TCR_Public/150807.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, August 7, 2015, Vol. 19, No. 219

                            Headlines

ALEXZA PHARMACEUTICALS: Lansdowne Holds 8.9% Stake as of July 31
ALPHA NATURAL: Posts $468 Million Net Loss for Second Quarter
AMAG PHARMACEUTICALS: Moody's Affirms 'B2' Corporate Family Rating
AMERICAN STANDARD: Files for Chapter 11 to Halt Foreclosure
ANDEANGOLD LTD: Fails to File Financial Statements, CFO Steps Down

ANIXTER INT"L: S&P Affirms 'BB' Corp. Credit Rating
ARCH COAL: Effects a 1-for-10 Reverse Stock Split
ATWOOD OCEANICS: S&P Affirms 'BB' Corp. Credit Rating
AVINTIV INC: Moody's 'B2' Rating Not Impacted by Sale to Berry
BASIC ENERGY: S&P Lowers CCR to 'B-', Outlook Negative

BEAZER HOMES: Posts $12.2 Million Net Income for Third Quarter
BERRY PLASTICS: Posts $13 Million Consolidated Loss for Q3
BEVERAGES & MORE: Moody's Hikes Corporate Family Rating to 'B3'
BG MEDICINE: Noubar Afeyan Reports 27.6% Stake
BUILDERS FIRSTSOURCE: JLL Reports 22.4% Stake as of July 31

BULLIONDIRECT INC: Hires Martinec Win as Counsel
CAESARS ENTERTAINMENT: Reports Results for Second Quarter of 2015
CAPSUGEL SA: S&P Affirms 'B+' Corp. Credit Rating
CENTENE CORP: Moody's Puts 'Ba2' Sr Debt Rating on Review
COCRYSTAL PHARMA: To Hold "Say-on-Pay" Votes Every Three Years

CORPORATE RESOURCE: Taps Rust Omni as Claims and Noticing Agent
COVANTA HOLDING: Moody's Affirms 'Ba2' Corporate Family Rating
DEERFIELD RANCH: Seeks Joint Mediation With Rabobank On Plan Terms
EDUCATION REALTY: S&P Revises Outlook to Pos. & Affirms 'BB+' CCR
ENVISION ACQUISITION: S&P Revises Outlook & Affirms 'B' CCR

EXTERRAN CORP: S&P Withdraws 'BB-' Corporate Credit Rating
FAIRFAX COUNTY RHA: S&P Cuts Housing Revenue Bonds Rating to 'B-'
FIRST DATA: Moody's Rates 1st Lien Notes Due 2023 'B1'
FIRST DATA: Reports $26 Million Net Loss for Second Quarter
FIRST DATA: S&P Assigns 'BB-' Rating on $675MM 1st Lien Notes

FOR IRWIN: Moody's Affirms 'Ba2' Rating on Class III Bonds
GAS-MART USA: Control Clarified by Kansas City Bankruptcy Judge
GREGORY BOS: Split Widens on Discharge for Benefits Pay Failure
GULF PACKAGING: Court OKs $933K Packaging Equipment Sale to GAPCO
GULF PACKAGING: FCC Agrees to Termination Date Amendment

HEALTHSOUTH CORP: Moody's Rates New $300MM Sr. Unsecured Notes B1
HUDSON'S BAY: Moody's Assigns 'B1' Rating on 2022 Secured Loan B
JW RESOURCES: Files Schedules of Assets and Liabilities
KEMET CORP: Reports $37 Million Net Loss for June 30 Quarter
KEY SAFETY: Moody's Affirms 'B1' Corporate Family Rating

KSS HOLDINGS: S&P Retains 'B+' CCR After Proposed $50MM Debt Add-On
LANAI HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating
LIGHTSQUARED INC: Court Rejects Ex-Chair's Plan Appeal
MENLO PARK CDA SUCCESSOR: Moody's Hikes 2006 Bonds Rating From Ba1
MGM RESORTS: Reports Second Quarter Financial Results

MOTOROLA SOLUTIONS: Moody's Cuts Subordinated Shelf Rating to Ba1
NET ELEMENT: Files Financial Statements of PayOnline with SEC
NIRVANA INC: U.S. Trustee Forms 3-Member Creditors Committee
NVA HOLDINGS: Moody's Assigns 'B1' Rating to First Lien Term Loan
OZ GAS: Court Authorizes Transfer of $22K to Oz

PARTY CITY: Moody's Assigns B3 Rating on $350MM Noes Due 2023
PARTY CITY: S&P Assigns 'CCC+' Rating on New $350MM Notes Due 2023
PLUG POWER: Registers Possible Resale of 7.8 Million Shares
PRESIDENTIAL REALTY: Unit Inks $1.7MM Loan Agreement with Natixis
RECOVERY CENTERS: Wants Oct. 5  Claims Bar Date for Add'l Employees

RSP PERMIAN: $200MM Add-on Notes No Impact on Moody's Ratings
SABINE OIL: Aug. 10 Final Hearing on Equity Trading Protocol
SALON MEDIA: WGA to Serve as Collective Bargaining Representatives
SEARS HOLDINGS: Moody's Affirms 'Caa1' Corporate Family Rating
SIGA TECHNOLOGIES: U.S. Trustee Objects to Cash Performance Bonus

SIGNAL INT'L: Trafficking Claimants' Attys File Disclosures
SPECTRUM ANALYTICAL: Spencer Stone Withdraws as Counsel
SRS DISTRIBUTION: Moody's Assigns 'B2' Rating to 2022 Sec. Loan
SRS DISTRIBUTION: S&P Affirms 'B' CCR, Outlook Stable
ST. LOUIS CENTER: Case Summary & 20 Largest Unsecured Creditors

SWIFT TRANSPORTATION: S&P Affirms Then Withdraws 'BB-' CCR
TEAM HEALTH: Moody's Puts Ba2 CFR Under Review for Downgrade
TERRA BIOENERGY: Case Summary & 20 Largest Unsecured Creditors
UNI-PIXEL INC: Amends Form 8-K Report with SEC
UNI-PIXEL INC: Board Approves Stock Awards to Executive Officers

USG CORP: Moody's Hikes Corp. Family Rating to B1, Outlook Positive
VERMILLION INC: Birchview Capital Reports 6% Stake as of July 17
WALTER ENERGY: Has Interim Approval of Equity Trading Protocol
WALTER ENERGY: Has Interim OK to Pay $5.7M to Critical Vendors
WRIGHTWOOD GUEST: Involuntary Chapter 11 Case Summary

Z'TEJAS SCOTTSDALE: Court OKs Nussbaum Gillis as Local Co-counsel
Z'TEJAS SCOTTSDALE: Taps Pachulski Stang as Bankruptcy Counsel
[^] BOOK REVIEW: BOARD GAMES - Changing Shape of Corporate Power

                            *********

ALEXZA PHARMACEUTICALS: Lansdowne Holds 8.9% Stake as of July 31
----------------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Lansdowne Partners Austria GmbH and Lansdowne
Investment Company Limited disclosed that as of July 31, 2015, they
beneficially owned 1,739,389 shares of common stock of Alexza
Pharmaceuticals, Inc., which represents 8.93 percent of the shares
outstanding.  A copy of the regulatory filing is available for free
at http://is.gd/RJt5fc

                           About Alexza

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

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

Alexza Pharmaceuticals reported a net loss of $36.7 million in 2014
compared to a net loss of $39.6 million in 2013.

As of March 31, 2015, the Company had $43.2 million in total
assets, $94.8 million in total liabilities, and a $51.7 million
total stockholders' deficit.

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


ALPHA NATURAL: Posts $468 Million Net Loss for Second Quarter
-------------------------------------------------------------
Alpha Natural Resources, Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $468 million on $765 million of total revenues for the
three months ended June 30, 2015, compared to a net loss of $513
million on $1 billion of total revenues for the same period in
2014.

For the six months ended June 30, 2015, the Company reported a net
loss of $400 million on
$1.6 billion of total revenues compared to a net loss of $568
million on $2.1 billion of total revenues for the same period
during the prior year.

As of June 30, 2015, the Company had $9.9 billion in total assets,
$7.3 billion in total liabilities, and $2.6 billion in total
stockholders' equity.

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

                       http://is.gd/H6Mdsl

                       About Alpha Natural

Alpha Natural -- http://www.alphanr.com/-- is a coal supplier,
ranked second largest among publicly traded U.S. coal producers as
measured by 2014 consolidated revenues of $4.3 billion.  As of Dec.
31, 2014, the Company operated 60 mines and 22 coal preparation
plants in Northern and Central Appalachia and the Powder River
Basin, with approximately 8,900 employees.

Alpha Natural Resources, Inc. and certain of its wholly-owned
subsidiaries filed voluntary petitions (Bankr. E.D. Va. Lead Case
No. 15-33896) on Aug. 3, 2015.  The petition was signed by Richard
H. Verheij, executive vice president, general counsel and corporate
secretary.

Jones Day serves as general counsel to the Debtors.  Hunton &
Williams LLP acts as the Debtors' local counsel.  Rothschild Group
represents as the Debtors' financial advisor.  The Debtors'
investment banker is Alvarez & Marsal Holdings, LLC.  Kurtzman
Carson Consultants serves as the Debtors' claims and noticing
agent.


AMAG PHARMACEUTICALS: Moody's Affirms 'B2' Corporate Family Rating
------------------------------------------------------------------
Moody's Investors Service affirmed the B2 Corporate Family Rating
and B2-PD Probability of Default Rating of AMAG Pharmaceuticals,
Inc. At the same time, Moody's assigned a Ba2 rating to the
proposed $350 million senior secured term loan and a B3 rating to
the proposed $450 million senior unsecured notes offering. The
proceeds from the proposed debt offerings will be used primarily to
finance the acquisition of Cord Blood Registry (CBR) and refinance
existing bank debt. Concurrently Moody's raised the Speculative
Grade Liquidity Rating to SGL-1 from SGL-2 and changed the outlook
to positive from stable.

The positive outlook reflects AMAG's improving product diversity
following the acquisition of CBR. The change in outlook also
acknowledges the company's growing track record of strong free cash
generation and demonstrated willingness to opportunistically issue
equity to partly fund its growth strategy.

The improvement in the liquidity rating is supported by AMAG's
meaningful cash balance following a recent equity offering. Moody's
expects this cash, combined with strong free cash flow will provide
ample liquidity to fund mandatory term loan amortization and
contractual milestone payments related to past acquisitions.

Ratings affirmed:

Corporate Family Rating, at B2

Probability of Default Rating, at B2-PD

Ratings changed:

Speculative Grade Liquidity Rating changed to SGL-1 from SGL-2

Rating Outlook, to positive from stable

Ratings assigned:

  $350 million Senior Secured Bank Credit Facility due 2021, Ba2
(LGD2)

  $450 million Senior Unsecured Notes due 2023, B3 (LGD4)

Ratings to be withdrawn at the close of the transaction:

  $340 million Senior Secured Bank Credit Facility due 2020, Ba3
(LGD2)

RATINGS RATIONALE

The B2 rating reflects AMAG's small size within the pharmaceutical
industry and its high revenue concentration in two products (Makena
and Feraheme). The rating is also constrained by the risk of
substantial market share erosion in Makena if generic competition
enters following the expiration of Orphan Drug Exclusivity in
February 2018. Moody's believes that AMAG will continue to be
highly acquisitive. While over time these acquisitions should
improve business diversity, the company's acquisitive strategy
raises execution and integration risk and Moody's anticipates that
leverage will generally remain in the 4.0 to 5.0 times range. The
rating is supported by AMAG's high profit margins and low capital
requirements which result in very strong cash flow. The ratings are
also supported by Moody's expectation that Makena will continue
grow rapidly, driven by increased FDA oversight and scrutiny of
compounding pharmacies that distribute competing products.

The ratings could be upgraded if AMAG continues to deliver strong
top-line growth, generates continued strong free cash flow and
operates with debt/EBITDA in the 4.0x times range. Further,
improvement in product diversity and progress in protecting a
substantial portion of the Makena franchise post-2018 through life
cycle management strategies would also support positive rating
pressure.

The ratings could be downgraded if debt/EBITDA is sustained above
5.0 times. This scenario could occur with any setbacks in Makena or
Feraheme sales, or if the company pursues large debt-financed
acquisitions.

Headquartered in Waltham, Massachusetts, AMAG Pharmaceuticals, Inc.
("AMAG") is a specialty pharmaceuticals company with a focus
primarily in maternal health and the treatment of anemia. Moody's
believes that revenue following the acquisition of CBR will exceed
$500 million.



AMERICAN STANDARD: Files for Chapter 11 to Halt Foreclosure
-----------------------------------------------------------
American Standard Energy Corp. sought Chapter 11 bankruptcy
protection to halt foreclosure and examine all options, including a
reorganization plan that would restructure $40 million of secured
debt.

J. Steven Person explains that, as companies that purchase and
develop rights to undeveloped oil and gas and seek to develop and
sell oil and gas for a profit, the Debtors are susceptible to the
events in the global market for these products.  The recent,
continuing slump in the prices that sellers of oil and gas can
achieve has damaged the Debtors' business.  As a result of this
financial stress, the Debtor's secured creditor asserts that
American Standard's operating subsidiary has defaulted under its
$40 million secured debt facility.  The secured creditor has taken
steps to enforce its rights pursuant to such default.

American Standard's subsidiary is the borrower pursuant to the
Amended and Restated Credit Agreement dated as of Feb. 5, 2014 with
Cortland Capital Market Services LLC, as agent for two lenders,
PWCM Master Fund Ltd. and Pentwater Equity Opportunities Master
Fund Ltd.  The agent asserts that approximately $40 million was
past due and outstanding as of the Petition Date, owed by the
Subsidiary.  Pentwater asserts a security interest in and lien on
substantially all assets of the Subsidiary.   Pentwater asserts
that the debt under the Secured Debt Facility is guaranteed by
American Standard and secured by a pledge of its equity holding in
the Subsidiary.

Management continue to evaluate the companies' options in Chapter
11, and reserve all their rights in this regard.  However, at this
time, and in general, the Debtors intend to consummate a
reorganization plan which would restructure and/or relieve all or
part of the $40 million secured debt asserted by the Secured
Creditor and otherwise reorganize the financial affairs of the
companies.  The Debtors are further considering the sale of certain
assets in bankruptcy to support the reorganization efforts.

                        First Day Pleadings

To stabilize the Debtors' business in bankruptcy and continue
operations with as little interruption as possible while the
Debtors work towards their restructuring goals in these cases, the
Debtors have brought or will soon bring various first day motions.
Each of these requests, if granted by the Court, will support the
Debtors' continued operation in chapter 11 and help towards
achieving a successful outcome.

The Debtors on the Petition Date filed motions to:

  -- prohibit utilities from discontinuing service;
  -- maintain their existing bank accounts;
  -- jointly administer their Chapter 11 cases; and
  -- extend the time to file their schedules and statements.

A copy of the declaration of J. Steven Person in support of initial
motions is available for free at:

   http://bankrupt.com/misc/Amer_Standard_1st_Day_Affidavit.pdf

                      About American Standard

American Standard Energy Corp. owns rights to, acquire rights to,
develop and produce reserves of oil and natural gas in West Texas
and North Dakota.  These rights are obtained and held through
leases and concessions in many instances.  American Standard also
engages in exploration for oil and natural gas and conduct drilling
and extraction of oil and natural gas reserves.

American Standard Energy Corp. and its subsidiary sought Chapter 11
protection (Bankr. W.D. Tex. Lead Case No. 15-70104) on August 3,
2015.

The Debtors tapped Loeb & Loeb as bankruptcy counsel.

American Standard estimated $50 million to $100 million in assets
and debt.


ANDEANGOLD LTD: Fails to File Financial Statements, CFO Steps Down
------------------------------------------------------------------
AndeanGold Ltd. on Aug. 4 disclosed that Mr. David Cross, CGA, has
resigned as Chief Financial Officer of the Company effective as of
July 27, 2015.  AndeanGold would like to thank Mr. Cross for his
service to the Company over the past several years.

Further to this matter, the Company also disclosed that it is now
in default of complying with the continuous disclosure filing
requirements with respect to its Financial Statements (part 4 of
national instrument 51-102:Continuous Disclosure Obligations) and
its Management Discussion and Analysis (Part 5 of NI 51-102) for
the year ended March 31, 2015.  The filing of those statements is
now expected to take place before September 29, 2015.  In the
interim, as requested by the Board of Directors of the Company, the
British Columbia Securities Commission has issued a Management
Cease-Trade Order dated July 30, 2015.  The Company has already
commenced the process of identifying and appointing an interim
Chief Financial Officer to oversee and complete the final steps in
its on-going audit procedure.

                     About AndeanGold Ltd

AndeanGold Ltd. -- http://www.andeangoldltd.com-- is engaged in
the acquisition, exploration and potential development of base- and
precious-metals properties, principally in Peru and Ecuador.  The
focus of the Company's current exploration activities is in
advancing its Urumalqui Project in La Libertad, Peru.

In Ecuador, the Company's activities have been limited to
maintaining its three properties in good standing.

AndeanGold Ltd. trades with symbol AAU on the TSX Venture Exchange
and currently has 112,046,579 shares outstanding (132,987,757 fully
diluted).


ANIXTER INT"L: S&P Affirms 'BB' Corp. Credit Rating
---------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'BB'
corporate credit rating on Glenview, Ill.-based Anixter
International Inc.  The outlook is stable.

At the same time, S&P assigned a 'BB' issue-level rating and '4'
recovery rating to the company's proposed $350 million senior
unsecured notes due 2023.  The '4' recovery rating indicates S&P's
expectation for an average recovery (30% to 50%; lower half of the
range) in the event of a default.

In addition, S&P affirmed the 'BB' issue-level rating, with a
recovery rating of '4' (lower half of the 30%-50% range), on the
company's $350 million unsecured notes due 2019 and $400 million
unsecured notes due 2021.

"The ratings reflect Anixter's proposed acquisition of Power
Solutions for $825 million, which increases the company's presence
in the utilities market and expands and complements its existing
wire and cable product portfolio," said Standard & Poor's credit
analyst Peter Bourdon.

Debt leverage pro forma for the acquisition will be about 3.7x,
which is higher than the company's historical 2x to 3x operating
range mostly due to total outstanding debt increasing to
$1.7 billion from $1.2 billion as of April 3, 2015.  Pro forma for
the impact of the company's divestiture of its fasteners segment on
June 1, 2015 and the acquisition of Power Solutions, which is
expected to close in the third quarter of 2015, S&P expects EBITDA
to increase by $35 million to $40 million on an annual run-rate
basis.

The stable outlook reflects S&P's expectation for consistent
profitability and debt leverage in the mid- to high-3x area over
the next 12 months as the company integrates its acquisition of
Power Solutions.

S&P could lower the rating if leverage exceeds the mid-4x area,
which could result from integration challenges, increased
shareholder returns, or additional debt-financed acquisitions.

While it's unlikely over the next 12 months, as S&P expects Anixter
to balance shareholder returns and creditor interests, S&P could
consider a rating upgrade if the company changes its financial
policy such that the company is committed to leverage below 3x on a
sustained basis.



ARCH COAL: Effects a 1-for-10 Reverse Stock Split
-------------------------------------------------
Arch Coal, Inc., filed a Certificate of Amendment of Restated
Certificate of Incorporation of Arch Coal, Inc. with the Secretary
of State of the State of Delaware in order to amend its Restated
Certificate of Incorporation by adding a new article to effectuate
a previously announced one-for-ten reverse stock split.  Pursuant
to the reverse stock split, every 10 shares of the Company's common
stock, $.01 par value, outstanding prior to the effective time of
the reverse stock split, including treasury shares, have been
converted into one share of Common Stock.  The reverse stock split
took effect at 7:00 p.m., Eastern Time, on the Effective Date, and
the Common Stock opened for trading on Aug. 4, 2015, on a
post-split basis.  No fractional shares will be issued in
connection with the reverse stock split.  Instead, Company
stockholders who otherwise would receive fractional shares will
receive, in lieu of those fractional shares, an amount of cash
based on the volume weighted average trading price of the Common
Stock on the Effective Date.

The CUSIP number for the post-split Common Stock is 039380308.  The
number of authorized shares of Common Stock and the par value and
other terms of the Common Stock were not affected by the reverse
stock split.  The post-split Common Stock will continue to trade on
the New York Stock Exchange under the symbol "ACI".  The Company's
transfer agent, American Stock Transfer and Trust Company, LLC, is
acting as exchange agent for the reverse stock split and will send
instructions to stockholders of record regarding the exchange of
pre-split Common Stock for post-split Common Stock.

The reverse stock split followed (i) the approval by the Company's
stockholders at the Annual Meeting of Stockholders held on
April 23, 2015, of an amendment to the Company's Restated
Certificate of Incorporation to effect a reverse stock split of the
Common Stock, at a reverse stock split ratio of either 1-for-5 or
1-for-10, such ratio to be determined by the Company's Board of
Directors, and (ii) the subsequent approval by the Company's Board
of Directors of the specific 1-for-10 reverse stock split ratio.  

                          About Arch Coal

Arch Coal, Inc.'s primary business is the production of thermal and
metallurgical coal from surface and underground mines located
throughout the United States, for sale to utility, industrial and
steel producers both in the United States and around the world. The
Company currently operates mining complexes in West Virginia,
Maryland, Virginia, Illinois, Wyoming and Colorado.

Arch Coal reported a net loss of $558.3 million in 2014, a net loss
of $641.8 million in 2013 and a net loss of $683.7 million in
2012.  As of June 30, 2015, the Company had $8 billion in total
assets, $6.6 billion in total liabilities and $1.4 billion in total
stockholders' equity.

                            *     *     *

The Troubled Company Reporter, on July 8, 2015, reported that
Fitch Ratings has downgraded the Issuer Default Rating of Arch
Coal, Inc. to 'C' from 'CCC'.  The downgrade follows Arch Coal's
announcements of exchange offers which Fitch considers Distressed
Debt Exchanges in accordance with Fitch's Distressed Debt Exchange
criteria.

The TCR, on May 6, 2015, reported that Moody's Investors Service
downgraded the corporate family rating of Arch Coal, Inc to Caa3
from Caa1 and the probability default rating to Caa3-PD from
Caa1-PD.  The downgrade follows the continued stress on the coal
sector, and the resulting deterioration in the company's credit
metrics.  At the same time, Moody's downgraded the ratings on the
senior secured term loan and bank revolving facility to Caa1 from
B2, the second lien notes to Caa3 from Caa1, and all unsecured
notes to Ca, from Caa2.  Moody's also affirmed the Speculative
Grade Liquidity rating of SGL-3.  The outlook is negative.

As reported by the TCR on July 9, 2015, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on St.
Louis-based Arch Coal Inc. to 'CC' from 'CCC+'.  Standard & Poor's
Ratings Services said it lowered its corporate credit rating on St.
Louis-based Arch Coal Inc. to 'CC' from 'CCC+'.  The rating action
reflects Arch Coal's July 3, 2015, announcement of a private debt
exchange offer for its senior unsecured debt.


ATWOOD OCEANICS: S&P Affirms 'BB' Corp. Credit Rating
-----------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit and debt ratings on Atwood Oceanics Inc.  The outlook is
stable.  The recovery rating on the company's senior unsecured
notes remains '3', indicating S&P's expectation for meaningful
(higher half of the 50% to 70% range) recovery in the event of a
payment default.

"The affirmation reflects our expectation that Atwood's credit
measures will remain adequate for the rating in the next 12 to 18
months, despite our expectations that market conditions will remain
very challenging into 2017," said Standard & Poor's credit analyst
Christine Besset.  "Thanks to the company's contract backlog and
solid profitability, we believe funds from operations to debt will
remain above 20% in fiscal 2016," she added.

The stable outlook reflects S&P's expectation that Atwood's credit
measures will remain adequate for the rating category for the next
12 to 18 months.  S&P expects that oversupply in new rigs and low
commodity prices will heighten competition and recontracting risk
over the next two years, resulting in downward pressure on day
rates and utilization levels.

S&P could consider a downgrade if the FFO–to-debt ratio remained
less than 20% for a sustained period without a clear path for
improvement.  Such a scenario would most likely occur due to
significant delays or operational issues or much
weaker-than-expected utilization rates and day rates on
uncontracted rigs due to deteriorating market conditions.  S&P do
not expect the company to pursue additional new construction in the
next 12 months due to the current oversupply in the offshore rig
market.

Given S&P's opinion that market conditions will remain depressed
into 2017, S&P is unlikely to consider an upgrade in the next 12
months.  S&P believes that the improvement in Atwood's fleet scale
and quality due to the addition of two drillships will only offset
S&P's expectation of weaker credit measures in fiscal 2016 and
2017.



AVINTIV INC: Moody's 'B2' Rating Not Impacted by Sale to Berry
--------------------------------------------------------------
Moody's Investors Service said that AVINTIV Inc.'s (f.k.a., Polymer
Group, B2 stable) ratings and outlook are not immediately impacted
by Berry Plastics' announcement that it will acquire the company.

AVINTIV, Inc., formerly known as Polymer Group, Inc., produces
nonwoven materials for consumer and industrial applications. The
company is a leading global innovator and manufacturer of specialty
materials for use in a broad range of products that make the world
safer, cleaner and healthier. PGI designs and manufactures
versatile high performance materials that can be engineered to
possess specific value-added characteristics, including absorbency,
tensile strength, softness and barrier properties. These products
include disposable diapers, dryer sheet, feminine hygiene products,
house wrap, surgical gowns and drapes, and wipes. The Blackstone
Group acquired PGI in January 2011. Headquartered in Charlotte,
N.C., the company generates pro forma annual revenues of over $2
billion



BASIC ENERGY: S&P Lowers CCR to 'B-', Outlook Negative
------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Fort Worth-based Basic Energy Services Inc. to 'B-' from
'B'.  The outlook is negative.

At the same time, S&P lowered its issue-level ratings on the
company's senior unsecured notes to 'B-' from 'B'.  S&P revised the
recovery rating on the unsecured notes to '3', indicating
meaningful (50% to 70%; at the upper half of the range) recovery in
the event of a payment default.

"The negative outlook reflects our expectation that Basic's
liquidity position will likely deteriorate in the coming year and
that Basic's capital structure may become unsustainable in the next
12 to 18 months if industry conditions do not improve
meaningfully," said Standard & Poor's credit analyst Christine
Besset.

Activity in the U.S. oil and natural gas exploration and production
industry has sharply deteriorated in the second quarter of 2015
because many U.S. E&P companies halted or slowed their drilling
activity in response to low oil prices.  Consequently, S&P has
reduced its revenue and EBITDA margin assumptions for U.S.
land-focused oilfield services provider Basic Energy Services Inc.,
resulting in higher projected leverage.  S&P now estimates funds
from operations (FFO) to debt will fall below 5% and debt to EBITDA
will exceed 10x over the next two years, which S&P considers too
high for a 'B' rating.

Standard & Poor's views Basic's business profile as "weak," and the
company's financial risk as "highly leveraged."  Standard & Poor's
assesses Basic's liquidity as "adequate."

S&P could revise the rating outlook to stable if market conditions
in the onshore North American oil and gas industry improved such
that S&P expects Basic to generate enough cash flow to cover
interests and maintenance capital spending on an ongoing basis, and
stabilize its liquidity position.



BEAZER HOMES: Posts $12.2 Million Net Income for Third Quarter
--------------------------------------------------------------
Beazer Homes USA, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $12.2 million on $429.4 million of total revenue for the three
months ended June 30, 2015, compared to a net loss of $12.3 million
on $354.6 million of total revenue for the same period in 2014.

For the nine months ended June 30, 2015, the Company reported a net
loss of $12.2 million on $994.5 million of total revenue compared
to a net loss of $25.4 million on $917.8 million of total revenue
for the same period during the prior year.

As of June 30, 2015, the Company had $2.1 billion in total assets,
$1.8 billion in total liabilities and $272.6 million in total
stockholders' equity.

"This quarter marked another step toward achieving our '2B-10'
objectives, with increased home closings, higher average sales
prices, and G&A leverage leading to improved profitability," said
Allan Merrill, CEO of Beazer Homes.  "Although there will always be
factors such as weather that are outside of our control, our focus
on improving profitability is unwavering.  Driven by a growing
community count, strong sales pace, higher selling prices, and
further G&A leverage, we remain resolved to reach our ‘2B-10’
objectives."

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

                       http://is.gd/82Enol

                       About Beazer Homes

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

                           *     *     *

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

In June 2015, Moody's Investors Service upgraded Beazer Homes USA,
Inc.'s Corporate Family Rating to B3 from Caa1 and its Probability
of Default Rating to B3-PD from Caa1-PD.


BERRY PLASTICS: Posts $13 Million Consolidated Loss for Q3
----------------------------------------------------------
Berry Plastics Group, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a
consolidated net loss of $13 million on $1.2 billion of net sales
for the quarterly period ended June 27, 2015, compared to
consolidated net income of $15 million on $1.2 billion of net sales
for the quarterly period ended June 28, 2014.

For the three quarterly periods ended June 27, 2015, the Company
reported consolidated net income of $38 million on $3.6 billion of
net sales compared to consolidated net income of $33 million on
$3.6 billion of net sales for the three quarterly periods ended
June 28, 2014.

As of June 27, 2015, the Company had $5 billion in total assets, $5
billion in total liabilities, $13 million in redeemable
non-controlling interest and a stockholders' deficit of $87
million.

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

                        http://is.gd/3knRkw

                        About Berry Plastics

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

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

                           *     *     *

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


BEVERAGES & MORE: Moody's Hikes Corporate Family Rating to 'B3'
---------------------------------------------------------------
Moody's Investors Service upgraded Beverages & More, Inc.'s
("BevMo") Corporate Family Rating to B3 from Caa1 and Probability
of Default Rating to B3-PD from Caa1-PD. Moody's also upgraded the
rating on BevMo's senior secured notes due 2018 to Caa1 from Caa2.
These actions conclude the review for upgrade initiated on June 16,
2015 upon the adoption of Moody's updated approach for standard
adjustments for operating leases, which is explained in the
cross-sector rating methodology Financial Statement Adjustments in
the Analysis of Non-Financial Corporations, published on June 15,
2015. The rating outlook is stable.

The upgrade reflects BevMo's approximately 1.7 times decline in
lease-adjusted debt/EBITDA from 7.6 times to 5.9 times (as of April
2015) due to changes in Moody's approach for capitalizing operating
leases. Moody's expects gradual improvement in the company's
EBITA/interest expense towards 1 time and adequate near-term
liquidity, including nominal free cash flow and high revolver
balances, offset by the lack of near-term maturities and a
springing covenant-only capital structure.

Moody's took the following rating actions on Beverages & More,
Inc.:

-- Corporate Family Rating, upgraded to B3 from Caa1

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

-- $180 million senior secured notes due 2018, upgraded to Caa1
    (LGD4) from Caa2 (LGD4)

-- Rating outlook is stable

RATINGS RATIONALE

The B3 corporate family rating reflects BevMo's weak interest
coverage, small size, and concentrated geographic footprint. The
highly competitive nature of the alcohol retail industry is a
significant rating constraint, particularly as promotional activity
by grocery stores has contributed to the company's margin
compression over the past several years. At the same time, BevMo's
credit profile benefits from the recession-resistant nature of
off-premise alcohol demand, low risk of product obsolescence or
changing consumer preferences, and the company's established
position in its core California market. BevMo's adequate liquidity
profile provides key support to the rating, including the lack of
near-term maturities and a springing covenant-only capital
structure, offset by nominal expected free cash flow generation and
high revolver balances.

The stable outlook reflects Moody's expectation that the company
will maintain adequate liquidity over the near term, with modest
earnings and credit metrics improvement over time.

The ratings could be downgraded if the company's liquidity profile
deteriorates for any reason including a higher reliance on the
revolver or substantially negative free cash flow, or if company
undertakes more aggressive financial policies. The ratings could
also be downgraded if revenues, earnings or margins decline for any
reason including increased competition in its core California
market. Quantitatively, ratings could be downgraded if debt/EBITDA
is sustained above 6.5 times.

The ratings could be upgraded if the company improves its liquidity
profile, particularly through sustained positive free cash flow,
while it demonstrates consistent positive same store sales growth,
improved operating margins, and a commitment towards deleveraging.
Quantitatively, ratings could be upgraded if debt/EBITDA is
sustained below 5.25 times and EBITA/interest expense sustained
above 1.25 times.

Beverages & More, Inc. ("BevMo") is an alcoholic beverage retailer
that operates 157 stores, including 137 in California, 10 in
Arizona, and 10 in Washington as of April 25, 2015. Revenues for
the twelve months ended April 25, 2015 were approximately $783
million. Private equity sponsor TowerBrook Capital Partners, L.P.
acquired the company in 2007.




BG MEDICINE: Noubar Afeyan Reports 27.6% Stake
----------------------------------------------
Noubar B. Afeyan, et al., disclosed with the Securities and
Exchange Commission ownership of shares of common stock of BG
Medicine, Inc., as of July 14, 2015.  The percentage is based on an
aggregate of 8,742,638 shares of Common Stock outstanding as of
July 28, 2015, based on information provided by the Issuer.  The
aggregate number and percentage of Common Stock beneficially owned
by each Reporting Person is calculated in accordance with Rule
13d-3 promulgated under the Act, and includes warrants and options
exercisable within 60 days of July 28, 2015.

                                     Number of
                                      Shares        Percentage
                                    Beneficially    Beneficially
Reporting Person                      Owned           Owned
----------------                   ------------    ------------
AGTC Advisors Fund, L.P.              126,108           1.4%

Applied Genomic Technology           1,710,865         17.7%
Capital Fund, L.P.

NewcoGen Group, Inc.                 1,836,973         18.9%

AGTC Partners, L.P.                  1,836,973         18.9%

Flagship Ventures Management, Inc.   1,836,973         18.9%

Flagship Ventures Fund 2007, L.P.      938,801         10.2%   

Flagship Ventures 2007 General         938,801         10.2%
Partner, LLC

Noubar B. Afeyan, Ph.D.              2,826,416         27.6%

Edwin M. Kania, Jr.                    959,965         10.4%

A copy of the regulatory filing is available for free at:

                      http://is.gd/NCkxqc

                    About Applied Minerals

New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications.  The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere.  Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.

Applied Minerals reported a net loss of $10.3 million in 2014, a
net loss of $13.06 million in 2013 and a net loss of $9.73 million
in 2012.  As of Dec. 31, 2014, the Company had $18.5 million in
total assets, $26 million in total liabilities, and a $7.51 million
total stockholders' deficit.


BUILDERS FIRSTSOURCE: JLL Reports 22.4% Stake as of July 31
-----------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, JLL Building Holdings, LLC and its affiliates disclosed
that as of July 31, 2015, they beneficially owned
24,344,584 shares of common stock of Builders Firstsource, Inc.,
which represents 22.4 percent of the shares outstanding.

JLL Holdings and Warburg Pincus Fund IX have terminated the
Stockholders' Agreement, dated as of June 22, 2010.

A copy of the regulatory filing is available for free at:

                        http://is.gd/Sqhuzy

                     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.


BULLIONDIRECT INC: Hires Martinec Win as Counsel
------------------------------------------------
BullionDirect, Inc. seeks authorization from the U.S. Bankruptcy
Court for the Western District of Texas to employ Martinec, Winn &
Vickers, P.C. as counsel.

The Debtor requires Martinec Winn to:

   (a) counseling with the Debtor concerning the conduct of a
       bankruptcy case, preparation of the schedules, statement of

       affairs, Chapter 11 Disclosure Statement and Plan, and all
       other documents needed to conduct the case;

   (b) attend with the Debtor at the Section 341 meeting and the
       confirmation hearing in this case;

   (c) confer and negotiate with the creditors in this case,
       especially with secured creditors concerning the issues of
       value of collateral, adequate protection, curing defaults,
       and other matters;

   (d) draft and file any needed amendments to the Disclosure
       Statement and Plan, objections to the Disclosure Statement
       and Plan, objections to claims, motions to sell or buy
       property, motions to approve post petition financing,
       motions for orders approving the use of cash collateral,
       and other matters necessary to complete the Plan
       successfully;

   (e) represent the Debtor in connection with any motions to lift

       stay or adequate protection motions during the case;

   (f) counsel the Debtor as needed throughout the course of the
       Case;

   (g) other matters as may be agreed upon by Debtor and Applicant
       which are related to business operations that may occur
       during the Plan process, including collection matters and
       litigation in federal and state court as may be required to

       enforce claims.

Martinec Winn will be paid at these hourly rates:

       Joseph D. Martinec          $450
       Ed Winn                     $350
       Lee Vickers                 $350
       Paralegals                  $100
       Law Clerks                  $35
       Administration              $20

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

Martinec Winn received a replenishable evergreen retainer of
$20,020.04.

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

Martinec Winn can be reached at:

       Joseph D. Martinec, Esq.
       MARTINEC, WINN & VICKERS, P.C.
       919 Congress Avenue, Ste 200
       Austin, TX 78701
       Tel: (512) 476-0750
       Fax: (512) 476-0753

BullionDirect, Inc. filed a Chapter 11 bankruptcy petition (Bankr.

W.D. Tex. Case No. 15-10940) on July 20, 2015.  Dan Bensimon signed
the petition as president.  The Debtor estimated assets of $10
million to $50 million and liabilities of at least $10 million.
Joseph D. Martinec, Esq., at Martinec, Winn & Vickers, P.C.,
represents the Debtor as counsel.  Judge Tony M. Davis presides
over the case.


CAESARS ENTERTAINMENT: Reports Results for Second Quarter of 2015
-----------------------------------------------------------------
Caesars Entertainment Corporation reported net income attributable
to the Company of $15 million on $1.1 billion of net revenues for
the three months ended June 30, 2015, compared to a net loss
attributable to the Company of $466 million on $2.1 billion of net
revenues for the same period in 2014.

For the six months ended June 30, 2015, the Company reported net
income attributable to the Company of $6.7 billion on $2.3 billion
of net revenues compared to a net loss attributable to the Company
of $853 million on $4.1 billion of net revenues for the same period
during the prior year.

As of June 30, 2015, the Company had $12.5 billion in total assets,
$9.5 billion in total liabilities and $3 billion in total
stockholders' equity.

"Second quarter performance system-wide was strong, delivering the
best quarterly EBITDA margins since 2007," said Mark Frissora,
president and CEO of Caesars Entertainment.  "These results
demonstrate our ability to deliver growth while driving operational
efficiencies.  We are focused on growing the business, continually
improving efficiency and expanding margins.  To support further
improvements in profitability, we plan to invest more in our
hospitality assets across the system, which generate some of the
highest capital returns across the Total Rewards network of
properties."

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

                        http://is.gd/qnq2CU

                     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.


CAPSUGEL SA: S&P Affirms 'B+' Corp. Credit Rating
-------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B+' corporate
credit rating on Morristown, N.J.-based Capsugel S.A. on July 31,
2015.  The outlook is stable.

"We are affirming our ratings on Capsugel despite
lower-than-expected revenues in the first quarter of 2015, based in
part on our expectation for business stabilization later in the
year," said Standard & Poor's credit analyst Colm Kelly.

While Capsugel's focus on the provision of hard capsules results in
product concentration risk, S&P notes that this product is a
critical component in the pharma delivery chain.  Further, Capsugel
is expanding the scope of its services to its customers through its
Dosage Form Solutions (DFS) segment, which supports customer
projects from initial feasibility through final manufacturing and
life cycle management.  As the DFS business is expected to increase
in importance, product concentration should decline while
Capsugel's importance to its customers supply chain should
increase.

S&P's stable rating outlook on Capsugel reflects S&P's expectation
that the company will grow revenues in the low to mid-single-digits
and maintain EBITDA margins over the next few years, but that this
level of growth, combined with an aggressive financial policy, will
be insufficient to reduce leverage below 5x over the near term.

S&P could lower the rating in the unlikely event that Capsugel
experiences a significant quality issue that causes business
losses.  In this instance, S&P might revise its view of business
risk to "fair" from "satisfactory" and lower the rating.

Separately, if greater-than-anticipated competitive pressures or
weak operating performance resulted in EBITDA declines of 20% or
more, S&P could lower the rating.

Private-equity ownership remains a major rating constraint.
Accordingly, S&P would only raise the rating if the company showed
progress in reducing leverage closer to 5x, and S&P was comfortable
that financial policy would be consistent with the maintenance of
those metrics going forward.  S&P views this as unlikely under the
current ownership structure.



CENTENE CORP: Moody's Puts 'Ba2' Sr Debt Rating on Review
---------------------------------------------------------
Moody's Investors Service has assigned a Baa2 insurance financial
strength (IFS) rating to Bankers Reserve Life Insurance Company of
Wisconsin (Bankers Reserve), a wholly-owned operating subsidiary of
Centene Corporation (Centene; NYSE:CNC, senior debt at Ba2, on
review for downgrade). The rating is on review for downgrade
pending the completion of the Health Net acquisition by Centene,
which was announced on July 2, 2015.

RATINGS RATIONALE

Moody's stated that the Baa2 IFS rating of Bankers Reserve is
aligned with the ratings of Centene's other operating subsidiaries
to reflect the company's strategic importance to Centene's Medicaid
operations. Bankers Reserve, one of two operating subsidiaries
writing Medicaid business in Texas - Centene's largest market based
on both premiums and membership -- accounted for 18% of Centene's
2014 statutory premiums and 18% of Centene's 2014 Medicaid
membership.

The rating agency commented that Bankers Reserve is domiciled in
Wisconsin and is a direct subsidiary of Centene Corporation.
Through contracts with the Texas Health and Human Services
Commission it provides medical services to individuals under the
State Children's Health Insurance Program (SCHIP), the State's
Foster Care Program and, within certain service areas, the State of
Texas Access Reform (STAR) and STAR + PLUS programs.

According to the rating agency, the Baa2 insurance financial
strength (IFS) rating of Centene's operating subsidiaries and Ba2
senior debt rating of Centene are based primarily on the company's
concentration in the Medicaid market, acquisitive nature, and
moderate level of financial leverage, offset by its multi-state
presence, expansion into other healthcare product opportunities,
relatively stable financial profile and adequate capitalization.

The rating agency stated that its review of Centene and its
operating subsidiaries' ratings will focus on the completion and
financing of the Health Net transaction including regulatory
approvals, which may take considerable time. Moody's indicated that
it anticipates a one notch downgrade to Centene's and its
subsidiaries' long term ratings when its review is concluded.
However, the rating agency noted that the uncertainty created by
the current political and economic environment is not likely to
abate before the projected close date for the transaction in 2016,
and adverse developments over this time period could place
additional downward pressure on the ratings. Moody's also stated
that if the transaction is not completed and Centene's targeted RBC
ratio remains at the 170% level (CAL), with adjusted financial
leverage below 40%, the ratings could be confirmed.

The following rating has been assigned and is on review for
downgrade:

  Bankers Reserve Life Insurance Company of Wisconsin: insurance
financial strength rating at Baa2.

Bankers Reserve is domiciled in Wisconsin and holds 43 certificates
of authority to operate in 42 states and the District of Columbia.
The company's primary business is providing managed care under
government subsidized programs. For calendar year 2014 reported
statutory premium was $2.4 billion.

Centene Corporation is headquartered in St. Louis, Missouri. For
the first six months of 2015 the company reported total revenues of
$10.6 billion with medical managed care membership as of June 30,
2015 of approximately 4.6 million. As of June 30, 2015 the company
reported shareholders' equity of approximately $1.9 billion.



COCRYSTAL PHARMA: To Hold "Say-on-Pay" Votes Every Three Years
--------------------------------------------------------------
On June 29, 2015, the Company held its Annual Meeting of
Shareholders at which the Company's shareholders voted on a number
of proposals, including an advisory vote on the frequency of future
shareholder advisory votes on executive compensation.  The Board of
Directors, taking into consideration the fact that 98% of the votes
cast by shareholders were in favor of a three-year frequency, has
determined that the Company will hold future shareholder advisory
votes on executive compensation every three years.

                      About Cocrystal Pharma

Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a pharmaceutical company with a mission to discover novel
antiviral therapeutics as treatments for serious and/or chronic
viral diseases.  Cocrystal Pharma employs unique technologies and
Nobel Prize winning expertise to create first- and best-in-class
antiviral drugs.  These technologies and the Company's market-
focused approach to drug discovery are designed to efficiently
deliver small molecule therapeutics that are safe, effective and
convenient to administer.

The Company's primary business going forward is to develop novel
medicines for use in the treatment of human viral diseases.
Cocrystal has been developing novel technologies and approaches to
create first-in-class and best-in-class antiviral drug candidates
since its initial funding in 2008.  Subsequent funding was
provided to Cocrystal Discovery, Inc., by Teva Pharmaceuticals
Industries, Ltd., or Teva, in 2011.  The Company's focus is to
pursue the development and commercialization of broad-spectrum
antiviral drug candidates that will transform the treatment and
prophylaxis of viral diseases in humans.  By concentrating the
Company's research and development efforts on viral replication
inhibitors, the Company plans to leverage its infrastructure and
expertise in these areas.

Cocrystal Pharma reported a net loss of $99,000 in 2014 following a
net loss of $3.8 million in 2013.

As of March 31, 2015, the Company had $269 million in total assets,
$79.9 million in total liabilities, and $189 million in total
stockholders' equity.


CORPORATE RESOURCE: Taps Rust Omni as Claims and Noticing Agent
---------------------------------------------------------------
Corporate Resource Services, Inc., and its debtor-affiliates seek
authorization from the Hon. Mary F. Walrath of the U.S. Bankruptcy
Court for the District of Delaware to employ Rust Omni as claims
and noticing agent, nunc pro tunc to July 23, 2015.

The Debtors require Rust Omni to, among other things:

   (a) prepare and serve required notices and documents in the
       cases in accordance with the Bankruptcy Code and the
       Bankruptcy Rules in the form and manner directed by the
       Debtors and the Court;

   (b) maintain an official copy of the Debtors' Schedules and
       Statements, listing the Debtors' known creditors and the
       amounts owed thereto;

   (c) maintain a list of all potential creditors, equity holders
       and other parties-in-interest and "core" mailing list
       consisting of all parties described in Bankruptcy Rule
       2002;

   (d) furnish a notice to all potential creditors of the last
       date for the filing of proofs of claims and a form for the
       tiling of a proof of claim, after such notice and form are
       approved by this Court, and notify said potential creditors

       of the existence, amount and classification of their
       respective claims as set forth in the Schedules;

   (e) maintain a post office box or address for the purpose of
       receiving claims and returned mail, and process all mail
       received;

   (f) for all notices, motions, orders or other pleadings or
       documents served, prepare and file or caused to be filed
       with the Clerk an affidavit or certificate of service
       within 7 business days of service; and

   (g) process all proofs of claim received, including those
       received by the Clerk's Office, and check said processing
       for accuracy, and maintain the original proofs of claim in
       a secure area.

Rust Omni will be paid at these hourly rates:

       Clerical Support             $29.75-$42.50
       Project Specialists          $55.25-$75.25
       Project Supervisors          $72.25-$89.25
       Consultants                  $89.25-$119
       Technology/Programming       $93.50-$140.25
       Senior Consultants           $148.75-$165.75
       Equity Services              $191.25

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

Brian Osborne, president of Rust Omni, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Rust Omni can be reached at:

       Brian Osborne
       RUST OMNI
       5955 De Soto Avenue, Suite 100
       Woodland Hills, CA 91367
       Tel: (818) 906-8300
       Fax: (818) 783-2737

                     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.


COVANTA HOLDING: Moody's Affirms 'Ba2' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to Covanta Holding
Corporation's planned issuance of approximately $130 million in
senior unsecured tax-exempt revenue bonds to be offered as two
separate series. As part of this action, Moody's also affirmed
Covanta's Corporate Family Rating (CFR) at Ba2 and Probability of
Default Rating at Ba2-PD, and lowered its speculative grade
liquidity rating to SGL-2 from SGL-1. Covanta's rating outlook is
stable.

RATINGS RATIONALE

Covanta's Ba2 CFR reflects the continuation of relatively
consistent operating cash flows and credit metrics supported by a
portfolio of Energy-from-Waste (EfW) projects, the majority of
which are underpinned by intermediate tenor contracts with
credit-worthy counterparties. The rating has historically
benefitted from the highly visible and stable nature of long-term
waste and energy contracts. For example in 2014, approximately 83%
of the North America waste revenues were contracted, and 81% of the
North America energy revenues were either contracted or hedged.
While contract tenors have shortened, they still provide highly
visible and dependable sources of operating income for the
medium-term. The rating also incorporates the company's strong
operating performance across the portfolio and the high barriers to
entry for most competing technologies. These strengths are
mitigated by some relatively shorter tenor contracts at less
favorable terms, an increasing exposure to weak wholesale energy
markets, a levered capital structure, an aging fleet with
increasing operating expenses, and persistent challenges to grow
the business.

The ratings reflect a credit profile with a weighted average
contract extension of approximately 10 years and no material debt
maturities until 2020 when $400 million of senior unsecured notes
come due. Covanta's planned issuances include (i) a new $90 million
Series 2015 tax-exempt notes issue to finance an air pollution
control retro-fit and related projects at its Essex County Resource
Recovery Facility facility in Newark, NJ, and (ii) a $39.4 million
Delaware County Industrial Development Authority Series 2015A fixed
rate note issuance to primarily refinance $33.5 million of
outstanding variable rate demand notes due in 2043. These
tax-exempt bonds rank junior to secured debt at Covanta Energy, LLC
(Covanta's operating subsidiary), but senior to existing unsecured
notes at Covanta by virtue of an upstream guaranty from the
operating company.

Covanta's SGL-2 rating is driven by our expectation that the
company will maintain a good liquidity profile over the next four
quarters as a result of its generation of healthy operating cash
flows, continuance of cash balances and access to committed credit
availability. The lowering of the SGL rating to SGL-2 from SGL-1
reflects increased maintenance expenses and higher capital
expenditures primarily relating to the construction of its €500
million Dublin EfW plant, which will temporarily push the company
into a negative free cash flow position. We would expect the
company to fund any cash shortfalls in a balanced fashion through a
mix of debt and internally generated funds.

Covanta's stable outlook reflects Moody's expectation that: (i) its
EfW contracts will remain in place through their current maturities
and that the company will continue to successfully renew expiring
contracts, albeit with shorter tenors; (ii) Covanta will manage its
increasing exposure to the wholesale energy markets in a manner
that provides cash flow visibility and stability; (iii) Covanta's
management will continue to operate the plants at high availability
levels and maintain stability with regard to administrative,
operating, and maintenance expenses; (iv) any foreign investments
will continue to be carried out in a conservative fashion, remain
underpinned by a sound contractual structure, and primarily target
developed markets with an established and enforceable rule of law.

Upward rating pressure could surface if Covanta successfully
extends its contracts on favorable terms, secures and finances new
development in a reasonably conservative fashion leading to some
de-levering and financial improvement such that cash flow to debt
exceeds 16% and cash flow coverage of interest expense exceeds 4.2x
on a sustainable basis.

The ratings could be lowered if Covanta is unable to renew or
extend its EfW project contracts at competitive terms, if the
increasing exposure to energy markets hurts earnings or increases
cash flow volatility, if leverage is significantly increased to
finance an acquisition or a return of capital to shareholders; if
several key projects have extended outages; or there is a decline
in key financial metrics including the ratio of cash flow to debt
falling below 11% and cash interest coverage declining to below
2.8x for an extended period. Significant investments in developing
markets without a record of contract enforceability would place
added downward pressure on the rating.

The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in October
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. Please see the Credit Policy page on
www.moodys.com for a copy of these methodologies.

Headquartered in Morristown, NJ, Covanta is primarily an owner and
operator of Energy-from-Waste (EfW) and renewable energy projects.

Downgrades:

Issuer: Covanta Holding Corporation

Speculative Grade Liquidity Rating, Downgraded to SGL-2 from
SGL-1

Assignments:

Issuer: Delaware County Industrial Dev. Auth., PA (Supported by
Covanta Energy, LLC)

Senior Unsecured Revenue Bonds, Assigned Ba2 (LGD3)

Issuer: Essex County Improvement Authority, NJ (Supported by
Covanta Energy, LLC)

Senior Unsecured Revenue Bonds, Assigned Ba2 (LGD3)

Affirmations:

Issuer: Covanta Energy, LLC

Senior Secured Bank Credit Facility, Affirmed Baa3

Issuer: Covanta Holding Corporation

Probability of Default Rating, Affirmed Ba2-PD

Corporate Family Rating, Affirmed Ba2

Senior Unsecured Regular Bond/Debenture, Affirmed Ba3

Issuer: Massachusetts Development Finance Agency (Supported by
Covanta Energy, LLC)

Senior Unsecured Revenue Bonds, Affirmed Ba2 (LGD3)

Issuer: Niagara Area Development Corporation (Supported by Covanta
Energy, LLC)

Senior Unsecured Revenue Bonds, Affirmed Ba2 (LGD3)

Outlook Actions:

Issuer: Covanta Energy, LLC

Outlook, Remains Stable

Issuer: Covanta Holding Corporation

Outlook, Remains Stable



DEERFIELD RANCH: Seeks Joint Mediation With Rabobank On Plan Terms
------------------------------------------------------------------
Deerfield Ranch Winery, LLC, and secured creditor Rabobank, N.A.,
ask the U.S. Bankruptcy Court for the Northern District of
California, Santa Rosa Division, for assistance in arranging for
the mediation of disputes as to terms of a plan of reorganization.

Scott H. McNutt, Esq., at McNutt Law Group LLP, in San Francisco
California and Richard A. Rogan, Esq., at Jeffer Mangels Butler &
Mitchell LLP, in San Francisco, California, tell the Court that
Rabobank has reviewed the Debtor's draft plan of reorganization and
that there are substantial differences between the parties
regarding a number of key terms, more particularly, the treatment
of Rabobank's secured claim which is in excess of $11 million. They
further tell the Court that there is a reasonable possibility of a
negotiated solution, which can be reached with the aid of mediation
conducted by one of the judges of the North District.

Deerfield Ranch Winery's attorneys can be reached at:

          Scott H. McNutt, Esq.
          Shane J. Moses, Esq.
          Thomas B. Rupp, Esq.
          MCNUTT LAW GROUP LLC
          219 9th Street
          San Francisco, CA 94103
          Telephone: (415)995-8475
          Facsimile: (415)995-8487
          E-mail: smcnutt@ml-sf.com
                 smoses@ml-sf.com
                 trupp@ml-sf.com

Rabobank is represented by:

          Richard A. Rogan, Esq.
          JEFFER MANGELS BUTLER & MITCHELL, LLP
          2 Embarcadero Center
          5th Floor
          San Francisco, CA 94111
          Telephone: (415)398-8080
          Facsimile: (415)398-5584
          E-mail: Rrogan@jmbm.com

                   About Deerfield Ranch Winery

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

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

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

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



EDUCATION REALTY: S&P Revises Outlook to Pos. & Affirms 'BB+' CCR
-----------------------------------------------------------------
Standard & Poor's Ratings Services revised its outlook on Education
Realty Trust Inc. and its operating partnership, Education Realty
Operating Partnership LP (collectively, EDR), to positive from
stable.  At the same time, S&P affirmed its 'BB+' corporate credit
rating and its 'BBB-' issue-level rating on EDR's senior unsecured
notes.

"The positive outlook acknowledges our favorable opinion of EDR's
portfolio quality and the company's strong recent operating
performance, with 7.9% same-community net operating income (NOI)
growth reported in the second quarter of 2015 and pre-leasing
results for the 2015/2016 academic year tracking better than last
year," said credit analyst Michael Souers.

The positive outlook is supported by S&P's view that EDR's
stabilized communities will deliver modest growth, supported by
favorable near-term fundamentals, and will be supplemented by the
delivery of new development projects currently in process.  In
addition, this outlook incorporates S&P's expectation that debt to
EBITDA will improve to and be sustained below 7x, while the company
continues to transition to a more conservative balance sheet by
relying less on its revolver and variable rate financing.

S&P would consider raising the rating within the next 12 months if
EDR continues to increase its scale on a leverage-neutral basis,
while prudently pursuing development and managing appropriate
liquidity to finance projects.  EDR would also need to sustain
current positive operating and leasing momentum and become less
reliant on its revolving credit facility.  Considering the firm's
smaller platform, maintaining a financial risk profile that is
firmly in the "intermediate" category (such that fixed-charge
coverage is sustained in the high-2x range) will also be an
important factor.

Although unlikely in the near term, S&P would consider a downgrade
if FCC falls below 2.1x, potentially driven by leveraged growth or
a failure to lease up the portfolio ahead of the academic year.
S&P would consider revising the outlook back to stable if the
company encounters any operational stumbles or if key credit
metrics fall short of S&P's expectations.



ENVISION ACQUISITION: S&P Revises Outlook & Affirms 'B' CCR
-----------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Envision Acquisition Co. LLC to positive from stable.  The
corporate credit rating remains 'B'.

S&P is subsequently withdrawing all of its ratings, including all
issue-level ratings, on Envision.

"The rating actions follow the completion of Rite-Aid Corp.'s
acquisition of Envision for $2 billion, and the retirement of all
of Envision's debt," said Standard & Poor's credit analyst Shannan
Murphy.



EXTERRAN CORP: S&P Withdraws 'BB-' Corporate Credit Rating
----------------------------------------------------------
Standard & Poor's Ratings Services said it withdrew its 'BB-'
corporate credit rating on Exterran Corp.  S&P also withdrew the
'BB-' issue level rating and '3' recovery rating on the proposed
$400 million senior notes and the 'BB+' issue level rating and '1'
recovery rating on the $750 million revolving credit facility
issued by operating subsidiary Exterran Energy Solutions L.P.


FAIRFAX COUNTY RHA: S&P Cuts Housing Revenue Bonds Rating to 'B-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
long-term rating to 'B-' from 'B' on the Fairfax County
Redevelopment & Housing Authority, Va.'s series 1998A multifamily
housing revenue bonds, issued for the Castel Lani Project.  The
outlook is stable.

"The lower rating reflects our view of the insufficiency of
revenues from mortgage debt service payments and investment
earnings to pay full and timely debt service on the bonds plus fees
through maturity," said Standard & Poor's credit analyst Jose Cruz.
Another factor involves cash flows projecting multiple taps on the
debt service reserve fund (DSRF) beginning in 2019.

The bonds are secured by a mortgage loan insured by the Federal
Housing Administration (FHA) under Section 266 of the Housing and
Community Development Act of 1992 (Risk Share Program).

Factors supporting the rating include:  The aforementioned
weaknesses are partly mitigated by S&P's view of:

   -- The very strong credit quality of the FHA-insured mortgage
      supporting the issue;

   -- Investments held in a 'AAAm' rated money market fund; and

   -- An asset-to-liability ratio of 108.22%.

"The stable outlook reflects our view of that the rating will
remain steady during the outlook period," added Mr. Cruz, "per the
cash flows we received."  However, S&P could lower the rating as
the first projected tap to the DSRF draws closer.



FIRST DATA: Moody's Rates 1st Lien Notes Due 2023 'B1'
------------------------------------------------------
Moody's Investors Service assigned a B1 (LGD2) rating to First Data
Corporation's proposed senior secured first lien notes due 2023.
All other ratings, including the B3 corporate family rating (CFR),
and the positive outlook remain unchanged. The proceeds will be
used to repay the remaining 7.375% first lien notes due 2019.

RATINGS RATIONALE

First Data's B3 corporate family rating ("CFR") reflects high
financial leverage of about 8x adjusted debt to EBITDA with over
$21 billion of debt. Moody's expects moderate de-levering over the
next two years from profit growth, with a potential for further
reduction from additional capital raises. With modest USGDP growth
and the ongoing shift of payment methods to electronic cards from
cash and checks, Moody's expects First Data to generate low to
mid-single digit percentage revenue growth with EBITDA growing at a
faster rate. Moody's believes First Data's profitability will
benefit from sales and product investments, platform integration
savings, and the growth of credit card issuer processing.

At the same time, the resulting cash flow will still remain
relatively light in relation to the very large debt total. Over the
next year, Moody's expect adjusted free cash flow to improve to
over $400 million as the spending for investments moderates.
Long-term improvement in profitability and cash flow is expected to
be driven from international expansion and the roll-out of new
payment solutions. Moody's believes the new initiatives will gain
some traction given First Data's distribution scale and incumbency
advantage with its merchant base.

The positive outlook reflects Moody's expectation that First Data
will gradually reduce adjusted debt to EBITDA toward 7 times over
the next 18 months, with EBITDA approaching $3 billion as operating
leverage is gained from higher transaction and card issuance
volumes. In addition, Moody's expects that the heavy levels of
growth investments related to the expansion of the sales force and
product and service innovation will eventually translate into
improved profitability.

The ratings could be upgraded if First Data achieves at least
mid-single digit revenue growth and double-digit percentage profit
growth or further deleveraging through equity offerings, such that
adjusted debt to EBITDA decreases to about 7 times on a sustained
basis. The ratings could be lowered if Moody's expects free cash
flow to turn negative for an extended period of time or First Data
suffers a significant loss of market share due to emerging payment
technologies. Downwards pressure could also arise if First Data is
unable to make steady progress in extending its scheduled 2017 and
2018 debt maturities.  With projected total annual revenues
approaching $12 billion, First Data Corporation (First Data) is a
leading provider of electronic commerce and payment processing
solutions for financial institutions and merchants worldwide.



FIRST DATA: Reports $26 Million Net Loss for Second Quarter
-----------------------------------------------------------
First Data Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to the Company of $26 million on $2.8 billion of total
revenues for the three months ended June 30, 2015, compared to a
net loss attributable to the Company of $34 million on $2.8 billion
of total revenues for the same period in 2014.

For the six months ended June 30, 2015, the Company reported a net
loss attributable to the Company of $138 million on $5.5 billion of
total revenues compared to a net loss attributable to the Company
of $235 million on $5.4 billion of total revenues for the same
period during the prior year.

As of June 30, 2015, the Company had $34.5 billion in total assets,
$32.1 billion in total liabilities and $2.3 billion in total
equity.

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

                        http://is.gd/4wx73i

In the second quarter of 2015, First Data realigned its operating
segments into three reportable segments: Global Business Solutions,
Global Financial Solutions, and Network & Security Solutions.  The
new segments are designed to establish global lines of businesses
that will work seamlessly with FDC's teams in its regions (the
United States and Canada (North America), Europe, Middle East and
Africa, Latin America, and Asia Pacific) and be supported by a
corporate team focused on company-wide issues.

GBS provides businesses of all sizes and types with a wide range of
solutions at the point of sale, including merchant acquiring,
eCommerce, mobile commerce, POS technology, and other business
solutions.  GFS provides financial institutions, which include bank
and non-bank issuers such as retailers with proprietary card
portfolios, with a broad range of solutions that enable them to
offer financial products and solutions to their customers.  NSS
provides a wide range of network services and security, risk and
fraud management solutions to business and financial institution
clients in our GBS and GFS segments and independently to other
financial institutions, businesses, governments, processors, and
other clients.



                        About First Data

Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.

First Data reported a net loss attributable to the Corporation of
$458 million on $11.2 billion of total revenues for the year ended
Dec. 31, 2014, compared with a net loss attributable to the
Corporation of $869 million on $10.8 billion of total revenues
during the prior year.

                           *     *     *

The Company carries a 'B3' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.


FIRST DATA: S&P Assigns 'BB-' Rating on $675MM 1st Lien Notes
-------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB-' issue-level
rating and '1' recovery rating to Atlanta-based global payment
technology solutions company First Data Corp.'s announced $675
million first-lien notes due 2023.  The '1' recovery rating
indicates S&P's expectation of very high (90% to 100%) recovery for
lenders in the event of a payment default.

S&P expects that First Data will apply net proceeds from the
transaction to refinance the remaining portion of its 7.375%
first-lien notes due 2019.

S&P continues to expect segment revenues will increase in the
low-single digits year over year to about $7 billion and anticipate
the company will generate about $350 million to $450 million in
free cash flow in 2015.  S&P views First Data's business risk
profile as "satisfactory" because of the company's presence as one
of the market leaders of payment processing services for merchants
and financial institutions. First Data retains its "highly
leveraged" financial risk profile, with debt leverage of about 8x
as of June 30, 2015.  The outlook is stable.

RATINGS LIST

First Data Corp.
Corporate Credit Rating              B/Stable/--

New Rating

First Data Corp.
$675 mil. first-lien notes due 2023
Senior Secured                       BB-
  Recovery Rating                     1



FOR IRWIN: Moody's Affirms 'Ba2' Rating on Class III Bonds
----------------------------------------------------------
Moody's Investors Service has affirmed the A2 rating on the Fort
Irwin Land LLC, CA's Military Housing Revenue Class I Bonds, Series
2005A, the Baa1 rating on the Class II bonds and the Ba2 rating on
the Class III bonds. The outlook on the ratings has been revised to
stable.

SUMMARY RATING RATIONALE

The rationale for affirming all three classes is that while debt
service coverage has improved, there is potential for volatility in
coverage going forward as BAH and occupancy metrics fluctuate.

OUTLOOK

The outlook has been revised to stable as coverage has improved to
levels that provide some buffer for ongoing volatility in project
performance due to changes in occupancy, BAH or expenses.

WHAT COULD MAKE THE RATING GO UP

-- Continued stabilization in debt service coverage per tranche,
project occupancy stabilizing at higher levels or improving and
continued BAH increases.

WHAT COULD MAKE THE RATING GO DOWN

-- Declines in debt service coverage, decrease in the BAH in 2016,
a tap to the debt service reserve surety, or downgrade of the
surety provider

OBLIGOR PROFILE

The issuer is Fort Irwin Land, LLC. The Borrower is California
Military Communities LLC, CA, which was formed to rehabilitate
existing housing and construct new housing for the project.

LEGAL SECURITY

The bonds are special limited obligations of the issuer, and as
such the bonds are secured solely by the revenues and trust estate
assets pledged to bondholders.



GAS-MART USA: Control Clarified by Kansas City Bankruptcy Judge
---------------------------------------------------------------
Bill Rochelle, bankruptcy columnist for Bloomberg News, reports
that a July 30 ruling by a bankruptcy judge in Kansas City,
Missouri, has brought some clarity about who's in charge, at least
for the time being, of Gas-Mart USA Inc.

According to the report, U.S. Bankruptcy Judge Arthur B. Federman
rebuffed the custodian, saying his control was "unwarranted" and
"unnecessarily expensive."  Judge Federman said the custodian in
substance represents the owners, who should have little voice in
bankruptcy unless the company is shown to be solvent.

                          About Gas-Mart

Gas-Mart USA, Inc., Aving-Rice, LLC, Fran Transport & Oil Company,
and G&G Enterprises, LLC, sought Chapter 11 bankruptcy protection
(Bankr. W.D. Mo. Lead Case No. 15-41915) in Kansas City, Missouri,
on July 2, 2015.

Gas-Mart and Aving-Rice own and operate gasoline
station/conveniences stores ("C-Stores").  With locations in Iowa,
Illinois, Indiana, Nebraska, and Wisconsin, Gas-Mart and Aving Rice
operate 22 and 20 stores, respectively, as of the Petition Date.
G&G owns and leases ATM's to the 42 Gas-Mart and Aving-Rice
locations as well as certain ConocoPhillips locations in the
greater Kansas City Area.  Fran is a fuel hauling business located
in and serving Kansas City.

Judge Arthur B. Federman presides over the Chapter 11 cases.

The Debtors tapped Stinson Leonard Street LLP as attorneys;
Polsinelli PC as special counsel; Brown & Ruprecht, PC as conflicts
counsel; and Frank Wendt as special conflicts counsel.

The Debtors' Chapter 11 plan and disclosure statement are due Oct.
30, 2015.

Gas-Mart estimated $10 million to $50 million in assets and debt.


GREGORY BOS: Split Widens on Discharge for Benefits Pay Failure
---------------------------------------------------------------
Bill Rochelle, a bankruptcy columnist for Bloomberg News, reports
the U.S. Court of Appeals in San Francisco widened a split among
the circuits while showing sympathy for the owner of a business who
failed to make required contributions to a multi-employer benefit
plan.

According to the report, where the bankruptcy and district judge
both found that the owner "committed a defalcation while acting in
a fiduciary capacity," the appeals court disagreed and allowed him
to discharge, or shed, a $500,000 debt under Section 523(a)(4) of
the Bankruptcy Code.

The case involved a company whose owner was in complete control and
could decide whether to make required payments to the employees'
benefit fund, the report related.  The plan documents were written
so plan assets would include payments that should have been made
but weren't, the report further related.

The case is GREGORY BOS, Appellant, v. BOARD OF TRUSTEES, in their
capacities as Trustees of the Carpenters Health and Welfare Fund of
California; Carpenters Vacation Holiday Trust Fund for Northern
California; Carpenters Pension Trust Fund for Northern California;
Carpenters Annuity Trust for Northern California; Carpenters
Training Trust Fund for Northern California; Northern California
Carpenters Regional Council, Appellee, No. 13-15604 (9th Cir.).

A full-text copy of the Opinion dated July 30, 2015, is available
at http://bankrupt.com/misc/BOS1315604.pdf  


GULF PACKAGING: Court OKs $933K Packaging Equipment Sale to GAPCO
-----------------------------------------------------------------
Gulf Packaging, Inc., sought for and obtained from Judge Pamela S.
Hollis, of the U.S. Bankruptcy Court for the Northern District of
Illinois, Eastern Division, approval for the sale of its inventory
and various related parts and equipment, free and clear of all
liens, claims, encumbrances and interests to Gulf Atlantic
Packaging Corp.

The Debtor is liquidating and winding down its business and has
been in discussions with various parties for the sale of its
inventory and other assets, consisting of packaging equipment and
supplies, as well as certain related materials and equipment, which
are located at the Debtor's warehouses in Brownsville and Houston,
Texas.

As consideration for the purchase of the assets, GAPCO will pay
$933,256, free and clear of all liens, claims, interests and
encumbrances.  The amount consists of a cash payment of $546,679
and $368,578 of the Debtor's expenses for rent in its warehouses in
Houston and Brownsville, Texas, and payroll for personnel in those
warehouses.

Joseph D. Frank, Esq., at FrankGecker, LLP, in Chicago, Illinois,
tells the Court that the proposed "private sale" is an exercise of
the Debtor's sound business judgment and is in the best interests
of the Debtor's estate and creditors.  Mr. Frank further tells the
Court that the Debtor has determined that selling the Assets is the
most economical and responsible use of the Assets and the best
cost-effective manner in which to dispose of them.  He says that by
selling the Assets the Debtor avoids the continued need to pay rent
and other potential carrying costs, including labor, attributable
to the Assets.  He tells the Court that the proposed sale will
allow the Debtor to maximize value for salable inventory and also
dispose of "dead" inventory that the Debtor would not otherwise be
able to sell, which has been in stock for several years and has no
customer demand.

                        Objection Filed

Harris County objected to the sale of the Assets free and clear of
its 2015 tax liens and asked the Court to subject the sale of the
Assets to its 2015 tax liens, since the 2015 taxes are not due
until January 2016.  John P. Dillman, Esq., at Blair & Sampson,
LLP, in Houston, Texas and Jeffrey C. Dan, Esq., at Crane, Heyman,
Simon, Welch & Clar, in Chicago, Illinois, told the Court that
unless the liens for the 2015 taxes are expressly retained, it may
prove impossible for Harris County to collect the 2015 taxes should
they become delinquent subsequent to January 31, 2016.

Gulf Packaging's attorneys can be reached at:

          Joseph D. Frank, Esq.
          Jeremy Kleinman, Esq.
          FRANKGECKER LLP
          325 North LaSalle Street, Suite 625
          Chicago, IL 60654
          Telephone: (312)276-1400
          Facsimile: (312)276-0035
          E-mail: jfrank@fgllp.com
                  jkleinman@fgllp.com

                - and -

          Jason S. Brookner, Esq.
          Micheal W. Bishop, Esq.
          GRAY REED & MCGRAW, P.C.
          1601 Elm Street, Suite 4600
          Dallas, TX 75201
          Telephone: (214)954-4135
          Facsimile: (214)953-1332
          E-mail: jbrookner@grayreed.com
                  mbishop@grayreed.com

Harris County is represented by:

          John P. Dillman, Esq.
          Tara L. Grundemeier, Esq.
          BLAIR & SAMPSON, LLP
          Post Office Box 3064
          Houston, TX 77253-3064
          Telephone: (713)844-3478
          Facsimile: (713)844-3503

                - and -

          Jeffrey C. Dan, Esq.
          CRANE, HEYMAN, SIMON,
          WELCH & CLAR
          135 South LaSalle Street, Suite 3705
          Chicago, IL 60603
          Telephone: (312)641-6777
          Facsimile: (312)641-7114
          E-mail: jdan@craneheyman.com

                       About Gulf Packaging

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

with the Cutshall family).



Gulf Packaging sought Chapter 11 protection (Bankr. N.D. Ill.
Case
No. 15-15249) on April 29, 2015.  The Debtor disclosed
$16,392,403 in assets and $29,764,425 in liabilities as of the
Chapter 11
filing.

The case is assigned to Judge Pamela S. Hollis.  The Debtor tapped
FrankGecker LLP as counsel; BMC Group Inc. as claims and noticing
agent; and the firm of Gavin/Solmonese to provide Edward T. Gavin
as chief restructuring officer.

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



GULF PACKAGING: FCC Agrees to Termination Date Amendment
--------------------------------------------------------
FCC, LLC, d/b/a First Capital, asks the U.S. Bankruptcy Court for
the Northern District of Illinois, Eastern Division to amend the
definition of "termination date" as set forth in the final order
authorizing debtor Gulf Packaging Inc. to: (a) use cash collateral
on an emergency basis; and (b) grant adequate protection and
provide security and other relief to FCC.

The Debtor and FCC have agreed to amend and restate the entire
definition of Termination Date, as follows:

       "Termination Date.  At Lender's election, the earliest to
occur of: (a) the date on which Lender provides, via facsimile or
overnight mail, written notice to counsel for Debtor and counsel
for the Committee of the occurrence and continuance of an Event of
Default; (b) the date on which the Prepetition Debt is indefeasibly
paid in full in cash; and (c) August 12, 2015 (or such later date
that is agreed to in writing by Lender, Debtor, and the
Committee)."

FCC has likewise agreed that the Final Order be amended to reflect
the revised Budget, as proposed by the Debtor.

FCC, LLC, d/b/a First Capital is represented by:

          Dimitri G. Karcazes, Esq.
          GOLDBERG KOHN LTD.
          55 East Monroe Street, Suite 3300
          Chicago, IL 60603
          Telephone: (312)201-4000
          E-mail: dimitri.karcazes@goldbergkohn.com

          Jason S. Brookner, Esq.
          Micheal W. Bishop, Esq.
          GRAY REED & MCGRAW, P.C.
          1601 Elm Street, Suite 4600
          Dallas, TX 75201
          Telephone: (214)954-4135
          Facsimile: (214)953-1332
          E-mail: jbrookner@grayreed.com
                  mbishop@grayreed.com   

                    - and -

          Joseph D. Frank, Esq.
          Frances Gecker, Esq.
          FRANKGECKER, LLP
          325 North LaSalle, Street, Suite 625
          Chicago, IL 60654
          Telephone: (312)276-1400
          Facsimile: (312)276-0035
          E-mail: jfrank@fgllp.com
                  fgecker@fgllp.com

                       About Gulf Packaging

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

Gulf Packaging sought Chapter 11 protection (Bankr. N.D. Ill. Case
No. 15-15249) on April 29, 2015.  The Debtor disclosed $16,392,403
in assets and $29,764,425 in liabilities as of the Chapter 11
filing.

The case is assigned to Judge Pamela S. Hollis.  The Debtor tapped
FrankGecker LLP as counsel; BMC Group Inc. as claims and noticing
agent; and the firm of Gavin/Solmonese to provide Edward T. Gavin
as chief restructuring officer.

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



HEALTHSOUTH CORP: Moody's Rates New $300MM Sr. Unsecured Notes B1
-----------------------------------------------------------------
Moody's Investors Service assigned a B1 (LGD 4) rating to
HealthSouth Corporation's proposed offering of $300 million of
senior unsecured notes due 2024.  Moody's understands that the
proceeds of the offering will be used to fund a portion of the
previously announced $730 million acquisition of Reliant Hospital
Partners, LLC.  HealthSouth's existing ratings, including its Ba3
Corporate Family Rating and Ba3-PD Probability of Default Rating
are unchanged.  The negative rating outlook is also unchanged.

The rating was assigned:

  $300 million senior unsecured notes due 2024 at B1 (LGD 4)

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 recently completed and planned 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.

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.

The principal methodology used in this rating was Global Healthcare
Service Providers published in Dec. 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 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 $2.7 billion in revenue for the twelve
months ended June 30, 2015.



HUDSON'S BAY: Moody's Assigns 'B1' Rating on 2022 Secured Loan B
----------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Hudson's Bay
Company proposed US$1.085 billion senior secured term loan B due
2022. Proceeds from the term loan, as well as from committed
financing of approximately US$1.265 million of non-recourse real
estate financing to be raised in a JV between HBC and Simon
Properties will be used to fund the purchase of Galeria Holdings
(Kaufhof) from Metro AG for approximately EUR 2.42 billion. All
other ratings including the B1 Corporate Family Rating were
affirmed. The rating outlook remains stable.

The B1 rating assigned to the secured term loan B reflect its
second-lien position on the company's accounts receivable and
inventory (the company's asset based revolving credit facilities in
the US and Canada have a first lien on these assets in Canada and
the US) and the stock of existing and future subsidiaries
(including a pledge of unrestricted real estate subsidiary stock
and HBC's JV equity interests). While the stock pledge does not
afford similar rights as a mortgage, we believe there is
considerable value in HBC's real estate portfolio such that the
stock pledge provides meaningful value to the lenders.

The following ratings were affirmed:

Corporate Family Rating at B1

Probability of Default Rating at B1-PD

Speculative Grade Liquidity rating at SGL-2

C$848 million Senior secured term loan B due 2020 at B1 (LGD4)(*)

(*) Amount as of May 2, 2015. HBC intends to repay this loan in
full from cash proceeds realized from the establishment of the
Simon and Rio Can JV's, which have been concluded.

The following rating was assigned:

Senior secured term loan B due 2022 at B1(LGD3)

RATINGS RATIONALE

Hudson's Bay Company's B1 Corporate Family Rating reflects the
company's significant debt burden with debt/EBITDA expected to be
in the mid 6 times range pro-forma for the acquisition of Kaufhof.
The B1 Corporate Family Rating reflects our expectations that HBC
is unlikely to materially reduce debt over the next couple years,
in part due to its plans to invest a sizable amount of capital
expenditures for a major reconfiguration of its flagship Saks Fifth
Avenue property thus deleveraging would occur primarily through
earnings improvement. The rating also reflects the company's
generally consistent performance across all of its North American
banners under the current management team. While leverage is very
high and is reflective of a lower rating, the B1 rating considers
the company's solid liquidity profile with access to significant
untapped asset-based revolving credit facilities. The ratings also
reflect HBC's continued majority ownership of real estate assets
which have significant value and mitigate the high financial
leverage of the company.

The B1 CFR reflects Moody's view that the addition of Kaufhof,
which operates leading department stores in Germany and Belgium,
will enhance the geographic diversification of HBC's 3 existing
North American banners (Hudson's Bay, Saks and Lord & Taylor). We
expect Kaufhof will operate as a substantially separate business
such that the usual degree of execution risk is lower. However,
given that the Kaufhof acquisition is occurring less than 2 years
after the closing of the acquisition of Saks Inc., there is very
limited capacity for the company to undertake additional debt while
maintaining the B1 rating and stable outlook.

"The stable outlook reflects our expectations that HBC will
maintain revenue and margin stability across its portfolio as a
whole. We expect deleveraging to occur primarily through earnings
improvement given we do not expect HBC to materially reduce debt
over the next couple years, in part due to its plans to invest a
sizable amount of capital expenditures for a major reconfiguration
of its flagship Saks Fifth Avenue property."

The ratings could be downgraded if we expected debt/EBITDA to be
sustained above 6.25 for an extended period or interest coverage
approached 1.25 times. Given the high debt burden, ratings could be
lowered if actions with respect to the significant real estate
holdings were not maintained in a creditor friendly manner.

There is limited upward ratings momentum for the near to
intermediate term. Quantitatively, ratings could be upgraded if
debt/EBITDA was sustained below 5 times and interest coverage was
sustained above 2.0 times while maintaining a good overall
liquidity profile.

Headquartered in Toronto, Canada, Hudson's Bay Company ("HBC")
operates Hudson's Bay, Canada's largest branded department store
with 90 locations, and Home Outfitters, Canada's largest home
specialty superstore with 67 locations across the country. In the
United States, HBC operates Lord & Taylor, a department store with
50 full-line store locations throughout the northeastern and
mid-Atlantic US, and four Lord & Taylor outlets. Saks Fifth Avenue
currently operates 39 Saks Fifth Avenue stores and 84 Saks Fifth
Avenue OFF 5TH stores. HBC has agreed to acquire Galeria Holding
("Kaufhof") for total consideration of €2.42 billion (C$3.36
billion). Pro forma revenue during fiscal 2015 for the combined
company is expected to be around C$13 billion.



JW RESOURCES: Files Schedules of Assets and Liabilities
-------------------------------------------------------
JW Resources Inc. with the U.S. Bankruptcy Court for the Eastern
District of Kentucky its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------           ------------      -----------
  A. Real Property              $80,800
  B. Personal Property          $116,223,812
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $60,941,714
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $635,163
  F. Creditors Holding
     Unsecured Non-priority
     Claims                                        $4,419,043
                                 -----------      -----------
        TOTAL                   $116,304,612      $65,995,920

A full-text copy of the Debtor's schedules is available for free at
http://is.gd/BwgwM2

                      About JW Resources

JW Resources Inc. and its subsidiaries are U.S. producers of
thermal coal with mineral reserves, mining operations and coal
properties located in the Central Appalachian ("CAPP") regions of
Kentucky. JW acquired the thermal coal mining operations of Xinergy
in eastern Kentucky for $47.2 million in February 2013.  JW's
business operations comprise what is known as the "Straight Creek"
operations located in Bell, Leslie and Harlan Counties, Kentucky,
and the "Red Bird" operations located in Bell, Leslie, Knox, and
Clay Counties, Kentucky.  JW Resources is the parent and sole
shareholder of SCRB Properties, Inc., Straight Creek Coal  Mining,
Inc. and SCRB Processing, Inc.

JW Resources and its subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. E.D. Ky. Lead Case No. 15-60831) in London,
Kentucky on June 30, 2015.

The Debtors tapped Frost Brown Todd LLC as counsel, and Energy
Ventures Analysis, Inc., as sale advisor.

JW Resources estimated $1 million to $10 million in assets and $50
million to $100 million in debt.  Straight Creek estimated $10
million to $50 million in assets and $50 million to $100 million in
debt.


KEMET CORP: Reports $37 Million Net Loss for June 30 Quarter
------------------------------------------------------------
Kemet Corporation filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $37
million on $188 million of net sales for the quarter ended June 30,
2015, compared to a net loss of $3.5 million on $213 million of net
sales for thr same period in 2014.

As of June 30, 2015, Kemet had $750 million in total assets, $619
million in total liabilities and $131 million in total
stockholders' equity.

"Our liquidity needs arise from working capital requirements,
capital expenditures, acquisitions, principal and interest payments
on debt, and costs associated with the implementation of our
restructuring plans.  Historically, our cash needs have been met by
cash flows from operations, borrowings under our loan agreements
and existing cash balances."

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

                        http://is.gd/mYOe4P

                            About KEMET

KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors.  KEMET's common stock is listed on the NYSE
under the symbol "KEM."

                           *     *     *

As reported by the TCR on March 26, 2013, Moody's Investors
Service downgraded KEMET Corp.'s Corporate Family Rating to 'Caa1'
from 'B2' and the Probability of Default Rating to 'Caa1-PD' from
'B2- PD' based on Moody's expectation that KEMET's liquidity will
be pressured by maturing liabilities and negative free cash flow
due to the interest burden and continued operating losses at the
Film and Electrolytic segment.

As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on KEMET to 'B-' from
'B+'.  "The downgrade is based on continued top-line and margin
pressures and lagging results from the restructuring of the Film &
Electrolytic [F&E] business, which combined with cyclical weak
end-market demand, has resulted in sustained, elevated leverage
well in excess of 5x, persistent negative FOCF, and diminishing
liquidity," said Standard & Poor's credit analyst Alfred
Bonfantini.

The TCR reported in August 2014 that S&P revised its outlook on
KEMET to 'stable' from 'negative'.  S&P affirmed the ratings,
including the 'B-' corporate credit rating.


KEY SAFETY: Moody's Affirms 'B1' Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service affirmed Key Safety Systems, Inc.'s
ratings -- Corporate Family Rating (CFR) and Probability of Default
Rating at B1 and B2-PD, respectively. The ratings of Key Safety's
secured revolver and upsized secured term loan were also affirmed
at Ba2. Key Safety is issuing an incremental $50 million term loan
under the accordion feature of its existing facility. The net
proceeds are intended to fund accelerated capital expenditures and
a potential acquisition. The rating outlook remains stable.

The following ratings were affirmed:

Key Safety Systems, Inc.

Corporate Family Rating at B1

Probability of Default Rating at B2-PD

$75 million senior secured revolver 2019 at Ba2 (LGD2)

$571 million (upsized) senior secured term loan due 2021 at Ba2
(LGD2)

RATINGS RATIONALE

The affirmation of Key Safety's B1 (CFR) reflects the company's
high leverage, modest EBITA margins in the mid-single digits, and
high customer concentration. These considerations continue to be
balanced by the company's established market position for its core
products and our expectation for modest improvement in credit
metrics over the next 18 months. The proceeds from the incremental
term loan are slated for the expansion of airbag inflator
production capacity to meet higher than anticipated customer demand
and a potential acquisition. While the incremental debt increases
leverage to about 6.9x for the LTM period ending March 31, 2015
(inclusive of Moody's adjustments) from 6.4x, pro forma for the
expected EBITDA generated from the capacity expansion and potential
acquisition, Moody's estimates leverage reduces back to 6.4x for
the corresponding period. This opportunity is likely to delay the
company's ability to decrease debt / EBITDA below 5.0x by the end
of 2015. Yet, new customer growth which drives the needed capacity
expansion should position Key Safety for cross-selling
opportunities, including the company's steering wheels and
seatbelts.

Key Safety is anticipated to have an adequate liquidity profile
over the near-term supported by cash on hand and availability under
its revolving credit facility. As of March 31, 2015, the company
had approximately $61 million of cash and equivalents plus an
additional $36 million of bank acceptance notes which are also a
source of liquidity. Pro forma for the transaction, Moody's expects
the company to have approximately $49 million available under its
$75 million revolving credit facility due 2019 after accounting for
about $24 million drawn and $2 million in undrawn letters of
credit. As a result of Key Safety's planned increase in capital
spending, we expect the company to generate negative free cash flow
during 2015 and roughly breakeven free cash flow over the next 18
months. Key Safety's credit facility has a springing maximum net
leverage ratio covenant that is tested during periods where the
ending utilization of the revolver is at least 32.5%. We do not
expect this covenant to spring into effect over the next 18
months.

The stable rating outlook continues to reflect Moody's expectation
for leverage reduction and an improvement in the overall credit
profile over the next 18 months as Key Safety benefits from
additional demand.

An improvement in Key Safety's rating or outlook would be driven by
an improvement in credit metrics and free cash flow generation used
to reduce debt. A consideration for a higher rating or outlook
could result from EBITA / interest sustained above 3.3x and debt /
EBITDA approaching 3.5x while demonstrating a financial policy that
is focused on debt reduction rather than shareholder returns.

A lower outlook or rating could result from weakening global
automotive demand or inefficiencies resulting from the company
addressing its new business backlog. Consideration for a lower
rating or outlook could result from EBITA margins falling below 4%,
EBITA / interest approaching 1.5x, or debt / EBITDA sustained above
5.0x. A deteriorating liquidity profile or the initiation of large
shareholder distributions could also result in the lowering of the
company's rating or outlook.

Key Safety, headquartered in Sterling Heights, Michigan, designs,
engineers and manufactures airbags and inflators, seatbelts, and
steering wheels for the global automotive industry. Revenues for
the LTM period ended March 31, 2015 were approximately $1.4
billion. Key Safety is majority-owned by FountainVest Partners.



KSS HOLDINGS: S&P Retains 'B+' CCR After Proposed $50MM Debt Add-On
-------------------------------------------------------------------
Standard & Poor's Ratings Services said that its 'B+' corporate
credit rating on KSS Holdings Inc. and its 'B+' issue-level rating
on Key Safety Systems Inc.'s first-lien term loan due August 2021
are unchanged following the company's announcement of a $50 million
add-on offering to the term loan.  Key Safety Systems is the
borrower under the credit agreement and is the operating company of
KSS Holdings Inc.  The '3' recovery rating on the term loan, which
indicates S&P's expectation for meaningful (50%-70%; lower half of
the range) recovery in the event of a default, is also unchanged.

S&P anticipates that KSS will use most of the proceeds from this
add-on to expand and improve its existing operations, support new
business wins, and gain further market share in the automotive
safety systems market.

KSS has been funding its recent capital expenditure requirements
with its $75 million revolver.  This has temporarily elevated the
company's leverage levels so far this year (with a debt-to-EBITDA
metric exceeding 5.0x), and S&P expects KSS' free cash flow to turn
negative for 2015.  S&P forecasts that the company's leverage will
gradually improve to 4.6x by the end of 2015 and reach 4.3x in
2016.

S&P's stable outlook on KSS incorporates S&P's view that business
growth will allow the company to reduce its leverage over the next
12 months and position itself to generate positive free operating
cash flow (FOCF) in 2016.

S&P could lower its rating on KSS Holdings Inc. if the company's
FOCF-to-debt ratio remains below 5% or its debt-to-EBITDA metric
remains above 5.0x on a sustained basis amid the increased
execution risks related to the launch of its new business.
Alternatively, the downside ratings pressure could also stem from
slower-than-expected revenue growth due to weak global vehicle
demand.

An upgrade is unlikely based on S&P's current assessment of KSS'
business risks and its ownership by a financial sponsor, which S&P
believes indicates that its financial policies will remain
aggressive.  Under a different ownership structure, an upgrade
could occur over the next 12 months if KSS is able to maintain a
debt-to-EBITDA metric of less than 4.0x and a FOCF-to-debt ratio
approaching 10% with a solid operating performance.  The company's
management would also have to commit to a moderate financial policy
going forward.

RATINGS LIST

Ratings Unchanged

KSS Holdings Inc.
Corporate Credit Rating             B+/Stable/--

Key Safety Systems Inc.
$575 Mil. 1st-lien Trm Ln Due 2021  B+
  Recovery Rating                    3L



LANAI HOLDINGS: Moody's Assigns 'B2' Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service assigned a B2 Corporate Family Rating and
B2-PD Probability of Default Rating to Lanai Holdings III, Inc.
Lanai is the parent holding company of Patterson Medical Holdings,
Inc. (together "Patterson Medical"). Concurrently, Moody's assigned
a Ba3 rating to the company's proposed senior secured first lien
credit facility that includes a $300 million term loan and a $50
million revolver. Moody's also assigned a Caa1 to the proposed $135
million senior secured second lien term loan.

Proceeds from the term loans and equity will be used to finance
Madison Dearborn Partners' purchase of the company from Patterson
Companies in a leveraged buyout transaction. The rating outlook is
stable.

Ratings assigned to Lanai Holdings III, Inc.:

  Corporate Family Rating B2

  Probability of Default Rating B2-PD

  $50 million senior secured first lien revolver rated Ba3, LGD3

  $300 million senior secured first lien term loan rated Ba3, LGD3

  $135 million senior secured second lien term loan rated Caa1,
LGD5

This is the first time Moody's has rated Lanai. The rating actions
are subject to the conclusion of the transaction as proposed, and
Moody's review of final documentation.

RATINGS RATIONALE

The B2 Corporate Family Rating reflects Patterson Medical's small
size and business concentration compared to other broad line
medical distributors. The rating also reflects the very high
financial leverage and execution risks resulting from the sale and
separation of the company from Patterson Companies. Moody's also
expects that Patterson Medical's revenue and margin growth will
remain constrained despite favorable long-term industry dynamics,
underscored by rising demand due to the aging population in the
U.S.

The rating is supported by Patterson Medical's focus on and
leadership in the distribution of physical therapy rehabilitative
and sports medicine equipment and supplies. Patterson Medical's
operating margin will remain higher than typical distributors, due
in part to its higher-margin proprietary product portfolio. Moody's
also expects Patterson Medical to maintain a good liquidity profile
and generate consistent positive free cash flow (excluding one-time
carve-out related costs). The ratings are also supported by the
substantial equity contribution by the sponsor.

The stable outlook assumes the company will effectively manage its
transition to a standalone entity without any material adverse
effects on operations. In addition, Moody's anticipates that the
company will reduce debt to EBITDA to around 5.5x over the 12-18
months.

Moody's does not foresee an upgrade of the ratings in the near term
due to Patterson Medical's limited size, business concentration and
high financial leverage. However, if Moody's expects the company to
maintain its leading market position, increase scale and diversify
its business while maintaining more moderate financial leverage,
Moody's could upgrade the ratings.

Moody's could downgrade the ratings if Patterson Medical
experiences major operating disruptions or other challenges in its
transition to a standalone company. Moody's could also downgrade
the ratings if the company fails to reduce leverage to a level
approaching 5.5 times, or if free cash flow is negative.
Deterioration in liquidity for any reason could also result in a
rating downgrade.

Lanai, through its ownership of Patterson Medical is a specialty
distributor serving the rehabilitation supply market. The company
offers a variety of distributed and proprietary rehabilitation
medical supplies and equipment to acute care facilities, outpatient
clinics, long-term care facilities and select dealers.



LIGHTSQUARED INC: Court Rejects Ex-Chair's Plan Appeal
------------------------------------------------------
Bill Rochelle, a bankruptcy columnist for Bloomberg News, reports
that U.S. District Judge Katherine B. Forrest rejected an appeal by
Lightsquared Inc.'s former chairman Sanjiv Ahuja from the order
approving the Debtor's reorganization plan.

According to the report, Judge Forrest heard arguments for Ahuja's
appeal, together with arguments for Dish Network Corp.'s appeal.
Mr. Rochelle indicated that Judge Forrest may be near issuing a
decision on the Dish appeal too.

The Ahuja appeal is Ahuja v. LightSquared Inc., 15-cv-2342, U.S.
District Court, Southern District of New York (Manhattan).  The
Dish appeal is SP Special appeal Opportunities LLC v. LightSquared
Inc. (In re LightSquared Inc.), 15-cv-2848, U.S. District Court,
Southern District of New York (Manhattan).

                      About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with liquidity
and runway necessary to resolve its issues with the FCC.

Despite working diligently and in good faith, however, LightSquared
and the lenders were not able to consummate a global restructuring
on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the financial
advisor.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.

                          *     *     *

Bankruptcy Judge Shelley C. Chapman in late March 2015, approved
LightSquared Inc.'s Chapter 11 reorganization plan.  As previously
reported by The Troubled Company Reporter, the Debtors, in
December, filed a joint plan and disclosure statement, which
contemplate, among other things, (A) new money investments by the
New Investors in exchange for a combination of preferred and
common
equity, (B) the conversion of the Prepetition LP Facility Claims
into new second lien debt obligations, (C) the repayment in full,
in cash, of the Inc. Facility Prepetition Inc. Facility
NonSubordinated Claims immediately following confirmation of the
Plan, (D) the payment in full, in cash, of LightSquared's general
unsecured claims, (E) the provision of $1.25 billion in new money
working capital for the Reorganized Debtors, (F) the assumption of
certain liabilities, (G) the resolution of all inter-Estate
disputes, and (H) the contribution by Harbinger of the Harbinger
Litigations.


MENLO PARK CDA SUCCESSOR: Moody's Hikes 2006 Bonds Rating From Ba1
------------------------------------------------------------------
Moody's Investors Service has upgraded to Baa1 from Ba1 the rating
on the Successor Agency to the Community Development Agency (CDA)
of Menlo Park, California's $57.6 million of Tax Allocation
Refunding Bonds, Series 2006.

On June 24, 2015, in connection with the release of its Tax
Increment Debt methodology, Moody's placed the ratings of 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.

Three years into the post-dissolution process, the administrative
risks related to the payment of debt service have abated
significantly, so we are now placing greater weight on the
fundamental project area characteristics and particular positive
features of the dissolution legislation. These positive features
include the closed lien status of the bonds and the potential
availability of surplus housing revenues for debt service on
non-housing TABs.

SUMMARY RATING RATIONALE

The upgrade to Baa1 reflects the established and generally stable
nature of the project area, with elevated taxpayer concentration
that is balanced against a healthy long-term rate of tax base
expansion and a very high ratio of incremental assessed value (AV)
to total AV. The Baa1 rating additionally incorporates a trend of
steadily growing pledged revenues that provide solid coverage of
maximum annual debt service, especially when considering the
subordinate status of pass-through payments and the descending
annual debt service requirements going forward. While the Agency
has communicated its plan to refinance the bonds into fixed rate
obligations and simultaneously terminate the related interest rate
swap, our rating continues to reflect the risks associated with the
Agency's existing variable rate demand bonds and interest rate
swap. The swap has a negative fair value of $10.6 million to the
Agency, which poses more relative risk given the significant
limitations on the Agency's liquidity post dissolution. The rating
also recognizes the potential that the tax increment revenue cap is
reached prior to final maturity, which represents a modest risk
given that the state has provided general guidance that these caps
are no longer applicable. However legislation has not been enacted
that abolishes these revenue limitations.

The rating factors in 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 (RDA) 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."

OUTLOOK

Outlooks are generally not assigned to local government credits of
this size.

WHAT COULD MAKE THE RATING GO UP

-- Significant increase in incremental AV, leading to strengthened
debt service coverage

-- Significant reduction in taxpayer concentration

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 as to the timely payment of debt service

OBLIGOR PROFILE

The SA is a separate legal entity from the City of Menlo Park. The
SA is responsible for winding down the operations of the former
CDA, making payments on state approved "Enforceable Obligations"
and liquidating any unencumbered assets to be distributed to other
local taxing entities.

LEGAL SECURITY

The legal security for the project area is tax increment revenue
net of required housing set asides (which effectively no longer
apply). The Agency has certain contractual and statutory
pass-throughs that are subordinate to debt service. The bonds are
additionally secured by a debt service reserve fund held by the
bond trustee, BNY Mellon.

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.



MGM RESORTS: Reports Second Quarter Financial Results
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MGM Resorts International reported net income attributable to the
Company of $97.4 million on $2.3 billion of revenues for the three
months ended June 30, 2015, compared to net income attributable to
the Company of $110 million on $2.5 billion of revenues for the
same period in 2014.

For the six months ended June 30, 2015, the Company reported net
income attributable to the Company of $267.3 million on $4.7
billion of revenues compared to net income attributable to the
Company of $212.6 million on $5.2 billion of revenues for the same
period during the prior year.

As of June 30, 2015, the Company had $27 billion in total assets,
$17.9 billion in total liabilities and $9.1 billion in total
stockholders' equity.

"We are continuing to drive increased profits at MGM Resorts with
second quarter wholly owned Adjusted Property EBITDA up 11% driven
by growth at our Las Vegas and regional resorts.  These resorts are
continuing to gain operating momentum while we continue to make
significant progress on our development pipeline in Cotai,
Maryland, and Massachusetts," said Jim Murren, Chairman & CEO of
MGM Resorts International.  "We are focused on positioning the
Company for future growth, and are pleased to announce the
implementation of our Profit Growth Plan to further enhance our
business practices and profitability."

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

                      http://is.gd/4uQ6mw

                       About MGM Resorts

MGM Resorts International (NYSE: MGM) a global hospitality
company, operating a portfolio of destination resort brands
including Bellagio, MGM Grand, Mandalay Bay and The Mirage.  The
Company also owns 51% of MGM China Holdings Limited, which owns
the MGM Macau resort and casino and is in the process of
developing a gaming resort in Cotai, and 50% of CityCenter in Las
Vegas, which features ARIA resort and casino.  For more
information about MGM Resorts International, visit the Company's
Web site at www.mgmresorts.com.

MGM Resorts reported a net loss attributable to the Company of
$156.60 million in 2013 following a net loss attributable to the
Company of $1.76 billion in 2012.

                         Bankruptcy Warning

The Company stated in its 2013 Annual Report, "The agreements
governing our senior secured credit facility and other senior
indebtedness contain restrictions and limitations that could
significantly affect our ability to operate our business, as well
as significantly affect our liquidity, and therefore could
adversely affect our results of operations.  Covenants governing
our senior secured credit facility and certain of our debt
securities restrict, among other things, our ability to:

   * pay dividends or distributions, repurchase or issue equity,
     prepay certain debt or make certain investments;

   * incur additional debt;

   * incur liens on assets;

   * sell assets or consolidate with another company or sell all
     or substantially all assets;

   * enter into transactions with affiliates;

   * allow certain subsidiaries to transfer assets; and

   * enter into sale and lease-back transactions.

Our ability to comply with these provisions may be affected by
events beyond our control.  The breach of any such covenants or
obligations not otherwise waived or cured could result in a
default under the applicable debt obligations and could trigger
acceleration of those obligations, which in turn could trigger
cross defaults under other agreements governing our long-term
indebtedness.  Any default under our senior secured credit
facility or the indentures governing our other debt could
adversely affect our growth, our financial condition, our results
of operations and our ability to make payments on our debt, and
could force us to seek protection under the bankruptcy laws."

                           *     *     *

As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on MGM Resorts
International to 'B-' from 'CCC+'.   In March 2012, S&P revised
the outlook to positive from stable.

"The revision of our rating outlook to positive reflects strong
performance in 2011 and our expectation that MGM will continue to
benefit from the improving performance trends on the Las Vegas
Strip," S&P said.

In March 2012, Moody's Investors Service affirmed its B2 corporate
family rating and probability of default rating.  The affirmation
of MGM's B2 Corporate Family Rating reflects Moody's view that
positive lodging trends in Las Vegas will continue through 2012
which will help improve MGM's leverage and coverage metrics,
albeit modestly. Additionally, the company's declaration of a $400
million dividend ($204 million to MGM) from its 51% owned Macau
joint venture due to be paid shortly will also improve the
company's liquidity profile. The ratings also consider MGM's
recent bank amendment that resulted in about 50% of its
$3.5 billion senior credit facility being extended one year from
2014 to 2015.

As reported by the TCR on Sept. 29, 2014, Fitch Ratings has
upgraded MGM Resorts International's (MGM) and MGM China Holdings
Ltd's (MGM China) IDRs to 'B+' from 'B' and 'BB' from 'BB-',
respectively.  Fitch's upgrade of MGM's IDR to 'B+' and the
Positive Outlook reflect the company's strong performance on the
Las Vegas Strip and in Macau as well as Fitch's longer-term
positive outlooks for these markets.


MOTOROLA SOLUTIONS: Moody's Cuts Subordinated Shelf Rating to Ba1
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Moody's Investors Service Motorola Solutions, Inc.'s senior
unsecured rating to Baa3 from Baa2. The downgrade was driven by the
proposed $1 billion increase in debt and $2 billion share
repurchase plan. The ratings outlook was changed to negative from
stable.

Ratings Rationale

The Baa3 senior unsecured rating reflects high leverage pro forma
for the convertible note issuance and relatively aggressive
financial policies. The rating is supported by MSI's very strong
business profile which to some degree mitigates the high leverage.
MSI's pro forma leverage would however be an outlier among Baa
rated companies.

Leverage pro forma for the convertible note issuance is
approximately 4.6x but has the potential to decrease to under 4x
over the next eighteen months if the company can improve revenues
and EBITDA levels. Pro forma free cash flow to debt is also
considered weak at approximately 4%, though it has the potential to
increase to above 10% over the next eighteen months if the company
returns to growth and continues to improve its margins. The
increased level of share purchases funded with a combination of
debt and cash balances, represents a shift to more aggressive
financial policies. While cash balances post the announced $2
billion of buybacks will remain relatively strong at $2.1 billion,
balances are expected to decline further during 2016 as the company
continues its aggressive buyback program at levels that far exceed
its cash generating capabilities.

The rating recognizes MSI's broad geographic and product
diversification through its leading position in the communications
equipment business as well as its cash generating potential. The
rating is supported in particular by the strength and market
position of the government and public safety business across its
many product lines and the relative stability of this business in
economic downturns. However, given the high leverage and relatively
aggressive financial policies, MSI is considered weakly positioned
in the Baa3 category.

Liquidity is expected to be very good in the near term based on its
substantial though declining cash balances, a $2 billion undrawn
revolver and expectations of solid free cash flow generation.

The negative ratings outlook reflects the material risk that
leverage could remain at elevated levels if the company fails to
achieve revenue and profitability growth or engages in further
aggressive financial policies.

The ratings could be downgraded if the company does not demonstrate
revenue growth, improving margins and significantly greater free
cash flow generation. The ratings could also be downgraded if
leverage is not on track to fall below 4.25x (and 3.25x excluding
pensions) or if cash balances fall below $1.5 billion before such
milestones are met.

The following ratings were affected:

Downgrades:

Issuer: Motorola Solutions, Inc.

Issuer Rating, Downgraded to Baa3 from Baa2

Subordinated Shelf, Downgraded to (P)Ba1 from (P)Baa3

Senior Shelf, Downgraded to (P)Baa3 from (P)Baa2

Senior Unsecured Regular Bond/Debenture, Downgraded to Baa3 from
Baa2

Outlook Actions:

Issuer: Motorola Solutions, Inc.

Outlook, Changed To Negative From Stable

Motorola Solutions Inc. is a leading provider of public safety
communications equipment to governments and enterprises. Motorola
Solutions had revenue of $5.9 billion in FY2014.



NET ELEMENT: Files Financial Statements of PayOnline with SEC
-------------------------------------------------------------
Net Element, Inc. has amended its current report on Form 8-K filed
with the Securities and Exchange Commission on May 27, 2015, to
include (i) the audited financial statements of PayOnline System
LLC, Innovative Payment Technologies LLC, Polimore Capital Limited
and Brosword Holding Limited at and for the years ended Dec. 31,
2013, and Dec. 31, 2014, including the report of Daszkal Bolton,
LLP, independent certified public accountants, and (ii) the pro
forma financial information referred to in Item 9.01(b) of this
Amendment.  A copy of the unaudited financial statements of
PayOnline is available for free at http://is.gd/yN3XPy

                        About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.

Net Element reported a net loss of $10.18 million on $21.2
million of net revenues for the 12 months ended Dec. 31, 2014,
compared to a net loss of $48.3 million on $18.7 million of net
revenues for the 12 months ended Dec. 31, 2013.

As of March 31, 2015, the Company had $14.02 million in total
assets, $10.3 million in total liabilities and $3.73 million in
total stockholders' equity.

BDO USA, LLP, in Miami, Florida, issued a "going concern"
qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2014.  The accounting firm
said that the Company has suffered recurring losses from operations
and has used substantial amounts of cash to fund its operating
activities that raise substantial doubt about its ability to
continue as a going concern.


NIRVANA INC: U.S. Trustee Forms 3-Member Creditors Committee
------------------------------------------------------------
William K. Harrington, U.S. Trustee for Region 3, appointed three
creditors to serve on the Official Committee of Unsecured Creditors
in the Chapter 11 cases of Nirvana Inc. and its debtor-affiliates.

The members of the Committee are:

1. DWS Associates, Inc.
   89 North Industry Court
   Deer Park, NY 11729
   Attention: Craig Smith
   Tel: (631) 667-6666

2. Nan Ya Plastics
   9 Peach Tree Hill Road
   Livingston, NJ 07039
   Attention: George Chan G. Controller
   Tel: (973) 716-7488

3. XPO Logistics-Brokerage
   13777 Ballantyne Corp Place
   Charlotte, NC 28277
   Attention: Joseph Lain
   Tel: (704) 594-3456

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

                         About Nirvana Inc.

Nirvana Inc. is a manufacturer and bottler of spring water that is
captured from four natural springs on 1,600 acres of property
located in the foothills of the Adirondack Mountains at Forestport,
New York. Nirvana says its water is exceptionally pure and flows
naturally to the surface at a temperature of 42 degrees
Fahrenheit.

Nirvana is a closely-held New York corporation with a principal
office located at One Nirvana Plaza, Forestport, New York. Nirvana
was formed on June 2, 1995 by Mozafar Rafizadeh and his brother,
Mansur Rafizadeh.

Nirvana, Inc., and three affiliates -- Nirvana Transport, Inc.,
Nirvana Warehousing, Inc. and Millers Wood Development Corp. --
sought Chapter 11 bankruptcy protection (Bankr. N.D.N.Y. Lead Case
No. 15-60823) in Utica, New York, on June 3, 2015. The cases are
assigned to Judge Diane Davis.

According to the docket, the Debtors' Chapter 11 plan and
disclosure statement are due Oct. 1, 2015. The deadline for filing
claims by governmental units is Nov. 30, 2015.

The Debtors tapped Bond, Schoeneck & King, PLLC, as general
counsel, and Teitelbaum & Baskin, LLC, as special counsel.


NVA HOLDINGS: Moody's Assigns 'B1' Rating to First Lien Term Loan
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Moody's Investors Service assigned a B1 (LGD 3) rating to NVA
Holdings, Inc.'s proposed $25 million senior secured delayed draw
first lien term loan. NVA's B3 Corporate Family Rating, B3-PD
Probability of Default Rating, and B1 rating for the company's
existing senior secured first lien credit facilities, including a
$70 million revolver and first lien term loan (being upsized by $50
million), remain unchanged. Also unchanged is the Caa2 rating for
NVA's $160 million senior secured second lien term loan. The rating
outlook is stable.

The proceeds from the $50 million upsize of the first lien term
loan and $25 million delayed draw first lien term loan (fungible
with the existing term loan) will be used primarily to fund
near-term acquisitions under signed letters of intent, add balance
sheet cash, and pay transaction fees and expenses. Moody's expects
the delayed draw first lien term loan to be funded by
late-September. On a pro forma basis for the transaction, the
company's adjusted financial leverage remains over 7 times for the
twelve months ended March 31, 2015. Moody's expects the add-ons to
be leverage neutral and support NVA's liquidity profile through the
maintenance of full availability under its revolving credit
facility and increased balance sheet cash.

Following is a summary of Moody's rating assignment on NVA
Holdings, Inc.:

  $25 million delayed draw first lien term loan, at B1 (LGD 3)

The following ratings of NVA Holdings, Inc. are unchanged:

  Corporate Family Rating, B3

  Probability of Default Rating, B3-PD

  Senior secured revolving credit facility, B1 (LGD 3)

  Senior secured first lien term loan (being upsized to $475
million from $425 million), B1 (LGD 3)

  Senior secured second lien term loan, Caa2 (LGD 5)

The rating outlook is stable.

The ratings are subject to review of final documentation.

RATINGS RATIONALE

NVA's B3 Corporate Family Rating reflects the company's very high
financial leverage, small absolute revenue size, and uncertainty
related to the pace of acquisitions over the
near-to-intermediate-term and the extent to which incremental debt
will be utilized. However, NVA's credit profile benefits from its
solid market presence as a leading provider of freestanding
veterinary hospitals in the U.S., with a diverse geographic
footprint across 39 states and Canada. While Moody's expects
positive organic same-store sales growth over the next 12 to 18
months, the company will likely also pursue growth through an
aggressive acquisition strategy. However, while part of this
strategy will likely involve incremental debt and potentially
reduce available external liquidity sources, the rating is
supported by the company's flexibility to temper the pace of
acquisitions should the operating environment deteriorate or if the
company's cash needs increase.

The rating outlook is stable, reflecting the company's relatively
stable business profile and positive free cash flow generation, as
well as Moody's expectation that credit metrics will improve over
the next year driven by higher earnings. The stable rating outlook
does not incorporate significant debt-funded acquisitions or
shareholder distributions.

The ratings could be downgraded if the company faces top-line and
earnings pressure such that operating margins, cash flow, or
liquidity deteriorate. The ratings could also be downgraded if
debt-to-EBITDA leverage is not reduced meaningfully over the next
12 to 18 months, or if the company engages in material
debt-financed shareholder initiatives.

The ratings could be upgraded if NVA sustains revenue and earnings
growth that would enable the company to reduce and sustain its
adjusted debt-to-EBITDA below 6.0 times.

Based in Agoura Hills, California, NVA Holdings, Inc. is a leading
provider of veterinary medical services, operating approximately
268 locally-branded animal hospitals across the United States as of
March 31, 2015. NVA provides medical, diagnostic testing, and
surgical services to support veterinary care. The company also
offers ancillary services including boarding and grooming, and the
sale of pet food and other retail pet care products. NVA is
privately-owned by funds affiliated with financial sponsor, Ares
Management LLC ("Ares"). On a reported basis, the company generated
revenues of approximately $462 million for the twelve months ended
March 31, 2015.



OZ GAS: Court Authorizes Transfer of $22K to Oz
-----------------------------------------------
Guy C. Fustine, Chapter 11 Trustee for Debtors Oz Gas, Ltd., Great
Plains Exploration, LLC, and John D. Oil and Gas Company, sought
and obtained from Judge Thomas P. Agresti of the U.S. Bankruptcy
Court for the Western District of Pennsylvania, authority to
transfer $3,000 from JDOG to Oz and $19,000 from GPE to Oz.

Mr. Fustine tells the Court that the cash is needed for fuel,
utilities, payroll and U.S. Trustee fees through the end of June,
2015.  He further tells the Court that the transfers are in the
ordinary course of business because Oz, JDOG and GPE periodically
make advances on behalf of one another, which are reimbursed based
upon an allocation of the amount involved.

The Chapter 11 Trustee can be reached at:

          Guy C. Fustine, Esq.
          John F. Kroto, Esq.
          KNOX MCLAUGHLIN GORNALL & SENNETT, P.C.
          120 West Tenth Street
          Erie, PA 16501-1461
          Telephone: (814)459-2800
          E-mail: gfustine@kmgslaw.com
                  jkroto@kmgslaw.com

                           About Oz Gas

Mentor, Ohio-based John D. Oil & Gas Co., is in the business of

acquiring, exploring, developing, and producing oil and
natural
gas in Northeast Ohio.  The Company has 58 producing wells.  The
Company also has one self storage facility located in Painesville,
Ohio. The self-storage facility is operated through a partnership
agreement between Liberty Self-Stor Ltd. and the Company.

John D. Oil's affiliated entities -- Oz Gas, LTD., and Great Plains
Exploration, LLC -- filed voluntary Chapter 11
 petitions (Bankr.
W.D. Pa. Case Nos. 12-10057 and 12-10058) on Jan. 11, 2012.  Two
days later, John D. Oil filed its own Chapter 11 petition (Bankr.
W.D. Pa. Case No. 12-10063).

On Nov. 21, 2011, at the request of the lender RBS Citizens, N.A.,
dba Charter One, a receiver was appointed for all three corporate
Debtors, in the United States District Court for the Northern
District of Ohio at case No. 11-cv-2089-CAB.  District Judge
Christopher A. Boyko issued an order appointing Mark E. Dottore as
receiver.  The Receivership Order was appealed to the Sixth Circuit
Court of Appeals on Dec. 19, 2011, and the appeal is currently
pending.

Judge Thomas P. Agresti oversees the Chapter 11 cases.  Robert S.
Bernstein, Esq., at Bernstein Law Firm P.C., serves as counsel to
the Debtors.  Each of Great Plains and Oz Gas estimated $10 million
to $50 million in assets and debts.  John D. Oil's balance sheet at
Dec. 31, 2011, showed $6.98 million in total assets, $13.26 million
in total liabilities, and a stockholders' deficit of $6.28 million.
The petitions were signed by Richard M. Osborne, CEO.

The U.S. Trustee said a committee under 11 U.S.C. Sec. 1102 has not
been appointed because no unsecured creditor responded to the U.S.
Trustee's communication for service on the committee.



PARTY CITY: Moody's Assigns B3 Rating on $350MM Noes Due 2023
-------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Party City
Holdings Inc.'s proposed $350 million senior unsecured notes due
2023. Proceeds from the proposed notes will be used to redeem the
remaining $350 million 8.875% senior unsecured notes due 2020 that
were not called for redemption as part of Party City's July 28,
2015 refinancing announcement.

The B3 rating on the proposed senior unsecured notes considers the
junior position to Party City's proposed $540 million asset-based
revolving credit facility (not rated) and proposed $1.34 billion
secured term loan. The assigned rating is subject to review of
final documentation. The transaction is a credit positive for Party
City as it is expected to further reduce interest costs and
lengthen the company's debt maturity profile.

The following ratings were assigned:

Party City Holdings Inc.:

-- $350 million guaranteed senior unsecured notes due 2023 at B3
(LGD 6).

The following ratings are unchanged:

Party City Holdings Inc.:

-- Corporate Family Rating at B1;

-- Probability of Default Rating at B1-PD;

-- Proposed $1.34 billion senior secured term loan due 2022 at B1

    (LGD4);

-- Speculative Grade Liquidity Rating at SGL-2;

-- Outlook: Positive.

The following ratings are unchanged and will be withdrawn upon
completion of the proposed refinancing:

Party City Holdings Inc.:

-- Senior secured term loan due 2019 at Ba3 (LGD3);

-- Guaranteed senior unsecured notes due 2020 at B3 (LGD 5).

RATINGS RATIONALE

Party City's B1 Corporate Family Rating reflects the company's
narrow business focus on party goods and accessories and it's high
financial leverage, as measured by forma lease-adjusted
debt/EBITDA, of 5.4x. The rating also reflects that Party City
remains a 'controlled company' as defined by the SEC with
affiliates of Thomas H. Lee Partners, L.P. ("THL") and Advent
International Corporation ('Advent"), who have a history of funding
sizable debt financed dividends, still holding over 70% of the
outstanding shares in the company. The rating is supported by Party
City's strong market presence in both retail and wholesale, growing
geographic diversification, relative demand stability of party
goods and accessories, and track record of integrating acquisitions
and achieving cost savings, all of which should enable continued
future steady growth and metric improvement. Liquidity is good, as
cash flow and revolver availability are expected to be more than
sufficient to cover cash flow needs over the next 12-18 months.

The positive outlook reflects Moody's expectation for steady
improvement in debt protection metrics due to the relatively stable
demand characteristics of party goods and accessories, and
continued successful integration of potential future bolt-on
acquisitions.

Ratings could be upgraded through sustained growth in revenue and
profitability leading to improved credit metrics. Clarity around
future financial policies, such as demonstrating the willingness
and ability to sustainably reduce debt and improve credit metrics,
and reduced private equity ownership could also support a ratings
upgrade. Specific metrics include lease-adjusted debt to EBITDA
sustained below 5.0x and EBITA /interest expense is sustained above
2.5x.

Ratings could be downgraded if the company's operating performance
were to sustainably weaken due to declines in consumer
discretionary spending, heightened competition or integration
issues, more aggressive financial policies or a material erosion in
liquidity. Metrics include debt/EBITDA sustained above 6.0x or if
EBITA/interest below 1.75x.

Party City Holdings Inc. is a designer, manufacturer, distributor
and retailer of party goods and related accessories. The company's
retail brands principally include Party City and Halloween City.
Total revenue exceeded $2.3 billion for the twelve month period
ended March 31, 2015. Following its IPO in April 2015, the company
remains majority owned by Thomas H. Lee Partners, L.P. ("THL").



PARTY CITY: S&P Assigns 'CCC+' Rating on New $350MM Notes Due 2023
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'CCC+' issue-level
rating to Elmsford, N.Y.-based Party City Holdings Inc.'s proposed
$350 million senior unsecured notes due 2023.  The recovery rating
on the notes is '6', indicating S&P's expectation for minimal
recovery, in the 0% to 10% range, in the event of payment default.
The company plans to use the proceeds to pay down its existing $350
million senior unsecured notes due in 2020.  The refinancing of the
existing notes will have no meaningful impact on credit metrics.
Pro forma for the transaction, S&P continues to expect leverage to
be in the mid-5.0x range and funds from operations to debt to be in
the mid-9.0% range.  S&P's 'B' corporate credit rating and positive
outlook on Party City are unchanged.

RATINGS LIST

Party City Holdings Inc.
Corporate Credit Rating                       B/Positive/--
Senior Unsecured
  $350mil nts due 2023
   Local Currency                             CCC+
   Recovery Rating                            6



PLUG POWER: Registers Possible Resale of 7.8 Million Shares
-----------------------------------------------------------
Plug Power Inc. filed a Form S-3 registration statement with the
Securities and Exchange Commission relating to the potential resale
from time to time by Axane, S.A. of some or all of the 7,886,598
shares of the Company's common stock held by the selling
stockholder.  The registration of the offer and sale of the
securities covered by this prospectus does not necessarily mean
that any of the securities will be offered or sold by the selling
stockholder.

The Company will receive no proceeds from any resale of the shares
of common stock, but the Company has agreed to pay certain
registration expenses.

The Company's common stock is traded on the NASDAQ Capital Market
under the symbol "PLUG."  On July 31, 2015, the last reported sale
price of the Company's common stock on the NASDAQ Capital Market
was $2.59 per share.

A copy of the prospectus is available at http://is.gd/vDCcIj

                          About Plug Power

Plug Power Inc. is a provider of alternative energy technology
focused on the design, development, commercialization and
manufacture of fuel cell systems for the industrial off-road
(forklift or material handling) market.

Plug Power reported a net loss attributable to common shareholders
of $88.6 million on $64.2 million of total revenue for the year
ended Dec. 31, 2014, compared to a net loss attributable to common
shareholders of $62.8 million on $26.6 million of total revenue for
the year ended Dec. 31, 2013.

As of March 31, 2015, the Company had $189 million in total assets,
$39.1 million in total liabilities, $1.15 million in series C
convertible redeemable preferred stock and $149 million in total
stockholders' equity.

                        Bankruptcy Warning

"Our cash requirements relate primarily to working capital needed
to operate and grow our business, including funding operating
expenses, growth in inventory to support both shipments of new
units and servicing the installed base, and continued development
and expansion of our products.  Our ability to achieve
profitability and meet future liquidity needs and capital
requirements will depend upon numerous factors, including the
timing and quantity of product orders and shipments; the timing and
amount of our operating expenses; the timing and costs of working
capital needs; the timing and costs of building a sales base; the
timing and costs of developing marketing and distribution channels;
the timing and costs of product service requirements; the timing
and costs of hiring and training product staff; the extent to which
our products gain market acceptance; the timing and costs of
product development and introductions; the extent of our ongoing
and any new research and development programs; and changes in our
strategy or our planned activities. We expect that we may require
significant additional capital to fund and expand our future
operations.  In particular, in the event that our operating
expenses are higher than anticipated or the gross margins and
shipments of our products are lower than we expect, we may need to
implement contingency plans to conserve our liquidity or raise
additional capital to meet our operating needs. Such plans may
include: a reduction in discretionary expenses, funding from
licensing the use of our technologies, debt and equity financing
alternatives, government programs, and/or a potential business
combination, strategic alliance or sale of a portion or all of the
Company.  If we are unable to fund our operations and therefore
cannot sustain future operations, we may be required to delay,
reduce and/or cease our operations and/or seek bankruptcy
protection," the Company said in its 2014 annual report.


PRESIDENTIAL REALTY: Unit Inks $1.7MM Loan Agreement with Natixis
-----------------------------------------------------------------
Palmer-Mapletree LLC, a wholly-owned subsidiary of Presidential
Realty Corporation, on July 28, 2015, entered into a loan agreement
with Natixis Real Estate Capital LLC in the principal amount of
$1,750,000 in order to refinance the Palmer-Mapletree's Mapletree
Industrial Center located in Palmer, Massachusetts.  

The Loan replaces Palmer-Mapletree's prior loan agreement and
mortgage on the Mapletree Property which was entered into on
June 8, 2012.  Palmer-Mapletree refinanced the Prior Loan in favor
of the terms and conditions of the Loan.  Accordingly, the Prior
Loan was satisfied on July 28, 2015.

The Loan matures on Aug. 5, 2025.  From and after the date of the
Loan Agreement, interest on the unpaid principal amount of the Loan
accrues at a rate of 6.031% per annum.  Payments are made by
Palmer-Mapletree on the 5th day of each calendar month until
maturity and include monthly debt service based on the interest
rate and amortization.  The Loan is evidenced by a Promissory Note
dated as of July 28, 2015, in the amount of the Loan.

Pursuant to the Loan Agreement and Promissory Note,
Palmer-Mapletree entered into a Mortgage, Assignment of Leases and
Rents and Security Agreement dated as of July 28, 2015, to the
Lender to secure the payment of the Promissory Note and all sums
which may become due in connection with the Loan.  Under the
Mortgage, Palmer-Mapletree irrevocably mortgages and grants a
security interest, to and in favor of the Lender.

The net proceeds of the Loan were used (i) to repay the existing
mortgage loan on the property in the amount of $934,793, inclusive
of interest and principal; and (ii) $123,757 was set aside for
capital improvements and reserves for the Mapletree Property.  The
remainder of $585,125 is available as general working capital.

Additionally, pursuant to the amendments dated May 14, 2015, to
employment agreements with three of the Company's former officers,
as previously disclosed, the Company has agreed to pay an aggregate
settlement amount of $150,000 to the Prior Officers.

Pursuant to the Amendments, on July 28, 2015, the Company granted
options to the Prior Officers pursuant to the terms of Option
Agreements dated July 28, 2015, with the Prior Officers.  The
Option Agreements provide that upon an underwritten registered
public offering of equity securities of the Company with gross
proceeds of not less than $20,000,000, each Prior Officer will be
issued the number of shares of common stock equal to (a) the
aggregate amount released by such Prior Officer divided by (b) the
price per share established pursuant to the Secondary Offering of
the Company.

                     About Presidential Realty

Headquartered in White Plains, New York, Presidential Realty
Corporation, a real estate investment trust, is engaged
principally in the ownership of income-producing real estate and
in the holding of notes and mortgages secured by real estate or
interests in real estate.  On Jan. 20, 2011, Presidential
stockholders approved a plan of liquidation, which provides for
the sale of all of the Company's assets over time and the
distribution of the net proceeds of sale to the stockholders after
satisfaction of the Company's liabilities.

Presidential Realty reported net income of $2.47 million on
$847,000 of total revenues for the year ended Dec. 31, 2013, as
compared with a net loss of $2.33 million on $780,000 of total
revenues in 2012.

As of March 31, 2015, the Company had $1.1 million in total assets,
$1.97 million in total liabilities and a $865,290 total deficit.

Baker Tilly Virchow Krause, LLP, in Melville, New York, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2013.  The independent
auditors noted that the Company has suffered recurring losses from
operations and has a working capital deficiency.  These factors
raise substantial doubt about its ability to continue as a going
concern.


RECOVERY CENTERS: Wants Oct. 5  Claims Bar Date for Add'l Employees
-------------------------------------------------------------------
Recovery Centers of King County asks the U.S. Bankruptcy Court for
the Western District of Washington, in Seattle, to approve its
proposed mechanism for the handling of potential employee wage
claims.

Emily Jarvis, Esq., at Wells and Jarvis, P.S., in Seattle,
Washington, tells the Court that the Debtor listed on its initial
Schedule E, a number of disputed, liquidated, and contingent wage
claims which stemmed from under or unpaid overtime hours worked by
a certain category of former employees, and were determined through
an audit that was conducted prepetition by the U.S. Department of
Labor.  Ms. Jarvis further tells the Court that most, if not all of
the Audit employees were misclassified when the Debtor treated them
as salaried, as they ought to have been paid on an hourly basis.
Ms. Jarvis informs the Court that the Audit Employee claims have
been moved from Schedule E to an amended Schedule F, where they are
no longer listed as disputed, contingent, or unliquidated.

Ms. Jarvis says that the Audit Employees represent only a section
of the total employees who worked for the Debtor in recent years.
Out of a sense of caution, she says that the Debtor proposes to add
to the Debtor's creditor mailing list all other former employees
who worked at the business from Dec. 1, 2011, up to the closing of
its clinics just before the bankruptcy petition date. She relates
says that unlike the Audit Employees, it is unclear whether the
Additional Employees hold any claims for unpaid or underpaid wages.
Ms. Jarvis tells the Court that to the extent questions have been
raised as to the discrepancies in the Debtor's bookkeeping and
employment records and practices, the Debtor proposes to give all
of the former employees from that time period, regardless of
whether the audit found they had claims, the opportunity to submit
claims for unpaid or underpaid wages.

The Debtor asks the Court to set a new bar date for employee claims
on Oct. 5, 2015, to provide the Additional Employees sufficient
notice and time to file a claim.

                         Objection Filed

The Unsecured Creditor's Committee filed its objection, alleging
that the proposed notices to the Additional Employees are generic
notices that do not provide potential claimants with sufficient
information to know what of their rights may have been abridged
under the Revised Code of Washington or the Washington
Administrative Code sections cited in the Complaint.  The Creditors
Committee contends that providing the additional information
relating to the issues raised in the Complaint would be sufficient
to apprise interested parties of an opportunity to present
objections.

In response, the Debtor revised its proposed notice, incorporating
further information regarding the particulars of the potential
basis for the claims, and allowing any interested party to request
and/or view a copy of the state court complaint.

Recovery Centers of King County is represented by:

          Emily Jarvis, Esq.
          WELLS AND JARVIS, P.S.
          502 Logan Building
          500 Union Street
          Seattle, WA 98101-2332
          Telephone: (206)624-0088
          Facsimile: (206)624-0086

The Unsecured Creditors' Committee is represented by:

          Gloria Z. Nagler, Esq.
          Michael M. Sperry, Esq.
          NAGLER LAW GROUP, P.S.
          720 Olive Way, #1000
          Seattle, WA 98101-2332
          Telephone: (206)224-3460
          Facsimile: (844)556-6717
          E-mail: gloria@naglerlaw.com
                  michael@naglerlaw.com

               About Recover Centers of King County

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.



RSP PERMIAN: $200MM Add-on Notes No Impact on Moody's Ratings
-------------------------------------------------------------
Moody's Investors Service said that RSP Permian, Inc.'s proposed
offering of $200 million senior unsecured notes will not have any
impact on its credit ratings or stable outlook. The notes will be
issued as an add-on to the company's 6.625% senior unsecured notes
due 2022 and will be part of the same series of debt securities,
rated B3 by Moody's. The B2 Corporate Family Rating (CFR), B2-PD
Probability of Default Rating (PDR) and stable outlook are not
affected by this action. Proceeds of the proposed offering, in
conjunction with $181.1 million in gross proceeds from the equity
offering priced on August 4, 2015 and the 15% underwriter greenshoe
exercised in full on August 5, 2015, will be used to fund the
bolt-on acquisitions of additional acreage in the Midland Basin,
repay outstanding borrowings under the company's revolving credit
facility and for general corporate purposes.

RATINGS RATIONALE

The new notes will be issued under the same indenture governing
RSP's existing 6.625% senior unsecured notes. The B3 rating of
RSP's senior unsecured notes reflects the subordination to the $500
million secured borrowing base revolving credit facility and its
priority claim to the company's assets. The size of the revolver
relative to RSP's outstanding senior unsecured notes results in the
notes being rated one notch below the B2 CFR under Moody's Loss
Given Default Methodology. However, if the borrowing base grows
significantly in the future, increasing the proportion of secured
debt relative to unsecured debt in the capital structure, it is
possible that RSP's notes could be double-notched.

On August 3, 2015, RSP announced it recently acquired or signed
agreements to acquire around 5,700 net acres in the Midland Basin
for a total purchase price of approximately $274 million from
multiple sellers. RSP has also offered to purchase other working
interest partners in the new acreage that could increase the
aggregate purchase price of the acquisition by approximately
10-15%. These bolt-on acquisitions expand RSP's existing roughly
47,000 net acres in the Midland Basin, with new acreage that is
100% operated and entirely held by production. The acquisitions
benefit from existing operations and infrastructure where RSP has
experience in drilling and completing wells. RSP's leverage metrics
will initially weaken as the acquisitions have limited production
and are partly debt-funded. However, the acquisitions enhance RSP's
opportunity set and add to its existing modest acreage position,
and additional reserves, production and cash flow are expected to
materialize with RSP's drilling program over time.

The B2 CFR reflects RSP's modest size and scale compared to other
E&P peers. However, the rating acknowledges the significant
additional growth opportunities embedded in the company's Permian
Basin acreage. The rating also considers the company's relatively
strong cash margins derived from the high-quality oil production,
while factoring in the significant capital that is needed to
develop RSP's assets in West Texas. The company operates almost all
of its proved reserves, providing a high degree of operational
control and with it the flexibility to reduce spending should
market conditions continue to pressure commodity prices.

RSP should have good liquidity through mid-2016 as indicated by its
SGL-2 Speculative Grade Liquidity Rating. Pro forma for the notes
offering, equity offering and the acquisitions, RSP should have
nothing outstanding on its $500 million secured borrowing base
revolving credit facility and over $50 million in cash as of June
30, 2015. RSP is also in discussions with its borrowing base
lenders and expects its borrowing base to increase 20%
substantially concurrent with the expected closing of the pending
bolt-on acquisitions before August 15, 2015. Moody's anticipates
RSP's $400-450 million 2015 capital budget to significantly exceed
cash flow, and is expected to be funded with cash on hand and
drawings under the revolver. The revolver requires RSP to maintain
a current ratio in excess of 1x, debt to EBITDA below 4.5x, and
secured debt to EBITDA below 3.5x. Moody's believes the company
will remain in compliance through mid-2016.

The outlook is stable. RSP could be upgraded if it can maintain
production above 30,000 boe per day while maintaining debt to
average daily production below $40,000 and retained cash flow to
debt above 25%. A downgrade would be considered if RSP's debt to
average daily production is sustained above $50,000 or if retained
cash flow to debt falls below 15%. Accelerated capital spending
leading to weak liquidity could also prompt a downgrade.

RSP Permian, Inc. is an independent E&P company headquartered in
Dallas, Texas.



SABINE OIL: Aug. 10 Final Hearing on Equity Trading Protocol
------------------------------------------------------------
Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York gave Sabine Oil & Gas Corporation, et
al., interim authority to establish notification and hearing
procedures for transfers of and declarations of worthlessness with
respect to common stock and preferred stock.

Under the protocol, any entity that currently is or becomes a
Substantial Shareholder must file with the Court a declaration of
its status.

A "Substantial Shareholder" is any entity or individual that has
Beneficial Ownership of at least 9,626,217 shares of Common Stock,
representing approximately 4.5 percent of all issued and
outstanding shares of Common Stock, entity or individual that has
Beneficial Ownership of at least 112,902 shares of Preferred Stock,
representing approximately 4.5 percent of all issued and
outstanding shares of Preferred Stock.

The final hearing will be held on Aug. 10, 2015, at 10:00 a.m.,
prevailing Eastern Time.

                       About Sabine Oil & Gas

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the
North Louisiana Haynesville.  The Company operates, or has joint
working interests in, approximately 2,100 oil and gas production
sites (approximately 1,800 operating and approximately 315
non-operating) and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15,
2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker, and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.


SALON MEDIA: WGA to Serve as Collective Bargaining Representatives
------------------------------------------------------------------
Salon Media Group, Inc., announced that it and approximately 25 of
its editorial employees have agreed that the Writers Guild of
America, East, Inc., will serve as the collective bargaining
representative of these editorial employees.  The Company expects
to commence negotiations of a collective bargaining agreement in
the near future.  The Company does not expect to comment further on
the subject until those negotiations have been completed.

                         About Salon Media

San Francisco, Calif.-based Salon Media Group (OTC BB: SLNM.OB)
-- http://www.Salon.com/-- is an online news and social
networking company and an Internet publishing pioneer.

Salon Media reported a net loss of $3.9 million on $4.9 million of
net revenues for the year ended March 31, 2015, compared to a net
loss of $2.2 million on $6 million of net revenues for the year
ended March 31, 2014.

As of March 31, 2015, the Company had $1.6 million in total assets,
$8.2 million in total liabilities and a $6.6 million total
stockholders' deficit.

Burr Pilger Mayer, Inc., in San Francisco, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2015, citing that the
Company has suffered recurring losses and negative cash flows from
operations and has an accumulated deficit of $122.6 million as of
March 31, 2015.  These conditions raise substantial doubt about its
ability to continue as a going concern.


SEARS HOLDINGS: Moody's Affirms 'Caa1' Corporate Family Rating
--------------------------------------------------------------
Moody's Investors Service revised Sears Holdings Corp.'s rating
outlook to stable from negative. Moody's also upgraded the
company's first lien ABL term loan due 2018 to Ba3 from B1. All
other ratings including the Caa1 Corporate Family Rating were
affirmed.

The revision in the rating outlook reflects the meaningful
improvement in Sears liquidity profile following the closing of
various real estate transactions with Seritage Growth Properties
and joint ventures with three large mall owners and operators which
generated approximately $3 billion in cash. Sears liquidity profile
also benefitted from the extension of $1.971 billion of its current
$3.275 billion asset-based revolving credit facility to July 20,
2020 (the unextended balance of approximately $1.3 billion remains
in place, but will expire in April 2016). After these recent
transactions involving 266 properties, Sears still retains
ownership of over 415 properties which remain a future source of
potential liquidity. At the same time while Sears' operating losses
remain sizable, the company has seen year-over-year improvement in
each of the past four quarters as the company is focused on its
more profitable segments and reducing duplicative marketing costs.

The upgrade in the rating of the first lien ABL term loan reflects
the expected reduction in the revolving credit component of the
asset-based revolver in 2016. As a result of the lower longer term
revolving commitment, recovery expectations for the ABL term
lenders have increased.

We note Sears has announced it is tendering for up to $1 billion of
its senior secured second-lien notes due 2018. We would not
anticipate any rating changes in any of Sears debt instruments if
this tender is successful.

The following ratings were upgraded:

Sears Holdings Corp.

  Senior Secured Bank Term Loan due 2018 to Ba3, LGD2 from B1,
LGD2

Outlook Change:

Sears Holdings Corp:

  Outlook, Changed to Stable from Negative

Sears Roebuck Acceptance Corp.

  Outlook, Changed to Stable from Negative

The following ratings were affirmed:

Sears Holdings Corp.

  Corporate Family Rating, Affirmed Caa1

  Probability of Default Rating, Affirmed Caa1-PD

  Speculative Grade Liquidity Rating, Affirmed SGL-2

  Senior Secured Regular Bond/Debenture due 2018, Affirmed Caa1,
LGD assessment revised to LGD3 from LGD4

  8% Senior Unsecured Notes due 2019, Affirmed Caa3, LGD6

  Shelf, Affirmed (P)Caa3

Sears Roebuck Acceptance Corp.

  Senior Unsecured Regular Bond/Debenture, Affirmed Caa2, LGD5

  Commercial Paper, Affirmed NP

RATINGS RATIONALE

Sears' Caa1 rating reflects the company's sizable operating losses
-- Domestic Adjusted EBITDA (as defined by Sears) was a loss of
$531 million in the latest 12 month period (at the mid point of the
company's guidance for Q2 2015). At this level of performance cash
burn -- after capital expenditures ($230 million), cash interest
(around $280 million pro-forma for the issuance of its October 2019
notes, but with no benefit to any cost savings from possible debt
repayment) and pro-forma for incremental rent associated with its
recent sale/leaseback transactions (initially $182 million, which
could reduce if Sears exits stores or the REIT recaptures space) is
near $1.2 billion per annum. While the company's liquidity profile
has improved it remains uncertain if the company's operating
strategies will be sufficient for its cash burn to approach
breakeven levels. While the company maintains a sizable asset base
its debts are significant with approximately $2.5 billion of funded
debt (assuming repayment of $1.0 billion of its second-lien notes
due 2018) as well as an unfunded pension obligation of $2.3
billion. The ratings also reflect our view on the uncertainty of
the viability of the Kmart franchise in particular given its
meaningful market share erosion.

The Caa1 ratings also reflects that even after recent transactions,
Sears still retains ownership of around 415 properties across the
Sears and Kmart banners and the Seritage transaction demonstrates
the company's ability and willingness to monetize its real estate
and the value in these holdings. We also recognize the nature of
the arrangements with Seritage and the joint ventures with three
large mall developers provide flexibility for Sears to reduce its
store footprint over time, which we think has the potential to be a
positive for Sears. That said the company is seeing persistent
declines in market share, and it is not clear that these actions
will be sufficient to offset other headwinds for the company and to
have a meaningful impact on its high cash burn.

The stable rating outlook reflects that the company's liquidity is
expected to remain good as the recent transactions and the ability
to monetize additional real estate as need to maintain liquidity.
The stable outlook also considers the company's benign debt
maturity profile with no meaningful debt maturities until 2018
though it does have to make minimum pension contributions of
approximately $595 million in 2015 and 2016. Should the company's
tender for up to $1.0 billion of its second-lien notes due 2018 be
successful, its refinancing needs in 2018 as well would moderate
materially.

Ratings could be upgraded if the company were to make meaningful
further progress improving operating results while maintaining a
good liquidity profile. Quantitatively ratings could be upgraded if
we expected EBITDA-Cap Ex to interest to sustainably approach 1
times while maintaining a good liquidity profile.

Ratings could be lowered if the company's unencumbered asset base
continued to erode while adjusted EBITDA losses remained
significant and asset sale proceeds primarily used to fund
operating losses. Ratings could be downgraded if the company's
liquidity were to become more constrained, operating losses widened
beyond current levels, or if probability of default were to
otherwise increase.

Headquartered in Hoffman Estates, IL, Sears Holdings Corporation
through its subsidiaries, including Sears, Roebuck and Co. and
Kmart Corporation, operates 1,716 stores in US as of May 2, 2015.
For the most recent LTM period, domestic revenues were $27.8
billion. 48.5% of Sears Holdings' common stock is held by entities
affiliated with Sears Chairman and CEO Mr. Edward S. Lampert.



SIGA TECHNOLOGIES: U.S. Trustee Objects to Cash Performance Bonus
-----------------------------------------------------------------
Siga Technologies, Inc., is asking the U.S. Bankruptcy Court for
the Southern District of New York for approval for the payment of
annual performance bonus to four senior executive officers and
authorization to implement a key employee retention plan.

The Debtor seeks to give a cash performance bonus to these senior
executives: (i) Chief Executive Officer, Dr. Eric A. Rose; (ii)
Vice President and Chief Scientific Officer, Dr. Dennis E. Hruby;
(iii) Executive Vice President and Chief Financial Officer, Daniel
J. Luckshire; and (iv) Executive Vice President and General
Counsel, William J. Haynes II.

William K. Harrington, the United States Trustee for Region 2
objects to the Debtor's motion.  The U.S. Trustee asserts that the
Debtor is seeking authority to incur an administrative expense for
the bonus plan notwithstanding Congress' mandate through Section
503(c) of the Bankruptcy Code that bonuses to insiders are not to
be authorized absent factual and circumstantial justification.  He
argues that the Debtor has not provided any evidence that the Bonus
Plan is primarily incentivizing and not primarily retentive and the
Court, the United States Trustee and interested parties should not
be required to guess as to what analysis the Debtor would have
applied if it had applied the correct legal framework.

The Debtor's counsel, Stephen Karotkin, Esq., at Weil, Gotshal &
Manges LLP, in New York, New York, tells the Court that the Debtor
and the Committee of Unsecured Creditors have agreed on the payment
of the Cash Performance Bonus for 2014 to the four Officers,
provided that, 20% of each such bonus will be deferred and not paid
until the effective date of a plan of reorganization in the
Debtor's chapter 11 case.  Mr. Karotkin argues that the Cash
Performance Bonus is not a retention plan.  He explains that it is
premised on achieving levels of performance in light of the
company's goals and objectives, all of which are designed to
maximize value and SIGA's long-term potential.  Mr. Karotkin
further tells the Court that the proposed bonuses are incentive
driven, modest in the context of the case and the Debtor's assets
and liabilities, and certainly within industry norms.  He says that
under these circumstances, the proposed Cash Performance Bonus is
clearly a sound exercise of the Debtor's business judgment and
payment thereof is justified by the facts and circumstances of the
Debtor's chapter 11 case.

William K. Harrington, Unites States Trustee for Region 2 is
represented by:

          Richard C. Morrissey, Esq.
          U.S. Federal Office Building
          201 Varick Street, Suite 1006
          New York, NY 10014
          Telephone: (212)510-0500

Siga Technologies, Inc. is represented by:

          Stephen Karotkin, Esq.
          WEIL, GOTSHAL & MANGES LLP
          767 Fifth Avenue
          New York, NY 10153
          Telephone: (212)310-8000
          Facsimile: (212)310-8007
          E-mail: stephen.karotkin@weil.com

                     About Siga Technologies

Publicly held SIGA Technologies, Inc., with headquarters in Madison
Avenue, New York, is a biotech/pharmaceutical company that
specializes in the development and commercialization of solutions
for serious unmet medical needs and biothreats.  SIGA's lead
product is Tecovirimat, also known as ST-246, an orally
administered antiviral drug that targets orthopox viruses.

SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case
No. 14-12623) on Sept. 16, 2014, in Manhattan.  The case is
assigned to Judge Sean H. Lane.



The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and
Prime Clerk LLC as claims agent.

The Debtor's Chapter 11 plan and disclosure statement are due May
14, 2015.



The Debtor disclosed total assets of $131,669,746 and $7,954,645 in
liabilities as of the Chapter 11 filing.

The Statutory Creditors' Committee is represented by Martin J.

Bienenstock, Esq., Scott K. Rutsky, Esq., and Ehud Barak, Esq., at
Proskauer Rose LLP.  The Committee tapped to retain Guggenheim
Securities, LLC, as its financial advisor and investment banker.



SIGNAL INT'L: Trafficking Claimants' Attys File Disclosures
-----------------------------------------------------------
Several law firms filed with the U.S. Bankruptcy Court for the
District of Delaware verified statements pursuant to Rule 2019 of
the Federal Rules of Bankruptcy Procedure disclosing their
representation of trafficking claimants in the Chapter 11 cases of
Signal International, Inc., and its debtor affiliates.

Skadden, Arps, Slate, Meagher & Flom LLP, beginning in early 2013,
represents certain litigation claimants referred to as the
"Chakkiyattil Trafficking Claimants."  On August 7, 2013, the
Chakkiyattil Trafficking Claimants and certain other individuals
filed a Complaint against, among other entities and persons,
debtors Signal International, LLC and Signal International, Inc.,
thereby commencing the action now styled Chakkiyattil, et al. v.
Signal International, LLC, et al., No. 2:13-cv-06219-SM-DEK (E.D.
La.).

Kilpatrick Townsend & Stockton LLP and Bayard, P.A., represent the
"Samuel Trafficking Plaintiffs."  On May 21, 2013, the Samuel
Trafficking Plaintiffs and another individual filed a Complaint
against, among other entities and persons, debtors Signal
International, Inc.; Signal International, LLC; Signal
International Texas G.P., and Signal International Texas, L.P.,
thereby commencing the action styled Samuel v. Signal
International, L.L.C. No. 1:13-cv-00323 (E.D. Tex.).

Covington & Burling LLP and Bayard, PA, represents litigation
claimants referred to as the "Singh Trafficking Plaintiffs."  On
October 10, 2013, the Singh Trafficking Plaintiffs filed a
Complaint against, among other entities and persons, debtors Signal
International, Inc. and Signal International, LLC, thereby
commencing the action styled Singh v. Signal International, L.L.C.
No. 2:14-cv-00732 (E.D. La.).

Fredrikson & Byron, P.A., and Bayard, P.A., represent Satheesh
Kannan Marimuthu, Balamurugan Marimuthu, Muruganandam Arumugam,
Muralidharan Arumugam, Satyanarayana Ellapu, Moorthy Nadhamuni,
Rajendran Sappani, Rajendran Subramani, and Sammanasunathan
Suluvaimuthu.  The Marimuthu Trafficking Plaintiffs filed a
complaint against the Debtors and the case is currently pending in
the Eastern District of Texas (Case No. 1:13-cv-00499).

On January 17, 2014, the Krishnakutty Trafficking Plaintiffs and
certain other individuals filed a Complaint against, among other
entities and persons, debtors Signal International, Inc.; Signal
International, LLC; Signal International Texas G.P., and Signal
International Texas, L.P., thereby commencing the action styled
Sabu Puthukkuttumel Veede Krishnakutty and Thampy Putham Parambil
Edicula v. Signal International, LLC, et al.; Civil Action No.
2:13-cv-06220-SM-DEK (E.D. La.).  McDermott Will & Emery LLP and
Bayard, P.A., represent the "Krishnakutty Trafficking Plaintiffs."

On May 21, 2013, the Joseph Trafficking Plaintiffs filed a
Complaint against, among other entities and persons, Debtors Signal
International, Inc., Signal International, LLC, Signal
International Texas G.P., and Signal International Texas, L.P.,
thereby commencing the action styled Joseph v. Signal
International, LLC, N o. 1:13-cv -00324 (E.D. Tex.).  Sutherland
Asbill & Brennan LLP and Bayard, P.A., represent the "Joseph
Trafficking Plaintiffs."

On August 11, 2014, the Thomas Trafficking Plaintiffs and certain
other individuals filed a Complaint against, among other entities
and persons, debtors Signal International, Inc.; Signal
International, LLC; Signal International Texas G.P., LLC, and
Signal International Texas, L.P., thereby commencing the action
styled Thomas v. Signal International, L.L.C., et al. No.
1:14-cv-01818 (E.D. La.).  Kaye Scholer LLP and Bayard, P.A.,
represent the "Thomas Trafficking Plaintiffs."

Skadden Arps may be reached at:

         Anthony W. Clark, Esq.
         Jason M. Liberi, Esq.
         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         One Rodney Square
         P.O. Box 636
         Wilmington, DE 19899-0636
         Tel: (302) 651-3000
         Email: anthony.clark@skadden.com
                jason.liberi@skadden.com

            -- and --

         David M. Turetsky, Esq.
         Nick Kodes, Esq.
         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         Four Times Square
         New York, NY 10036
         Tel: (212) 735-3000
         Email: david.turetsky@skadden.com
                nikolay.kodes@skadden.com

            -- and  --

         Eben P. Colby
         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         500 Boylston Street
         Boston, MA 02116
         Tel: (617) 573-4822
         Email: eben.colby@skadden.com

The Samuel Trafficking Claimants are represented by:

         Evan T. Miller, Esq.
         BAYARD, P.A.
         222 Delaware Avenue Suite 900
         P.O. Box 25130
         Wilmington, DE 19899
         Tel: (302) 429-4227
         Fax: (302) 658-6395
         Email: EMiller@bayardlaw.com

            -- and --

         William E. Dorris, Esq.
         KILPATRICK TOWNSEND & STOCKTON LLP
         Suite 2800, 1100 Peachtree Street NE
         Atlanta, GA 30309-4528
         Tel: (404) 815-6104
         Fax: (404) 541-3183
         Email: bdorris@kilpatricktownsend.com

            -- and --


         Shane G. Ramsey, Esq.
         KILPATRICK TOWNSEND & STOCKTON LLP
         The Grace Building
         1114 Avenue of the Americas
         New York, NY 10036-7703
         Tel: (212) 775-8767
         Fax: (212) 775-8804
         Email: sramsey@kilpatricktownsend.com

            -- and --

         Matthew R. Hindman, Esq.
         KILPATRICK TOWNSEND & STOCKTON LLP
         607 14th St. NW Suite 900
         Washington, DC 20005
         Tel: (202) 824-1446
         Fax: (404) 541-3141
         Email: mhindman@kilpatricktownsend.com

The Singh Trafficking Plaintiffs:

         Evan T. Miller, Esq.
         BAYARD, PA
         222 Delaware Avenue Suite 900
         P.O. Box 25130
         Wilmington, DE 19899
         Tel: (302) 429-4227
         Fax: (302) 658-6395

            -- and --

         Jose E. Arvelo, Esq.
         Christopher G. Higby, Esq.
         COVINGTON & BURLING LLP
         One CityCenter, 850 Tenth Street NW
         Washington, DC 20001
         Tel: (202) 662-6000
         Fax: (202) 662-6291
         Email: jarvelo@cov.com
                chigby@cov.com

The Marimuthu Trafficking Plaintiffs are represented by:

         Evan T. Miller, Esq.
         BAYARD, P.A.
         222 Delaware Avenue, Suite 900
         P.O. Box 25130
         Wilmington, DE 19899
         Tel: (302) 429-4227

            -- and --

         Sten-Erik Hoidal, Esq.
         Steven R. Kinsella, Esq.
         FREDRIKSON & BYRON, P.A.
         200 South Sixth Street, Suite 4000
         Minneapolis, MN 55402-1425
         Tel: (612) 492-7000
         Email: shoidal@fredlaw.com
                skinsella@fredlaw.com

The "Krishnakutty Trafficking Plaintiffs" are represented by:

         Evan T. Miller, Esq.
         BAYARD, P.A.
         222 Delaware Avenue Suite 900
         P.O. Box 25130
         Wilmington, DE 19899
         Tel: (302) 429-4227
         Fax: (302) 658-6395

            -- and --

         Nathan F. Coco, Esq.
         John Low, Esq.
         MCDERMOTT WILL & EMERYL LP
         1000 Louisiana St., Suite 3900
         Houston, Texas 77002
         Tel: (713) 653-1700
         Fax: (713) 739-7592
         E-mail: ncoco@mwe.com
                 jlow@mwe.com

The Joseph Trafficking Plaintiffs:

         Evan T. Miller, Esq.
         BAYARD, P.A.
         222 Delaware Avenue, Suite 900
         P.O. Box 25130
         Wilmington, DE 19801
         Tel: (302) 429-4227
         Fax: (302) 658-6395

            -- and --

         John H. Fleming, Esq.
         Bryan M. Ward, Esq.
         SUTHERLAND ASBILL & BRENNAN LLP
         999 Peach treeStreet, NE, Suite 2300
         Atlanta, GA 30309 - 3996
         Tel: (404) 853-8000
         Fax: (404) 853-8806
         Email: john.fleming@sutherland.com
                bryan.ward@suth erland.com

            -- and --

         Kara D. Ford, Esq.
         SUTHERLAND ASBILL & BRENNAN LLP
         Grace Building – 40th F loor
         1114 Avenue of the Americas
         New York, NY 10036
         Tel: (212) 389-5016
         Fax: (212) 389-5099
         Email: kara.ford@sutherland.com

The Thomas Trafficking Plaintiffs are represented by:

         Evan T. Miller, Esq.
         BAYARD, P.A.
         222 Delaware Avenue Suite 900
         P.O. Box 25130
         Wilmington, DE 19899
         Tel: (302) 429-4227
         Fax: (302) 658-6395

            -- and --

         Benjamin Mintz, Esq.
         Michael Bullerman, Esq.
         KAYE SCHOLER LLP
         250 West 55th Street
         New York, NY 10019-9710
         Tel: (212) 836-8000
         Fax: (212) 836-8689
         Email: benjamin.mintz@kayescholer.com
                michael.bullerman@kayescholer.com

                    About Signal International

Signal International Inc. -- http://www.signalint.com/-- primarily
engages in the business of offshore drilling rig overhaul, repair,
upgrade, and conversion, as well as new shipbuilding construction.
Additionally, Signal provides services to the general marine and
heavy fabrication markets for barges, power plants, and modular
construction.  

Signal International, LLC ("SI LLC"), was organized on Dec. 6,
2002, as a limited liability company after acquiring the assets of
the Offshore Division of Friede Goldman Halter from bankruptcy.  SI
Inc. was incorporated on Oct. 12, 2007, and began operations with
offshore fabrication and repair in Mississippi.  Today, Signal's
corporate headquarters are in Mobile, Alabama, with operations in
Alabama and Mississippi, and a sales office in Texas.

On Oct. 3, 2014, Signal International Texas, L.P., sold
substantially all of its assets to Westport Orange Shipyard, LLC,
in a partially seller-financed transaction for a total purchase
price of $35,900,000.  As part of the transaction, Westport
provided a down payment of $7,000,000 and delivered a promissory
note in the principal amount of $28,900,000 to SI Texas due on or
before Oct. 3, 2019 (the "Texas Note").

On July 12, 2015, SI Inc. and its direct and indirect wholly owned
subsidiaries, including SI LLC, commenced cases under chapter 11 of
title 11 of the United States Code (Bankr. D. Del. Lead Case No.
15-11498).

The Debtors tapped Young Conaway Stargatt & Taylor LLP as
bankruptcy counsel, Hogan Lovells US LLP as general corporate
counsel, GGG Partners, LLC, as financial and restructuring
advisors, and Kurtzman Carson Consultants LLC as claims and
noticing agent.

Signal International Inc. estimated $10 million to $50 million in
assets and $50 million to $100 million in debt.


SPECTRUM ANALYTICAL: Spencer Stone Withdraws as Counsel
-------------------------------------------------------
Spencer A. Stone, Esq., counsel of Spectrum Analytical, Inc. and
Hanibal Technology, LLC, asks the Hon. Henry J. Boroff of the U.S.
Bankruptcy Court for the District of Massachusetts for permission
to withdraw as Chapter 11 bankruptcy counsel for the Debtors.

Mr. Stone told Judge Boroff that his last day of employment with
the law firm of Bacon Wilson, P.C. will be on Aug. 7, 2015.
Michael B. Katz, Esq., at Bacon Wilson, P.C., has an appearance in
these matters as lead counsel to the Debtors.  In light of Attorney
Katz's continued appearance on behalf of the Debtors, Mr. Stone
said no party will be prejudiced by the withdrawal of his request.

Mr. Spencer's contact information at Bacon Wilson is:

Spencer A. Stone, Esq.
BACON WILSON, P.C.
33 State Street
Springfield, MA 01103
Tel: (413) 781-0560
Fax: (413) 739-7740
Email: sstone@baconwilson.com

                       About Spectrum Analytical

Spectrum Analytical Inc. provides testing and analytical data for
environmental interests.  Hanibal Technology LLC serves as
Spectrum's exclusive international marketing and sales agent, and
focuses on education, research, and development in environmental
technology.  Spectrum maintains offices in Agawam, Massachusetts,
Tampa, Florida, North Kingstown, Rhode Island, and Syracuse, New
York.

Spectrum Analytical and Hanibal Technology commenced Chapter 11
bankruptcy cases (Bankr. D. Mass. Case Nos. 15-30404 and 15-30405)
on April 30, 2015, to retake management of their business and
assets from the receiver installed by their lender.  Hanibal Tayeh,
the sole member, signed the bankruptcy petitions.

Spectrum disclosed $8,658,751 in assets and $1,987,714 in
liabilities as of the Chapter 11 filing.  Hanibal estimated less
than $10 million in assets and debt.

Bacon Wilson, P.C., serves as the Debtors' counsel.

Steven Weiss, the Chapter 11 trustee tapped Seth Schalow as
restructuring consultant for the estate.  TechKnowledgey Strategic
Group, serves as his business broker, and Shatz Schwartz and
Fentin. P.C., as his counsel.


SRS DISTRIBUTION: Moody's Assigns 'B2' Rating to 2022 Sec. Loan
---------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to SRS Distribution
Inc.'s proposed $325.0 million senior secured term loan maturing in
2022. Proceeds from the proposed term loan will be used to
refinance the company's existing term loan maturing 2019 (at which
time the rating for this term loan will be withdrawn), to pay off
its 11.25% $100.0 mil. Senior Subordinated Notes due 2020
(unrated), and to pay the make-whole call premium, accrued interest
and related fees and expenses. Moody's expects the proposed term
loan to have substantially the same terms and conditions as the
term loan that is being refinanced. SRS anticipates a modestly
higher rate for the new term loan relative to the current term
loan, but significantly lower pricing than the subordinated notes.
In a related action, Moody's affirmed SRS's B2 Corporate Family
Rating and B2-PD Probability of Default Rating. The rating outlook
is stable.

The following ratings/assessments are affected by this action:

Corporate Family Rating affirmed at B2;

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

Senior Secured Term Loan due 2022 assigned B2 (LGD4).

RATINGS RATIONALE

Moody's views the proposed net lower pricing and maturity date
extension for the term loan as credit positives. Net cash interest
savings could be upwards of $5 million per year. However, SRS will
not begin to reap the benefits of these lower cash interest
payments until mid-2017, since it needs to pay for the make-whole
call premium and related expenses. Moody's projects no material
improvement in either interest coverage or debt leverage
characteristics. By refinancing the term loan and paying off the
subordinated notes, SRS is removing the springing maturity clause
for its $225.0 million senior secured asset-based revolving credit
facility (unrated). The revolver's expiration date is now its
stated maturity of February 9, 2020, creating an extended maturity
profile.

The B2 rating assigned to SRS's proposed term loan maturing in
2022, the same rating as the Corporate Family Rating, reflects the
collateral securing this credit facility as the preponderance of
debt in the capital structure. The term loan is secured by a first
lien on the company's domestic non-current assets and any assets
not pledged to the revolver. It also has a second lien on the
assets securing the revolver. Although the term loan has a second
lien on the most liquid assets, we believe that the residual value
of the second lien collateral will not be sufficient in a
distressed scenario. SRS's material domestic subsidiaries provide
upstream guarantees to the facility. The term loan amortizes at 1%
per year with a bullet payment at maturity. The term loan is the
most junior debt in SRS's capital structure, effectively
subordinated to the revolving credit facility.

SRS's B2 Corporate Family Rating reflects the company's leveraged
capital structure. Currently, debt-to-EBITDA is elevated at 5.7x at
April 30, 2015, and will likely peak during 3Q15. However, existing
metrics do not include full-year earnings derived from the recent
acquisitions of B&L Wholesale Supply in 1Q15, and Advanced Building
Products in late May. Better operating performance, earnings from
acquisitions and new greenfield locations, and reduced revolver
borrowings from free cash flow will restore leverage metrics to
levels suitable for the Corporate Family Rating. Moody's continues
to project debt leverage approaching 4.5x by late 2016.

Providing further offsets to the large amount of debt in its
capital structure are solid operating performance and sound
interest coverage ratios. Moody's projects SRS maintaining adjusted
EBITDA margins in the high-single digit range over the next 12-18
months. Subsequent to our expected improvement in operating
earnings, and lower interest expense from reduced revolver
borrowings, Moody's expects interest coverage (measured as
(EBITDA-CAPEX)-to-interest expense) trending towards 2.5x over the
next 12 to 18 months from 1.9x for LTM 2Q15 (all ratios include
Moody's standard adjustments). We anticipate demand for roofing
products, a source of stability within the repair and remodeling
end market, to remain resilient. Free cash flow generation
throughout the year and an extended maturity profile give SRS
financial flexibility to contend with both its leveraged capital
structure and future growth opportunities.

Positive rating actions could ensue if SRS benefits from operating
efficiencies and growth in its end markets, resulting in adjusted
debt credit metrics as follows:

-- Debt-to-EBITDA is sustained near 4.0x (5.7x at 2Q15)

-- (EBITDA-CAPEX)-to-interest expense approaches 2.5x (1.9x for
    LTM 2Q15)

-- Liquidity profile improvements

-- Permanent debt reductions

Negative rating actions could occur if SRS' operating performance
falls below our expectations or if the company abandons its
commitment to debt reduction, resulting in adjusted debt credit
metrics as follows:

-- Debt-to-EBITDA is sustained above 6.0x

-- (EBITDA-CAPEX)-to-interest expense remains below 1.5x

-- Excessive usage of the revolving credit facility for
    acquisitions

-- Deterioration in the company's liquidity.

SRS Distribution, Inc., headquartered in McKinney, TX, is a
national distributor of roofing supplies and related building
materials in the United States. Berkshire Partners LLC, through its
affiliates, is the primary owner of SRS. Revenues for the 12 months
through April 30, 2015 totaled about $1.1 billion.



SRS DISTRIBUTION: S&P Affirms 'B' CCR, Outlook Stable
-----------------------------------------------------
Standard & Poor's Ratings Services said it affirmed its 'B'
corporate credit rating on McKinney, Texas-based SRS Distribution
Inc.  The outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating (the same
as the corporate credit rating) to SRS' proposed $325 million
seven-year senior secured term loan.  The recovery rating on the
loan is '3', indicating S&P's expectation of meaningful (50% to
70%; lower end of the range) recovery for lenders in the event of a
payment default.

"We expect end-market demand for SRS' roofing product sales to grow
over the next 12 months as acquired branches and new greenfield
locations opened in 2014 come online, reroofing demand remains
robust, and housing starts continue to improve in the U.S. (1.1
million expected in 2015)," said Standard & Poor's credit analyst
Pablo Garces.  "Still, we expect SRS' credit measures will remain
in line with a highly leveraged financial risk profile due to its
ownership by a financial sponsor, with adjusted leverage of
approximately 5x in 2015.  In addition, we believe liquidity, in
terms of cash and availability under the $225 million asset-based
lending (ABL) facility, will be sufficient to meet the company's
seasonal working capital needs and other obligations, including $15
million to $20 million of estimated capital spending in 2015 and
2016."

S&P considers an upgrade unlikely over the next 12 months. However,
S&P could raise its rating on SRS if, among other things, the
company maintained leverage below 5x over the next 12 months. In
addition, S&P would have to feel confident that the company and its
owners were committed to maintaining leverage in the 4x to 5x range
on an ongoing and permanent basis.  Given the acquisitive nature of
SRS, S&P do not ascribe a high probability to this scenario over
the next 12 months.

S&P could take a negative rating action if SRS' expansion, funded
by debt, proved to be significantly more aggressive than S&P
expects over the next year; if depressed sales caused the company's
credit measures to deteriorate meaningfully below expected levels;
or if liquidity were to become constrained. Specifically, S&P could
lower the ratings if leverage exceeded 7x or interest coverage fell
below 1.5x.



ST. LOUIS CENTER: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: St. Louis Center for Aesthetic & Restorative Dentistry
        - Guilan Norouzi, D.D.S., P.C.
        7934 N Lindbergh Blvd.
        Hazelwood, MO 63042

Case No.: 15-45816

Nature of Business: Health Care

Chapter 11 Petition Date: August 5, 2015

Court: United States Bankruptcy Court
       Eastern District of Missouri (St. Louis)

Judge: Hon. Charles E. Rendlen III

Debtor's Counsel: Thomas A. DeWoskin, Esq.
                  DANNA MCKITRICK, PC
                  7701 Forsyth, Suite 800
                  St. Louis, MO 63105
                  Tel: (314) 726-1000
                  Email: tdewoskin@dmfirm.com

Debtor's          LARRY PEVNICK
Accountant:

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Guilan Norouzi, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/moeb15-45816.pdf


SWIFT TRANSPORTATION: S&P Affirms Then Withdraws 'BB-' CCR
----------------------------------------------------------
Standard & Poor's Ratings Services said that it has affirmed all of
its ratings on Swift Transportation Co., including S&P's 'BB-'
corporate credit rating.

S&P then withdrew its corporate credit rating at the company's
request and withdrew S&P's issue-level and recovery ratings on
Swift's credit facility because it has been refinanced.

"The affirmation and withdrawal follow Swift Transportation's
request that we withdraw all of our ratings on the company
following the recent refinancing of its senior secured credit
facility," said Standard & Poor's credit analyst Michael Durand.



TEAM HEALTH: Moody's Puts Ba2 CFR Under Review for Downgrade
------------------------------------------------------------
Moody's Investors Services placed the Ba2 Corporate Family Rating
and Ba2-PD Probability of Default Rating of Team Health Holdings,
Inc. under review for downgrade, following the company's
announcement on Aug. 4, 2015, that it has entered into a definitive
agreement to acquire IPC Healthcare Inc. in a transaction valued at
$1.6 billion or $80.25/share.  IPC Healthcare is a national acute
hospitalist and post-acute provider organization.  IPC Healthcare
had reported revenues and EBITDA for the LTM period ended June 30,
2015 of $714 million and $78 million, respectively.

Ratings placed under review for downgrade:

Team Health, Inc.

Corporate Family Rating at Ba2
Probability of Default Rating at Ba2-PD
Senior secured revolver at Ba2 (LGD 3)
Senior secured term loan at Ba2 (LGD 3)

RATING RATIONALE

The proposed acquisition, which has been approved by the respective
boards of Team Health and IPC Healthcare is expected to be funded
with the issuance of $1.6 billion of new debt.  Moody's currently
expects that closing leverage will be between 5.7 and 6.2 times
debt to EBITDA, which will push Team Health's leverage above the
trigger to maintain the current Ba2 rating.

Moody's review will focus on the expected performance of the
combined entities, the proposed capital structure and strategy for
deleveraging, the timing and magnitude of synergies realized, as
well as the combined organization's free cash flow capabilities and
liquidity.

The review will also consider the company's financial policy
concerning leveraging transactions.

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.



TERRA BIOENERGY: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Terra Bioenergy LLC
        5703 Stockyards Expressway
        Saint Joseph, MO 64504

Case No.: 15-50325

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: August 5, 2015

Court: United States Bankruptcy Court
       Western District of Missouri (St. Joseph)

Judge: Hon. Cynthia A. Norton

Debtor's Counsel: Bruce E. Strauss, Esq.
                  MERRICK, BAKER & STRAUSS, P.C.
                  1044 Main St, 4th Flr.
                  Kansas City, MO 64105
                  Tel: 816-221-8855
                  Fax: 816-221-7886
                  Email: bruces@merrickbakerstrauss.com

                    - and -

                  Victor F. Weber, Esq.
                  MERRICK, BAKER & STRAUSS, P.C.
                  1044 Main St., Ste. 400
                  Kansas City, MO 64111
                  Tel: 816-221-8855
                  Fax: 816-221-7886
                  Email: victor@merrickbakerstrauss.com

Total Assets: $0

Total Liabilities: $39.1 million

The petition was signed by David M. Laughlin, manager.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mowb15-50325.pdf


UNI-PIXEL INC: Amends Form 8-K Report with SEC
----------------------------------------------
Uni-Pixel, Inc., filed an amended current report on Form 8-K filed
on May 1, 2015, for the purpose of including information relating
to the issuance of unregistered shares of common stock made on
April 20, 2015.

On May 1, 2015, Uni-Pixel issued 773,320 shares of its common
stock, $0.001 par value, to Hudson Bay Master Fund Ltd. pursuant to
the terms of that certain Senior Secured Convertible Note issued to
Hudson Bay on April 16, 2015.  On April 29, 2015, Hudson Bay
exercised its right to accelerate the payment of $2,250,000 of
principal and $50,625 in interest.  The Company relied on Section
4(a)(2) of the Securities Act of 1933 to issue the common stock,
inasmuch as Hudson Bay is an accredited investor and there was no
form of general solicitation or general advertising in the offer
and sale of the securities.

On April 20, 2015, the Company issued 20,833 shares of common stock
to Frank Johnson, Jr. as trustee for the plaintiffs in the action
captioned "In re Uni-Pixel, Inc., Shareholder Derivative Litigation
(Cause No. 2014-08251)" and originally filed on
Feb. 19, 2014, in the 165th Judicial District in Harris County,
Texas.  The common stock was issued in partial consideration for an
agreement to settle the action.

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company       

delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss
of $15.2 million in 2013 and a net loss of $9.01 million in 2012.

As of March 31, 2015, Uni-Pixel had $30.4 million in total assets,
$7.69 million in total liabilities and $22.7 million in total
shareholders' equity.


UNI-PIXEL INC: Board Approves Stock Awards to Executive Officers
----------------------------------------------------------------
The Board of Directors of Uni-Pixel, Inc. approved awards to
certain officers and directors from the Uni-Pixel, Inc. 2011
Incentive Stock Plan.  Persons who received awards included Jeff A.
Hawthorne, the Company's chief executive officer, who received
100,000 shares of restricted common stock and Christine A. Russell,
the Company's chief financial officer, who received 180,000 shares
of restricted common stock.  The common stock had a value on the
date of grant of $1.24 per share.  The right to receive the shares
will vest in increments of one-third on
July 31, 2016, July 31, 2017 and July 31, 2018.

On Aug. 3, 2015, the address of the Company's headquarters changed
to 4699 Old Ironside Drive, Suite 300, Santa Clara, California,
95054.

                        About Uni-Pixel Inc.

The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company       

delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.

Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss
of $15.2 million in 2013 and a net loss of $9.01 million in 2012.

As of March 31, 2015, Uni-Pixel had $30.4 million in total assets,
$7.69 million in total liabilities and $22.7 million in total
shareholders' equity.


USG CORP: Moody's Hikes Corp. Family Rating to B1, Outlook Positive
-------------------------------------------------------------------
Moody's Investors Service upgraded USG Corporation's Corporate
Family Rating to B1 from B2 and its Probability of Default Rating
to B1-PD from B2-PD based on our expectations that the company's
operating performance will continue to benefit from its gypsum
business, resulting in better debt credit metrics. In related
rating actions, Moody's affirmed the B1 rating assigned to USG's
guaranteed senior unsecured notes, but upgraded its non-guaranteed
notes to B3 from Caa1. The rating outlook is positive.

The following ratings/assessments were affected by this action:

  Corporate Family Rating upgraded to B1 from B2;

  Probability of Default Rating upgraded to B1-PD from B2-PD;

  Guaranteed senior unsecured notes affirmed at B1 (LGD3);

  Senior unsecured (not guaranteed) notes upgraded to B3 (LGD5)
from Caa1 (LGD5);

  Industrial revenue bonds with various maturities (not guaranteed)
upgraded to B3 (LGD5) from Caa1 (LGD5).

  Speculative Grade Liquidity Rating of SGL-2 is affirmed.

  Outlook, remains Positive

RATINGS RATIONALE

The upgrade of USG's Corporate Family Rating to B1 from B2 reflects
ongoing strength in the company's operating performance. USG's
gypsum business will continue to benefit with higher volumes and
some price increases from sustained strength in both domestic
repair and remodeling activity and in new residential construction
Moody's estimates that new housing starts will be in the 1.15
million range for 2015, a 15% increase from the 2014 total of about
1.0 million new units. Repair and remodeling activity, from which
USG derives slightly over 50% of its revenues, is exhibiting
sustained strength. We now project USG's EBITA margin improving to
about 12.5% over the next 12 to 18 months from 10% for the 12
months through June 30, 2015, which will translate into better debt
credit metrics. Inclusive in Moody's projections are equity
earnings from USG Boral Building Products ("UBBP"), the 50/50 joint
venture between USG and Boral Limited. Interest coverage (measured
as EBITA-to-interest expense) could approach 2.75x through the end
of 2016 from 1.9x for LTM 2Q15, and debt-to-EBITDA should improve
to below 4.0x by FYE16 from 4.7x at June 30, 2015 (all ratios
incorporate Moody's standard adjustments).

The positive rating outlook results from our expectations that debt
credit metrics will become more supportive of higher ratings over
the next 12 to 18 months. Also, the positive outlook incorporates
Moody's expectations USG will maintain its good liquidity profile
and address its $500 million Senior Unsecured Notes due November
2016 over the next year.

The B1 rating assigned to the guaranteed senior unsecured notes is
not impacted by the upgraded Corporate Family Rating, since the
one-notch override in the Loss Given Default model-implied rating
has been removed. Moody's previously identified the removal of the
one-notch override as a possible outcome in conjunction with the
USG ratings upgrade.

The upgrades of USG's senior unsecured (not guaranteed) notes to B3
from Caa1 and the industrial revenue bonds to B3 from Caa1 both
result directly from the higher Corporate Family Rating, a key
driver in the Loss Given Default analysis.

Positive rating actions could ensue if USG continues to benefit
from the strength in its end markets, the domestic repair and
remodeling and new housing construction sectors, resulting in more
robust credit metrics and performance that validates Moody's
forecasts. Higher ratings could be considered if better operating
earnings and improved free cash flow generation translates in a
better liquidity, especially since it has notes coming due in late
2016, and the following credit metrics (ratios include Moody's
standard adjustments):

-- EBITA-to-interest expense sustained above 2.75x (1.9x for LTM
    2Q15)

-- Debt-to-EBITDA remaining below 4.0x (4.7x at 2Q15)

Negative rating actions could ensue if USG's operating performance
falls below our expectations, resulting in the following credit
metrics (ratios include Moody's standard adjustments) and
characteristics:

-- EBITA-to-interest expense sustained near 1.75x

-- Debt-to-EBITDA remaining above 5.0x

-- Deterioration in the company's liquidity profile

USG Corporation, headquartered in Chicago, IL, is a North American
manufacturer and distributor of primarily wallboard and operates a
specialty distribution business. USG also manufactures ceiling
tiles and ceiling grids for commercial applications. Revenues for
the 12 months through June 30, 2015 totaled approximately $3.8
billion.



VERMILLION INC: Birchview Capital Reports 6% Stake as of July 17
----------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Birchview Capital, LP disclosed that as of July 17,
2015, it beneficially owned 3,134,180 shares of common stock of
Vermillion, Inc., which represents 6 percent of the shares
outstanding.

Matthew Strobeck may be deemed to beneficially own 3,165,180
Shares, representing approximately 6.1% of the total number of
Shares outstanding.  This amount includes: (i) the 3,134,180 Shares
beneficially owned by Birchview; and (ii) an additional 31,000
Shares held in custodial accounts in the name of Mr. Strobeck's
wife for the benefit of Mr. Strobeck's children.

A copy of regulatory filing is available for free at:

                       http://is.gd/IuIaxI

                          About Vermillion

Vermillion, Inc., is dedicated to the discovery, development and
commercialization of novel high-value diagnostic tests that help
physicians diagnose, treat and improve outcomes for patients.
Vermillion, along with its prestigious scientific collaborators,
has diagnostic programs in oncology, hematology, cardiology and
women's health.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 09-11091) on March 30, 2009.  Vermillion's legal
advisor in connection with its successful reorganization efforts
wass Paul, Hastings, Janofsky & Walker LLP.  Vermillion emerged
from bankruptcy in January 2010.  The Plan called for the Company
to pay all claims in full and equity holders to retain control of
the Company.

Vermillion reported a net loss of $19.2 million in 2014, a net loss
of $8.81 million in 2013 and a net loss of $7.14 million in 2012.

As of March 31, 2015, the Company had $18.67 million in total
assets, $3.48 million in total liabilities and $15.19 million in
total stockholders' equity.


WALTER ENERGY: Has Interim Approval of Equity Trading Protocol
--------------------------------------------------------------
Judge Tamara O. Mitchell of the U.S. Bankruptcy Court for the
Northern District of Alabama, Southern Division, gave Walter
Energy, Inc., et al., interim authority to establish procedures to
restrict the transfers of interests in the Debtors' estates.

Objections to the final approval of the motion are due August 11,
2015.  If no objections are timely filed and served by the
Objection Deadline, the Debtors will, on or after the Objection
Deadline, submit to the Court a final order, which order will be
submitted and may be entered with no further notice or opportunity
to be heard afforded any party and the Motion will be approved nunc
pro tunc to the Petition Date.

                       About Walter Energy

Walter Energy -- http://www.walterenergy.com/-- is a publicly   
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America.  The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas.  Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.

For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.  

Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015.  The Debtors tapped Paul, Weiss, Rifkind,
Wharton & Garrison as counsel; Bradley Arant Boult Cummings LLP, as
co-counsel; Ogletree Deakins LLP, as labor and employment counsel;
Maynard, Cooper & Gale, P.C., as special counsel; Blackstone
Advisory Services, L.P., as investment banker; AlixPartners, LLP,
as financial advisor, and Kurtzman Carson Consultants LLC, as
claims and noticing agent.

Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.


WALTER ENERGY: Has Interim OK to Pay $5.7M to Critical Vendors
--------------------------------------------------------------
Judge Tamara O. Mitchell of the U.S. Bankruptcy Court for the
Northern District of Alabama, Southern Division, gave Walter
Energy, Inc., et al., interim authority to certain prepetition
critical claims and foreign claims in an amount not to exceed $5.7
million.

The Debtors are authorized to undertake all appropriate efforts in
the exercise of their sound business judgment to cause any
applicable Critical Vendor or Foreign Vendor to enter into a trade
agreement with the Debtors to provide postpetition credit on the
terms which the Debtors and the applicable Vendor did business
historically or other favorable terms that the Debtors determine
are in the best interest of their estates.

Any objection to the entry of the Final Order must be filed on Aug.
11, 2015.  If timely objections are received by the Objection
Deadline there will be a hearing on Aug. 18, at 10:00 a.m. (Central
Daylight Time) to consider the timely objections to the Motion and
the Debtors' omnibus reply.

                       About Walter Energy

Walter Energy -- http://www.walterenergy.com/-- is a publicly   
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America.  The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas.  Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.

For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.  

Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015.  The Debtors tapped Paul, Weiss, Rifkind,
Wharton & Garrison as counsel; Bradley Arant Boult Cummings LLP, as
co-counsel; Ogletree Deakins LLP, as labor and employment counsel;
Maynard, Cooper & Gale, P.C., as special counsel; Blackstone
Advisory Services, L.P., as investment banker; AlixPartners, LLP,
as financial advisor, and Kurtzman Carson Consultants LLC, as
claims and noticing agent.

Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.


WRIGHTWOOD GUEST: Involuntary Chapter 11 Case Summary
-----------------------------------------------------
Alleged Debtor: Wrightwood Guest Ranch LLC
                PO Box 2030
                Wrightwood, CA 92397

Case Number: 15-17799

Type of Business: Recreation

Involuntary Chapter 11 Petition Date: August 5, 2015

Court: United States Bankruptcy Court
       Central District of California (Riverside)

Judge: Hon. Scott C Clarkson

Petitioners' Counsel: Douglas A Plazak, Esq.
                      REID & HELLYER, APC
                      POB 1300
                      Riverside, CA 92502-1300
                      Tel: 951-682-1771
                      Email: dplazak@rhlaw.com

   Petitioners                  Nature of Claim  Claim Amount
   -----------                  ---------------  ------------
Masterpiece Marketing              Marketing        $5,125
345 Addison Place                  Services
Lancaster, PA 17601

Larry Rundle                        Note         $1,600,000
427 Arbor Lane Crt #205
Thousand Oaks, CA 91360

Snyder Dorenfeld                   Attorney        $26,155
5010 Chesebro                        Fees
Agoura Hills, CA 91301


Z'TEJAS SCOTTSDALE: Court OKs Nussbaum Gillis as Local Co-counsel
-----------------------------------------------------------------
Z'Tejas Scottsdale, LLC, et al. sought and obtained permission from
the Hon. Paul Sala of the U.S. Bankruptcy Court for the District of
Arizona to employ Nussbaum Gillis & Dinner, P.C. as local
co-counsel, effective July 22, 2015.

Nussbaum Gillis will assist the Debtors in all matters associated
with the Debtors' Chapter 11 bankruptcy proceedings, to represent
the Debtors in all hearings before the Bankruptcy Court and to
negotiate and to resolve all issues related to the Debtors' Chapter
11 bankruptcy proceedings.

Nussbaum Gillis will be paid at these hourly rates:

       Partners                      $300-$500
       Associates                    $215-$325
       Paralegal/Legal Assistant     $115-$175

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

Prior to the petition being filed, Nussbaum Gillis received a total
of $42,623 from the Debtors, of which $10,000 was applied to
pre-petition fees, and $32,623 was used for the 9 filing fees for
the Debtor entities, leaving a balance in trust of $0.

Randy Nussbaum, shareholder and officer of Nussbaum Gillis, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Nussbaum Gillis can be reached at:

       Randy Nussbaum, Esq.
       NUSSBAUM GILLIS & DINNER, P.C.
       14850 N. Scottsdale Road, Suite 450
       Scottsdale, AZ 85254
       Tel: (480) 609-0011
       Fax: (480) 609-0016
       E-mail: rnussbaum@ngdlaw.com

                     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.


Z'TEJAS SCOTTSDALE: Taps Pachulski Stang as Bankruptcy Counsel
--------------------------------------------------------------
Z'Tejas Scottsdale, LLC, et al. seek permission from the Hon. Paul
Sala of the U.S. Bankruptcy Court for the District of Arizona to
employ Pachulski Stang Ziehl & Jones LLP as general bankruptcy
counsel, nunc pro tunc to the July 22, 2015 petition date.

The Debtors require Pachulski Stang to:

   (a) take necessary or appropriate actions to protect and
       preserve the Debtors' estates, including the prosecution of

       actions on the Debtors' behalf, the defense of any actions
       commenced against the Debtors, the negotiation of disputes
       in which the Debtors are involved, and the preparation of
       objections to claims filed against the Debtors' estates;

   (b) provide legal advice with respect to the Debtors' powers
       and duties as debtors in possession in the continued
       operation of their business and management of their
       property;

   (c) prepare on behalf of the Debtors any necessary
       applications, motions, answers, orders, reports, and other
       legal papers;

   (d) appear in Court on behalf of the Debtors;

   (e) prepare and pursue confirmation of a plan and approval of a

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

   (f) act as general bankruptcy counsel for the Debtors and
       perform all other necessary or appropriate legal services
       in connection with these chapter 11 cases.

Pachulski Stang will be paid at these hourly rates:

       John W. Lucas             $625
       Jason R. Rosell           $525
       Paralegals                $305

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

Pachulski Stang has received payments from the Debtors during the
year prior to the Petition Date in the approximate amount of
$150,000 in connection with its prepetition representation of the
Debtors. Pachulski Stang is current as of the Petition Date, but
has not yet completed a final reconciliation of its prepetition
fees and expenses as of the Petition Date.

John W. Lucas, partner of Pachulski Stang, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Pachulski Stang can be reached at:

       John W. Lucas, Esq.
       PACHULSKI STANG ZIEHL & JONES LLP
       150 California Street, 15th Floor
       San Francisco, CA 94111
       Tel: (415) 263-7000
       Fax: (415) 263-7010
       E-mail: jlucas@pszjlaw.com

                     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.


[^] BOOK REVIEW: BOARD GAMES - Changing Shape of Corporate Power
----------------------------------------------------------------
Author:     Arthur Fleischer, Jr.,
            Geoffrey C. Hazard, Jr., and
            Miriam Z. Klipper
Publisher:  Beard Books
Softcover:  248 pages
List Price: $34.95

Order your personal copy today at
http://www.amazon.com/exec/obidos/ASIN/1587981629/internetbankrupt

A ruling by the Delaware Supreme Court on January 29, 1985 was a
wake-up call to directors of U. S. corporations. On this date,
overruling a lower court decision, the Delaware Supreme Court
ruled that the nine board members of Chicago company Trans Union
Corporation were "guilty of breaching their duty to the company's
shareholders." What the board members had done was agree to sell
Trans Union without a satisfactory review of its value. The guilty
board members were ordered by the Court to pay "the difference
between the per share selling price and the 'real' market value of
the company's shares."

Needless to say, the nine Trans Union directors were shocked at
the guilt verdict and the punishment. The chairman of the board,
Jerome Van Gorkom, was a lawyer and a CPA who was also a board
member of other large, respected corporations. For the most part,
it was he who had put together the terms of the potential sale,
including setting value of the company's stock at $55.00 even
though it was trading at about $38.00 per share. News of the
possible sale immediately drove the stock up to $51.50 per share,
and was commented on favorably in a "New York Times" business
article. Still, Van Gorkom and the other directors were found
guilty of breaching their duty, and ordered by Delaware's highest
court to pay a sum to injured parties that would be financially
ruinous. This was clearly more than board members of the Trans
Union Corporation or any other corporation had ever bargained for.
It was more than board members had ever conceived was possible
without evidence of fraud or graft.

The three authors are all attorneys who have worked at the highest
levels of the legal field, business, and government. Fleischer is
the senior partner of the law firm Fried, Frank, Harris, Schriver
& Jacobson at the head of its mergers and acquisitions department.
He's also the author of the textbook "Takeover Defenses" which is
in its 6th edition. Hazard is a Professor of Law and former
reporter for the American Bar Association's special committee on
the lawyers' ethics code; while Klipper has been a New York
assistant district attorney prosecuting corporate and financial
fraud, and also a corporate attorney on Wall Street. Using the
Trans Union Corporation case as a watershed event for members of
boards of directors, the highly-experienced legal professionals
lay out the new ground rules for board members. In laying out the
circumstances and facts of a number of cases; keen, concise
analyses of these; and finding where and how board members went
wrong, the authors provide guidance for corporate directors, top
executives, and corporate and private business attorneys on
issues, processes, and decisions of critical importance to them.

Household International, Union Carbide, Gelco Corp., Revlon, SCM,
and Freuhauf are other major corporations whose merger-and-
acquisitions activities resulted in court cases that the authors
study to the benefit of readers. The Boards of Directors of these
as well as Trans Union and their positions with other companies
are listed in the appendix. Many other corporations and their
board members are also referred to in the text.

With respect to each of the cases it deals with, BOARD GAMES
outlines the business environment, identifies important
individuals, analyzes decisions, and discusses considerations
regarding laws, government regulations, and corporate practice. In
all of this, however, given the exceptional legal background of
the three authors, the book recurringly brings into the picture
the legalities applying to the activities and decisions of board
members and in many instances, court rulings on these. Passages
from court transcripts are occasionally recorded and commented on.
Elsewhere, legal terms and concepts--e. g., "gross nonattendance"-
-are defined as much as they can be. In one place, the authors
discuss six levels of responsibility for board members from
"assure proper result" through negligence up to fraud. Without
being overly technical, the authors' legal experience and guidance
is continually in the forefront. Needless to say, with this, BOARD
GAMES is a work of importance to board members and others with the
responsibility of overseeing and running corporations in the
present-day, post-Enron business environment where shareholders
and government officials are scrutinizing their behavior and
decisions.


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2015.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***