TCR_Public/150819.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, August 19, 2015, Vol. 19, No. 231

                            Headlines

ACCENTIA BIOPHARMACEUTICALS: KCG Americas Reports 13.7% Stake
ALPHA NATURAL: Can Employ KCC as Claims Agent
ALPHA NATURAL: Court Issues Joint Administration Order
ALPHA NATURAL: Has Interim Approval of Equity Transfer Protocol
AMERICAN EAGLE ENERGY: Bids for Oil & Gas Assets Due Sept. 2

AMERICAN EAGLE ENERGY: Net Loss Widens to $92.7M in Q2 2015
AMERICAN EAGLE ENERGY: Wants Plan Exclusivity Extended to October
AMERICAN STANDARD: Has Until Aug. 31 to File Schedules
AMPLIPHI BIOSCIENCES: Posts $8.9 Million Net Income for Q2
ANNA'S LINEN: Lender Says Parties Still in Discussion on DIP Terms

ANNA'S LINEN: Supplements Bid to Hire PricewaterhouseCoopers
APPLIED MINERALS: Appoints Chris Carney Chief Financial Officer
ASSOCIATED WHOLESALERS: Needs Until Dec. 3 to Remove Actions
BAHA MAR: US Trustee to Schedule Another 341 Meeting
BANKERS' BANCORPORATION: Louisiana Bank to Take Control of Unit

BELDEN INC: Moody's Revises Outlook to Neg. & Affirms Ba2 CFR
BOOMERANG SYSTEMS: Case Summary & 20 Largest Unsecured Creditors
C&S PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
CAESARS ENTERTAINMENT: Fails to Reach Revised Deal with Bank Group
CASTLE KEY: A.M. Best Affirms 'B-' Financial Strength Rating

CEETOP INC: Needs More Time to File June 30 Form 10-Q
CHICAGO BOARD: S&P Lowers Rating on GO Bonds to 'BB'
COLLAVINO CONSTRUCTION: Seeks Authority for AFCO Finance Agreement
COLT DEFENSE: Committee Objects to Proposed Bidding Protocol
COLT DEFENSE: Committee Taps FTI Consulting as Financial Advisor

COLT DEFENSE: KCC Approved as Administrative Agent
COOK COUNTY: Moody's Lowers GOLT Rating to Ba1, Outlook Negative
CORINTHIAN COLLEGES: Can Reject Educ. Dept. Operating Agreement
CORINTHIAN COLLEGES: Seeks to Extend Deadline to Remove Suits
CPI INTERNATIONAL: S&P Revises Outlook on 'B' CCR to Negative

CRS HOLDING: FBI Investigating Chapter 7 Case
DEWEY & LEBOEUF: Witness Helped Stifle Alarms Over Accounting
DIOCESE OF GALLUP: Has Very Few Assets, Insurer Says
DPL INC: Fitch Affirms 'B+' Issuer Default Rating
DRD TECHNOLOGIES: Court Approves Waller Lansden as Special Counsel

DUNE ENERGY: Ch. 11 Plan and Disclosure Statement Filed
EFT HOLDINGS: Delays June 30 Form 10-Q Filing
EL PASO CHILDREN'S: Hires Miller Buckfire as Investment Bankers
ENDEAVOUR INTERNATIONAL: Cancels Registration of Unsold Securities
ENDEAVOUR INTERNATIONAL: Cooley LLP Okayed as Fee Examiner Counsel

ENDEAVOUR INTERNATIONAL: Net Loss Widens to $87.6M in Q2 2015
ENERGY FUTURE: Indenture Trustee Objects to Plan Disclosures
FAMILY CHRISTIAN: Has Final Approval of $6-Mil. DIP Facility
FANNIE MAE & FREDDIE MAC: Attack on Profit Sweep in D. Del.
FERRIS PROPERTIES: Court Denies Bid to Sell 11 Properties

FLEXI-VAN LEASING: S&P Revises Outlook on 'BB-' CCR to Stable
FLY-IN-FISH INN: Case Summary & 8 Largest Unsecured Creditors
FRAC SPECIALIST: Files Schedules of Assets and Liabilities
FRAC SPECIALIST: William L. Roberts OK'd as Interim VP of Finance
FREDERICK'S OF HOLLYWOOD: Needs Until Dec. 15 to File Plan

FRONTIER STAR: Meeting of Creditors Set for Sept. 1
FTI CONSULTING: Moody's Affirms Ba2 CFR, Outlook Stable
GALEN INSURANCE: A.M. Best Affirms Then Withdraws 'bb' ICR
GARLOCK SEALING: Needs Until March 31 to Remove Actions
GENESYS RESEARCH: Hires Mintz Levin as Special Counsel

GENESYS RESEARCH: Taps Lynch Brewer as Special Counsel
GENWORTH FINANCIAL: A.M. Best Assigns 'bb' Preferred Stock Rating
GOLDEN COUNTY: GlassRatner Okayed as Committee's Financial Advisor
GT ADVANCED: Court OKs $95M DIP Financing from Cantor Fitzgerald
GT ADVANCED: EVP David Keck Promoted CEO

GT ADVANCED: Hearing on Bid to Sanction Tera Xtal Continued
GTA REALTY: GlassRatner Bid to Remove Occupants Denied
GUIDED THERAPEUTICS: Incurs $3 Million Net Loss in 2nd Quarter
HEALTHMARKETS INC: A.M. Best Affirms 'bb' Issuer Credit Rating
HEPAR BIOSCIENCE: Duff & Phelps OK'd as Committee Valuation Advisor

HEPAR BIOSCIENCE: Taps Gerry & Kulm as Bankruptcy Counsel
HILL-ROM HOLDINGS: Moody's Assigns (P)B1 Rating on Sr. Unsec. Notes
HILL-ROM HOLDINGS: S&P Assigns 'BB-' Rating on New $425MM Notes
HOLDER GROUP: George C. Swarts Named Ch. 11 Examiner
IMAGINATIVE CONCEPTS: Case Summary & 20 Top Unsecured Creditors

INSITE VISION: Coliseum Capital Reports 2.9% Stake as of Aug. 10
INTERPOOL INC: S&P Revises Outlook to Pos. & Affirms 'B+' CCR
JTS LLC: Hires BDO USA as Accountants
JTS LLC: Taps Newhouse & Vogler as Additional Accountants
JW RESOURCES: Court Approves Barber Law as Panel's Counsel

JW RESOURCES: Lexon, BSI Question Bid Procedures
LDR INDUSTRIES: Hires Marshall Gerstein as Special Counsel
LIBERTY BANKERS: A.M. Best Hikes Finc'l Strength Rating to B+(Good)
LIBERTY INTERACTIVE: Fitch Affirms 'BB' Issuer Default Ratings
LIFE PARTNERS: Bridgepoint OK'd as Trustee's Restructuring Advisor

LIFE PARTNERS: Philip Garner Joins Bid to Terminate Exclusivity
LIFE PARTNERS: Trustee Wants Cases Designated as Complex
LIME ENERGY: Amends 2008 Long-Term Incentive Plan
MARINA BIOTECH: Reports $904,000 Net Income for Second Quarter
MILAGRO OIL: Hires Balmoral Advisory as Financial Advisor & Banker

MJC AMERICA: Has Approval to Use Cash Collateral Until March 2016
MONTANA ELECTRIC: Bankruptcy Trust Sells $85M Natural-Gas Plant
MONTREAL MAINE: Seeks to Recharacterize Notes, Recover $13.9M
MONTREAL MAINE: Wheeling Deemed to Have $696K Superpriority Claim
NATIONAL GEN HOLDINGS: A.M. Best Assigns bb Preferred Stock Rating

NEPHROS INC: Has 5.1 Million Shares Resale Prospectus
NET ELEMENT: Incurs $2.3 Million Net Loss in Second Quarter
NORANDA ALUMINUM: S&P Revises Outlook to Neg. & Affirms 'B-' CCR
ONE SOURCE: Can Make Adequate Protection Payments to Ally
ONE SOURCE: Can Make Adequate Protection Payments to Stearns Bank

ONE SOURCE: Can Pay Adequate Protection to Mercedes-Benz
ONE SOURCE: Has Access to BankDirect Premium Finance Deal
ONE SOURCE: Wells Fargo Wants Extension of Adequate Protection
OPTIM ENERGY: Court Vacates Stay of July 30 Confirmation Order
OPTIM ENERGY: Exclusive Solicitation Period Extended to Oct. 12

OPTIM ENERGY: Files Joint Liquidation Plan for 6 Debtors
PARKVIEW ADVENTIST: Court Enters 3rd Interim Order on Cash Use
PARKVIEW ADVENTIST: Verrill Dana Approved to Handle Healthcare Law
PATRIOT COAL: W.Va. Officials Object to Bankruptcy Plan
PHYSICAL PROPERTY: Incurs HK$216,000 Net Loss in Second Quarter

PLUG POWER: Amends 7.8 Million Shares Resale Prospectus
PMC MARKETING: PRASA's Bid to Dismiss Suit Granted
POSITIVEID CORP: Incurs $2.9 Million Net Loss in Second Quarter
PREFERRED PROPPANTS: S&P Revises Outlook to Neg. & Affirms 'B' CCR
PRESCOTT VALLEY EVENTS: Arizona Arena Enters Chapter 11

PRESCOTT VALLEY EVENTS: Has $300,000 DIP Loan From Owner
PRESCOTT VALLEY EVENTS: Proposes Dickinson Wright as Counsel
PRONERVE HOLDINGS: Katz & Luxenburg OK'd to Provide Tax Services
PWS NORTHBROOK: Case Summary & 4 Largest Unsecured Creditors
QUEST SOLUTION: Incurs $285,000 Net Loss in Second Quarter

QUICKSILVER RESOURCES: Net Loss Widens to $171.8M in Q2 2015
QUICKSILVER RESOURCES: Says $6.4 Billion in Claims Filed
RECOVERY CENTERS: BoA Wants Continuing Lien on Sale Proceeds
REICHHOLD HOLDINGS: Americas Styrenics Resigns from Committee
REVEL AC: 2nd Amended Plan Declared Effective June 30

RICHCOURT EURO: Fletcher's BVI Funds File Chapter 15 Petitions
RICHCOURT EURO: Liquidators Want Joint Administration of Cases
RREAF O&G: Lender Wants Stay Lifted
RREAF O&G: Unit is "SARE" Debtor, Lender Asserts
SAMSON INVESTMENT: Moody's Lowers CFR to Ca, Outlook Still Negative

SAMSON RESOURCES: Key Terms of Lender-Led Restructuring Plan
SAMSON RESOURCES: Key Terms of Lender-Led Restructuring Plan
SAMSON RESOURCES: S&P Lowers CCR to 'D' on Failure to Pay Interest
SAMSON RESOURCES: Says Negotiations With Noteholders Fell Through
SANDRIDGE ENERGY: S&P Lowers Corporate Credit Rating to 'SD'

SEARS ROEBUCK: S&P Puts 'B-' Issue-Level Rating on Watch Positive
SHILO INN: Compromise of Controversy with California Bank Okayed
SIGA TECHNOLOGIES: Wants More Time to File Plan
SIGNAL INT'L: U.S. Trustee Forms Seven-Member Creditors' Committee
SIGNET UK: Moody's Withdraws Ba1 Corp Family Rating, Outlook Stable

SNOWFLAKE COMMUNITY: Agent Asserts Lewis Roca Application Lacking
SPECTRASCIENCE INC: 2nd Qtr Report Filed; Loses Continue to Mount
SPECTRUM ACADEMY: S&P Assigns 'BB+' Rating on $17.92MM Bonds
SPECTRUM ANALYTICAL: Ford Seeks Stay Relief for 2 Vehicles
SPIRIT REALTY: S&P Affirms 'BB' CCR & Revises Outlook to Positive

SRP PLAZA: Court Approved Extension of Automatic Stay
STEREOTAXIS INC: Reports 2015 Second Quarter Financial Results
STONEWALL FARM: Case Summary & 3 Largest Unsecured Creditors
SULLIVAN INT'L: Sullivan Hill OK'd as General Bankruptcy Counsel
SULLIVAN INTERNATIONAL: 3C Advisors Approved as Financial Advisor

TALOS ENERGY: S&P Raises Corp. Credit Rating to 'B', Outlook Stable
TELKONET INC: Posts $523,500 Net Income for Second Quarter
TEMBEC INC: S&P Revises Outlook to Negative & Affirms 'B-' CCR
TOWNSQUARE MEDIA: S&P Affirms 'B' CCR, Outlook Stable
TRANS-LUX CORP: Incurs $582,000 Net Loss in Second Quarter

TRANSGENOMIC INC: Reports Second Quarter 2015 Financial Results
VERMILLION INC: Incurs $4.8 Million Net Loss in Second Quarter
VUZIX CORP: Posts $2.70 Million Net Loss for Second Quarter
WALTER ENERGY: Files 2015.3 Report With Bankruptcy Court
WAVE SYSTEMS: Gets NASDAQ Listing Non-Compliance Notice

WILTON BRANDS: Moody's Cuts Probability of Default Rating to Ca-PD
WILTON HOLDINGS: S&P Lowers CCR to 'CC', Outlook Remains Negative
ZUCKER GOLDBERG: Has Interim OK to Use Chase Cash Collateral
[*] Fitch: Mixed Creditor Recovery Rates for Healthcare, Food Cos.

                            *********

ACCENTIA BIOPHARMACEUTICALS: KCG Americas Reports 13.7% Stake
-------------------------------------------------------------
KCG Americas LLC disclosed in a Schedule 13G/A filing with the
Securities and Exchange Commission that it may be deemed to
beneficially own 12,285,257 shares -- or roughly 13.69% -- of the
common stock of Accentia Biopharmaceuticals, Inc.

                  About Accentia Biopharmaceuticals

Headquartered in Tampa, Florida, Accentia Biopharmaceuticals, Inc.
(PINK: "ABPI") -- http://www.Accentia.net/-- is a biotechnology  
company that is developing Revimmune as a system of care for the
treatment of autoimmune diseases.  Through subsidiary, Biovest
International, Inc., it is developing BiovaxID as a therapeutic
cancer vaccine for treatment of follicular non-Hodgkin's lymphoma
(FL) and mantle cell lymphoma (MCL).  Through subsidiary,
Analytica International, Inc., it conducts a health economics
research and consulting business, which it market to the
pharmaceutical and biotechnology industries, using its operating
cash flow to support its corporate administration and product
development activities.

Accentia BioPharmaceuticals and nine affiliates filed for
Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 08-17795) on
Nov. 10, 2008.  Accentia emerged from bankruptcy on Nov. 17, 2012,
after receiving confirmation of a reorganization plan on Nov. 2,
2010.

The Company incurred a net loss of $9.18 million for the year
ended Sept. 30, 2012, compared with a net loss of $15.65 million
during the prior year.

The Company's balance sheet at Dec. 31, 2012, showed $2.81 million
in total assets, $89.21 million in total liabilities, and a
$86.39 million total stockholders' deficit.

Accentia Biopharmaceuticals last delivered financial reports to the
Securities and Exchange Commission in February 2013.  In a Form NT
10-Q filed in June 2013, the Company said that, due to its lack of
operating funds and decrease in personnel, it "is unable to
complete and timely file its Quarterly Report on Form 10-Q for
period ended June 30, 2013 due on August 14, 2013."


ALPHA NATURAL: Can Employ KCC as Claims Agent
---------------------------------------------
Alpha Natural Resources, Inc., et al., sought and obtained
authority from the U.S. Bankruptcy Court for the Eastern District
of Virginia, Richmond Division, to employ Kurtzman Carson
Consultants, LLC, as claims and noticing agent.

The Debtors have obtained and reviewed engagement proposals from
four other well-respected claims, ballot and noticing agents
commonly retained in large Chapter 11 cases to ensure selection
through a competitive process.  Moreover, the Debtors submit, based
on all engagement proposals obtained and reviewed, that KCC's rates
are competitive and reasonable given KCC's quality of services and
expertise.

Although the Debtors have not yet filed their schedules of assets
and liabilities, they anticipate that the Chapter 11 cases will
involve many thousands of potential creditors and other parties in
interest and, thus, likely will impose heavy administrative burdens
upon the Court and the Office of the Clerk of the Court. In view of
the anticipated number of creditors, the Debtors submit that the
appointment of KCC: (a) will (i) relieve the Debtors, the Court and
the Clerk's Office of substantial administrative burdens
and/or related costs, (ii) expedite the service of notices and
pleadings, (iii) streamline the claims administration and vote
solicitation and tabulation processes, (iv) otherwise promote the
efficient administration of these cases; and (b) is otherwise in
the best interests of both the Debtors' estates and parties in
interest.

KCC agrees to charge the Company for its services, expenses and
supplies at the rates set by KCC in accordance with the KCC Fee
Structure.  The KCC Fee Structure was not include in publicly
available court filings.

Prior to the Petition Date, the Debtors provided KCC a retainer in
the amount of $50,000.

                      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.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants, LLC, is the Debtors' claims and
noticing agent.



ALPHA NATURAL: Court Issues Joint Administration Order
------------------------------------------------------
Judge Kevin R. Huennekens of the U.S. Bankruptcy Court for the
Eastern District of Virginia, Richmond Division, issued an order
directing joint administration of the Chapter 11 cases of Alpha
Natural Resources, Inc., and its debtor affiliates under lead case
no. 15-33896.

                      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.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants, LLC, is the Debtors' claims and
noticing agent.


ALPHA NATURAL: Has Interim Approval of Equity Transfer Protocol
---------------------------------------------------------------
Judge Kevin R. Huennekens of the U.S. Bankruptcy Court for the
Eastern District of Virginia, Richmond Division, gave Alpha Natural
Resources, Inc., et al., interim authority to establish notice and
objection procedures for transfers of equity securities.

The Debtors propose that any person or entity who currently is or
becomes a Substantial Equityholder must file with the Court a
notice of that status.  A "Substantial Equityholder" is any person
or entity that beneficially owns at least 10,013,004 shares,
representing approximately 4.5% of the 222,511,210 issued and
outstanding shares of common stock, of ANR.

The final hearing to consider entry of an order granting the relief
requested in the motion on a final basis will be held on Sept. 1,
2015, at 11:00 a.m. (ET).  Any objection must be filed on or before
Aug. 25.

                      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.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment banker.
Kurtzman Carson Consultants, LLC, is the Debtors' claims and
noticing agent.


AMERICAN EAGLE ENERGY: Bids for Oil & Gas Assets Due Sept. 2
------------------------------------------------------------
The U.S. Bankruptcy Court in Colorado has authorized American Eagle
Energy Corporation to enter into a stalking horse purchase
agreement with an ad hoc group of bondholders, approved bidding and
auction procedures in connection with the sale of the assets, and
established a sale hearing date, which is currently set for Sept.
10, 2015.

In July 2015, less than three months after the Petition Date,
American Eagle Energy agreed to terms with four bondholders, who
collectively own or manage in excess of 50% of the par value of the
Bonds to enter into an agreement related to the proposed sale of
substantially all of the Company's oil and gas properties and
related assets for $70 million. On July 23, 2015, the Bankruptcy
Court approved the order authorizing the entry into the Stalking
Horse Purchase Agreement, approved the bidding and auction
procedures in connection with the sale of the assets, and
established the sale hearing date.

Upon the entry by the Bankruptcy Court of such order, the parties
contemporaneously entered into the Stalking Horse Purchase
Agreement.

"With the assistance of our financial advisors, we will solicit
additional qualified bids for these assets, consistent with the
bidding and auction procedures approved by the Bankruptcy Court. A
qualified bid is one that is not less than $250,000 in excess of
the $70 million stalking horse bid. The deadline for submitting
qualifying bids is September 2, 2015," the Company said.

                    About American Eagle Energy

Littleton, Colorado-based American Eagle Energy Corporation is
engaged in the acquisition, exploration and development of oil and
gas properties.  The Company is primarily focused on extracting
proved oil reserves from those properties.

American Eagle Energy Corporation and its wholly-owned subsidiary,
AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D.
Colo., Case No. 15-15073).  The case is assigned to Judge Howard R.
Tallman.  On May 13, 2015, Judge Tallman granted the Debtors'
request for joint administration.

On May 11, 2015, the Company received notice from the NYSE MKT LLC
that the NYSE MKT had suspended the Company's common stock from
trading immediately and determined to commence proceedings to
delist the Company's common stock. Prior to being delisted, the
Company's common stock traded on the NYSE MKT under the trading
symbol "AMZG."  On May 12, the Company's common stock commenced
trading over-the-counter on the OTC Markets Group Inc.'s OTC
Pink(R) marketplace, under the trading symbol "AMZGQ".

The Debtors are represented by Elizabeth A. Green, Esq., at Baker &
Hostetler LLP, in Orlando, Florida.

The U.S. Trustee has appointed an official committee of unsecured
creditors.


AMERICAN EAGLE ENERGY: Net Loss Widens to $92.7M in Q2 2015
-----------------------------------------------------------
American Eagle Energy Corporation filed with the Securities and
Exchange Commission its second quarter financial report on Form
10-Q for the quarterly period ended June 30, 2015.

For the three-month period ended June 30, 2015, American Eagle
Energy reported oil and gas sales of $7,141,000, compared to
$16,463,000 for the same period in 2014.

For the six-month period ended June 30, 2015, American Eagle Energy
reported oil and gas sales of $14,015,000, compared to $29,008,000
for the same period in 2014.

American Eagle Energy said net loss widened to $92,736,000 for the
three-month period ended June 30, 2015, from $3,900,000 during the
same period in 2014.  Net loss also widened to $143,409,000 for the
six-month period ended June 30, 2015, from $4,928,000 during the
same period in 2014.

As of June 30, 2015, the Company's liabilities exceed its assets by
approximately $95.7 million. In addition, the Company is in default
under the terms of the Indenture related to its outstanding Bonds,
as a result of paying only a portion of the interest that was due
on the Bonds as of March 31, 2015, as well as the failure to meet
or maintain a number of financial ratios required by the Bond
Indenture.

American Eagle also noted that the sharp decline in oil prices that
occurred during the latter part of 2014, and the continued
depressed pricing, has materially reduced the revenues that were
generated from the sale of the Company's oil and gas production
volumes during that period, which, in turn, negatively affected the
Company's year-end working capital balance. The potential for
future oil prices to remain at their current price levels for an
extended period of time raises substantial doubt regarding the
Company's ability to continue as a going concern.

A copy of the Second Quarterly Report on Form 10-Q is available at
http://is.gd/QryYAz

                    About American Eagle Energy

Littleton, Colorado-based American Eagle Energy Corporation is
engaged in the acquisition, exploration and development of oil and
gas properties.  The Company is primarily focused on extracting
proved oil reserves from those properties.

American Eagle Energy Corporation and its wholly-owned subsidiary,
AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D.
Colo., Case No. 15-15073).  The case is assigned to Judge Howard R.
Tallman.  On May 13, 2015, Judge Tallman granted the Debtors'
request for joint administration.

On May 11, 2015, the Company received notice from the NYSE MKT LLC
that the NYSE MKT had suspended the Company's common stock from
trading immediately and determined to commence proceedings to
delist the Company's common stock. Prior to being delisted, the
Company's common stock traded on the NYSE MKT under the trading
symbol "AMZG."  On May 12, the Company's common stock commenced
trading over-the-counter on the OTC Markets Group Inc.'s OTC
Pink(R) marketplace, under the trading symbol "AMZGQ".

The Debtors are represented by Elizabeth A. Green, Esq., at Baker &
Hostetler LLP, in Orlando, Florida.

The U.S. Trustee has appointed an official committee of unsecured
creditors.


AMERICAN EAGLE ENERGY: Wants Plan Exclusivity Extended to October
-----------------------------------------------------------------
American Eagle Energy Corporation has not yet filed a plan of
reorganization with the Bankruptcy Court. The Company has the
exclusive right to file a plan of reorganization through and
including September 5, 2015, and to solicit votes on such a plan if
filed by such date through and including November 4, 2015, subject
to the ability of parties in interest to file motions seeking to
terminate the Company's exclusive periods, as well as the Company's
right to seek further extensions of such periods.

The Company filed a motion seeking such an extension on July 17,
2015, which seeks to extend the September 5, 2015 exclusive period
to file a plan until October 15, 2015, and the period to solicit
acceptances of such plan from November 4, 2015 to December 14,
2015.

The Company has a right to seek further extensions of such
exclusive periods, subject to the statutory limit of 18 months from
the Petition Date in the case of filing a plan and 20 months in the
case of soliciting and obtaining acceptances of such a plan.

The Company noted that implementation of a plan of reorganization
is subject to confirmation of the plan by the Bankruptcy Court in
accordance with the provisions of the Bankruptcy Code, and the
occurrence of the effective date under the plan. At this time, it
is uncertain as to when or if a plan of reorganization will be
filed with the Bankruptcy Court or whether such plan will be
confirmed and become effective.

                    About American Eagle Energy

Littleton, Colorado-based American Eagle Energy Corporation is
engaged in the acquisition, exploration and development of oil and
gas properties.  The Company is primarily focused on extracting
proved oil reserves from those properties.

American Eagle Energy Corporation and its wholly-owned subsidiary,
AMZG, Inc., filed on May 8, 2015, voluntary petitions (Bankr. D.
Colo., Case No. 15-15073).  The case is assigned to Judge Howard R.
Tallman.  On May 13, 2015, Judge Tallman granted the Debtors'
request for joint administration.

On May 11, 2015, the Company received notice from the NYSE MKT LLC
that the NYSE MKT had suspended the Company's common stock from
trading immediately and determined to commence proceedings to
delist the Company's common stock. Prior to being delisted, the
Company's common stock traded on the NYSE MKT under the trading
symbol "AMZG."  On May 12, the Company's common stock commenced
trading over-the-counter on the OTC Markets Group Inc.'s OTC
Pink(R) marketplace, under the trading symbol "AMZGQ".

The Debtors are represented by Elizabeth A. Green, Esq., at Baker &
Hostetler LLP, in Orlando, Florida.

The U.S. Trustee has appointed an official committee of unsecured
creditors.


AMERICAN STANDARD: Has Until Aug. 31 to File Schedules
------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas, Midland Division, extended the time within which
American Standard Energy Corp., et al., may file their schedules of
assets and liabilities and statements of financial affairs to and
including Aug. 31, 2015.

American Standard Energy, Corp. and American Standard Energy Corp.
filed Chapter 11 bankruptcy petitions (Bankr. W.D. Tex. Case Nos.
15-70104 and 15-70105) on Aug. 3, 2015.  Steven Person signed the
petition as president.  The Debtors disclosed total assets of at
least $40 million and total debts of $53 million as of July 31,
2015.  Loeb & Loeb LLP serves as the Debtors' counsel.  The cases
are assigned to Judge Ronald B. King.


AMPLIPHI BIOSCIENCES: Posts $8.9 Million Net Income for Q2
----------------------------------------------------------
Ampliphi Biosciences Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income attributable to common stockholders of $8.9 million on
$102,000 of revenue for the three months ended June 30, 2015,
compared to net income attributable to common stockholders of $13.5
million on $101,000 of revenue for the same period in 2014.

For the six months ended June 30, 2015, the Company reported a net
loss attributable to common stockholders of $5.8 million on
$204,000 of revenue compared to net income attributable to common
stockholders of $1.9 million on $205,000 of revenue for the same
period during the prior year.

As of June 30, 2015, the Company had $36.3 million in total assets,
$19.2 million in total liabilities, $4 million in series B
redeemable convertible preferred stock, and total stockholders'
equtiy of $13 million.

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

                        http://is.gd/l1e1Cp

                           About AmpliPhi

AmpliPhi Biosciences Corp. is a biopharmaceutical company that
develops bacteriophage-based therapeutics.  It also develops an
internally generated pipeline of naturally occurring viruses
called bacteriophage (Phage) for the treatment of bacterial
infection, such as drug-resistant strains of bacteria that are
commonly found in the hospital setting.  The company's Phage
discovery also focuses on acute & chronic lung, sinus and
gastrointestinal infections.  AmpliPhi Biosciences was founded in
March 1989 and is headquartered in Glen Allen, Virginia.

The Company reported net income attributable to common stockholders
of $21.82 million for the year ended Dec. 31, 2014, compared to a
net loss attributable to common stockholders of $65.2 million for
the year ended Dec. 31, 2013.


ANNA'S LINEN: Lender Says Parties Still in Discussion on DIP Terms
------------------------------------------------------------------
Salus Capital Partners, LLC, filed a preliminary response to (I)
the various objections to Anna's Linens, Inc.'s motion for entry of
interim and final orders (i) authorizing the Debtor to (a) obtain
postpetition financing, and (b) utilize cash collateral; and (II)
informal issues raised by the Official Committee of Unsecured
Creditors.

According to Salus, it is in discussion with the Debtor, the
Committee regarding the terms of a final order that would be
acceptable to all of the parties and could be submitted to the
Court.  In the event the parties reach an agreement, and submit an
agreed final order, such final order will address substantially all
of the DIP objections.

In the event the parties are unable to reach an agreement prior to
the final hearing, the parties intend to seek a short continuance
of the final hearing in order to finalize discussions, or brief the
issues related to the final order.  

Salus serves as administrative and collateral agent pursuant to
that certain senior secured super-priority debtor-in-possession
credit agreement by and among the Debtor, the lenders party
thereto.

As reported in the Troubled Company Reporter on July 27, 2015,
Shewak Lajwanti Home Fashions, Inc. and its affiliated creditors
asked the Court to deny the the DIP financing motion and the
assumption motion that the Debtor has filed.

Counsel to the objectors, Steven T. Gubner, Esq., at Ezra Brutzkus
Gubner LLP, in Woodland Hills, California, relates that by the DIP
financing motion, the Debtor sought approval to obtain an
$80 million senior secured super-priority revolving credit facility
from the DIP Lenders, the proceeds of which will be used solely
to:

   (a) extinguish certain prepetition obligations in the amount of
approximately $66.425 million, consisting of approximately (1)
$63 million in principal and interest, (2) $3.2 million in early
termination fees, and (3) $225,000 in credit monitoring fees; (b)
pay fees, costs and expenses in connection with the DIP financing
agreement, including payment of the Agent's and DIP Lender's
reasonable attorney's fees and other out of pocket expenses; (c)
pay Debtor's postpetition operating expenses incurred in the
ordinary course of business; (d) pay costs and expenses of
administration of the Chapter 11 case, including payment of the
Debtor's professional fees; and, (e) pay other amounts as
specified in the approved budget or operative documentation and
allowed by the Bankruptcy Court, in the case of (c) through (e), in
amounts and categories consistent with the approved budget.

Given these set-up, Mr. Gubner told the Court, the DIP financing
will ultimately provide the Debtor with only $13.6 million of new
money.

Mr. Gubner added that the DIP Financing is also subject to
borrowing and availability limitations that may further reduce, or
completely eliminate, the New Money available to the Debtor by
virtue of the DIP Financing.

Mr. Gubner asserted that Shewak Lajwanti and related creditors,
referred to as the Vendors, file their objection because it appears
that the DIP financing motion and related motion are intended to be
vehicles for Salus Capital Partners, LLC, as agent for the DIP
lenders, to foreclose on prepetition collateral quickly; to shift
the expenses (including out of pocket expenses and attorneys' fees)
of that foreclosure to the estate's general unsecured creditors,
while simultaneously encumbering free-and-clear assets that should
be liquidated for the benefit of the estate's general unsecured
creditors.

Mr. Gubner further argued that the Motions unreasonably seek to
give the DIP Lenders an interest in Chapter 5 causes of action to
the detriment of unsecured creditors. He adds that the Agent and
the DIP Lenders are to receive general releases from the estate and
parties-in-interest of any and all claims against them (including
those under section 506(c) of the Bankruptcy Code).  Mr. Gubner
said that even more concerning, the Debtor ask that all of the
foregoing be approved before the Debtor's filings of its schedules
or any disclosure of any analysis of the potential challenges to
the Agent's or DIP Lender's liens or claims or the potential
recovery actions against the Agent and the DIP lender.

Salus is represented by:

         Howard J. Steinberg, Esq.
         GREENBERG TRAURIG, LLP
         1840 Century Park East, Suite 1900
         Los Angeles, CA 90067
         Tel: (310) 586-7700
         Fax: (310) 586-7800
         
         Nancy A. Mitchell, Esq.
         GREENBERG TRAURIG, LLP
         200 Park Avenue
         New York, NY 10166
         Tel: (212) 801-9200
         Fax: (212) 801-6400

                   About Anna's Linens

Anna's Linens is a specialty retailer offering home textiles,
furnishings and decor at attractive prices.  Headquartered in
  Costa Mesa, California, operates a chain of 268 company owned
retail stores throughout 19 states in the United States (including
Puerto Rico and Washington, D.C.) generates over $300 million in
annual revenue and employs a workforce of over 2,500 associates.

Anna's Linens sought Chapter 11 bankruptcy protection (Bankr. C.D.
Cal. Case No. 15-13008) in Santa Ana, California, on June 14,
2015.

The case is assigned to Judge Theodor Albert.  The Debtor tapped
Levene, Neale, Bender, Yoo & Brill LLP as counsel.  The Debtor
estimated assets of $50 million to $100 million and debt of $100
million to $500 million.

The U.S. trustee overseeing the Chapter 11 case of Anna's Linens
Inc. appointed seven creditors to serve on the official committee
of unsecured creditors.



ANNA'S LINEN: Supplements Bid to Hire PricewaterhouseCoopers
------------------------------------------------------------
Anna's Linens, Inc., supplemented its application to employ
PricewaterhouseCoopers LLP as financial advisor, to include
amendments to indemnification provisions under the heading
Limitations of Liability.

The application was filed with the Court on July 9, 2015.

The Debtor noted that after discussion with the Committee and PwC,
the Debtor modifies the indemnification provisions as:

   a. PwC will not be entitled to indemnification, contribution or
reimbursement pursuant to the engagement agreement for services,
unless such services and the indemnification, contribution or
reimbursement are approved by the Court;

   b. the Debtor will have no obligation to indemnify PwC, or
provide contribution or reimbursement to PwC, for any claim or
expense that is either: (i) judicially determined (the
determination having become final) to have arisen from PwC's gross
negligence, fraud, willful misconduct, breach of fiduciary duty, if
any, bad faith or self-dealing; (ii) for a contractual dispute in
which the Debtor alleges the breach of PwC's contractual
obligations, unless the Court determines that indemnification,
contribution or reimbursement would be permissible pursuant to In
re United Artists Theatre Co., 315 F.3d 217 (3d Cir. 2003); or
(iii) settled prior to a judicial determination as to the
exclusions set forth in clauses (i) and (ii) above, but determined
by this Court, after notice and a hearing, to be a claim or expense
for which PwC should not receive indemnity, contribution or
reimbursement under the terms of the engagement agreement as
modified by the order.

A copy of the supplement is available for free at

  http://bankrupt.com/misc/AnnasLinens_318_supp_employPwC_.pdf

                       About Anna's Linens

Anna's Linens is a specialty retailer offering home textiles,
furnishings and decor at attractive prices.  Headquartered in
  Costa Mesa, California, operates a chain of 268 company owned
retail stores throughout 19 states in the United States (including
Puerto Rico and Washington, D.C.) generates over $300 million in
annual revenue and employs a workforce of over 2,500 associates.

Anna's Linens sought Chapter 11 bankruptcy protection (Bankr. C.D.
Cal. Case No. 15-13008) in Santa Ana, California, on June 14,
2015.

The case is assigned to Judge Theodor Albert.  The Debtor tapped
Levene, Neale, Bender, Yoo & Brill LLP as counsel.  The Debtor
estimated assets of $50 million to $100 million and debt of $100
million to $500 million.

The U.S. trustee overseeing the Chapter 11 case of Anna's Linens
Inc. appointed seven creditors to serve on the official committee
of unsecured creditors.



APPLIED MINERALS: Appoints Chris Carney Chief Financial Officer
---------------------------------------------------------------
Applied Minerals, Inc., has appointed Chris Carney as chief
financial officer for the Company.  Mr. Carney will replace Nat
Krishnamurti who has resigned to pursue another professional
opportunity.

Since 2012 Mr. Carney has been vice president of Business
Development for Applied Minerals.  From 2009 through 2012, he was
the interim chief financial officer of the Company, instrumental in
the successful transition from Atlas Mining to Applied Minerals.
Mr. Carney graduated with a BA in Computer Science from Lehman
College and an MBA in Finance from Tulane University.

"It has been a privilege to be part of the Applied Minerals
management team for the past three years," said Mr. Krishnamurti.
As I take on another professional opportunity, I wish the Company
continued success."

John Levy, Chairman of Applied Minerals, stated: "On behalf of our
board and management team, I would like to thank Nat for his
service and contributions over the past several years and wish him
success in his new endeavor.  We welcome Chris Carney back to the
position of CFO.  We are pleased to have someone with his financial
experience and understanding of our business assume this important
role as the Company progresses on the commercialization front."

                      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.


ASSOCIATED WHOLESALERS: Needs Until Dec. 3 to Remove Actions
------------------------------------------------------------
ADI Liquidation, Inc., f/k/a AWI Delaware, Inc., et al., ask the
United States Bankruptcy Court for the District of Delaware to
extend the period within which they may remove civil actions
through and including December 3, 2015.

The Debtors explain that an extension of the deadline to remove
actions will further permit their management and professionals to
continue to focus on the administration of the Chapter 11 cases and
the negotiation of a consensual Chapter 11 plan, while at the same
time allowing the Debtors sufficient opportunity to evaluate the
actions to determine whether removal is appropriate.  In addition,
the Debtors tell the Court that they do not believe that any of
their adversaries will be prejudiced by the extension requested
because each of the actions is stayed by operation of Section 362
(a) of the Bankruptcy Code.  The requested extension will not
prejudice the rights of other parties, the Debtors assure the
Court.

The Court will convene a hearing on September 17, 2015 at 1:00
p.m., to consider approval of the extension request.

The Debtors are represented by:

          Mark Minuti, Esq.
          SAUL EWING LLP
          222 Delaware Avenue, Suite 1200
          P.O. Box 1266
          Wilmington, DE 19899
          Tel: (302) 421-6840
          Fax: (302) 421-5873
          mminuti@saul.com

              -- and --

          Jeffrey C. Hampton, Esq.
          Monique B. DiSabatino, Esq.
          SAUL EWING LLP
          Centre Square West
          1500 Market Street, 38th Floor
          Philadelphia, PA 19102
          Tel: (215) 972-7777
          Fax: (215) 972-7725
          jhampton@saul.com
          mdisabatino@saul.com

                   About Associated Wholesalers

Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. serviced 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products.  AWI, with distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, served the
mid-Atlantic United States.  AWI is owned by its 500 retail
members, who in turn operate supermarkets.  AWI had 1,459
employees.

White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area.  The company traces its origins
to 1886, when brothers Joseph and Sigel Seeman founded Seeman
Brothers & Doremus to provide grocery deliveries throughout New
York City.  White Rose carries out its operations through three
leased warehouse and distribution centers, two of which are located
in Carteret, New Jersey, and one in Woodbridge, New Jersey.  White
Rose has 777 employees.

Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers.  The Debtors were granted joint administration of
their Chapter 11 cases for procedural purposes, under the lead case
of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092.

As of the Petition Date, the Debtors owe the Bank Group (consisting
of lenders, Bank of America, N.A., Bank of American Securities LLC
as sole lead arranger and joint book runner, Wells Fargo Capital
Finance, LLC as joint book runner and syndication agent, and RBS
Capita, as documentation agent) an aggregate principal amount of
not less than $131,857,966 (inclusive of outstanding letters of
credit), plus accrued interest.  The Debtors estimate trade debt of
$72 million.  AWI Delaware disclosed $11,440 in assets and
$125,112,386 in liabilities as of the Chapter 11 filing.

Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal advisors
to the Debtors, Lazard Middle Market is serving as financial
advisor, and Carl Marks Advisors is serving as restructuring
advisor to AWI.  Carl Marks' Douglas A. Booth has been tapped as
chief restructuring officer.  Epiq Systems serves as the claims
agent.

The Official Committee of Unsecured Creditors tapped to retain Hahn
& Hessen LLP as its lead counsel; Pepper Hamilton LLP as its
co-counsel; and Capstone Advisory Group, LLC, together with its
wholly-owned subsidiary Capstone Valuation Services, LLC, as its
financial advisors.

The Troubled Company Reporter, on Nov. 5, 2014, reported that the
Bankruptcy Court authorized Associated Wholesalers, which changed
its name to AWI Delaware, Inc., prior to the approval of the sale,
to sell substantially all of its assets, including their White Rose
grocery distribution business, to C&S Wholesale Grocers, Inc.

The C&S purchase price consists of the lesser of the amount of the
bank debt, which totals about $18.1 million and $152 million, plus
other liabilities, which amount is valued at $194 million.  C&S,
according to Bill Rochelle and Sherri Toub, bankruptcy columnists
for Bloomberg News, ended up paying $86.5 million more cash to be
anointed as the winner at the auction.

AWI Delaware notified the Bankruptcy Court on Nov. 12, 2014, that
closing occurred in connection with the sale of their assets to
C&S.  AWI Delaware subsequently changed its name to ADI
Liquidation, Inc., following the closing of the sale.


BAHA MAR: US Trustee to Schedule Another 341 Meeting
----------------------------------------------------
The U.S. trustee overseeing the Chapter 11 cases of Baha Mar
Enterprises Ltd. and its affiliated debtors will continue the
meeting of creditors to another date, which is yet to be determined
by the agency.

The bankruptcy watchdog held a meeting of creditors on August 3,
2015, according to the case docket for Baha Mar.  

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

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

                           About Baha Mar

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

The case is assigned to Judge Kevin J. Carey.

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

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


BANKERS' BANCORPORATION: Louisiana Bank to Take Control of Unit
---------------------------------------------------------------
Patrick Fitzgerald, writing for Dow Jones' Daily Bankruptcy Review,
reported that First National Bankers Bank of Louisiana is buying a
bank-holding company's stake in its Florida bank subsidiary,
Independent Bankers' Bank of Florida, for $1.9 million after no
rival bidders emerged.

According to the report, lawyers for Bankers' Bancorporation of
Florida Inc. said they were calling off a bankruptcy auction for
the holding company's stake in Bankers' Bank in a filing in U.S.
Bankruptcy Court in Orlando.

Lake Mary, Florida-based Bankers' Bancorporation of Florida Inc.,
sought protection under Chapter 11 of the Bankruptcy Code on June
29, 2015 (Bankr. M.D. Fla., Case No. 15-05642).

The Debtor's counsel is Ryan E Davis, Esq., at Winderweedle Haines
Ward & Woodman PA, in Orlando, Florida.


BELDEN INC: Moody's Revises Outlook to Neg. & Affirms Ba2 CFR
-------------------------------------------------------------
Moody's Investors Service revised Belden Inc.'s ratings outlook to
negative from stable.  Moody's also affirmed Belden's Ba2 corporate
family rating, Ba2-PD probability of default rating, Baa3 senior
secured bank credit facility rating, Ba3 ratings on the senior
subordinated notes and SGL-2 speculative grade liquidity rating.

Ratings Rationale

The revision of the ratings outlook to negative from stable is
driven by recent softness in the company's Broadcasting and
Industrial Connectivity reporting segments and expectation of
continued softness in the near term.  Given Belden's relatively
high leverage, ratings are sensitive to performance declines.
Although Belden has taken costs out of the business and operating
margins have improved, revenue challenges are expected to
continue.

The Ba2 CFR continues to reflect Belden's leading positions within
segments of the enterprise, broadcast, industrial cabling,
connectivity and networking product markets, which can produce
solid operating margins and good free cash flow.  The ratings are
tempered by Belden's high leverage and acquisition appetite.  Debt
to EBITDA (approximately 4.3x pro forma for recent acquisitions and
excluding certain one-time costs and 4.9x including those costs) is
very high compared to other Ba rated manufacturing peers of similar
size.  Though Belden's pursuit of growth through business
acquisitions has contributed to increased leverage over time, it
has also resulted in more diversified sources of revenue as
compared to the original cabling business and expanded its number
of higher margin businesses lines, as well as substantially
increasing its scale.  Belden is cyclical however and the impact on
revenues, EBITDA and leverage can be magnified during economic
downturns.  Given the high leverage and cyclicality, Belden is
considered weakly positioned in the Ba2 rating category.  Moody's
expects that management will trim costs and curtail acquisition and
share repurchase activity in the face of an economic downturn.

Liquidity as reflected in the SGL-2 rating is good based on an
estimated $208 million of cash as of June 28, 2015, access to a
$400 million revolving credit facility (approximately $110 million
available) and expectations of continued strong free cash flow.

The ratings could be upgraded if Tripwire acquisition integration
and cost reduction initiatives succeed and performance stabilizes
such that leverage is sustained below 4x while maintaining very
strong cash balances.  The ratings could be downgraded if
performance deteriorates from integration challenges, economic
conditions or market share losses or if leverage exceeds 4.75x on
other than a temporary basis.

Outlook Actions:

Issuer: Belden Inc.

  Outlook, Changed To Negative From Stable

Affirmations:

Issuer: Belden Inc.

  Corporate Family Rating, Affirmed Ba2
  Probability of Default Rating, Affirmed Ba2-PD
  Speculative Grade Liquidity Rating, Affirmed SGL-2
  Senior Subordinated Regular Bond/Debenture, Affirmed Ba3 (LGD4)
  Senior Secured Term Loan Facility, Affirmed Baa3 (LGD2)

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.

Belden Inc. is a leading designer and manufacturer of connectivity
and signal transmission products for the global network
communication and specialty electronic marketplaces with trailing
twelve month revenues of $2.4 billion.  The company is
headquartered in St. Louis, Missouri.



BOOMERANG SYSTEMS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

       Debtor                                     Case No.
       ------                                     --------
       Boomerang Systems, Inc.                    15-11729
       30 A Vreeland Road, Suite 150
       Florham Park, NJ 07932

       Boomerang Sub, Inc.                        15-11731

       Boomerang USA Corp.                        15-11732

       Boomerang MP Holdings Inc.                 15-11733

Type of Business: Markets, designs, engineers, manufactures,
                  installs and services its automated parking
                  systems in the United States and Canada.

Chapter 11 Petition Date: August 18, 2015

Court: United States Bankruptcy Court
       District of Delaware (Delaware)

Judge: Hon. Mary F. Walrath

Debtors'          TOGUT, SEGAL & SEGAL LLP
General           One Penn Plaza, Suite 3335
Bankruptcy        New York, NY 10119
Counsel:          Tel: (212) 594-5000
                  Fax: (212) 967-4258

Debtors'          Joseph J. McMahon, Jr., Esq.
Local             CIARDI, CIARDI & ASTIN
Bankruptcy        1204 N. King Street
Counsel:          Wilmington, DE 19801
                  Tel: 302-658-1100
                  Fax: 302-658-1300
                  Email: jmcmahon@ciardilaw.com

Debtors'          BERG & ANDROPHY
Special
Litigation
Counsel:

Debtors'          GARDEN CITY GROUP, LLC
Claims and        P.O. Box 10232
Noticing          Dublin, OH 43017-5732
Agent:            Tel: (877) 940-9491

Total Assets: $6.7 million

Total Debts: $21.9 million

The petition was signed by James V. Gelly, chief executive
officer.

Consolidated List of Debtors' 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
JBT                                  Trade Debt          $625,285
JB Technologies-
Chalfont Lockbox Number 773993
350 East Deven Avenue Itasca
IL 60143
Attn: Joh Schueren
Tel: 215-822-4460
Fax: 215-822-4553

IC, LLC                             Arbitration          $258,315
2200 Biacayne Blvd.                  Settlement
Miami, FL 33137                       Payment
Tel: 305-696-8330
Fax: 305-696-9038

William S. Clarke                   Trade Debt           $214,229

H. Robert Holmes                   6% Convertible        $200,000
                                       Note

Quay Consulting, LLC                Trade Debt           $175,389

Graham Curtin                       Trade Debt           $135,664

Xaples, Inc.                        Trade Debt           $101,824

San Gabriel Fund, LLC             6% Convertible Note    $100,000

JMW Fund, LLC                     6% convertible Note    $100,000

Infragistics Corporate              Trade Debt            $90,737
Headquarters

Galaxy Intelligentia Pvt. Ltd.      Trade Debt            $82,272

Wollmuth Maher & Deutsch LLP        Trade Debt            $54,673

Protronix Controls, LLC             Trade Debt            $51,933

BrickellHouse Holding LLC           Trade Debt            $41,528

Codale Electric Supply, Inc.        Trade Debt            $37,889

AV Excellence, LLC                  Trade Debt            $35,210

SEW Eurodrive, Inc.                 Trade Debt            $34,382

Motion Industries, Inc.             Trade Debt            $33,259

Xytronix Research & Design, Inc.    Trade Debt            $27,157

Aerotek Commercial Staffing         Trade Debt            $27,079


C&S PROPERTIES: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: C&S Properties Orlando, LLC
        P.O. Box 349
        Windermere, FL 34786

Case No.: 15-07050

Chapter 11 Petition Date: August 17, 2015

Court: United States Bankruptcy Court
       Middle District of Florida (Orlando)

Debtor's Counsel: Taylor J King, Esq.
                  LAW OFFICES OF MICKLER & MICKLER
                  5452 Arlington Expressway
                  Jacksonville, FL 32211
                  Tel: 904-725-0822
                  Fax: 904-725-0855
                  Email: tjking@planlaw.com

Total Assets: $2.30 million

Total Liabilities: $5.13 million

The petition was signed by Mark Allen, manager.

List of Debtor's three Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
CapitalSource Finance, LLC         3rd mortgage on     $1,000,000
5800 Granite Pkwy #265             6363 E. Colonial
Plano, TX 75024                    and 2413

City of Orlando                    2413 W. Colonial        $2,350
                                   Drive

Florida Community Bank, N.A.       6363 East Colonial  $4,045,531
c/o Nancy L. Pipkin                Drive and 2413
369 North New York Avenue          West Colonial Drive
Winter Park, FL 32789              (1st and 2nd Mortgage)


CAESARS ENTERTAINMENT: Fails to Reach Revised Deal with Bank Group
------------------------------------------------------------------
Caesars Entertainment Corporation and Caesars Entertainment
Operating Company, Inc., a majority owned subsidiary of CEC
disclosed in a regulatory filing on Monday that, while they have
been engaged in confidential discussions with the ad hoc bank
steering committee, the parties have not been able to reach an
agreement regarding a restructuring -- as that term is defined in
the Fourth Amended and Restated Restructuring Support and
Forbearance Agreement, dated as of July 31, 2015, among CEC, CEOC,
and certain holders 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.

The Ad Hoc Bank Committee consists of beneficial holders of first
lien debt incurred by CEOC pursuant to the Third Amended and
Restated Credit Agreement, dated as of July 25, 2014, by and among
CEC, CEOC, the lenders party thereto and Credit Suisse AG, Cayman
Islands Branch, as administrative agent.

In connection with the discussions, CEC provided certain
confidential information to the Ad Hoc Bank Steering Committee
pursuant to non-disclosure agreements among CEC, CEOC and the Ad
Hoc Bank Steering Committee. The NDAs have now expired pursuant to
their terms.

The Company also said that on August 11, 2015, a telephonic meeting
occurred among CEC, CEOC and the Ad Hoc Bank Steering Committee,
together with their respective legal and financial advisors. Prior
to the Meeting, advisors to the Ad Hoc Bank Steering Committee had
stated that in order for their clients to support a Restructuring,
four changes would need to be made to the terms of a Restructuring
as outlined in the Bond RSA:

     1. The New First Lien OpCo Debt -- Bank 1L OpCo Debt -- and
New Second Lien OpCo Debt proposed to be received by the First Lien
Bank Debt holders must be syndicated so that the First Lien Bank
Debt holders would receive no Bank OpCo Debt on the Effective
Date.

     2. Any Mezzanine CPLV Debt proposed to be received by the
First Lien Bank Debt holders should be replaced by additional
PropCo Preferred Equity, which would be issued to First Lien Bank
Debt holders upon the same terms and conditions offered to holders
of First Lien Bond Claims pursuant to the Bond RSA.

     3. CEC will pay, upon the effectiveness of a restructuring
support and forbearance agreement signed by the First Lien Bank
Debt Holders substantially similar to the Bond RSA -- Bank RSA --
$125 million as Upfront Payment to the First Lien Bank Debt
Holders.

     4. The existing collection guarantee provided by CEC with
respect to the amounts outstanding under the Credit Agreement will
be clarified and/or amended pursuant to the proposal of the Ad Hoc
Bank Steering Committee.

After a series of negotiations among the parties, the last proposal
relating to the Proposed Changes was made by CEC and contained the
following terms:

     1. CEC would contribute a cash amount to OpCo equal to up to
5% of the face amount of the of Bank 1L OpCo Debt to be received by
the First Lien Bank Debt holders -- 1L OpCo Cash Amount -- with the
cash being used by OpCo to retire Bank 1L OpCo Debt. The 1L OpCo
Cash Amount would be increased relative to the amount of Bank 1L
OpCo Debt to be received by the First Lien Bank Debt holders (i.e.,
any Bank 1L OpCo Debt that was unable to be syndicated), as
compared to the maximum amount of such debt to be issued to the
First Lien Bank Debt holders as per the terms of the Bond RSA. For
illustrative purposes only, if the Bank 1L OpCo Debt was fully
syndicated so that First Lien Bank Debt holders receive no Bank 1L
OpCo Debt, the 1L OpCo Cash Amount would be $0. If the Bank 1L OpCo
Debt was unable to be syndicated and First Lien Bank Debt holders
receive $882 million of Bank 1L OpCo Debt, the 1L OpCo Cash Amount
would be $44 million.

     2. CEC would contribute a cash amount to OpCo equal to 5 to
10% of the face amount of the of Bank 2L OpCo Debt to be received
by the First Lien Bank Debt holders -- 2L OpCo Cash Amount -- with
the cash being used by OpCo to retire Bank 2L OpCo Debt. The 2L
OpCo Cash Amount would be increased relative to the amount of Bank
2L OpCo Debt to be received by the First Lien Bank Debt holders
(i.e., any Bank 2L OpCo Debt that was unable to be syndicated), as
compared to the maximum amount of such debt to be issued to the
First Lien Bank Debt holders as per the terms of the Bond RSA. For
illustrative purposes only, if the Bank 2L OpCo Debt was fully
syndicated so that First Lien Bank Debt holders receive no Bank 2L
OpCo Debt, the 2L OpCo Cash Amount would be $0. If the Bank 2L OpCo
Debt was unable to be syndicated and First Lien Bank Debt holders
receive $406 million of Bank 2L OpCo Debt, the 2L OpCo Cash Amount
would be $41 million.

     3. OpCo would use 25% of annual excess cash flow to make
mandatory par offers for the New Second Lien OpCo Debt and Bank 1L
OpCo Debt -- OpCo Par Offers. OpCo Par Offers would be filled in
reverse seniority order. The 50% excess cash flow sweep contained
in the Lease Term Sheet (annexed to the Bond RSA) that reduces the
Capital Expenditures Reimbursement Amount shall be reduced to 25%
to account for the OpCo Par Offers.

     4. The First Lien Bank Debt holders would have the option to
convert any Mezzanine CPLV Debt they were to receive to New Second
Lien PropCo Debt.

     5. CEC would make an Upfront Payment of $62.5 million
(assuming 100% of the First Lien Bank Debt holders executed the
Bank RSA) upon the effectiveness of the Bank RSA. The Applicable
Rate would be fixed at per annum rate equal to 6.5%.

     6. Subsequent to exchanging drafts of a proposed CEC Credit
Agreement Guarantee Amendment, and following the Ad Hoc Bank
Steering Committee receiving the proposed CEC Credit Agreement
Guarantee Amendment as detailed in http://is.gd/cRF1u1from CEC's
advisors, the Ad Hoc Bank Steering Committee notified CEC that it
did not believe they could reach agreement on the CEC Credit
Agreement Guarantee Amendment and therefore would not continue
negotiating the document.

At this time CEC, CEOC and the Ad Hoc Bank Steering Committee have
been unable to reach an agreement on the terms of the Proposed
Changes.

Accordingly, as of August 16, 2015, CEC has ceased discussions with
the Ad Hoc Bank Steering Committee.


CASTLE KEY: A.M. Best Affirms 'B-' Financial Strength Rating
------------------------------------------------------------
A.M. Best Co. has revised the outlook to stable from negative and
affirmed the financial strength rating (FSR) of B- (Fair) and the
issuer credit ratings (ICR) of "bb-" of the members of Castle Key
Group (Castle Key) (headquartered in St. Petersburg, FL).

The ratings reflect Castle Key's marginal overall capitalization
when measured on a catastrophe stress-tested basis and geographic
business concentration resulting in a susceptibility to
catastrophic loss accumulation.  Castle Key is the dedicated
Florida property writer for its parent company, Allstate Insurance
Company (Allstate), and it maintains significant exposure to
hurricanes, with a corresponding substantial reliance on
catastrophe reinsurance.  In addition, Castle Key's reinsurance
program relies moderately upon the Florida Hurricane Catastrophe
Fund (FHCF).

These negative rating factors are partially offset by Castle Key's
recently improved operating performance and surplus accumulation,
which has been positively impacted by favorable loss activity due
to increased rates and an absence of any hurricane events.

A.M. Best deviated from its "Rating Members of Insurance Groups"
rating criteria by providing more than two FSR levels of rating
enhancement to Castle Key's stand-alone assessment.  However, the
additional rating enhancement acknowledges the historical financial
and operational support provided to Castle Key as part of the
Allstate organization.  Although Castle Key is separately
capitalized and not reinsured by Allstate, in A.M. Best's opinion,
parental support regarding the claims-paying ability of Castle Key
will be maintained commensurate with its rating level in the event
of frequent and/or severe hurricane activity.  If parental support
is not provided, it would be necessary for A.M. Best to re-evaluate
the current FSR of A+ (Superior) and ICRs of "aa-" of Allstate and
all the remaining members of the Allstate Insurance Group.

The FSR of B- (Fair) and ICRs of "bb-" have been affirmed for the
following members of the Castle Key Group:

    Castle Key Insurance Company

    Castle Key Indemnity Company

    Encompass Floridian Insurance Company

    Encompass Floridian Indemnity Company


CEETOP INC: Needs More Time to File June 30 Form 10-Q
-----------------------------------------------------
Ceetop Inc. notified the Securities and Exchange Commission it
cannot file its June 30, 2015, Form 10-Q within the prescribed time
period because management has not completed the process of
gathering and analyzing the financial information that will be
included in the Company's Form 10-Q.

                         About Ceetop Inc.

Oregon-based Ceetop Inc., formerly known as China Ceetop.com,
Inc., owned and operated the online retail platform before 2013.
Due to excessive competition in online retail, the Company has
transformed itself into an integrated supply chain services
provider, and focuses on B to B supply chain management and
related value-added services among enterprises.

Ceetop Inc. reported a net loss of $841,000 on $362,000 of sales
for the year ended Dec. 31, 2014, compared with a net loss of $2.88
million on $0 of sales for the year ended Dec. 31, 2013.

As of March 31, 2015, the Company had $3.52 million in total
assets, $956,000 in total liabilities, all current, and $2.56
million in total stockholders' equity.

MJF & Associates, APC, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company incurred
recurring losses from operations, has a net loss of $841,000 for
2014, and has accumulated deficit of $9.45 million at Dec. 31,
2014.  These matters are discussed in Note 2 to the consolidated
financial statements that raises substantial doubt about the
Company's ability to continue as a going concern.


CHICAGO BOARD: S&P Lowers Rating on GO Bonds to 'BB'
----------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating and
underlying rating (SPUR) on Chicago Board of Education's general
obligation (GO) bonds to 'BB' from 'BBB' and removed the ratings
from CreditWatch, where they had been placed with negative
implications on July 2, 2015 while S&P monitored the board's
decisions in constructing its fiscal 2016 budget.  The outlook is
negative.

"The rating action reflects our view of the proposed fiscal 2016
budget, which includes what we view as the board's continued
structural imbalance and low liquidity with a reliance on external
borrowing for cash flow needs," said Standard & Poor's credit
analyst Jennifer Boyd.

The negative outlook reflects S&P's anticipation that low liquidity
and a structural imbalance are likely to continue to challenge the
board during the one-year outlook horizon, which could lead S&P to
lower the rating during that timeframe.



COLLAVINO CONSTRUCTION: Seeks Authority for AFCO Finance Agreement
------------------------------------------------------------------
Collavino Construction Company Inc. and Collavino Construction
Company Limited sought for and obtained from Judge Shelley C.
Chapman of the U.S. Bankruptcy Court for the Southern District of
New York authority to enter into an insurance premium finance
agreement with AFCO Credit Corp.

CCCI provides labor to its non-debtor related entity, Collavino
Corp., which in turn is responsible for the maintenance of
insurance policies covering Collavino Corp. and CCCI, among other
things.  As part of its arrangement with CCCI, Collavino Corp.
bears the responsibility for paying insurance premiums on the
insurance policies that CCCI is maintaining pursuant to the terms
of its subcontract agreements and as otherwise required by law.

These policies are proposed to be subject to the Premium Finance
Agreement:

(a) General liability with Scottsdale Insurance Company;
(b) Excess liability with Scottsdale Insurance Company;
(c) Automobile insurance with Liberty Mutual Insurance Company.

Each of the Policies are for 12 month terms expiring June 12,
2016.

Elizabeth M. Aboulafia, Esq., at Cullen and Dykman LLP, in Garden
City, New York, tells the Court that the Policies will bear total
premiums of $209,054 which were due and payable on July 12, 2015,
and which total sum Collavino Corp. cannot pay at this time. She
further tells the Court that Collavino Corp. has been unable to
locate any source of unsecured premium financing.  Ms. Aboulafia
adds that Collavino Corp. seeks to enter into a Premium Finance
Agreement with AFCO, with the following terms:

     Total Premium: $209,054.25
     Down Payment: $62,716.00
     Amount Financed: $146,338.25
     APR: 3.75%
     Finance Charge: $2,065.43
     Total Payments: $148,403.68

Ms. Aboulafia relates that  AFCO requires that CCCI, as a named
insured, enter into a Premium Finance Agreement pursuant to which
AFCO would finance the premiums due under the Policies and
Collavino Corp. would be obligated to repay AFCO the amount
financed in installments over the term of the Premium Finance
Agreement.  Ms. Aboulafia tells the Court that AFCO further
requires that the Premium Finance Agreement include a Security
Agreement which grants AFCO a security interest in the gross
unearned premiums which would be payable in the event of
cancellation of the Policies and which further authorizes AFCO to
cancel the financed Policies and obtain the return of any unearned
premiums in the event of a default in the payment of any
installment due.

Collavino's attorneys can be reached at:

          C. Nathan Dee, Esq.
          J.P. Van Lent, Esq.
          Elizabeth M. Aboulafia, Esq.
          CULLEN AND DYKMAN LLP
          100 Quentin Roosevelt Boulevard
          Garden City, NY 11530
          Telephone: (516)357-3700
          E-mail: ndee@cullenanddykman.com
                  jpvanlent@cullenanddykman.com
                  eaboulafia@cullenanddykman.com

                   About Collavino Construction

Family-owned The Collavino Group owns entities that operate in
various sectors of the construction industry in the New York-New
Jersey metropolitan area, Canada, and the Detroit metropolitan
area.  The Collavino Group performs contracts in both the public
and private sectors as a general contractor, design-build
consultant, construction manager and prime subcontractor for
cast-in-place and precast concrete works.

CCCI sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
14-12908) on Oct. 17, 2014  CCCL sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 15-10344) on Feb. 18, 2015.

CCCL disclosed $88,418,514 in assets and $6,274,097 in liabilities
as of the Chapter 11 filing.

Judge Shelley C. Chapman presides over the cases.  The Court has
entered an order approving joint administration of the two cases.
The Debtors tapped Cullen and Dykman LLP as counsel, and Peckar &
Abramson, P.C., as special litigation counsel.



COLT DEFENSE: Committee Objects to Proposed Bidding Protocol
------------------------------------------------------------
BankruptcyData reported that Colt Defense's official committee of
unsecured creditors filed with the U.S. Bankruptcy Court an
objection to (1) the Debtors' motion for entry of (a) an order (i)
approving bid procedures in connection with the sale of
substantially all of its assets free and clear of liens, claims,
encumbrances and other interests; (ii) approving procedures related
to the assumption and assignment of executory contracts and
unexpired leases in connection with such sale; (iii) approving the
form and manner of notice thereof; (iv) scheduling a hearing to
consider approval of such sale and (v) granting certain related
relief and (b) an order approving the sale of substantially all of
the Debtors' assets and (2) the amended exhibits related thereto.

According to BData, the committee asserts, "If granted, the Sale
Motion would propel these cases down an unnecessarily costly course
(at a time when the Debtors are constantly bemoaning their
insufficient cash position and the need to keep professional fees
in these cases to a minimum). Rather than focusing on a productive
plan process, the attention and resources of the Debtors and the
creditor constituencies will be wasted in litigation about the
proposed Sale....However, should the Court be inclined to grant the
Bid Procedures Relief despite the numerous problems with pursuing a
sale at this juncture, the Court should require various
modifications to the Bid Procedures in order to, among other
things: (a) provide the Committee with greater access to potential
bidders in the sale process; (b) extend the sale process by a
mutually agreeable time period and certainly after a consensual
chapter 11 plan process has been exhausted and proven fruitless;
and (c) prohibit the Debtors from selling their Insurance Policies,
Chapter 5 Causes of Action, and Estate Causes of Action, and
various other assets."

                        About Colt Defense

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

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

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

On June 14, 2015, Colt Holding Company LLC and 9 affiliates,
including Colt Defense LLC, filed voluntary petitions for relief
under Chapter 11 of the United States Bankruptcy Code to pursue a
sale of the assets as a going concern.  The cases are pending
joint
administration under Case No. 15-11296 (Bankr. D. Del.).

Colt Defense estimated $100 million to $500 million in assets and
debt.

The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny
&
Myers LLP, as attorneys, Perella Weinberg Partners LP as financial
advisor, and Kurtzman Carson Consultants LLC as claims and
noticing
agent.  

The Court authorized Keith A. Maib as chief restructuring officer
of the Debtor.

The U.S. Trustee appointed five creditors to serve in the official
committee of unsecured creditors.  The Committee tapped to retain
Kilpatrick Townsend & Stockton LLP as its counsel, Klehr Harrison
Harvey Branzburg LLP as its Delaware co-counsel, and
FTI Consulting Inc. as its financial advisor.


COLT DEFENSE: Committee Taps FTI Consulting as Financial Advisor
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
cases of Colt Holding Company, LLC, asks the U.S. Bankruptcy Court
for the District of Delaware for permission to retain FTI
Consulting, Inc., as its financial advisor, nunc pro tunc to
June 25, 2015.

The Court will consider the matter at a hearing scheduled for
Aug. 19, 2015, at 2:00 p.m.

FTI will, among other things:

   1. assist in the review of financial related disclosures
required by the Court, including the schedules of assets and
liabilities, the statement of financial affairs and monthly
operating reports;

   2. assist in the preparation of analyses required to assess ant
proposed Debtor-in-possession financing or use of cash collateral;
and

   3. assist with the assessment and monitoring of the Debtors'
short term cash flow, liquidity and operating results.

Matthew Diaz, a senior managing director with FTI, tells the Court
that FTI will seek payment for compensation on a fixed monthly
basis of $150,000 and a completion fee of $650,000, plus
reimbursement of actual and necessary expenses incurred by FTI,
including legal fee related to the application.

                            About Colt

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

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

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

On June 14, 2015, Colt Holding Company LLC and 9 affiliates,
including Colt Defense LLC, filed voluntary petitions for relief
under Chapter 11 of the United States Bankruptcy Code to pursue a
sale of the assets as a going concern.  The cases are pending joint
administration under Case No. 15-11296 (Bankr. D. Del.).

Colt Defense estimated $100 million to $500 million in assets and
debt.

The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny &
Myers LLP, as attorneys, Perella Weinberg Partners LP as financial
advisor, and Kurtzman Carson Consultants LLC as claims and noticing
agent.  

The Court authorized Keith A. Maib as chief restructuring officer
of the Debtor.

The U.S. Trustee appointed five creditors to serve in the official
committee of unsecured creditors.  The Committee tapped to retain
Kilpatrick Townsend & Stockton LLP as its counsel, Klehr Harrison
Harvey Branzburg LLP as its Delaware co-counsel, and
FTI Consulting Inc. as its financial advisor.



COLT DEFENSE: KCC Approved as Administrative Agent
--------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Colt Holding Company LLC, et al., to employ Kurtzman Carson
Consultants LLC as administrative agent, nunc pro tunc to the
Petition Date.

KCC is expected to, among other things:

   a) assist with solicitation, balloting, and tabulation of votes
in connection with any chapter 11 plan proposed, and in connection
with such services, processing requests for documents from any
parties in interest;

   b) prepare the certification of votes of any proposed chapter 11
plan submitted in connection with the cases in accordance with
any solicitation order to be issued by the Court and testifying in
support of such certification; and

   c) attend related hearings, as may be requested by the Debtors
or their counsel.

Prior to the Petition Date, the Debtors provided KCC a $25,000
retainer.  KCC has sought to apply the retainer to all prepetition
invoices and then have the retainer replenished to its original
amount, and thereafter, to hold the retainer under the engagement
agreement.

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

                            About Colt

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

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

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

On June 14, 2015, Colt Holding Company LLC and 9 affiliates,
including Colt Defense LLC, filed voluntary petitions for relief
under Chapter 11 of the United States Bankruptcy Code to pursue a
sale of the assets as a going concern.  The cases are pending joint
administration under Case No. 15-11296 (Bankr. D. Del.).

Colt Defense estimated $100 million to $500 million in assets and
debt.

The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny &
Myers LLP, as attorneys, Perella Weinberg Partners LP as financial
advisor, and Kurtzman Carson Consultants LLC as claims and noticing
agent.  

The Court authorized Keith A. Maib as chief restructuring officer
of the Debtor.

The U.S. Trustee appointed five creditors to serve in the official
committee of unsecured creditors.  The Committee tapped to retain
Kilpatrick Townsend & Stockton LLP as its counsel, Klehr Harrison
Harvey Branzburg LLP as its Delaware co-counsel, and FTI Consulting
Inc. as its financial advisor.



COOK COUNTY: Moody's Lowers GOLT Rating to Ba1, Outlook Negative
----------------------------------------------------------------
Moody's Investors Service has downgraded the rating on Cook County
Community School District 147 (Dixmoor), IL's General Obligation
Limited Tax (GOLT) rating to Ba1 from Baa1.  Concurrently, Moody's
has assigned the district a Baa3 issuer rating.  The district
currently has $7.8 million in GOLT debt outstanding, $3.6 million
of which is rated by Moody's.  The outlook on the ratings is
negative.

SUMMARY RATING RATIONALE

The Baa3 issuer rating represents the district's implied general
obligation unlimited tax (GOULT) rating.  The Baa3 rating reflects
the district's limited tax base with below average socioeconomic
indices and unfavorable property tax collection trends; operating
reserves that remain ample relative to the district's operating
budget but are expected to continue to narrow given ongoing
operating deficits and limited revenue raising flexibility;
elevated debt burden; and exposure to unfunded pension liabilities
due to its participation in statewide cost sharing plans.

The Ba1 rating on the district's GOLT debt reflects the credit
fundamentals inherent in the Baa3 issuer rating and the nature of
the dedicated levy that secures the GOLT debt, which is unlimited
as to rate but is limited by the amount of the district's Debt
Service Extension Base (DSEB).  While the district's DSEB is large
enough to cover debt service needs on outstanding GOLT debt, poor
property tax collection rates have forced the district to use other
operating revenues to cover debt service costs.

OUTLOOK

The negative outlook reflects Moody's belief that the district will
continue to draw down reserves to fund district operations,
including debt service, due to limited revenue raising flexibility
and management's lack of near-term plans to enact spending
reductions.

WHAT COULD MAKE THE RATING GO UP

  Stabilization of the district's tax base and/or improvement in
   socioeconomic indices

  Demonstrated ability to improve operational balance and maintain

   healthy operating fund reserve levels

  Increase in tax collection rates

WHAT COULD MAKE THE RATING GO DOWN

  Further deterioration of the district's tax base

  Continued use of reserves to fund district operations

  Continued weakening of the district's collection rates

OBLIGOR PROFILE

Located 25 miles southwest of downtown Chicago (Ba1 negative), the
K-8 district encompasses approximately six square miles in southern
Cook County (A2 negative) and serves portions of the villages of
Harvey, Dixmoor, Blue Island, and Posen.  District enrollment has
steadily declined and currently stands at 1,335.

LEGAL SECURITY

The district's outstanding GOLT debt is secured by the district's
pledge to levy a tax that is unlimited by rate but limited by the
amount of the DSEB.



CORINTHIAN COLLEGES: Can Reject Educ. Dept. Operating Agreement
---------------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court approved
Corinthian Colleges' motion for entry of an order authorizing its
rejection of an operating agreement between the Debtors and the
Department of Education.

According to BData, "The Debtors have determined that Operating
Agreement is not necessary in light of the Debtors' current
business needs, nor is it a source of potential value for the
Debtors' creditors or other parties in interest. The Operating
Agreement relates primarily to the Debtors' access to Title IV
funds and the continued operation of their schools. As discussed in
detail above, the Debtors closed all campus locations effective as
of April 27, 2015 and are in the process of liquidating their
assets and winding down their estates....The Operating Agreement
and related amendments also create certain funding obligations on
the part of the Debtors with respect to the Student Refund Reserve.
Accordingly, when considered together with the lack of any benefit
to be received under the Operating Agreement, the Debtors submit
that rejection of the Operating Agreement (including any and all
amendments thereto) is appropriate and a sound exercise of their
business judgment."

                     About Corinthian Colleges

Corinthian Colleges, Inc., Pegasus Education, Inc., and 23
affiliated entities filed voluntary Chapter 11 petitions (Bankr.
D.
Del. Lead Case No. 15-10952) on May 4, 2015, to complete an
orderly
wind down of its operations.  The cases are jointly administered
Case No. 15-10952.

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

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

The Debtor filed with the Court a first amended and modified
combined disclosure statement and plan of liquidation.  The
Combined Plan incorporates a compromise between the Debtors,
the Official Committee of Unsecured Creditors, the Student
Committee and the Prepetition Secured Parties as to the
Distribution of the Debtors' assets already liquidated or to be
liquidated over time to the Holders of Allowed Claims in
accordance
with the terms of the Combined Plan and Disclosure Statement and
the priority of claims provisions of the Bankruptcy Code.

The U.S. Trustee for Region 3 appointed five creditors to serve on
the official committee of unsecured creditors.  Cooley LLP serves
as its lead counsel, Foley & Mansfield, PLLP serves as its local
counsel, and Province Inc. serves as its financial advisor.


CORINTHIAN COLLEGES: Seeks to Extend Deadline to Remove Suits
-------------------------------------------------------------
Corinthian Colleges Inc. has filed a motion seeking additional time
to remove lawsuits involving the company and its affiliates.

In its motion, the company asked the U.S. Bankruptcy Court in
Delaware to move the deadline for filing notices of removal of the
lawsuits to November 2, 2015.

The extension, if granted, would give Corinthian Colleges enough
time to determine whether to remove any pending civil action,
according to its lawyer, Marisa Terranova, Esq., at Richards,
Layton & Finger P.A., in Wilmington, Delaware.

The motion is on Judge Kevin Carey's calendar for August 26.

                     About Corinthian Colleges

Corinthian Colleges, Inc., Pegasus Education, Inc., and 23
affiliated entities filed voluntary Chapter 11 petitions (Bankr. D.
Del. Lead Case No. 15-10952) on May 4, 2015, to complete an orderly
wind down of its operations.  The cases are jointly administered
Case No. 15-10952.

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

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

The Debtor filed with the Court a first amended and modified
combined disclosure statement and plan of liquidation.  The
Combined Plan incorporates a compromise between the Debtors,
the Official Committee of Unsecured Creditors, the Student
Committee and the Prepetition Secured Parties as to the
Distribution of the Debtors' assets already liquidated or to be
liquidated over time to the Holders of Allowed Claims in accordance
with the terms of the Combined Plan and Disclosure Statement and
the priority of claims provisions of the Bankruptcy Code.

The U.S. Trustee for Region 3 appointed five creditors to serve on
the official committee of unsecured creditors.  Cooley LLP serves
as its lead counsel, Foley & Mansfield, PLLP serves as its local
counsel, and Province Inc. serves as its financial advisor.


CPI INTERNATIONAL: S&P Revises Outlook on 'B' CCR to Negative
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it has revised the
outlook on its 'B' corporate credit rating on Palo Alto, Ca.-based
CPI International Inc. to negative from stable.

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

"The outlook revision reflects the potential that CPI's credit
metrics, which are currently weak for the rating, will not improve
as we expect because of continued order delays," said Standard &
Poor's credit analyst Chris Mooney.  The company's debt-to-EBITDA
metric, which was 7.0x for the last 12 months ended July 3, 2015,
is above S&P's previous expectations of 5.8x-6.3x for fiscal-year
2015 (ended Sept. 30, 2015) due to softness across CPI's business.
While the company's orders and deliveries tend to be choppy--and
S&P expects CPI's performance to rebound over the next
year--continued order delays combined with a lack of debt reduction
could cause the company's forecasted credit metrics to deteriorate
to the point that they no longer support S&P's current rating on
the company.

The negative outlook reflects that S&P expects higher earnings and
some debt reduction to cause CPI's debt-to-EBITDA metric to
approach 6x in 2016 from about 7x currently.  However, S&P also
incorporates the possibility that this forecasted improvement may
not materialize because of continued lower sales and profits.

S&P could lower its rating on CPI if the company's debt-to-EBITDA
metric remains above 6.5x for a sustained period and its
FFO-to-debt ratio falls below 6%, which would most likely be caused
by continued order delays and a lack of debt reduction.

S&P could revise the outlook on the company back to stable if its
debt-to-EBITDA metric approaches 6x by the end of 2016 and S&P
believes that further improvement is likely.



CRS HOLDING: FBI Investigating Chapter 7 Case
---------------------------------------------
Pam Huff, writing for Tampa Bay Business Journal, reported that the
Federal Bureau of Investigation will pay for and take over more
than 100 boxes of documents that Tampa-based Creative Recycling
Systems abandoned in a storage facility as part of the e-waste
recycler's Chapter 7 bankruptcy case.

According to the report, in a hearing in the U.S. Bankruptcy Court
Middle District of Florida in Tampa, attorney Terri Thomas from
Fisher & Sauls, representing storage company Stevens & Stevens
Inc., said the FBI subpoenaed the documents.

An earlier filing by Michael Markham, the attorney representing
Creative Recycling's bankruptcy trustee, indicated sensitive
documents abandoned by the company at the storage facility could be
of use to "governmental agencies with open investigations of the
debtors," the report related.

                  About CRS Holding of America

CRS Holding of America, LLC, operates a full-service electronics
recycling business, providing e-waste recycling solutions for
organizations of all sizes.  CRS's offerings are designed to meet
customers' demand for data security and environmental compliance.

CRS Holding and 21 subsidiaries sought Chapter 11 protection
(Bankr. M.D. Fla. Case No. 14-bk-10142) in Tampa, Florida, on
Aug. 29, 2014.

CRS estimated total assets of $50 million to $100 million and debt
of $10 million to $50 million.  The Debtors' outstanding loan
balances to secured creditors are: Regions Bank, $15 million; JY
Creative Holdings, Inc. $6.8 million; and Intersection, LLC,
$250,000.  The Debtors estimate that general unsecured claims
total $5 million.

The cases are assigned to Judge K. Rodney May. The Debtors have
tapped Shumaker, Loop & Kendrick, LLP, as counsel.

CRS Holding of America, LLC, reported $812,470 in total assets,
and $37,560,321 in total liabilities.


DEWEY & LEBOEUF: Witness Helped Stifle Alarms Over Accounting
-------------------------------------------------------------
Nell Gluckman, writing for The Am Law Daily, reported that
testifying in a Manhattan courtroom, former Dewey & LeBoeuf revenue
support director Dianne Cascino told jurors she had faced frequent
questions at the firm about accounting entries she used to
artificially inflate the firm's bottom line.

According to the report, those entries, Cascino testified, included
millions of dollars of client disbursements that had been written
off, but that she reversed in order to keep them on the firm's
books.

Cascino is a cooperating witness in the Manhattan district
attorney's criminal case against three of Dewey's former leaders,
who are charged with deceiving bank lenders and investors about the
firm's shaky finances before it collapsed in 2012, the report
noted.

A prior Am Law Daily report by Christie Simmons related that former
billing director Lourdes Rodriguez testified that ex-CFO Joel
Sanders, had instructed her to prepare client invoices aimed at
artificially inflating the firm's revenues.

According to the report, assistant district attorney Christopher
Conroy walked jurors through a series of invoices that Rodriguez
claimed were created without the expectation that they would be
paid.  Instead, Rodriguez testified, the bills were meant to
"inflate the firm's accounts receivable," the report related.

                      About Dewey & LeBoeuf

Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.

Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929.  In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.

At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe.  When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.

Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28.  All
lawyers in the Madrid and Brussels offices have departed.  Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure.  The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate.  The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million.  The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.

Judge Martin Glenn oversees the case.  Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.  The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.

JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP.  JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors.  The Noteholders hired
Bingham McCutchen LLP as counsel.

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel.  The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.

FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust.  Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee.  Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.

Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March.  The plan created
a trust to collect and distribute remaining assets.  The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.


DIOCESE OF GALLUP: Has Very Few Assets, Insurer Says
----------------------------------------------------
Olivier Uyttebrouck, writing for Albuquerque Journal, reported that
an attorney for an insurance company said that the Diocese of
Gallup's assets are "virtually non-existent" and insurance coverage
is "extremely limited" for settling the diocese's Chapter 11
bankruptcy case.

According to the report, attorneys representing the insurance
company said at least 17 of the 57 sexual abuse claims filed in the
case predate 1965, when the Diocese of Gallup had no insurance
coverage.  The company that insured the diocese from 1965 to 1977,
Home Insurance Co., is insolvent and went into liquidation
proceedings in 2003, the report noted.  The 25 sexual abuse claims
that date to that period are now covered by New Mexico Property and
Casualty Guaranty Association, which was created by New Mexico
state law in 1978 to cover insurance policies issued by defunct
companies, the report said.

                  About the Diocese of Gallup, NM

The Diocese of Gallup, New Mexico, principally encompasses
American Indian reservations for seven tribes in northwestern New
Mexico and northeastern Arizona. It is the poorest diocese in the
U.S.

There are 38 active priests working in the Diocese and 27
permanent deacons also serve the Diocese along with five
seminarians.  The Diocese and its missions, schools and ministries
employ approximately 50 people, and a significant number of
additional people offer their services as volunteers.

The diocese sought bankruptcy protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.M. Case No. 13-bk-13676) on Nov. 12,
2013, in Albuquerque, New Mexico amid suits for sexual abuse
committed by priests.

The bishop previously said bankruptcy will be "the most merciful
and equitable way for the diocese to address its responsibility."

The abuse mostly occurred in the 1950s and early 1960s, the bishop
said.

The petition shows assets and debt both less than $1 million.


DPL INC: Fitch Affirms 'B+' Issuer Default Rating
-------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating (IDR) of DPL,
Inc. (DPL) at 'B+' but has downgraded its unsecured debt rating to
'BB-/RR3' from 'BB/RR2'. Fitch has also assigned the rating of
'BB/RR2' to DPL's newly issued secured debt. The downgrade in the
unsecured debt rating follows management's decision to upsize its
revolving credit facilities and make them secured by granting liens
on certain assets. The Rating Outlook remains Stable for DPL. A
full list of rating actions follows at the end of this release.
Over $1.3 billion in debt is affected by today's rating action.

Under the new credit agreement, the revolver has been upsized from
the current capacity of $100 million to $205 million. The credit
agreement provides for increase in the maximum revolver borrowing
commitment to $300 million once DPL delivers the Ohio Mortgage, as
defined in the credit agreement. Absent additional collateral and
lenders' commitment, the revolver borrowings will remain at $205
million. DPL has also refinanced the existing unsecured term loan
of $125 million with a new secured term loan facility. The terms of
both facilities have been extended by two years to July 2020.

DPL's non-regulated subsidiary, DPL Energy, LLC, is the guarantor
under the credit agreement and has provided a limited recourse
guarantee secured by 556MWs of its generating assets. Additional
security includes a limited pledge of its ownership in DP&L
permitted under DPL's existing indentures and limited to 10% of
DPL's net consolidated assets as defined in the agreement. DPL may
request an additional term loan to refinance its outstanding debt
maturities, but the total term loan and revolver borrowing cannot
exceed the maximum borrowing limit of $425 million. Fitch has
assumed that DPL will deliver Ohio Mortgage to the lenders to
utilize the maximum credit available under the agreement. DPL's
inability to access additional borrowing capacity will be negative
for its credit profile, in Fitch's opinion.

Fitch expects DPL to use its expanded revolver to operate and
manage its competitive power generation business. Under the
corporate separation order received from the Public Service
Commission of Ohio (PUCO), the generation assets of Dayton Power &
Light (DP&L, IDR: 'BB+'/Stable Outlook), the wholly owned utility
subsidiary of DPL will be separated from the regulated wires
business and assumed by a non-regulated subsidiary of DPL. Fitch
has assumed that DP&L's first mortgage bond trustee will release
the security interest in the generating assets without requiring
DP&L to prepay the secured debt.

Fitch views the upsizing of revolving credit facility (RCF) to $300
million as positive for DPL's credit profile since liquidity needs
will increase for a stand-alone non-regulated generation business.
However, the enhanced liquidity is not resulting in an upgrade of
DPL's IDR at this time. DPL's capital structure remains highly
leveraged and credit metrics are weak. Once the corporate
separation is complete (by the end of 2017), DPL will own through
its wholly-owned subsidiaries a non-regulated generation business
consisting mainly of coal-fired generating assets and a low-risk
wires utility that has yet to right size its capital structure from
the current 75% debt to capital ratio.

KEY RATING DRIVERS

Modest pace of Deleveraging: DPL remains highly leveraged with LTM
ending March 31, 2015 consolidated adjusted debt to EBITDAR ratio
of around 5.1x. Fitch expects DPL to pay down its 2016 debt
maturities mainly from cash on hand and operating cash flows.
Nevertheless, Fitch expects consolidated debt to EBITDAR ratio will
remain above 5.0x and the consolidated funds from operations (FFO)
fixed charge coverage ratio will remain between 2.6x-3.2x through
2018.

Regulatory Support: Fitch has assumed continuous regulatory support
for DP&L post corporate separation that would allow the utility to
right size its capital structure over time from the currently
elevated debt levels. The regulatory support could take the form of
an additional service stability rider or other cash flow-improving
regulatory measures. Absence of a meaningful regulatory support,
post corporate separation, could pressure credit metrics of DP&L,
and in turn, of DPL.

Rating Linkages: Despite strong strategic and operational linkages
between DPL and DP&L, Fitch has currently maintained a three-notch
separation between the IDRs of DPL and DP&L. This is driven by a
regulatory enforced capital structure for DP&L by the PUCO, which
requires the debt ratio to gradually improve to 50% from the
current elevated levels of 75%. In addition, PUCO approved
corporate separation plan (CSP) prohibits DP&L to guarantee or
extend credit to a non-regulated affiliate or DPL to facilitate its
divesture of generating assets. PUCO also prohibits DP&L to
distribute dividends to DPL if its retained earnings balance is not
positive.

AES' Ownership Credit Neutral: DPL's IDR is not directly linked to
the ratings of AES Corporation (AES, 'BB-', Outlook Negative), its
ultimate parent due to weak legal linkages. AES has not extended
any guarantees to DPL's debt holders nor indicated commitment of
any future liquidity support to DPL including equity infusions.
Fitch has assumed future funding of DPL's capital needs to depend
upon its internally generated funds from operations and access to
debt markets.

Sufficient Liquidity: Fitch believes that upsizing of the RCF
alleviates the pressure on DPL's liquidity given $130 million due
in 2016 and additional liquidity needs arising post corporate
separation (Jan. 1, 2017) to manage the hedging strategy for the
non-regulated generation assets. The new RCF will mature in July
2020.

Recovery Analysis:

The debt ratings of DPL are notched above or below the IDR as a
result of the relative recovery prospects in a hypothetical default
scenario under Fitch's 'Recovery Ratings and Notching Criteria for
Non-Financial Corporates Issuers' criteria report.

Fitch values the non-regulated power generation assets using a net
present value (NPV) analysis, which is derived using the plant
valuation provided by Wood Mackenzie, Fitch's third-party power
market consultant, as well as Fitch's own gas price deck and other
assumptions. Fitch has used $270/KW to value the non-regulated
generating assets, including those to be transferred out of DP&L.
In addition, Fitch valued DPL's equity interest in DP&L at $450
million, which reflects an assumption that DP&L will achieve a
balanced capital structure by 2020.

The rating of 'BB/RR2' for DPL's new secured debt is based on
Fitch's recovery waterfall and incorporates the limit on total
security available to the secured debtholders under the credit
agreement. The Rating for DPL's unsecured debt is 'BB-/RR3', and
for its subordinated debt is 'B/RR5'. The 'RR2' rating reflects
superior recovery prospects given default with securities
historically recovering 71%-90% of current principal and related
interest and reflects a two-notch positive differential from DPL's
'B+' IDR. The 'RR3' rating reflects a one-notch positive
differential from the 'B+' IDR and indicates good recovery of
principal and related interest of between 51%-70%. The 'RR5'
reflects a below-average recovery prospect given default with
securities historically recovering between 11%-30% of the
outstanding principal and interest.

Revised Financial Covenants: Under DPL's new credit agreement, DPL
is required to maintain two financial covenants. The leverage based
on total debt-to-EBITDA ratio cannot exceed 7.25x for the fiscal
quarter ending Dec. 31, 2018, 6.25x for the fiscal year ending
2019, and 5.25x beginning January 2020. The interest coverage based
on consolidated EBITDA-to-consolidated interest cannot fall below
2.1x through the fiscal quarter ending Dec. 31, 2018 and 2.25x
thereafter.

KEY ASSUMPTIONS

-- Fitch expects DP&L to generate between $160 million and $170
    million of EBITDA over the forecast period from its wires-only

    business.

-- Annual electricity sales volumes are assumed to increase
    between 0.5%-1% at operating companies over next three years.

-- Fitch has assumed net equity infusion by DPL in DP&L and
    regulatory support to enable deleveraging at the utility in
    order to achieve the targeted regulatory capital structure of
    50% by 2020.

-- DPL hub power prices of $34-$37/MWh and actual capacity prices

    in PJM Interconnect LLC operated wholesale market to forecast
    EBITDA for DPL's competitive generation business.

-- Interest rate assumption for DPL is 6%.

RATING SENSITIVITIES

Positive: An upgrade for DPL is not likely in the next 12-18 months
given the highly leveraged consolidated capital structure, large
short-dated debt maturities, and increased merchant risk with the
anticipated transfer of generating assets from its utility to a
non-regulated subsidiary.

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

-- Absence of regulatory rate relief to facilitate additional
    debt reduction at DP&L;

-- Consolidated adjusted debt-to-EBITDAR for DPL increases above
    6.5x on a sustainable basis;

-- Inability of DPL to refinance a portion of the 2016 debt
     maturities.

FULL LIST OF RATING ACTIONS

DPL

-- Long-term IDR affirmed at 'B+';
-- Short-term IDR affirmed at 'B';
-- Senior unsecured debt downgraded to 'BB-/RR3' from 'BB/RR2';
-- Assigned Secured debt rating of 'BB/RR2'.

DPL Capital Trust II

-- Junior subordinate debt affirmed at 'B/RR5'.


DRD TECHNOLOGIES: Court Approves Waller Lansden as Special Counsel
------------------------------------------------------------------
DRD Technologies, Inc. sought and obtained permission from the U.S.
Bankruptcy Court for the Northern District of Alabama to employ
Larry Brantley and Waller, Lansden, Dortch & Davis, LLP as special
counsel for the filing of a patent application due Aug. 10, 2015.

The Debtor requires Mr. Brantley and Waller Lansden to prepare and
process the patent application for the invention of an Off-Grid
Communication System.

Mr. Brantley's hourly rate is $400. An associate will also help
prepare the necessary documents, whose hourly rate is $250. The
estimate cost to prepare and file the application is
$8,000-$9,000.

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

Mr. Brantley, partner of Waller Lansden, 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.

Waller Lansden can be reached at:

       Larry Brantley, Esq.
       WALLER, LANSDEN, DORTCH & DAVIS, LLP
       Cummings Research Park
       7027 Old Madison Pike, Suite 108
       Huntsville, AL 35806
       Tel: (256) 799-2362
       Fax: (256) 791-2227
       E-mail: larry.brantley@wallerlaw.com

                      About DRD Technologies

Huntsville, Alabama-based logistics provider DRD Technologies,
Inc., sought Chapter 11 protection (Bankr. N.D. Ala. Case No.
15-81366) on May 19, 2015, to halt efforts by creditor ServisFirst
Bank to appoint a receiver.

The Debtor tapped Stuart M. Maples, Esq., at Maples Law Firm, PC,
as counsel.

The Debtor disclosed $205,849,965 in assets and $4,289,268 in
liabilities as of the Chapter 11 filing.


DUNE ENERGY: Ch. 11 Plan and Disclosure Statement Filed
-------------------------------------------------------
BankruptcyData reported that Dune Energy filed with the U.S.
Bankruptcy Court a Chapter 11 Plan and related Disclosure
Statement.

According to BData, the Disclosure Statement provides, "Except to
the extent that the holder of a particular Administrative Claim has
agreed to a different treatment of its Claim, the Plan provides
that Administrative Claims shall be paid in full on the Effective
Date; With respect to holders of Allowed Priority Employee Claims,
the Plan provides that holders of such Claims shall receive Cash in
the amount of their Allowed Priority Employee Claims, plus accrued
interest after the Confirmation Date, such payment to be made on
the later of (a) ten (10) days after the Effective Date or (b) ten
(10) days after the date such Claim becomes Allowed; (k) With
respect to holders of Priority Unsecured Non-Tax Claims, the Plan
provides that, that absent agreement, holders of Allowed Priority
Unsecured Non-Tax Claims shall receive Cash in the amount of their
Priority Unsecured Non-Tax Claims on the later of (i) the Effective
Date or (ii) ten (10) days after the Allowance Date in accordance
with the Plan Trust Agreement; (l) With respect to a Secured Claim
(including a Claim that that would otherwise be a Priority
Unsecured Tax Claim, but for the secured status of the claim), the
holder of that Claim will receive on account of such Claim either
(i) a Distribution equal to 100% of its claim in cash on the
Effective Date; (ii) conveyance of any collateral securing the
Allowed Secured Claim, or (iii) such other treatment that may be
agreed to by the holder of such Claim and the Plan Trustee; (m) If
a Class of Claims or Equity Interests is Impaired under the Plan,
at least one such Class of Claims or Equity Interests has accepted
the Plan, determined without including any acceptance of the Plan
by any insider holding a Claim or Equity Interest of that Class;
(n) Confirmation of the Plan is not likely to be followed by the
liquidation or the need for further financial reorganization of the
Debtors or any successor to the Debtors under the Plan, unless such
liquidation or reorganization is proposed in the Plan."

                       About Dune Energy

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

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

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

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

The U.S. trustee overseeing the Chapter 11 case of Dune Energy
appointed three creditors to serve on the official committee of
unsecured creditors.  The Committee is represented by Hugh M. Ray,
Esq., at McKool Smith, P.C.


EFT HOLDINGS: Delays June 30 Form 10-Q Filing
---------------------------------------------
EFT Holdings, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
June 30, 2015.  The Company said the compilation, dissemination and
review of the information required to be presented in the Quarterly
Report on Form 10-Q for the relevant period has imposed time
constraints that have rendered timely filing of the Form 10-Q
impracticable without undue hardship and expense to the registrant.
The Company undertakes the responsibility to file such report no
later than the fifth day after its original prescribed due date.

                        About EFT Holding

California-based EFT Holdings, Inc., is primarily an e-Business
company designed around the "Business-to-Customer" concept, which
means that the Company's products are sold directly to customers
through its web site.  The Company's "Business-to-Customer" model
differs from the traditional "Business to Business" model where
products are sold to distributors who then sell the products to
ultimate customers.

EFT Holdings reported a net loss of $5.30 million on $968,000 of
net total revenues for the year ended March 31, 2015, compared to a
net loss of $20.3 million on $1.80 million of net total revenues
for the year ended March 31, 2014.

As of March 31, 2015, the Company had $6.90 million in total
assets, $14.4 million in total liabilities and a $7.50 million
total deficiency.

Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended March 31, 2015, citing that the
Company has negative working capital of $8,771,507 and an
accumulated deficit of $60,304,126 as of March 31, 2015, reported
net losses and did not generate cash from operations for past two
years.  These circumstances, among others, raise substantial doubt
about the Company's ability to continue as a going concern.


EL PASO CHILDREN'S: Hires Miller Buckfire as Investment Bankers
---------------------------------------------------------------
El Paso Children's Hospital Corporation seeks authorization from
the Hon. H. Christopher Mott of the U.S. Bankruptcy Court for the
Western District of Texas to employ Miller Buckfire & Co., LLC as
investment bankers.

Miller Buckfire has agreed to provide these services:

   (a) General Services. Miller Buckfire will familiarize itself
       with the business, operations, properties, financial
       condition and prospects of the Debtor, and advise and assist

       the Debtor in structuring and effecting the financial
       aspects of a restructuring, financing or sale transaction.

   (b) Restructuring Services. If the Debtors pursue a
       Restructuring, Miller Buckfire will assist in developing
       and seeking approval of the Debtor's Plan, assist in
       structuring any new securities to be issued under the Plan,
       participate or otherwise assist in negotiations with
       entities or groups affected by the Plan and participate in
       hearings before the Bankruptcy Court in connection with
       Miller Buckfire's other services, including related
       testimony, in coordination the Debtor's counsel.

   (c) Financing Services. If the Debtors pursue a Financing,
       Miller Buckfire will assist in structuring and effecting
       any Financing, identify and contact potential Investors and

       participate or otherwise assist in negotiations with
       Investors.

   (d) Sale and Joint Operation Transaction Services. If the
       Company pursues a Sale or Joint Operation Transaction,
       Miller Buckfire will assist with the Sale or Joint
       Operation Transaction, identify and contact potential
       acquirers or joint operators, and participate or otherwise
       assist in negotiations with acquirers or joint operators.

The Debtor has agreed to pay Miller Buckfire:

       -- Monthly Fee: $50,000;

       -- DIP Financing Fee: Upon a DIP Financing, 2% of gross
          Proceeds;

       -- Financing Fee: Upon a Financing, 2% of gross proceeds or

          $250,000, whichever is greater'

       -- Sale Fee: Upon a Sale, 1.5% of Aggregate Consideration
          or $250,000, whichever is greater;

       -- Joint Operation Transaction Fee: Upon a Joint Operation
          Transaction, $250,000;

       -- Crediting: 50% of the first six Monthly Fees paid will
          be credited against the Financing Fee, Sale Fee and
          Joint Operation Transaction Fee. 100% of the seventh and

          following Monthly Fees paid will be credited against the
          Financing Fee, Sale Fee and Joint Operation Transaction
          Fee;

       -- Multiple Fees: If a single transaction gives rise to
          more than one of the Financing Fee, Sale Fee and Joint
          Operation Transaction Fee, only the largest such fee
          will be due; and

       -- Expenses: The Debtor agrees to reimburse Miller Buckfire

          for the expenses incurred by Miller Buckfire in
          connection with the matters contemplated by the
          Engagement Letter, including reasonable fees,
          disbursements, and other charges of Miller Buckfire's
          counsel.

D. Kyle Herman, a director of Miller Buckfire, 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.

Miller Buckfire can be reached at:

       MILLER BUCKFIRE & CO. LLC
       601 Lexington Avenue, 22nd Floor
       New York, NY 10022
       Tel: (212) 895-1800
       Fax: (212) 895-1853

                 About El Paso Children's Hospital

El Paso Children's Hospital Corporation operates the El Paso
Children's Hospital, the only not-for-profit children's hospital in
the El Paso region.  The hospital opened its doors in February
2012, features 122 private pediatric rooms, and is located at the
campus of El Paso County Hospital District dba  University Medical
Center of El Paso.

The Company sought Chapter 11 protection (Bankr. W.D. Tex. Case No.
15-30784) on May 19, 2015.  The case is assigned to Judge H.
Christopher Mott, following disputes with UMC.  The Debtor tapped
Jackson Walker LLP as counsel.


ENDEAVOUR INTERNATIONAL: Cancels Registration of Unsold Securities
------------------------------------------------------------------
Endeavour International Corporation and its affiliated entities
filed about 16 POS AM and S-8 POS documents with the Securities and
Exchange Commission to cancel the registration of various
securities.

Specifically, the Company said the Post-Effective Amendments relate
to Registration Statements on Form S-3, originally filed by
Endeavour with the SEC, which include:

      * Registration No. 333-118503, filed on Form S-3 on
        August 8, 2004, pertaining to the registration of
        40,017,525 shares of common stock of Endeavour;

      * Registration No. 333-132684, filed on Form S-3 on
        March 24, 2006, as amended on May 2, 2006, pertaining
        to the registration of 1,500,000 Shares;

      * Registration No. 333-139304, filed on Form S-3 on
        December 13, 2006, as amended on January 12, 2007,
        pertaining to the registration of 85,000,000 Shares
        issuable upon conversion of Endeavour's Series A or
        Series C Preferred Stock and that may be paid as
        dividends in respect of the Series A or Series C
        Preferred Stock;

      * Registration No. 333-149744, filed on Form S-3 on
        March 14, 2008, as amended on May 8, 2008 and June 27,
        2008, pertaining to the registration of 56,037,910
        Shares issuable upon conversion of Endeavour's 11.5%
        Guaranteed Convertible Bonds due 2014;

      * Registration No. 333-165853, filed on Form S-3 on
        April 1, 2010, pertaining the registration of 23,457,779
        Shares; and

      * Registration No. 333-194738, filed on Form S-3 on
        March 21, 2014, as amended on April 14, 2014, pertaining
        to the registration of 2,917,834 Shares, warrants to
        purchase 729,458 Shares, 729,458 Shares underlying the
        Warrants, $17,500,000 in aggregate amount of 6.5%
        Convertible Senior Notes and 3,753,754 Shares underlying
        the Convertible Senior Notes.

The Company also filed Post-Effective Amendments relating to the
Registration Statements on Form S-8, which include:

      * Registration No. 333-119577, filed on Form S-8 on
        October 7, 2004, pertaining to the registration of
        8,531,250 shares of common stock of Endeavour issued or
        issuable under the Endeavour International Corporation
        2004 Incentive Plan and certain non-plan restricted stock
        award agreements;

      * Registration No. 333-128692, filed on Form S-8 on
        September 29, 2005, pertaining to (i) the registration
        of 6,800,000 Shares issued or issuable under the 2004
        Plan, certain non-plan restricted stock award agreements
        and a certain non-plan stock option agreement and
        (ii) the reoffer and resale of 14,072,650 Shares
        Previously registered or issued or issuable under the
        2004 Plan, a certain restricted stock award agreement and
        a certain stock option agreement;

      * Registration No. 333-143794, filed on Form S-8 on
        June 15, 2006, pertaining to the registration of
        8,000,000 Shares issued or issuable under the Endeavour
        International Corporation 2007 Incentive Plan;

      * Registration No. 333-149743, filed on Form S-8 on
        March 14, 2008, pertaining to (i) the registration of
        1,400,000 Shares issued or issuable under certain
        Endeavour restricted stock award agreements and stock
        option agreements and (ii) the reoffer and resale of
        1,400,000 Shares issued or issuable under certain
        Endeavour restricted stock award agreements and stock
        option agreements;

      * Registration No. 333-157967, filed on Form S-8 on March
        16, 2009, pertaining to (i) the registration of 550,000
        Shares issued or issuable under certain Endeavour
        restricted stock award agreements and stock option
        agreements and (ii) the reoffer and resale of 550,000
        Shares issued or issuable under certain Endeavour
        restricted stock award agreements and stock option
        agreements;

      * Registration No. 333-169851, filed on Form S-8 on
        October 8, 2010, pertaining to the registration of
        8,000,000 Shares issued or issuable under the Endeavour
        International Corporation 2010 Incentive Plan;

      * Registration No. 333-171392, filed on Form S-8 on
        December 23, 2010, pertaining to the registration of
        85,715 Shares issued under a certain restricted stock
        award agreement;

      * Registration No. 333-183250, filed on Form S-8 on
        August 13, 2012, pertaining to the registration of
        1,950,000 Shares issued or issuable under the 2010 Plan;

      * Registration No. 333-183251, filed on Form S-8 on
        August 13, 2012, pertaining to (i) the registration of
        50,000 Shares issued or issuable under a certain
        restricted stock award agreement and (ii) the reoffer
        and resale of 50,000 Shares issued under a certain
        restricted stock award agreement; and

      * Registration No. 333-196566, filed on Form S-8 on
        June 6, 2014, pertaining to the registration of 2,075,000
        Shares issued or issuable under the Endeavour
        International Corporation 2014 Incentive Plan.

As a result of the bankruptcy cases, Endeavour has terminated all
offerings of securities pursuant to the Registration Statements. In
accordance with an undertaking made by Endeavour in the
Registration Statements to remove from registration, by means of a
post-effective amendment, any of the securities that had been
registered for issuance that remain unsold at the termination of
such offering, Endeavour removed from registration all of such
securities registered but unsold under the Registration
Statements.

On April 29, 2015, Endeavour filed with the Bankruptcy Court a
motion to, among other things, approve the sale of substantially
all of Endeavour's U.S. assets and, in connection with such sale,
establish bidding procedures and an auction.  

                   About Endeavour International

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

On Oct. 10, 2014, Endeavour International and five affiliates filed
voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 14-12308, Endeavour
Operating Corp.).  The Hon. Kevin J. Carey presides over the
cases.

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

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

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

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

                        *     *     *

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

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

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

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


ENDEAVOUR INTERNATIONAL: Cooley LLP Okayed as Fee Examiner Counsel
------------------------------------------------------------------
Jeffrey L. Cohen, the fee examiner of Endeavour International
Corporation, Endeavour Operating Corporation and its
debtor-affiliates, sought and obtained permission from the Hon.
Kevin J. Carey of the U.S. Bankruptcy Court for the District of
Delaware to employ Cooley LLP as counsel to the fee examiner, nunc
pro tunc to March 9, 2015.

The Fee Examiner requires Cooley LLP to:

   (a) assist the Fee Examiner his review of Fee Applications and
       related invoices for compliance with:

       -- Sections 328, 329, 330 and 331 of the Bankruptcy Code,

       -- Rule 2016 of the Federal Rules of Bankruptcy Procedure,

       -- Local Rule 2016-2 of the Local Rules for the United
          States Bankruptcy Court for the District of Delaware,

       -- the United States Trustee Guidelines for Reviewing
          Applications for Compensation & Reimbursement of
          Expenses filed under 11 U.S.C. section 330, and

       -- the Order Establishing Procedures for Interim
          Compensation and Reimbursement of Professionals Pursuant

          to Section 105(a), 330, and 331 of the Bankruptcy Code,
          Bankruptcy Rule 2016 and Local Rule 2016-2;

   (b) assist the Fee Examiner in any hearings or other     
       proceedings before the Court to consider the Fee
       Applications including, without limitation, advocating
       positions asserted in the reports filed by the Fee Examiner

       and on behalf of the Fee Examiner;

   (c) assist the Fee Examiner with legal issues raised by
       inquiries to and from the Retained Professionals and any
       other professional services provider retained by the Fee
       Examiner;

   (d) where necessary, attend meetings between the Fee Examiner
       and the Retained Professionals;

   (e) assist the Fee Examiner with the preparation of Initial and

       Final Reports regarding professional fees and expenses;

   (f) assist the Fee Examiner in developing protocols and making
       reports and recommendations; and

   (g) provide other services as the Fee Examiner may request.

Cooley LLP will be paid at these hourly rates:

       Michael Klein, Associate       $679.50
       Jeremy Rothstein, Associate    $423
       Mollie Canby, Paralegal        $210

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

Jeffrey L. Cohen, member of Cooley LLP, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Cooley LLP can be reached at:

       Jeffrey L. Cohen, Esq.
       COOLEY LLP
       1114 Avenue of the Americas
       New York, NY 10036
       Tel: (212) 479-6000
       Fax: (212) 479-6275
       E-mail: jcohen@cooley.com

                   About Endeavour International

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

On Oct. 10, 2014, Endeavour International and five affiliates filed
voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 14-12308, Endeavour
Operating Corp.).  The Hon. Kevin J. Carey presides over the
cases.

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

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

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

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

                        *     *     *

In April 2015, the Debtor announced that, as a result of recent
declines in oil and gas prices, the Company withdrew its proposed
Amended Joint Plan of Reorganization.   The Amended Plan would have
paid general unsecured claims an estimated 15% of the total claims
amount, which is estimated to be $6,000,000.

On Aug. 3, 2015, the Debtors entered into a credit bid asset
purchase agreement with (1) Wells Fargo Bank, National Association,
as trustee and collateral agent on behalf of holders of the 12%
First Priority Notes due March 1, 2018; and (2) certain of the
Noteholders -- specifically, Apollo Capital Management, L.P.,
Aristeia Capital, LLC and Avenue Investments, L.P., the Priority
Noteholders.  EOC agreed to sell all of the stock of EOC's
subsidiary, Endeavour International Holding B.V. and an
intercompany note (issued to EOC by Endeavour Energy U.K Limited, a
subsidiary of EIHBV), to a newly formed entity which shall be owned
by the Noteholders and the lenders under an Amended and Restated
Credit Agreement, dated as of September 30, 2014, by and among
EIHBV and End Finco LLC, as borrowers, the lenders party thereto,
Credit Suisse AG, Cayman Islands Branch, as Administrative and
Collateral Agent, and the Company.

Endeavour also entered into a settlement agreement with EOC,
Endeavour Colorado Corporation, the Priority Noteholders led by
Apollo Capital Management, L.P. and an ad hoc group of lenders
under the Debtors' 2014 credit agreement, relating, among other
things, to the allocation of proceeds from the sale of EOC's and
ECC's U.S. oil and gas assets, ownership of Newco, voting rights
and shareholder arrangements concerning Newco and certain
amendments to the Credit Agreement.  

The Debtors are seeking the Court's dismissal of their chapter 11
cases following the sale of substantially all of the assets, the
dissolution of the Debtors and, in the case of EIC, its dissolution
without the need to obtain stockholder approval.  

The Debtors said they are unable to confirm a chapter 11 plan
because they do not have sufficient funds to pay all their
administrative expenses in full under a chapter 11 plan.  The Asset
sale and settlement serve as alternative to a chapter 11 plan.

A hearing on the sale and motion to dismiss will be held Aug. 24,
2015.

A copy of the Asset Purchase Agreement is available at
http://is.gd/1oGma1

A copy of the Settlement Agreement is available at
http://is.gd/oSjbj7

Wells Fargo is represented by Reed Smith LLP's Eric A. Schaffer,
Esq.  The Priority Noteholders, consisting of Apollo Capital
Management, L.P., Aristeia Capital, LLC, and Avenue Investments,
L.P., are represented by Milbank, Tweed, Hadley & McCloy LLP's
Dennis Dunne, Esq.  The EEUK term loan lenders, led by Barclays
Bank PLC, are represented by Akin Gump Strauss Hauer & Feld LLP's
Michael S. Stamer, Esq., and Meredith A. Lahaie, Esq.


ENDEAVOUR INTERNATIONAL: Net Loss Widens to $87.6M in Q2 2015
-------------------------------------------------------------
Endeavour International Corporation filed with the Securities and
Exchange Commission its second quarter financial report on Form
10-Q for the quarterly period ended June 30, 2015.

Endeavour said revenues were $71,818,000 for the three months ended
June 30, 2015, compared to $44,857,000 for the same period in 2014.
Revenues were $136,147,000 for the six months ended June 30, 2015,
compared to $139,021,000 for the same period in 2014.

Endeavour posted a net loss of $87,627,000 for the three months
ended June 30, 2015, compared to $36,673,000 for the same period in
2014.  Net loss was $198,288,000 for the six months ended June 30,
2015, compared to $81,544,000 for the same period in 2014.

A copy of the Second Quarter Form 10-Q Report is available at
http://is.gd/M6N8Go

                   About Endeavour International

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

On Oct. 10, 2014, Endeavour International and five affiliates filed
voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 14-12308, Endeavour
Operating Corp.).  The Hon. Kevin J. Carey presides over the
cases.

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

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

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

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

                        *     *     *

In April 2015, the Debtor announced that, as a result of recent
declines in oil and gas prices, the Company withdrew its proposed
Amended Joint Plan of Reorganization.  The Amended Plan would have
paid general unsecured claims an estimated 15% of the total claims
amount, which is estimated to be $6,000,000.

On Aug. 3, 2015, the Debtors entered into a credit bid asset
purchase agreement with (1) Wells Fargo Bank, National Association,
as trustee and collateral agent on behalf of holders of the 12%
First Priority Notes due March 1, 2018; and (2) certain of the
Noteholders -- specifically, Apollo Capital Management, L.P.,
Aristeia Capital, LLC and Avenue Investments, L.P., the Priority
Noteholders.  EOC agreed to sell all of the stock of EOC's
subsidiary, Endeavour International Holding B.V. and an
intercompany note (issued to EOC by Endeavour Energy U.K Limited, a
subsidiary of EIHBV), to a newly formed entity which shall be owned
by the Noteholders and the lenders under an Amended and Restated
Credit Agreement, dated as of September 30, 2014, by and among
EIHBV and End Finco LLC, as borrowers, the lenders party thereto,
Credit Suisse AG, Cayman Islands Branch, as Administrative and
Collateral Agent, and the Company.

Endeavour also entered into a settlement agreement with EOC,
Endeavour Colorado Corporation, the Priority Noteholders led by
Apollo Capital Management, L.P. and an ad hoc group of lenders
under the Debtors' 2014 credit agreement, relating, among other
things, to the allocation of proceeds from the sale of EOC's and
ECC's U.S. oil and gas assets, ownership of Newco, voting rights
and shareholder arrangements concerning Newco and certain
amendments to the Credit Agreement.  

The Debtors are seeking the Court's dismissal of their chapter 11
cases following the sale of substantially all of the assets, the
dissolution of the Debtors and, in the case of EIC, its dissolution
without the need to obtain stockholder approval.  

The Debtors said they are unable to confirm a chapter 11 plan
because they do not have sufficient funds to pay all their
administrative expenses in full under a chapter 11 plan.  The Asset
sale and settlement serve as alternative to a chapter 11 plan.

A hearing on the sale and motion to dismiss will be held Aug. 24,
2015.

A copy of the Asset Purchase Agreement is available at
http://is.gd/1oGma1

A copy of the Settlement Agreement is available at
http://is.gd/oSjbj7

Wells Fargo is represented by Reed Smith LLP's Eric A. Schaffer,
Esq.  The Priority Noteholders, consisting of Apollo Capital
Management, L.P., Aristeia Capital, LLC, and Avenue Investments,
L.P., are represented by Milbank, Tweed, Hadley & McCloy LLP's
Dennis Dunne, Esq.  The EEUK term loan lenders, led by Barclays
Bank PLC, are represented by Akin Gump Strauss Hauer & Feld LLP's
Michael S. Stamer, Esq., and Meredith A. Lahaie, Esq.


ENERGY FUTURE: Indenture Trustee Objects to Plan Disclosures
------------------------------------------------------------
Computershare Trust Company, N.A., and Computershare Trust Company
of Canada, in its capacity as indenture trustee for the EFIH Second
Lien notes issued by Energy Future Intermediate Holding Company LLC
and EFIH Finance Inc., object to the disclosure statement
explaining Energy Future Holdings Corp., et al.'s third amended
joint plan of reorganization.

According to Computershare, the Plan only addresses the first three
components of the EFIH Second Lien Note Claims: it classifies the
EFIH Second Lien Note Claims in Class B4, provides that claims for
principal and interest are allowed, and that the Makewhole Claims
are not allowed.

Moreover, Computershare complains that the Plan and Disclosure
Statement do not classify or provide the intended treatment of fees
and expenses of the EFIH Second Lien or of indemnification claims
of the EFIH Second Lien Trustee.

Computershare is represented by Laura Davis Jones, Esq., and Robert
J. Feinstein, Esq., at Pachulski Stang Ziehl & Jones LLP, in
Wilmington, Delaware; Thomas Moers Mayer, Esq., Gregory A.
Horowitz, Esq., P. Bradley O'Neill, Esq., and Joshua K. Brody,
Esq., at Kramer Levin Naftalis & Frankel LLP, in New York; and
Stephanie Wickouski, Esq., at Bryan Cave LLP, in New York.

                About Energy Future Holding Corp.

Energy Future Holdings Corp., formerly known as TXU Corp., is
A privately held diversified energy holding company with a
Portfolio of competitive and regulated energy businesses in Texas.

Oncor, an 80 percent-owned entity within the EFH group, is the
Largest regulated transmission and distribution utility in Texas.

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

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

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

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

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

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

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

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


FAMILY CHRISTIAN: Has Final Approval of $6-Mil. DIP Facility
------------------------------------------------------------
U.S. Bankruptcy Judge John T. Gregg has authorized, on a final
basis, Family Christian, LLC, et al., to (i) obtain postpetition
debtor-in-possession financing from FC Special Funding, LLC up to
the maximum amount of $6,000,000, and (ii) use cash collateral.

The Debtors are indebted to FC Special Funding, LLC, as assignee of
JP Morgan Chase Bank, N.A., individually and in its role as agent
under a Credit Agreement dated Nov. 14, 2012, that provides a
revolving line of credit up to a maximum of $40 million, which loan
provides working capital for the Operating Debtor's business
operations.  The senior lender's sole participant in the Working
Capital Loan is Jackson Investment Group, LLC.  Richard L. Jackson
is the chief executive officer of JIG.

As of the Petition Date, the Debtors have acknowledged and
stipulated in the final cash collateral order that the principal
amount of the indebtedness owed by the Debtors under the loan
documents to the senior lender is approximately $23,100,000 and to
the term loan lenders is approximately $34,200,000, which amounts
are exclusive of interest, costs, attorneys' fees, and other
amounts chargeable to the Debtors under the loan documents.

The Debtors would use the DIP credit facility exclusively to (Y)
fund working capital; and (Z) pay, up to the budgeted amount for
the fees, costs, expenses, and disbursements of professionals
retained by the Debtors and the Committee.  

The Loan:

   1. will terminate on the earliest of (a) Aug. 15, 2015, or (b)
the closing date of the proposed sale to FCS Acquisition, LLC
pursuant to a confirmed plan of reorganization; and

   2. will have the interest rate of 4.5% per annum, which interest
will be payable monthly; upon the occurrence of a default, a rate
of 6.5% per annum.

                     About Family Christian

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

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

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

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



FANNIE MAE & FREDDIE MAC: Attack on Profit Sweep in D. Del.
-----------------------------------------------------------
David Jacobs and Gary E. Hindes sued the Federal Housing Finance
Agency and the U.S. Treasury, challenging the legality of the
government's use of the profits of Fannie Mae and Freddie Mac under
what is known as the Third Amendment Sweep, and makes the claim
that the Net Worth Sweep is an improper term for a preferred stock
instrument under Sec. 151 of the Delaware General Corporation Law.
The complaint initiating was filed in Jacobs v. FHFA, Case No.
15-cv-00708 (D. Del.).  The legal arguments underpinning the
challenge based on Sec. 151 are detailed in an Amicus Brief filed
by the Center for Individual Freedom in support of Fannie Mae and
Freddie Mac shareholders litigating in Perry v. Lew, No. 14-5243
(D.C. Cir.).  Messrs. Jacobs and Hindes and the Center are all
represented by Myron T. Steele at Potter Anderson & Corroon LLP.
Mr. Steele is former Chief Justice of the Supreme Court of
Delaware, a Judge of the Superior Court, and a Vice Chancellor of
the Delaware Court of Chancery

An updated chart is available at no charge at:

     http://bankrupt.com/gselitigationsummary201508.pdf

to help organize information about the many lawsuits challenging
the Third Amendment and Net Worth Sweep, including the cases
challenging the sweep as a confiscation of private property for
public use by our government without just compensation in violation
of the Fifth Amendment to the U.S. Constitution before Judge
Sweeney in the U.S. Court of Federal Claims; the proceedings
pending before the U.S. Court of Appeals for the D.C. Circuit; and
Saxton v. FHFA, Case No. 15-cv-00047 (N.D. Iowa).

At this time, jurisdictional discovery is underway in Fairholme v.
U.S., Case No. 13-465 (Ct. Fed. Cl.), and (subject to further
extensions), jurisdictional discovery is currently scheduled to
wrap up by Sept. 4, 2015.  Completion of jurisdictional discovery
in Fairholme -- on whatever date it actually happens -- will
unleash a flurry of activity in Judge Sweeney's court including
Fairholme filing its response to the government's motion to dismiss
its complaint and other pre-trial filings by the government and
other aggrieved shareholders.

Briefing in the appellate proceedings before the D.C. Circuit have
been stayed pending resolution of a motion to supplement the record
based on newly discovered evidence the shareholders say Judge
Lamberth should have considered last year when he dismissed
lawsuits pending in the U.S. District Court for the District of
Columbia.

FHFA and Treasury are planning to file their motions to dismiss the
Saxton lawsuit in Iowa by Sept. 4, 2015, and the Court is looking
for briefing on those motions to dismiss to be completed by Nov.
23, 2015.


FERRIS PROPERTIES: Court Denies Bid to Sell 11 Properties
---------------------------------------------------------
Judge Mary F. Walrath of the United States Bankruptcy Court for the
District of Delaware denied Ferris Properties, Inc. and Lexell,
LLC's motion for authority to sell 11 properties free and clear of
liens and encumbrances.

On May 13, 2015, the Debtors filed the Sale Motion after it
received a bulk sale offer from One-Pie Investments, LLC, for 11 of
their remaining properties at a proposed purchase price of
$240,000.  Wells Fargo Bank, NA, which holds mortgages on each of
the properties, filed an objection to the Sale Motion on May 29,
2015, because the sale proceeds are less than it is owed on the
properties.

One-Pie filed a letter memorandum in support of the Sale Motion on
June 9, 2015, arguing that the proposed sale is proper under
Section 363(f)(5) of the Bankruptcy Code because Wells Fargo could
be compelled to accept a money satisfaction of its interests in the
properties under Section 1129(b)(2)(A) or Section 724(b), or under
state law through a monition sale or a partition sale.  One-Pie
further argued that a sale is proper under Section 363(f)(2)
because Wells Fargo did not properly object to the Sale Motion and
must be deemed to have consented to it.

Judge Walrath held that Section 742(b) is not a proceeding under
which Wells Fargo's interest could be subordinated or under which
it could be compelled to accept a money satisfaction which is less
than its claim because it is not a tax lien creditor, but a first
lien mortgagor.  The judge also found that the debtors and One-Pie
have not demonstrated that they could cram down Wells Fargo under
Section 1129(b)(2).

Judge Walrath further found that Wells Fargo could not be compelled
by a monition sale to accept a money satisfaction of its interests
in the properties because Wells Fargo could avoid a monition sale
by paying the delinquent taxes or could redeem the property  if it
were sold.  The judge also held that the debtors have not shown
that a partition sale would be applicable to the properties.

Finally, Judge Walrath held that Wells Fargo properly objected to
the sale and thus the court finds that the sale cannot be confirmed
under 363(f)(2).

The case is In re: FERRIS PROPERTIES, INC., et al., Chapter 11,
Debtors, CASE NO. 14-10491, JOINTLY ADMINISTERED (Bankr. D.Del.).

A full-text copy of Judge Walrath's July 30, 2015 memorandum
opinion is available at http://is.gd/wrKyK1from Leagle.com.

Ferris Properties, Inc., sought protection under Chapter 11 of the
Bankruptcy Code on March 6, 2014 (Bankr. D. Del., Case No.:
14-10491).  The case is assigned to Judge Mary F. Walrath.  The
Debtor's counsel is David M. Klauder, Esq., at O'Kelly Ernst &
Biell, LLC, in Wilmington, Delaware.


FLEXI-VAN LEASING: S&P Revises Outlook on 'BB-' CCR to Stable
-------------------------------------------------------------
Standard & Poor's Ratings Services said that it has revised the
outlook on its 'BB-' corporate credit rating on Flexi-Van Leasing
Inc. to stable from negative.

At the same time, S&P affirmed its 'BB-' corporate credit rating on
the company and its 'B+' issue-level rating on Flexi-Van's senior
unsecured notes.  The '5' recovery rating on the debt remains
unchanged, indicating S&P's expectation for modest recovery
(10%-30%; lower half of the range) in the event of default.

"The outlook revision on Flexi-Van Leasing Inc. reflects the
company's improved credit metrics," said Standard & Poor's credit
analyst Betsy Snyder.  Flexi-Van's credit metric have improved
primarily because of stronger revenues and earnings.  S&P expects
these trends to continue over the next year, albeit at a more
modest pace, leading the company's funds flow-to-debt ratio to
remain around 10% through 2016.

The stable outlook incorporates S&P's expectation that Flexi-Van
Leasing Inc.'s operating performance will continue to benefit from
strong demand and pricing, helping its credit metrics remain
relatively consistent through 2016 (FFO-to-debt averaging around
10%).  S&P assumes that the company will not undertake any
significant debt-financed dividends over the next 12 months.

S&P does not expect to lower our rating on Flexi-Van during the
next year.  However, if the company makes a significant
debt-financed dividend to its owner or experiences renewed economic
weakness or reduced utilization rates, earnings, and cash flow such
that its FFO-to-total debt ratio declined and remained in the
high-single-digit percent area for a sustained period, S&P could
lower the rating.

S&P also does not expect to raise its rating on the company over
the next year, given Flexi-Van's very aggressive financial policies
and its history of making large advances to its owner.  However,
S&P could raise the rating if the company adopted more conservative
financial policies and S&P believed that those policies would be
sustained.  S&P would also need to see the company's FFO-to-debt
ratio increase to the mid-teens percent area on a sustained basis
because of better-than-expected earnings or reduced debt.



FLY-IN-FISH INN: Case Summary & 8 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Fly-in-Fish Inn
        485 Katlian St
        Sitka, AK 99835

Case No.: 15-00246

Nature of Business: Hotel and Restaurant

Chapter 11 Petition Date: August 17, 2015

Court: United States Bankruptcy Court
       District of Alaska (Juneau)

Judge: Hon. Gary Spraker

Debtor's Counsel: David H. Bundy, Esq.
                  DAVID H. BUNDY, PC
                  310 K Street, Suite 200
                  Anchorage, AK 99501
                  Tel: (907)248-8431
                  Fax: (907)248-8434
                  Email: dhb@alaska.net

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Kenneth A. Bellows, president.

List of Debtor's eight Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Gauntt, Douglas                        Loan            $50,000

Harang, Gordon                         Loan            $49,000

Cole, Roy                              Loan            $32,000

Eddy, Tim                              Loan            $20,000

City of Sitka                        Utilities         $11,095

Allstate Flood Service                                  $3,366
Center

American Hotel Register Co.          Trade Debt          $2,870

Tika Lamade                                                $289


FRAC SPECIALIST: Files Schedules of Assets and Liabilities
----------------------------------------------------------
Frac Specialists, LLC, filed with the U.S. Bankruptcy Court for the
Northern District of Texas its schedules of assets and liabilities,
disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $1,497,000
  B. Personal Property           $60,178,313
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $39,115,281
  E. Creditors Holding
     Unsecured Priority
     Claims                                        $552,824
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                       $18,314,383
                                 -----------      -----------
        Total                    $61,675,313      $57,982,488

Frac Specialists later filed filed an amendment to Schedule D.

Copies of the documents are available for free at:
   
  http://bankrupt.com/misc/FracSpecialists_92_June19SAL.pdf
  http://bankrupt.com/misc/FracSpecialists_99_June26amendedSAL.pdf


                    About Frac Specialists

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

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

On May 27, 2015, the Court directed the joint administration of the
cases.  The Debtors disclosed $61,675,313 in assets and      
$57,982,488 in liabilities.

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

The U.S. Trustee appointed five creditors to serve on an
official committee of unsecured creditors.  The Committee is
represented by Mark E. Andrews, Esq., and Aaron M. Kaufman, Esq.,
at Dykema Cox Smith.


FRAC SPECIALIST: William L. Roberts OK'd as Interim VP of Finance
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized Frac Specialists, LLC, et al., to employ William L.
Roberts as interim vice president of finance, nunc pro tunc to May
22, 2015.

The Official Unsecured Creditors' Committee filed limited comment
to the Debtors' application stating that it specifically seeks to
ensure that the work performed by Mr. Roberts, as the interim VP of
finance for the Debtors, is not duplicative of services to be
performed by external professionals employed by the Debtors.

Mr. Roberts is expected to, among other things:

   1. prepare and update the Debtors' bankruptcy schedules of
assets and liabilities;

   2. prepare monthly operating reports;

   3. prepare financial information for distribution to creditors
and others.

Mr. Roberts did not receive any payments or retainers from the
Debtors prior to the Petition Date.  His hourly rate is $175.  

The parties anticipate that Mr. Roberts will work 40 to 60 hours
per week during the cases, however Mr. Roberts will compensated
only for the actual time worked.

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

The Committee is represented by:

         Mark E. Andrews, Esq.
         Aaron M. Kaufman, Esq.
         DYKEMA COX SMITH
         1201 Elm Street, Suite 3300
         Dallas, TX 75270
         Tel: (214) 698-7800
         Fax: (214) 698-7899
         E-mails: mandrews@dykema.com
                  akaufman@dykema.com

                    About Frac Specialists

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

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

On May 27, 2015, the Court directed the joint administration of the
cases.  The Debtors disclosed $61,675,313 in assets and      
$57,982,488 in liabilities.

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

The U.S. Trustee appointed five creditors to serve on an
official committee of unsecured creditors.  The Committee is
represented by Mark E. Andrews, Esq., and Aaron M. Kaufman, Esq.,
at Dykema Cox Smith.


FREDERICK'S OF HOLLYWOOD: Needs Until Dec. 15 to File Plan
----------------------------------------------------------
Old FOH, Inc., f/k/a Frederick's of Hollywood, Inc., et al., ask
the U.S. Bankruptcy Court for the District of Delaware to extend
their exclusive right to file a Chapter 11 plan through and
including Dec. 15, 2015, and their exclusive right to solicit votes
on the plan through and including Feb. 15, 2016.

According to Joseph C. Barsalona II, Esq., at Richards, Layton &
Finger, PA, in Wilmington, Delaware, the Debtors are now seeking to
complete their goal through a consensual Chapter 11 liquidating
plan that will distribute the proceeds of the Sale in an orderly
and efficient manner, and liquidate the Debtors' remaining assets.


Mr. Barsalona relates that since the Petition Date, which was under
four months ago, the Debtors have made significant progress in
their Chapter 11 cases by, among other things, (i) selling
substantially all of their e-commerce assets to Authentic Brands
Group, LLC, (ii) winding up their going-concern operations by
closing all of the Debtors' brick-and-mortar stores and rejecting
all related leases, and (iii) seeking to reach agreement on the
principal terms of a Chapter 11 liquidating plan with the Official
Committee of Unsecured Creditors and Front Street (Re), Ltd., the
sole remaining secured creditor in the bankruptcy cases.

The Debtors are also represented by Russell C. Silberglied, Esq.,
and Zachary I. Shapiro, Esq., at Richards, Layton & Finger, PA, in
Wilmington, Delaware; and Tyson M. Lomazow, Esq., and Matthew Brod,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York.

                         About Frederick's

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

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

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

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


FRONTIER STAR: Meeting of Creditors Set for Sept. 1
---------------------------------------------------
The meeting of creditors of Frontier Star LLC and Frontier Star CJ
LLC is set to be held on Sept. 1, 2015, at 9:00 a.m., according to
a filing with the U.S. Bankruptcy Court in Arizona.

The meeting will be held at the US Trustee Meeting Room, Suite 102,
230 N. First Avenue, in Phoenix, Arizona.

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

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

                       About Frontier Star

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


FTI CONSULTING: Moody's Affirms Ba2 CFR, Outlook Stable
-------------------------------------------------------
Moody's Investor Service affirmed FTI Consulting, Inc.'s Ba2
Corporate Family Rating (CFR), Ba2-PD Probability of Default Rating
and SGL-1 speculative grade liquidity rating.  Moody's downgraded
the ratings for FTI's $300 million of senior unsecured notes due
2022 and $400 million of senior notes due 2020 to Ba3, from Ba2.
The ratings have a stable outlook.  The downgrades were prompted by
the company's expected use of borrowings under its upsized
revolving credit facility to fund the announced cash tender offer
for its outstanding $400 million of senior unsecured notes due
2020.  Moody's will withdraw the rating for FTI's senior notes due
2020 upon full repayment of the notes.

RATINGS RATIONALE

FTI will use a combination of $150 million of cash on hand and $277
million of borrowings under its senior secured revolving credit
facility to redeem the $400 million of senior notes and pay premium
and expenses, assuming the entire principal amounts of notes are
tendered.  Pro forma for the redemption of $400 million of senior
notes, FTI's total debt to EBITDA will decline by about 0.5x to
3.0x (Moody's adjusted).  The repayment of debt alleviates the
pressure on FTI's credit profile as leverage had increased as a
result of erosion in EBITDA and EBITDA margins and excess cash was
primarily allocated to finance acquisitions and share repurchases
in prior periods.

In accordance with Moody's Loss Given Default methodology, Moody's
downgraded the rating for FTI's senior unsecured notes to reflect
the refinancing of senior unsecured debt primarily from senior
secured borrowings.

The affirmation of FTI's Ba2 CFR reflects FTI's moderate financial
leverage and very good levels of free cash flow relative to debt
that mitigate its business risks.

FTI operates in highly competitive business segments.  The
company's revenues and profitability are dependent on its key
revenue-producing employees and efficient utilization of
professionals.  In recent periods, rising employee compensation,
headcount growth, investments to diversify business and mix shift
to lower margin revenues have contributed to erosion in EBITDA
margins.  The Ba2 CFR reflects Moody's expectation that FTI will
generate organic revenue growth of about 2% to 4% over the next 12
to 18 months with flat to a modest growth in EBITDA.  Moody's
expects FTI to maintain total debt to EBITDA in the 3.0x to 3.5x
range (Moody's adjusted, primarily for capitalized operating leases
and stock-based compensation) and generate free cash flow in the
low to mid teens percentages of its total debt (Moody's adjusted).
The rating is further supported by FTI's diversified business
advisory services and its well-recognized brand in the core
Corporate Finance, Economic Consulting, and Forensic and Litigation
Consulting practice areas.  A majority of the company's business is
event driven and demand for its services can vary. Therefore
earnings can be volatile in the short term but Moody's expects the
mix of pro-cyclical and counter-cyclical services to provide
earnings stability through economic cycles.

The stable ratings outlook reflects FTI's moderate leverage and
free cash flow in excess of 12% of total debt (Moody's adjusted).

The SGL-1 Speculative Grade Liquidity rating reflects FTI's very
good prospective liquidity comprising $90 million of cash balances
pro forma for the refinancing, over $200 million of expected
availability under the revolving credit facility and projected free
cash flow of approximately $125 million.

Moody's could downgrade FTI's ratings if the company experiences a
material decline in revenues, erosion in profitability, or
financial policies become more aggressive such that we believe that
the company is unlikely to sustain total debt to EBITDA (Moody's
adjusted) of less than 4x and free cash flow in excess of 10% of
total debt (Moody's adjusted).

Moody's could upgrade FTI's ratings if it generates strong revenue
growth and sustained improvement in profitability such that total
debt to EBITDA could be maintained below 2.5x, including through a
downturn in the restructuring cycle.

Moody's has taken these rating actions:

Ratings affirmed:

   -- Corporate Family Rating, Ba2
   -- Probability of Default Rating, Ba2-PD
   -- Speculative Grade Liquidity -- SGL-1

Rating Downgraded:

   -- $300 million 6% senior unsecured notes due 2022 -- Ba3
     (LGD5), from Ba2 (LGD4)
   -- $400 million 6.75% senior unsecured notes due 2020 -- Ba3
      (LGD5) from Ba2 (LGD4)

The rating will be withdrawn upon repayment of debt:

   -- $400 million 6.75% senior unsecured notes due 2020 -- Ba3
      (LGD5)

FTI Consulting, Inc. is a global business advisory firm providing
services through five business segments: Corporate
Finance/Restructuring; Forensic and Litigation Consulting; Economic
Consulting; Technology; and Strategic Communications.  FTI reported
approximately $1.6 billion in revenues in 2014.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in December 2014.



GALEN INSURANCE: A.M. Best Affirms Then Withdraws 'bb' ICR
----------------------------------------------------------
A.M. Best Co. has affirmed the financial strength rating of B
(Fair) and the issuer credit rating of "bb" of Galen Insurance
Company (Galen) (St. Louis, MO).  The outlook for both ratings is
negative.  Concurrently, A.M. Best has withdrawn the ratings in
response to the company's request to no longer participate in A.M.
Best's interactive rating process.

The ratings, which were downgraded on June 25, 2015, are reflective
of Galen's current and prospective weakness in capital adequacy as
measured by Best's Capital Adequacy Ratio (BCAR), due mainly to a
drop in surplus from unfavorable operating performance in 2014 and
first-quarter 2015.  The decreased earnings were primarily
attributed to adverse claims development and increased ceded
premium on swing rated reinsurance contracts.  In addition, Galen
has exhibited volatility in reported operating performance, and the
company has an underwriting concentration in the inherently
challenging medical professional liability insurance line of
business.  These factors are partially offset by a relatively short
track record of favorable underwriting selectivity, claims
management and reserve redundancies.


GARLOCK SEALING: Needs Until March 31 to Remove Actions
-------------------------------------------------------
Garlock Sealing Technologies LLC, Garrison Litigation Management
Group, Ltd., and The Anchor Packing Company ask the United States
Bankruptcy Court for the Western District of North Carolina,
Charlotte Division, to enlarge the time within which they may file
notices of removal of related proceedings through at least up and
until no earlier than March 31, 2016.

The Debtors explain that they have not determined whether to remove
any prepetition actions which may be subject to removal.  The
number of prepetition actions which may be subject to removal are
numerous, and the necessity of their removal cannot be assessed at
the moment.  The parties' efforts have largely been devoted first
to an estimation proceeding and now to plan confirmation
proceedings.  It would be premature to attempt to conclusively
identify any specific prepetition actions that should be removed,
the Debtors tell the Court.

In addition, the motions have been brought for purposes of
efficient case administration -- even though the time period for
removal of prepetition actions has not lapsed -- and expressly have
provided that the effect of the orders would not be to reduce the
period for removal, the Debtors further tell the Court.

The Debtors are represented by:

          Garland S. Cassada, Esq.
          Jonathan C. Krisko, Esq.
          Richard C. Worf, Jr., Esq.
          ROBINSON BRANSHAW & HINSON, P.A.
          101 North Tryon Street, Suite 1900
          Charlotte, NC 28246
          Tel: (704) 377-2536
          Fax: (704) 378-4000
          Email: gcassada@rbh.com
                 jkrisko@rbh.com
                 rworf@rbh.com

                         About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more than
a century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.

Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for
asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in the
Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P.
Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his
co-counsel.

Judge George Hodges of the United States Bankruptcy Court for the
Western District of North Carolina on Jan. 10, 2014, entered an
order estimating the liability for present and future mesothelioma
claims against Garlock Sealing at $125 million, consistent with the
positions GST put forth at trial.


GENESYS RESEARCH: Hires Mintz Levin as Special Counsel
------------------------------------------------------
GeneSys Research Institute, Inc. seeks authorization from the U.S.
Bankruptcy Court for the District of Massachusetts to employ Mintz,
Levin, Cohn, Ferris, Glovsky and Popeo, P.C. as special
intellectual property counsel.

The Debtor requires Mintz Levin to:

   (a) handle prosecution of the Company's patent applications
       around the world;

   (b) monitor the Company's issued patents throughout the world,
       including payment of various countries' monitoring fees and

       charges to local counsel; and

   (c) perform any and all other legal services as requested by
       the Debtor or its bankruptcy counsel, Parker & Associates
       that may be required from time to time in the ordinary
       course of the Debtor's business during the administration
       of the estate.

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

Mintz Levin is not holding a retainer or other property of the
Debtor. In addition, the Debtor owes Mintz Levin the approximate
sum of $200,953 for legal services and expenses rendered prior to
the Petition Date.

Adrienne K. Walker, member of Mintz Levin, 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.

Mintz Levin can be reached at:

       Adrienne K. Walker Esq.
       MINTZ, LEVIN, COHN, FERRIS,
       GLOVSKY AND POPEO, P.C.
       1 Financial Center
       Boston, MA 02111
       Tel: (617) 348-1612
       E-mail: AWalker@mintz.com

GeneSys Research Institute, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. Mass Case No. 15-12794) on July 14, 2015.  The
petition was signed by Robert Stemple, clerk and treasurer.  Parker
& Associates serves as the Debtor's counsel.  The Debtor estimated
assets of $10 million to $50 million and liabilities of at least $1
million.  The case is assigned to Judge Joan N. Feeney.


GENESYS RESEARCH: Taps Lynch Brewer as Special Counsel
------------------------------------------------------
GeneSys Research Institute, Inc. seeks authorization from the U.S.
Bankruptcy Court for the District of Massachusetts to employ Lynch,
Brewer, Hoffman & Fink, LLP as special counsel to assist the Debtor
with certain corporate and litigation matters.

The Debtor requires Lynch Brewer to:

   (a) assist with various aspects of the Debtor's business
       operations including compliance with federal and state laws

       and regulation related to the operation of a biomedical
       research facility;

   (b) represent the Debtor in connection with any pending federal

       or state civil action in which the Debtor is named as a
       defendant or respondent, including but not limited to
       Hlatky v. GRI, et al., Suffolk Superior Court, SUCV2014-
       03733-BLS, Weremowicz v. GRI and Briggs v. GRI/Horowitz;
       
   (c) represent the Debtor in connection with pending claims in
       the Massachusetts Commission Against Discrimination, MCAD;
       and

   (d) perform any and all other general, corporate, or litigation

       legal services that may be required from time to time in
       the ordinary course of the Debtor's business during the
       administration of the Estate.

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

Lynch Brewer is not holding a retainer but there are funds due the
firm by the insurer for outstanding legal fees in the sum of
$34,721.25 through June 30, 2015 which the Debtor is responsible if
the insurer fails to pay. In addition, the Debtor owes the Firm the
sum of $41,743.24 for legal services rendered through June 30, 2015
prior to the Petition Date which are not to be paid by insurance.

John P. Dennis, partner of Lynch Brewer, 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.

Lynch Brewer can be reached at:

       John P. Dennis, Esq.
       LYNCH, BREWER, HOFFMAN & FINK, LLP
       75 Federal Street, 7th Floor
       Boston, MA 02110
       Tel: (617) 951-1816
       E-mail: jdennis@lynchbrewer.com

GeneSys Research Institute, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. Mass Case No. 15-12794) on July 14, 2015.  The
petition was signed by Robert Stemple, clerk and treasurer.  Parker
& Associates serves as the Debtor's counsel.  The Debtor estimated
assets of $10 million to $50 million and liabilities of at least $1
million.  The case is assigned to Judge Joan N. Feeney.


GENWORTH FINANCIAL: A.M. Best Assigns 'bb' Preferred Stock Rating
-----------------------------------------------------------------
A.M. Best Co. has removed from under review with developing
implications and affirmed the financial strength rating of A-
(Excellent) and the issuer credit ratings (ICR) of "a-" of the key
life/health subsidiaries of Genworth Financial, Inc. (Genworth)
(Richmond, VA) [NYSE: GNW].  Additionally, the ICR of "bbb-" of
Genworth and its existing issue ratings have been removed from
under review and affirmed.  Concurrently, A.M. Best has assigned
ratings to Genworth's shelf registration, effective May 2015, which
replaced the previously expired shelf.  The outlook assigned to all
ratings is negative.

On May 1, 2015, A.M. Best placed Genworth's ratings under review
with developing implications in response to the company's public
disclosure that it was assessing the market interest and
considering the merits of selling its life and annuity businesses.
The removal of the under review status follows Genworth's public
announcement, during the second quarter 2015 earnings call on Aug.
5, 2015, that the company has terminated the proposed strategic
divestiture of its life and annuity businesses.  However, there
remains potential that the company may pursue smaller, targeted
block transactions.  As such, A.M. Best will continue to closely
monitor the overall diversification of insurance risks within the
organization.

The assignment of the negative outlook reflects A.M. Best's
concerns with the volatility of earnings, lack of growth in its
life and annuity operations and the organizations' challenge to
improve sales following the recent strategic uncertainty, as well
as the inherent volatility of the long-term care business.  Further
divestiture in its non-insurance operations, which provide a steady
stream of dividends to the Genworth organization, may reduce
financial flexibility.

A.M. Best notes that as of second quarter 2015, Genworth has
positioned itself to be compliant with Private Mortgage Insurer
Eligibility Requirements (PMIERS) within the required timeframe.
The company continues to report good financial flexibility at the
holding company, with $1.2 billion of cash and invested assets, and
financial leverage was approximately 27% as of June 30, 2015.  A.M.
Best expects that Genworth management will continue to refrain from
taking dividends from the life/health companies in the medium term,
servicing holding company needs from its global mortgage insurance
subsidiaries.

The FSR of A- (Excellent) and the ICRs of "a-" for the following
subsidiaries of Genworth Financial, Inc. have been affirmed and
assigned a negative outlook:

    Genworth Life Insurance Company

    Genworth Life Insurance Company of New York

    Genworth Life and Annuity Insurance Company

The ICRs of "bbb-" of Genworth Financial, Inc. and Genworth
Holdings, Inc. have been affirmed and assigned a negative outlook.

The following indicative issue ratings on securities available
under universal shelf registration have been assigned with a
negative outlook:

Genworth Financial, Inc.

-- "bbb-" on senior unsecured debt
-- "bb+" on subordinated debt
-- "bb" on preferred stock

Genworth Holdings, Inc.

-- "bbb-" on senior unsecured debt
-- "bb+" on subordinated debt
-- "bb" on preferred stock

The following issue ratings have been affirmed and assigned a
negative outlook:

Genworth Holdings, Inc. (guaranteed by Genworth Financial, Inc.)

-- "bbb-" on $300 million 8.625% senior unsecured notes, due
    2016
-- "bbb-" on $600 million 6.515% senior unsecured notes, due
    2018
-- "bbb-" on $400 million 7.70% senior unsecured notes, due 2020
-- "bbb-" on $400 million 7.20% senior unsecured notes, due 2021
-- "bbb-" on $750 million 7.625% senior unsecured notes, due
    2021
-- "bbb-" on $400 million 4.9% senior unsecured notes, due 2023
-- "bbb-" on $400 million 4.8% senior unsecured notes, due 2024
-- "bbb-" on $300 million 6.50% senior unsecured notes, due 2034
-- "bb" on $600 million fixed/floating rate junior subordinated
    notes, due 2066

Genworth Global Funding Trusts

-- "a-" program rating
-- "a-" on all outstanding notes issued under the program


GOLDEN COUNTY: GlassRatner Okayed as Committee's Financial Advisor
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors in the Chapter 11
cases of Golden County Foods, Inc., et al., to retain GlassRatner
Advisory and Capital Group, LLC, as its financial advisors, nunc
pro tunc to May 28, 2015.

On July 23, the Committee's counsel filed a certificate of no
objection regarding amended application to retain GlassRatner.

GlassRatner is expected to, among other things:

   1. analyze the Debtors' current and historical business
operations, financial results and pre- and post-petition financing
arrangements and corresponding budgets;

   2. review and monitor the Debtors' sale process incuding
identifying additional interested parties; and

   3. analyze the Debtors' operations prior to and after the
Petition Date, as the Committee deems necessary.

The professionals and paraprofessionals designated to represent the
Debtor and the hourly rates to be charged for their services are:

         Peter Schaeffer                      $500
         James Fox                            $500
         Wojciech Hajduczyck                  $350
         Marc Levee                           $300
         Associates & Assistants           $125 - $275

GlassRatner believes that it is more fair to charge expenses to the
clients incurring them than to increase the hourly rates and spread
the expenses among all clients.

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

On June 22, the Committee filed their original application to
retain GlassRatner.

                  About Golden County Foods

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

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

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

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

The Committee selected Lowenstein Sandler LLP and Gellert Scali
Busenkell & Brown, LLC, to serve as its co-counsel, and GlassRatner
Advisory & Capital Group to serve as its financial advisor.



GT ADVANCED: Court OKs $95M DIP Financing from Cantor Fitzgerald
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Hampshire
authorized GT Advanced Technologies Inc., et al., to:

   a) obtain postpetition financing consisting of a senior secured
superpriority term loan facility in an aggregate principal amount
of up to $95,000,000;

   b) enter into a Senior Secured Superpriority Debtor In
Possession Credit Agreement with Cantor Fitzgerald Securities, as
administrative agent and collateral agent and the lenders party
thereto;

   c) grant valid, enforceable, non-avoidable and fully perfected
first priority priming liens on and senior security interests in
all of the property, assets and other interests in property and
assets of each of the Loan Parties and all other property of the
estate, subject to carve out on certain expenses; and

   d) grant superpriority administrative expense claims to the DIP
Lenders over any and all administrative expenses of an
authorization to pay the Put Option Premium, the Extension Put
Option Premium, and the Expenses in accordance with the terms of
the Second Amended and Restated Commitment Letter dated July 2,
2015.

The Court also approved the information sharing obligations and the
indemnity under the second amended and restated commitment letter.

The Debtors would use the financing to, among other things: (i)
permit the orderly continuation of their businesses; (ii) maintain
business relationships with vendors, suppliers, carriers, and
customers of the Debtors; and (iii) pay the costs of administration
of their estates and satisfy other working
capital and general corporate purposes of the Debtors.

The Debtors were unable to obtain financing on more favorable terms
from sources other than the DIP Lenders under the DIP Documents and
are unable to obtain adequate unsecured credit allowable under
Bankruptcy Code section 503(b)(1) as an administrative expense.

In a prior filing, the Debtors and parties-in-interest submitted
objections in response to the Court's proposed order.

The Debtors stated that the proposed DIP order and credit agreement
filed with the Court on July 21, 2015, reflected the culmination of
a long and competitive process that has previously been described
in detail in GTAT's DIP financing motion.  The July 21 proposed
order also incorporated the modifications requested by the Court at
the July 20 hearing and is supported by the Committee.  In this
relation, the Debtors requested that the Court modify the revised
proposed order.

Certain unaffiliated holders of the 3% Convertible Senior Notes due
2017 and 3% Convertible Senior Notes due 2020 issued by the Debtors
that have entered into a commitment letter to provide the proposed
$95 DIP Loan, in their objection, related that while the Backstop
Lenders were willing to make the various other modifications to the
DIP Order and DIP Credit Agreement discussed at the hearing, the
post hoc modification to the prohibition on the payment of
prepetition claims is unacceptable to the Backstop Lenders.

PC Connection Sales Corp., being the holder of a 503(b)(9) claim
and other claims against the Debtors and a party-in-interest,
objected to the entry of the order noting that the Court expressed
its unwillingness to grant the lenders a lien on the Debtors'
Chapter 5 actions, but the circulated order grants the lenders a
super-priority claim, which is the functional equivalent of a lien
in the context of the case since no other lender will have an
interest senior to that created by the superpriority claim as the
U.S. Trustee correctly pointed out in its statement.

                     U.S. Trustee's Statement

William K. Harrington, U.S. Trustee for Region 1, submitted a
statement in connection with submission of the Debtors' proposed
order authorizing the postpetition financing.

The U.S. Trustee said that the statement was in connection with the
Court's review of the proposed order.

The U.S. Trustee has raised an issue as to whether the revised
form of final order accurately reflects the Court's direction that
the DIP Lenders not receive a lien on Avoidance Actions or proceeds
thereof.

                      Revised Proposed Order

The Debtors notified the Court of the filing of further revised
proposed order.  The Debtors also noted that the Noteholder
Commitment Parties, the Committee, Apple Inc., and the United
States Trustee have reviewed the revised form of final order and
DIP Credit Agreement.  The Debtors understand that the Committee,
the Noteholder Commitment Parties, and Apple have no objection to
the entry of the final order.  The Debtors had not received final
sign-off from the U.S. Trustee on the form of final order. A copy
of the revised DIP order is available for free at:

   http://bankrupt.com/misc/GTAdvanced_2107_revised_DIPorder.pdf

     Previous Statements in Relation to the Financing Motion

PCC has objected to the Debtors' motion stating that the Debtors
have no discernible plan of reorganization.  The Debtors justified
the settlement of the Apple litigation despite all of their
rhetoric because they received the right to sell the Apple furances
and keep part of the proceeds.  Notably, the Debtors admit that
they have not sold a single furnace.

PCC also objected to the Debtors' motion to expedite hearing.

Apple expressed that the proposed DIP facility contains certain
provisions related to insurance that may put the Debtors in default
of the Proposed DIP Facility immediately after execution.

Specifically, the Proposed DIP Facility provides: (1) it is an
event of default if the insurers do not pay for any damage to the
ASF Furnaces caused by the fire in the Mesa Facility, (2) terms
that are contradictory to Apple’s rights in the Apple Settlement
Agreement, and (3) an overly broad representation regarding
insurance coverage for the ASF Furnaces.  Accordingly, the motion
should not be approved unless the provisions are struck or
modified.

                Principal Terms of the DIP Facility

Agent:                     Cantor Fitzgerald Securities

Lenders:                   Each entity is a holder of GT's 3.00%
                           Senior Convertible Notes due 2017
                           and 3.00% Senior Convertible Notes due
                           2020

Type, Amount and Maturity  A term loan facility in the aggregate
                           principal amount of $95 million withan
                           original issue discount of 97%

                           The DIP Facility will mature and will
                           be paid in full in cash on the maturity

                           date, which is the earliest to occur of

                           (i) the 12 month anniversary of the
                           closing date, (ii) the Effective Date
                           of a chapter 11 plan for the
                           reorganization of any Debtor, and (iii)

                           the acceleration of the DIP Loans.

Interest Rate:             9.5% per annum payable monthly in cash;

                           1.625% per annum payable in kind.

                        About GT Advanced

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

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

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

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

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

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

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

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

The bankruptcy case is assigned to Judge Henry J. Boroff.



GT ADVANCED: EVP David Keck Promoted CEO
----------------------------------------
BankruptcyData reported that GT Advanced Technologies announced
that its board of directors appointed David Keck, executive vice
president and general manager of its polysilicon and photovoltaic
business, as the Company's new chief executive officer.

According to the report, Keck, who has been with GT Advanced
Technologies since 2006, was previously E.V.P., worldwide sales and
services, based in Hong Kong (with responsibility for ASF sales
until early 2014), and has nearly 20 years of experience in the
design, operation, sales, marketing and management of polysilicon
facilities.

The board also appointed Keck, along with Hoil Kim, vice president,
chief administrative officer and general counsel, and Raja Bal,
chief financial officer, to a newly-established office of the
chairman, which will oversee the Company's Chapter 11 proceedings,
the report related.

                        About GT Advanced

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

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

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

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

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

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

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

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

The bankruptcy case is assigned to Judge Henry J. Boroff.


GT ADVANCED: Hearing on Bid to Sanction Tera Xtal Continued
-----------------------------------------------------------
The Hon. Henry J. Boroff of the U.S. Bankruptcy Court for the
District of New Hampshire continued indefinitely the hearing on GT
Advanced Technologies, Inc. and GT Advanced Equipment Holding LLC's
motion for order:

   a) imposing contempt sanctions on Tera Xtal Technology Corp. for
commencing action against GT Hong Kong in Taiwan Court in violation
of the Court's Oct. 9, 2014 order and automatic stay;

   b) enforcing the Courts Oct. 9, 2014 order and automatic stay;
and

   c) declaring Taiwan Action void ab initio.

On July 9, TXT objected to the Debtors' motion seeking contempt
sanctions, enforcing the automatic stay, and declaring TXT's Taiwan
actions void ab initio.

According to TXT, the Debtors' stay motion was literally much ado
about nothing.  It was the latest of the Debtors' efforts to defeat
TXT's claims with paper, instead of through legitimate, organized
court proceedings.

Additionally, TXT asserts that the Debtors' request that the Court
disallow TXT's proofs of claim is a type of relief that simply does
not exist in the present context, or any context, as a matter of
law.  Indeed, it was TXT which has been unduly harmed by having to
incur costs, without cause, to respond to the stay motion, and such
costs must be reimbursed.

As reported in the Troubled Company Reporter on July 10, 2015, the
Debtors related that TXT filed a Civil Application for Recognition
of Effectiveness of Foreign Arbitral Award against GT Hong Kong in
a Taiwan court, seeking recognition of a prepetition arbitration
award as part of an effort to bring criminal and civil litigation
against GT Hong Kong.

TXT has been formally notified that it is violating the Bankruptcy
Court's prior order and the automatic stay for approximately one
month.  He adds that TXT has also made a "solemn" promise to
withdraw the Illegal Complaint.  In the event TXT has not withdrawn
the Illegal Complaint, the Debtors asked the Bankruptcy Court (a)
impose contempt sanctions on TXT, (b) require TXT to immediately
withdraw, with prejudice, the Illegal Complaint in the Taiwan
action, and (c) declare the Taiwan action void ab initio.

The Debtors asserted that sanctions should include (i) monetary
sanctions, including reimbursement of attorneys' fees incurred or
to be incurred by GTAT in connection with the Taiwan action and
bringing the motion, and (ii) the disallowance of TXT's proofs of
claim.

The Debtors asserted that there can be no question that TXT's
violation of the Section 362 Order and the automatic stay was
willful and that TXT is one of the most active litigants in the
Chapter 11 cases, having commenced an adversary proceeding against
GT Hong Kong and having filed numerous proofs of claim, motions,
and objections.

                        About GT Advanced

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

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

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

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

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

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

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

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

The bankruptcy case is assigned to Judge Henry J. Boroff.



GTA REALTY: GlassRatner Bid to Remove Occupants Denied
------------------------------------------------------
The Hon. Robert E. Gerber of the U.S. Bankruptcy Court for the
Southern District of New York denied the motion of GlassRatner
Management & Realty Advisors, LLC, receiver for GTA Realty II, LLC,
without prejudice pending further activity in the case including
failure of the Debtor's pursuit of a plan, and the rights of the
receiver.

The receiver sought a writ of assistance to remove the occupants
not holding under a valid lease or tenancy form the premises of the
Debtor.

As reported in the Troubled Company Reporter on April 21, 2015,
the Official Committee of Unsecured Creditors, in a preliminary
response to the motion by the receiver, said that it is unclear
whether the relief sought encourages the proposal of a feasible
plan.  The Committee also stressed that there is no legal authority
presented to demonstrate that the Court has authority to function
in lieu of the Court of the State of New York to determine
residential evictions and similar issues.

The Debtor, in a limited objection, requested that the Court
condition any relief expanding the receiver's powers to protect
Rocco and Nancy Launi.  According to the Debtor, the receiver, in
his motion, highlighted Rocco and Nancy Launi's apartment, and
Rocco's Bleecker Street store, as targets for summary relief under
the All Writs Act.  The Debtor noted that the Launis are elderly.
Their health is failing as are their mental faculties.  They agreed
to give up ownership to make a plan work that will pay creditors in
full.  In return they need to know they can keep their home for as
long as they want.

The receiver, in its motion, requested for Court's authorization to
expanding the stipulation and order necessary in order for the
receiver to properly fulfill its duties.  Specifically, the
receiver asked for permission to issue a writ of assistance to
remove that non-tenant, occupants from the premises or in the
alternative, direct those occupants to pay fair market value as use
and occupancy from the date of appointment of the receiver by the
District Court on June 27, 2014.  The receiver noted that:

   i) pursuant to All Writs Act, issuing a writ of assistance to
remove the occupants not holding under a valid lease or tenancy
from the premises located at 184 Prince Street, and 287 Bleecker
Street, New York City;

  ii) in the alternative, directing those occupants not holding
under a valid lease or tenancy to pay fair market value use and
occupancy during the pendency of the receivership, from the date of
the appointment of the receiver by the District Court on
June 27, 2014.

                        About GTA Realty II

GTA Realty II, LLC, sought bankruptcy protection (Bankr. S.D.N.Y.
Case No. 14-12840) in Manhattan on Oct. 8, 2014.

In its schedules of assets and liabilities, the Debtor disclosed
$18 million in total assets and $7.26 million in liabilities.  The
Debtor owns real property at 184 Prince Street, New York, valued
at $6 million and a property at 287 Bleeker Street, New York,
valued at $12 million.   U.S. Bank National Association, owed $5.3
million, holds a first mortgage on the property.

The case is assigned to Judge Robert E. Gerber.

The Debtor is represented by Mark A. Frankel, Esq., at Backenroth
Frankel & Krinsky, LLP, in New York.

The Debtor's Chapter 11 plan and disclosure statement are due
Feb. 5, 2015.  The initial case conference is due by Nov. 7, 2014.

The Debtor has tapped Backenroth Frankel & Krinsky, LLP as
counsel.

The U.S. Trustee for Region 2 appointed three creditors to serve
on the official committee of unsecured creditors.



GUIDED THERAPEUTICS: Incurs $3 Million Net Loss in 2nd Quarter
--------------------------------------------------------------
Guided Therapeutics, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common stockholders of $3 million on $103,000 of
sales for the three months ended June 30, 2015, compared to a net
loss attributable to common stockholders of $2.2 million on
$201,000 of sales for the same period during the prior year.

For the six months ended June 30, 2015, the Company reported a net
loss attributable to common stockholders of $4.2 million on
$229,000 of sales compared to a net loss attributable to common
stockholders of $3.8 million on $323,000 of sales for the same
peirod in 2014.

As of June 30, 2015, the Company had $4 million in total assets,
$6.7 million in total liabilities and a stockholders' deficit of
$2.7 million.

"After a tremendous amount of effort by the Company and our
distributor, we have been successful in including LuViva in a
national cervical cancer screening program in Turkey," said Gene
Cartwright, chief executive officer of Guided Therapeutics.  "With
LuViva, our company is uniquely positioned to close additional
large deals with national and regional governments, which have the
potential to significantly ratchet up revenue in large blocks.
Along with our distributors, we are currently working in our next
three targeted countries each with large screening populations to
become integrated into their national screening programs. Those
countries, Indonesia, Kenya and Bangladesh, have a combined
cervical cancer screening population of approximately 150 million
women."

"Since we announced our agreement with our Chinese partner, we have
been making significant progress to enter that prized market. We
are very near to selecting our regulatory filing agent and have
been interviewing potential distribution companies.  We are also
working with major medical institutions to select our 'Key Opinion
Leaders' and hospitals," Mr. Cartwright said.

"With regard to the FDA, we intend to submit our plan for advancing
the premarket approval application for LuViva to the Agency before
the end of August.  We are also requesting a meeting with the
Agency to agree on specifics of any additional patient data to be
submitted," Mr. Cartwright said.

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

                         http://is.gd/GnrMNj

                      About Guided Therapeutics

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

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


HEALTHMARKETS INC: A.M. Best Affirms 'bb' Issuer Credit Rating
--------------------------------------------------------------
A.M. Best Co. has affirmed the financial strength rating of B++
(Good) and the issuer credit ratings (ICR) of "bbb" of the core
subsidiaries of HealthMarkets, Inc. (headquartered in North
Richland Hills, TX), which includes The Chesapeake Life Insurance
Company (Chesapeake) (Oklahoma City, OK) and Mid-West National Life
Insurance Company of Tennessee (Mid-West) (North Richland Hills,
TX).  Additionally, A.M. Best has affirmed the ICR of "bb" of
HealthMarkets.  The outlook for all ratings is stable.
Concurrently, A.M. Best has withdrawn the ratings of Mid-West in
response to the company's request to no longer participate in A.M.
Best's interactive rating process.

The ratings reflect HealthMarkets' more than adequate risk-adjusted
capitalization and significant premium growth within Chesapeake.
The ratings also reflect the implementation of HealthMarkets' new
business strategy.  As a result of the implementation of the
Patient Protection and Affordable Care Act (PPACA), HealthMarkets
stopped writing new health benefit plans underwritten by Chesapeake
and Mid-West.  The focus of the organization has now shifted to
supplemental insurance plans underwritten exclusively by Chesapeake
under the SureBridge name.  The creation of Insphere, which was
launched in 2010, has helped HealthMarkets offset some of the
premium revenue lost from its gradual exit from the individual
medical market.  Furthermore, the growth of the Insphere
distribution channel, as well as growth in third-party agency
distribution, has enabled Chesapeake to realize significant premium
growth in recent years.

Although HealthMarkets remains more than adequately capitalized,
A.M. Best remains concerned about the lack of profitability on a
consolidated basis.  The significant decrease in its premium
revenue and net investment income in recent years, as well as the
sizeable initial start-up costs and ongoing capital investment into
Insphere, has resulted in HealthMarkets generating net losses since
2012.  On a consolidated statutory basis, the company continues to
report favorable, albeit declining, operating earnings.  As the
organization completes its transition from being primarily an
individual medical insurance underwriter to supplemental insurance
underwriting and fee-based distribution, A.M. Best expects the
premium income and operating earnings from its insurance
subsidiaries to decrease in the near term as it looks to gain scale
in its supplemental product lines.  Additionally, A.M. Best is
concerned about the sizeable financial leverage and the absence of
interest coverage on a consolidated basis due to ongoing operating
losses. While the organization's adjusted financial leverage ratio
improved considerably compared with prior years, A.M. Best notes
that HealthMarkets' unadjusted financial leverage of more than 40%
remains high relative to other companies of its size.


HEPAR BIOSCIENCE: Duff & Phelps OK'd as Committee Valuation Advisor
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the District Of South Dakota
authorized the Official Committee of Unsecured Creditors in the
Chapter 11 case of Hepar Bioscience, LLC, to retain Duff & Phelps
Securities, LLC, as valuation advisor.

The Court ordered that the Committee is authorized to retain
Duff & Phelps except that:

    * The cash fee of $50,000 described in the employment
application and of the engagement letter is refundable to the
extent not earned;

    * Duff & Phelps will maintain time records from the beginning
of its employment in not more than quarter hour increments;

    * Duff & Phelps will maintain receipts for all its expenses;

    * The Court, not Duff & Phelps, will prepare, enter, and
interpret its orders, including any orders regarding the employment
of or fees for Duff & Phelps; and

    * The terms of any order regarding the employment of or fees
for Duff & Phelps will supersede any inconsistencies between the
order and the employment application or between the order and the
engagement letter;

As reported in the Troubled Company Reporter on July 13, 2015,
Northwest Bank filed an objection to the application of the
Committee to retain Duff & Phelps as valuation advisor.  Northwest
Bank raised issues with respect to, among other things,
the proposed compensation of Duff & Phelps:

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

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

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

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

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

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

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

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

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

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

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

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

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

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

                      About Hepar BioScience

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

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

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

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



HEPAR BIOSCIENCE: Taps Gerry & Kulm as Bankruptcy Counsel
---------------------------------------------------------
Hepar Bioscience LLC asks the U.S. Bankruptcy Court for the
District of  South Dakota for permission to employ Gerry & Kulm
Ask, Prof. LLC, as counsel, nunc pro tunc to Feb. 20, 2015.  

The firm will render services including filing schedules and other
documents as the Court may require, initiating or defending
adversary proceedings and contested motions, negotiating with
priority, secured and unsecured creditors, formulation of a plan,
and such other duties as may be necessary to attempt a successful
reorganization under Chapter 11, along with related legal services
during the pendency of the action.

The Debtor related that the hourly rates of the firm's personnel
are:

         Clair R. Gerry, attorney             $300
         Laura L. Kulm Ask, attorney          $200
         Gay Dempsey, paralegal               $140
         Julie M. Anacker, paralegal           $90

The firm's personnel requested additional payment for sales tax,
and actual necessary expenses are to be reimbursed.

To the best of the Debtor's knowledge, the law firm represents no
no adverse interest to Debtor, any creditors, or any other
party-in-interest.

                      About Hepar BioScience

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

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

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

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


HILL-ROM HOLDINGS: Moody's Assigns (P)B1 Rating on Sr. Unsec. Notes
-------------------------------------------------------------------
Moody's Investors Service assigned a provisional (P)B1 rating to
Hill-Rom Holdings, Inc's senior unsecured notes.  The proceeds of
this offering will largely be used to fund a portion of the pending
acquisition of Welch Allyn Holdings, Inc., anticipated to close by
the end of September 2015.

Hill-Rom's Baa3 senior unsecured rating remains under review for
downgrade.  Moody's expects to assign a Ba2 Corporate Family Rating
("CFR") upon closing of the acquisition.  At that time, the rating
on Hill-Rom's bank debt will be changed from (P)Ba2 to Ba2 and the
rating on the new unsecured bond will change from (P)B1 to B1.  If
Hill-Rom's existing bonds remain unsecured, Moody's expects to
downgrade the rating on the company's existing notes to B1 from
Baa3.  Moody's also anticipates that the rating outlook will be
stable.

Rating assigned:

Hill-Rom Holdings, Inc.

  Senior unsecured notes at (P)B1, LGD6

RATING RATIONALE

Hill-Rom's current Baa3 senior unsecured rating (under review for
downgrade) reflects its leading position in the acute care hospital
bed market.  However the rating also reflects the company's
relatively small revenue base, its product and segment
concentration, and its exposure to the US acute and post-acute care
hospital customers that are facing reimbursement and volume
pressures.  Hill-Rom's debt-financed acquisitions and commitment of
returning a majority of its cash flow to shareholders signal a more
aggressive posture toward leverage.

Moody's expectation of assigning a Ba2 CFR reflects the much higher
financial leverage that Hill-Rom will operate with following the
acquisition of Welch Allyn.  Moody's estimates that debt/EBITDA,
which will initially rise to over 5.0 times from around 2.0x as of
March 31, 2015, will retreat to below 4.0 times within 24 months
following the close of the transaction.  Moody's also expects
organic revenue growth in the low single-digits, as both Hill-Rom
and Welch Allyn's products face strong competition, customer
pricing pressure, and weak hospital utilization trends in the US
and other developed markets.  Positive rating consideration is
given to Hill-Rom's increased scale and diversity following the
acquisition, with leadership positions in niche product categories
such as physical assessment and blood pressure measurement.  The
rating also incorporates Moody's expectation of good liquidity and
positive free cash flow to support deleveraging.

The anticipated stable rating outlook incorporates Moody's
expectation that Hill-Rom can meet its deleveraging plan and
successfully integrate the operations of Welch Allyn.

The principal methodology used in this rating was Global Medical
Product and Device Industry published in October 2012.

Hill-Rom Holdings, Inc. is primarily a manufacturer and provider of
patient support systems (e.g., hospital beds and therapeutic
surfaces), mobility solutions, hospital furniture and certain
surgical and respiratory products.  Revenue, pro-forma for the
Welch Allyn acquisition, is approximately $2.6 billion for the last
twelve months ended March 31, 2015.



HILL-ROM HOLDINGS: S&P Assigns 'BB-' Rating on New $425MM Notes
---------------------------------------------------------------
Standard & Poor's Ratings Services said it assigned a 'BB-'
issue-level rating and '6' recovery rating to Chicago-based beds,
surfaces, and surgical medical products company Hill-Rom Holdings
Inc.'s new $425 million unsecured notes that mature in 2023.  The
'6' recovery rating reflects S&P's expectation of negligible
(0%-10%) recovery in the event of default.

S&P's 'BB+' corporate credit rating on Hill-Rom Holdings Inc. is
unaffected by this new debt issue as S&P's assessment of the
company's financial risk as "aggressive" already factors in pro
forma leverage peaking above 4x following the Welch Allyn
acquisition.  S&P's "satisfactory" business risk profile assessment
incorporates added diversity to the company's product portfolio
following the acquisition.

RATINGS LIST

Hill-Rom Holdings Inc.
Corporate Credit Rating           BB+/Stable/--

New Rating
Hill-Rom Holdings Inc.
$425 mil senior unsecured notes    BB-
   Recovery rating                  6



HOLDER GROUP: George C. Swarts Named Ch. 11 Examiner
----------------------------------------------------
Judge Bruce T. Beesley of the United States Bankruptcy Court for
the District of Nevada signed off an order approving the U.S.
Trustee's appointment of George C. Swarts as Chapter 11 examiner
for The Holder Group Sundance, LLC.

The Chapter 11 examiner bond is initially set at $50,000, which is
subject to later adjustment as needed.  Mr. Swarts as Examiner has
rights, powers and authorities in his discretion to perform his
responsibilities and duties as articulated in Section 1106(b) of
the Bankruptcy, the Amended Stipulation For Order For Appointment
Of Examiner, and the Court's Order of July 29, 2015 approving the
Amended Stipulation For Order For Appointment Of Examiner.

Mr. Swarts, in a declaration, informed the Court that he has no
connections with the Debtor, any creditor or any other
party-in-interest in the Debtor's Chapter 11 case, or the Debtor's
and other parties' attorneys and accountants.  Mr. Swarts, however,
disclosed that he and his wife has a banking relationship with
Nevada State Bank.

Prior to the approval of Mr. Swarts' appointment, the Debtor,
Plumas Bank and Nevada State Bank entered into a stipulation
regarding the appointment.  The parties, pursuant to the
Stipulation, which was approved by the Court, agreed that the
Examiner will meet with the appropriate representatives of the
Debtor and perform an initial review of the books and payment
procedures used by the Debtor and report to the parties on whether
or not he believes any changes are necessary.

The Examiner estimates that the costs of the initial evaluation and
report shall not exceed $10,000, such sum to be paid for by the
Debtor.  The Examiner will monitor the Debtor's cash management to
ensure that the items specified in the Order are timely paid each
month.  The Examiner will monitor the Debtor's operations make
recommendations to the Debtor and the Banks about changes in
procedures or practices which could improve and/or make the
Debtor's operations more efficient.  The Examiner will manage the
Disposition process for the casino operated by the Debtor.  The
Debtor will pay the adequate protection payment due to Plumas on or
before the 10th of each month and the adequate protection payment
due to NSB on or before the 25th of each month.  The initial
proposal submission deadline will be the later of September 1,
2015, for the disposition of the Casino.  The deadline to open an
escrow for the Disposition of the Casino will be 90 days from the
last to occur of the effective date or September 30, 2015.  The
deadline to close the Disposition of the Casino shall be February
28, 2016.  The application for the Debtor to employ the auction
company will be filed by March 21, 2016.  The Casino will be sold
via auction no later than the 60th day after the Court has approved
the application to employ the auction company.

The Debtor is represented by:
          
          Stephen R. Harris, Esq.
          HARRIS LAW PRACTICE, LLC
          6151 Lakeside Drive #2100
          Reno, NV 89511
          Tel: (775) 786-7600
          Fax: (775) 690-9120
          Email: steve@harrislawreno.com

Plumas Bank is represented by:

          John Samburg, Esq.
          WOLF, RIFKIN, SHAPIRO, SCHULMAN & RABKIN, LLP
          5594-B Longley Ln
          Reno, NV 89511
          Tel: (775) 853-6787
          Fax: (775) 853-6774
          Email: jsamberg@wrslawyers.com

Nevada State Bank is represented by:

          Stefanie T. Sharp, Esq.
          ROBISON, BELAUSTEGUI, SHARP & LOW
          A Professional Corporation
          71 Washington Street
          Reno, NV 89503
          Tel: (755) 329-3151
          Fax: (775) 329-7169
          Email: ssharp@rbsllaw.com

Tracy Hope Davis, United States Trustee is represented by:

          Nicholas Strozza, Esq.
          William B. Cossitt, Esq.
          OFFICE OF THE UNITED STATES TRUSTEE
          300 Booth Street, Room 3009
          Reno, NV 89509
          Tel: (775) 784-5335
          Fax: (775) 784-5531
                     
                         About The Holder Group Sundance

Reno, Nevada-based The Holder Group Sundance, LLC, filed a Chapter
11 bankruptcy petition (Bankr. D. Nev. Case No. 15-50157) on Feb.
9, 2015.  The petition was signed by Harold D. Holder Sr., the
manager.  Stephen R Harris, Esq., at Harris Law Practice LLC serves
as the Debtor's counsel.  

The Debtor disclosed in its amended schedules $10,413,690 in assets
and $5,845,301 in liabilities as of the Chapter 11 filing.


IMAGINATIVE CONCEPTS: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Imaginative Concepts, Inc.
        7182 123rd Circle North
        Largo, FL 33773

Case No.: 15-08402

Chapter 11 Petition Date: August 17, 2015

Court: United States Bankruptcy Court
       Middle District of Florida (Tampa)

Debtor's Counsel: Jake C Blanchard, Esq.
                  BLANCHARD LAW, PA
                  12350 S Belcher Rd, 13B
                  Largo, FL 33773
                  Tel: 727-531-7068
                  Fax: 727-535-2086
                  Email: jake@jakeblanchardlaw.com

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Frank Fitzgerald, president/owner.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Advantage Leasing                                         $11,175

AIT Worldwide Logistics                                    $9,465

ALBA Wheels Up International                               $9,736

ALBA Wheels Up International                              $10,736

Blue Water Shipping US, INC                               $14,043

Contardi Lighting SRL                                     $27,395

D.B. Group America LTD                                    $40,194

Eurasia Freight Service                                   $10,556

Gregory and Adams, P.C.                                    $7,003

Ilomio/Celadon Group                                       $8,546

Innermost Hong Kong LTD                                   $45,018

Internal Revenue Service                                  $19,185

Lou Queen Electrical Company                             $351,561
4 F, 6 Lane 141
Chung Shan North Road
Section 7
Taipei, Taiwan ROC

Lou Queen Electrical Company                             $145,198

Merchant Cash & Capital                                   $46,821

Merchant Services                                         $16,123

Myra L Graubard                                           $48,000

Rotaliana SRL                                             $42,081

SBS Worldwide                                             $22,346

Thomas Infantino                                          $75,000


INSITE VISION: Coliseum Capital Reports 2.9% Stake as of Aug. 10
----------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Coliseum Capital Management, LLC and its affiliates
disclosed that as of Aug. 10, 2015, they beneficially owned
3,819,312 shares of common stock of InSite Vision Incorporated,
which represents 2.9 percent of the shares outstanding.  A copy of
the regulatory filing is available at http://is.gd/lZhj5g

                           InSite Vision

Based in Alameda, California, InSite Vision Incorporated (OTCBB:
INSV) -- http://www.insitevision.com/-- is committed to
advancing new and superior ophthalmologic products for unmet eye
care needs.  The company's product portfolio utilizes InSite
Vision's proven DuraSite(R) bioadhesive polymer core technology, a
platform that extends the duration of drug retention on the
surface of the eye, thereby reducing frequency of treatment and
improving the efficacy of topically delivered drugs.

Burr Pilger Mayer, Inc., in E. Palo Alto, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2014, citing that the
Company's recurring losses from operations, available cash balance
and accumulated deficit raise substantial doubt about its ability
to continue as a going concern.

Insite Vision reported net income of $26.8 million in 2014 compared
to net income of $5.7 million in 2013.

As of June 30, 2015, the Company had $4.6 million in total assets,
$19.2 million in total liabilities and a $14.6 million total
stockholders' deficit.


INTERPOOL INC: S&P Revises Outlook to Pos. & Affirms 'B+' CCR
-------------------------------------------------------------
Standard & Poor's Ratings Services revised its rating outlook on
Princeton, N.J.-based Interpool Inc. to positive from stable.

At the same time, S&P affirmed the 'B+' corporate credit rating.
S&P also affirmed its issue-level rating on Interpool's senior
secured second-lien debt at 'B-'.  The '6' recovery rating on the
debt remains unchanged, indicating S&P's expectation for negligible
recovery (0%-10%) in the event of default.

"The rating actions on Interpool Inc. reflect our view of the
company's improved credit metrics, primarily due to stronger
revenues and earnings," said Standard & Poor's credit analyst Betsy
Snyder.  "We expect these trends to continue, along with debt
reduction, through 2016," she added.  

The positive outlook reflects S&P's expectation that the company
will continue to improve its financial profile through increased
earnings and cash flow, and declining debt levels.

S&P could raise the rating over the next year if
better-than-expected earnings or reduced debt resulted in FFO to
debt remaining in the mid-teens percent area on a sustained basis.

Although unlikely, S&P could revise the outlook to stable over the
next year if renewed economic weakness results in lower utilization
and pricing that causes earnings and cash flow to fall such that
FFO to total debt declines to about 10% on a sustained basis.



JTS LLC: Hires BDO USA as Accountants
-------------------------------------
JTS, LLC dba Johnson's Tire Service seeks authorization from the
U.S. Bankruptcy Court for the District of Alaska to employ BDO USA,
LLP as accountants, nunc pro tunc to the June 15, 2015 petition
date.

The primary tasks BDO USA will perform are the preparation of tax
returns and advice on budgeting and financial projects in
connection with this bankruptcy case.

BDO USA will be paid at these hourly rates:

       Tracy Hartung        $350
       Staff Members        $125-$325

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

Tracy Hartung, partner in BDO USA, 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.

BDO USA can be reached at:

       Tracy Hartung
       BDO USA, LLP
       3601 C Street, Suite 600
       Anchorage, AK 99503-5925
       Tel: (907) 278-8878
       Fax: (907) 278-5779

                            About JTS

JTS, LLC, doing business as Johnson's Tire Service, sought Chapter
11 protection (Bankr. D. Alaska Case No. 15-00167) in Anchorage,
Alaska, on June 15, 2015, without stating a reason.  JTS, in the
business of retail tire sales and automobile maintenance and
repair, estimated $10 million to $50 million in assets and debt.

The formal schedules of assets and liabilities and the statement of
financial affairs are due June 29, 2015.  The Debtor tapped David
H. Bundy, Esq., at David H. Bundy, PC, in Anchorage, as counsel.

The U.S. Trustee for Region appointed creditors to serve on the
Official Committee of Unsecured Creditors for the Debtor's
bankruptcy case.


JTS LLC: Taps Newhouse & Vogler as Additional Accountants
---------------------------------------------------------
JTS, LLC dba Johnson's Tire Service seeks authorization from the
U.S. Bankruptcy Court for the District of Alaska to employ Newhouse
& Vogler as additional accountants.

Newhouse & Vogler was engaged pre-petition to audit the Debtor's
financial statements for 2014 and that task needs to be completed.

Newhouse & Vogler will be paid at these hourly rates:

       Joseph Newhouse             $260
       Staff Members               $125-$210
       Administrative and
       Paraprofessional staff      $60-$125

Newhouse & Vogler will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Joseph Newhouse, principal in Newhouse & Vogler, 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.

Newhouse & Vogler can be reached at:

       Joseph Newhouse
       NEWHOUSE & VOGLER
       237 E. Fireweed Lane, Ste 200
       Anchorage, AK 99503
       Tel: (907) 258-7555
       Fax: (907) 258-7582
       E-mail: joe@newvog.com

                            About JTS

JTS, LLC, doing business as Johnson's Tire Service, sought Chapter
11 protection (Bankr. D. Alaska Case No. 15-00167) in Anchorage,
Alaska, on June 15, 2015, without stating a reason.  JTS, in the
business of retail tire sales and automobile maintenance and
repair, estimated $10 million to $50 million in assets and debt.

The formal schedules of assets and liabilities and the statement of
financial affairs are due June 29, 2015.  The Debtor tapped David
H. Bundy, Esq., at David H. Bundy, PC, in Anchorage, as counsel.

The U.S. Trustee for Region appointed creditors to serve on the
Official Committee of Unsecured Creditors for the Debtor's
bankruptcy case.


JW RESOURCES: Court Approves Barber Law as Panel's Counsel
----------------------------------------------------------
The Official Committee of Unsecured Creditors of JW Resources, Inc.
and its debtor-affiliates sought and obtained permission from the
Hon. Gregory R. Schaaf of the U.S. Bankruptcy Court for the Eastern
District of Kentucky to retain Barber Law PLLC as counsel for the
Committee, effective as of July 10, 2015.

The Committee requires Barber Law to:

   (a) advise and consult with the Committee concerning its
       rights, powers and duties under Bankruptcy Code section
       1103;

   (b) advise and consult with the Committee concerning the
       administration of the Debtors' Chapter 11 cases;

   (c) advise and consult with the Committee regarding its duty to

       investigate and investigation of the acts, conduct, assets,

       liabilities, and financial condition of the Debtors and the

       operation of the Debtors' business and of affiliated
       entities;

   (d) advise and consult with the Committee in connection with
       the formulation and confirmation of a plan of
       reorganization;

   (e) investigate and advise upon the nature, enforceability, and

       validity of the indebtedness incurred by the Debtors and
       the liens against the Debtors' properties;

   (f) advise and consult with the Committee in connection with
       any sale of some or all of the assets of the Debtors;

   (g) prepare on behalf of the Committee all necessary and
       appropriate applications, answers, draft orders, motions,
       responses, pleadings, and other legal papers;

   (h) appear on behalf of the Committee in this Court; and

   (i) perform all other necessary legal services on behalf of the

       Committee in connection with Debtors' Chapter 11 cases.

The Court ordered that compensation of Barber Law for legal
services rendered and reimbursement of expenses incurred in
connection with the Debtors' Chapter 11 cases shall be pursuant to
applications to be submitted to and approved by this Court from
time to time during the pendency of the Debtors cases or by other
procedures as established by the Court.

Kent Barber of Barber Law 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.

Barber Law can be reached at:

       Kent Barber, Esq.
       BARBER LAW, PLLC
       3168 Arrowhead Drive
       Lexington, KY 40503
       Tel: (606) 776-6866

                        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.


JW RESOURCES: Lexon, BSI Question Bid Procedures
------------------------------------------------
JW Resources, Inc. and its affiliated debtors ask the U.S.
Bankruptcy Court for the Eastern District of Kentucky to approve
bid procedures for the sale of substantially all of their assets,
except the mobile equipment, which the Debtors intend to sell
through a separate process.

The proposed bidding procedures provide, among others:

     A. Participation Requirements: In order to be a qualified
bidder, any party that may be interested in all or a subset of the
Assets must deliver not later than five days before the bid
deadline an executed confidentiality agreement in form and
substance acceptable to the Debtors and a statement of potential
bidder;

     B. Bid Deadline: August 14, 2015, 4:00 p.m.

     C. Bid Requirements: A qualified bid will be in writing,
include the required bid materials, and meet various conditions,
including submission of an executed binding Asset Purchase
Agreement, an offer that's in excess of the minimum bid amount, and
an anticipated timeframe for consummating the proposed transactions
on or before Aug. 28, 2015.

     D. Ability to Select a Stalking Horse Bidder: The Debtors, may
execute an asset purchase agreement with any third party as a
"stalking-horse" bidder.

     E. Auction Date: Aug. 19, 2015 at 10:00 a.m.

     F. Sale Hearing: On or before Aug. 21, 2015.  Objections to
the sale must be filed on or before Aug. 14, 2015 at 4:00 p.m.

     G. Bid Protections: The Debtor proposes to provide any
Stalking Horse Bidder with a break-up fee.  If the sale to the
Stalking Horse Bidder is not consummated because the Debtors accept
and consummate an alternative bid, the Debtors will pay to the
Stalking Horse Bidder a break-up fee.

Paige L. Ellerman, Esq., at Frost Brown Todd LLC, in Cincinnati,
Ohio, tells the Court that the approval of the Bidding Procedures
will allow the Debtors to sell the Purchased Assets and assume and
assign the Assigned Contracts and Leases for the maximum benefit of
their creditors.  She further tells the Court that the procedures
for authorizing the Sale of the Purchased Assets and the assumption
and assignment of the Assigned Contracts and Leases are in the best
interests of their creditors and other interested parties, and will
facilitate and expedite the sale process for the benefit of all
creditors.

                         Objection Filed

Lexon Insurance Co. and Bond Safeguard Insurance Co. have objected
to the Debtors' Motion.

Claude R. Chip Bowles, Jr., Esq., at Bingham Greenebaum Doll LLP,
in Lexington, Kentucky, relates that the Debtors' operations are
regulated by the federal Surface Mine Control and Reclamation Act,
among other state and federal environmental and mine safety laws.
He says that to reduce the potential environmental impacts the
mining may have, the operations must obtain SMCRTA-mandated state
mining permits that obligate the reclamation of sites disturbed by
mining. Mr. Bowles further says that in order to obtain the mining
permits, the Debtors had to provide acceptable financial assurance
to secure "faithful performance of all of the requirements" of
SMCRA. Some, if not all of the required financial assurances are in
the form of surety bonds issued by Lexon.

Lexon asserts the following reasons for its objection to the
Debtors' Motion:

     (a) The lack of an asset purchase agreement and/or stalking
horse bidder does not permit the creditors, and in particular,
Lexon, to make an informed determination on the sale of the
assets.

     (b) The proposed bid and sale procedures set out a timeframe
that is not conducive to submitting competitive bids. The Debtors
are proposing at least 30 days from the date of the hearing on the
Motion to the closing of a sale, which does not provide any
potential purchaser an opportunity to evaluate the Debtors' assets
in order to make an informed decision on whether to submit a bid.

     (c) The Debtors' Motion fails to address any requirement for
the replacement of the Bonds and does not require a potential
purchaser to demonstrate that it has access to surety credit as
part of the bid qualification process.  The surety relationship
involves multiple parties and the substitution of the principal
relieves Lexon of its obligation under the Bonds.  Indeed the Bonds
are non-assumable financial accommodations issued in consideration
of the principal's agreement to pay the premiums and indemnify
Lexon from all losses and costs incurred from the issuance of the
Bonds.  The burden to perform remains with the principal and in the
absence of the replacement of the Bonds, the potential purchaser
would not be in compliance with the permits which in turn would
detrimentally impact the mining rights associated with the real
property.  Thus, in order for a sale to be successful, it is
imperative that the proposed purchaser demonstrate an ability to
obtain the necessary bonds or provide sufficient proof that it can
replace the surety.

     (d) The bid procedures and sale notice do not provide adequate
notice to the surety. The proposed timeframes do not provide any
party an opportunity to object to the sale.  The objections are to
be filed on the same day that bids are to be submitted so that no
party will be afforded an opportunity to consider the terms of the
sale.

JW Resources and its affiliated debtors are represented by:

          Ronald E. Gold, Esq.
          Douglas L. Lutz, Esq.
          Paige L. Ellerman, Esq.
          FROST BROWN TODD LLC
          3300 Great American Tower
          301 East Fourth Street
          Cincinnati, OH 45202
          Telephone: (513)651-6800
          Facsimile: (513)651-6981
          E-mail: rgold@fbtlaw.com
                 dlutz@fbtlaw.com
                 pellerman@fbtlaw.com

                 - and -

          Adam R. Kegley, Esq.
          FROST BROWN TODD LLC
          250 West Main Street, Suite 2800
          Lexington, KY 40507
          Telephone: (859)231-0000
          E-mail: akegley@fbtlaw.com

Lexon Insurance and Bond Safeguard are represented by:

          Claude R. Chip Bowles, Jr., Esq.
          BINGHAM GREENEBAUM DOLL LLP
          300 West Vine Street
          Suite 1100
          Lexington, KY 40507
          Telephone: (859)231-8500
          E-mail: cbowles@bgdlegal.com

                 - and -

          Kelly C. Griffith, Esq.
          Lee E. Woodard, Esq.
          HARRIS BEACH PLLC
          333 West Washington St., Suite 200
          Syracuse, NY 13202
          Telephone: (315)423-7100
          Facsimile: (315)422-9331
          E-mail: kgriffith@harrisbeach.com
                  lwoodard@harrisbeach.com

                 - and -

          Bruce L. Maas, Esq.
          HARRIS BEACH PLLC
          99 Garnsey Road
          Pittsford, NY 14534
          Telephone: (585)419-8650
          Facsimile: (585)419-8811
          E-mail: bmaas@harrisbeach.com

                        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.



LDR INDUSTRIES: Hires Marshall Gerstein as Special Counsel
----------------------------------------------------------
LDR Industries, LLC asks for authorization from the Hon. Pamela S.
Hollis of the U.S. Bankruptcy Court for the Northern District of
Illinois to employ Marshall Gerstein & Borun LLP as special
intellectual property counsel, nunc pro tunc to Jan. 20, 2015.

The Debtor also seeks permission to pay Marshall Gerstein in the
amount of $7,472 for the legal services it provided to LDR during
the period of Jan. 20, 2015 to Feb. 19, 2015.

Marshall Gerstein provided these services to the Debtor during
January and February 2015:

   (a) conferred with the Debtor regarding the Zenith demand
       letter and reviewed the underlying patent in question;

   (b) reviewed the Debtor's materials relating to the product in
       question;

   (c) evaluated the alleged infringement claim and financial and
       sales information from the Debtor;

   (d) drafted response to the Zenith demand letter, discussed
       with the Debtor, and transmitted it to counsel for Zenith;
       and

   (e) researched Zenith litigation background and potential
       liability for the Debtor and management.

The services totaled 21.50 hours, for which Marshall Gerstein seeks
compensation in the amount of $7,472. Marshall Gerstein does not
seek any reimbursement for expenses incurred in connection with the
services.

Michael P. Furmanek, partner of Marshall Gerstein, 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.

Marshall Gerstein can be reached at:

       Michael P. Furmanek, Esq.
       MARSHALL, GERSTEIN & BORUN LLP
       233 South Wacker Drive
       6300 Willis Tower
       Chicago, IL 60606-6357
       Tel: (312) 474-9558
       Fax: (312) 474.0448
       E-mail: mfurmanek@marshallip.com

                      About LDR Industries

For over 75 years, Chicago-based LDR Industries and its predecessor
companies have engaged in the distribution of plumbing products to
the home improvement industry, including faucets, showers, sinks,
toilet seats and variety of other specialty lines such as lead-free
valves.

LDR Industries, LLC, sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 14-32138) in Chicago, Illinois on Sept. 2, 2014, with
plans to sell the business following a dispute with the U.S.
Customs.

The bankruptcy case is assigned to Honorable Judge Pamela S.
Hollis.  The Debtor is represented by attorneys at Reed Smith LLP.

The Debtor disclosed $27,538,561 in assets and $29,751,647 in
liabilities as of the Chapter 11 filing.


LIBERTY BANKERS: A.M. Best Hikes Finc'l Strength Rating to B+(Good)
-------------------------------------------------------------------
A.M. Best Co. has upgraded the financial strength rating (FSR) to
B+ (Good) from B (Fair) and the issuer credit ratings to "bbb-"
from "bb+" of Liberty Bankers Life Insurance Company (Oklahoma
City, OK), and its wholly owned life insurance subsidiaries, The
Capitol Life Insurance Company (Dallas, TX) and American Benefit
Life Insurance Company (Oklahoma City, OK), together known as the
Liberty Bankers Group.  The outlook for all ratings is stable.

The rating upgrades reflect Liberty Bankers Group's positive trend
of increasing absolute capital with a five-year CAGR of 15.3% and
significant improvement in risk-adjusted capital.  The ratings also
reflect management's actions to reduce investments in real
estate-related investment classes and continuous work toward
de-risking the asset portfolio.  Additionally, Liberty Bankers
Group's improved risk-adjusted capital reflects top-line and
bottom-line growth due to organic growth and the acquisition of
Continental Life Insurance Company and a reinsurance transaction
with Landmark Life Insurance Company, both of which occurred in
2015.  Additionally, the results reflect the favorable impact of an
earlier in-force fixed annuity reinsurance transaction with Athene
Annuity & Life Assurance Company.  The 2014 core operating earnings
reflect the top-line organic growth in the business and the
management of new business surplus strain from the group's growth
in its ordinary life business line.

Liberty Bankers Group has reduced its holdings of below investment
grade bonds and real estate as a percentage of its investment
portfolio, which is viewed positively by A.M. Best.  Additionally,
A.M. Best notes that the group has continued to make significant
progress in its efforts to balance annuity exposure with
traditional life business, evidenced by the recent acquisition of
Continental Life Insurance Company, which complements its existing
home service business, and the ordinary life reinsurance
transaction with Landmark Life Insurance Company.  However, while
management is focused on reducing some of Liberty Bankers Group's
less liquid investments, A.M. Best remains concerned with its
relatively high level of commercial mortgage loans, in absolute
terms and in relation to capital and surplus.  Moreover, the
Liberty Bankers Group has higher-than-average exposure to NAIC
Class 2 investment grade bonds.  There is also concern with regard
to the level of non-performing assets such as mortgage loans,
particularly in light of the current stable economic climate.
Given management's expectation of maintaining current exposure
levels to this asset class, A.M. Best believes Liberty Bankers
Group is taking on additional credit exposure that could be
exacerbated in a volatile economic environment.


LIBERTY INTERACTIVE: Fitch Affirms 'BB' Issuer Default Ratings
--------------------------------------------------------------
Fitch Ratings has affirmed the 'BB' Issuer Default Ratings (IDRs)
for Liberty Interactive LLC (Liberty LLC) and its wholly owned
subsidiary QVC Inc. (QVC) following the announcement by Liberty
Interactive Corporation (Liberty), Liberty LLC's parent, that it
will acquire zulily inc. (zulily) for $2.4 billion. The Rating
Outlook remains Stable.

Liberty intends to fund the acquisition with a mixture of cash on
hand at zulily (approximately $300 million), the issuance of
approximately 40 million shares of QVCA stock ($1.2 billion) and
borrowings under QVC's revolving credit facility ($900 million).
The acquisition is expected to close during the fourth quarter of
2015 subject to receipt of certain regulatory approvals. Once the
acquisition is completed, zulily will be a subsidiary of Liberty,
not of Liberty LLC.

Zulily, founded in 2009 and headquartered in Seattle, WA, is an
eCommerce retailer that offers apparel, toys, infant gear and home
decor. Over 80% of its customers are female and are primarily 25-45
years old, which offers QVC access to a younger demographic than it
currently serves. Approximately 88% of orders are from repeat
customers, dovetailing well with QVC's 90%. They currently serve
approximately 5 million customers.

Overall, Fitch views the transaction favourably from a strategic
standpoint as it will strengthen QVC's operating profile, further
diversify its revenue sources in the eCommerce space, and provide
compelling growth opportunities given minimal product line and
customer overlap (the two companies share only 6% of customers). In
addition, it will provide fulfilment, procurement and back office
efficiencies and leverage QVC's global footprint for future
geographic expansion of zulily.

As a result of this transaction, QVC's total leverage will increase
from 2.4x to 2.9x as of June 30, 2015. Fitch rates QVC's senior
secured bank credit facility and senior secured notes 'BBB-', two
notches higher than its IDR, reflecting what Fitch believes QVC's
stand-alone ratings would be. Fitch notes that QVC's 'BBB-' rating
will also not be affected by this transaction given the company's
plan to return leverage to its 2.5x leverage target within 24
months of the acquisition's closing.

KEY RATING DRIVERS

The ratings for Liberty LLC and QVC reflect the consolidated legal
entity/obligor credit profile, rather than the Interactive/Ventures
tracking stock structure. Based on Fitch's interpretation of the
Liberty LLC bond indentures, the company could not spin out QVC
without consent of the bondholders in view of the current asset mix
at Liberty LLC. QVC generates 85% and 97% of Liberty LLC's revenues
and EBITDA, respectively. Any spinoff of QVC at this time would
likely trigger the 'substantially all' asset disposition
restriction within the Liberty LLC indentures.

Fitch expects Liberty LLC's gross unadjusted leverage to be managed
to 4.0x and QVC's unadjusted gross leverage to be managed to 2.5x.
Although both Liberty LLC and QVC will be outside of these metrics
as a result of the zulily acquisition, Fitch believes both can
reduce leverage within 24 months of the acquisitions' closing.

Fitch recognizes QVC's ability to manage product mix and adapt to
its customers' shopping preferences. QVC has managed to grow
revenues over the last three years and has managed Fitch-calculated
EBITDA margins in the 20%-22% range over that time frame. Fitch
believes QVC will be able to continue to grow revenues at least at
in line with GDP growth. QVC's EBITDA margin fluctuation is driven
in part by the product mix. Fitch believes over the next few years,
QVC's EBITDA margin will remain in its historical 20%-22% range.

Fitch expects Liberty LLC's free cash flow (FCF) to be dedicated
toward share repurchases following this transaction. While QVC will
deleverage over time through EBITDA growth, Fitch expects QVC to
manage leverage closer to its stated leverage targets of 2.5x
within 24 months following the acquisition's closing. Fitch
recognizes the risk remains that Liberty LLC acquires the 62% of
HSN Inc. it does not already own, but believes the probability of
this has been reduced with the zulily acquisition.

RATING SENSITIVITIES

Positive Rating Actions: Fitch believes that if the company were to
manage to more conservative leverage targets, ratings could be
upgraded.

Negative Rating Actions: If QVC is unable to return leverage to
below the 2.5x rating threshold within 24 months of the
acquisition's closing, Fitch would review the rating. In addition,
changes to financial policy, including more aggressive leverage
targets, and asset mix changes that weaken bondholder protection
could pressure the ratings. And finally, while unexpected, revenue
declines in excess of 10% that materially drive declines in EBITDA
and FCF and result in QVC's leverage exceeding 2.5x in the absence
of a credible plan to reduce leverage back under 2.5x would likely
pressure ratings.

LIQUIDITY AND DEBT STRUCTURE

Fitch believes liquidity at QVC will be sufficient to support
operations and its expansion into other markets. Acquisitions and
share buybacks are expected to be a primary use of FCF.

Fitch also believes that there is sufficient liquidity and cash
generation (from investment dividends and tax sharing between the
tracking stocks) to support debt service and disciplined investment
at Liberty LLC. Fitch recognizes that in the event of a liquidity
strain at Liberty LLC, QVC could provide funding to support debt
service (via intercompany loans), or the tracking stock structure
could be collapsed.

Fitch notes that cash can travel throughout all Liberty entities
relatively easily. Although the tracking stock structure adds a
layer of complexity, Liberty has in the past reattributed assets
and liabilities. Fitch believes that resources at QVC would be used
to support Liberty, and vice versa, if ever needed.

Fitch believes Liberty LLC continues to carry meaningful liquidity
with $3.3 billion in readily available cash, $0.5 billion of
availability on QVC's $2.25 billion revolver due March 2020 (pro
forma acquisition), and $5.9 billion in other public holdings as of
June 30, 2015. Fitch calculates FCF of $1.5 billion for the last 12
months ended June 30, 2015 (excluding discontinued operations).
Based on Fitch's conservative projections, Fitch expects Liberty's
FCF to be in the range of $800 million for fiscal 2015.

Liberty's near-term maturities include $400 million of 1% HSN
exchangeable debentures that may be put to or redeemed by the
company in 2016. QVC's next maturity is $400 million aggregate
principal of 3.125% senior secured notes due in 2019. Fitch
believes Liberty has sufficient liquidity to handle these
maturities and potential redemption. Other than the 2019 and 2020
notes, the remaining QVC notes' call provisions are limited to
make-whole provisions ranging from 25 bps-50 bps.

FULL LIST OF RATING ACTIONS

Fitch affirms the following ratings with a Stable Outlook:

Liberty

-- Issuer Default Rating (IDR) at 'BB';
-- Senior unsecured at 'BB/RR4'

QVC
-- IDR at 'BB'
-- Senior secured debt at 'BBB-/RR1'.



LIFE PARTNERS: Bridgepoint OK'd as Trustee's Restructuring Advisor
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized H. Thomas Moran II, Chapter 11 trustee for Life Partners
Holdings, Inc., to employ Bridgepoint Consulting, LLC as financial
and restructuring advisor.

The Trustee needs the assistance of Bridgepoint, to, among other
things:

   a) work with the Trustee and the Subsidiary Debtors to complete
schedules, Statements of Financial Affairs, and Monthly Operating
Reports required by the U.S. Trustee;

   b) assist the Trustee in reviewing financial information
pertaining to Debtors' assets, liabilities, and financial
statements.

Bridgepoint will apply for compensation for its services rendered
on an hourly basis and reimbursement of expenses incurred in
connection with the Bankruptcy Case.

The hourly rates of Bridgepoint employees expected to perform
financial advisory and restructuring services are:

        Employee                            Hourly Rate
        --------                            -----------
   Principals/Managing Directors            $300 - $395
   Senior Managers                          $175 - $295
   Consultants                              $125 - $175
   Support Staff                             $60 - $80

Dawn Ragan will be the engagement manager, and her hourly rate is
$325.

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

                       About Life Partners

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

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

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

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

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

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

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

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).

Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.



LIFE PARTNERS: Philip Garner Joins Bid to Terminate Exclusivity
---------------------------------------------------------------
Philip Garner filed with the U.S. Bankruptcy Court for the Northern
District of Texas a joinder to the motion to terminate exclusivity
period of Life Partners Holdings, Inc., et al.'s subsidiary
debtors.

The motion to terminate exclusivity was filed by John Gissas, Dean
Vagnozzi and Frank Bice on June 22, 2015.  The request, if granted,
would allow others to file rival plans in court and end the
companies' control over their bankruptcy cases.  

Mr. Garner is represented by:

         John C. Leininger, Esq.
         BRYAN CAVE LLP
         2200 Ross Avenue, Suite 3300
         Dallas, TX 75201
         Tel: (214) 721-8000
         Fax: (214) 721-8100
         E-mail: john.leininger@bryancave.com

                       About Life Partners

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

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

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

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

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

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

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

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).

Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.



LIFE PARTNERS: Trustee Wants Cases Designated as Complex
--------------------------------------------------------
H. Thomas Moran II, Chapter 11 trustee for Life Partners Holdings,
Inc., et al., filed with the U.S. Bankruptcy Court for the Northern
District of Texas an application for the designation the Debtors'
bankruptcy cases as complex Chapter 11 cases.

                     About Life Partners

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

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

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

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

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

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

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

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).

Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.



LIME ENERGY: Amends 2008 Long-Term Incentive Plan
-------------------------------------------------
The Compensation Committee of the Board of Directors of Lime Energy
Co. approved an amendment to the Lime Energy Co. 2008 Long-Term
Incentive Plan to increase the maximum number of shares of the
common stock, par value $0.0001 per share of the Company authorized
for issuance under the Plan by 1,000,000 shares; from 585,718
shares to 1,585,718 shares.  The Board adopted the Plan Amendment
on July 24, 2015, and recommended it for stockholder approval.  On
Aug. 10, 2015, three of the Company's stockholders owning,
together, 6,058,063 shares of Common Stock and 10,000 shares of its
Series C Convertible Preferred Stock, or approximately 75% of the
Company's then outstanding voting securities, executed a written
consent approving the Plan Amendment.

The Company's executive officers are eligible to receive stock and
option awards under the Plan as a component of their compensation.
Awards made under the Plan are intended to reward and incentivize
achievement leading to increases in the Company's profitability and
stockholder value over the long term.

The Company intends to file and mail an Information Statement on
Schedule 14C to its stockholders informing them of the approval of
the Plan Amendment through the Written Consent, which approval will
be effective 20 calendar days after the mailing of that Information
Statement.

                         About Lime Energy

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

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

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


MARINA BIOTECH: Reports $904,000 Net Income for Second Quarter
--------------------------------------------------------------
Marina Biotech, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
applicable to common stockholders of $904,000 on $400,000 of
license and milestone revenue for the three months ended June 30,
2015, compared to net income applicable to common stockholders of
$3.9 million on $0 of license and milestone revenue for the same
period during the prior year.

For the six months ended June 30, 2015, the Company reported net
income applicable to common stockholders of $1.3 million on
$400,000 of license and milestone revenue compared to a net loss
applicable to common stockholders of $11.1 million on $0 of license
and milestone revenue for the same peirod in 2014.

As of June 30, 2015, the Company had $7.5 million in total assets,
$10 million in total liabilities and a $2.5 million total
stockholders' deficit.

"Marina Biotech continues to build momentum in 2015," stated J.
Michael French, president & chief executive officer of the company.
"Our near term focus is on closing licensing and partnering
transactions in order to bring in additional capital to move our
pipeline forward.  With our recent financing, I believe we have
enough runway to close those licensing and partnering transactions,
as well as to pursue some limited activities intended to advance
our preclinical programs.  Further, the recent FDA Fast Track
designation for CEQ508 has significantly increased the potential
value of this program and likely opened additional licensing
opportunities.  We are encouraged by our progress over the past
several months and believe the second half of 2015 will be
transformative for the company."

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

                       http://is.gd/NfZzRU

                       About Marina Biotech

Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation.  The Company's goal
is to improve human health through the development, either through
its own efforts or those of its collaboration partners and
licensees, of these nucleic acid-based therapeutics as well as the
delivery technologies that together provide superior treatment
options for patients.  The Company has multiple proprietary
technologies integrated into a broad nucleic acid-based drug
discovery platform, with the capability to deliver novel nucleic
acid-based therapeutics via systemic, local and oral
administration to target a wide range of human diseases, based on
the unique characteristics of the cells and organs involved in
each disease.

On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated.  As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its
executive officers, all of whom are either furloughed or working
on reduced salary.  As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.

Marina Biotech reported a net loss of $6.47 million on $500,000 of
license and other revenue for the year ended Dec. 31, 2014,
compared to a net loss of $1.57 million on $2.11 million of license
and other revenue in 2013.

Wolf & Company, P.C., in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing the Company has suffered
recurring losses from operations, has a significant accumulated
deficit and has been unable to raise sufficient capital to fund its
operations through the end of 2015.  This raises substantial doubt
about the Company's ability to continue as a going concern, the
auditors noted.


MILAGRO OIL: Hires Balmoral Advisory as Financial Advisor & Banker
------------------------------------------------------------------
Milagro Holdings, LLC and its debtor-affiliates seek authorization
from the U.S. Bankruptcy Court for the District of Delaware to
employ Balmoral Advisory Services LLC as financial advisor and
investment banker, effective July 15, 2015.

The Debtors require Balmoral Advisory to:

   (a) review and analyze the financial and operating statements
       of the Debtors;

   (b) develop tactics and strategies for negotiation with the
       Debtors' stakeholders, including holders of the existing
       debt obligations and other liabilities;

   (c) render financial advice and participate in meetings or
       negotiations with the Debtors' stakeholders in connection
       with any Restructuring Transaction;

   (d) assist the Debtors in evaluation, structuring and
       negotiating the terms and conditions of any Restructuring
       Transaction; and

   (e) provide the Debtors with other appropriate restructuring
       advice.

The Debtors agreed to pay Balmoral Advisory during the Chapter 11
Cases the following fees:

       -- Monthly Fee: A nonrefundable cash fee of $100,000.

       -- Transaction Fee: Concurrently with the closing of a
          Restructuring Transaction, Balmoral Advisory shall earn,

          and the Debtors shall pay to Balmoral Advisory, a cash
          fee of $800,000.

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

Prior to the commencement of the Chapter 11 Cases and under the
terms of the Engagement Agreement, the Debtors paid Balmoral
Advisory fees of $300,000 for services rendered.

Skip Victor, managing director of Balmoral Advisory, 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.

The Court for the District of Delaware will hold a hearing on the
application on Aug. 21, 2015, at 11:00 a.m.

Balmoral Advisory can be reached at:

       Skip Victor
       BALMORAL ADVISORY SERVICES LLC
       11150 Santa Monica Blvd., Ste 825
       Los Angeles, CA 90025
       Tel: (310) 421-1852
       E-mail: svictor@balmoralfunds.com

                          About Milagro Oil

Based in Houston, Texas, Milagro Oil & Gas, Inc. is an independent
oil and gas companies primarily engaged in the acquisition,
exploration, exploitation, development, production and sale of oil
and natural gas reserves.  Milagro's historic geographic focus has
been along the onshore Gulf Coast area, primarily in Texas,
Louisiana and Mississippi. Milagro has 1,200 wells in South Texas,
along the Gulf Coast and in Louisiana.

As of March 31, 2015, the book value of Milagro's total assets and
liabilities was approximately $390 million and $468 million,
respectively.  Milagro generated revenues of $153.1 million and
$23.5 million during the fiscal year ended Dec. 31, 2014 and the
three month period ended March 31, 2015, respectively.

On July 15, 2015, Milagro Oil & Gas, its parent Milagro Holdings,
LLC, and four affiliated entities each filed a voluntary petition
for relief under Chapter 11 of the United States Bankruptcy Code in
the United States Bankruptcy Court for the District of Delaware.
The cases are pending before the Honorable Kevin Gross and are
jointly administered under In re Milagro Holdings, Case No.
15-11520.

The Debtors tapped (i) Porter Hedges LLP as general counsel; (ii)
Young Conaway Stargatt & Taylor, LLP, as local counsel; (iii)
Zolfo Cooper, LLC, as restructuring advisors; and (iv) Prime Clerk
LLC as claims and noticing agent.

Noteholders that are parties to the RSA have tapped (i) Akin Gump
Strauss Hauer & Feld LLP, as legal counsel, (ii) Richards,
Layton & Finger, P.A., as Delaware legal counsel, and (iii)
Blackstone Advisory Partners L.P., as financial advisor.


MJC AMERICA: Has Approval to Use Cash Collateral Until March 2016
-----------------------------------------------------------------
MJC America, Ltd., and East West Bank sought for and obtained from
Judge Sandra R. Klein of the U.S. Bankruptcy Court for the Central
District of California approval of their seventh stipulation for
the Debtor's interim continued use of East West's cash collateral.

EWB asserts a blanket security interest in all of MJC's personal
property assets, including, its inventory, accounts receivable, and
MJC's deposit accounts with EWC to secure a credit facility owed to
EWB.  EWB has asserted a claim in the amount of
$2.1 million against the estate, which was guaranteed by some of
MJC's affiliates.

MJC and EWB have engaged in ongoing negotiations regarding the use
of cash collateral from the inception of the case, and have entered
into a series of six stipulations authorizing the use of cash
collateral through May 31, 2015.  The use of cash collateral was
further authorized through Sept. 17, 2015, by Court Order.

In the latest stipulation, the MJC and EWB agreed that the terms
and conditions of stipulation 6 remain in full force and effect,
except as follows:

     (a) the Operative Period is extended to the close of business
on March 31, 2016;

     (b) the monthly adequate protection payment made by Debtor to
EWB increases from $75,000 to $100,000, commencing with the payment
due on July 16, 2016;

     (c) MJC Supply, LLC. May, but is not required to make further
payments to EWB other than pursuant to the terms of its guaranty
which remains in effect;

     (d) if any payment required under this agreement is not timely
made or timely cured, MJC Supply, LLC. Will stipulate to the entry
of an Order authorizing its examination pursuant to Bankruptcy Rule
2004.

     (e) subject to approval by the Court and the Court's calendar,
MJC and EWB request that a further hearing on the Debtor's motion
for use of cash collateral be set for mid-March, 2016.

MJC America's attorneys can be reached at:

          David A. Tilem, Esq.
          Michael Avanesian, Esq.
          LAW OFFICES OF DAVID A. TILEM
          206 N. Jackson Street, Suite 201
          Glendale, CA 91206
          Telephone: (818)507-6000
          Facsimile: (818)507-6800
          E-mail: MichaelAvanesian@TilemLaw.com

East West Bank is represented by:

          Scott O. Smith, Esq.
          BUCHALTER NEMER, APL
          1000 Wilshire Boulevard, Suite 1500
          Los Angeles, CA 90017-1730
          Telephone: (213)891-5063
          Facsimile: (213)896-0400
          E-mail: ssmith@buchalter.com

                        About MJC America

MJC America, Ltd., doing business as Soleus Air System --
http://www.soleusair.com/-- which sells Soleus-branded air   
conditioners and heaters in the U.S., filed for Chapter 11
bankruptcy protection (Bankr. C.D. Cal. Case No. 13-39097) in Los
Angeles on Dec. 10, 2013.

The Debtor selected Law Offices of David A. Tilem ("TILEM") as its
general bankruptcy counsel.  Winston & Strawn LLP serves as
special litigation counsel.

MJC disclosed $14.0 million in total assets and $15.9 million in
liabilities in its schedules.  Accounts receivable of
$9.22 million and inventory of $4.12 million comprise most of the
assets.  East West Bank has a scheduled secured claim of $2.1
million on a line of credit, and Hong Kong Gree Electric
Appliances Sales, Ltd., is owed $4.07 million, but only $288,000
is secured.



MONTANA ELECTRIC: Bankruptcy Trust Sells $85M Natural-Gas Plant
---------------------------------------------------------------
The Associated Press reported that a little-used gas-fired power
plant built by the Southern Montana Electricity Generation and
Transmission Cooperative and at least partly blamed for the
wholesale electricity supplier's 2011 bankruptcy will be taken
apart and resold for its parts.

According to the report, citing officials, HGS Holding Trust
entered a dismantling and sale agreement with ProEnergy Solutions
for the 46-megawatt Highwood Generating Station near Great Falls.

Neither Trustee Dean Swick nor ProEnergy president of energy parts
solutions Bill Mars would disclose the price paid for the plant,
which SME borrowed $85 million to build, the report related.

                  About Southern Montana Electric

Based in Billings, Montana, Southern Montana Electric Generation
and Transmission Cooperative, Inc., was formed to serve five other
electric cooperatives.  The city of Great Falls later joined as
the sixth member.  Including the city, the co-op serves a
population of 122,000.  In addition to Great Falls, the service
area includes suburbs of Billings, Montana.

Southern Montana filed for Chapter 11 bankruptcy (Bankr. D.
Mont. Case No. 11-62031) on Oct. 21, 2011.  Southern Montana
estimated assets of $100 million to $500 million and estimated
debts of $100 million to $500 million.  Timothy Gregori signed the
petition as general manager.

Malcolm H. Goodrich, Esq., and Maggie W. Stein, Esq., at Goodrich
Law Firm, P.C., in Billings, Montana, serve as the Debtor's
counsel.

After filing for reorganization in October, the co-op agreed to a
request for appointment of a Chapter 11 trustee.  Lee A. Freeman
was appointed as the Chapter 11 trustee in December 2011.  He is
represented by Joseph V. Womack, Esq., at Waller & Womack, and
John Cardinal Parks, Esq., Bart B. Burnett, Esq., Robert M.
Horowitz, Esq., and Kevin S. Neiman, Esq., at Horowitz & Burnett,
P.C.

Harold V. Dye, Esq., at Dye & Moe, P.L.L.P., in Missoula, Montana,
represents the Unsecured Creditors' Committee as counsel.

On Nov. 26, 2013, the Bankruptcy Court removed Mr. Freeman as
Chapter 11 trustee for SME, at the behest of Fergus Electric
Cooperative Inc.  Judge Ralph Kirscher said changed circumstances,
such as agreement among the co-op's members on a liquidation plan,
eliminate the need for a trustee.

BankruptcyData reported that Southern Montana Electric Generation
& Transmission Cooperative's First Amended Chapter 11 Plan of
Reorganization, dated May 12, 2014, became effective; and the
Company emerged from Chapter 11 protection.  The Court confirmed
the Plan on June 20, 2014.


MONTREAL MAINE: Seeks to Recharacterize Notes, Recover $13.9M
-------------------------------------------------------------
Robert J. Keach, as the chapter 11 trustee of Montreal, Maine &
Atlantic Railway, Ltd., has filed with the Bankruptcy Court a
complaint seeking the avoidance and recovery of certain
unauthorized dividends and fraudulent transfers.

Specifically, the Chapter 11 Trustee asks the Court to
recharacterize certain notes as equity interests in the Debtor and
avoid the $13,862,165 payment made to certain investors under the
2011 Transactions as an improper dividend and recover the payment
for the estate.  In addition, the Trustee seeks to avoid the
payment made to certain investors under the 2011 Transactions as a
constructively fraudulent transfer pursuant to the Uniform
Fraudulent Transfer Act and recover the payment for the estate.
Alternatively, the Trustee seeks to avoid the payment made to
certain investors under the 2011 Transactions as an insider
preference and recover the payment for the estate.  The Trustee
also seeks avoid the payments made to Earlston under the Term B
Note as insider preferences and recover the payments for the
estate.

The Trustee states that the Investors contributed capital to the
Debtor allegedly in the form of loans, but the loans had the
substance and character of equity contributions, and were, in fact,
equity contributions.  Accordingly, the Notes should be
recharacterized as equity interests in the Debtor.

                      About Montreal Maine

Montreal, Maine & Atlantic Railway Ltd., operated the train that
derailed and exploded in July 2013, killing 47 people and
destroying part of Lac-Megantic, Quebec.

The Company sought bankruptcy protection (Bankr. D. Maine Case No.
13-10670) on Aug. 7, 2013, with the aim of selling its business.
Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co.,
meanwhile, filed for protection from creditors in Superior Court of
Quebec in Montreal.

Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson,
P.A., serves as Chapter 11 trustee.  Michael A. Fagone, Esq., and
D. Sam Anderson, Esq. serves as his counsel.  Development
Specialists, Inc., serves as his financial advisor; and Gordian
Group, LLC, serves as his investment banker.

Bankruptcy Judge Louis H. Kornreich presides over the U.S. case.
The law firm of Verrill Dana represents the Debtor in its
restructuring effort.

Justice Martin Castonguay oversees the case in Canada.  Andrew
Adessky at Richter Consulting was named CCAA monitor.  The CCAA
Monitor is represented by Sylvain Vauclair at Woods LLP.  MM&A
Canada is represented by Patrice Benoit, Esq., at Gowling LaFleur
Henderson LLP.

The U.S. Trustee appointed a four-member official committee of
derailment victims.  The Official Committee is represented by
Richard P. Olson, Esq., at Perkins Olson; and Luc A. Despins, Esq.,
at Paul Hastings LLP.

The unofficial committee of wrongful death claimants is represented
by George W. Kurr, Jr., Esq., at Gross, Minsky & Mogul, P.A.;
Daniel C. Cohn, Esq., at Murtha Cullina LLP; Peter J. Flowers,
Esq., at Meyers & Flowers, LLC; Jason C. Webster, Esq., at The
Webster Law Firm; and Mitchell A. Toups, Esq., at Weller, Green
Toups & Terrell LLP.

On Jan. 29, 2014, an ad hoc group of wrongful-death claimants
submitted a plan, which would give 75% of the $25 million in
available insurance to the families of those who died after an
unattended train derailed in Lac-Megantic, Quebec, in July.

Montreal, Maine & Atlantic Canada Co. ("MMA Canada"), the Canadian
unit of Chapter 11 debtor Montreal, Maine & Atlantic Railway Ltd.
("MMA"), on July 20, 2015, filed a Chapter 15 bankruptcy petition
(Bankr. D. Maine Case No. 15-20518) in Portland, Maine, to seek
recognition and enforcement in the U.S. of the order by the Quebec
Court approving MMA Canada's plan to pay off victims of the July
2013 derailment.

                           *     *     *

Robert J. Keach, Esq., Chapter 11 trustee of Montreal Maine &
Atlantic Railway Ltd., and the monitor expect that the Maine
Bankruptcy Court will convene a hearing on Aug. 20, 2015, at 9:00
a.m. (ET) to consider the petition for recognition as foreign
proceeding and related relief, and the monitor's motion for entry
of an order recognizing and enforcing the plan sanction order of
the Quebec Superior Court.

The Hon. Peter G. Cary of the U.S. Bankruptcy Court for the
District of Maine scheduled a hearing on Sept. 24, 2015, to confirm
the plan of liquidation dated July 7, 2015, filed by the Chapter 11
trustee.  The Chapter 11 plan will distribute C$275 million (US$220
million) to creditors, including families of the 48 people who died
during the 2013 trail derailment accident.



MONTREAL MAINE: Wheeling Deemed to Have $696K Superpriority Claim
-----------------------------------------------------------------
The Hon. Peter Gray has approved a stipulation between the Chapter
11 Trustee of Montreal, Maine & Atlantic Railway Ltd., and Wheeling
& Lake Erie Railway Company to enforce the cash collateral orders.
Under the cash collateral order, Wheeling is deemed to have an
allowed superpriority, administrative expense claim against the
estate in this Chapter 11 case in the amount of $695,641.  The
superpriority claim will not be subject to disallowance.

                      About Montreal Maine

Montreal, Maine & Atlantic Railway Ltd., operated the train that
derailed and exploded in July 2013, killing 47 people and
destroying part of Lac-Megantic, Quebec.

The Company sought bankruptcy protection (Bankr. D. Maine Case No.
13-10670) on Aug. 7, 2013, with the aim of selling its business.
Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co.,
meanwhile, filed for protection from creditors in Superior Court of
Quebec in Montreal.

Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson,
P.A., serves as Chapter 11 trustee.  Michael A. Fagone, Esq., and
D. Sam Anderson, Esq. serves as his counsel.  Development
Specialists, Inc., serves as his financial advisor; and Gordian
Group, LLC, serves as his investment banker.

Bankruptcy Judge Louis H. Kornreich presides over the U.S. case.
The law firm of Verrill Dana represents the Debtor in its
restructuring effort.

Justice Martin Castonguay oversees the case in Canada.  Andrew
Adessky at Richter Consulting was named CCAA monitor.  The CCAA
Monitor is represented by Sylvain Vauclair at Woods LLP.  MM&A
Canada is represented by Patrice Benoit, Esq., at Gowling LaFleur
Henderson LLP.

The U.S. Trustee appointed a four-member official committee of
derailment victims.  The Official Committee is represented by
Richard P. Olson, Esq., at Perkins Olson; and Luc A. Despins, Esq.,
at Paul Hastings LLP.

The unofficial committee of wrongful death claimants is represented
by George W. Kurr, Jr., Esq., at Gross, Minsky & Mogul, P.A.;
Daniel C. Cohn, Esq., at Murtha Cullina LLP; Peter J. Flowers,
Esq., at Meyers & Flowers, LLC; Jason C. Webster, Esq., at The
Webster Law Firm; and Mitchell A. Toups, Esq., at Weller, Green
Toups & Terrell LLP.

On Jan. 29, 2014, an ad hoc group of wrongful-death claimants
submitted a plan, which would give 75% of the $25 million in
available insurance to the families of those who died after an
unattended train derailed in Lac-Megantic, Quebec, in July.

Montreal, Maine & Atlantic Canada Co. ("MMA Canada"), the Canadian
unit of Chapter 11 debtor Montreal, Maine & Atlantic Railway Ltd.
("MMA"), on July 20, 2015, filed a Chapter 15 bankruptcy petition
(Bankr. D. Maine Case No. 15-20518) in Portland, Maine, to seek
recognition and enforcement in the U.S. of the order by the Quebec
Court approving MMA Canada's plan to pay off victims of the July
2013 derailment.

                           *     *     *

Robert J. Keach, Esq., Chapter 11 trustee of Montreal Maine &
Atlantic Railway Ltd., and the monitor expect that the Maine
Bankruptcy Court will convene a hearing on Aug. 20, 2015, at 9:00
a.m. (ET) to consider the petition for recognition as foreign
proceeding and related relief, and the monitor's motion for entry
of an order recognizing and enforcing the plan sanction order of
the Quebec Superior Court.

The Hon. Peter G. Cary of the U.S. Bankruptcy Court for the
District of Maine scheduled a hearing on Sept. 24, 2015, to confirm
the plan of liquidation dated July 7, 2015, filed by the Chapter 11
trustee.  The Chapter 11 plan will distribute C$275 million (US$220
million) to creditors, including families of the 48 people who died
during the 2013 trail derailment accident.



NATIONAL GEN HOLDINGS: A.M. Best Assigns bb Preferred Stock Rating
------------------------------------------------------------------
A.M. Best Co. has assigned an issue rating of "bb+" to the $100
million 7.625% subordinated notes to be issued by National General
Holdings Corp. (NGHC) (NASDAQ:NGHC), headquartered in New York, NY.
The offering may be increased to $115 million upon exercise of an
over-allotment option.  In addition, A.M. Best has assigned
indicative issue ratings of "bbb-" to senior unsecured debt, "bb+"
to subordinated debt and "bb" to junior subordinated debt and
preferred stock of the recently filed shelf registration of NGHC.
The outlook assigned to all ratings is stable.

Proceeds from the sale of the notes and a concurrent offering of
common equity will be used for general corporate purposes,
including strategic acquisitions, and to support current and future
policy writing. NGHC's adjusted debt to total capital ratio of
20.4% and adjusted debt to tangible capital ratio of 25.7%, based
on a $100 million debt issuance and a $200 million equity raise,
are within A.M. Best's guidelines for the rating. A.M. Best
anticipates NGHC's coverage ratios to remain well supportive of the
current ratings.

The assigned indicative ratings of securities that may be issued
under NGHC's shelf registration are consistent with the current
issuer credit rating (ICR) of "bbb-" of NGHC. NGHC's ICR, its
existing issue ratings and the ratings of NGHC's operating
insurance subsidiaries are unchanged.


NEPHROS INC: Has 5.1 Million Shares Resale Prospectus
-----------------------------------------------------
Nephros, Inc. filed a Form S-1 registration statement with the
Securities and Exchange Commission relating to the offer and sale
of up to 5,150,000 shares of common stock, par value $0.001, of
Nephros, Inc., by Lincoln Park Capital Fund, LLC, the selling
stockholder.

The Company is not selling any securities under this prospectus and
will not receive any of the proceeds from the sale of shares by the
selling stockholder.

The Company will pay the expenses incurred in registering the
shares, including legal and accounting fees.

Shares of the Company's common stock are quoted on the OTCQB
operated by the OTC Markets Group, Inc. under the symbol "NEPH." On
___, 2015, the last reported sale price of the Company's common
stock on the OTCQB was $____ per share.
A full-text copy of the Form S-1 prospectus is available at:

                      http://is.gd/ZBl0PK

                         About Nephros

River Edge, N.J.-based Nephros, Inc., is a commercial stage
medical device company that develops and sells high performance
liquid purification filters.  Its filters, which it calls
ultrafilters, are primarily used in dialysis centers and
healthcare facilities for the production of ultrapure water and
bicarbonate.

Nephros reported a net loss of $7.37 million on $1.74 million of
total net revenues for the year ended Dec. 31, 2014, compared to
net income of $1.32 million on $1.74 million of total net revenues
for the year ended Dec. 31, 2013.

As of June 30, 2015, the Company had $3.4 million in total assets,
$9.3 million in total liabilities and a stockholders' deficit of
$5.9 million.

Withum Smith+Brown PC, in Morristown, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
negative cash flow from operations and recurring net losses since
inception.  These conditions, among others, raise substantial doubt
about its ability to continue as a going concern.


NET ELEMENT: Incurs $2.3 Million Net Loss in Second Quarter
-----------------------------------------------------------
Net Element, Inc. filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing
a net loss attributable to common stock of $2.3 million on $6.9
million of net revenues for the three months ended June 30, 2015,
compared to net income attributable to common stock of $1.3 million
on $4.9 million of net revenues for the same period during the
prior year.

For the six months ended June 30, 2015, the Company reported a net
loss attributable to common stock of $4.5 million on $12.4 million
of net revenues compared to a net loss attributable to common stock
of $2.2 million on $9.7 million of net revenues for the same period
a year ago.

As of June 30, 2015, the Company had $25.8 million in total assets,
$14.5 million in total liabilities, and total stockholders' equity
of $11.2 million.

"We're pleased with our continued growth in revenues and strong
performance in our underlying operating metrics," commented Oleg
Firer, CEO.  "With the completion of PayOnline acquisition and
appointment of Dave Chester as CEO of Unified payments we are
positioned for growth in United States and key emerging markets."

In an effort to present a more comparative period on period
analysis, we have adjusted net loss to remove the effects of
non-cash share based compensation and gains / losses from non-cash
debt activities including extinguishment, derivative activity and
restructuring.

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

                        http://is.gd/2zAqcf

                         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.

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.


NORANDA ALUMINUM: S&P Revises Outlook to Neg. & Affirms 'B-' CCR
----------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Franklin, Tenn.-based Noranda Aluminum Holding Corp. to
negative from stable.  At the same time, S&P affirmed the 'B-'
corporate credit rating on Noranda.

S&P also affirmed its issue-level ratings on subsidiary Noranda
Aluminum Acquisition Corp.'s senior secured term loan at 'B-' and
senior unsecured notes at 'CCC'.  S&P's recovery rating of '3' on
the term loan and '6' on the notes are unchanged.  The '3' recovery
rating indicates S&P's expectation of meaningful recovery (50% to
70%; at the lower end of the range) of principal and the '6'
recovery rating indicates S&P's expectation of a negligible
recovery (0% to 10%) of principal in the event of payment default.

"The negative outlook on Noranda is based on our expectation that
weakness in the aluminum market will persist, which will continue
to affect operating performance and liquidity.  We expect the
company to draw down its existing cash balance as free cash flow
remains negative over the next 12 months," said Standard & Poor's
credit analyst Michael Maggi.  "Furthermore, we expect the
borrowing base on Noranda's ABL facility could decrease if the
company draws down its existing inventory, which could negatively
affect overall liquidity."

S&P could lower its rating if it concludes the company's capital
structure is not sustainable or liquidity is deemed "less than
adequate," under S&P's criteria, possibly as a result of an
accelerated cash burn rate due to depressed aluminum prices for an
extended period of time or a sharp increase in energy costs.  S&P
could also lower its rating if the ABL facility becomes current or
if the EBITDA interest coverage ratio falls notably below 1x.

S&P could raise its rating if aluminum prices are sustained at a
higher level than S&P expects, allowing Noranda to deleverage more
substantially than S&P's base-case scenario indicates.
Specifically, this could occur if debt to EBITDA were sustained
below 5x while also generating FOCF on a consistent basis.



ONE SOURCE: Can Make Adequate Protection Payments to Ally
---------------------------------------------------------
U.S. Bankruptcy Judge Russell F. Nelms has approved an agreed order
regarding adequate protection and the automatic stay between Ally
Financial and One Source Industrial Holdings, LLC.

The Creditor asserts a perfected purchase money security interest
in a total of five 2013 Dodge Ram 2500 vehicles.

As a condition for the use of the Vehicles, the Debtor will pay
adequate protection payments of $2,150.94 monthly beginning August
1, 2015 and will continue to pay on the 1st day of each consecutive
month until the Effective Date of Debtor's Chapter 11 Plan or as
provided in any order regarding confirmation of the Debtor's
Chapter 11 Plan.  In the event that Debtor surrenders the Vehicles
or files a Chapter 11 Plan to surrender the Vehicles, the automatic
stay shall immediately terminate as to the Vehicles.

                   About One Source Industrial

One Source Industrial Holdings, LLC, and One Source Industrial LLC
are both limited liability companies that are part of a corporate
family of affiliated companies.

One Source Industrial Holdings holds equipment utilized by various
related entities which provide rental equipment and industrial
services to businesses in the oil and gas, refining, manufacturing,
pipeline, shipping, and construction industries.  The types of
equipment possessed by One Source include, e.g., hazardous material
transportation vehicles, frac tanks, tank trailers, barrel mix tank
and vacuum tankers, air machines, and waste and other industrial
boxes and tanks.  Industrial provides executive management,
accounting, and overhead services for Holdings.

One Source Holdings sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014.
One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 15-400038) on Jan. 4, 2015.

On Jan. 9, 2015, the Court approved the joint administration of the
Debtors' cases for procedural purposes only.

Holdings' case is assigned to Judge Russell F. Nelms.

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

The Debtors are represented by J. Robert Forshey, Esq., and Suzanne
K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas.

No creditor's committee has been appointed in the cases.  Further,
no trustee or examiner has been requested or appointed in the
Debtors' Chapter 11 cases.



ONE SOURCE: Can Make Adequate Protection Payments to Stearns Bank
-----------------------------------------------------------------
U.S. Bankruptcy Judge Russell F. Nelms has entered into an agreed
order regarding adequate protection and the automatic stay between
Stearns Bank and One Source Industrial Holdings, LLC.

The Creditor asserts a perfected purchase money security interest
in three Freightliner M2 Trucks.

As adequate protection for the Debtor's use of the Trucks, the
Debtor shall pay adequate protection payments to Creditor of
$1,960.80 monthly beginning July 15, 2015, and will continue to pay
$1,960.80 on the 15th day of each consecutive month until the
Effective Date of Debtor's Chapter 11 Plan or as provided in any
order regarding confirmation of the Debtor's Chapter 11 Plan.

                   About One Source Industrial

One Source Industrial Holdings, LLC, and One Source Industrial LLC
are both limited liability companies that are part of a corporate
family of affiliated companies.

One Source Industrial Holdings holds equipment utilized by various
related entities which provide rental equipment and industrial
services to businesses in the oil and gas, refining, manufacturing,
pipeline, shipping, and construction industries.  The types of
equipment possessed by One Source include, e.g., hazardous material
transportation vehicles, frac tanks, tank trailers, barrel mix tank
and vacuum tankers, air machines, and waste and other industrial
boxes and tanks.  Industrial provides executive management,
accounting, and overhead services for Holdings.

One Source Holdings sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014.
One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 15-400038) on Jan. 4, 2015.

On Jan. 9, 2015, the Court approved the joint administration of the
Debtors' cases for procedural purposes only.

Holdings' case is assigned to Judge Russell F. Nelms.

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

The Debtors are represented by J. Robert Forshey, Esq., and Suzanne
K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas.

No creditor's committee has been appointed in the cases.  Further,
no trustee or examiner has been requested or appointed in the
Debtors' Chapter 11 cases.



ONE SOURCE: Can Pay Adequate Protection to Mercedes-Benz
--------------------------------------------------------
U.S. Bankruptcy Judge Russell F. Nelms has approved an agreed order
regarding adequate protection and the automatic stay between
Mercedes-Benz Financial Services USA LLC and One Source Industrial
Holdings, LLC.

The Creditor asserts a perfected purchase money security interest
in a 2014 Freightliner 122SD, Vehicle Identification Number
3AKJGNBG4EDFV9956.

As a condition for the use of the vehicle, the Debtor shall pay
adequate protection payments of $1,000.00 monthly beginning May 20,
2015 and will continue to pay on the 20th day of each consecutive
month until the Effective Date of Plan.  If the Debtor fails to
make any payment required pursuant to the terms of this Agreed
Order, Creditor shall send a written notification, via first class
mail, postage pre-paid, to Debtor of the failure to make the
payment.  The Debtor shall have 10 days from the date the written
notification is sent to cure the arrearage in full.  Failure to
cure the arrearage in full is an event of default pursuant to the
terms of this Agreed Order.

After two written notifications are sent, failure of the Debtor to
make any payment pursuant to this Agreed Order on or before said
payment is due is an event of default pursuant to the terms of this
Agreed Order.  In the event that the Debtor surrenders the vehicle
or files a Chapter 11 Plan to surrender the vehicle, the automatic
stay shall immediately terminate.

                   About One Source Industrial

One Source Industrial Holdings, LLC, and One Source Industrial LLC
are both limited liability companies that are part of a corporate
family of affiliated companies.

One Source Industrial Holdings holds equipment utilized by various
related entities which provide rental equipment and industrial
services to businesses in the oil and gas, refining, manufacturing,
pipeline, shipping, and construction industries.  The types of
equipment possessed by One Source include, e.g., hazardous material
transportation vehicles, frac tanks, tank trailers, barrel mix tank
and vacuum tankers, air machines, and waste and other industrial
boxes and tanks.  Industrial provides executive management,
accounting, and overhead services for Holdings.

One Source Holdings sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014.
One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 15-400038) on Jan. 4, 2015.

On Jan. 9, 2015, the Court approved the joint administration of the
Debtors' cases for procedural purposes only.

Holdings' case is assigned to Judge Russell F. Nelms.

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

The Debtors are represented by J. Robert Forshey, Esq., and Suzanne
K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas.

No creditor's committee has been appointed in the cases.  Further,
no trustee or examiner has been requested or appointed in the
Debtors' Chapter 11 cases.



ONE SOURCE: Has Access to BankDirect Premium Finance Deal
---------------------------------------------------------
U.S. Bankruptcy Judge Russell F. Nelms has authorized One Source
Industrial Holdings, LLC, to enter into a postpetition insurance
premium finance and security agreement from BankDirect.

                   About One Source Industrial

One Source Industrial Holdings, LLC, and One Source Industrial LLC
are both limited liability companies that are part of a corporate
family of affiliated companies.

One Source Industrial Holdings holds equipment utilized by various
related entities which provide rental equipment and industrial
services to businesses in the oil and gas, refining, manufacturing,
pipeline, shipping, and construction industries.  The types of
equipment possessed by One Source include, e.g., hazardous material
transportation vehicles, frac tanks, tank trailers, barrel mix tank
and vacuum tankers, air machines, and waste and other industrial
boxes and tanks.  Industrial provides executive management,
accounting, and overhead services for Holdings.

One Source Holdings sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-44996) in Ft. Worth, Texas, on Dec. 16, 2014.
One Industrial sought Chapter 11 bankruptcy protection (Bankr. N.D.
Tex. Case No. 15-400038) on Jan. 4, 2015.

On Jan. 9, 2015, the Court approved the joint administration of the
Debtors' cases for procedural purposes only.

Holdings' case is assigned to Judge Russell F. Nelms.

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

The Debtors are represented by J. Robert Forshey, Esq., and Suzanne
K. Rosen, Esq., at Forshey & Prostok, LLP, in Ft. Worth, Texas.

No creditor's committee has been appointed in the cases.  Further,
no trustee or examiner has been requested or appointed in the
Debtors' Chapter 11 cases.



ONE SOURCE: Wells Fargo Wants Extension of Adequate Protection
--------------------------------------------------------------
Wells Fargo Equipment Finance, Inc., asks the United States
Bankruptcy Court for the Northern District of Texas, Fort Worth
Division, to extend its order directing One Source Industrial
Holdings, LLC, to provide adequate protection payments.

Wells Fargo, under a Combination Loan and Security Agreement dated
December 4, 2012, and other related loan documents, holds a claim
as of the petition date against the Debtor of $468,709, plus
interest, fees, and other costs and charges to the extent permitted
under applicable law.

The Court previously issued an Adequate Protection Order for Wells
Fargo, which order provides for, among other things, monthly
adequate-protection payments of $7,500 to Wells Fargo for April
2015, May 2015, and June 2015.  The Order also allows the parties
to extend and modify the terms of the Order.

Wells Fargo explained that the extension of the adequate protection
order is for continued monthly adequate-protection payments before
the effective date of a confirmed plan proposed by the Debtor,
which is consistent with the extensions of adequate protection the
Debtor has agreed to with other creditors.

Written response must be submitted on or before August 31, 2015.

One Source Industrial Holdings, LLC, is represented by:

          J. Robert Forshey, Esq.
          Suzanne K. Rosen, Esq.
          FORSHEY & PROSTOK LLP
          777 Main St., Suite 1290
          Fort Worth, TX 76102
          Tel: (817) 877-8855
          Fax: (817) 877-4151
          Email: bforshey@forsheyprostok.com
                 srosen@forsheyprostok.com

Caterpillar Financial Services Corporation is represented by:

          John Mayer, Esq.
          ROSS, BANKS, MAY, CRON & CAVIN, P.C.
          2 Riverway, Suite 700
          Houston, TX 77056
          Tel: (713) 626-1200
          Fax: (713) 623-6014
          Email:  jmayer@rossbanks.com

Wells Fargo Equipment Finance, Inc. is represented by:
          
          Erik Weiting Hsu, Esq.
          Frasher Murphy, Esq.
          WINSTEAD PC
          2728 N. Harwood Street
          Dallas, TX 75201
          Tel: (214) 745-5400
          Fax: (214) 745-5390
          Email: whsu@winstead.com
                 fmurphy@winstead.com

                     About One Source Industrial

One Source Industrial Holdings, LLC, and One Source Industrial LLC
are both limited liability companies.  One Source Industrial
Holdings holds equipment utilized by various related entities which
provide rental equipment and industrial services to businesses in
the oil and gas, refining, manufacturing, pipeline, shipping, and
construction industries.  Industrial provides executive management,
accounting, and overhead services for Holdings.

One Source Holdings sought Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-44996) on Dec. 16, 2014.  One Industrial
sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No.
15-400038) on Jan. 4, 2015.  

Judge Russell F. Nelms presides over the Holdings' case.  J. Robert
Forshey, Esq., and Suzanne K. Rosen, Esq., at Forshey & Prostok,
LLP, represents the Debtors.  The Debtors tapped EJC Ventures LP as
financial consultant.

The Debtor disclosed $12,036,897 in assets and $15,890,063 in
liabilities as of the Chapter 11 filing.

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


OPTIM ENERGY: Court Vacates Stay of July 30 Confirmation Order
--------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware vacated an order staying the order confirming
Optim Energy, LLC, et al.'s Third Amended Joint Plan of
Reorganization, and held that the confirmation order be immediately
effective and enforceable.

Following entry of the Confirmation Order, Blackstone Group LP
filed a notice of appeal of the Confirmation Order and asked the
Bankruptcy Court to stay the Confirmation Order pending appeal.
The Court implemented a stay of the Confirmation Order through Aug.
20, 2015.  Following entry of the Stay Order, the Debtors,
Blackstone and Cascade Investment, L.L.C., and ECJV Holdings, LLC,
negotiated a resolution of issues between the parties, including
the Appeal and issues related to the Confirmation Stay.

As part of that resolution, the parties have agreed that the
Confirmation Stay should be lifted.  In addition, the parties asked
the District Court to stay the Plan Confirmation Appeals, subject
to further order of the District Court and revival if the
settlement is not consummated.

Joseph Checkler, The Wall Street Journal, reported that Optim
Energy LLC will pay Blackstone Group LP $5 million to settle their
fight in the Texas power-plant operator’s bankruptcy case in
exchange for Blackstone dropping its appeal of Optim’s
court-approved plan to exit bankruptcy.

According to the report, in an Aug. 9 filing with U.S. Bankruptcy
Court in Wilmington, Del., Optim said the deal will stop all
litigation between the sides and will serve as the backbone to a
liquidation plan for the six bankrupt Optim entities that weren’t
included in a broader reorganization plan approved by a judge late
last month.  That proposal kept Optim in the hands of Bill Gates's
private investment firm, Cascade Investment, the Journal said.

The report added that crucially, Blackstone will drop a $190
million claim it had made for so-called rejection damages.

The U.S. District Court for the District of Delaware stayed the
appeal and all related deadlines are stayed pending further order
of the District Court.

                       About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is
coal-fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

The Debtors' attorneys can be reahed at:

         MORRIS, NICHOLS, ARSHT & TUNNELL LLP
         Robert J. Dehney, Esq.
         Eric D. Schwartz, Esq.
         Erin R. Fay, Esq.
         1201 North Market Street, 16th Floor
         P.O. Box 1347
         Wilmington, DE 19899
         Tel: (302) 658-9200
         Fax: (302) 658-3989
         E-mail: rdehney@mnat.com
                 eschwartz@mnat.com
                 efay@mnat.com

Optim Energy, LLC scheduled $6.95 million in assets and $717
million in liabilities.  Optim Energy Cedar Bayou 4, LLC,
disclosed $184 million in assets and $718 million in liabilities as
of the Chapter 11 filing.  The Debtors have $713 million of
outstanding principal indebtedness.

The U.S. Trustee for Region 3 was unable to appoint an official
committee of unsecured creditors in the Debtors' cases.

Walnut Creek is represented by Michael W. Yurkewicz, Esq., at
Klehr Harrisison Harvey Branzburg LLP, in Wilmington, Delaware;
Paul M. Basta, P.C., Esq., Joshua A. Sussberg, P.C., Esq., and
Matthew Kapitanyan, Esq., at Kirkland & Ellis LLP, in New York; and
James A. Stempel, Esq., at Kirkland & Ellis LLP, in Chicago,
Illinois.

Cascade Investment, L.L.C., and ECJV Holdings are represented by
Margaret Whiteman Greecher, Esq., Pauline K. Morgan, Esq., and
Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP,
in Wilmington, Delaware; and Lindsee P. Granfield, Esq., and Jane
VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP, in New
York.

                            *     *     *

Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware on July 30, 2015, issued a findings of fact,
conclusions of law and order confirming the Third Amended Joint
Plan of Reorganization of Optim Energy Altura Cogen, LLC, and Optim
Energy Cedar Bayou 4, LLC.

The Reorganizing Debtors owned interests in and operated, in whole
or in part, three power plants in eastern Texas -- one coal-fired
power plant (the Twin Oaks Plant) and two gas-fired power plants
(the Altura Cogen Plant and the Cedar Bayou Plant).

Judge Shannon, on May 19, approved the Disclosure Statement
explaining the Reorganization Plan, which provides that holders of
Allowed General Unsecured Claims are being offered Cash equal to
75% of their Allowed Claims if the Class of Claims accepts the
applicable Subplan, and an additional 20% in Cash for any holders
that do not opt out of the release contained in Section 10.03 of
the Third Amended Plan.  The potential for 25% impairment cannot be
characterized as artificial.  There are approximately 60 to 70
holders of General Unsecured Claims against Altura Cogen (totaling
approximately $800,000 to $900,000) and two holders of General
Unsecured Claims against Cedar Bayou (totaling approximately
$400,000 to $500,000). Each Estate has non-insider creditor
classes.


OPTIM ENERGY: Exclusive Solicitation Period Extended to Oct. 12
---------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended the exclusive plan filing period of
Optim Energy, LLC, et al., through and including Aug. 12, 2015, and
the exclusive plan solicitation period through and including Oct.
12, 2015.

On June 22, 2015, Walnut Creek Mining Company filed a statement in
response to the Exclusivity Motion.  No other or further responses
or objections to the Exclusivity Motion were filed or have been
received.  Following the filing of the Statement, the Debtors and
Blackstone have resolved the issues related to the Exclusivity
Motion and the Statement.

                       About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is
coal-fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

The Debtors' attorneys can be reahed at:

         MORRIS, NICHOLS, ARSHT & TUNNELL LLP
         Robert J. Dehney, Esq.
         Eric D. Schwartz, Esq.
         Erin R. Fay, Esq.
         1201 North Market Street, 16th Floor
         P.O. Box 1347
         Wilmington, DE 19899
         Tel: (302) 658-9200
         Fax: (302) 658-3989
         E-mail: rdehney@mnat.com
                 eschwartz@mnat.com
                 efay@mnat.com

Optim Energy, LLC scheduled $6.95 million in assets and $717
million in liabilities.  Optim Energy Cedar Bayou 4, LLC,
disclosed $184 million in assets and $718 million in liabilities as
of the Chapter 11 filing.  The Debtors have $713 million of
outstanding principal indebtedness.

The U.S. Trustee for Region 3 was unable to appoint an official
committee of unsecured creditors in the Debtors' cases.

Walnut Creek is represented by Michael W. Yurkewicz, Esq., at
Klehr Harrisison Harvey Branzburg LLP, in Wilmington, Delaware;
Paul M. Basta, P.C., Esq., Joshua A. Sussberg, P.C., Esq., and
Matthew Kapitanyan, Esq., at Kirkland & Ellis LLP, in New York; and
James A. Stempel, Esq., at Kirkland & Ellis LLP, in Chicago,
Illinois.

Cascade Investment, L.L.C., and ECJV Holdings are represented by
Margaret Whiteman Greecher, Esq., Pauline K. Morgan, Esq., and
Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP,
in Wilmington, Delaware; and Lindsee P. Granfield, Esq., and Jane
VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP, in New
York.

                            *     *     *

Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware on July 30, 2015, issued a findings of fact,
conclusions of law and order confirming the Third Amended Joint
Plan of Reorganization of Optim Energy Altura Cogen, LLC, and Optim
Energy Cedar Bayou 4, LLC.

The Reorganizing Debtors owned interests in and operated, in whole
or in part, three power plants in eastern Texas -- one coal-fired
power plant (the Twin Oaks Plant) and two gas-fired power plants
(the Altura Cogen Plant and the Cedar Bayou Plant).

Judge Shannon, on May 19, approved the Disclosure Statement
explaining the Reorganization Plan, which provides that holders of
Allowed General Unsecured Claims are being offered Cash equal to
75% of their Allowed Claims if the Class of Claims accepts the
applicable Subplan, and an additional 20% in Cash for any holders
that do not opt out of the release contained in Section 10.03 of
the Third Amended Plan.  The potential for 25% impairment cannot be
characterized as artificial.  There are approximately 60 to 70
holders of General Unsecured Claims against Altura Cogen (totaling
approximately $800,000 to $900,000) and two holders of General
Unsecured Claims against Cedar Bayou (totaling approximately
$400,000 to $500,000). Each Estate has non-insider creditor
classes.


OPTIM ENERGY: Files Joint Liquidation Plan for 6 Debtors
--------------------------------------------------------
Optim Energy, LLC, OEM 1, LLC, Optim Energy Marketing, LLC, Optim
Energy Generation, LLC, Optim Energy Twin Oaks GP, LLC and Optim
Energy Twin Oaks, LP, filed with the U.S. Bankruptcy Court for the
District of Delaware a Chapter 11 joint plan of liquidation, which
incorporates a plan support agreement.

The discussions leading to the PSA, entered into among the Debtors,
Cascade Investment, L.L.C. and ECJV Holdings, LLC, Black Walnut
Mining, LLC, Lonestar Generation LLC, Major Oak Power, LLC, The
Blackstone Group L.P., and Walnut Creek Mining Company, was meant
to (a) implement an unopposed plan of reorganization for the
remaining Debtors, (b) resolve Blackstone's Appeals of the
Confirmation Order and various orders relating to confirmation of
the Third Amended Plan, and (c) resolve the various claims that
Blackstone has asserted.

In general terms, the PSA contemplates as follows:

   * On the Effective Date, Blackstone will receive (i) a Cash
payment of $3,121,899 in full satisfaction of the WC 503(b)(9)
Claim; and (ii) an Allowed General Unsecured Claim in the amount of
$3,932,376 for which it will receive a total Cash payment of
$1,478,101 in full satisfaction of the Blackstone General Unsecured
Claims.

   * Blackstone's $190 million WC Rejection Damages Claim will
receive no recovery, and will be discharged under the terms of the
Plan.

   * Blackstone's Appeals will be held in abeyance pending
confirmation and consummation of the Third Amended Plan and the new
Plan contemplated by the PSA.  Once the Plan is effective, the
Appeals will be dismissed with prejudice.

If approved by this Court, the PSA provides a full and final
settlement of all of the Blackstone Claims and an end to ongoing
litigation with Blackstone in these Chapter 11 Cases on all fronts.
With respect to the Debtors' other creditors and equity holders,
the Plan will be substantially similar to the Debtors' Second
Amended Joint Chapter 11 Plan Of Reorganization related to the
Liquidating Debtors, although adding Optim Generation as a Merging
Debtor.  The Debtors tell the Court that ultimately, the PSA marks
the beginning of a smooth and swift path toward confirmation and
consummation of the Plan for the remaining six Debtors, and will
provide much-needed closure in these Chapter 11 Cases for the
benefit of the Debtors' estates, creditors, and other parties in
interest.

A full-text copy of the Liquidation Plan dated Aug. 12 is available
at http://bankrupt.com/misc/OPTIMpsa0813.pdf

A full-text copy of the plan support agreement dated Aug. 13 is
available at http://is.gd/rcKCvt

                       About Optim Energy

Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market.  Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas.  The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is
coal-fired.

Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.

The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.

The Debtors' attorneys can be reahed at:

         MORRIS, NICHOLS, ARSHT & TUNNELL LLP
         Robert J. Dehney, Esq.
         Eric D. Schwartz, Esq.
         Erin R. Fay, Esq.
         1201 North Market Street, 16th Floor
         P.O. Box 1347
         Wilmington, DE 19899
         Tel: (302) 658-9200
         Fax: (302) 658-3989
         E-mail: rdehney@mnat.com
                 eschwartz@mnat.com
                 efay@mnat.com

Optim Energy, LLC scheduled $6.95 million in assets and $717
million in liabilities.  Optim Energy Cedar Bayou 4, LLC,
disclosed $184 million in assets and $718 million in liabilities as
of the Chapter 11 filing.  The Debtors have $713 million of
outstanding principal indebtedness.

The U.S. Trustee for Region 3 was unable to appoint an official
committee of unsecured creditors in the Debtors' cases.

Walnut Creek is represented by Michael W. Yurkewicz, Esq., at
Klehr Harrisison Harvey Branzburg LLP, in Wilmington, Delaware;
Paul M. Basta, P.C., Esq., Joshua A. Sussberg, P.C., Esq., and
Matthew Kapitanyan, Esq., at Kirkland & Ellis LLP, in New York; and
James A. Stempel, Esq., at Kirkland & Ellis LLP, in Chicago,
Illinois.

Cascade Investment, L.L.C., and ECJV Holdings are represented by
Margaret Whiteman Greecher, Esq., Pauline K. Morgan, Esq., and
Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP,
in Wilmington, Delaware; and Lindsee P. Granfield, Esq., and Jane
VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP, in New
York.

                            *     *     *

Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware on July 30, 2015, issued a findings of fact,
conclusions of law and order confirming the Third Amended Joint
Plan of Reorganization of Optim Energy Altura Cogen, LLC, and Optim
Energy Cedar Bayou 4, LLC.

The Reorganizing Debtors owned interests in and operated, in whole
or in part, three power plants in eastern Texas -- one coal-fired
power plant (the Twin Oaks Plant) and two gas-fired power plants
(the Altura Cogen Plant and the Cedar Bayou Plant).

Judge Shannon, on May 19, approved the Disclosure Statement
explaining the Reorganization Plan, which provides that holders of
Allowed General Unsecured Claims are being offered Cash equal to
75% of their Allowed Claims if the Class of Claims accepts the
applicable Subplan, and an additional 20% in Cash for any holders
that do not opt out of the release contained in Section 10.03 of
the Third Amended Plan.  The potential for 25% impairment cannot be
characterized as artificial.  There are approximately 60 to 70
holders of General Unsecured Claims against Altura Cogen (totaling
approximately $800,000 to $900,000) and two holders of General
Unsecured Claims against Cedar Bayou (totaling approximately
$400,000 to $500,000). Each Estate has non-insider creditor
classes.


PARKVIEW ADVENTIST: Court Enters 3rd Interim Order on Cash Use
--------------------------------------------------------------
Judge Peter G. Cary of the U.S. Bankruptcy Court for the District
of Maine, issued a third interim order, allowing Debtor Parkview
Adventist Medical Center to use cash collateral for the sole
purpose of providing the Court with sufficient time to enter a
final order on the Debtor's Cash Collateral Motion following the
evidentiary hearing scheduled on July 27, 2015.

Judge Cary authorized the Debtor to use the assets, identified in
its motion as cash collateral, on an interim basis during the
period August 1, 2015 to August 10, 2014.  Judge Cary held that the
grant of authority was not to be deemed a finding that any of the
Debtor's assets do in fact or in law constitute cash collateral.

In the Third Interim Order, the right of the Debtor to assert that
none of those assets constitute cash collateral, as well as the
rights of Central Maine Healthcare Corporation and any other
party-in-interest to claim that a portion of the Debtor's assets
are cash collateral, were expressly preserved.

Prior to the issuance of the Third Interim Order, the Debtor and
Maine Health and Higher Educational Facilities Authority entered
into a stipulation regarding the Debtor's use of the cash
collateral.  Under the stipulation, MHHEFA gave its binding and
irrevocable consent to the Debtor's use of cash collateral for the
duration of the Debtor's bankruptcy case.  In consideration for
MHHEFA's consent, the Debtor acknowledged that it would not
challenge the existence, validity or enforceability of MHHEFA's
claimed liens at that time or via its Cash Collateral Motion. The
Debtor and MHHEFA agreed to reserve their rights regarding the
issue of the existence, validity or enforceability of MHHEFA's
claimed liens, and MHHEFA consented to the adjudication of the
issues concerning its claimed liens in the context of (I) an
adversary proceeding, which may be commenced by the Debtor or
MHHEFA at any time; or (ii) in the context of confirmation of a
plan of reorganization filed by the Debtor.

Parkview Adventist Medical Center is represented by:

          George J. Marcus, Esq.
          Jennie L. Clegg, Esq.
          David C. Johnson, Esq.
          Andrew C. Helman, Esq.
          MARCUS, CLEGG & MISTRETTA, P.A.
          One Canal Plaza, Suite 600
          Portland, ME 04101
          Telephone: (207)828-8000
          E-mail: gmarcus@mcm-law.com
                  jclegg@mcm-law.com
                  djohnson@mcm-law.com
                  ahelman@mcm-law.com

Maine Health and Higher Educational Facilities Authority is
represented by:

          James E. Mitchell, Esq.
          MITCHELL & DAVIS, P.A.
          86 Winthrop Street – Suite 1,
          Augusta, ME 04330-5566
          Telephone: (207)622-6339
          E-mail: jim@mitchellanddavis.com

              About Parkview Adventist Medical Center

Parkview Adventist Medical Center, a Maine non-profit corporation,
operates the Parkview Hospital, a faith-based acute care community
hospital located in Brunswick, Maine, affiliated with the Seventh
Day Adventist Church.  Its mission is to provide services
supporting the physical, emotional and spiritual wellness of its
patients.

Parkview sought Chapter 11 protection (Bankr. D. Maine Case No.
15-20442) in Portland, Maine, on June 16, 2015.  The case is
assigned to Judge Peter G Cary.

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

The deadline for filing claims is Oct. 7, 2015.  The Debtor's plan
and disclosure statement are due Oct. 14, 2015.

The meeting of creditors under 11 U.S.C. Sec. 341(a) was slated for
July 9, 2015.

The Debtor is represented by George J. Marcus, Esq., at Marcus,
Clegg & Mistretta, PA, in Portlane, Maine.



PARKVIEW ADVENTIST: Verrill Dana Approved to Handle Healthcare Law
------------------------------------------------------------------
The Hon. Peter G. Cary of the U.S. Bankruptcy Court for the
District of Maine authorized Parkview Adventist Medical Center, a
Maine Not-For-Profit Corporation, to employ Verrill Dana LLP as
special counsel.

Verrill Dana's personnel who will be responsible in the engagement
will include Richard Moon, Esq., Jeffrey Heidt, Esq., Katherine
Healy, Esq., and other attorneys and paraprofessionals.

Verrill Dana is expected to perform legal services including,
without limitation, representation of the Debtor in the areas of
(i) healthcare law issues, including state licensure and
certificate of need laws and regulations; federal anti-kickback,
and Stark law issues; negotiation of joint venture contracts with
physicians and other healthcare providers in the context of
co-management arrangements; federal and state payment program rules
and regulations including Medicare, Medicaid and Tricare
reimbursement and payment laws and regulations; physician
recruitment and IRS rules relating thereto and to physician
compensation and joint venture rules for non-profit tax-exempt
organizations; payment and contract negotiations with managed care
organizations; physician credentialing, physician contracting and
disciplinary issues; medical staff bylaws issues; federal and state
privacy and confidentiality laws and regulations; rules under
ERISA; and other state and federal rules and regulations relating
to the operation of hospitals, clinics and medical practices,
including EMTALA, and vendor disputes, (ii) certain aspects of
mergers and acquisitions, particularly as they relate to healthcare
issues, (iii) labor and employment matters, and (iv) real estate
matters.

William K. Harrington, U.S. Trustee, in response to the motion,
stated that the application to employ contains a very broad
description of the services Verrill Dana has historically (for at
least 15 years) provided to the Debtor.

The Debtor supplemented their application noting that Verrill Dana
was performing immediately prior to the Petition Date on matters
and issues that will have ongoing significance postpetition as:

   1. health care matters; and
   2. employment and employee benefits matters.

                     About Parkview Adventist

Parkview Adventist Medical Center, a Maine non-profit corporation,
operates the Parkview Hospital, a faith-based acute care community
hospital located in Brunswick, Maine, affiliated with the Seventh
Day Adventist Church.  Its mission is to provide services
supporting the physical, emotional and spiritual wellness of its
patients.

Parkview sought Chapter 11 protection (Bankr. D. Maine Case No.
15-20442) in Portland, Maine, on June 16, 2015.  The case is
assigned to Judge Peter G Cary.

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

According to the docket, the appointment of a health care ombudsman
is due by July 16, 2015.  The deadline for filing claims is Oct. 7,
2015.  The Debtor's plan and disclosure statement are due Oct. 14,
2015.

The Debtor is represented by George J. Marcus, Esq., at Marcus,
Clegg & Mistretta, PA, in Portlane, Maine.



PATRIOT COAL: W.Va. Officials Object to Bankruptcy Plan
-------------------------------------------------------
The Associated Press reported that West Virginia environmental
regulators say Patriot Coal's bankruptcy plan would leave the
company with no assets to cover hundreds of millions of dollars in
mine pollution cleanup.

According to the report, attorneys for the Department of
Environmental Protection wrote that Patriot's plan would expose
people to public health and safety risks.  DEP attorneys said the
plan appears to favor New York hedge funds and leave little to no
ability for Patriot to pay to reclaim land and treat acid mine
drainage and other water pollution, the report related.

                     About Patriot Coal

Patriot Coal Corporation is a producer and marketer of coal in the
United States.  Patriot and its subsidiaries control 1.4 billion
tons of proven and probable coal reserves -- including owned and
leased assets in the Central Appalachia basin (in West Virginia
and
Ohio) and Southern Illinois basin (in Kentucky and Illinois) and
their operations consist of eight active mining complexes in West
Virginia.

Patriot Coal first sought Chapter 11 protection on July 9, 2012,
and, on Dec. 18, 2013, won approval of its bankruptcy-exit plan
from the U.S. Bankruptcy Court for the Eastern District of
Missouri.  The plan turned over most of the ownership of the
company to bondholders that include New York hedge fund Knighthead
Capital Management LLC.  The linchpins of the plan were a global
settlement among the Debtors, the United Mine Workers of America,
and two third parties -- Peabody Energy Corporation and Arch Coal,
Inc. -- and a commitment by a consortium of creditors, led by
Knighthead, to backstop two rights offerings that funded the plan.

Patriot Coal Corporation and its subsidiaries commenced new
Chapter
11 cases (Bankr. E.D. Va. Lead Case No. 15-32450) in Richmond,
Virginia, on May 12, 2015.  The cases are assigned to Judge Keith
L. Phillips.

The Debtors tapped Kirkland & Ellis LLP as counsel; Kutak Rock
L.L.P., as co-counsel; Centerview Partners LLC as investment
bankers; Alvarez & Marsal North America, LLC, as restructuring
advisors; and Prime Clerk LLC, as claims and administrative agent.

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

On June 22, 2015, Joseph Bean, Patriot Coal's senior
vice-president, was designated by the court to perform the duties
imposed upon the company by the Bankruptcy Code.  This designation
will remain in effect during the entire pendency of Patriot Coal's
case until altered by order of the court.

Patriot Coal estimated more than $1 billion in assets and debt.


PHYSICAL PROPERTY: Incurs HK$216,000 Net Loss in Second Quarter
---------------------------------------------------------------
Physical Property Holdings Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss and total comprehensive loss of HK$216,000 on HK$234,000
of total operating revenues for the three months ended June 30,
2015, compared to a net loss and total comprehensive loss of
HK$251,000 on HK$243,000 of total operating revenues for the same
period a year ago.

For the six monnths ended June 30, 2015, the Company reported a net
loss and total comprehensive loss of HK$370,000 on HK$522,000 of
total operating revenues compared to a net loss and total
comprehensive loss of HK$429,000 on HK$520,000 of total operating
revenues for the same period in 2014.

As of June 30, 2015, the Company had HK$9.2 million in total
assets, HK$11.9 million in total liabilities, all current, and a
total stockholders' deficit of $2.7 million.

Cash and cash equivalent balances as of June 30, 2015, and
Dec. 31, 2014, were HK$22,000 (US$3,000) and HK$63,000,
respectively.

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

                     http://is.gd/FBohlQ

                Physical Property Holdings Inc.

Physical Property disclosed a net loss and comprehensive loss of
HK$820,000 on HK$1.05 million of rental revenue for the year ended
Dec. 31, 2014, compared with a net loss and comprehensive loss of
HK$459,000 on HK$1.05 million of rental revenue for the year ended
Dec. 31, 2013.

Mazars CPA Limited, in Hong Kong, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company had a negative working
capital as of Dec. 31, 2014, and incurred loss for the year then
ended, which raised substantial doubt about its ability to continue
as a going concern.


PLUG POWER: Amends 7.8 Million Shares Resale Prospectus
-------------------------------------------------------
Plug Power Inc. filed with the Securities and Exchange Commission
an amended Form S-3 registration statement 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, or the held by
it.  

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 full-text copy of the Form S-3/A is available for free at:

                         http://is.gd/78Ed0r

                          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 June 30, 2015, Plug Power had $182.9 million in total assets,
$40.2 million in total liabilities, $1.1 million in redeemable
preferred stock and $141.5 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, funding the growth in our
GenKey "turn-key" solution which also includes the installation of
our customer's hydrogen infrastructure as well as delivery of the
hydrogen molecule, 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; attaining positive gross margins; 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 ability
of our customers to obtain financing to support commercial
transactions; our ability to obtain financing arrangements to
support the sale or leasing of our products and services to
customers; 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 new research and development programs;
and changes in our strategy or our planned activities.  If we are
unable to fund our operations with positive cash flows and cannot
obtain external financing, we may not be able to sustain future
operations.  As a result, we may be required to delay, reduce
and/or cease our operations and/or seek bankruptcy protection," the
Company said in its quarterly report for the period ended
June 30, 2015.


PMC MARKETING: PRASA's Bid to Dismiss Suit Granted
--------------------------------------------------
Judge Brian K. Tester of the United States Bankruptcy Court for the
District of Puerto Rico granted Autoridad de Acueductos y
Alcantarillados' motion to dismiss the lawsuit filed by Noreen
Wiscovitch-Rentas, the Chapter 7 trustee for PMC Marketing
Corporation.

The defendant submitted the defense of insufficiency of service of
process, asserting that the Chapter 7 Trustee addressed the
complaint and summons to an individual not authorized to receive
summons on behalf of the defendant in accordance with Federal Rule
of Bankruptcy Procedure 7004.  The defendant pointed out that
attorney Walesca Diaz, the in-house attorney handling the case upon
whom summons for the defendant were served, is not per se the
administrative manager or general agent of the defendant.

Judge Tester held that Diaz, an in-house counsel for the defendant,
does not have adequate commanding discretion arising to the level
of that in a Chief Executive Officer or a General Counsel, and
cannot be said to be a managing or general agent of the defendant.
As such, Judge Tester concluded that the plaintiff has not met her
burden for service requirements.

The case is IN RE: PMC MARKETING CORP, Chapter 7, Debtor(s) NOREEN
WISCOVITCH RENTAS, CHAPTER 7 TRUSTEE Plaintiff v. AUTORIDAD DE
ACUEDUCTOS Y ALCANTARILLADOS Defendant(s), CASE NO. 09-02048,
ADVERSARY NO. 12-00126 (Bankr. D.P.R.).

A full-text copy of Judge Tester's July 30, 2015 opinion and order
is available at http://is.gd/xsKvUlfrom Leagle.com.

                 About PMC Marketing

PMC Marketing Corp. filed a Chapter 11 bankruptcy petition (Bankr.
D.P.R. Case No. 09-02048) on March 18, 2009.  The case was
converted into a Chapter 7 proceeding on May 19, 2010.  On May 20,
2010, Noreen Wiscovitch-Rentas was appointed the Chapter 7 trustee.


POSITIVEID CORP: Incurs $2.9 Million Net Loss in Second Quarter
---------------------------------------------------------------
PositiveID Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.9 million on $51,000 of revenue for the three months ended
June 30, 2015, compared to a net loss of $1.1 million on $420,000
of revenue for the same period during the prior year.

For the six months ended June 30, 2015, the Company reported a net
loss of $6.8 million on $182,000 of revenue compared to a net loss
of $3.4 million on $420,000 of revenue for the same p0eriod a year
ago.

As of June 30, 2015, the Company had $1.5 million in total assets,
$12.9 million in total liabilities and a stockholders' deficit of
$11.4 million.

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

                       http://is.gd/Wb8WSF

                        About PositiveID

Delray Beach, Fla.-based PositiveID Corporation has historically
developed, marketed and sold RFID systems used for the
identification of people in the healthcare market.  Beginning in
early 2011, the Company has focused its strategy on the growth of
its HealthID business, including the continued development of its
GlucoChip, its Easy Check breath glucose detection device, its
iglucose wireless communication system, and potential strategic
acquisition opportunities of businesses that are complementary to
its HealthID business.

PositiveID reported a net loss attributable to common stockholders
of $8.22 million on $945,000 of revenue for the year ended
Dec. 31, 2014, compared with a net loss attributable to common
stockholders of $13.33 million on $0 of revenue for the year ended
Dec. 31, 2013.

Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014.  The accounting firm noted that
the Company reported a net loss, and used cash for operating
activities of approximately $8.61 million and $2.57 million
respectively, in 2014.  At Dec. 31, 2014, the Company had a working
capital deficiency, stockholders' deficit and accumulated deficit
of approximately $8.076 million, $8.45 million and $133 million,
respectively.


PREFERRED PROPPANTS: S&P Revises Outlook to Neg. & Affirms 'B' CCR
------------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its rating
outlook on Radnor, Pa.-based Preferred Proppants LLC to negative
from stable.

At the same time, S&P affirmed its 'B' corporate credit rating on
the company and its 'B+' issue-level rating on the company's $350
million first-lien term loan due 2020.  S&P's recovery rating on
the first-lien debt remains '2', indicating its expectation for
substantial (70% to 90%; upper half of the range) recovery in the
event of a payment default.

"The negative rating outlook reflects our view that Preferred
Proppants' EBITDA and cash flows will trend lower, driving leverage
higher over the next 12 months as a result of lower demand and
weaker pricing for frac sand," said Standard & Poor's credit
analyst Ryan Gilmore.

S&P could lower the rating if it no longer deemed liquidity to be
adequate or if debt to EBITDA were sustained at 8x or above.  This
could occur if end market demand or prices materially decline.  A
negative rating action could also occur if the company increases
leverage to fund dividends or if the company engages in other debt
financed shareholder friendly actions.

An upgrade is unlikely given the lack of end market diversity,
elevated leverage, and private equity ownership.  However, S&P
could raise the rating if the company achieved a sustainable
improvement in credit measures, with leverage of less than 5x and
FFO to debt more than 12%.



PRESCOTT VALLEY EVENTS: Arizona Arena Enters Chapter 11
-------------------------------------------------------
Prescott Valley Events Center, LLC, owner of an arena known as the
Prescott Valley Events Center in Prescott Valley, Arizona, sought
Chapter 11 protection to address operational issues and restructure
its overwhelming debt.

Sean B. Fain, president of J A Flats, Inc., explains that the
Center provides an extremely important function in hosting sports
and entertainment events not only for the Prescott Valley community
but for the entire Northern Arizona area. Due to the downturn in
the national and local economies, and to the burden of now-resolved
securities litigation with the bondholders, the Debtor has
struggled since its inception to cover its expenses and, in
particular, to provide debt service on $35 million bonds.  With the
economy improving and the securities litigation now settled, the
Debtor believes that it may be able to establish a sustainable
business over time, subject to obtaining a new major tenant for the
Center, such as a minor league hockey team.

The bankruptcy filing and the need for reorganization were
precipitated by the Chapter 7 bankruptcy case of Global
Entertainment Corporation, which had acted as the Debtor's managing
member and as the manager of the Center.

In 2014, Global filed a Chapter 7 bankruptcy case in the District
of Nevada.  As of Jan. 26, 2015, Global's membership interests in
the Debtor and its interests under the Management Agreement were
transferred by the Chapter 7 Trustee to J A Flats, Inc. ("Flats
I").  Thereafter, the membership interests in the Debtor were
reconstituted, with Flats I acting as the manager of PVEC and
holding a 1% membership interest therein and with J A Flats II,
Inc. ("Flats II"), holding 99% of the membership interests in PVEC.
Flats I now manages the Center.

Since the acquisition of Global's rights and interests in January
2015, the current management of PVEC has determined that PVEC
cannot continue to operate the Center without obtaining relief
under Chapter 11 of the Bankruptcy Code.

                         Bonds in Default

The Center is located on property owned by the Entertainment Center
Community Facilities District ("District"), which leases the Center
to the Debtor under a long-term Lease, with the term expiring on
October 2, 2031. The rental for the Center consists of $1 per year,
plus payment of all obligations due the Industrial Development
Authority of the County of Yavapai ("IDA"), as the issuer of
certain bonds in the aggregate principal amount of $35,000,000
("Bonds"). Upon termination of the Lease with the District, title
to the Center reverts to PVEC.

The obligations under the Bonds are and have been in default.  The
Debtor believes that the Bondholders and/or the Trustee under the
Indenture may initiate collection remedies, thus depriving the
Debtor of its ability to maintain its going concern value for the
benefit of all creditors (including the Bondholders) and the
bankruptcy estate.

When Flats I assumed management of the Center and of PVEC in late
January 2015, it immediately focused on increasing operational
efficiency and obtaining new event contracts in order to increase
revenues.  However, it was recognized that the Center's and PVEC's
deficits could not be rectified immediately and without
reorganization and restructuring.  Ultimately, the Debtor concluded
that the respite provided by a Chapter 11 proceeding would give it
the ability to address operational issues and restructure its
overwhelming debt in order to preserve the Center as a going
concern for the benefit of creditors and the community.

                        First Day Motions

The Debtor on the Petition Date filed motions or applications to:

   -- hire Dickinson Wright, PLLC, as attorneys;
   -- access postpetition financing;
   -- grant adequate assurance of payment to utilities; and
   -- maintain its existing bank accounts.

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

   http://bankrupt.com/misc/Prescott_V_1st_Day_Affidavit.pdf

                About Prescott Valley Events Center

Prescott Valley Events Center, LLC, was formed in 2005 to construct
and operate a multi-purpose sports and entertainment arena known as
the Prescott Valley Events Center in Prescott Valley, Arizona. The
Center opened in 2006 and plays host to concerts, community events,
trades shows, and sporting events, including several high school
championships.  Until 2014, the Center served as the home of the
Arizona Sundogs (CHL) ice hockey team.  The Center's seating
capacity is 6,200 for concerts, 4,810 for hockey, and 5,100 for
basketball.

The original members of PVEC were Prescott Valley Signature
Entertainment, LLC, and Global Entertainment Corporation, which
each owned 50 percent of the membership interests in PVEC.

PVEC sought Chapter 11 protection in Prescott, Arizona (Bankr. D.
Ariz. Case No. 15-10356) on Aug. 14, 2015.  The case is assigned to
Judge Madeleine C. Wanslee.

The Debtor tapped Carolyn J. Johnsen, Esq., and William Novotny,
Esq., at Dickinson Wright PLLC, in Phoenix, as counsel.

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


PRESCOTT VALLEY EVENTS: Has $300,000 DIP Loan From Owner
--------------------------------------------------------
Prescott Valley Events Center, LLC, is asking the U.S. Bankruptcy
Court for the District of Arizona for approval to obtain
postpetition financing in the amount not to exceed $300,000 from
Fain Signature Group, LLC.

Since January 2015 and prior to the bankruptcy filing, FSG has
advanced funds to the Debtor on an unsecured basis to pay for
various operational needs.  The members of FSG include the Fain
Companies, LLC in which Sean B. Fain is a member.  Since January
2015, FSG has advanced not less than $500,000 to PVEC. The Debtor
is still in need of those funds.

To that end, FSG has agreed to provide a loan of up to $300,000,
secured solely by the receipt of an administrative priority claim
in the bankruptcy case.  The terms of the loan call for 8% per
annum interest and a maturity date of the lesser of one year, the
effective date of plan confirmation, or conversion to Chapter 7.

Carolyn J. Johnsen, Esq., at Dickinson Wright PLLC, relates that
the Debtor has considered other possible financing options;
however, obtaining the Loan from FSG provides the most expedient
manner by which to obtain the needed funds.  FSG is familiar with
the operations of the business and already has served as a source
of funding.  The Debtor believes any other lender would require
security which the Debtor is not prepared to offer.

According to Ms. Johnsen, the estate will benefit from the Loan in
that operations will be preserved.  She says this is critical as
the Debtor formulates its plan.  Creditors, according to Ms.
Johnsen, will not be harmed by the financing proposal.

The DIP financing provides for these terms:

   * Amount of Credit Line: $300,000 to be used for general
corporate purposes.

  * Term: the lesser of one year, effective date of plan
confirmation, or conversion to Chapter 7.

  * Repayment: at plan confirmation.

  * Rate: 8% per annum.

  * Security: Administrative priority claim.

  * Draws: As needed (anticipated to be up to $55,000 per month)
commencing immediately after the approval of the DIP Financing
Motion and each month thereafter.

                About Prescott Valley Events Center

Prescott Valley Events Center, LLC, was formed in 2005 to construct
and operate a multi-purpose sports and entertainment arena known as
the Prescott Valley Events Center in Prescott Valley, Arizona. The
Center opened in 2006 and plays host to concerts, community events,
trades shows, and sporting events, including several high school
championships.  Until 2014, the Center served as the home of the
Arizona Sundogs (CHL) ice hockey team.  The Center's seating
capacity is 6,200 for concerts, 4,810 for hockey, and 5,100 for
basketball.

The original members of PVEC were Prescott Valley Signature
Entertainment, LLC, and Global Entertainment Corporation, which
each owned 50 percent of the membership interests in PVEC.

PVEC sought Chapter 11 protection in Prescott, Arizona (Bankr. D.
Ariz. Case No. 15-10356) on Aug. 14, 2015.  The case is assigned to
Judge Madeleine C. Wanslee.

The Debtor tapped Carolyn J. Johnsen, Esq., and William Novotny,
Esq., at Dickinson Wright PLLC, in Phoenix, as counsel.

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


PRESCOTT VALLEY EVENTS: Proposes Dickinson Wright as Counsel
------------------------------------------------------------
Prescott Valley Events Center, LLC, asks the U.S. Bankruptcy Court
for the District of Arizona for authority to hire Dickinson Wright
PLLC as its counsel in connection with the Debtor's Chapter 11
bankruptcy case.

The Debtor understands that Dickinson Wright will seek
compensation, to the extent that the Debtor does not have
sufficient funds, from Fain Signature Group, LLC at its regular
hourly rates for attorneys and paraprofessionals and reimbursement
of expenses incurred on the Debtor's behalf, subject to prior Court
approval after notice and hearing.

The fees billed by Dickinson Wright for services in the case will
be at its standard hourly rates of $310 to $600 per hour for
attorney time. The principal attorneys presently designated to
represent the Debtor and those attorneys' agreed upon hourly rates
are:

                                Hourly Rate
                                -----------
         Carolyn J. Johnsen        $600
         William Novotny           $490

Neither Dickinson Wright nor any of its partners or associates,
insofar as the Debtor has been able to ascertain, and except as
disclosed in Johnsen's verified statement, represent any interest
adverse to the Debtor, its estate, or creditors, in the matters
upon which the firm is to be engaged.  Dickinson Wright is a
"disinterested person," as the Debtor understands this term to be
defined, within the meaning of 11 U.S.C. Sec. 101(14) and 101(31),
as modified by Sec. 1103(b).

Ms. Johnsen disclosed that Dickinson Wright has previously
represented Fain Signature Group, LLC, and Prescott Valley
Signature Entertainment, LLC in securities litigation arising from
the issuance of bonds.  

Fain Signature Group, LLC is a creditor of PVEC and will be
providing debtor-in-possession financing to PVEC.  She avers that
the foregoing won't present a material conflict with the firm's
representation of the Debtor.

                About Prescott Valley Events Center

Prescott Valley Events Center, LLC, was formed in 2005 to construct
and operate a multi-purpose sports and entertainment arena known as
the Prescott Valley Events Center in Prescott Valley, Arizona.  The
Center opened in 2006 and plays host to concerts, community events,
trades shows, and sporting events, including several high school
championships.  Until 2014, the Center served as the home of the
Arizona Sundogs (CHL) ice hockey team.  The Center's seating
capacity is 6,200 for concerts, 4,810 for hockey, and 5,100 for
basketball.

The original members of PVEC were Prescott Valley Signature
Entertainment, LLC, and Global Entertainment Corporation, which
each owned 50 percent of the membership interests in PVEC.

PVEC sought Chapter 11 protection in Prescott, Arizona (Bankr. D.
Ariz. Case No. 15-10356) on Aug. 14, 2015.  The case is assigned to
Judge Madeleine C. Wanslee.

The Debtor tapped Carolyn J. Johnsen, Esq., and William Novotny,
Esq., at Dickinson Wright PLLC, in Phoenix, as counsel.

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


PRONERVE HOLDINGS: Katz & Luxenburg OK'd to Provide Tax Services
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Pronerve Holdings, LLC, et al., to employ Katz & Luxenburg, LLC,
to provide tax preparation services.

In a supplement to their application, the Debtors said that K&L
will provide tax preparation services for 2015, well as to certain
nondebtor affiliates, including Norman Wang MD Inc., ProNerve
Physicians (WI), Ltd., PN Founder Holdings, and Riverside Friendly
Neurology, Inc., for whom the Debtors have in the past paid the
costs of preparing such affiliates' tax returns.

The Debtors noted that preparation of the nondebtor tax returns is
included in the $15,000 flat fee that K&L has requested as
compensation for preparing the requested debtor and nondebtor 2015
income tax returns.  The $15,000 flat fee is approximately half the
amount the firm that previously provided tax preparation services
for the Debtors would have charged for the same
services.

As reported in the Troubled Company Reporter on July 17, 2015,
the Debtors originally tapped K&L to prepare certain of the
Debtors' 2015 federal and state income tax returns, as set forth in
the Engagement Letter.  Katz & Luxenburg's requested compensation
for preparing the requested 2015 income tax returns is a flat fee
in the amount of $15,000.

Samuel N. Luxenburg of Katz & Luxenburg 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.

                        About ProNerve Holdings

Founded in 2008, ProNerve is headquartered in a suburb of Denver,
Colorado.  ProNerve and certain affiliated practice entities
provide intraoperative neurophysiologic monitoring ("IOM") services
to health systems, acute care hospitals, specialty hospitals,
ambulatory surgical centers, surgeons, and physician groups in more
than 25 states.

ProNerve Holdings, LLC and its affiliates sought Chapter 11
protection (Bankr. D. Del. Case No. 15-10373) on Feb. 24, 2015,
with a deal to sell assets to SpecialtyCare IOM Services, LLC for
a credit bid of $35 million.

The cases are assigned to Judge Kevin J. Carey.



PWS NORTHBROOK: Case Summary & 4 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: PWS Northbrook, LLC
        700-10 Landwehr Rd.
        Northbrook, IL 60062

Case No.: 15-28061

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: August 17, 2015

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

Judge: Hon. Donald R Cassling

Debtor's Counsel: David T Grisamore, Esq.
                  LAW OFFICES OF DAVID T GRISAMORE
                  309 W Washington, Ste 500
                  Chicago, IL 60606
                  Tel: 312 589-5817
                  Fax: 312 589-5870
                  Email: david@grisamorelaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Paul Swanson, member.

List of Debtor's four Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Sperry Van Ness                      Real Estate        $65,250
                                     Commission

CHP Landwehr, LLC                  Unsecured portion   $200,000
                                   of foreclosure
                                     judgement

All Point Property Services, Inc.    Trade Debt          $5,577

Key Engineering Group, Ltd.          Trade Debt          $3,450


QUEST SOLUTION: Incurs $285,000 Net Loss in Second Quarter
----------------------------------------------------------
Quest Solution, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $285,000 on $13.5 million of total revenues for the three months
ended June 30, 2015, compared to a net loss of $262,000 on $7.4
million of total revenues for the same period during the prior
year.

For the six months ended June 30, 2015, the Company reported a net
loss of $707,500 on $24.2 million of total revenues compared to a
net loss of $15,900 on $17 million of total revenues for the same
period a year ago.

As of June 30, 2015, the Company had $35.3 million in total assets,
$34.1 million in total liabilities, and a $1.2 million total
stockholders' equity.

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

                        http://is.gd/JWPKHY

                       About Quest Solution

Quest Solution (formerly known as Amerigo Energy, Inc.) is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions.  The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services.  The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references.  Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.

Quest Solution reported net income of $302,000 on $37.3 million of
total revenues for the year ended Dec. 31, 2014, compared with a
net loss of $1.12 million on $4,070 of total revenues for the year
ended Dec. 31, 2013.


QUICKSILVER RESOURCES: Net Loss Widens to $171.8M in Q2 2015
------------------------------------------------------------
Quicksilver Resources Inc. filed with the Securities and Exchange
Commission its second quarter financial report on Form 10-Q for the
quarterly period ended June 30, 2015.

For the three months ended June 30, 2015, Quicksilver reported
total revenue of $63,375,000 compared to $118,032,000 for the same
period in 2014.  For the six months ended June 30, 2015,
Quicksilver posted $168,132,000 compared to $209,818,000 for the
same period in 2014.

Net loss widened to $171,819,000 for the three months ended June
30, 2015, from $36,095,000 for the same period in 2014.
Quicksilver said net loss widened to $287,506,000 for the six
months ended June 30, 2015, from $94,928,000 for the same period
last year.

Quicksilver said that since the Chapter 11 filings, its principal
sources of liquidity have been limited to cash flow from operations
and cash on hand. As of June 30, 2015, the Company held cash and
cash equivalents of $200.2 million.

"Although we believe our cash flow from operations and cash on hand
will be adequate to meet the short‑term operating costs of our
existing business, there are no assurances that our cash flow from
operations and cash on hand will be sufficient to continue to fund
our operations or to allow us to continue as a going concern until
a Chapter 11 plan is confirmed by the Bankruptcy Court or other
alternative restructuring transaction is approved by the Bankruptcy
Court and consummated," the Company said. "Our long-term liquidity
requirements, the adequacy of our capital resources and our ability
to continue as a going concern are difficult to predict at this
time and ultimately cannot be determined until a Chapter 11 plan
has been confirmed, if at all, by the Bankruptcy Court. In addition
to the cash requirements necessary to fund ongoing operations, we
have incurred and expect that we will continue to incur significant
professional fees and other costs in connection with the
administration of the Chapter 11 proceedings.

A copy of the Form 10-Q Report is available at http://is.gd/ts7vSS

                        About Quicksilver

Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane.  Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.

The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana.  The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc., is headquartered in Calgary, Alberta.

Quicksilver Resources Inc. and certain of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 15-10585) on March 17, 2015.
Quicksilver's Canadian subsidiaries were not included in the
chapter 11 filing.

The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP
in the U.S. and Bennett Jones in Canada.  Richards Layton & Finger,
P.A., is legal co-counsel in the Chapter 11 cases.  Houlihan Lokey
Capital, Inc. is serving as financial advisor.
Garden City Group Inc. is the claims and noticing agent.

The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and total
stockholders' deficit of $1.14 billion.

The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.  The Committee is represented by:

     Landis Rath & Cobb LLP
     Richard S. Cobb, Esq.
     Matthew B. McGuire, Esq.
     Joseph D. Wright, Esq.
     919 Market Street, Suite 1800
     Wilmington, DE 19801
     Telephone: (302) 467-4400
     Facsimile: (302) 467-4450

          - and -

     Paul Weiss Rifkind Wharton & Garrison LLP
     Andrew N. Rosenberg, Esq.
     Elizabeth R. McColm, Esq.
     Adam M. Denhoff, Esq.
     1285 Avenue of the Americas
     New York, NY 10019
     Telephone: (212) 373-3000
     Facsimile: (212) 757-3990

                           *     *     *

The Debtors have been given exclusive right to file a bankruptcy
plan through Oct. 13, 2015.


QUICKSILVER RESOURCES: Says $6.4 Billion in Claims Filed
--------------------------------------------------------
Quicksilver Resources Inc. disclosed that as of July 31, 2015,
approximately 489 claims totaling about $6.4 billion had been filed
with the U.S. Bankruptcy Court against the U.S. Debtors by the
deadline for filing proofs of claim.  Quicksilver expects new and
amended claims to be filed in the future, including claims amended
to assign values to claims originally filed with no designated
value.

"Through the claims resolution process we have identified, and we
expect to continue to identify many claims that we believe should
be disallowed by the Bankruptcy Court because they are duplicative,
have been later amended or superseded, are without merit, are
overstated or for other reasons," the Company said. "We will file
objections with the Bankruptcy Court as necessary for claims we
believe should be disallowed."

"Through the claims resolution process, differences in amounts
scheduled by the U.S. Debtors and claims filed by creditors will be
investigated and resolved, including through the filing of
objections with the Bankruptcy Court where appropriate. In light of
the number and amount of claims filed, the claims resolution
process may take considerable time to complete, and we expect that
it will continue after our emergence from bankruptcy. Accordingly,
the ultimate number and amount of allowed claims is not presently
known, nor can the ultimate recovery with respect to allowed claims
be presently ascertained."

                        About Quicksilver

Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane.  Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.

The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana.  The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc., is headquartered in Calgary, Alberta.

Quicksilver Resources Inc. and certain of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 15-10585) on March 17, 2015.
Quicksilver's Canadian subsidiaries were not included in the
chapter 11 filing.

The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP
in the U.S. and Bennett Jones in Canada.  Richards Layton & Finger,
P.A., is legal co-counsel in the Chapter 11 cases.  Houlihan Lokey
Capital, Inc. is serving as financial advisor.  Garden City Group
Inc. is the claims and noticing agent.

The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and total
stockholders' deficit of $1.14 billion.

The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.  The Committee is represented by Landis Rath &
Cobb LLP's Richard S. Cobb, Esq., Matthew B. McGuire, Esq., and
Joseph D. Wright, Esq.; and Paul Weiss Rifkind Wharton & Garrison
LLP's Andrew N. Rosenberg, Esq., Elizabeth R. McColm, Esq., and
Adam M. Denhoff, Esq.

                           *     *     *

The Debtors have been given exclusive right to file a bankruptcy
plan through Oct. 13, 2015.


RECOVERY CENTERS: BoA Wants Continuing Lien on Sale Proceeds
------------------------------------------------------------
Bank of America, N.A., objects on a limited basis to Recovery
Centers of King County's second motion to approve the sale of real
properties.

The Debtor seeks Court approval for the sale of three properties:
(i) 464 12th Ave. S., Seattle, Washington; (ii) 1701 18th Ave. S.,
Seattle Washington; and (iii) 505 Washington Ave. S., Kent,
Washington.  

The Bank does not object in principal to the sale of the Debtor's
real property, or the proposed sale prices.  However, the Bank
asserts that in light of the fact that serial sales are
contemplated and no one sale will satisfy the Bank's first priority
secured interest in the Debtor's Real Property, each sale order
approving a sale free and clear of the Bank's first priority
secured interest the Debtor's Real Property must provide adequate
protection to the Bank.  This should be in the form of a continuing
lien on the proceeds of each sale, according to the Bank.  Further,
the Bank contends that each proposed sale order should clarify that
the net sale proceeds turned over to the Bank will be in partial
satisfaction of the Bank's secured claim, until the Bank's secured
claim is paid in full.

Each proposed sale order contemplates a $200,000 carve-out in favor
of the estate.  It is unclear whether the estate is seeking a
single $200,000 carve-out, or $600,000 total in carve-outs.  This
should be clarified.

With respect to the $200,000 carve-out in favor of the estate
contemplated by each proposed order, there is an insufficient
showing to demonstrate the propriety of the request.  While a
carve-out from sale proceeds of a secured creditor's collateral may
be appropriate under some circumstances, the estate has not
adequately demonstrated $200,000 is the correct amount.  There is
no factual basis in the Motion or supporting papers establishing
that $200,000 was incurred in preserving, protecting, and
liquidating Debtor's Real Property.  No carve-out should be allowed
in connection with sale of Debtor's Real Property absent an
adequate showing of what amounts are properly subject to
carve-out.

Bank of America is represented by:

         MILLER NASH GRAHAM & DUNN LLP
         Brad A. Goergen, Esq.
         Mark D. Northrup, Esq.
         Tel: (206) 624-8300
         E-mail: brad.goergen@millernash.com
                 mark.northrup@millernash.com

                      About Recovery Centers

Recovery Centers of King County -- http://www.rckc.org/-- provided
Central Seattle and South King County residents with a continuum of
care for those who suffer with alcoholism or other drug addiction.

RCKC filed a Chapter 11 case (Bankr. W.D. Wash. Case No. 15-13060)
on May 15, 2015.  

Judge Timothy W. Dore presides over the case.  The Debtor tapped
Jeffrey B Wells, Esq., at Wells and Jarvis, P.S., in Seattle, as
counsel.

The Debtor's Chapter 11 plan contemplates the sale of its real
estate located at 464 - 12th Ave S, Seattle, Washington, 1701 18th
Ave. S, Seattle, WA and 505 Washington Ave. S., Kent, Washington.
The Debtor will sell real property located at 464 12th Avenue, in
Seattle, Washington, to Low Income Housing Institute for $4.1
million.

Bank of America, N.A., is the Debtor's secured lender.

The U.S. Trustee for Region 18 appointed five creditors to serve in
the Official Unsecured Creditors Committee.  The Committee is
represented by Nagler Law Group, P.S.



REICHHOLD HOLDINGS: Americas Styrenics Resigns from Committee
-------------------------------------------------------------
Americas Styrenics has resigned from Reichhold Holdings US, Inc.'s
official committee of unsecured creditors, according to a filing
with the U.S. Bankruptcy Court in Delaware.

The U.S. Trustee for Region 3 appointed Americas Styrenics to serve
on the unsecured creditors' committee on Oct. 14, 2014.

                         About Reichhold

Founded in 1927, Reichhold, with its world headquarters and
technology center in Durham, North Carolina, is one of the world's
largest manufacturer of unsaturated polyester resins and a leading
supplier of coating resins for the industrial, transportation,
building and construction, marine, consumer and graphic arts
markets.  Reichhold -- http://www.Reichhold.com/--  has    
manufacturing operations throughout North America, Latin America,
the Middle East, Europe and Asia.

As of June 30, 2014, the Reichhold companies had consolidated
assets of $538 million and liabilities of $631 million.

Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S.
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-12237) on Sept. 30, 2014.

Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and
CDG Group LLC (financial advisor) are representing Reichhold, Inc.
Latham & Watkins LLP (legal advisor) and Moelis & Company
(investment banker) are serving Reichhold Industries, Inc.  Logan
& Company is the company's claims and noticing agent.  The cases
are assigned to Judge Mary F. Walrath.

The U.S. Trustee for Region 3 appointed seven creditors of
Reichhold Holdings US, Inc. to serve on the official committee of
unsecured creditors.

On April 1, 2015, the U.S. Trustee named three non-union retirees
of Debtors to serve as the official Non-Union Retiree Committee.
Each of the Retiree Committee members is receiving retiree welfare
benefits from one or more of the Debtors.

On April 2, 2015, Reichhold disclosed that the purchase of most of
the assets of the U.S. business was completed.  This transaction,
approved by the Delaware Bankruptcy Court on January 12, 2015,
allows Reichhold's U.S. businesses to successfully emerge from
bankruptcy and re-join the rest of the global Reichhold
organization.  Concurrent with this purchase, Reichhold completed
a debt-for-equity exchange with a group of investors led by Black
Diamond Capital Management LLC and including J.P. Morgan
Investment Management, Inc., Third Avenue Management LLC, and
Simplon Partners LP.


REVEL AC: 2nd Amended Plan Declared Effective June 30
-----------------------------------------------------
Revel AC, Inc., filed a notice that on June 30, 2015, all
conditions precedent to the effective date had been satisfied and
that on June 30, 2015, the effective date of the Second Amended
Plan of Reorganization occurred.

On May 6, 2015, the Bankruptcy Court approved the disclosure
statement related to the Plan and granted the Debtors' motion to
approve certain solicitation and voting procedures in connection
therewith.  Thereafter, the Debtors solicited acceptances of the
Plan from their creditors entitled to vote.  The solicitation
period has concluded and the Debtors' creditors have overwhelmingly
accepted the Plan.  In short, there is overwhelming support for the
Plan.

The support reflects the significant value preserved by the Plan
for distribution to the Debtors' creditors.  At the commencement of
the Debtors' Chapter 11 Cases, the Debtors were in a precarious
financial position, necessitating the pursuit of a sale of their
assets.  On April 7, 2015, following a lengthy, comprehensive and
robust marketing process, significant, complex and contentious
negotiations among the Debtors, various potential buyers and a
number of their key stakeholders, as well as multiple sale orders
and numerous hearings, the Debtors closed the sale of substantially
all of their assets, providing proceeds that serve as the basis for
the Debtors' chapter 11 plan process.

Following the Sale, numerous obstacles remained to be addressed by
the Debtors, their estates and their major stakeholders, including
various disputes between the Debtors, the Committee, the DIP Agent
and certain DIP Lenders, ACR, the Bank of New York Mellon (BNYM)
and the State of New Jersey.  As a result of lengthy and difficult
negotiations among all of these constituencies, multiple settlement
agreements were reached that serve as the foundation of the
Debtors' Plan, including (i) a settlement and plan support
agreement by and among the Debtors, the Committee, the DIP Agent
and certain DIP Lenders, (ii) a compromise and settlement agreement
by and among the Debtors, the Committee, the DIP Agent, certain DIP
Lenders, ACR and BNYM and (iii) a compromise and settlement
agreement by and between the Debtors and the State, and supported
by the DIP Agent, certain DIP Lenders and the Committee.

As a result of the Settlement Agreements, the Debtors have
presented a confirmable Plan that maximizes the value of the
Debtors' assets, and fairly and equitably allocates such value to
the Debtors' stakeholder groups.

There were only five objections filed to the Plan, reflecting the
value preserved by the Settlement Agreements and the Plan.
Further, all objections have been resolved consensually with the
exception of the objection of the Office of the United States
Trustee for the District of New Jersey.

                          About Revel AC

Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates
Revel, a Las Vegas-style, beachfront entertainment resort and
casino located on the Boardwalk in the south inlet of Atlantic
City, New Jersey.  Revel AC Inc. and five of its affiliates sought
bankruptcy protection (Bankr. D.N.J. Lead Case No. 14-22654) on
June 19, 2014, to pursue a quick sale of the assets.  The Chapter
11 cases of Revel AC LLC and its debtor-affiliates are transferred
to Judge Michael B. Kaplan.  The Debtors' cases was originally
assigned to Judge Gloria M. Burns.  The Debtors' Chapter 11 cases
are jointly consolidated for procedural purposes.  Revel AC
estimated assets ranging from $500 million to $1 billion, and the
same amount of liabilities.

White & Case, LLP, and Fox Rothschild, LLP, serve as the Debtors'
Counsel, and Moelis & Company, LLC, is the investment banker.  The
Debtors' solicitation and claims agent is Alixpartners, LLP.

The prepetition first lenders are represented by Cadwalader,
Wickersham & Taft LLP.  The prepetition second lien lenders are
represented by Paul, Weiss, Rifkind, Wharton & Garrison LLP.  The
DIP agent is represented by Milbank, Tweed, Hadley & McCloy LLP.

This is Revel AC's second trip to bankruptcy.  The company first
sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-16253)
on March 25, 2013, with a prepackaged plan that reduced debt by
$1.25 billion.  Less than two months later on May 15, 2013, the
2013 Plan was confirmed and became effective on May 21, 2013.

                        *     *     *

Revel AC, Inc., et al., on April 20, 2015, filed an amended plan of
reorganization and accompanying disclosure statement to incorporate
the terms of a settlement and plan support agreement entered into
with the Official Committee of Unsecured Creditors, and Wells Fargo
Bank, N.A., as DIP Agent, and Wells Fargo Principal Lending, LLC,
as a Prepetition First Lien Lender and DIP Lender.  The Settlement
Agreement, among other things, provides that Wells Fargo agrees to
give the general unsecured creditors $1.60 million of its recovery
from the proceeds of the sale of substantially all of the Debtors'
assets to Polo North Country Club, Inc., and to advance $150,000
from its recovery to fund the Debtors' reconciliation of claims and
prosecution of claims or estate causes of actions.

Early in April 2015, U.S. Bankruptcy Judge Gloria Burns approved an
$82 million sale of the Revel Casino Hotel to Polo North Country
Club, Inc., which is owned by Florida developer Glenn Straub,
ending nearly 10 months of contentious legal combat for control of
the Atlantic City, N.J., resort.



RICHCOURT EURO: Fletcher's BVI Funds File Chapter 15 Petitions
--------------------------------------------------------------
Richcourt Euro Strategies INC., and five other funds previously
managed by the investment firm of Alphonse "Buddy" Fletcher Jr.
have filed Chapter 15 bankruptcy petitions in New York to seek
recognition of the funds' liquidation proceedings in the British
Virgin Islands.

The Chapter 15 petitions were signed by John D. Ayres and Matthew
Wright, the liquidators appointed by the High Court of Justice,
British Virgin Islands Eastern Caribbean Supreme Court.

New York-based hedge fund manager Alphonse Fletcher Jr. founded and
incorporated the Funds in the BVI beginning in 1990 but lost
control of the Funds in April 2013 when Solon Group, Inc.,
immediately removed Fletcher as director following Solon's
appointment as independent director.   The Funds sought appointment
of liquidators in the BVI Court in June 2014.

Sandie Corbett, Esq., managing partner of Walkers,
Attorneys-at-Law, the BVI counsel of the Petitioners explains that
following Solon Group's appointment as independent director of the
Funds in April 2013, there were several key developments during the
period leading up to the commencement of the BVI Proceeding:

  * First, on June 13, 2013, Solon took action to remove Fletcher,
for cause, as the other director of the Funds, pursuant to certain
resolutions passed by Solon as director.  The resolutions cited
Fletcher's various roles and divided loyalties as significant
impediments to resolution of the issues facing the Funds.

  * Second, there was a dispute regarding access to the Funds' cash
assets, which were held by Wilmington Trust.  On May 6, 2013, the
Funds' cash assets were frozen by Wilmington Trust, which commenced
an interpleader action in the Superior Court of the State of
Delaware, New Castle County on June 17, 2013.  The Interpleader
Action was commenced as a result of steps taken by former directors
of the Funds, including Fletcher, to gain control of the Funds'
cash balances.  On April 22, 2014, the Funds' motion for summary
judgment in the Interpleader Action was granted, which allowed the
Funds, under the direction of Solon, to possess and control the
cash assets held by Wilmington Trust.  By May 7, 2014, Solon
secured the transfer of the cash to the Funds' new custodian, Bank
of America.

  * Finally, following the removal of Fletcher as a director, Solon
passed resolutions for each of the Funds to issue voting shares to
BVI Holdings.

Under section 184 of the BVI Act, the court appointed liquidators
act as officers of the BVI Court and are required to take
possession of, protect, and realise the assets of the company in
liquidation, wherever they may be located, for the benefit of its
unsecured creditors.  The liquidators' powers are broadly
comparable to those of a trustee under chapter 7 of the Bankruptcy
Code.

The liquidators want the U.S. Court to recognize the BVI
liquidation proceedings as "foreign main proceedings," or, in the
alternative, as "foreign nonmain proceedings," as defined in
Sections 1502(4) and 1502(2), respectively, of the Bankruptcy
Code.

A copy of Corbett's declaration is available for free at:

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

                About Fletcher Asset Management

New York hedge fund manager Alphonse "Buddy" Fletcher Jr. founded
Fletcher Asset Management in 1991.  During its initial four years,
FAM operated as a broker dealer trading various debt and equity
securities and making long-term equity investments.  Then, in 1995,
FAM began creating and managing a family of private investment
funds.

In July 2011, FIA Leveraged Fund, an investment vehicle managed by
FAM, was unable to meet a redemption request, totaling $144
million, by three Louisiana pension fund investors.  In April 2012,
the Grand Court of the Cayman Islands ruled that the fund was
insolvent and ordered that it be wound up.

Fletcher International, Ltd., a Bermuda-based master fund in the
Fletcher Fund structure, sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan.  

                       About Richcourt Funds

Incorporated in the British Virgin Islands, Richcourt Euro
Strategies Inc., America Alternative Investments Inc., Optima
Absolute Return Fund Ltd., Richcourt Allweather B Inc., Richcourt
Allweather Fund Inc., and Richcourt Composite Inc., were funds
formerly controlled by Mr. Fletcher.  Following its appointment as
independent director of the Funds in April 2013, Solon Group, Inc.,
removed Fletcher as the only other director of the Funds.

The Funds operated as investment funds where investors, including
independent third parties, invested in the Funds by subscribing for
participating shares offered by the funds.  In turn, the funds were
to invest the money they received from the subscription agreements
in accordance with their stated investment strategies.  The vast
majority of the funds' investors appear to be located outside of
the United States and are mostly located in Europe and the
Caribbean.

On June 6, 2014, the Funds filed with the High Court of Justice,
British Virgin Islands Eastern Caribbean Supreme Court (i) an
ex-parte application seeking the appointment of joint provisional
liquidators of the Funds.  In July 2014, the BVI Court made an
order appointing John D. Ayres and Matthew Wright as joint
liquidators of the Funds.

The Petitioners have retained several professionals to obtain legal
advice and other services.  These professionals include (i)
Walkers, Attorneys-at-Law, (ii) Curtis, Mallet-Prevost, Colt &
mosle LLP, (iii) Morrison & Foerster LLP, (iv) Lennox Paton, and
(v) LDM Global.

Richcourt Euro Strategies and the five other funds filed Chapter 15
petitions (Bankr. S.D.N.Y. Lead Case No. 15-12273) in New York, to
seek recognition of the BVI proceedings.  Steven J. Reisman, Esq.,
at Curtis, Mallet-Prevost, Colt & Mosle LLP, serves as counsel in
the Chapter 15 cases.


RICHCOURT EURO: Liquidators Want Joint Administration of Cases
--------------------------------------------------------------
John D. Ayres and Matthew Wright, in their capacity as joint
liquidators of America Alternative Investments Inc., Optima
Absolute Return Fund Ltd., Richcourt Allweather B Inc., Richcourt
Allweather Fund Inc., Richcourt Composite Inc., and Richcourt Euro
Strategies Inc., are asking the U.S. Bankruptcy Court for the
Southern District of New York to enter an order directing the joint
administration of the Funds' Chapter 15 cases.

According to the Liquidators, joint administration of the Funds'
chapter 15 cases, to be captioned In re Richcourt Euro Strategies,
et al., (Bankr. S.D.N.Y. Case No. 15-12273), will help to provide
significant administrative convenience without harming the
substantive rights of any party in interest.

Specifically, joint administration will avoid the preparation,
replication, service, and filing, as applicable, of duplicative
notices, motions, applications, and orders, thereby saving the
Funds and the Court considerable expense and resources.

                About Fletcher Asset Management

New York hedge fund manager Alphonse "Buddy" Fletcher Jr. founded
Fletcher Asset Management in 1991.  During its initial four years,
FAM operated as a broker dealer trading various debt and equity
securities and making long-term equity investments.  Then, in 1995,
FAM began creating and managing a family of private investment
funds.

In July 2011, FIA Leveraged Fund, an investment vehicle managed by
FAM, was unable to meet a redemption request, totaling $144
million, by three Louisiana pension fund investors.  In April 2012,
the Grand Court of the Cayman Islands ruled that the fund was
insolvent and ordered that it be wound up.

Fletcher International, Ltd., a Bermuda-based master fund in the
Fletcher Fund structure, sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 12-12796) on June 29, 2012, in Manhattan.  

                       About Richcourt Funds

Incorporated in the British Virgin Islands, Richcourt Euro
Strategies Inc., America Alternative Investments Inc., Optima
Absolute Return Fund Ltd., Richcourt Allweather B Inc., Richcourt
Allweather Fund Inc., and Richcourt Composite Inc., were funds
formerly controlled by Mr. Fletcher.  Following its appointment as
independent director of the Funds in April 2013, Solon Group, Inc.,
removed Fletcher as the only other director of the Funds.

The Funds operated as investment funds where investors, including
independent third parties, invested in the Funds by subscribing for
participating shares offered by the funds.  In turn, the funds were
to invest the money they received from the subscription agreements
in accordance with their stated investment strategies.  The vast
majority of the funds' investors appear to be located outside of
the United States and are mostly located in Europe and the
Caribbean.

On June 6, 2014, the Funds filed with the High Court of Justice,
British Virgin Islands Eastern Caribbean Supreme Court (i) an
ex-parte application seeking the appointment of joint provisional
liquidators of the Funds.  In July 2014, the BVI Court made an
order appointing John D. Ayres and Matthew Wright as joint
liquidators of the Funds.

The Petitioners have retained several professionals to obtain legal
advice and other services.  These professionals include (i)
Walkers, Attorneys-at-Law, (ii) Curtis, Mallet-Prevost, Colt &
mosle LLP, (iii) Morrison & Foerster LLP, (iv) Lennox Paton, and
(v) LDM Global.

Richcourt Euro Strategies and the five other funds filed Chapter 15
petitions (Bankr. S.D.N.Y. Lead Case No. 15-12273) in New York, to
seek recognition of the BVI proceedings.  Steven J. Reisman, Esq.,
at Curtis, Mallet-Prevost, Colt & Mosle LLP, serves as counsel in
the Chapter 15 cases.


RREAF O&G: Lender Wants Stay Lifted
-----------------------------------
Spectrum Origination LLC asks the United States Bankruptcy Court
for Western District of Texas, Midland Division, to lift the
automatic stay imposed in the Chapter 11 cases of RREAF O&G
Portfolio #2 LLC, et al., to allow it to exercise all of its rights
and remedies under prepetition loan documents.

Spectrum asserts that lifting of the automatic stay will enable it
to exercise its rights and remedies under the Loan Agreements and
other Loan Documents with respect to the Debtor's Assets that
Spectrum deems necessary and proper to protect its interests in its
collateral.  In addition, Spectrum tells the Court that it does not
seek to shut down the hotels' operations; rather, it wants to
exercise its state law rights and remedies to maintain the value of
its collateral as a going concern.  Further, Spectrum says the
Debtors have failed to demonstrate that Spectrum is adequately
protected from diminution of value resulting from the Debtors'
continued use of Spectrum’s collateral.

The Debtors are represented by:

          Robert W. Jones, Esq.
          Brent R. McIlwain, Esq.
          Brian Smith, Esq.
          HOLLAND & KNIGHT LLP
          200 Crescent Court, Suite 1600
          Dallas, TX 75201
          Telephone: (214)964-9500
          Facsimile: (214)964-9501
          E-mail: Robert.Jones@HKlaw.com
                  Brent.Mcilwain@HKlaw.com
                  Brian.Smith@HKlaw.com

Spectrum Origination LLC is represented by:

          Sarah R. Borders, Esq.
          Jeffrey R. Dutson, Esq.
          KING & SPALDING LLP
          1180 Peachtree Street NE
          Atlanta, GA 30309
          Telephone: (404)572-3596
          Facsimile: (404)572-5131
          E-mail: sborders@kslaw.com
                  jdutson@kslaw.com

             -- and --

          Edward Ripley, Esq.
          KING & SPALDING LLP
          1100 Louisiana Street, Suite 4000
          Houston, TX 77002
          Telephone: (713)276-7351
          Facsimile: (713)751-3290
          E-mail: eripley@kslaw.com

                    About RREAF O&G

RREAF O&G Portfolio #2 LLC, RREAF O&G Portfolio Manager #2 LLC,
RREAF O&G Portfolio #3 LLC, and RREAF O&G Portfolio #3 Manager LLC,
collectively, own eight hotel properties in Texas.

RREAF O&G Portfolio #2, et al., sought Chapter 11 bankruptcy
protection (Bankr. W.D. Tex. Lead Case No. 15-70094), in Midland,
Texas, on July 8, 2015.  Webb M. ("Kip") Sowden, III, the CEO,
signed the Chapter 11 petitions.

The cases are assigned to Chief Bankruptcy Judge Ronald B. King.

The Debtors tapped Holland & Knight LLP as counsel.

Portfolio #2 estimated $50 million to $100 million in assets and
less than $50 million in debt.


RREAF O&G: Unit is "SARE" Debtor, Lender Asserts
------------------------------------------------
Spectrum Origination LLC asks the United States Bankruptcy Court
for Western District of Texas, Midland Division, to find that RREAF
O&G Portfolio #3, LLC, is a "single asset real estate" entity
within the definition of Section 101(51B) of the Bankruptcy Code.

Section 101(51B) provides that the term "single asset real estate"
means "real property constituting a single property or project,
other than residential real property with fewer than 4 residential
units, which generates substantially all of the gross income of the
debtor who is not a family farmer and on which no substantial
business is being conducted by a debtor other than the business of
operating the real property and activities incidental thereto."

Spectrum, as the holder of the first priority security interest in
substantially all assets of RREAF O&G Portfolio #3, loaned the
Debtor $5,200,000 to permit the Debtor to acquire a hotel property
located in Midland, Texas.

Spectrum asserts that the Debtor's only significant involvement
with the operation of the property involves its passive receipt of
the funds placed into the operating account by the manager.  The
property constitutes a single property, which generates
substantially all of the Debtor's income, and the Debtor conducts
no substantial business other than operating the property.

The Debtors are represented by:

          Robert W. Jones, Esq.
          Brent R. McIlwain, Esq.
          Brian Smith, Esq.
          HOLLAND & KNIGHT LLP
          200 Crescent Court, Suite 1600
          Dallas, TX 75201
          Telephone: (214)964-9500
          Facsimile: (214)964-9501
          E-mail: Robert.Jones@HKlaw.com
                  Brent.Mcilwain@HKlaw.com
                  Brian.Smith@HKlaw.com

Spectrum Origination LLC is represented by:

          Sarah R. Borders, Esq.
          Jeffrey R. Dutson, Esq.
          KING & SPALDING LLP
          1180 Peachtree Street NE
          Atlanta, GA 30309
          Telephone: (404)572-3596
          Facsimile: (404)572-5131
          E-mail: sborders@kslaw.com
                  jdutson@kslaw.com

             -- and --

          Edward Ripley, Esq.
          KING & SPALDING LLP
          1100 Louisiana Street, Suite 4000
          Houston, TX 77002
          Telephone: (713)276-7351
          Facsimile: (713)751-3290
          E-mail: eripley@kslaw.com
                        About RREAF O&G

RREAF O&G Portfolio #2 LLC, RREAF O&G Portfolio Manager #2 LLC,
RREAF O&G Portfolio #3 LLC, and RREAF O&G Portfolio #3 Manager LLC,
collectively, own eight hotel properties in Texas.

RREAF O&G Portfolio #2, et al., sought Chapter 11 bankruptcy
protection (Bankr. W.D. Tex. Lead Case No. 15-70094), in Midland,
Texas, on July 8, 2015.  Webb M. ("Kip") Sowden, III, the CEO,
signed the Chapter 11 petitions.

The cases are assigned to Chief Bankruptcy Judge Ronald B. King.

The Debtors tapped Holland & Knight LLP as counsel.

Portfolio #2 estimated $50 million to $100 million in assets and
less than $50 million in debt.


SAMSON INVESTMENT: Moody's Lowers CFR to Ca, Outlook Still Negative
-------------------------------------------------------------------
Moody's Investors Service downgraded Samson Investment Company's
Corporate Family Rating (CFR) to Ca from Caa3, its senior unsecured
notes to C from Ca and its second-lien term loan to Ca from Caa2.
The Speculative Grade Liquidity Rating of SGL-4 is affirmed and the
outlook remains negative.  Samson Investment Company is the
principal operating subsidiary of Samson Resources Corporation.
The downgrades follow Samson's announcement on
Aug. 14 that it had reached a restructuring agreement with certain
of its second lien lenders regarding terms of a financial
restructuring plan.  The company expects the agreement to be
implemented through a voluntary plan of reorganization under
Chapter 11 of the United States Bankruptcy Code.

Issuer: Samson Investment Company

  Corporate Family Rating, Downgraded to Ca from Caa3
  Probability of Default Rating, Downgraded to Ca-PD from Caa3-PD
  Senior Secured Bank Credit Facility, Downgraded to Ca from Caa2
  Senior Unsecured Regular Bond/Debenture due 2020, Downgraded to
   C from Ca

Outlook Actions:

  Outlook, Remains Negative

RATINGS RATIONALE

On Aug. 14, 2015, Samson announced that it would not make the
interest payment due under its Senior Notes Indenture, electing its
right to exercise a 30-day grace period with respect to the
interest payment's scheduled August 17 payment date.  The company
also announced that it had reached an agreement on a restructuring
plan with certain of its second lien lenders which contemplates the
implementation of a restructuring of the company through a
debt-for-equity conversion and rights offering.  The transaction
would be implemented through a Chapter 11 plan of reorganization
expected to be filed prior to September 16, 2015.  Central to the
agreement is the provision of a new money investment of $450
million through a combination of new common equity and new
second-lien debt from certain second lien lenders who would then
backstop a rights offering.

The downgrades of the CFR to Ca from Caa3, the second-lien term
loan to Ca from Caa2 and the senior unsecured notes to C from Ca
reflect Moody's view on the potential recovery rates.  While the
second lien term loan rating suggested under Moody's Loss Given
Default (LGD) methodology is Caa3, Moody's believes the Ca rating
better reflects the uncertain recovery prospects given the
subordination of the second lien term loan to the company's secured
revolving credit facility's priority claim to the company's
assets.

The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
Dec. 2011.

Samson Resources Corporation is a privately owned independent
exploration and production company headquartered in Tulsa,
Oklahoma.  Samson was acquired in December 2011 by a Kohlberg
Kravis Roberts & Co. L.P. (KKR)-led investor group for $7.2
billion.



SAMSON RESOURCES: Key Terms of Lender-Led Restructuring Plan
------------------------------------------------------------
Samson Resources Corporation reached an agreement with certain
lenders and certain other parties regarding terms of a financial
restructuring plan. The proposed plan will significantly reduce
long-term debt and annual interest payments and result in a
stronger balance sheet for the Company.

To implement the restructuring, the Company expects to voluntarily
commence a reorganization under chapter 11 of the U.S. Bankruptcy
Code on or before September 16, 2015. The Company expects its oil
and gas operations to continue in the ordinary course throughout
the restructuring process. Under the proposed plan, which would
require Bankruptcy Court approval, the vast majority of the
Company's trade creditors and vendors are expected to be paid in
full in the ordinary course of business.

In connection with the negotiations, on August 14, 2014, the
Company entered into a Restructuring Support Agreement, with:

     * certain holders of loans under the Second Lien Term Loan
Credit Agreement who have agreed to, among other things, backstop a
rights offering; and

     * Samson Aggregator GP LLC, Samson Aggregator L.P., KKR 2006
Fund, L.P., KKR Fund Holdings L.P., and Crestview Partners II,
L.P., and certain of their affiliates.

The Restructuring Support Agreement incorporates the economic terms
agreed to by the parties, as memorialized in a term sheet dated
August 14, 2015.  The Restructuring Support Agreement contemplates
the implementation of a restructuring of the Company through a
debt-for-equity conversion and rights offering, which transaction
will be effectuated through a chapter 11 plan of reorganization.

The key terms of the restructuring are:

     * New Money Investment: The new money investment will include
(i) a minimum of $325 million to purchase new common equity of the
reorganized Company, and (ii) a maximum of $125 million of new
second lien debt issued by the reorganized Company.

     * New Money Expansion: By November 1, 2015, management will
estimate the pro forma liquidity of the Company as of the projected
effective date of the Plan. In the event that such estimated
liquidity is less than $350 million, the New Money Investment will
be increased by $35 million to a total of $485 million.

     * Backstop Terms: The Backstop Parties agree to backstop the
Rights Offering, including $413.25 million in new common equity in
the reorganized Company and $36.75 million in new second lien debt
in the reorganized Company.  If any backstop funding is required,
the Debt Backstop will be used first to satisfy any capital
shortfall (subject to a Debt Backstop maximum of $36.75 million and
an aggregate new debt maximum of $125 million). If additional
backstop funding is required after exhaustion of the Debt Backstop
(or the maximum amount of new debt under the Rights Offering is
reached), the Equity Backstop will be used.

     * Use of Proceeds: The Rights Offering proceeds will be used
to pay down the Company's existing reserve-based revolving credit
facility to $650 million and the fees of the Backstop Parties, with
the remainder for general corporate purposes. Upon closing, the
Backstop Parties shall receive a $10 million work fee payable pro
rata to the Backstop Parties based on the Equity Backstop and Debt
Backstop commitments.

     * Non-Core Asset Sale: As determined by the reorganized
Company's board of directors, the Company will sell certain
non-core assets and use the resulting proceeds to (a) pay down the
RBL Revolver to the extent necessary to remain in compliance with
the pro forma borrowing base level and provide sufficient
liquidity, (b) partially prepay any new debt with the remaining
proceeds, and (c) fund general corporate purposes.

     * Distributions: The Lenders will receive all of the new
common equity in the reorganized Company, less the new common
equity issued to the Rights Offering participants, holders of
Senior Notes due 2020 under the senior notes indenture and
participants in a board and management incentive plan. The RBL
Revolver will be amended and restated to include, among other
terms, a borrowing base/maximum availability of at least $750
million on the effective date of the Plan for a period of 18 months
or as otherwise agreed by the Backstop Parties and the Company,
subject to a pre-negotiated adjustment for the sale of certain
non-core assets. The Noteholders will receive 1.0% of the
reorganized common equity if the Noteholders vote for the Plan and
0.5% if the Noteholders vote against the Plan.

     * Management Incentive Plan: 10.0% of the new common equity in
the reorganized Company will be reserved for a board and management
incentive program. 5.0% will be preliminarily granted on the
effective date of the Plan or as soon as practicable after the
effective date. Additional incentive grants will be determined by
the compensation committee of the Board of the reorganized
Company.

     * Governance: The reorganized Company will have a seven-person
Board, consisting of (i) the CEO, (ii) two directors elected by the
second lien lenders, and (iii) four directors elected by the
Backstop Parties with consultation from the CEO and a
nationally-recognized executive search firm.

     * Releases: The Restructuring Support Agreement also provides
for upfront mutual releases between each Backstop Party and each
Sponsor, subject to an exception for fraud, gross negligence, and
willful misconduct, for any claims arising from the restructuring,
transactions, relating to the Company, and the Plan. The
Restructuring Support Agreement also provides for certain other
releases of the Sponsors, the Company, and the Lenders which will
be included in the Plan and will take effect upon the effective
date of the Plan. All indemnification provisions for current
directors, officers, and employees will remain in place after the
restructuring.

     * Break-up Fee: Among other circumstances provided in the
Restructuring Support Agreement, if the Company exercises its
fiduciary out and does not accept the transaction contemplated by
the Term Sheet, the Company will pay the Backstop Parties a $10
million break-up fee.

The Restructuring Term Sheet pegs the Plan Enterprise Value at
$1.275 billion.  In its latest quarterly report on Form 10-Q,
Samson disclosed that it had total assets of $5.085 billion against
total liabilities of $5.37 billion at March 31, 2015.  Those
liabilities include $4.6 billion due in the next 12 months.

The Backstop Parties have agreed to, among other things: (a) vote
all held claims in favor of the Plan; (b) negotiate in good faith
additional documentation to implement the restructuring and the
Plan; (c) support the Company in obtaining court approval of the
Rights Offering; (d) with respect to the Backstop Parties, backstop
the Rights Offering; (e) not support or participate in alternative
transactions and/or restructurings of the Company; and (f) support
certain releases, exculpation, injunction, and discharge provisions
under the Plan.

The Restructuring Support Agreement contemplates an outside date
for a chapter 11 filing of September 16, 2015.  The Restructuring
Support Agreement contains certain Plan-related milestones (e.g.,
deadlines to file an agreed-upon plan of reorganization and
disclosure statement, approve the terms of the Rights Offering,
finalize an agreement on an amended or refinanced/replacement RBL
Revolver, and confirm the Plan).

Under the terms of the Restructuring Support Agreement, if holders
of at least 66 2/3% of the aggregate outstanding loans under the
Second Lien Term Loan are not parties to the Restructuring Support
Agreement by October 14, 2015, the Company will have the ability to
pursue a sale to the Backstop Parties under section 363 of the
Bankruptcy Code.  If the Company elects to pursue the 363 Sale, the
Parties will pursue a sale of substantially all of the Company's
assets and the Backstop Parties will act as the stalking horse
bidder through the commitments contemplated in the Term Sheet.

The terms of the Restructuring Support Agreement require the
Parties to negotiate the terms of an asset purchase agreement and
bid procedures to govern the 363 Sale process on or before
September 16, 2015, and if the Company elects to pursue the 363
Sale, support, and take all reasonable actions necessary for the
implementation or consummation of the 363 Sale, including
facilitating the entry by the Company into an exit financing
facility necessary to consummate the 363 Sale.

As a result of its entry into the Restructuring Support Agreement,
the Company intended to forgo the August 17, 2015 payment under the
Senior Notes Indenture and take advantage of the 30-day grace
period allowed under the Senior Notes Indenture to build consensus
for the restructuring contemplated under the Restructuring Support
Agreement.

A copy of the Restructuring Support Agreement is available at
http://is.gd/61Av8O

Samson Resources is being represented by:

     Kirkland & Ellis LLP
     601 Lexington Avenue
     New York, NY 10022
     Tel: (212) 446-4800
     Fax: (212) 446-4900
     Attention: Paul Basta, P.C., Esq.
                Joshua A. Sussberg, P.C., Esq.
                Brad Weiland, Esq.

The Sponsors to the Restructuring deal are:

     * CRESTVIEW ADVISORS, L.L.C.
     * CRESTVIEW OFFSHORE HOLDINGS II (892 CAYMAN), L.P.
     * CRESTVIEW OFFSHORE HOLDINGS II (CAYMAN), L.P.
     * CRESTVIEW OFFSHORE HOLDINGS II (FF CAYMAN), L.P.
     * CRESTVIEW PARTNERS (CAYMAN), LTD.
     * CRESTVIEW PARTNERS II (892 CAYMAN), L.P.
     * CRESTVIEW PARTNERS II (CAYMAN), L.P.
     * CRESTVIEW PARTNERS II (FF CAYMAN), L.P.
     * CRESTVIEW PARTNERS II (FF), L.P.
     * CRESTVIEW PARTNERS II (TE), L.P.
     * CRESTVIEW PARTNERS II CWGS (CAYMAN), L.P.
     * CRESTVIEW PARTNERS II CWGS (FF CAYMAN), L.P.
     * CRESTVIEW PARTNERS II GP, L.P.
     * CRESTVIEW PARTNERS II, L.P.
     * CRESTVIEW TULIP CREDIT, LLC
     * CRESTVIEW TULIP HOLDINGS LLC
     * CRESTVIEW TULIP INVESTORS LLC
     * CRESTVIEW, L.L.C.
     * KOHLBERG KRAVIS ROBERTS & CO. L.P.
     * KKR 2006 FUND, L.P.
     * KKR SAMSON INVESTORS L.P.
     * KKR SAMSON INVESTORS GP LLC
     * KKR 2006 FUND (SAMSON) L.P.
     * KKR SAMSON SA BLOCKER L.P.
     * KKR FUND HOLDINGS L.P.
     * KKR PARTNERS III, L.P.
     * OPERF CO-INVESTMENT LLC
     * SAMSON AGGREGATOR GP LLC
     * SAMSON AGGREGATOR L.P.
     * SAMSON CO-INVEST I L.P.
     * SAMSON CO-INVEST II L.P.
     * SAMSON CO-INVEST III L.P.

The Sponsors are represented by:

     Milbank, Tweed, Hadley & McCloy LLP
     28 Liberty Street
     New York, NY 10005
     Tel: (212) 530-5000
     Fax: (212) 530-5219
     Attention: Dennis Dunne, Esq.
                Samuel A. Khalil, Esq.
                Albert A. Pisa, Esq.

The Backstop Parties and Consenting Lenders are:

     * ANSCHUTZ INVESTMENT COMPANY
       Attn: Scott T. Carpenter, President
       555 17th Street, Suite 2400
       Denver, CO 80202
       Fax: 303-299-1333

     * CERBERUS INSTITUTIONAL PARTNERS V, L.P.
       CERBERUS INTERNATIONAL II MASTER FUND, L.P.
       CERBERUS PARTNERS II, L.P.
       Attn: Jeffrey Lomasky, Senior Managing Director
             Sheila Peluso, Esq.
       875 Third Avenue
       New York, NY 10022

     * COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC
       Attn: Steven Columbaro, Vice President
       100 North Sepulveda Blvd., Suite 650
       El Segundo, CA 90245
       Fax: 310-615-1048

     * Credit Suisse Loan Funding LLC
       Attn: Robert Healey
             Jonathan Satran
       11 Madison Avenue
       New York, NY 10010

     * AGF Floating Rate Income Fund
       Eaton Vance CDO VII PLC
       Eaton Vance CDO VIII, Ltd.
       Eaton Vance CDO X PLC
       Eaton Vance CLO 2014-1 Ltd.
       Eaton Vance Senior Floating-Rate Trust
       Eaton Vance Floating-Rate Income Trust
       Eaton Vance International (Cayman Islands)
         Floating-Rate Income Portfolio
       Eaton Vance Senior Income Trust
       Eaton Vance Short Duration Diversified Income Fund
       Eaton Vance Institutional Senior Loan Fund
       Eaton Vance Limited Duration Income Fund
       Eaton Vance Floating Rate Portfolio
       MET Investors Series Trust-Met/Eaton Vance Floating
          Rate Portfolio
       Pacific Select Fund-Floating Rate Loan Portfolio
       Pacific Life Funds-PL Floating Rate Loan Fund
       Senior Debt Portfolio
       Eaton Vance VT Floating-Rate Income Fund
       Attn: Craig P. Russ, Vice President
             Steve Leveille
       Two International Place, 9th Floor
       Boston, MA 02110
       Fax: 617-672-8074

     * INVESCO SENIOR SECURED MANAGEMENT, INC., on behalf of
       funds and accounts it manages

     * NYL INVESTORS LLC, on behalf of accounts it manages
       Attn: Robert Dial, Managing Director
             Maureen Cronin, Esq.
       51 Madison Avenue - Room 1016
       New York, NY 10010
       Fax: 212-576-8079

     * SPCP GROUP, LLC
       Attn: Steven Weiser
       Silver Point Capital L.P.
       2 Greenwich Plaza, 1st Floor
       Greenwich, CT 06830
       Fax: 202-273-4533

The Backstop Parties are represented by:

     Willkie Farr & Gallagher LLP
     787 Seventh Avenue
     New York, NY 10019
     Tel: (212) 728-8000
     Fax: (212) 728-8111
     Attention: Margot B. Schonholtz, Esq.
                Ana Alfonso, Esq.

                      About Samson Resources

Samson Resources Corporation is an independent oil and gas company
headquartered in Tulsa, Oklahoma.  Samson engages in the
exploration, development and production of oil and gas properties
located onshore in the United States.  It has operations and
acreage positions in the Anadarko, Greater Green River, Powder
River, San Juan, East Texas and Williston basins.


SAMSON RESOURCES: Key Terms of Lender-Led Restructuring Plan
------------------------------------------------------------
Samson Resources Corporation reached an agreement with certain
lenders and certain other parties regarding terms of a financial
restructuring plan. The proposed plan will significantly reduce
long-term debt and annual interest payments and result in a
stronger balance sheet for the Company.

To implement the restructuring, the Company expects to voluntarily
commence a reorganization under chapter 11 of the U.S. Bankruptcy
Code on or before September 16, 2015. The Company expects its oil
and gas operations to continue in the ordinary course throughout
the restructuring process. Under the proposed plan, which would
require Bankruptcy Court approval, the vast majority of the
Company's trade creditors and vendors are expected to be paid in
full in the ordinary course of business.

In connection with the negotiations, on August 14, 2014, the
Company entered into a Restructuring Support Agreement, with:

     * certain holders of loans under the Second Lien Term Loan
Credit Agreement who have agreed to, among other things, backstop a
rights offering; and

     * Samson Aggregator GP LLC, Samson Aggregator L.P., KKR 2006
Fund, L.P., KKR Fund Holdings L.P., and Crestview Partners II,
L.P., and certain of their affiliates.

The Restructuring Support Agreement incorporates the economic terms
agreed to by the parties, as memorialized in a term sheet dated
August 14, 2015.  The Restructuring Support Agreement contemplates
the implementation of a restructuring of the Company through a
debt-for-equity conversion and rights offering, which transaction
will be effectuated through a chapter 11 plan of reorganization.

The key terms of the restructuring are:

     * New Money Investment: The new money investment will include
(i) a minimum of $325 million to purchase new common equity of the
reorganized Company, and (ii) a maximum of $125 million of new
second lien debt issued by the reorganized Company.

     * New Money Expansion: By November 1, 2015, management will
estimate the pro forma liquidity of the Company as of the projected
effective date of the Plan. In the event that such estimated
liquidity is less than $350 million, the New Money Investment will
be increased by $35 million to a total of $485 million.

     * Backstop Terms: The Backstop Parties agree to backstop the
Rights Offering, including $413.25 million in new common equity in
the reorganized Company and $36.75 million in new second lien debt
in the reorganized Company.  If any backstop funding is required,
the Debt Backstop will be used first to satisfy any capital
shortfall (subject to a Debt Backstop maximum of $36.75 million and
an aggregate new debt maximum of $125 million). If additional
backstop funding is required after exhaustion of the Debt Backstop
(or the maximum amount of new debt under the Rights Offering is
reached), the Equity Backstop will be used.

     * Use of Proceeds: The Rights Offering proceeds will be used
to pay down the Company's existing reserve-based revolving credit
facility to $650 million and the fees of the Backstop Parties, with
the remainder for general corporate purposes. Upon closing, the
Backstop Parties shall receive a $10 million work fee payable pro
rata to the Backstop Parties based on the Equity Backstop and Debt
Backstop commitments.

     * Non-Core Asset Sale: As determined by the reorganized
Company's board of directors, the Company will sell certain
non-core assets and use the resulting proceeds to (a) pay down the
RBL Revolver to the extent necessary to remain in compliance with
the pro forma borrowing base level and provide sufficient
liquidity, (b) partially prepay any new debt with the remaining
proceeds, and (c) fund general corporate purposes.

     * Distributions: The Lenders will receive all of the new
common equity in the reorganized Company, less the new common
equity issued to the Rights Offering participants, holders of
Senior Notes due 2020 under the senior notes indenture and
participants in a board and management incentive plan. The RBL
Revolver will be amended and restated to include, among other
terms, a borrowing base/maximum availability of at least $750
million on the effective date of the Plan for a period of 18 months
or as otherwise agreed by the Backstop Parties and the Company,
subject to a pre-negotiated adjustment for the sale of certain
non-core assets. The Noteholders will receive 1.0% of the
reorganized common equity if the Noteholders vote for the Plan and
0.5% if the Noteholders vote against the Plan.

     * Management Incentive Plan: 10.0% of the new common equity in
the reorganized Company will be reserved for a board and management
incentive program. 5.0% will be preliminarily granted on the
effective date of the Plan or as soon as practicable after the
effective date. Additional incentive grants will be determined by
the compensation committee of the Board of the reorganized
Company.

     * Governance: The reorganized Company will have a seven-person
Board, consisting of (i) the CEO, (ii) two directors elected by the
second lien lenders, and (iii) four directors elected by the
Backstop Parties with consultation from the CEO and a
nationally-recognized executive search firm.

     * Releases: The Restructuring Support Agreement also provides
for upfront mutual releases between each Backstop Party and each
Sponsor, subject to an exception for fraud, gross negligence, and
willful misconduct, for any claims arising from the restructuring,
transactions, relating to the Company, and the Plan. The
Restructuring Support Agreement also provides for certain other
releases of the Sponsors, the Company, and the Lenders which will
be included in the Plan and will take effect upon the effective
date of the Plan. All indemnification provisions for current
directors, officers, and employees will remain in place after the
restructuring.

     * Break-up Fee: Among other circumstances provided in the
Restructuring Support Agreement, if the Company exercises its
fiduciary out and does not accept the transaction contemplated by
the Term Sheet, the Company will pay the Backstop Parties a $10
million break-up fee.

The Restructuring Term Sheet pegs the Plan Enterprise Value at
$1.275 billion.  In its latest quarterly report on Form 10-Q,
Samson disclosed that it had total assets of $5.085 billion against
total liabilities of $5.37 billion at March 31, 2015.  Those
liabilities include $4.6 billion due in the next 12 months.

The Backstop Parties have agreed to, among other things: (a) vote
all held claims in favor of the Plan; (b) negotiate in good faith
additional documentation to implement the restructuring and the
Plan; (c) support the Company in obtaining court approval of the
Rights Offering; (d) with respect to the Backstop Parties, backstop
the Rights Offering; (e) not support or participate in alternative
transactions and/or restructurings of the Company; and (f) support
certain releases, exculpation, injunction, and discharge provisions
under the Plan.

The Restructuring Support Agreement contemplates an outside date
for a chapter 11 filing of September 16, 2015.  The Restructuring
Support Agreement contains certain Plan-related milestones (e.g.,
deadlines to file an agreed-upon plan of reorganization and
disclosure statement, approve the terms of the Rights Offering,
finalize an agreement on an amended or refinanced/replacement RBL
Revolver, and confirm the Plan).

Under the terms of the Restructuring Support Agreement, if holders
of at least 66 2/3% of the aggregate outstanding loans under the
Second Lien Term Loan are not parties to the Restructuring Support
Agreement by October 14, 2015, the Company will have the ability to
pursue a sale to the Backstop Parties under section 363 of the
Bankruptcy Code.  If the Company elects to pursue the 363 Sale, the
Parties will pursue a sale of substantially all of the Company's
assets and the Backstop Parties will act as the stalking horse
bidder through the commitments contemplated in the Term Sheet.

The terms of the Restructuring Support Agreement require the
Parties to negotiate the terms of an asset purchase agreement and
bid procedures to govern the 363 Sale process on or before
September 16, 2015, and if the Company elects to pursue the 363
Sale, support, and take all reasonable actions necessary for the
implementation or consummation of the 363 Sale, including
facilitating the entry by the Company into an exit financing
facility necessary to consummate the 363 Sale.

As a result of its entry into the Restructuring Support Agreement,
the Company intended to forgo the August 17, 2015 payment under the
Senior Notes Indenture and take advantage of the 30-day grace
period allowed under the Senior Notes Indenture to build consensus
for the restructuring contemplated under the Restructuring Support
Agreement.

A copy of the Restructuring Support Agreement is available at
http://is.gd/61Av8O

Samson Resources is being represented by:

     Kirkland & Ellis LLP
     601 Lexington Avenue
     New York, NY 10022
     Tel: (212) 446-4800
     Fax: (212) 446-4900
     Attention: Paul Basta, P.C., Esq.
                Joshua A. Sussberg, P.C., Esq.
                Brad Weiland, Esq.

The Sponsors to the Restructuring deal are:

     * CRESTVIEW ADVISORS, L.L.C.
     * CRESTVIEW OFFSHORE HOLDINGS II (892 CAYMAN), L.P.
     * CRESTVIEW OFFSHORE HOLDINGS II (CAYMAN), L.P.
     * CRESTVIEW OFFSHORE HOLDINGS II (FF CAYMAN), L.P.
     * CRESTVIEW PARTNERS (CAYMAN), LTD.
     * CRESTVIEW PARTNERS II (892 CAYMAN), L.P.
     * CRESTVIEW PARTNERS II (CAYMAN), L.P.
     * CRESTVIEW PARTNERS II (FF CAYMAN), L.P.
     * CRESTVIEW PARTNERS II (FF), L.P.
     * CRESTVIEW PARTNERS II (TE), L.P.
     * CRESTVIEW PARTNERS II CWGS (CAYMAN), L.P.
     * CRESTVIEW PARTNERS II CWGS (FF CAYMAN), L.P.
     * CRESTVIEW PARTNERS II GP, L.P.
     * CRESTVIEW PARTNERS II, L.P.
     * CRESTVIEW TULIP CREDIT, LLC
     * CRESTVIEW TULIP HOLDINGS LLC
     * CRESTVIEW TULIP INVESTORS LLC
     * CRESTVIEW, L.L.C.
     * KOHLBERG KRAVIS ROBERTS & CO. L.P.
     * KKR 2006 FUND, L.P.
     * KKR SAMSON INVESTORS L.P.
     * KKR SAMSON INVESTORS GP LLC
     * KKR 2006 FUND (SAMSON) L.P.
     * KKR SAMSON SA BLOCKER L.P.
     * KKR FUND HOLDINGS L.P.
     * KKR PARTNERS III, L.P.
     * OPERF CO-INVESTMENT LLC
     * SAMSON AGGREGATOR GP LLC
     * SAMSON AGGREGATOR L.P.
     * SAMSON CO-INVEST I L.P.
     * SAMSON CO-INVEST II L.P.
     * SAMSON CO-INVEST III L.P.

The Sponsors are represented by:

     Milbank, Tweed, Hadley & McCloy LLP
     28 Liberty Street
     New York, NY 10005
     Tel: (212) 530-5000
     Fax: (212) 530-5219
     Attention: Dennis Dunne, Esq.
                Samuel A. Khalil, Esq.
                Albert A. Pisa, Esq.

The Backstop Parties and Consenting Lenders are:

     * ANSCHUTZ INVESTMENT COMPANY
       Attn: Scott T. Carpenter, President
       555 17th Street, Suite 2400
       Denver, CO 80202
       Fax: 303-299-1333

     * CERBERUS INSTITUTIONAL PARTNERS V, L.P.
       CERBERUS INTERNATIONAL II MASTER FUND, L.P.
       CERBERUS PARTNERS II, L.P.
       Attn: Jeffrey Lomasky, Senior Managing Director
             Sheila Peluso, Esq.
       875 Third Avenue
       New York, NY 10022

     * COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC
       Attn: Steven Columbaro, Vice President
       100 North Sepulveda Blvd., Suite 650
       El Segundo, CA 90245
       Fax: 310-615-1048

     * Credit Suisse Loan Funding LLC
       Attn: Robert Healey
             Jonathan Satran
       11 Madison Avenue
       New York, NY 10010

     * AGF Floating Rate Income Fund
       Eaton Vance CDO VII PLC
       Eaton Vance CDO VIII, Ltd.
       Eaton Vance CDO X PLC
       Eaton Vance CLO 2014-1 Ltd.
       Eaton Vance Senior Floating-Rate Trust
       Eaton Vance Floating-Rate Income Trust
       Eaton Vance International (Cayman Islands)
         Floating-Rate Income Portfolio
       Eaton Vance Senior Income Trust
       Eaton Vance Short Duration Diversified Income Fund
       Eaton Vance Institutional Senior Loan Fund
       Eaton Vance Limited Duration Income Fund
       Eaton Vance Floating Rate Portfolio
       MET Investors Series Trust-Met/Eaton Vance Floating
          Rate Portfolio
       Pacific Select Fund-Floating Rate Loan Portfolio
       Pacific Life Funds-PL Floating Rate Loan Fund
       Senior Debt Portfolio
       Eaton Vance VT Floating-Rate Income Fund
       Attn: Craig P. Russ, Vice President
             Steve Leveille
       Two International Place, 9th Floor
       Boston, MA 02110
       Fax: 617-672-8074

     * INVESCO SENIOR SECURED MANAGEMENT, INC., on behalf of
       funds and accounts it manages

     * NYL INVESTORS LLC, on behalf of accounts it manages
       Attn: Robert Dial, Managing Director
             Maureen Cronin, Esq.
       51 Madison Avenue - Room 1016
       New York, NY 10010
       Fax: 212-576-8079

     * SPCP GROUP, LLC
       Attn: Steven Weiser
       Silver Point Capital L.P.
       2 Greenwich Plaza, 1st Floor
       Greenwich, CT 06830
       Fax: 202-273-4533

The Backstop Parties are represented by:

     Willkie Farr & Gallagher LLP
     787 Seventh Avenue
     New York, NY 10019
     Tel: (212) 728-8000
     Fax: (212) 728-8111
     Attention: Margot B. Schonholtz, Esq.
                Ana Alfonso, Esq.

                      About Samson Resources

Samson Resources Corporation is an independent oil and gas company
headquartered in Tulsa, Oklahoma.  Samson engages in the
exploration, development and production of oil and gas properties
located onshore in the United States.  It has operations and
acreage positions in the Anadarko, Greater Green River, Powder
River, San Juan, East Texas and Williston basins.


SAMSON RESOURCES: S&P Lowers CCR to 'D' on Failure to Pay Interest
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Samson Resources Corp. to 'D' from 'CCC-' and the
issue-level ratings on the company's revolving credit facility,
second-lien debt, and unsecured notes to 'D' from 'CCC+', 'CCC-',
and 'C', respectively.  The 'D' ratings reflect Samson's
announcement that it will not make the interest payment due on its
senior notes on Aug. 17, 2015 and S&P believes it to be a general
default under its criteria.  The recovery rating on the company's
revolving credit facility, second-lien debt and unsecured notes
remain '1' (very high recovery; 90%-100% range), '4' (high end of
the 30%-50% average recovery range), and '6' (negligible recovery;
0%-10% range), respectively.

Samson Resources Corp. announced that it has entered into a
Restructuring Support Agreement (RSA) with certain second-lien
holders that hold 45.5% of the second-lien obligations.  As a
result of the RSA, Samson will not make the interest payment due on
its senior notes on Aug. 17, 2015.

"The downgrade reflects our assessment of the company's decision
not to pay the interest payment on the company's senior notes that
was due on Aug. 17, 2015," said Standard & Poor's credit analyst
Stephen Scovotti.  "We do not expect the company to make the
payment during its grace period and believe that the default will
be a general default, which, under our criteria, means that Samson
will fail to pay all or substantially all of its obligations as
they come due," he added.  

S&P will re-evaluate Samson's corporate credit rating and issue
level ratings under its new capital structure.



SAMSON RESOURCES: Says Negotiations With Noteholders Fell Through
-----------------------------------------------------------------
Samson Resources Corporation disclosed that beginning in April
2015, the Company commenced discussions and negotiations with legal
and financial advisors to the administrative agent for the Lenders
and a group of Noteholders regarding recapitalization and
restructuring transactions for the Company. The Company's legal and
financial advisors met initially with the advisors to the Agent on
April 14, 2015, and with the advisors to the group of Noteholders
on April 17, 2015, to provide relevant background and context for
the negotiations.

Over the next several weeks, the advisors to both the Agent and
Noteholders conducted due diligence and engaged in separate but
parallel negotiations with the Company and its advisors.

On June 8 and 9, 2015, certain Lenders entered into confidentiality
agreements with the Company. On June 10, 2015, certain Noteholders
executed similar confidentiality agreements. The confidentiality
agreements all require a public disclosure of all material
non-public information provided to the Lenders and Noteholders,
respectively, on or prior to August 14, 2015.

Following entry into the confidentiality agreements, the Company
proceeded to negotiate two potential recapitalization and
restructuring transactions over the course of the last several
months. The first, led by the group of Noteholders, contemplated a
new money investment backstopped by the Noteholders, together with
an exchange of substantially all of the existing Senior Notes.

More specifically, and as set forth in the last proposal made by
the Noteholders on a term sheet dated July 29, 2015, which was the
last proposal made by the group of Noteholders, the Noteholder-led
recapitalization and restructuring transaction contemplated the
contribution of $650 million in new money investments, to be led by
the Noteholders, and an out-of-court exchange of the Senior Notes
into new 1.5 lien secured notes.

To be successful, the July 29 Senior Notes Term Sheet required,
among other things, broad Noteholder support (95%) for the
transaction, an agreement on the refinancing of the existing RBL
revolver to accommodate the new money investment and exchanged
notes, and an agreement with the holders of the Company's preferred
stock. Additionally, in the Company's view, the exchange likely
would have needed to close on or before September 16, 2015.

The Company and the group of Noteholders were unable to reach an
agreement and have terminated negotiations.

Copies of the July 29 Senior Notes Term Sheet, as well as term
sheets dated May 7, 2015, May 22, 2015, July 26, 2015, July 27,
2015, and July 28, 2015 are available at http://is.gd/QjOxZV

A copy of the information given to certain of the Company's Lenders
and Noteholders is available at http://is.gd/WjchsH

                      About Samson Resources

Samson Resources Corporation is an independent oil and gas company
headquartered in Tulsa, Oklahoma.  Samson engages in the
exploration, development and production of oil and gas properties
located onshore in the United States.  It has operations and
acreage positions in the Anadarko, Greater Green River, Powder
River, San Juan, East Texas and Williston basins.

In its quarterly report on Form 10-Q, Samson disclosed that it had
total assets of $5.085 billion against total liabilities of $5.37
billion at March 31, 2015.  Those liabilities include $4.6 billion
due in the next 12 months.


SANDRIDGE ENERGY: S&P Lowers Corporate Credit Rating to 'SD'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Oklahoma City-based SandRidge Energy Inc. to 'SD'
(selective default) from 'CCC+'.

S&P also lowered the issue-level rating on the company's senior
unsecured notes due 2020, 2021, 2022, and 2023 to 'D' from 'CCC-'.
The recovery rating on the senior unsecured notes remains '6',
reflecting S&P's expectation of negligible (0% to 10%) recovery in
the event of a conventional default.  S&P affirmed the 'B'
issue-level rating on the company's senior secured second-lien
notes due 2020.  The recovery rating on the senior secured
second-lien notes remains '1', reflecting S&P's expectation of very
high (90% to 100%) recovery in the event of a conventional default.


"The downgrade follows SandRidge's announcement that it has entered
into an agreement to repurchase a portion of its senior unsecured
notes at a significant discount to par," said Standard & Poor's
credit analyst Ben Tsocanos.

The company will repurchase $250 million of aggregate principal
amount of notes for $94.5 million in cash.  S&P views the
repurchase as a distressed exchange because at the close of the
transaction investors receive less than what was promised on the
original securities.

SandRidge also reached agreement to exchange $275 million of its
senior unsecured notes due 2020, 2021, 2022, and 2023 for
convertible notes due 2022 and 2023.  The new notes convert
mandatorily to common stock at a threshold of $1.10 per share at a
strike price equivalent to 40% of par.  New note holders also have
the option to convert at a rate up to 40% of par and receive an
interest make-whole, with certain limitation.  S&P would likely
view the conversion in either case as a distressed exchange based
on the expectation that investors will receive less than the face
value of the original notes.  S&P expects to assign ratings to the
new notes following the close of the exchange.

S&P notes that the repurchase reduces the company's approximately
$4.4 billion of debt by a net $155.5 million, marginally improving
financial leverage and reducing interest payment.  If holders of
the new convertible notes convert them to common stock either at
their option or mandatorily, SandRidge's leverage will improve
further.

S&P expects to review the corporate credit and issue-level ratings
when S&P assess the likelihood of further debt exchanges as low.
S&P's analysis will incorporate the challenging operating
environment for oil and gas companies at current commodity prices
and SandRidge's high, though marginally improved, leverage.



SEARS ROEBUCK: S&P Puts 'B-' Issue-Level Rating on Watch Positive
-----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B-' issue-level
rating on Sears Roebuck Acceptance Corp.'s (SRAC's) senior notes
and 'CCC-' rating on Sears Holdings Corp.'s 8% senior notes on
CreditWatch positive.  The recovery ratings on these debt issues
remain '2' and '6', respectively.  The '2' recovery rating reflects
S&P's expectation for substantial recovery in the event of default,
at the lower end of the 70% to 90% range.  The '6' recovery rating
reflects S&P's expectation for negligible (0%-10%) recovery.

S&P will update its recovery analysis when the tender offer is
completed, which may result in revisions to the recovery ratings
and raised issue-level ratings.  Factors that S&P expects will bear
upon the extent of any upgrades include the amount of second-lien
debt repurchased (about $936 million principal amount was reported
tendered as of today at $990/$1,000 including the early tender
premium; accrued interest will also be paid), S&P's assumptions
relating to potential future incurrences of second-lien or other
debt, and store monetizations, as well as assumed usage under the
asset-backed revolving credit facility.

S&P expects to update or resolve the CreditWatch placement as the
company releases details on the tender completion.  The tender
offer currently expires Aug. 28, 2015.

RATINGS LIST

Sears Holdings Corp.
Corporate Credit Rating            CCC+/Negative/--

Ratings On CreditWatch
                                    To               From
Sears Roebuck Acceptance Corp.
Sr Notes                           B-/Watch Pos     B-
  Recovery Rating                   2L               2L

Sears Holdings Corp.
8% Senior Notes                    CCC-/Watch Pos   CCC-
  Recovery Rating                   6                6



SHILO INN: Compromise of Controversy with California Bank Okayed
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
approved the compromise of controversy between Shilo Inn, Twin
Falls, LLC, et al., and California Bank & Trust; and dismissed the
Debtors' Chapter 11 cases.

The Court also ordered that, among other things:

   1. Levene, Neale, Bender, Yoo & Brill L.L.P., counsel to the
Debtors, is authorized and instructed to transfer the Nampa/Newberg
Net Sale Proceeds to CBT, pursuant to wire instructions to be
provided by CBT;

   2. the Debtors are authorized and instructed to transfer the
Nampa/Newberg cash collateral to CBT;

   3. the Debtors and CBT are authorized to file stipulations to
dismiss or other appropriate pleadings, with corresponding proposed
order(s), to effectuate the dismissal with prejudice of all
adversary proceedings between the Debtors and CBT pending in the
bankruptcy cases; and
  
   4. the Debtors are authorized to file with the Court that
certain stipulation for In Rem relief from automatic stay and
proposed order approving stipulation for In Rem relief from
automatic stay.

the Court directed the Clerk of the Court to docket the order in
each of the Debtor's jointly administered cases, and close each of
the Debtors' bankruptcy cases.

David B. Golubchik a partner with the law firm of Levene Neale,
counsel to the Debtors, disclosed that the Debtors submitted a
proposed form of order approving the motion, which has been
approved by CBT.

                   About Shilo Inn, Twin Falls

Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013.
Judge Richard M. Neiter presides over the case.  Shilo Inn, Twin
Falls, estimated assets of at least $10 million and debts of at
least $1 million.

Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel.  California Bank and Trust is the primary, senior secured
lender for each of the Debtors.

The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.

David B. Golubchick, Esq., Kurt Ramlo, Esq., and J.P. Fritz, Esq.,
at Levene, Neale, Bender, Yoo & Brill LLP, in Los Angeles,
represent the Debtors in their restructuring effort.

The Debtors' Joint Plan of Reorganization dated Nov. 12, 2014, as
revised on Dec. 11, 2014, are new value reorganization plans.  The
Plans cancel the existing equity in the Debtors held by Mark S.
Hemstreet or his wife, Shannon Hemstreet, and, in exchange for cash
contributions by Mark S. Hemstreet, issue new equity to
him; the Plans repay creditors over time.


SIGA TECHNOLOGIES: Wants More Time to File Plan
-----------------------------------------------
Bill Rochelle, a bankruptcy columnist for Bloomberg News, reported
that Siga Technologies Inc. filed a third motion seeking further
extension of its exclusive period to file a Chapter 11 plan through
and including Dec. 14.

According to the report, the Debtor is awaiting decision from the
Delaware Supreme Court on PharmAthene Inc.'s appeal.  The report
related that the treatment of creditors and shareholders depends on
the outcome of the appeal.

                      About SIGA Technologies

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

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

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

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

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

The Statutory Creditors' Committee is represented by Martin J.
Bienenstock, Esq., Scott K. Rutsky, Esq., and Ehud Barak, Esq., at
Proskauer Rose LLP.  The Committee tapped to retain Guggenheim
Securities, LLC, as its financial advisor and investment banker.


SIGNAL INT'L: U.S. Trustee Forms Seven-Member Creditors' Committee
------------------------------------------------------------------
The U.S. Trustee for Region 3 appointed seven creditors of Signal
International Inc. and its affiliated debtors to serve on the
official committee of unsecured creditors.

The unsecured creditors are:

     (1) Max Specialty Insurance Company
         nka Alterra Excess Company
         Attn: Steve Boesen
         4521 Highwoods Pkwy.,
         Glen Allen, VA 23060
         Phone: 800-446-6671
         Fax: 804-287-6933

     (2) Hemant Khuttan
         c/o Alan Howard, Crowell & Moring
         590 Madison Ave.
         New York, NY 10022
         Phone: 212-803-4021
         Fax: 212-223-4134

     (3) Jamestown Metal Marine Sales, Inc.
         Attn: Chris Campanelli
         4710 NW Boca Raton Blvd.
         Boca Raton, FL 33431
         Phone: 561-994-3900
         Fax: 561-994-3969

     (4) Marmac, LLC dba McDonough Marine Service
         Attn: Rebecca Y. Cooper
         1750 Clearview Parkway, Ste. 201
         Metairie, LA 70001
         Phone: 504-780-8100
         Fax: 504-780-8200

     (5) Canal Barge Company, Inc.
         Attn: Douglas S. Downing, CEO
         835 Union St., Ste. 300
         New Orleans, LA 70112
         Phone: 504-584-1575
         Fax: 504-584-1529

     (6) Aby Karickathara Raju
         c/o Shane G. Ramsey
         Kilpatrick Townsend, The Grace Building
         1114 Avenue of the Americas
         New York, NY 10036
         Phone: 212-775-8767
         Fax: 212-775-8804

     (7) Iju James
         c/o Kara Ford, Sutherland Asbill & Brennan LLP
         The Grace Building, Floor 40
         1114 Avenue of Americas
         New York, NY 10036
         Phone: 212-389-5016

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 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.


SIGNET UK: Moody's Withdraws Ba1 Corp Family Rating, Outlook Stable
-------------------------------------------------------------------
Moody's Investors Service upgraded Signet UK Finance plc's senior
unsecured rating to Baa3 from Ba1.  The company's Ba1 Corporate
Family Rating and Ba1-PD probability of default rating were
withdrawn, as well as its SGL-1 Speculative Grade Liquidity rating.
The rating outlook is stable.

Signet UK Finance plc is an indirect subsidiary of Signet Jewelers
Limited.  All ratings actions are detailed below.  This concludes
the review for upgrade that commenced on June 16, 2015.

"The upgrade reflects the reduction in adjusted debt due to changes
in Moody's approach for capitalizing operating leases," said
Moody's Analyst, Mike Zuccaro.  The updated approach for standard
adjustments for operating leases is explained in the cross-sector
rating methodology Financial Statement Adjustments in the Analysis
of Non-Financial Corporations, published on June 15, 2015.  As a
direct result of this change, Signet's leverage has improved to
around 2.8x from around 3.9x under the prior methodology.  Zuccaro
added, "The upgrade also considers our expectation for continued
improvement in operating performance and credit metrics as the
company executes on its Vision 2020 strategy and further integrates
Zale.  Moody's also expects that the company will maintain its
commitment to an investment grade financial profile."

These ratings were upgraded:

Issuer: Signet UK Finance plc
   -- Senior unsecured rating to Baa3 from Ba1 (LGD 4)
   -- Senior unsecured shelf rating to (P)Baa3 from (P)Ba1

These ratings were withdrawn:

Issuer: Signet UK Finance plc
   -- Corporate Family Rating, Ba1
   -- Probability of Default Rating, Ba1-PD
   -- Speculative Grade Liquidity Rating, SGL-1
      Outlook: Stable

RATINGS RATIONALE

Signet's Baa3 senior unsecured rating reflects the company's
position as the largest specialty retail jeweler in the U.S.,
Canada and U.K., its well-recognized brand names, and solid
execution and marketing, all of which drive strong profitability.
The rating also acknowledges the strategic benefits of the May 2014
Zale acquisition, which strengthened Signet's leading position in
the U.S. while adding the leading jewelry store brand in Canada.
The rating also reflects Signet's excellent liquidity, supported by
the expectation that balance sheet cash and cash flow will be more
than sufficient to cover required cash flow needs over the next
12-18 months, and its clearly stated financial policies, including
a commitment to maintaining an investment grade rating and an
adjusted leverage ratio (as defined by Signet) of 3.5x.

The rating also reflects, however, the company's narrow focus on a
discretionary product with a demonstrated sensitivity to weak
economic conditions.  The 2014 acquisition of Zale brings
significant integration risk and it will likely take several years
to fully execute the integration plan.  The company expects to
achieve $150 - $175 million of net synergies over the next three
years, with 20% of that being achieved in the second half of fiscal
year ending January 2016.  These synergies are expected to be
achieved through SG&A expense reductions, repair-services and brand
cross selling, and gross margin initiatives inclusive of supply
chain.

The stable outlook reflects Moody's expectation that the company
will successfully integrate Zale without disruption over the next
several years, and that debt protection metrics will continue to
improve over time through a combination of organic revenue growth
and revenue/cost saving synergies.

Factors that could result in an upgrade include continued
profitable growth and margin expansion while maintaining excellent
liquidity and a commitment to stronger investment grade credit
metrics, such as lease-adjusted Debt/EBITDA below 2.5x,
EBITA/Interest expense above 5.5x and Retained Cash Flow/Debt above
30% on a sustained basis.

Factors that could result in a downgrade include a material decline
in sales or operating margins, more aggressive financial policies
or meaningful erosion in liquidity.  Quantitatively, ratings could
be downgraded if lease-adjusted debt/EBITDA rises above 3.5x,
retained cash flow to net debt falls below 20% or adjusted
EBITA/Interest falls below 4.0x on a sustained basis.

Signet UK Finance plc is an indirect subsidiary of Bermuda-based
Signet Jewelers Limited.  Signet is the leading specialty jewelry
retailer in the U.S., Canada, and U.K., operating nearly 3,600
stores and e-commerce websites.  Signet acquired 100% of the
outstanding shares of Zale Corporation in May 2014.  Zale is a
leading specialty jewelry retailer in the U.S. and Canada.  Revenue
for the twelve months ended May 2, 2015, exceeded $6.2 billion.

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



SNOWFLAKE COMMUNITY: Agent Asserts Lewis Roca Application Lacking
-----------------------------------------------------------------
Hackman Capital Equipment Acquisition Company, LLC, as
administrative agent for Revere Finance LLC, Rabin Worldwide, Inc.,
Capital Recovery Group, LLC, and itself as lender, and Apache
Railroad Holdings, LLC, says Snowflake Community' application to
employ Lewis Roca Rothgerber LLP as counsel still has deficiencies.
Hackman, in a response to the to the Debtor's response to
Hackman's objection, noted that Lewis Roca's supplement to the
application has failed to disclose its engagement agreement (if
any) with the Debtor.

Hackman Capital is represented by:

         Bryce A. Suzuki, Esq.
         Justin A. Sabin, Esq.
         BRYAN CAVE LLP
         Two North Central Avenue, Suite 2200
         Phoenix, AZ 85004-4406
         Tel: (602) 364-7000
         Fax: (602) 364-7070
         E-mail: bryce.suzuki@bryancave.com
                 justin.sabin@bryancave.com

                    The Application

As reported in the Troubled Company Reporter on May 29, 2015, the
Debtor has sought permission to hire LRR to provide various
services, including:

   (a) giving the Foundation legal advice with respect to the
       powers and duties in the continued operation and management
       of its property;

   (b) to take necessary action to recover certain property and
       money owed to the Foundation;

   (c) to represent the Foundation in litigation;

   (d) to prepare, on behalf of the Foundation, all necessary
       applications, answers, complaints, orders, reports,
       disclosure statement, plan of reorganization, motions and
       other legal documents; and

   (e) to perform all other legal services that the Foundation
       deems necessary.

The hourly rates for the services of the LRR attorneys and staff
who may work on the case are as follows:

      Robert M. Charles, Jr., Esq.        $510
      Justin J. Henderson, Esq.           $375

In addition, LRR will seek reimbursement in full for all reasonably
incurred expenses.

The Debtor assures 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.

                     About Snowflake Community

Snowflake Community Foundation sought Chapter 11 protection (Bankr.
D. Ariz. Case No. 15-bk-06264) in Phoenix on May 20, 2015.  The
case is assigned to Judge Madeleine C. Wanslee.

The Sec. 341(a) meeting of creditors is scheduled for June 23,
2015.

The Debtor tapped Rob Charles, Esq., at Lewis Roca Rothgerber LLP,
in Tucson, Arizona, as counsel.

The Debtor sought to sell its sole asset -- 100% of the stock in
The Apache Railway Company -- to Little Colorado River Water
Conservation District.  The Foundation proposes to convey the Stock
for an amount equal to the payoff of the secured lenders' notes.
The Lenders indicate that the balance was $7,225,582 as of April 6,
2015.  The secured lenders are by Capital Recovery Group, LLC,
Hackman Capital Equipment Acquisition Co., Rabin Worldwide, Inc.,
and Revere Finance LLC.



SPECTRASCIENCE INC: 2nd Qtr Report Filed; Loses Continue to Mount
-----------------------------------------------------------------
SpectraScience, Inc., filed with the Securities and Exchange
Commission its financial report on Form 10-Q for the quarterly
period ended June 30, 2015.

SpectraScience said it has not earned any revenues for the past two
quarters this year and for the fiscal year ended Dec. 31, 2014.  At
the end of 2013, it reported revenues of $240,000.

For the second quarter of 2015, the Company posted a net loss of
$2,452,951.

SpectraScience said that, historically, its sources of cash have
come from the issuance and sales of equity securities and
convertible debentures. The historical cash outflows have been
primarily used for operating activities including research,
development, administrative and sales activities. Fluctuations in
the Company's working capital due to timing differences of its cash
receipts and cash disbursements also impact its cash flow. The
Company expects to incur significant additional operating losses
through at least the end of 2015, as it completes proof-of-concept
trials, conducts outcome-based clinical studies and increases sales
and marketing efforts to commercialize the WavSTAT4 Systems in
Europe.

SpectraScience warns that if it does not receive sufficient
funding, there is substantial doubt that the Company will be able
to continue as a going concern. The Company may incur unknown
expenses or may not be able to meet its revenue forecast, and one
or more of these circumstances would require the Company to seek
additional capital. The Company may not be able to obtain equity
capital or debt funding on terms that are acceptable. Even if the
Company receives additional funding, such proceeds may not be
sufficient to allow the Company to sustain operations until it
becomes profitable and begins to generate positive cash flows from
operations.

As of June 30, 2015, the Company had a working capital deficit of
$7,783,022 and cash of $42,235, compared to a working capital
deficit of $5,732,125 and cash of $223,529 as of December 31, 2014.


In December 2011, the Company entered into an Engagement Agreement
with Laidlaw & Company (UK) Ltd., which Engagement Agreement was
amended in July 2012. Under the Engagement Agreement, Laidlaw
agreed to assist the Company in raising up to $20.0 million in
capital over a two year period from the date of the Engagement
Agreement. Subsequent to March 31, 2013, the Company has engaged
other agents to assist the Company with raising capital and has
commenced raising capital on its own. During the six months ended
June 30, 2015, the Company raised $743,970, net of transaction
costs of $76,780, under these agreements. However, if the Company
does not receive additional funds in a timely manner, the Company
could be in jeopardy as a going concern. The Company may not be
able to find alternative capital or raise capital or debt on terms
that are acceptable. Management believes that if the events defined
in the Engagement Agreements occur as expected, or if the Company
is otherwise able to raise a similar level of funds, such proceeds
will be sufficient to allow the Company to sustain operations until
it attains profitability and positive cash flows from operations.
However, the Company may incur unknown expenses or may not be able
to meet its revenue expectations requiring it to seek additional
capital. In such event, the Company may not be able to find capital
or raise capital or debt on terms that are acceptable.

The holders of Convertible Debentures control the conversion of the
Convertible Debentures and certain of the Convertible Debentures
were not converted at their maturity constituting a potential
default on the matured, but unconverted, Convertible Debentures. In
the event of such default, principal, accrued interest and other
related costs are immediately due and payable in cash. As of June
30, 2015, Convertible Debentures with a face value of $3,282,497
held by 55 individual investors are in default. None of these
investors have served notice of default on the Convertible
Debentures held by them.

The Company said total assets were $1,888,042 and liabilities, all
current, were $8,402,392 as of June 30, 2015.

A copy of the Form 10-Q report is available at http://is.gd/TdnLP2

                       About SpectraScience

SpectraScience, Inc. (OTC QB: SCIE) is a San Diego based medical
device company that designs, develops, manufactures and markets
spectrophotometry systems capable of determining whether tissue is
normal, pre-cancerous or cancerous without physically removing
tissue from the body.  The WavSTAT(TM) Optical Biopsy System uses
light to optically scan tissue and provide the physician with an
immediate analysis.

HJ Associates & Consultants LLP expressed substantial doubt about
the Company's ability to continue as a going concern, citing that
the Company has suffered recurring losses from operations and its
ability to continue as a going concern is dependent on the
Company's ability to attract investors and generate cash through
issuance of equity instruments and convertible debt.

The Company reported a net loss of $4.49 million on $nil in revenue
for the year ended Dec. 31, 2014, compared to a net loss of $2.75
million on $240,000 of revenues in the same period in 2013.

The Company's balance sheet at Dec. 31, 2014, showed $2.21 million
in total assets, $6.59 million in total liabilities, and a
stockholders' deficit of $4.38 million.


SPECTRUM ACADEMY: S&P Assigns 'BB+' Rating on $17.92MM Bonds
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'BB+' long-term
rating to Utah Charter School Finance Authority's $17.92 million
series 2015 fixed-rate charter school revenue bonds issued for
Spectrum Academy (Spectrum).  The outlook is stable.

"While we believe Spectrum is well positioned to grow into the
debt, the rating reflects the academy's volatile operating history,
high pro forma debt service burden, and slim historical debt
service coverage," said Standard & Poor's credit analyst Luke
Gildner.  Supporting the rating is Spectrum's very strong demand
profile supporting enrollment growth, solid liquidity, and recent
history of operating surpluses.

Management plans to use the proceeds of the bonds to acquire the
facilities the school currently occupies. Proceeds will also be
used to construct additional classroom space at the school's
Pleasant Grove campus.

The stable outlook reflects S&P's expectation that during the next
year management will meet enrollment projections and pro forma
maximum annual debt service (MADS) coverage will improve from prior
years.  S&P also expects liquidity will remain relatively stable.

S&P does not expect to take a positive rating action during the
one-year outlook period, however, S&P could take a positive rating
action if the charter school consistently meets financial
projections resulting in MADS coverage in line with the
investment-grade medians while maintaining or improving liquidity
levels.  S&P could lower the rating if enrollment does not increase
as projected, operations weaken, or the balance sheet
deteriorates.



SPECTRUM ANALYTICAL: Ford Seeks Stay Relief for 2 Vehicles
----------------------------------------------------------
Ford Motor Credit Company LLC, formerly Ford Motor Credit Company,
asks the U.S. Bankruptcy Court for the District of Massachusetts,
Springfield Division, for relief from automatic stay in order to
obtain possession and dispose of its collateral, a 2008 Mercury
Milan and a 2014 Lincoln MKZ.

Debtor Hanibal Technology, LLC, entered into a Retail Installment
Contract, also known as Contract 1, with Sarat Ford Sales Inc.,
whereby the Debtor agreed to pay a total of $7,722.24, in
connection with the purchase of a 2008 Mercury Milan.  Hanibal also
entered into a Retail Installment Contract, also known as Contract
2, with Sarat Ford Sales, Inc., whereby Hanibal agreed to pay a
total of $59,390.36, in connection with the purchase of a 2014
Lincoln MKZ.

Contracts 1 and 2 were duly assigned by Sarat Ford Sales, to Ford,
which now holds and owns them.  Pursuant to the terms and
provisions of Contracts 1 and 2, Ford was granted and presently
retains a purchase money security interest in the 2008 Mercury
Milan and 2014 Lincoln MKZ, and any accessories, equipment and
replacement parts installed in the vehicles. No other collateral
exists securing these obligations.

Hanibal is in default under the terms and provisions of Contracts 1
and 2, as follows:

     Contract 1
     a. Balance Due: $502.87
     b. Post-petition arrears: $502.85
       (the loan matured July 4, 2015)

     Contract 2
     a. Balance Due: $45,490.53
     b. Post-petition arrears: $947.62 for the months of June 7,
2015 and July 7, 2015.

Ford has ascertained that the fair market replacement values for:
(i) the 2008 Mercury Milan is $7,575.00; and (ii) the 2014 Lincoln
MKZ is $35,300.00.

Mitchell J. Levine, Esq., at the Law Offices of Nair & Levin, P.C.,
in Bloomfield, Connecticut, tells the Court that the Debtors
continue to enjoy the use and possession of the vehicles,
subjecting the same to normal occupational wear and tear, thereby
causing them to depreciate in value. Mr. Levine further tells the
Court that the continued use of the vehicles will eventually render
them useless, thereby causing Ford irreparable damage to its
interests in the same.

Ford Motor Credit Company is represented by:

          Mitchell J. Levine, Esq.
          LAW OFFICES OF NAIR & LEVIN, P.C.
          707 Bloomfield Avenue
          Bloomfield, CT 06002
          Telephone: (860)692-3164
          E-mail: mlevine@nairlevin.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.



SPIRIT REALTY: S&P Affirms 'BB' CCR & Revises Outlook to Positive
-----------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB' corporate
credit rating on Spirit Realty Capital Inc. (Spirit) and revised
the outlook to positive from stable.

"The positive outlook reflects our view that Spirit will continue
to grow its asset base in a financially prudent manner, largely
with equity proceeds and asset sales," said credit Jaime Gitler.
"The company has also reduced exposure to its top tenant, Shopko,
through capital recycling of assets.  Asset sales in the second
quarter exceeded our expectations and led to more debt repayment
than we forecast.  If the company continues to grow in this manner,
we could raise the corporate credit rating by one notch given the
company would be operating with leverage closer to that of
higher-rated peers."

The positive outlook reflects S&P's view that the company's
same-store portfolio will perform steadily and that a fairly
aggressive appetite for investment growth will be funded primarily
with equity and asset sales.  S&P expects debt/EBITDA will hover
around 7.0x and FCC will be in the mid-2x range over the next
year.

S&P could raise the ratings if the company continues to fund an
aggressive, but successful growth strategy primarily with equity
issuance and assets sales.  This would result in debt to EBITDA
falling below 7.0x and FCC rising above 2.3x on a sustained basis.

S&P could change the outlook back to stable if the company's
operating performance weakens or if Spirit invests using more debt
financing than S&P expects, such that S&P expects debt to EBITDA to
remain above 7.0x and FCC to stay below 2.3 on a sustained basis.



SRP PLAZA: Court Approved Extension of Automatic Stay
-----------------------------------------------------
SRP Plaza L.P. and U.S. Bank, N.A., sought and obtained from Judge
August B. Landis of the U.S. Bankruptcy Court for the District of
Nevada approval of their stipulation extending the automatic stay
deadline from July 15, 2015, to August 14, 2015.

Section 362(d)(3) of title 11 of the Bankruptcy Code provides that
within 90 days after the filing of a petition, which is July 15,
2015 in the Debtor's case, the stay provided in Section 362 shall
remain in effect so long as the single asset real estate debtor
either files a plan of reorganization or has commenced monthly
non-default interest payments to the secured creditor.

SRP Plaza is represented by:

          Zachariah Larson, Esq.
          Matthew C. Zirzow, Esq.
          LARSON & ZIRZOW, LLC
          810 S. Casino Center Blvd. #101
          Las Vegas, NV 89101
          Telephone: (702)382-1170
          Facsimile: (702)382-1169
          E-mail: zlarson@lzlawnv.com
                  mzirzow@lzlawnv.com
                
U.S. Bank is represented by:

          Abran E. Vigil, Esq.
          BALLARD SPAHR, LLP
          100 North City Parkway, Suite 1750
          Las Vegas, Nevada 89106-4617
          Telephone: (702)471-7000
          Facsimile: (702)471-7070
          E-mail: vigila@ballardspahr.com

                  - and -

          Dean C. Waldt, Esq.
          BALLARD SPAHR, LLP
          1 East Washington Street, Suite 2300
          Phoenix, AZ 85004-2555
          Telephone: (602)798-5400
          Facsimile: (602)798-5595

                         About SRP Plaza

SRP Plaza, L.P., is the owner of a retail shopping center commonly
known as "Mission Paseo Shopping Center" with addresses of 6985
and 7005 West Sahara Avenue and 2555 and 2585 South Rainbow
Boulevard, Las Vegas, Nevada.  SRP Plaza, L.P., a Single Asset Real
Estate, filed a Chapter 11 petition (Bankr. D. Nev. Case No.
15-12127) on April 16, 2015, to halt a receiver from taking control
of the property.

U.S. Bank National Association, as successor trustee for the
registered holders of Bear Stearns Commercial Mortgage Securities,
Inc., Commercial Pass-Through Certificates, Series 20015-PW37,
declared an event of default under a Deed of Trust dated on
Dec. 7, 2004, and recorded against the real property of SRP on Dec.
9, 2004 as Instrument No. 20041209-0003438.

On March 31, 2014, the Bank filed a complaint for appointment of a
receiver in the Eight Judicial District Court, Clark County,
Nevada, being Case No. A-15-71622 against SRP, and on April 9,
2015, filed an application for the appointment of a receiver
seeking the potential seizure of control of SRP's property, which
actions, if allowed to proceed, would cause significant and
irreparable harm to SPR, its creditors and other
parties-in-interest.

The bankruptcy case is assigned to Judge August B. Landis.  The
Debtor disclosed $10,481,975 in assets and $7,327,546 in
liabilities as of the Chapter 11 filing.

SRP Plaza is represented by Zachariah Larson, Esq., Matthew C.
Zirzow, Esq. and Shara L. Larson, Esq. at Larson & Zirzow, LLC in
Las Vegas, Nevada.



STEREOTAXIS INC: Reports 2015 Second Quarter Financial Results
--------------------------------------------------------------
Stereotaxis, Inc., reported a net loss of $1.5 million on $9.6
million of total revenue for the three months ended June 30, 2015,
compared to a net loss of $1.9 million on $8 million of total
revenue for the same period in 2014.

For the six months ended June 30, 2015, the Company reported a net
loss of $4.6 million on $19.2 million of total revenue compared to
a net loss of $6.1 million on $16.4 million of total revenue for
the six months ended June 30, 2014.

As of June 30, 2015, the Company had $19.9 million in total assets,
$35.8 million in total liabilities and a $15.8 million total
stockholders' deficit.

At June 30, 2015, Stereotaxis had cash and cash equivalents of $3.6
million, compared to $4.4 million at March 31, 2015.

"Compared to a year ago, revenue for the second quarter increased
20% and revenue for the first half of 2015 increased 17%,
reflecting stronger system revenue," said William C. Mills,
Stereotaxis chief executive officer.  "This is the third
consecutive quarter in which we converted two Niobe ES magnetic
navigation system sales to revenue.  At the same time, we achieved
a 31% decrease in operating loss for the first six months compared
to the same period a year ago."

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

                       http://is.gd/SI4HEd

                         About Stereotaxis

Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures.  The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.

Stereotaxis reported a net loss of $5.20 million in 2014, a net
loss of $68.8 million in 2013 and a net loss of $9.23 million in
2012.

Ernst & Young LLP, in St. Louis, Missouri, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has incurred recurring
operating losses and has a net capital deficiency.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.


STONEWALL FARM: Case Summary & 3 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Stonewall Farm Ocala, LLC
        800 SW 85th Avenue
        Ocala, FL 34481

Case No.: 15-03677

Chapter 11 Petition Date: August 17, 2015

Court: United States Bankruptcy Court
       Middle District of Florida (Jacksonville)

Debtor's Counsel: Robert D Wilcox, Esq.
                  WILCOX LAW FIRM
                  814 Highway A1A North, Suite 202
                  Ponte Vedra Beach, FL 32082
                  Tel: 904-405-1248
                  Email: rw@wlflaw.com

Total Assets: $4.23 million

Total Liabilities: $2.17 million

The petition was signed by Richard Haisfield, authorized
individual.

List of Debtor's three Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Creditors Comm./ Haisfield        Alleged claim for       Unknown
                                avoidable transfers

Reese Henry & Co.                Accounting services      $17,670

Stonewall Phoenix, LLC           Management services      $66,811


SULLIVAN INT'L: Sullivan Hill OK'd as General Bankruptcy Counsel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
authorized Sullivan International Group, Inc., to employ Sullivan
Hill Lewin Rez & Engel as general bankruptcy counsel, nunc pro tunc
to April 6, 2015.

The compensation of the firm will be at the expense of the Debtor's
estate.  No fees or costs will be paid to the firm without prior
authorization from the Court.

                 About Sullivan International

Sullivan International Group, Inc., an environmental engineering
provider, commenced a Chapter 11 bankruptcy case (Bankr. S.D. Cal.
Case No. 15-02281) in San Diego, California, on April 6, 2015.
Steven E. Sullivan signed the petition as chief executive officer.
The Debtor disclosed total assets of $16.27 million and total
Debts of $17.25 million.  James P. Hill, Esq., at Sullivan, Hill,
Lewin, Rez & Engel, APLC, in San Diego, represents the Debtor as
counsel.

The U.S. Trustee overseeing the Debtor's bankruptcy case appointed
DeNovo Constructors Inc., Tetra Tech Inc., Park Construction Co.,
Energy Solutions, Wittie Letsche & Waldo LLP, Lawson Environmental
Service, Meyer Construction Inc., Cascade Drilling LP, and McMillin
NTC 903/904 LLC to serve on the official committee of unsecured
creditors.  The Committee is represented by Thomas R. Fawkes, Esq.,
and Brian J. Jackiw, Esq., at Goldstein & McClintock LLLP.



SULLIVAN INTERNATIONAL: 3C Advisors Approved as Financial Advisor
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of California
authorized Sullivan International Group, Inc., to employ 3C
Advisors & Associates, Inc., as financial advisor, nunc pro tunc to
April 6, 2015.

The U.S. Trustee and the Official Committee of Unsecured Creditors
objected to the application, and the Debtor filed replies to the
objections, noting that the Court must overrule the objections.

The Committee, in its limited objection, noted that it has concerns
about several aspects of the proposed fee structure.  First, the
Debtor proposes to significantly increase 3C's compensation
postpetition despite the fact that the services being provided have
for all practical purposes remained the same.  The terms upon which
3C agreed to be engaged pre-bankruptcy should be more than
sufficient -- 3C should not be given a substantial "raise" for
providing the same services now that the Debtor has sought
bankruptcy protection.  Second, the structure of the enhanced
postpetition fee structure is separately problematic in several
ways.

The U.S. Trustee, in its objection, stated that the Court must deny
the application because the Court pointed out that insurance was
unavailable for the proposed professional or that elimination of
the provisions would increase fees.  The U.S. Trustee also
requested that the Court disapprove the indemnification section of
the retention agreement.

The Committee is represented by:

         Thomas R. Fawkes, Esq.
         Brian J. Jackiw, Esq.
         GOLDSTEIN & MCCLINTOCK LLLP
         208 S. LaSalle Street, Suite 1750
         Chicago, IL 60604
         Tel: (312) 337-7700
         Fax: (312) 277-2305

         Christopher Celentino, Esq.
         BALLARD SPAHR LLP
         655 West Broadway, Suite 1600
         San Diego, CA 92101-8494
         Tel: (619) 487-0797
         Fax: (619) 969-9269

                 About Sullivan International

Sullivan International Group, Inc., an environmental engineering
provider, commenced a Chapter 11 bankruptcy case (Bankr. S.D. Cal.
Case No. 15-02281) in San Diego, California, on April 6, 2015.
Steven E. Sullivan signed the petition as chief executive officer.
The Debtor disclosed total assets of $16.27 million and total
Debts of $17.25 million.  James P. Hill, Esq., at Sullivan, Hill,
Lewin, Rez & Engel, APLC, in San Diego, represents the Debtor as
counsel.

The U.S. Trustee overseeing the Debtor's bankruptcy case appointed
DeNovo Constructors Inc., Tetra Tech Inc., Park Construction Co.,
Energy Solutions, Wittie Letsche & Waldo LLP, Lawson Environmental
Service, Meyer Construction Inc., Cascade Drilling LP, and McMillin
NTC 903/904 LLC to serve on the official committee of unsecured
creditors.  The Committee is represented by Thomas R. Fawkes, Esq.,
and Brian J. Jackiw, Esq., at Goldstein & McClintock LLLP.



TALOS ENERGY: S&P Raises Corp. Credit Rating to 'B', Outlook Stable
-------------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Houston-based Talos Energy LLC to 'B' from 'B-'.  The
rating outlook is stable.  S&P also raised its issue-level rating
on the company's existing senior unsecured notes to 'B-' from
'CCC+'.  The recovery rating remains '5', indicating S&P's
expectation for modest (the higher end of the 10% to 30% range)
recovery in the event of a payment default.

"The upgrade reflects our belief that Talos will continue to
maintain solid credit measures over the next one to two years,
helping to offset weaknesses associated with its business risk
profile, and bringing the company's credit worthiness in line with
other 'B' rated peers," said Standard & Poor's credit analyst
Daniel Krauss.

Standard & Poor's views Talos' business profile as "vulnerable."
S&P assess Talos' financial risk as "aggressive," due to S&P's
assessment that there is the possibility it could look to
additional acquisitions to increase reserves.  S&P considers
liquidity to be "adequate" because it projects liquidity sources
will exceed uses by at least 1.2x for the next 12 months.

The stable outlook reflects S&P's expectation that the company will
manage its future growth strategy prudently, while maintaining
adequate liquidity and appropriate credit measures.  In S&P's base
case scenario, it expects that the company will maintain the key
ratio of funds from operations to total debt of about 20% and debt
to EBITDA sustained below 4x.

S&P could lower the ratings if the company is unable to maintain
production, costs, or spending in line with S&P's current forecast.
S&P could foresee such a scenario if the company encounters
takeaway issues in the Gulf or if the company's spending program is
higher than contemplated without a commensurate increase in
production.  In S&P's downside scenario, it could consider a
downgrade if FFO to debt dropped below 12% (pro forma for
acquisitions) on a sustainable basis, without an expectation for
improvement over the next year or two.  S&P could also consider a
lower rating if a large acquisition or deterioration in operating
performance caused the company's liquidity position to deteriorate
such that S&P considers it to be "less than adequate."

Given the company's private equity ownership and limitations in its
business risk profile, including a relatively limited scale, scope,
and diversity, S&P considers the possibility of an upgrade over the
next year as unlikely.



TELKONET INC: Posts $523,500 Net Income for Second Quarter
----------------------------------------------------------
Telkonet, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing net income
attributable to common stockholders of $523,511 on $4.7 million of
total net revenue for the three months ended June 30, 2015,
compared to net income attributable to common stockholders of
$183,122 on $4.3 million of total net revenue for the same period a
year ago.

For the six months ended June 30, 2015, the Company reported a net
loss attributable to common stockholders of $238,820 on $7.3
million of total net revenue compared to a net loss attributable to
common stockholders of $630,847 on $6.9 million of total net
revenue for the same period during the prior year.

As of June 30, 2015, the Company had $10.9 million in total assets,
$5.4 million in total liabilities and $5.6 million in total
stockholders' equity.

Jason Tienor, Telkonet's CEO commented, "The earnings power in our
business model was evident in the second quarter as our profits
grew and margins expanded.  We also executed a number of key
strategic agreements in Q2, including a partnership with Samsung to
release and deploy the fully integrated Smart Hospitality Room.
Additionally, we entered into an agreement with Trane, a world
leader in air conditioning systems, services and solutions and a
subsidiary of Ingersoll Rand, to market and promote our EcoSmart
platform throughout their hospitality sales channel.  Finally, we
launched the evolutionary new EcoTouch, a beautifully simple
touchscreen wireless thermostat, at HITEC 2015.  The EcoTouch
offers innovative new features and essential aesthetic attributes
that successfully position us to participate in high-end
hospitality, international and consumer markets.  Looking forward,
we’ll utilize this financial and strategic momentum to enable our
continued year over year topline growth while driving profitability
for full year 2015 as we continue ahead into our seasonably strong
third and fourth quarter."

Mr. Tienor added, "The Company’s commitment to the growth of our
channel sales through resellers, integrators, engineers and value
added distribution partners is gaining momentum.  Product revenue
derived from channel partners increased by 162% sequentially and
64% year over prior year. Moreover, we're also experiencing
increased activity in all target markets and have generated a
robust pipeline for our EcoSmart intelligent automation platform.
We remain dedicated to capitalizing on the interest in energy
efficiency and growing attention to the Internet of Things (IoT),
while expanding our target audience both in the United States and
worldwide."

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

                       http://is.gd/6Bu7f5

                          About Telkonet

Milwaukee, Wisconsin-based Telkonet, Inc., is a clean technology
company that develops and manufactures proprietary energy
efficiency and smart grid networking technology.

Telkonet reported a net loss attributable to common stockholders
of $95,400 in 2014 following a net loss attributable to common
stockholders of $4.9 million in 2013.

BDO USA, LLP, in Milwaukee, Wisconsin, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2014, citing that the Company has a history of
losses from operations, a working capital deficiency, and an
accumulated deficit of $121,906,017 that raise substantial doubt
about its ability to continue as a going concern.


TEMBEC INC: S&P Revises Outlook to Negative & Affirms 'B-' CCR
--------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Tembec Inc. to negative from stable and affirmed its 'B-' long-term
corporate credit rating on the company.

At the same time, Standard & Poor's revised its recovery rating on
Tembec's senior secured notes to '4' from '3', indicating S&P's
expectation of average (30%-50%; higher end of the range) recovery
in a default scenario.  Standard & Poor's also affirmed its 'B-'
issue-level rating on the notes.

"The outlook revision reflects what we consider a weak pricing
environment for the company's specialty cellulose pulp and lumber
that more than offsets the benefits of a weaker Canadian dollar
against the U.S.," said Standard & Poor's credit analyst Alessio Di
Francesco.

The outlook revision also reflects Standard & Poor's expectation
that Tembec's adjusted EBITDA interest coverage will remain below
1.5x and liquidity will be constrained over the next 12 months.

The ratings on Tembec reflect what Standard & Poor's views as the
company's "vulnerable" business risk profile and "highly leveraged"
financial risk profile.  S&P bases its assessment of Tembec's
business risk profile on the company's position in the highly
fragmented and cyclical lumber, paper pulp, and paper segments,
which account for the majority of Tembec's cash flow generation.
S&P believes the company's cost profile in these segments is weaker
than the industry average, as demonstrated by below-average EBITDA
margins and greater earnings volatility than that of Tembec's
peers.

S&P considers Tembec a large producer of specialty cellulose pulp,
with a global market share of about 15% based on capacity.  S&P
believes specialty cellulose to be a niche market with a favorable
demand profile and higher barriers to entry when compared to the
company's other segments.  However, in S&P's view the market is
oversupplied, contributing to depressed product pricing and weak
year-to-date results for Tembec.  S&P expects performance from this
segment to remain under pressure through fiscal 2016.  That said,
S&P believes Tembec will realize the benefits associated with the
new turbine commissioned earlier this year at the company's
Temiscaming mill, which we believe will contribute C$25
million-C$30 million of annual electricity sales and improve
productivity.

The company's performance in its forest products segment is also
trending below what S&P had expected in 2014 due in part to soft
North American construction demand and increased per unit fiber
costs that S&P believes will result in lower shipments and average
lumber prices in fiscal 2015 when compared to the same period last
year.

The negative outlook reflects Standard & Poor's expectation that
Tembec's adjusted EBITDA interest coverage will remain below 1.5x
and liquidity constrained over the next 12 months.  It also
reflects S&P's view that weak market conditions in the company's
specialty cellulose segment and softer-than-expected lumber demand
in North America have increased the likelihood that S&P could lower
its ratings on the company over the next 12 months

S&P could lower the ratings if it believes the company's adjusted
EBITDA interest coverage will be below 1.5x on a sustained basis or
liquidity deteriorates.  This could occur if Tembec's weak
year-to-date operating performance does not improve resulting in
EBITDA and cash flow generation trending weaker than S&P's
base-case forecast.

S&P could revise the outlook to stable if the company's
profitability and cash flow generation improve in line with S&P's
base-case forecast and it believes that Tembec can maintain
adjusted EBITDA interest coverage above 1.5x on a sustained basis
with "adequate" liquidity.



TOWNSQUARE MEDIA: S&P Affirms 'B' CCR, Outlook Stable
-----------------------------------------------------
Standard & Poor's Ratings Services said that it affirmed its 'B'
corporate credit rating on Greenwich, Conn.-based Townsquare Media
Inc.  The rating outlook is stable.

At the same time, S&P lowered its issue-level rating on
Townsquare's senior unsecured notes to 'CCC+' from 'B-' and revised
the recovery rating to '6' from '5'.  The '6' recovery rating
indicates S&P's expectation for negligible recovery (0%-10%) of
principal in the event of a payment default.

S&P also affirmed its 'BB-' issue-level and '1' recovery ratings on
the company's upsized $370 million senior secured credit facility.

"Our 'B' corporate rating on Townsquare is based on our 'weak'
business risk profile and 'highly leveraged' financial risk profile
assessments," said Standard & Poor's credit analyst Heidi Zhang.

The stable outlook on Townsquare reflects S&P's expectation that
the company will maintain "adequate" liquidity, leverage in the
5x-6x area, and moderate discretionary cash flow over the next 12
months.



TRANS-LUX CORP: Incurs $582,000 Net Loss in Second Quarter
----------------------------------------------------------
Trans-Lux Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $582,000 on $6 million of total revenues for the three months
ended June 30, 2015, compared to a net loss of $2.5 million on $5.9
million of total revenues for the same period a year ago.

For the six months ended June 30, 2015, the Company reported a net
loss of $1.2 million on $10.4 million of total revenues compared to
a net loss of $2.6 million on $12.3 million of total revenues for
the same period during the prior year.

As of June 30, 2015, the Company had $15 million in total assets,
$18.3 million in total liabilities and a $3.2 million total
stockholders' deficit.

"We are pleased with the improved operating results and the
improvements in our various sales channels," said J.M. Allain,
Trans-Lux president and chief executive officer.  "As a result, we
are now well positioned going into the third quarter with a strong
backlog."

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

                        http://is.gd/YqgDmA

                     About Trans-Lux Corporation

Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a
designer and manufacturer of digital signage display solutions for
the financial, sports and entertainment, gaming and leasing
markets.

Trans-Lux Corporation incurred a net loss of $4.62 million on $24.4
million of total revenues for the year ended Dec. 31, 2014,
compared with a net loss of $1.86 million on $20.9 million of total
revenues for the year ended Dec. 31, 2013.

BDO USA, LLP, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2014,
citing that the Company has suffered recurring losses from
operations and has a significant working capital deficiency that
raise substantial doubt about its ability to continue as a going
concern.  Further, the auditors said, the Company is in default of
the indenture agreements governing its outstanding 9 1/2%
Subordinated debentures which were due in 2012 and its 8 1/4%
Limited convertible senior subordinated notes which were due in
2012 so that the trustees or holders of 25% of the outstanding
Debentures and Notes have the right to demand payment immediately.
Additionally, the Company has a significant amount due to their
pension plan over the next 12 months.


TRANSGENOMIC INC: Reports Second Quarter 2015 Financial Results
---------------------------------------------------------------
Transgenomic, Inc. reported a net loss available to common
stockholders of $3.6 million on $7 million of net sales for the
three months ended June 30, 2015, compared to a net loss available
to common stockholders of $4.2 million on $6.7 million of net sales
for the same period in 2014.

For the six months ended June 30, 2015, the Company reported a net
loss available to common stockholders of $6.9 million on $13.5
million of net sales compared to a net loss available to common
stockholders of $8.6 million on $13 million of net sales for the
same period during the prior year.

As of June 30, 2015, the Company had $31.4 million in total assets,
$20.5 million in total liabilities and $10.9 million in
stockholders' equity.

Cash and cash equivalents were $2.3 million at June 30, 2015,
compared with $1.6 million in cash and cash equivalents at
Dec. 31, 2014.  As previously announced, during the first quarter
of 2015 the Company completed financings that raised approximately
$7.1 million in net proceeds.  Additionally, in July 2015, the
Company completed a private placement financing in which it raised
approximately $2.7 million in net proceeds.

"Transgenomic made solid progress in the second quarter in our
ongoing transformation into an advanced technology company
primarily focused on commercializing the many applications of our
Multiplexed ICE COLD-PCR (MX-ICP) technology," said Paul Kinnon,
president and chief executive officer.  "Importantly, we reported
good increases in sales in our strategically important businesses,
with overall net sales up four percent year over year, and up 11%
after adjusting for our divested Surveyor Kit product line.  In the
key Laboratory Services segment, we recorded a 26% increase in
sales compared to the year-earlier period, as the impact of new
product introductions began to manifest.  At the same time, we were
successful in continuing to manage costs, with operating expenses
down compared to the second quarter in 2014 despite our investments
in new products. We also are very pleased to report that gross
margins in the quarter strengthened compared to last year, rising
to 41% compared to 35% in 2014, a level we expect to maintain and
seek to further improve."

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

                       http://is.gd/D1c7xS

                       About Transgenomic

Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global  

biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services.  The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise.  The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.

Transgenomic reported a net loss available to common stockholders
of $15.1 million in 2014, a net loss available to common
stockholders of $16.7 million in 2013 and a net loss available to
common stockholders of $8.98 million in 2012.

Ernst & Young LLP, in Hartford, Connecticut, 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 that raise substantial doubt about its
ability to continue as a going concern.


VERMILLION INC: Incurs $4.8 Million Net Loss in Second Quarter
--------------------------------------------------------------
Vermillion, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $4.8
million on $535,000 of total revenue for the three months ended
June 30, 2015, compared to a net loss of $5.55 million on $324,000
of total revenue for the same period during the prior year.

For the six months ended June 30, 2015, the Company reported a net
loss of $8.9 million on $1.5 million of total revenue compared to a
net loss of $9.5 million on $629,000 of total revenue for the same
period a year ago.

As of June 30, 2015, the Company had $12.3 million in total assets,
$3.1 million in total liabilities and $9.2 million in total
stockholders' equity.

Valerie Palmieri, president and CEO of Vermillion, Inc., stated,
"We are on track with our Q2 2015 milestone plan which includes
marked progress on our OVA2 FDA submission and two substantial OVA2
posters presented at the American Society of Clinical Oncology
(ASCO) annual meeting.  On the commercialization front, ASPiRA Labs
received its clinical laboratory permit for New York state in 13
months of opening the lab, which expedites our testing in all 50
states.  The ASPiRA Labs Sales Team established 118 new accounts in
Q2 versus 19 accounts in Q1.  This translated into a 60% increase
in kits released by ASPiRA Labs in Q2 versus Q1.  We believe these
are key early indicators of potential growth with new ordering
physicians and sites.  We also started Q3 with a successful $18.8M
underwritten public offering of our common stock to fund our
domestic and international commercialization and bioinformatics
platform investments."

As of June 30, 2015, cash and equivalents totaled $10.9 million.
This excludes the estimated net proceeds of $17.5 million from
Vermillion's July 2015 stock offering.  Vermillion utilized $5.1
million in cash in the second quarter of 2015 and paid an
additional $1.3 million to repurchase common stock from Quest
Diagnostics.  Vermillion expects to utilize $4.7 million to $5.5
million in cash in the third quarter of 2015.

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

                        http://is.gd/J1VxD0

                         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.


VUZIX CORP: Posts $2.70 Million Net Loss for Second Quarter
-----------------------------------------------------------
Vuzix Corporation filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss available
to common shareholders of $2.70 million on $428,000 of total sales
for the three months ended June 30, 2015, compared with net
earnings available to common shareholders of $239,000 on $723,000
of total sales for the same period in 2014.

For the six months ended June 30, 2015, the Company reported a net
loss available to common shareholders of $8.2 million on $1.2
million of total sales compared to net earnings available to common
shareholders of $1.7 million on $1.5 million of total sales for the
same period during the prior year.

As of June 30, 2015, Vuzix had $24.3 million in total assets, $2.9
million in total liabilities and $21.3 million in total
stockholders' equity.

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

                       http://is.gd/Ecp5di

                      About Vuzix Corporation

Vuzix -- http://www.vuzix.com/-- is a supplier of Video Eyewear
products in the consumer, commercial and entertainment markets.
The Company's products, personal display devices that offer users
a portable high quality viewing experience, provide solutions for
mobility, wearable displays and virtual and augmented reality.
Vuzix holds 33 patents and 15 additional patents pending and
numerous IP licenses in the Video Eyewear field.  Founded in 1997,
Vuzix is a public company with offices in Rochester, NY, Oxford,
UK and Tokyo, Japan.

The net loss for the year 2014 was $7.87 million versus a net loss
of $10.1 million in 2013.


WALTER ENERGY: Files 2015.3 Report With Bankruptcy Court
--------------------------------------------------------
Walter Energy, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Alabama on Aug. 13, 2015, a periodic report
regarding the value, operations, and profitability of entities in
which the estate of the Company holds a substantial or controlling
interest for the period ended June 30, 2015.  

The parent company disclosed that it holds 100% interest in:

     * Walter Energy Canada Holdings, Inc.
     * Walter Canadian Coal Partnership
     * Wolverine Coal ULC
     * Wolverine Coal Partnership
     * Brule Coal ULC
     * Brule Coal Partnership
     * Cambrian Energybuild Holdings ULC
     * Willow Creek Coal ULC
     * Willow Creek Coal Partnership
     * Pine Valley Coal Ltd.
     * 0541237 BC, Ltd.
     * Energybuild Group Limited
     * Energybuild Holdings Ltd.
     * Energybuild Opencast Ltd.
     * Energybuild Mining Ltd.
     * Energybuild Ltd.
     * Mineral Extraction and Handling Ltd.
     * Cardem Insurance Co. Ltd.

The parent company disclosed that it holds 50% interest in:

     * Belcourt Saxon Coal, Ltd.
     * Belcourt Saxon Coal Limited Partnership
     * Black Warrior Methane Corp.
     * Black Warrior Transmission Corp.

The so-called 2015.3 Report is available at no extra charge at
http://is.gd/q2BAle

Walter Energy said in a regulatory filing with the Securities and
Exchange Commission that the Company's independent accountants have
not examined, compiled or otherwise applied procedures to the
financial information and, accordingly, do not express an opinion
or any other form of assurance with respect to the financial
information.

                       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.

J. Thomas Corbett, the bankruptcy administrator for the Northern
District of Alabama, has appointed 13 members to the official
committee of unsecured creditors, including Pension Benefit
Guaranty Corp. and Nelson Brothers, LLC.


WAVE SYSTEMS: Gets NASDAQ Listing Non-Compliance Notice
-------------------------------------------------------
Wave Systems Corp. on Aug. 12 disclosed that on August 11, 2015,
the Company received notice from the NASDAQ Listings Qualifications
Staff indicating that the Company no longer satisfies the minimum
$35 million market value of listed securities requirement as
required for continued listing on The NASDAQ Capital Market and set
forth in NASDAQ Listing Rule 5550(b)(2).  In accordance with the
NASDAQ Listing Rules, the Company has been provided a grace period
of 180 calendar days, through February 8, 2016, to evidence
compliance with the Rule.  In order to satisfy the Rule, the
Company must evidence a market value of listed securities of at
least $35 million for a minimum of 10 consecutive business days.
The notice has no effect on the listing or trading of the Company's
common stock on The NASDAQ Capital Market during the 180 day grace
period.

As disclosed on July 20, 2015, the Company was previously notified
by NASDAQ that, based upon its continued non-compliance with the
minimum bid price requirement, the Company's securities would be
subject to delisting from NASDAQ unless the Company timely
requested a hearing before the NASDAQ Hearings Panel.  The Company
has requested and been granted a hearing date relating to the bid
price deficiency, at which hearing the Company will discuss its
plans to evidence compliance with all applicable listing criteria,
including its anticipated compliance with the Rule within the grace
period provided by the Staff.

                       About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products for
hardware-based digital security, including security applications
and services that are complementary to and work with the
specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

Wave Systems reported a net loss of $12.9 million in 2014, a net
loss of $20.3 million in 2013 and a net loss of $34 million in
2012.

As of March 31, 2014, the Company had $8.74 million in total
assets, $17.1 million in total liabilities and a $8.37 million
total stockholders' deficit.

KPMG LLP, in Hartford, Connecticut, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014.  The independent auditors noted that
Wave Systems Corp. has suffered recurring losses from operations
and has a net capital deficiency that raise substantial doubt about
its ability to continue as a going concern.


WILTON BRANDS: Moody's Cuts Probability of Default Rating to Ca-PD
------------------------------------------------------------------
Moody's Investors Service downgraded Wilton Brands, LLC Probability
of Default Rating (PDR) to Ca-PD from Caa2-PD, and affirmed all of
its other ratings.  The downgrade reflects a high probability of
default in the near term in light of the company's offer to convert
a term loan at Wilton Sub Holdings Inc. (Holdco), an indirect
parent of Wilton, into preferred equity.  The conversion is one
component of its request for an amendment to Wilton's term loan
credit agreement.  Wilton is asking lenders to increase the cushion
under its financial covenants in its amendment request.  Moody's
will consider the conversion of Holdco debt into preferred equity
-- if it occurs -- as a distressed exchanged, which Moody's
considers a default.

"Post conversion, Wilton's leverage metrics will significantly
improve as a material amount of debt within the Wilton enterprise
(approximately $500 million) is converted into equity", said
Dominick D'Ascoli, Vice President at Moody's.  "While the lower
debt will benefit credit quality, challenges remain" he continued.
Wilton must continue to deal with its multi-year decline in revenue
caused by the secular decline in some products as consumers shift
towards digital media and other competing leisure-time activities,
as well as private label competition.  It will also need to
successfully refinance its term loan prior to December 2017 when
amortization steps up to $65 million per quarter -- a level which,
in Moody's view, the company will be unable to service.
Moody's expects that Wilton's Corporate Family Rating (CFR) will be
upgraded to Caa1 at the close of the conversion.  Moody's also
expects Wilton's term loan rating to be downgraded to Caa1 or Caa2.
This reflects its junior position relative to the company's
asset-based revolver and the fact that a substantial amount of
lower priority obligations (i.e. the Holdco debt) will be removed
from the capital structure.

Rating Downgraded:

Wilton Brands, LLC
   -- Probability of Default Rating to Ca-PD from Caa2-PD

Ratings Affirmed:

Wilton Brands, LLC
   -- Corporate Family Rating at Caa2
   -- Senior Secured Term Loan due 08/30/18 at B3 (LGD 3)

The rating outlook is negative.

RATINGS RATIONALE

Wilton's Caa2 CFR and Ca-PD PDR reflect the likelihood of the
company pursuing a debt restructuring or other transaction that
Moody's considers a distressed exchange and hence a default.  The
probability of such an event is high given Wilton's very high
financial leverage and weak liquidity.  Wilton has proposed
converting Holdco debt to preferred equity as part of an amendment
request.  Moody's will consider Wilton's conversion of Holdco debt
into preferred equity -- if it occurs -- as a distressed exchanged,
which Moody's considers a default.  Ratings also reflect Moody's
expectation of a continued drop in revenues and earnings driven by
the secular decline in some products as consumers shift towards
digital media and other competing leisure-time activities as well
as private label competition.  These negative credit factors
overshadow Wilton's strong brands and leading positions in certain
product categories.

The negative rating outlook reflects Moody's expectation that
Wilton will be unable to meet increasing amortization payments in
the fourth quarter of 2017, a ballooning Holdco loan balance with a
high likelihood of a distressed exchange, continued credit metric
deterioration without the proposed conversion, and a declining
revenue trend.

Ratings could be lowered if operating results or liquidity
deteriorate.  Ratings could also be lowered if there is an increase
in the probability of any other transaction that Moody's would
consider a distressed exchange.

Rating could be raised if revenue stabilizes, cash flow and
operating profit grow significantly, and there is a material
strengthening of liquidity.  Ratings could also be raised upon
completion of the Holdco debt to preferred equity conversion.

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

Headquartered in Woodridge, Illinois, Wilton Brands LLC is a
leading supplier in the U.S. crafts industry.  It sells a wide
range of products including those for baking, cake decorating,
other food crafting, specialty housewares, sewing patterns,
knitting, crocheting, sewing, fashion crafts, needlecraft, home
decorating, paper crafting and memory keeping.  Revenue was $633
million for the twelve months ended March 31, 2015.  TowerBrook
Capital Partners is the company's controlling equity sponsor.



WILTON HOLDINGS: S&P Lowers CCR to 'CC', Outlook Remains Negative
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Woodbridge, Ill.-based Wilton Holdings Inc. to 'CC' from
'CCC+'.  The outlook remains negative.

Concurrently, S&P lowered its issue-level ratings on the company's
$400 million term loan due 2019 to 'CC' from 'CCC+'.  The recovery
rating remains unchanged at '3' indicating S&P's expectation for
meaningful (50% to 70%) recovery, at the upper end of the range, in
the event of a payment default.

Pro forma for the proposed transaction, S&P estimates Wilton will
have $1.3 billion in adjusted debt outstanding.  This includes
S&P's adjustments for operating leases and $896 million in both
proposed preferred equity and existing equity units, which S&P
views as debt.

"The downgrades follow Wilton's announced offer to convert its
holdco PIK notes to preferred equity, which is a more junior
position but at the same 17% PIK interest rate as the current
holdco notes, and there will be no maturity on the preferred
stock," said Standard & Poor's credit analyst Beverly Correa.
"Based on these changes to the original terms of the notes, we view
the exchange as distressed and tantamount to a default."

"In our view, the offer is distressed rather than opportunistic
because there is a real possibility of a conventional default over
the short term given the company's highly leveraged capital
structure and very thin covenant cushion levels," added Ms. Correa.


The holdco PIK notes were supposed to mature Aug. 30, 2019, and had
an initial 10% PIK and 7% cash rate.  In November 2014, Wilton
amended its agreement to accumulate the cash portion.  Wilton's
existing term loan, with roughly $283.4 million outstanding as of
June 30, 2015, is due Aug. 30, 2018, and its $125 million ABL
revolver is due Aug. 30, 2017.  The term loan amortization and
prepayment increase substantially, to roughly $42 million in fiscal
2015, $40 million in 2016, and $95 million in 2017. Therefore,
Standard & Poor's believes that it is essential that the company
have access to its revolving credit facility to meet its debt
obligations as amortization steps up.  In addition to the proposed
transaction, Wilton will seek an amendment to its existing term
loan to increase covenant cushion.  Cushion levels are expected to
be set with at least 20% cushion.  Currently, the company maintains
$10 million in cash at its Cupcake Holdings LLC level to cure any
covenant violations.

Performance through the second quarter ended June 30, 2015, has
been slightly below S&P's forecasts due to continued foreign
currency headwinds, timing shift of sales, and declines in the
paper crafting industry, as well as underperformance in the
European and Canadian markets.



ZUCKER GOLDBERG: Has Interim OK to Use Chase Cash Collateral
------------------------------------------------------------
Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the
District of New Jersey gave Zucker Goldberg & Ackerman, LLC,
interim authority to use cash collateral securing its prepetition
indebtedness from JPMorgan Chase Bank, N.A.

As of the Petition Date, the Debtor was indebted to Chase in the
aggregate principal amount of $2.850 million, plus accrued and
unpaid interest, and all fees, expenses and other obligations,
including any attorneys' and other advisors' fees.

The final hearing to consider entry of a final order is scheduled
for Aug. 24, 2015, at 2:00 p.m.  Any party-in-interest must file
objections no later than Aug. 20.

Zucker, Goldberg & Ackerman, LLC sought Chapter sought Chapter 11
bankruptcy for protection on Aug. 3, 2015 (Bankr. D. N.J., Case No.
15-24585).  The petition was signed by Michael S. Ackerman as
managing member.  The Debtor reported total assets of $11.5 million
and total liabilities of $53.3 million as of June 30, 2015.
Wasserman, Jurista & Stolz, P.C. serves the Debtor as counsel.
Brown, Moskowitz & Kallen, P.C. acts as the Debtor's litigation
counsel.  The Debtor's noticing and balloting agent is BMC Group,
Inc.  The case is assigned to Judge Christine M. Gravelle.


[*] Fitch: Mixed Creditor Recovery Rates for Healthcare, Food Cos.
------------------------------------------------------------------
Recovery rates were mixed for creditors of defaulting U.S.
healthcare, food, beverage and consumer products companies, with
issue recovery percentages dependent on the total reorganization or
liquidation value and the company's overall capital structure mix,
according to a new Fitch Ratings bankruptcy case study report.

The median multiples of reorganization enterprise value/forward
EBITDA forecast for healthcare and pharmaceutical (HC) and food,
beverage and consumer company (FBC) bankruptcy valuations were 6.8x
and 6.1x, respectively.  The median is modestly higher than the
5.8x average cross-sector enterprise value/EBITDA exit multiple in
Fitch's bankruptcy case study database.

HC and FBC are comparatively non-cyclical, defensive sectors and
have had below-average default rates.  Accordingly, bankruptcy
filings for the 30 cases analyzed in this edition of Fitch's
recurring bankruptcy case study series were driven by company
specific challenges that could not be overcome outside of
bankruptcy in the face of already high leverage.  There was no
sector-wide distress as has been the case in certain commodity and
technology sectors.  Sector defaulters tended to be relatively
small companies with limited diversity of products or services. Key
drivers included adverse regulation, fraud, and weak operating
performance.

Sector first-lien debt issues on average recovered 93% of par value
and unsecured debt issues had a 49% recovery rate.  There was wide
dispersion of unsecured recoveries around the 49% mean.



                            *********

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

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

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

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

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

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

                            *********

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

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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Copyright 2015.  All rights reserved.  ISSN: 1520-9474.

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