------------------
Moody's Investors Service assigned B3 Corporate Family ("CFR") and
B3-PD Probability of Default Ratings to Saturn Merger Sub
Corporation in connection with a proposed acquisition of Sitel
Worldwide Corporation ("Sitel") by Groupe Acticall ("Acticall"), a
customer relationship management company headquartered in France,
for approximately $851 million. Under the terms of the proposed
transaction, Saturn Merger Sub Corporation, a newly formed indirect
subsidiary of Acticall will merge with and into Sitel, whereupon
the merger sub will cease to exist, and Sitel will become the
surviving company and borrower of the proposed facilities as an
indirect wholly owned subsidiary of Acticall. Moody's also assigned
a B1 rating to the company's proposed $425 million first lien
credit facility (including a $60 million revolving credit facility)
and a Caa2 rating to the proposed $120 million second lien term
loan. The ratings outlook is stable.

Proceeds from the proposed $365 million first lien term loan and
$120 million second lien term loan along with $400 million of
common equity from Acticall funded by its parent, investment
holding company (Creadev) will be used to finance the acquisition
of Sitel from Onex Corporation, which is not recouping its
investment in the company. Moody's expects the company will have no
drawings outstanding under the proposed $60 million revolving
credit facility at closing. The ratings of predecessor company
Sitel LLC, including its Caa1 CFR and the ratings of the existing
senior secured credit facilities and notes, will be withdrawn upon
closing of the transaction and repayment of existing debt.

"The proposed capital structure affords Sitel much needed
flexibility to manage operating and business challenges, which are
persistent in the call center outsourced service industry," said
Moody's analyst Oleg Markin. The leveraged buyout will materially
lower Sitel's debt and leverage, while reduced debt service costs,
a covenant-lite debt structure and an extended debt maturity
profile will alleviate existing liquidity pressures. These benefits
are reflected in the assigned B3 CFR being above the existing Caa1
CFR on Sitel, LLC. The company's pro forma debt/EBITDA will be near
4.1 times and EBITA/Interest around 1.8 times (all metrics include
Moody's standard analytical adjustments). "While leverage is
moderate and interest coverage is improved, the company's continued
execution risk, cyclical exposure, historical track record of tepid
profitable growth and our expectation for very modest free cash
flow generation currently constrain the B3 rating ", added Oleg
Markin.

The ratings are contingent upon the receipt and review of final
documentation.

Moody's took the following rating action on Saturn Merger Sub
Corporation (to be merged into Sitel Worldwide Corporation)

Ratings assignments:

-- Corporate Family Rating of B3

-- Probability of Default Rating of B3-PD

-- Proposed $60 million first lien revolving credit facility due
    2020 at B1 (LGD3)

-- Proposed $365 million first lien term loan due 2022 at B1
    (LGD3)

-- Proposed $120 million second lien term loan due 2023 at Caa2
    (LGD5)

-- Stable Outlook

Moody's plans to withdrawal the following ratings on Sitel, LLC
upon consummation of the LBO:

-- Corporate Family Rating of Caa1

-- Probability of Default Rating of Caa1-PD

-- Speculate Grade Liquidity Rating at SGL-4

-- $61.25 million first lien revolving credit facility due 2016
    at B2 (LGD2)

-- $227 million first lien term loan due 2017 at B2 (LGD2)

-- $200 million senior secured notes due 2017 at B2 (LGD2)

-- $300 million senior unsecured notes due 2018 at Caa2 (LGD5)

RATINGS RATIONALE

The B3 CFR reflects the company's modest financial leverage, global
operating scale, market position, and diversified customer base by
end-market verticals. The rating also reflects Moody's expectation
for a gradual turnaround in Sitel's operating performance, driven
by tepid earnings growth and improved albeit modest free cash flow
generation. The company is expected to make substantial
re-investments into the business, which will impact its free cash
flow generation. Sitel has a solid contract pipeline and Moody's
expects Sitel to benefit from favorable growth prospects in the
customer care services industry due to the ongoing increase in
outsourcing. Moody's also projects Sitel's operating margin to
expand modestly over the next 12-18 months reflecting the company's
focus on driving higher sales volume in the margin accretive
markets and realizing benefits from recent cost reduction
initiatives. However, the rating is constrained by Sitel's low
operating margins, its operations in highly fragmented and
competitive customer care outsourced market, ongoing pricing
pressures, cyclical exposure, and historical track record of weak
revenue (on a reported basis) and earnings growth.

Group Acticall has minimum outstanding funded debt and is in a
similar business with a smaller revenue base, but will hold Sitel
as a stand-alone subsidiary that is separately financed. There are
no current plans to integrate the operations and capital structures
of Group Acticall and Sitel, but the relationship is likely to
evolve. Moody's does not believe Sitel is exposed to elevated event
risk over the next two years as the company is likely to focus on
utilizing its improved financial flexibility to pursue more
disciplined and profitable growth opportunities.

The stable rating outlook reflects Moody's expectation for modest
organic growth, margin expansion and maintenance of at least an
adequate liquidity profile.

The ratings could be downgraded if operating performance weakens
due to customer losses, pricing pressure, increased costs or
revenue fails to grow as anticipated, leading Moody's to expect
negative free cash flow.

An upgrade in the near term is unlikely given the company's lack of
sustained profitable growth and Moody's expectation for very modest
cash flow generation. The ratings could be upgraded if Sitel
demonstrates a financial policy aimed at reducing debt, while
achieving sustained revenue and earnings growth, and a good
liquidity profile. Quantitatively, the ratings could be upgraded if
debt/EBITDA is sustained in a 4x range or lower and free cash flow
to debt increases to the high single digit percentages.

Headquartered in Nashville, Tennessee, Sitel is a provider of
customer care outsourcing services. The company offers customer
service, technical support, customer acquisition and retention,
back office services, and account receivables management services
to enterprise clients. Sitel delivers services in 40 languages
through a global footprint of about 108 contact centers in 21
countries. The company reported approximately $1.4 billion in
revenue during the last twelve months ending June 30, 2015.
Following the LBO, the company will be indirectly owned by Creadev,
investment holding company, through its portfolio company Groupe
Acticall.



SHEFA LLC: Order Denying Confirmation of Plan Affirmed
-------------------------------------------------------
The Oakland County Treasurer filed a proof of claim on February 26,
2014, for real property taxes and water and sewerage charges for
Shefa, LLC's vacant hotel totaling $3,665,155.  On June 4, 2014,
Shefa objected to the Oakland County claim.  Prior to that, Oakland
County moved for relief from automatic stay and Shefa filed a
Disclosure Statement and Combined Plan of Reorganization.

On January 20, 2015, a bankruptcy court (1) sustained in part
Shefa's objection to the Oakland County claim; (2) denied
confirmation of Shefa's plan, as amended; and (3) granted Oakland
County's relief from the automatic stay.  On February 3, 2015,
Shefa filed a motion for reconsideration and for a stay of the
January 20, 2015 decision pending appeal.  The bankruptcy court
denied the motion on February 9, 2015.  Shefa appealed the
bankruptcy court's January 20 and February 9, 2015 decisions.

Judge Linda V. Parker of the United States District Court for the
Eastern District of Michigan, Southern Division, affirmed the
bankruptcy court's January 20, 2015 Opinion and Order and February
9, 2015 Order, and held that the bankruptcy court did not err by
concluding that Section 502(b)(3) of the Bankruptcy Code does not
apply to the portion of Oakland County's claim representing water
and sewerage charges and by disallowing the portion of Oakland's
County's claim for unpaid taxes exceeding the value of the hotel.

Judge Parker also did not find error in the bankruptcy court's
decision to deny confirmation to Shefa's Combined Disclosure
Statement and Plan, as amended, as the Plan was not shown to be
feasible.  The judge also held that the bankruptcy court did not
err in granting Oakland County's request for relief from the
automatic stay, nor in denying Shefa's motion for reconsideration.

The case is In re SHEFA, LLC, Debtor. SHEFA, LLC,
Appellant/Counter-Appellee, v. OAKLAND COUNTY TREASURER,
Appellee/Counter-Appellant, CIVIL CASE NO. 15-10665, BANKRUPTCY
CASE NO. 14-42812 (E.D. Mich.).

A full-text copy of Judge Parker's July 22, 2015 opinion and order
is available at http://is.gd/p5MWbhfrom Leagle.com.

Shefa, LLC is represented by:

          Robert N. Bassel, Esq.
          201 West Big Beaver Road Suite 600
          Troy, MI 48084
          Tel: (248) 740-5685
          Fax: (248) 528-5129

Oakland County Treasurer is represented by:

          Leonora K. Baughman, Esq.
          KILPATRICK ASSOC., P.C.
          903 N Opdyke Road, Suite C
          Auburn Hills, MI 48326
          Tel: (248) 377-0700
          Fax: (248) 377-0800
          Email: lbaughman@kaalaw.com

Daniel M. McDermott is represented by:

          David K. Foust, Esq.
          U.S. DEPARTMENT OF JUSTICE


SHERWOOD INVESTMENTS: RBS' Bid for Summary Judgment Granted
-----------------------------------------------------------
Judge Karen S. Jenneman of the United States Bankruptcy Court for
the Middle District of Florida, Orlando Division, granted summary
judgment in favor of The Royal Bank of Scotland N.V., and against
Sherwood Investments Overseas Limited, Inc., in a lawsuit filed by
the Debtor.

Sherwood sued RBS seeking lost profit damages of up to $209 million
due to RBS's alleged misconduct at the end of their trading
relationship.  RBS financed complex derivatives trading for
Sherwood from 2006 until the onset of the stock market meltdown in
September 2008.

RBS sought summary judgment on all of Sherwood's 13 legal theories
and also challenged Sherwood's lost damages calculation and its
expert reports, arguing they used the wrong methodology and are too
speculative.

Judge Jenneman found no disputed material fact and entered summary
judgment in favor of RBS on all counts.  The judge found no fault
in RBS' actions.  She further held that even if RBS' actions were
wrongful, Sherwood cannot prove the cessation of their relationship
proximately caused the speculative, lost profit damages it seeks.

The case is SHERWOOD INVESTMENTS OVERSEAS LIMITED, INC., Plaintiff,
v. THE ROYAL BANK OF SCOTLAND N.V., f/k/a ABN AMRO BANK N.V.,
Defendant, ADVERSARY NO. 6:10-AP-00158-KSJ (Bankr. M.D. Fla.).

The bankruptcy case is In re SHERWOOD INVESTMENTS OVERSEAS LIMITED,
INC., Chapter 7, Debtor, CASE NO. 6:10-BK-00584-KSJ(Bankr. M.D.
Fla.).

A copy of Judge Jenneman's July 22, 2015 proposed memorandum
opinion is available at http://is.gd/yOZPXAat Leagle.com.

                About Sherwood Investments

Sherwood Investments Overseas Limited Incorporated sought Chapter
11 protection (Bankr. M.D. Fla. Case No. 10-00584) on Jan. 15,
2010, and is represented by Mariane L. Dorris, Esq., at Latham
Shuker Eden & Beaudine LLP in Orlando, Fla.  At the time of the
filing, the Debtor estimated its assets and debts at $10 million to
$50 million.


STEPHEN CRAIG ANDREANO: Chase's Bid to Dismiss Appeal Granted
-------------------------------------------------------------
Judge Miranda M. Du of the United States District Court for the
District of Nevada granted J.P. Morgan Chase Bank, N.A.'s ("motion
to dismiss the appeal filed by Debtors Stephen and Catherine
Andreano.

Chase filed a proof of claim to which the Debtors objected.  The
Debtors subsequently moved for summary judgment in support of their
objection.  Chase filed a countermotion for summary judgment.  The
bankruptcy court entered an order granting Chase's countermotion
and an order overruling the Debtors' objection, and thereafter,
entered an order denying the Debtors' motion for summary judgment.

The Debtors filed a notice of appeal.  Chase moved to dismiss the
appeal, contending that the notice of appeal was untimely filed.
Chase reasoned that because the two separate orders the bankruptcy
court entered on December 23, 2014, contained the final, appealable
decisions on all three motions, they triggered the 14-day appeal
period.  The Debtors countered that it was the January 29, 2014
order that was the final, appealable order, and that they simply
filed their notice of appeal prematurely.

Judge Du held that in granting Chase's countermotion in its
entirety, the bankruptcy court obviously and necessarily denied the
Debtors' motion and that the December 23, 2014 order is the final
and appealable order of the bankruptcy court's decision.  Judge Du
thus concluded that the Debtors' notice of appeal, filed on January
22, 2015, was untimely and should therefore be dismissed.

The case is ANDREANO, STEPHEN CRAIG, and ANDREANO, CATHERINE ANN,
Appellants, v. J.P. MORGAN CHASE BANK, N.A., Appellee, CASE NO.
3:15-CV-00047-MMD, BANKR. CASE NO. BK-N-09-52781-GWZ, APPEAL REF.
NO. 15-00001 (D. Nev.)

A full-text copy of Judge Du's July 22, 2015 order is available at
http://is.gd/HjjC4Hfrom Leagle.com.

Stephen Craig Andreano and Catherine Ann Andreano are represented
by:

          Tory M. Pankopf, Esq.
          TORY M. PANKOFT, LTD.
          611 Sierra Rose Drive
          Reno, NV, 89511
          Tel: (530) 725-8263
               (530) 725-8264

JPMorgan Chase Bank is represented by:

          Joseph T. Prete, Esq.
          Kent F Larsen, Esq.
          SMITH LARSEN & WIXOM
          1935 Village Center Circle
          Las Vegas, NV 89134
          Tel: (702) 252-5002
          Fax: (702) 252-5006


TALBOTS INC: Moody's Raises CFR to B2; Outlook Stable
-----------------------------------------------------
Moody's Investors Service upgraded Talbots Inc.'s Corporate Family
Rating to B2 from B3 and Probability of Default rating to B2-PD
from B3-PD, concluding the review for upgrade initiated on June 16,
2015.  Moody's also upgraded the company's $415 million first lien
term to B1 from B2 and its $170 million second lien term loan to B3
from Caa1.  The rating outlook is stable.

The upgrade reflects the reduction in adjusted debt due to changes
in Moody's approach for capitalizing operating leases.  The updated
approach for standard adjustments for operating leases is explained
in the cross-sector rating methodology Financial Statement
Adjustments in the Analysis of Non-Financial Corporations,
published on June 15, 2015.  The upgrade also considers the
company's solid recent operating performance and Moody's
expectation that revenue growth in the mid-to-low single digit
range and relatively stable EBITDA margins will result in leverage
just below 5.0x over the next 12-24 months.  Through the last four
quarters ended May 2, 2015 Talbots has grown revenue in the high
single digit range, improved its EBITDA margin, and increased
Moody's adjusted EBITDA by almost 30%.

Moody's took these rating actions on Talbots Inc.:

Corporate Family Rating, Upgraded to B2 from B3
Probability of Default Rating, Upgraded to B2-PD from B3-PD
$415 million 1st lien term loan due 2020, Upgraded to B1, LGD-3
from B2, LGD-3
$170 million 2nd lien term loan due 2021, Upgraded to B3, LGD-4
from Caa1, LGD-4
Outlook, Stable

RATINGS RATIONALE

Talbots' B2 CFR reflects the company's high lease adjusted
leverage, estimated in the mid 5 times range as of May 2, 2015,
event risk associated with the company's financial sponsor
ownership, potential volatility related to fashion risk, as well as
inherent exposure to cyclical consumer spending.  Talbots has a
history of shareholder friendly transactions that have resulted in
leverage sustained at elevated levels despite meaningful
improvements in operating performance.  The company has markedly
turned around its earnings since being acquired by Sycamore in
August 2012 through a return to its core strategies that have
refocused the business on its target demographic and improved
operating efficiencies.  Since the acquisition both gross and
EBITDA margins have increased and, over the last 4 quarters, the
company has begun to see top line revenue growth, which we believe
will continue over the next 12-24 months.  Nonetheless, the company
is a specialty retailer competing against many larger competitors
for a narrow customer demographic (women aged 45- 65) requiring
ongoing investments in the business.  These factors enhance the
potential for volatility, particularly during weak economic
periods.

The rating benefits from the company's brand awareness and
geographic diversification across the U.S.  Talbots has also
successfully developed multi-channel capabilities, which include a
flexible direct to consumer e-commerce platform.  Moody's believes
that the company's operating strategies amid an improving economic
environment will continue to drive modest revenue growth and margin
stability resulting in leverage just under 5x over the next 12-24
months.

Talbots has a good liquidity position, reflecting approximately $27
million of cash on the balance sheet as of May 2, 2015 and Moody's
expectation that the company will generate positive free cash flow
of at least $25-$30 million over the next 12-18 months. Talbots
operating cash flow is somewhat seasonal, with a typical buildup of
inventory in the first and third quarters.  The company's $135
million asset-based (ABL) revolver that expires in 2018 is used to
bridge liquidity during peak working capital periods, and is
typically collateralized such that average availability is in
excess of $100 million.  Moody's does not expect ABL utilization to
trigger the springing minimum fixed charge covenant test of 1.0
times which is tested when availability is less than 10% of the
borrowing base.  The term loans do not contain any financial
maintenance covenants.

The B1/LGD-3 rating assigned to Talbots' 1st lien term is one notch
higher than the company's CFR and reflects its senior position in
the capital structure relative to the 2nd lien term loan and other
junior claims including trade payables, leases and pension
liabilities.  The 1st lien term loan ranks junior to the company's
unrated $135 million ABL revolver and has a first priority lien on
essentially all assets of the company except for the ABL priority
collateral (includes cash, inventory and receivables) to which it
has a second lien.  The B3/LGD4 assigned to the second lien term
loan reflects its effective 3rd lien position on the ABL priority
collateral, as well as its 2nd priority lien on all non-ABL
priority collateral.

The stable outlook reflects Moody's expectation for top line
revenue growth in the mid-to-low single digit range and relatively
stable margins over the next 12-24 months.  Moody's expects
leverage will decline to just under 5 times over the period with
positive free cash flow, absent any additional leveraging
shareholder friendly transaction.

The ratings could experience upward pressure if Talbots can
continue to drive revenue through positive same store sales growth,
while maintaining recent margin improvements resulting in leverage
around 4.5x or lower and interest coverage (EBITA/Interest Expense)
above 2.0x.  Given the company's history of aggressive financial
policies, an upgrade would also require a willingness to maintain
metrics at these levels.

Ratings could be downgraded if a decline in operating performance
or financial policies result in debt-to-EBITDA leverage sustained
above 6x.  Interest coverage (EBITA/Interest) below 1.4 times, or a
deterioration of liquidity could also result in a downgrade.

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

Headquartered in Hingham, Massachusetts, Talbots is a multi-channel
retailer of women's apparel, focusing on the 45-65 year old
demographic.  The company operates over 500 stores and reported LTM
revenue of just under $1.2 billion through May 2, 2015.  Talbots
was acquired by Sycamore Partners in August 2012.



TEMBEC INDUSTRIES: Moody's Affirms 'B3' Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service affirmed Tembec Industries Inc's B3
corporate family rating (CFR), B3-PD probability of default rating,
and B3 senior secured notes rating. The speculative grade liquidity
rating remains SGL-3 and the outlook remains negative.

Issuer: Tembec Industries Inc.

Affirmations:

Probability of Default Rating, Affirmed B3-PD

Corporate Family Rating, Affirmed B3

Senior Secured Regular Bond/Debenture, Affirmed B3(LGD3)

Outlook Actions:

Outlook, Remains Negative

"The negative rating outlook reflects Tembec's strong reliance on
its credit facilities to fund cash requirements for the remainder
of fiscal 2015," noted Ed Sustar, Moody's Vice President. "While
the company's cogeneration project at its Temiscaming mill in
Quebec has been completed, financial improvements have not yet
materialized."

RATINGS RATIONALE

Tembec's B3 CFR is primarily driven by high leverage, weak
operating margins and some remaining execution risks associated
with its co-generation project before the company achieves
materially higher cash flow in 2016. This is tempered by the
company's leading market position in specialty dissolving pulp and
the diversification provided by operations in several different
product sectors.

Tembec has adequate liquidity (SGL-3) through mid-2016. The company
has cash of CND$16 million as of June 2015, net availability of
approximately CND$8 million on the company's committed CND$175
million asset-based revolving credit facility (ABL, net of
borrowing base eligibility, reserves and approximately CND$48
million of letter of credit use) that matures in March 2018, and
our expectations of positive free cash flow generation over the
next four quarters as the financial improvements from its
Temiscaming co-gen boiler project materialize. Moody's expects the
company's ABL to remain fully utilized for the remainder of fiscal
2015, but expect the company to gradually reduce the balance in
2016 as cash flow improves. Moody's does not consider the company's
factoring facility (CND$21 million available and CND$1 million
drawn as of June 2015) as a source of liquidity since it can be
cancelled with 3 months' notice. The company faces minimal debt
maturities over the next 12 months. Most of the company's assets
are encumbered. The company does not have financial covenants.

An upgrade would be considered if the company's cash and unused,
committed borrowing availability increases to about 10% of revenue
and financial performance improves such that normalized RCF/TD and
(RCF-Capex)/TD measures approach 10% and 5%, respectively, on a
sustainable basis. Tembec's ratings could be downgraded if market
conditions deteriorate, leading to inadequate liquidity and
normalized (RCF-Capex)/TD were to remain negative.

Headquartered in Montreal, Quebec, Tembec is an integrated paper
and forest products company with operations primarily in Canada and
a mill in France. The company's main operating segments include
specialty cellulose pulp (32% of sales), wood products (27%), paper
(21%) and high-yield pulp (20%). Tembec generated sales of
approximately CND$1.4 billion for the 12 months ended June 2015.



TRINITY INDUSTRIES: Moody's Revises Outlook & Affirms Ba1 CFR
-------------------------------------------------------------
Moody's Investors Service revised the ratings outlook of Trinity
Industries, Inc. to stable from positive.  Concurrently, Moody's
affirmed all debt ratings of Trinity, including the Ba1 Corporate
Family Rating, the Ba1 rating of the senior unsecured notes and the
Ba2 rating of the convertible subordinated notes. Moody's also
assigned a Speculative Grade Liquidity Rating of SGL-2.

RATINGS RATIONALE

Moody's believes that Trinity has the debt capacity to contend with
the $682.4 million judgment of the District Court for the Eastern
District of Texas in the federal False Claims Act involving
Trinity's ET-Plus highway guardrail end-terminal product.  However,
additional litigation, both pending and potential, elevates the
risk that the monetary repercussions exceed the amount of the
judgment in the federal False Claims Act case, notwithstanding
Trinity's intention to appeal that judgment. There is an increasing
number of state, county and municipal legal actions in relation to
the ET-Plus product.  In addition, a federal subpoena from the
Department of Justice requesting certain documents relating to the
ET 2000 and ET-Plus guardrail products augments the risk of
additional legal action, even though there is no indication of any
such action by the Department of Justice at this time.

At the same time, Moody's expects continuing strong profitability
in Trinity's railcar manufacturing group during the current period
of high railcar demand, along with predictable cash flows from the
company's leasing group.  This should sustain operating performance
at recent levels with EBITA margins at around 18.5% and with most
credit metrics largely in line with other U.S. manufacturing
companies at the high Ba rating level.  Nevertheless, there has
been significant historical volatility in the demand for new
railcars and leasing operations typically experience constraints on
free cash flow generation during periods of strong demand.
Additionally, the credit benefits of the budding diversification
strategy, specifically of reducing volatility of cash flow, have
yet to be validated.

Moody's considers Trinity's liquidity to be good, reflected in a
Speculative Grade Liquidity Rating of SGL-2.  The company maintains
a sizeable cash balance, typically at least $400 million, and Funds
from Operations recently reached the $1.0 billion mark.  Free cash
flow, however, is not consistently positive as capital expenditures
in relation to the company's leasing and lease origination
operations can fluctuate materially. Trinity has a $600 million
revolving credit facility due 2020 and a warehouse loan facility
due 2019 at its leasing group that was recently upsized to $1.0
billion.

The stable ratings outlook takes into account Trinity's strong
order backlog of $7.8 billion in aggregate that provides revenue
visibility through 2016 across most business segments and should
result in maintaining credit metrics at current levels.  The
outlook also assumes continuing demand for Trinity's railcar lease
origination activities beyond the end of its strategic alliance
with Element Financial Corporation late 2015.

The ratings could be upgraded if Trinity executes on its strategic
objective prudently with cash deployed towards acquisitions in
adjacent sectors, while preserving a coherent group of
manufacturing companies and with moderate use of debt.  Trinity's
ability to demonstrate financial flexibility and to limit pressure
on its credit metrics and liquidity as annual deliveries of
railcars fluctuate with the economic cycle would be important
considerations for an upgrade.  Debt-to-EBITDA that is maintained
at 2.5 times or less and EBITA-to-Interest coverage of at least 5.0
times during the mid-cycle for railcar demand could support an
upgrade.  Sustained free cash flow while railcar demand exceeds
mid-cycle levels and Retained Cash Flow-to-Net Debt of at least 30%
range would also be important metrics.

The ratings could be lowered if demand for new railcars is expected
to weaken significantly, if there is a deterioration in the quality
of the leased assets (terms of leases, less desirable car types, or
a lower quality customer base), or if there is any disruption in
the funding structure of leasing operations that may put pressure
on liquidity.  Ratings could also be lowered if negative free cash
flow results in an increasing use of debt and deterioration in the
company's liquidity condition.  Sustained weakened credit metrics
such as Retained Cash Flow-to-Net Debt of less than 20%, or
EBITA-to-Interest below 4.0 times or Debt-to-EBITDA sustained in
excess of 3.0 times during the mid-cycle for railcar demand could
warrant downward rating consideration.

Outlook Actions:

Issuer: Trinity Industries, Inc.
  Outlook, Changed To Stable From Positive

Affirmations:
Issuer: Trinity Industries, Inc.
  Corporate Family Rating (Local Currency), Affirmed Ba1
  Probability of Default Rating, Affirmed Ba1-PD
  Senior Unsecured Regular Bond/Debenture, Affirmed Ba1 (LGD3)
  Senior Unsecured Shelf (Local Currency) Sep 14, 2017, Affirmed
   (P)Ba1
  Subordinate Conv./Exch. Bond/Debenture, Affirmed Ba2 (LGD5)

Assignments:

Issuer: Trinity Industries, Inc.
  Speculative Grade Liquidity Rating, Assigned SGL-2

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

Trinity Industries, Inc., headquartered in Dallas, TX, manufactures
freight and tank railcars and provides leasing, management and
other railcar related services.  In addition, the company
manufactures inland barges, energy equipment and highway products,
and is a producer of construction aggregates.  Revenues for the
last 12 months ended June 30, 2015 were $6.6 billion.



UNIVERSAL COOPERATIVES: Seeks to Wind Up UCI Brazil
---------------------------------------------------
Universal Cooperatives, Inc., and its affiliated debtors seek
authority from the U.S. Bankruptcy Court for the District of
Delaware to wind up and recover assets owned by non-debtor
affiliate, UCI do Brasil Industria E Comercio Ltda.

Travis G. Buchanan, Esq., at Young Conaway Stargatt & Taylor, LLP,
in Wilmington, Delaware, relates that UCI Brazil continues to
operate on a very limited basis solely to liquidate its remaining
assets and wind up its affairs.  He says that in recent months, UCI
Brazil has been confronted with liquidity and cash flow challenges,
and its current liabilities exceed its cash reserves.

Mr. Buchanan tells the Court that several parties have expressed
concern that if the tax credits owed from Brazilian taxing
authorities, and proceeds from the sale of UCI Brazil's assets in
Brazil are not recovered in the near term, a bankruptcy filing may
become necessary.  He further tells the Court that certain
additional corporate governance actions may be necessary on the
part of Universal to effectuate the winding up of UCI Brazil and to
pursue and liquidate remaining assets and tax credits, including,
but not limited to: (a) selecting a corporate representative or
attorney in fact; (b) instructing and directing its corporate
representative or attorney in fact, as the case may be, to
undertake certain actions necessary for winding up UCI Brazil; and
(c) executing any agreements necessary to effectuate an orderly
winding up of UCI Brazil and recovery of any assets, including tax
credits.

Mr. Buchanan asserts that it may be necessary for Universal to
exercise authority pursuant to its ownership interest in UCI Brazil
and the attendant rights and powers in conjunction therewith to
approve and undertake certain actions to facilitate a wind up of
UCI Brazil and recover residual proceeds for the benefit of the
Debtors' estates.

Mr. Buchanan says that sound business reasons exist to authorize
Universal to take the actions necessary to wind up UCI Brazil.  He
further says that the orderly wind up of UCI Brazil may enable
Universal to transfer substantial funds back to the United States,
which will generate value for Universal's estate and augment
potential distributions to creditors.  He adds that an orderly wind
up will also decrease possible exposure to certain liabilities for
Universal's estate and its representatives.  He warns that if
Universal does not obtain the authority to use its ownership
interest in UCI Brazil to direct and oversee the winding up of UCI
Brazil, the only alternative would be to abandon Universal's
estate's interest in UCI Brazil, which may result in a reduction of
value that could be realized for the benefit of Universal's estate
and its creditors.

Universal Cooperatives, Inc. and its affiliated debtors are
represented by:

          Robert S. Brady, Esq.
          Andrew L. Magaziner, Esq.
          Travis G. Buchanan, Esq.
          YOUNG CONAWAY STARGATT & TAYLOR, LLP
          Rodney Square
          1000 North King Street
          Wilmington, DE 19801
          Telephone: (302)571-6600
          Facsimile: (302)571-1253
          Email: rbrady@ycst.com
                 amagaziner@ycst.com
                 tbuchanan@ycst.com

             -- and --

          Mark L. Prager, Esq.
          Michael J. Small, Esq.
          Emil P. Khatchatourian, Esq.
          FOLEY & LARDNER LLP
          321 North Clark Street, Suite 2800
          Chicago, IL 60654-5313
          Telephone: (312)832-4500
          Facsimile: (312)832-4700
          Email: mprager@foley.com
                 msmall@foley.com
                 ekhatchatourian@foley.com

                  About Universal Cooperatives

As an inter-regional farm supply cooperative, Universal
Cooperatives, Inc. consolidates the purchasing power of its
members
to procure, and/or manufacture, and distribute high quality
products at competitive prices. Universal has 14 voting members
and
over 50 associate members.  

Eagan, Minnesota-based Universal Cooperatives and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
14-11187) on May 11, 2014.  The debtor-affiliates are Heritage
Trading Company, LLC; Bridon Cordage LLC; Universal Crop
Protection
Alliance, LLC; Agrilon International, LLC; and zavalon, Inc.  UCI
do Brasil, a majority-owned subsidiary located in Brazil, is not a
debtor in the Chapter 11 cases.  

The cases are assigned to Judge Mary F. Walrath.  

Universal Cooperatives disclosed $12.09 million in assets and
$29.3
million in liabilities as of the Chapter 11 filing.  

The Debtors have tapped Travis G. Buchanan, Esq., Robert S.
Brady, Esq., Andrew L. Magaziner, Esq., and Travis G. Buchanan,
Esq., at Young Conaway Stargatt & Taylor, LLP; and Mark L. Prager,
Esq., Michael J. Small, Esq., and Emil P. Khatchatourian, Esq., at
Foley  & Lardner LLP, as counsel; The Keystone Group, as financial
advisor and Prime Clerk as notice and claims agent.  

Bank of America, N.A., as agent for the DIP Lenders, is
represented
by Daniel J. McGuire, Edward Kosmowski, Esq., and Gregory M.
Gartland, Esq., at Winston & Strawn, LLP.  

The United States Trustee for Region 3 appointed seven members
to the Official Committee of Unsecured Creditors, which is
represented by Sharon Levine, Esq., Bruce S. Nathan, Esq., and
Timothy R. Wheeler, Esq., at Lowenstein Sandler LLP, in Roseland,
New Jersey; and Jamie L. Edmonson, Esq., and Daniel A. O'Brien,
Esq., at  Venable LLP, in Wilmington, Delaware.


UTE MESA LOT 1: Stearns Awarded $9K in Breach of Contract Damages
-----------------------------------------------------------------
Judge William J. Martinez of the United States District Court for
the District of Colorado granted in part and denied in part Leathem
Stearn's motion for partial summary judgment in the lawsuit filed
against Catalus Capital, LLC.

Stearn, Ute Mesa Lot 1, LLC, and Ute Mesa Lot LOT 2, LLC, sued
Catalus for alleged breach of contract and conversion after Catalus
failed to produce a loan offer according to expectations from the
"Aspen - Indicative Summary of Terms $29-MM Debt Facility."  Stearn
has already fronted $65,000 for Catalus's due diligence expenses.
Catalus counterclaimed for breach of contract, alleging that Stearn
now owes the 2% break-up fee, breach of the covenant of good faith
and fair dealing, negligent misrepresentation, and fraud.  The
Plaintiffs filed a Motion for Partial Summary Judgment.

Judge Martinez held that Stearn is entitled to at least $9,274 in
breach-of-contract damages, and that Catalus's third and fourth
counterclaims -- negligent misrepresentation and fraud -- fail for
lack of damages evidence.  Stearn's motion was otherwise denied,
Judge Martinez ruled.

The case is LEATHEM STEARN, UTE MESA LOT 1, LLC, a Colorado limited
liability company, and UTE MESA LOT 2, LLC, a Colorado limited
liability company, Plaintiffs, v. CATALUS CAPITAL, LLC, a
Connecticut limited liability company, Defendant, CIVIL ACTION NO.
13-CV-2514-WJM-KMT (D. Colo.).

A full-text copy of Judge Martinez's July 23, 2015 order is
available at http://is.gd/R3VUItfrom Leagle.com.  

Leathem Stearn, Ute Mesa Lot 1 LLC, Ute Mesa Lot 2 LLC are
represented by:

          Richard B. Podoll, Esq.
          Robert Alan Kitsmiller, Esq.
          PODOLL & PODOLL, P.C.
          5619 DTC Pkwy, Suite 1100
          Greenwood Village, CO 80111
          Tel: (303) 861-4000
          Fax: (303) 861-4004
          Email: rich@podoll.net
                 rob@podoll.net

Catalus Capital LLC, Catalus Capital LLC are represented by:

          Theodore E. Laszlo, Jr., Esq.
          Michael Jacob Laszlo, Esq.
          LASZLO & ASSOCIATES, LLC
          2595 Canyon Blvd., Suite 210
          Boulder, Colorado 80302
          Tel: (303) 926-0410
          Fax: (303) 443-0758
          Email: tlaszlo@laszlolaw.com
                 mlaszlo@laszlolaw.com

                       About Ute Mesa Lot 1

Denver, Colorado-based Ute Mesa Lot 1, LLC, filed for Chapter 11
bankruptcy (Bankr. D. Colo. Case No. 10-30620) on Aug. 13, 2010.
Duncan E. Barber, Esq., and Steven T. Mulligan, Esq., at Bieging
Shapiro & Burrus LLP, in Denver, assist the Debtor in its
restructuring effort.  Ute Mesa owns real property located in
Pitkin County, Colorado.  The Debtor disclosed $10,017,982 in
assets and $11,633,024 in liabilities.


VALITAS HEALTH: S&P Puts 'B-' CCR on CreditWatch Negative
---------------------------------------------------------
Standard & Poor's Ratings Services placed all of its ratings on
correctional facility health care provider Valitas Health Services
Inc., including the 'B-' corporate credit rating, on CreditWatch
with negative implications.

"The CreditWatch placement reflects our view that Valitas will be
challenged to meet upcoming step-downs to the company's financial
covenants," said Standard & Poor's credit analyst Shannan Murphy.

While Valitas has seen some recent margin improvements as a result
of cost savings and from exiting an unprofitable contract, this has
been partially offset by revenue declines associated with contract
losses.  Despite the margin improvement, S&P do not expect cash
flow to be positive in 2015 under the company's existing capital
structure, and S&P expects the company to continue to experience
seasonality in cash flows that require intra-year revolver
borrowings.  With covenants becoming increasingly restrictive over
the next few quarters, S&P believes that Valitas will be challenged
to remain in compliance with its total leverage and interest
coverage covenant tests, resulting in restricted access to the
company's revolver and heightened risk of a near-term liquidity
event.  Moreover, the company's revolver matures in June 2016, and
S&P believes that even if the company's addresses its near-term
covenants, liquidity will remain an issue if the company is unable
to refinance or extend this maturity.  S&P continues to assess
liquidity as less than adequate, based on its belief that the
company could possibly resolve its capital structure issues through
an amendment with lenders.

S&P intends to resolve its CreditWatch listing when it has more
information regarding Valitas' long-term plans to address its
capital structure.  S&P's review will also focus on the company's
ability to maintain access to liquidity, its plan to address the
2016 revolver maturity, and the sustainability of its capital
structure over the longer term.

S&P could lower the rating if it concludes that the company's
capital structure is unsustainable.  This could occur if S&P
believes that lenders will not accommodate the company's need for
covenant relief and seasonal liquidity.  S&P will monitor events
but could lower the rating in the near term unless the company's
capital structure issues are addressed.  To the extent that S&P
believes the company can resolve its covenant issues, maintain
access to the revolver, and generate breakeven to slightly positive
free cash flow on a recurring basis, S&P could affirm the 'B-'
rating and revise its rating outlook to stable.



VAUGHAN COMPANY: Bid to Junk Remax Clawback Suit Partially Granted
------------------------------------------------------------------
Judge Robert H. Jacobvitz of the United States Bankruptcy Court for
the District of New Mexico granted Michael Dreskin and Carol
Williams' motion to dismiss, for failure to state a claim, Count 1
of the complaint filed by Judith A. Wagner, Chapter 11 Trustee of
the bankruptcy estate of the Vaughan Company, Realtors.

The Chapter 11 Trustee asserted various claims arising from the
alleged improper relocation of certain real estate brokers who
worked at VCR with a new real estate brokerage firm, Elite Real
Estate LLC d/b/a Remax Elite, after the filing of VCR's bankruptcy
case, and the subsequent relisting of VCR's existing real estate
listings with Remax.  In Count 1 of the First Amended Complaint,
the Trustee alleges that the commissions paid to Remax are property
of the estate, and seeks an accounting of all information relating
to the commissions, including the listing agreements and any
closing statements relating to those listings.

Dreskin and Williams asserted that the Trustee cannot rely on the
Bankruptcy Code's turnover statute found in Section 542 to recover
information relating to commissions that were paid to Remax for
closed sales of properties that were at one time listed with VCR.

Judge Jacobvitz held that once the listings were re-listed with
Remax, the operative listing agreements for the properties in
question were owned by Remax, the brokers for the transactions
worked for Remax, Remax closed the transactions, and the
commissions payable for closed transactions were payable to Remax,
not VCR.  The judge thus concluded that Dreskin and Williams are
entitled to a judgment in their favor on Count 1 because it fails
to state a claim upon which relief can be granted.

The case is JUDITH A. WAGNER, Chapter 11 Trustee of the bankruptcy
estate of the Vaughan Company, Realtors, Plaintiff, v. MICHAEL
DRESKIN, CAROL WILLIAMS, and ELITE REAL ESTATE, LLC d/b/a REMAX
ELITE, Defendants, ADVERSARY NO. 13-1030 J (D.N.M.)

The bankruptcy case is In re: THE VAUGHAN COMPANY, REALTORS,
Debtor, CASE NO. 11-10-10759 JA (Bankr. D.N.M.).

A full-text copy of Judge Jacobvitz's July 23, 2015 memorandum
opinion is available at http://is.gd/j6IAQffrom Leagle.com.

Plaintiff is represented by:

          James A. Askew, Esq.
          Daniel Andrew White, Esq.
          ASKEW & MAZEL, LLC
          320 Gold Avenue S.W. Suite 300A          
          Albuquergue, NM 87102
          Tel: (505) 433-3097
          Fax: (505) 717-1494
          Email: jaskew@askewmazelfirm.com
                 dwhite@askewmazelfirm.com

Michael Dreskin and Carol Williams are represented by:

          Jesse Hatch, Esq.
          Stanley Hatch, Esq.
          HATCH LAW FIRM
          4801 Lang Avenue NE Suite 110
          Albuquerque, NM 87109
          Tel: (505) 798-2510
          Fax: (505) 796-9601

             -- and –-

          Shay E. Meagle, Esq.
          MEAGLE LAW, P.A.
          6500 Jefferson St. NE Ste. 260          
          Albuquerque, NM 87109-3490
          Email: shay@meaglelaw.com

Elite Real Estate, LLC d/b/a ReMax Elite are represented by:

          Gerald G. Dixon, Esq.
          Dennis W. Hill, Esq.
          6700 Jefferson NE Building B Suite 1
          Albuquerque, NM 87109
          Tel: (505) 244-3890
          Fax: (505) 244-3889
          Email: jdixon@dsblaw.com
                 dhill@dsblaw.com

             About The Vaughan Company Realtors

The Vaughan Company Realtors filed for Chapter 11 protection
(Bankr. N.M. Case No. 10-10759) on Feb. 22, 2010.  George D.
Giddens, Jr., Esq., represents the Debtor in its restructuring
efforts.  The Company estimated both assets and debts of between
$1 million and $10 million.  Judith A. Wagner was appointed as
Chapter 11 Trustee.

Mr. Vaughan filed a separate Chapter 11 petition (Bankr. D. N.M.
Case No. 10-10763) on Feb. 22, 2010.  The case was converted to a
chapter 7 proceeding on May 20, 2010.  Yvette Gonzales is the
duly appointed trustee of the Chapter 7 estate.


VISTA OUTDOOR: Moody's Assigns Ba2 CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service assigned a Ba2 Corporate Family Rating to
Vista Outdoor, Inc. and a Ba3 rating to Vista's $300 million senior
unsecured notes.  Moody's also assigned an SGL-1 speculative grade
liquidity rating.  Its rating outlook is stable.

"Proceeds from the notes together with revolver borrowings and cash
on hand will be used to fund Vista's $412.5 million acquisition of
CamelBak and $40 million acquisition of Jimmy Styks announced last
month," said Kevin Cassidy, Senior Credit Officer, at Moody's
Investors Service.

Vista was spun-off from Alliant Techsystems, Inc. (Now known as
Orbital ATK - Ba2 stable) in February 2015.  Prior to February 9,
2015, Vista was operated as the Sporting Group reporting segment of
Orbital ATK.  Vista operates in two segments: shooting sports and
outdoor products: Shooting sports generates about 60% of the
company's pro forma revenue and includes brands such as Savage
Arms, Federal Premium, and American Eagle.  The majority of revenue
in shooting sports comes from ammunition.  Examples of items in the
outdoor products segment include wildlife watching, archery, winter
sports, camping and hiking and golf.

The Ba3 rating on the senior unsecured notes is one notch lower
than the Ba2 CFR.  The notes are guaranteed by the company's
domestic operating subsidiaries.  The Ba3 rating on the reflects
its structural subordination to the unrated secured credit facility
($350 million term loan and $400 million revolver).

The SGL-1 Speculative Grade Liquidity rating reflects Vista's very
good liquidity profile, highlighted by cash balances of around $40
million, a manageable debt maturity schedule with no significant
maturities until 2020 (term loan and revolver), access to a $400
million revolving credit facility, and Moody's expectation of $150
to $200 million of free cash flow in fiscal 2016 with capital
expenditures estimated around $45 million for the year.  Moody's
expects adequate headroom of at least 40% under financial covenants
(leverage and interest coverage) over the next year. Moody's
anticipates about $100 million of share repurchases in fiscal
2016.

Ratings assigned:

Corporate Family Rating at Ba2;
Probability of Default Rating at Ba2-PD;
$300 million senior unsecured notes at Ba3 (LGD 3);
Speculative grade liquidity rating to SGL-1
Outlook is stable

RATINGS RATIONALE

Vista Outdoor's Ba2 Corporate Family Rating reflects its
substantial size for its product niche with pro forma revenue
around $2.25 billion and solid credit metrics with pro forma
debt/EBITDA just over 2 times.  Moody's expects leverage to remain
around this level despite Vista's strong free cash flow and ability
to repay debt due to the expectation of additional debt funded
acquisitions.  The rating reflects the growth in the outdoor
products segment.  The rating benefits from the strong recognition
of brands such as Bushnell and BLACKHAWK!, an expanding base of
firearm enthusiasts, and solid market share in ammunition and
outdoor products.  Vista's exposure to volatile raw material prices
(i.e., copper and lead) constrains the rating.  The rating is
constrained by the company's focus in ammunition and other shooting
related products because of the uncertainty and headline risk
surrounding the gun industry.  Because of this uncertainty, Vista's
credit metrics need to be stronger than other similarly-rated
consumer durable companies.

The stable outlook reflects Moody's view that the company's
operating performance will remain strong and that leverage will be
sustained around 2.0 times.  A temporary spike in leverage between
2.5 and 3.0 times is consistent with a stable outlook provided
leverage quickly approaches 2.0 times.

If the company's operating performance were to materially weaken
for any reason, the rating could be lowered.  Significant changes
in gun regulations could prompt a downgrade.  Key credit metrics
driving a downgrade would be debt/EBITDA sustained above 3 times.

An upgrade is possible if Vista can increase revenue and maintain
its earnings, cash flow and credit metrics in the face of
uncertainties in the gun industry.  Key credit metrics that could
prompt an upgrade over the longer term are: debt/EBITDA sustained
below 1.5 times and maintaining high single digit interest
coverage.

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

Vista Outdoor is a supplier of ammunition and outdoor sports and
recreation products.  The company designs, manufactures, and
markets a broad product line which services the hunting, shooting
sports, camping, wildlife watching, archery and golf markets under
recognized brands including BLACKHAWK!, Savage Arms and Bushnell
among others.  Pro forma revenue for the year ended March 31, 2015,
approximated $2.25 billion.



VISTA OUTDOOR: S&P Assigns 'BB+' CCR, Outlook Stable
----------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' corporate
credit rating to Clearfield, Utah-based outdoor sporting goods
company Vista Outdoor Inc. (Vista).  The outlook is stable.

At the same time, S&P assigned a 'BBB' issue-level rating to the
company's existing $350 million term loan A and $400 million
revolver due 2020.  The '1' recovery rating indicates S&P's
expectation of very high (90% to 100%) recovery in the event of a
payment default.  S&P also assigned a 'BB+' issue-level rating to
the company's proposed $300 million senior unsecured notes due
2023.  The '3' recovery rating indicates S&P's expectation of
meaningful (50% to 70%) recovery, at the high end of the range, in
the event of a payment default.

"The ratings on Vista reflect the company's moderate debt levels;
leading market positions in its product categories; product, brand,
and channel diversity; and participation in a growing industry,"
said Standard & Poor's credit analyst Bea Chiem. "Offsetting
factors include the company's narrow geographic diversity, with
about 80% of sales in the U.S.; participation in a highly
competitive and fragmented industry; relatively smaller scale; and
majority of sales and profits in the shooting sports segment, which
could experience some volatility from gun regulation or
publicity."

The company expects to use proceeds from the debt offering to fund
the purchases of CamelBak and Jimmy Styks and to cover fees and
expenses.  At the close of the transaction, S&P estimates that
Vista will have about $733 million of adjusted debt.



WALLDESIGN INC: Summary Judgment in "Buresh" Suit Reversed
----------------------------------------------------------
Judge Virginia A. Philips of the United States District Court for
the Central District of California reversed a bankruptcy court's
decision granting the motion for summary judgment filed by Donald
F. Buresh and Sharon J. Phillips in a lawsuit filed by the Official
Committee of Unsecured Creditors of Walldesign Inc.

The Committee brought 96 separate adversary proceedings to recover
payments totaling approximately $8 million made by Michael Bello
from a secret Walldesign account, including payments to Donald F.
Buresh and Sharon J. Phillips for the purchase of real property
where the Bello Family Vineyard, LLC, tasting room is located.
Bello is Walldesign's sole shareholder, sole director, and
president.

Buresh and Phillips filed a motion for summary judgment against the
Committee.  The motion was granted by the bankruptcy court, holding
that Buresh and Phillips were subsequent transferees under Section
550(a)(1) of the Bankruptcy Code, and that they accepted the
payments for value, in good faith, and without knowledge of the
payments' voidability.

On appeal, Judge Philips disagreed with the bankruptcy court and
held that Buresh and Phillips constitute initial transferees under
Section 550(a)(1).  Judge Philips explained that although the
transfers Bello made from the secret account were improper and
breached his duty to the corporation, he effected them in his
capacity as a Walldesign representative.  Thus, Bello was not the
initial transferee, Judge Philips ruled.

Accordingly, Judge Philips remanded the case to the bankruptcy
court for further proceedings and administratively closed the
related case, case number 8:14-cv-01724.

The case is IN RE: WALLDESIGN, INC., A SUBCHAPTER S CORPORATION,
CASE NOS. SACV 15-00167-VAP, SACV 14-01724-VAP, 8:12-BK-10105-CB
(Bankr. C.D. Cal.)

A full-text copy of Judge Philip's July 17, 2015 order is available
at http://is.gd/fATDf0from Leagle.com.

The Committee is represented by:

          Jack Andrew Reitman, Esq.
          John P Reitman, Esq.
          LANDAUE GOTTFRIED AND BERGER LLP
          1801 Century Park East, Suite 700
          Los Angeles, CA 90067
          Tel: (310) 557-0050
               (310) 557-0056
          Email: jareitman@lgbfirm.com
                 jreitman@lgbfirm.com

Donald F. Buresh and Steven J. Katzman are represented by:

          Anthony R Bisconti, Esq.
          Steven J Katzman, Esq.
          BIENERT MILLER AND KATZMAN PLC
          903 Calle Amanecer, Suite 350
          San Clemente, CA 92673
          Tel: (949) 226-6776
          Fax: (949) 369-3701

                     About Walldesign, Inc.

Walldesign Inc., incorporated in 1983, installs drywall,
insulation, plaster and provides related services to single and
multi-family construction projects throughout California, Nevada
and Arizona.

Walldesign, based in Newport Beach, California, said the global
credit crisis that occurred in the third quarter of 2008 had a
severe negative impact on its business: capital for construction
projects dried up, buyers vacated the market for new homes and
profit margins on new jobs eroded.  Cash flow problems slowed
payments to vendors, precipitating collection lawsuits forcing it
to seek Chapter 11 protection (Bankr. C.D. Cal. Case No. 12-10105)
on Jan. 4, 2012.  The Debtor estimated $10 million to $50 million
in assets and debt.  

Marc J. Winthrop, Esq., Sean A. O'Keefe, Esq., and Jeannie Kim,
Esq., at Winthrop Couchot, serve as the Debtor's counsel.  Brian
Weiss of BSW & Associates serve as the Debtor's chief restructuring
officer.  The official committee of unsecured creditors tapped
Jones Day as its counsel.

The Court confirmed the plan of liquidation of Walldesign on July
30, 2014.  The liquidation plan was jointly proposed by the company
and the unsecured creditors' committee.  The plan calls for the
liquidation of Walldesign's assets and payments to holders of
administrative claims and other creditors entitled to distributions
of all cash on hand well as net proceeds realized from the
litigation of claims held by the estate and liquidation of other
assets.


WATERSCAPE RESORT: 70 West Can Continue to Use "Cassa Hotel"
------------------------------------------------------------
Judge Saliann Scarpulla of the Supreme Court of New York County
denied Waterscape Resort, L.L.C.'s request for the issuance of an
order to show cause enjoining 70 West 45th Street Holding LLC and
Waterscape Resort II, LLC, from continuing to use the "Cassa Hotel"
trademark.

Waterscape sued 70 West asserting causes of action for
infringement, dilution, unjust enrichment, conversion, unauthorized
use of its trade name, consumer fraud, and breach of contract in
relation to 70 West's continued use of the name "Cassa Hotel" and
related and derived marks and names after the termination of their
license agreement without permission from Waterscape.  Waterscape
moved, by order to show cause, for an order enjoining and
restraining 70 West from using the mark during the pendency of the
action.  70 West argued, as an initial matter, that the alleged
mark is not registered and Waterscape has not proven that it
prevailed in a first use of the mark.

Judge Scarpulla held that although Waterscape alleges that it has a
common law trademark of "Cassa Hotel" and related and derived
names, and has been using the term earlier than any other party,
Waterscape has not provided sufficient evidence supporting these
allegations to demonstrate ultimate success in its claim.  Neither
has Waterscape demonstrated that it would suffer irreparable injury
that is actual and imminent if injunctive relief is withheld at
this point, Judge Scarpulla further held.

The case is WATERSCAPE RESORT, L.L.C., Plaintiff, v. 70 WEST 45TH
STREET HOLDING LLC AND WATERSCAPE RESORT II, LLC, Defendants,
DOCKET NO. 652124/2014, MOTION SEQ. NO. 001 (N.Y.).

A full-text copy of Judge Scarpulla's July 17, 2015 decision and
order is available at http://is.gd/kvDuIjat Leagle.com.  

                      About Waterscape
Resort

Waterscape Resort LLC, aka Cassa NY Hotel and Residences, filed for
Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No.
11-11593) on April 5, 2011.  Waterscape acquired property
consisting of three contiguous buildings at 66, 68 and 70 West 45th
Street in Manhattan, for the sum of $20 million, and developed the
property into a 45-storey condominium project including a luxury
hotel, a restaurant and luxury residential apartments.  The
purchase was financed with a $17 million acquisition loan and
mortgage from U.S. Bank Association.  The Cassa NY Hotel and
Residences features 165 hotel rooms, and above the hotel units, 57
residences.

Brett D. Goodman, Esq., and Lee William Stremba, Esq., at Troutman
Sanders LLP, represented the Debtor as bankruptcy counsel. Holland
& Knight LLP served as its special litigation counsel. The Debtor
disclosed $214 million in assets and $159 million in liabilities as
of the Chapter 11 filing.

Schiff Hardin LLP served as counsel to a 3-member Official
Committee of Unsecured Creditors.

U.S. Bankruptcy Judge Stuart Bernstein confirmed Waterscape's
reorganization plan in July 2011, which calls for repaying much of
the company's debt with proceeds from the $128 million sale of  the
hotel section of the development.  The Plan was filed May 6,
2011.


WESTMORELAND COAL: Reports Second Quarter 2015 Results
------------------------------------------------------
Westmoreland Coal Company reported a net loss of $37.8 million on
$349 million of revenues for the three months ended June 30, 2015,
compared with a net loss of $63.1 million on $288 million of
revenues for the same period in 2014.

For the six months ended June 30, 2015, the Company reported a net
loss of $51.7 million on $720 million of revenues compared to a net
loss of $82.2 million on $4681 million of revenues for the same
period during the prior year.

"Our results for the second quarter were solid across all segments.
We are very pleased with the results, which as we announced
earlier are in-line with our expectations and consistent with our
full year Adjusted EBITDA guidance," said Keith E. Alessi,
Westmoreland's CEO.

A copy of the press release is available at http://is.gd/DHoWMe

                        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.


WINDSOR FINANCING: Moody's Affirms Ba2 Rating on Sr. Sec. Loan
--------------------------------------------------------------
Moody's Investors Service affirmed the Ba2 rating assigned to
Windsor Financing LLC's senior secured term loan due December 2017.
The outlook remains stable.

Windsor's credit profile is driven by contractual cash flow streams
generated by its two wholly-owned operating subsidiaries, the 240
MW Spruance coal-fired generation plant located in Virginia and the
120MW Edgecombe coal-fired cogeneration plant located in North
Carolina.  Spruance and Edgecombe provide unconditional upstream
guarantees of Windsor's debt on a joint and several basis.  The
rating, however, is currently constrained at the Ba2 level by
Windsor's highly leveraged capital structure, unexpected plant
outages and key financial metrics that are somewhat weak for the
Ba-rating category.

RATINGS RATIONALE

The rating affirmation considers the near-term maturity of
Edgecombe and Spruance's power purchase agreements (PPA) with
Virginia Electric Power Company (VEPCO: A2, stable) and the
transition to new PPA's with Northern Virginia Electric Cooperative
(NOVEC: not rated).  The effective date for the Edgecombe's PPA
with NOVEC is October 15, 2015 while the effective date for the
Spruance PPA is Aug. 1, 2017.

The transition to PPA's with NOVEC is a credit positive.  Edgecombe
and Spruance each entered into new long-term PPA's with NOVEC in
October 2008 with commencement dates that coincide with the
expiration of the VEPCO PPA's and extend to May 31, 2029. While the
PPA's with NOVEC provide lower capacity revenue vis-à-vis the
VEPCO PPA's, they provide higher probability of fuel and operating
cost recovery and more predictable levels of annual cash flow
through 2029.  Specifically, as long as Spruance and Edgecombe meet
target heat rates, their respective fuel costs as well as any
emission related cost are passed through to NOVEC.  A variable
operating and maintenance fee provides additional cost recovery.
NOVEC, the 11th largest electric distribution cooperative in the
United States, has a fairly low business risk profile and has
historically generated strong investment-grade credit metrics.

The rating affirmation takes into consideration Windsor's weak
financial performance during 2014 driven by increased dispatch,
unexpected plant outages and a decline in contractual energy price
levels.  As a result, Windsor's consolidated funds from operations
(FFO) declined to $13.3 million in 2014 from $22.6 million causing
FFO-to-Debt to decline to 6% from 10%.  Moody's expectation for
Windsor was to achieve FFO of $25 million in 2014 and FFO-to-Debt
of approximately 11%.

Improved financial performance, however, is anticipated during
2015.  To that end, reduced dispatch levels during the first
quarter of 2015 (the units were dispatched more during 1Q14 due to
cold weather) helped improve Windsor's FFO-to-Debt to approximately
8% for the trailing twelve months ended March 31, 2015.

Moody's current expectation is that Windsor will achieve
FFO-to-Debt and debt service coverage ratio (DSCR) of approximately
10% and 2 times, respectively, through the remaining term of the
credit facilities (2017).  Moreover, Moody's anticipates an
approximate debt balance of $190 million at maturity.  Debt
outstanding under the term loan as of March 31, 2015 totaled
approximately $216 million.  While the expected amount needing to
be refinanced at maturity is significant, refinancing risk is
manageable as the Spruance and Edgecombe facilities will be fully
contracted through 2029.  Moody's estimates capacity payments from
NOVEC in aggregate for the period 2018-2029 to exceed $1 billion.

The stable outlook reflects an expectation for increased cash flow
generation in 2015 and continued modest debt repayment.

Over the near term, an upgrade is not anticipated.  Longer term, a
rating upgrade could occur should Windsor's DSCR and FFO-to-Debt
exceed 2.5 times and 13%, respectively, on a recurring basis.

In light of the existence of the NOVEC PPA's, Windsor's rating is
well-positioned in the Ba rating category.  The rating come under
downward pressure if operating problems resurface for a sustained
period or if Windsor's debt service coverage ratio and FFO-to-Debt
falls meaningfully below 1.8 times and 8%, respectively, on a
recurring basis.

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



Z'TEJAS SCOTTSDALE: Has Until Aug. 12 to File Schedules
-------------------------------------------------------
Judge Paul Sala of the U.S. Bankruptcy Court for the District of
Arizona gave Z'Tejas Scottsdale, LLC, et al., until Aug. 12, 2015,
to file their schedules of financial affairs and statements of
assets and liabilities.

                     About Z'Tejas Scottsdale

Based in Scottsdale, Arizona, Z'Tejas Scottsdale, LLC, et al.,
operate 9 Z'Tejas, Z'Tejas Southwestern Grill and Taco Guild
restaurants within the United States.  The restaurant chain was
founded in 1989 by Larry Foels and Guy Villavso.  Z'Tejas boasts of
exceptional and innovative food and a unique look at each location
to provide a "non-chain feel".  Five restaurants are in Arizona,
three are in Austin, Texas, and one in Costa Mesa, California.  The
company has 300 full time employees and 425 part-time employees.

Z'Tejas Scottsdale and its affiliates sought Chapter 11 protection
(Bankr. D. Ariz. Lead Case No. 15-09178) in Phoenix on July 22,
2015.  The cases are assigned to Judge Paul Sala.

The Debtors have tapped Nussbaum Gillis & Dinner, P.C., and
Pachulski Stang Ziehl & Jones LLP as attorneys, and Mastodon
Ventures, Inc., as investment banker.

The 11 U.S.C. Sec. 341(a) meeting of creditors is slated for Aug.
25, 2015.

Lender Cornbread Ventures, LP, is represented by Jordan A. Kroop,
Esq., at Perkins Coie LLP, in Phoenix, Arizona.


ZOGENIX INC: Prices Public Offering of Common Stock
---------------------------------------------------
Zogenix, Inc., has priced an underwritten public offering of
4,750,000 shares of its common stock at a price to the public of
$18.00 per share.  The gross proceeds from the offering, before
underwriting discounts and commissions and offering costs, are
expected to be approximately $85,500,000.

Zogenix has granted the underwriters a 30-day option to purchase up
to an additional 712,500 shares of common stock.  All of the shares
to be sold in the offering are being sold by Zogenix. Zogenix
intends to use the net proceeds from this offering to fund clinical
research and development of ZX008 in Dravet syndrome and
potentially other epilepsy indications, submission of regulatory
filings and preparation of commercial activities for ZX008, and for
working capital and other general corporate purposes.

Leerink Partners LLC and Stifel are acting as joint book-running
managers for the offering.  Oppenheimer & Co. and Brean Capital,
LLC are acting as co-managers for the offering.  The offering is
expected to close on or about Aug. 4, 2015, subject to satisfaction
of customary closing conditions.

                         About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

Zogenix reported net income of $8.58 million in 2014 following a
net loss of $80.85 million in 2013.

As of March 31, 2015, the Company had $180 million in total assets,
$146 million in total liabilities, and $34.3 million in total
stockholders' equity.

Ernst & Young LLP, in San Diego, California, 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 and negative cash flows from
operating activities raise substantial doubt about its ability to
continue as a going concern.


ZUCKER GOLDBERG: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Zucker, Goldberg & Ackerman, LLC
           aka Yankee Title
        200 Sheffield Street, Suite 101
        Mountainside, NJ 07092

Case No.: 15-24585

Chapter 11 Petition Date: August 3, 2015

Court: United States Bankruptcy Court
       District of New Jersey (Newark)

Judge: Hon. Christine M. Gravelle

Debtor's Counsel: Daniel Stolz, Esq.
                  Steven Z. Jurista, Esq.
                  Leonard C. Walczyk, Esq.
                  Scott S. Rever, Esq.
                  Donald W. Clarke, Esq.
                  WASSERMAN, JURISTA & STOLZ, P.C.
                  110 Allen Road, Suite 304
                  Basking Ridge, NJ 07920
                  Tel: (973) 467-2700
                  Email: dstolz@wjslaw.com
                         sjurista@wjslaw.com
                         lwalczyk@wjslaw.com
                         srever@wjslaw.com
                         dclarke@wjslaw.com

Debtor's          BROWN, MOSKOWITZ & KALLEN, P.C.
Litigation        180 River Road, Summit
Counsel:          New Jersey 07901

Debtor's          BMC GROUP, INC.
Noticing and
Balloting
Agent:

Total Assets: $11.5 million as of June 30, 2015

Total Liabilities: $53.3 million as of June 30, 2015

The petition was signed by Michael S. Ackerman, managing member.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Land Records of America             Business Debt      $4,746,736
1525 Walnut Hill Lane, Suite 300,
Irving, TX 75038

Superior Legal Services Corp.       Business Debt      $4,734,975
163 US Highway 130
Bldg. One, Suite E
Bordentown, NJ 08505

Provest, LLC                        Business Debt      $3,392,304
4520 Seedling Circle
Tampa, FL 33614

Fortune Title Agency                Business Debt      $1,748,897
39 Woodland Road
Roseland, NJ 07068

DGR                                 Business Debt        $686,062
1359 Littleton Road
Morris Plains, NJ 07950-3000

Signature Information Solution      Business Debt        $515,202
PO Box 7247-7787
Philadelphia, PA 19170-7778

Black Knight Technology Solutions   Business Debt        $473,402
Dept. 9277
Los Angeles, CA 90084

Valtech Research                    Business Debt        $378,425
Attn: Doreen Gordon
One Old Country Road, Suite 225
Carle Place, NY 11514-1151

Black Knight Portfolio Solution     Business Debt        $348,210
PO Box 849277
Los Angeles, CA 90084

AMC Settlement Services             Business Debt        $344,233
345 Rouser Road
Bldg. 5, Floor 6
Coraopolis, PA 15108

Aetna                                Business Debt       $316,087
PO Box 88874
Chicago, IL 60695-1874

Premium Assignment                   Business Debt       $292,186
Corporation
PO Box 3100
Tallahassee, FL 32315

Howard Alan Potter Assoc., Inc.      Business Debt       $285,570
PO Box 479
Marlboro, NJ 07746

Action Title, LLC                     Business Debt      $277,527
21 The Terrace, 1st Floor
Rutherford, NJ 07070

Bergen County Sheriff                 Business Debt      $184,426
10 Main Street
Bergen County Justice Center
Hackensack, NJ 07601

Eisner Amper LLP                      Business Debt      $144,480

Microsoft Corporation                 Business Debt      $131,143

Iron Horse Services, LLC              Business Debt      $123,096

Pacer Service Center                  Business Debt      $101,876

Hudson County Sheriff                 Business Debt       $98,671


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2015.  All rights reserved.  ISSN: 1520-9474.

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