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         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, February 23, 2016, Vol. 20, No. 54

                            Headlines

499 WINDING ROAD: Case Summary & 2 Unsecured Creditors
A.M. CASTLE: S&P Raises CCR to CCC+ Then Withdraws Ratings
AEMETIS INC: May Issue 655,192 Shares Under 2007 Plan
AFFIRMATIVE INSURANCE: FTI Okayed as Panel's Financial Advisor
ALABAMA AIRCRAFT: Boeing Says Info Not Privileged in $1B Deal Row

ALLIED NEVADA: Objects to Tuttle's Bid to Recognize Equity Panel
ALPHA NATURAL: UMWA Appeals Court's Approval of Incentive Plan
ALPHAS COMPANY: Court Affirms Approval of Deal with Hunts Point
AMPLIPHI BIOSCIENCES: RA Capital Has 4.9% Stake as of Dec. 31
ANTHONY COPPOLA: Court Refuses to Stay FCC's FDCA Suit

APPLIED MINERALS: Kingdon Capital Holds 5.8% Stake as of Dec. 31
ARCH COAL: Asks Court to Approve RSA with Lenders
ARCH COAL: Kinder Morgan Challenges $275M Bankruptcy Loan
ARCH COAL: U.S. Trustee Names Seven Members to Creditors' Committee
ATNA RESOURCES: Wants Until June 15 to File Chapter 11 Plan

BERNARD L. MADOFF: Trust Seeks $20M Tax Refund Related to Losses
BERNARD L. MADOFF: Victims Lose $11 Billion Case
BERRY PLASTICS: S&P Raises Corp. Credit Rating to 'BB-'
BLOCK COMMUNICATIONS: S&P Keeps BB- Rating Over $30MM Debt Add-on
BOOMERANG TUBE: Has Until May 3 to Remove Civil Actions

BRISTOW GROUP: S&P Lowers CCR to BB- on Weaker Credit Measures
BROOKE CORP: Court Denies 2nd Attempt to Replace Ch. 7 Trustee
BUDD COMPANY: 123 Asbestos Claimants May Prosecute PI Claims
BUDD COMPANY: Asbestos Panel Says FCR Not Necessary
BUDD COMPANY: March 1 Hearing to Approve 4th Amended Plan Outline

BUILDING #19: Liquidating Plan Confirmed by Judge
BUILDING #19: Liquidating Plan Declared Effective Feb. 12
BUILDING #19: U.S. Trustee Drops Bid for Case Conversion
CAPITAL VENTURES: Case Summary & Unsecured Creditor
CARDIAC SCIENCE: U.S. Trustee Wants Case Dismissed or Converted

CAREER SUCCESS: S&P Lowers Rating on 2009 Bonds to 'BB-'
CARPENTER TECHNOLOGY: Moody's Lowers Sr. Unsecured Rating to Ba2
CDRH PARENT: S&P Affirms 'B' CCR, Outlook Remains Negative
CHARL JANEK: Cal App. Affirms Dismissal of Suit vs. Lawyer
CHARTER COMMUNICATIONS: S&P Retains 'BB-' CCR on CreditWatch Pos.

CHRYSLER LLC: Faltermeier Loses Bid to Remand Class Suit
CLAIRE'S STORES: George Golleher Resigns as Director
COMMONWEALTH RENEWABLE: Andersons Can Proceed with Foreclosure Suit
CORD BLOOD: Joseph Vicente Resigns as President
COUDERT BROTHERS: Admin Says Orrick Got Unfair Deal for CHN Assets

CPG INT'L: S&P Changes Outlook to Stable & Affirms 'B' Rating
CRAIG ENERGY: Case Summary & 20 Largest Unsecured Creditors
CUBIC ENERGY: Amended Prepack Plan Confirmed; March 1 Exit Eyed
CUBIC ENERGY: Cancels Registration of Securities
CYBERGY PARTNERS: Voluntary Chapter 11 Case Summary

D.A.B. GROUP: Ch. 11 Trustee Proposes Joint Sale of NY Properties
D.A.B. GROUP: Debtors Oppose Trustee's Joint Sale
D.A.B. GROUP: SilvermanAcampora's Ron Friedman Serves as Trustee
DALLAS PROTON: Hearing on Conversion Bid Continued to April 25
DEWEY & LEBOEUF: Exec Rails Against DA in Bid to Dodge 2nd Trial

DIALYSIS NEWCO: S&P Affirms 'B' CCR Then Withdraws All Ratings
DIAMONDBACK ENERGY: S&P Raises Rating on Sr. Unsec. Debt to 'BB-'
DORAL FINANCIAL: Banco Popular Buys P.R. Buildings for $21.8MM
EAST COAST BROKERS: Plan Approval Hearing to Commence Today
ECO BUILDING: Delays Filing of Dec. 31 Form 10-Q

ELEPHANT TALK: Obtains $1.36 Million From Units Offering
EXPERT GLOBAL: S&P Lowers CCR to 'CCC+', Outlook Negative
FAIRWAY GROUP: Cites Factors That Would Raise Going Concern Doubt
FANNIE MAE: Reports $11 Billion Net Income for 2015
FAYE FOODS: Postpetition Taxes Not Discharged, Court Rules

FORBCO MANAGEMENT: Court Declines to Approve Proposed Sale Protocol
FORESIGHT ENERGY: S&P Cuts CCR to 'CCC-', Off CreditWatch Dev.
FOREST PARK MEDICAL: Case Summary & 20 Largest Unsecured Creditors
FPMC SAN ANTONIO: Appointment of Patient Care Ombudsman Waived
FRESH & EASY: Says Worker Mediation Deal Bans Class Certification

FTE NETWORKS: Appoints Luisa Ingargiola to Board of Directors
GELTECH SOLUTIONS: Incurs $1.74 Million Net Loss in 2nd Quarter
GLYECO INC: Leonid Frenkel Reports 9.99% Stake as of Dec. 31
GOODRICH PETROLEUM: S&P Lowers 2nd Lien Note Rating to CC
GREEN EARTH: Reports $1 Million Net Loss for Second Quarter

GUIDED THERAPEUTICS: Inks Amendment to Tonaquint Note
HAGGEN HOLDINGS: $1-Mil. Sale of Pharmacy Assets Approved
HOPKINTON DRUG: Case Summary & 14 Unsecured Creditors
HORIZON VILLAGE: Reorganization Plan Declared Effective
HORSEHEAD HOLDING: $90-Mil. DIP Financing Has Interim Approval

HORSEHEAD HOLDING: '341' Meeting of Creditors Set for March 11
HORSEHEAD HOLDING: U.S. Trustee Forms Seven-Member Committee
HOUSE NURSERY: Court Approves Bid to Enforce Plan Provisions
IMAGINE! PRINT: S&P Assigns 'B' CCR & Rates Proposed Facility 'B'
IMPLANT SCIENCES: Incurs $3.31 Million Net Loss in 2nd Quarter

INTEGRATED BIOPHARMA: Incurs $63,000 Net Loss in Second Quarter
J. LLOYD: Court Denies SWI's Bid to Dismiss Suit
KALOBIOS PHARMACEUTICALS: Fails to Show Need for Staff Bonuses
KINROSS GROUP: S&P Lowers CCR to BB+ on Revised Risk Profile
KNORR'S USED: Voluntary Chapter 11 Case Summary

LIME ENERGY: Hires CohnReznick as New Accountants
LM U.S.: Moody's Withdraws 'B3' Corporate Family Rating
LONESTAR GEOPHYSICAL: Says FSB Violated Anti-Tying Provisions
LONESTAR GEOPHYSICAL: Wants to Use Cash Collateral Until April 30
MAPLE HEIGHTS, OH: Moody's Affirms 'B3' Rating on GOLT Debt

MATLOCK REALTY: Claims Against Crown Barred by Res Judicata
MEDICAL ALARM: Reports $39,000 Net Loss in Second Quarter
MEMPHIS HEALTH: S&P Lowers Rating on Revenue Bonds to 'CCC+'
METADIGM SERVICES: Ex-Workers Seek Certification in WARN Act Suit
MOHEGAN TRIBAL: Moody's Affirms B3 CFR & Revises Outlook to Pos.

MUNDY RANCH: Court Approves Stipulation Closing Chapter 11 Case
NATIONAL VISION: S&P Revises 'B' Rating Outlook to Stable
NEW ENGLAND: Hospital's Suit vs HHS Secretary Dismissed
NORTEL NETWORKS: Not Authorized to Sell SNMP Software, Court Says
OCEAN RIG: S&P Lowers CCR to 'CCC+', On CreditWatch Negative

ORTHO-CLINICAL DIAGNOSTICS: S&P Lowers Corp. Credit Rating to 'B-'
OUTERWALL INC: Moody's Lowers CFR to Ba2, Outlook Stable
OW BUNKER: Valero Not Entitled to Maritime Lien, Court Rules
PARAGON OFFSHORE: Feb. 26 Meeting Set to Form Creditors' Panel
PARKER DRILLING: S&P Lowers CCR to 'B-' on Weakening Fin. Results

PETROQUEST ENERGY: S&P Lowers CCR to SD Over Exchange Offer
PIONEER NATURAL: Moody's Confirms Ba1 Subordinate Shelf Rating
PRECISION OPTICS: Incurs $281,000 Net Loss in Second Quarter
QUINTILES TRANSNATIONAL: S&P Raises Corp. Credit Rating From BB+
RCS CAPITAL: Feb. 24 Hearing on Bid to Hire Dechert as Counsel

RCS CAPITAL: Hires Prime Clerk as Administrative Advisor
RCS CAPITAL: Taps Lazard Freres as Investment Banker
S.G.F. PROPERTIES: District Court Dismisses SEFCU Appeal
SANDRIDGE ENERGY: Didn't Make $21.7M Interest Payment
SANDRIDGE ENERGY: S&P Cuts CCR to D on Deferred Interest Payment

SOMERSET REGIONAL: Barred From Further Using Cash Collateral
SPENDSMART NETWORKS: Converts Promissory Notes Into Common Shares
SPENDSMART NETWORKS: Names Luke Wallace Chief Operating Officer
STAR WEST GENERATION: S&P Rates $550MM Sr. Secured Debt 'B+'
STOCKDALE TOWER: Court Awards $8.4MM in Damages to LBUSB

SUNDEVIL POWER: Gets Approval to Tap Part of $45 Million DIP Loan
SUNEDISON SEMICONDUCTOR: S&P Puts 'B-' Rating on CreditWatch Dev.
SWIFT ENERGY: Court Allows $75-Mil. DIP Financing
TAILORED BRANDS: S&P Assigns 'B' Corp. Credit Rating, Outlook Neg.
TLC HEALTH: '341' Meeting of Creditors Set for March 14

TONYA BROWN: Carlisle Wins Summary Judgment
TRUVEN HEALTH: S&P Puts 'B' CCR on CreditWatch Positive
UNIVERSITY GENERAL: Transfer PT Equipment, Workers to Dr. Foster
UPPER MIDWEST: Suit Against DJK, DJK-Burr Ridge Stayed
VISUALANT INC: Incurs $2 Million Net Loss in Fiscal Q1

WAYNE COUNTY, MI: Moody's Affirms Ba3 Rating on GOLT Debt
WHISKEY ONE: Maria Ellena Chavez-Ruark Okayed as Claims Examiner
WOOD RESOURCE: '341' Meeting of Creditors Set for March 3
ZLOOP INC: Lists $17.2MM in Assets, $24.1MM in Debts
ZLOOP INC: Wants Keen-Summit to Dispose North Carolina Properties

[*] Ch. 15 Caseload Up Slightly from Pace of Last 2 Years
[*] Martin Shkreli, Kaye Scholer Atty. Say SEC Case Can't Wait
[*] Oil Slump Puts Energy Co. Disclosures Under Microscope
[*] Scalia's Rapid-Fire Questioning Transformed Oral Arguments
[*] Sheppard Mullin Adds SF Finance Partner Colleen McDonald

[^] Large Companies with Insolvent Balance Sheet

                            *********

499 WINDING ROAD: Case Summary & 2 Unsecured Creditors
------------------------------------------------------
Debtor: 499 Winding Road Corp.
        499 Winding Road
        Old Bethpage, NY 11804

Case No.: 16-70651

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: February 19, 2016

Court: United States Bankruptcy Court
       Eastern District of New York (Central Islip)

Judge: Hon. Robert E. Grossman

Debtor's Counsel: J. Logan Rappaport, Esq.
                  PRYOR & MANDELUP, LLP
                  675 Old Country Road
                  Westbury, NY 11590
                  Tel: (516) 997-0999
                  Fax: (516) 333-7333
                  E-mail: lr@pryormandelup.com

Total Assets: $283

Total Liabilities: $1.48 million

Largest unsecured creditor: Tawfik Basri, $970,000

The petition was signed by Moe Tamazi, president.

A list of the Debtor's largest unsecured creditors is available for
free at http://bankrupt.com/misc/nyeb16-70651.pdf


A.M. CASTLE: S&P Raises CCR to CCC+ Then Withdraws Ratings
----------------------------------------------------------
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Oak Brook, Ill.-based A.M. Castle & Co. to 'CCC+'
from 'SD'.  The outlook is negative.  At the same time, S&P raised
its rating on the company's outstanding 12.75% senior notes due
2016 to 'CCC-' from 'D'.  S&P also revised the recovery rating on
the debt to '6' from '3', indicating S&P's expectation for
negligible (0%-10%) recovery in the event of payment default.

Subsequently, S&P withdrew all of its ratings on A.M. Castle, at
the company's request.

S&P raised the corporate credit rating on A.M. Castle to 'CCC+'
from 'SD' because the company completed its exchange offer on the
senior secured notes due December 2016.  S&P then withdrew all of
its ratings on A.M. Castle, at the company's request.


AEMETIS INC: May Issue 655,192 Shares Under 2007 Plan
-----------------------------------------------------
Aemetis, Inc., filed a Form S-8 registration statement with the
Securities and Exchange Commission for the purpose of registering
655,192 additional shares of the Company's common stock, $0.001 par
value per share under the 2007 Plan.  The 655,192 additional shares
of Common Stock available for issuance under the 2007 Plan
registered pursuant to this Registration Statement are the same
class as those previously registered on Form S-8 on Feb. 26, 2015
(File No. 333-202327).  A copy of the Form S-8 prospectus is
available for free at http://is.gd/keV8HD

                          About Aemetis

Cupertino, Calif.-based Aemetis, Inc., is an international
renewable fuels and specialty chemical company focused on the
production of advanced fuels and chemicals and the acquisition,
development and commercialization of innovative technologies that
replace traditional petroleum-based products and convert first-
generation ethanol and biodiesel plants into advanced
biorefineries.

For the nine months ended Sept. 30, 2015, the Company recorded a
net loss of $20.7 million on $111 million of revenues compared to
net income of $10.9 million on $166 million of revenues for the
same period a year ago.

As of Sept. 30, 2015, the Company had $87.0 million in total
assets, $116 million in total liabilities, and a $29.02 million
total stockholders' deficit.


AFFIRMATIVE INSURANCE: FTI Okayed as Panel's Financial Advisor
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
the Official Committee of Unsecured Creditors appointed in the
Chapter 11 cases of Affirmative Insurance Holdings, Inc., et al.,
to retain FTI Consulting as its financial advisor.

FTI is expected to 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.  Specifically, FTI will, among other
things, assist with the assessment and monitoring of the Debtor'
short term cash flow, liquidity, and operating results; and assist
with the review of the debtors' proposed key employee retention and
other employee benefit programs.

FTI will be compensated on an hourly basis plus reimbursement of
actual and necessary expenses incurred.  FTI's customary hourly
rates are:

         Senior Managing Directors                    $800 - $975
         Directors/Sr. Directors/Managing Directors   $595 - $795
         Consultants/Senior Consultants               $315 - $575
         Administrative/Paraprofessionals/Associates  $125 - $250
         The Schacht Group                            $225 - $400

According to the Committee, FTI is not owed any amounts with
respect to prepetition fees and expenses.

Samuel Star, senior managing director, assured the Court that FTI
does not hold or represent interest adverse to the Debtor or to the
estate.

Mr. Star may be reached at:

          Samuel Star
          Senior Managing Director
          FTI CONSULTING
          Tel: (212) 247-1010
          Fax: (212) 841-9350
          Email: samuel.star@fticonsulting.com

                      About Affirmative Insurance

Affirmative Insurance Holdings, Inc., Affirmative Management
Services, Inc., Affirmative Services, Inc., Affirmative
Underwriting Services, Inc., Affirmative Insurance Services, Inc.,
Affirmative General Agency, Inc., Affirmative Insurance Group, Inc.
and Affirmative, L.L.C. sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Proposed Lead Case No. 15-12136) on Oct. 14, 2015.
The petition was signed by Michael J. McClure as chief executive
officer.

The Debtors have engaged McDermott Will & Emery LLP as general
bankruptcy counsel, Polsinelli PC as local Delaware counsel, Faegre
Baker Daniels LLP as special regulatory counsel, BDO USA LLP as
financial consultant and Rust Consulting/Omni Bankruptcy as notice
and claims agent.

The Debtors disclosed total assets of $25.20 million and total
debts of $91.26 million as of Aug. 31, 2015.

Founded in June 1998, Affirmative provides non-standard personal
automobile insurance policies for individual consumers in targeted
geographic markets.  NSPAI policies provide coverage to drivers who
find it difficult to obtain insurance from standard automobile
insurance companies due to their lack of prior insurance, age,
driving record, limited financial resources, or other factors.

On Oct. 30, 2015, the Office of the U.S. Trustee appointed five
creditors to the official committee of unsecured creditors.  FTI
Consulting serves as its financial advisor.


ALABAMA AIRCRAFT: Boeing Says Info Not Privileged in $1B Deal Row
-----------------------------------------------------------------
Adam Sege at Bankruptcy Law360 reported that Boeing asked an
Alabama federal court on Feb. 11, 2016, to force an investment firm
to comply with the airplane company's subpoena for documents in a
$1.1 billion Air Force contract dispute, arguing the information is
not shielded from disclosure even though the firm is not a part of
the suit.  Boeing, which is fighting a lawsuit from bankrupt
defense contractor Alabama Aircraft Industries Inc., says
Tennenbaum Capital Partners LLC cannot claim privilege for many of
the 1,500 documents the company has declined to provide Boeing.

                     About Alabama Aircraft

Birmingham, Alabama-based Alabama Aircraft Industries Inc. --
http://www.alabamaaircraft.com/-- provided aircraft maintenance   

and modification services for the U.S. government and military
customers.  Its 190-acre facility, as well as its corporate
office, is located at the Birmingham International Airport.

Alabama Aircraft filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 11-10452) on Feb. 15, 2011.  Two
subsidiaries also filed: Alabama Aircraft Industries, Inc.-
Birmingham (Case No. 11-10453) and Pemco Aircraft Engineering
Services, Inc. (Case No. 11-10454).

The Company said the primary goal of the Chapter 11 filing is
to address long-term indebtedness and, in particular, long-term
pension obligations.  The Company owed $68.5 million the Pension
Benefit Guaranty Corp. prepetition.

Joel A. Waite, Esq., and Kenneth J. Enos, Esq., at Young, Conaway,
Stargatt & Taylor, in Wilmington, Delaware, served as counsel to
the Debtors.  Alabama Aircraft estimated assets and debts of
$1 million to $10 million as of the Chapter 11 filing.

The Debtor won Court authority at the end of August 2011 to sell
its assets to a unit of Kaiser Group Holdings Inc. for $500,000
and up to $30 million in recoveries from potential litigation.

The Chapter 11 case was later converted to liquidation under
Chapter 7.


ALLIED NEVADA: Objects to Tuttle's Bid to Recognize Equity Panel
----------------------------------------------------------------
Brian Tuttle, pro se, asked the U.S. Bankruptcy Court for the
District of Delaware to compel Allied Nevada Gold Corp., et al., to
recognize an ad hoc committee of equity security holders as an
official committee in the Chapter 11 cases.

Mr. Tuttle, a member of the ad hoc committee, has filed an appeal
from the Bankruptcy Court's order confirming the Plan.  In his
motion to compel, Mr. Tuttle, stated: "Although the U.S. Trustee
took the extraordinary measure of appointing an Equity Committee,
the Committee itself, presumably at the advisement of the
professionals retained, offered no resistance to a plan the
majority of their constituents voted against, in the process
leaving behind a record with not one appealable matter; not even an
objection to the plan."

The Reorganized Debtors, Andrew R. Vara, Acting U.S. Trustee for
Region 3, and Computershare, Inc., objected to Mr. Tuttle's motion
to compel.

The Reorganized Debtors asked that the Court: (a) deny the relief
requested in each of the Tuttle motions; (b) require Mr. Tuttle to
obtain leave of the Court before filing any additional pleadings or
responses therewith; and (c) grant such other and further relief as
may be just, proper and equitable.

The Debtors said that Mr. Tuttle's motions must be denied because:

   1. Mr. Tuttle sought to compel production of a broad range of
confidential, proprietary, or irrelevant documents from the
Reorganized Debtors and Computershare Inc. that is unrelated to any
pending matter before the Court and is not "reasonably calculated
to lead to the discovery of admissible evidence."

   2. Mr. Tuttle's request for the appointment of a second official
committee of equity security holders after the Effective Date
strains credulity and should be denied.

   3. The Equity Committee, which was appointed in the chapter 11
cases on April 10, 2015 and was in existence until the Effective
Date, already represented the interests of the Debtors' former
shareholders, including Tuttle.

The U.S. Trustee complained that the motion is untimely having been
filed four months post-confirmation and post-effective date of the
Plan, and should be denied as moot.  Moreover, the motion should be
denied since the applicant has failed to plead sufficient facts to
establish that the Official Committee inadequately represented the
interests of the Ad Hoc Committee, the U.S. Trustee asserted.

Computershare, Inc., submitted a limited joinder in the Debtors'
objection to Mr. Tuttle's motion.  Computershare asked that the
Court deny the relief requested in the motion to compel non-party
to produce documents in its entirety.

Computershare is represented by:

          Tina N. Moss, Esq.
          PERKINS COIE LLP
          30 Rockefeller Plaza, 22nd Floor
          New York, NY 10112
          Tel: (212) 262-6900
          Fax: (212) 977-1648

The U.S. Trustee is represented by:

         Natalie M. Cox, Esq., Trial Attorney
         United States Department of Justice
         Office of the United States Trustee
         J. Caleb Boggs Federal Building
         844 King Street, Suite 2207, Lockbox 35
         Wilmington, DE 19801
         Tel: (302) 573-6491
         Fax: (302) 573-6497

                      About Allied Nevada

Allied Nevada Gold Corp. ("ANV"), a Delaware corporation, is a
publicly traded U.S.-based gold and silver producer engaged in
mining, developing and exploring properties in the State of
Nevada.

ANV was spun off from Vista Gold Corp. in 2006 and began
Operations in May 2007.  Nevada-based mining properties acquired
from Vista include the Hycroft Mine, an open-pit heap leach
operation located 54 miles west of Winnemucca, Nevada.  ANV
controls 75 exploration properties throughout Nevada as of Dec. 31,
2014.

On March 10, 2015, ANV and 13 affiliated debtors each filed a
voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the United States Bankruptcy Court for the
District of Delaware.  The cases are jointly administered under
Lead Case No. 15-10503.  The cases are assigned to Judge Mary F.
Walrath.

The Debtors have tapped Blank Rome LLP and Akin Gump Strauss Hauer
& Feld LLP as attorneys; FTI Consulting Inc. as financial advisor;
Moelis & Company as financial advisor; and Prime Clerk LLC as
claims and noticing agent.

ANV disclosed $941 million in total assets and $664 million in
total debt as of Dec. 31, 2014.

BankruptcyData reported that Allied Nevada Gold's Amended Joint
Chapter 11 Plan of Reorganization became effective and the Company
emerged from Chapter 11 protection.

The Court confirmed the Plan on Oct. 8, 2015.  Highlights of the
Plan include the following: As a result of the financial
restructuring, the Company eliminated approximately $447.7 million
of debt and related interest payments from its balance sheet.  The
Company closed two financings: a $126.7 million first lien term
loan credit agreement and $95 million of second lien convertible
notes.  The credit agreement proceeds were used to repay the
Company's outstanding loan obligations related to its revolving
credit agreement and the amounts owed under the Company's diesel
and cross-currency swap arrangements.


ALPHA NATURAL: UMWA Appeals Court's Approval of Incentive Plan
--------------------------------------------------------------
The United Mine Workers of America 1974 Pension Plan and Trust, the
United Mine Workers of America 1993 Benefit Plan and Trust, the
United Mine Workers of America 2012 Retiree Bonus Account Plan, the
United Mine Workers of America Cash Deferred Savings Plan of 1988,
the United Mine Workers of America Combined Benefit Fund, and the
United Mine Workers of America 1992 Benefit Plan  filed an appeal
to the bankruptcy court order approving Alpha Natural Resources,
Inc., et al.'s (i) payments under 2015 Annual Incentive Bonus Plan
and (ii) key employee incentive plan for certain insider employees
for 2016, entered Jan. 27, 2016.

The Appellants filed an appeal to the order on Feb. 4, 2016, while
the United Mine Workers of America appealed the order on Feb. 8,
2016.

On Feb. 11, 2016, the Appellants filed a designation of the
contents of the record and statement of issues regarding
Appellants' notice of appeal of the bankruptcy court order
approving (i) payments under 2015 Annual Incentive Bonus Plan and
(ii) key employee incentive plan for certain insider employees for
2016, entered Jan. 27, 2016.

The Appellants say that the Bankruptcy Court could have committed
reversible error when it held that the Debtors met their burden, as
required under 11 U.S.C. Sections 503(b) and (c), to prove adequate
grounds for approval of the key employee incentive plan that
confers substantial bonuses on the top management personnel who
control the Debtors.

Portions of the record designated for appeal were filed or admitted
under seal.  Contemporaneously with the filing of the designation,
Appellants will file a motion with the District Court pursuant to
Federal Rule of Bankruptcy Procedure 8009(f) requesting that the
District Court accept these portions of the record under seal.

On Jan. 15, 2016, the U.S. Trustee for Region 4 filed an objection
to the KEIP and to the motion of the Debtors to file under seal
appendix 2 to the declaration of Robert Romanchek in support of
motion of the Debtors for entry of a court order (i) authorizing
payments under 2015 Annual Incentive Bonus Plan and (ii) approving
key employee incentive plan for certain insider employees
for 2016.

The KEIP motion requested authority to pay 15 of the most highly
compensated executives bonuses totaling over $11.9 million in 2016.
Alpha sought this relief (i) while at the same time incurring more
than $1.3 billion in losses for 2015 (ii) while at the same time
seeking to cut off the health and life insurance benefits to some
1,200 rank-and-file retirees because it claims it desperately needs
to save $3 million a year; and (iv) after demonstrating to the
Bankruptcy Court that it is so hopelessly insolvent that its
shareholders have no chance of seeing any return on their
investments into the companies.

According to Alpha, the executives need these bonuses as an
incentive to do the very jobs they were hired to do, that they are
already highly compensated for with generous salaries, and which
their fiduciary duties already compel them to do.  

Alpha also sought bankruptcy court permission to conceal the
identity of executives taking these payments, the amount of the
bonuses Alpha intends to pay each of these executives, and the
compensation these executives are already receiving.

The UMWA, the representative of the interests of both active and
laid-off employees at the Debtors' mining complexes and various
retirees and dependents also objected on Jan. 15, 2016, saying that
in the face of (i) continuously deteriorating industry conditions;
(ii) speculative recoveries for the claims of unsecured creditors
in these cases; and (iii) tens of millions dollars in proposed cuts
to (a) UMWA Employee wages and healthcare benefits and (b) UMWA
Retirees' pension, other benefit plans and healthcare obligations,
the Debtors sought approval of an incentive plan, which is a thinly
disguised retention plan.

The proposed payment of significant additional compensation under
the KEIP, according to UMWA, is not justified by the facts and
circumstances of this Chapter 11 nor is the KEIP a sound exercise
of the Debtors'’ business.

On Jan. 20, 2016, the Debtors filed a response to the objections,
saying that the Debtors and the U.S. Trustee have resolved the
portion of the U.S. Trustee objection relating to the motion to
seal, revising the form of KEIP schedule identifying the 15 KEIP
participants solely by number and each of their salaries and
incentive opportunities under the KEIP.  The Debtors said that the
objections were littered with mischaracterizations and inaccuracies
regarding the development and terms of the KEIP.  "Foremost among
these, however, is the unfounded allegation that the KEIP provides
an incentive to the KEIP Participants to idle profitable mines and
to lay off miners contrary to the best interests of their estates,"
the Debtors stated.

UMWA is represented by:

      Sharon Levine, Esq. (admitted pro hac vice)
      Paul Kizel, Esq. (admitted pro hac vice)
      Philip J. Gross, Esq. (admitted pro hac vice)
      Nicole M. Brown, Esq. (admitted pro hac vice)
      Lowenstein Sandler LLP
      65 Livingston Avenue
      Roseland, New Jersey 07068
      Tel: (973) 597-2500

                        and

      Troy Savenko, Esq.
      Kaplan Voekler Cunningham & Frank, PLC
      1401 East Cary Street
      Richmond, VA 23219
      Tel: (804) 823-4000

The UMWA Health and Retirement Funds are represented by:

      Karen M. Crowley, Esq.
      Ann B. Brogan, Esq.
      Crowley, Liberatore, Ryan & Brogan, P.C.
      150 Boush Street, Suite 300
      Norfolk, VA 23510
      Tel: (757) 333-4500
      Fax: (757) 333-4501

      Paul A. Green, Esq.
      John R. Mooney, Esq.
      Mooney, Green, Saindon, Murphy & Welch, P.C.
      1920 L Street, N.W., Suite 400
      Washington, D.C. 20036
      Tel: (202) 783-0010
      Fax: (202) 783-6088

      John C. Goodchild, III, Esq. (admitted pro hac vice)
      Morgan, Lewis & Bockius LLP
      1701 Market Street
      Philadelphia, PA 19103-2921
      Tel: (215) 963-5000
      Fax: (215) 963-5001

                  and

      Sabin Willett, Esq. (admitted pro hac vice)
      Julia Frost-Davies, Esq. (admitted pro hac vice)
      Matthew C. Ziegler, Esq. (pro hac admission pending)
      One Federal Street      
      Boston, MA 02110-1726
      Tel: (617) 341-7700
      Fax: (617) 341-7701

                       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.

The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors.  Dennis F. Dunne, Esq., Evan R. Fleck, Esq.,
and Eric K. Stodola, Esq., at Milbank, Tweed, Hadley & McCloy LLP;
and William A. Gray, Esq., W. Ashley Burgess, Esq., and Roy M.
Terry, Jr., Esq. at Sands Anderson PC, represent the Committee.


ALPHAS COMPANY: Court Affirms Approval of Deal with Hunts Point
---------------------------------------------------------------
On December 22, 2014, John S. Pereira, Chapter 7 Trustee for Alphas
Company, filed a settlement agreement with Hunts Point, which
resolved the prepetition lawsuits between the Debtor and Hunts
Point Terminal Produce Cooperative Association arising from
non-payment of rent and eviction from the leased property.  The
settlement agreement stipulated to vacate the order that stayed the
Debtor's eviction, so that the Trustee could complete a sale of the
Debtor's lease and membership interests.

Peter Alphas, the sole principal and shareholder of the Debtor,
filed a notice of appeal on January 20, 2015, challenging the
bankruptcy court's January 7, 2015, order approving the Settlement.
The Trustee filed an ex-parte motion to shorten the notice period
for the Rule 9019 motion.  The bankruptcy court granted the
Trustee's motion to shorten the notice period.

In an Opinion and Order dated January 27, 2016, which is available
at http://is.gd/6vv7pzfrom Leagle.com, Judge Lorna G. Schofield of
the United States District for the Southern District of New York
affirmed the bankruptcy court's orders approving the Settlement
Agreement and shortening the notice period.

The case is In re: THE ALPHAS COMPANY OF NEW YORK INC., Debtor.
PETER ALPHAS, Appellant, v. JOHN S. PEREIRA, as Chapter 7 Trustee,
Appellee.,No. 15 Civ. 1106 (LGS).

John S. Pereira, Appellee, is represented by John P. Campo, Esq. --
john.campo@troutmansanders.com  -- Troutman Sanders LLP & Brett
David Goodman, Esq. -- brett.goodman@troutmansanders.com --
Troutman Sanders LLP.


AMPLIPHI BIOSCIENCES: RA Capital Has 4.9% Stake as of Dec. 31
-------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, RA Capital Management, LLC and Peter Kolchinsky
disclosed that as of Dec. 31, 2015, they beneficially own 365,393
shares of common stock of AmpliPhi Biosciences Corporation
representing 4.9 percent of the shares outstanding.  RA Capital
Healthcare Fund, L.P. also reported beneficial ownership of 292,311
shares.  A copy of the regulatory filing is available for free at
http://is.gd/loayc8

                         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.

As of Sept. 30, 2015, the Company had $34.07 million in total
assets, $7.47 million in total liabilities, $10.94 million in
series B redeemable convertible preferred stock, and $15.66 million
in total stockholders' equity.


ANTHONY COPPOLA: Court Refuses to Stay FCC's FDCA Suit
------------------------------------------------------
In an action, brought to enforce the Fair Debt Collections Act, the
Federal Trade Commission seeks injunctive relief including
rescission, restitution, refunds, disgorgement of illicitly
obtained consumer payments, and appointment of a receiver. In
particular, the Plaintiff alleges the Defendants engaged in
deceptive, abusive and unfair debt collection practices including
false threats of litigation, wage garnishments, and arrest,
misrepresentation, charging unlawful fees, prohibited
communications, failure to provide required notices and debt
collection information including cease and desist requests and debt
verification resulting in millions of dollars of consumer payments
in unjust enrichment to the Defendants. On December 8, 2015,
Anthony Coppola filed a voluntary petition for bankruptcy under
Chapter 11 of the Bankruptcy Code.

Following discussion of the Plaintiff's opposition to Coppola's
request for a stay of proceedings, specifically the Defendants'
depositions, pending a determination by the court of the Suggestion
of Bankruptcy and request of a stay pending a determination by the
Bankruptcy Court of an application to appoint litigation counsel,
presumably Amigone Sanchez & Mattrey, in this matter, the court
granted the Defendant's request limited, however, to a stay of the
Defendants' depositions noticed by the Plaintiff.  The court will
schedule a status conference regarding this temporary stay if
litigation counsel has not been appointed by the Bankruptcy Court
within 30 days.

In a Decision and Order dated February 9, 2016, which is available
at http://is.gd/0Cpqrhfrom Leagle.com, Magistrate Judge Leslie G.
Foschio of the United States District Court for the Western
District of New York denied the Defendant's Suggestion of
Bankruptcy and Request for a Stay.

The case is FEDERAL TRADE COMMISSION, and Plaintiff, v. UNIFIED
GLOBAL GROUP, LLC, ARM WNY, LLC, AUDUBON FINANCIAL BUREAU LLC,
ANTHONY COPPOLA, DOMENICO D'ANGELO, Defendants, No. 15-CV-422W(F).

Federal Trade Commission, Plaintiff, is represented by Lisa Anne
Rothfarb, Federal Trade Commission, Peter W. Lamberton, Federal
Trade Commission, Seena Dale Gressin, Federal Trade Commission,
Heather Signe Garms Allen, Federal Trade Commission & Rebecca Musil
Unruh, Federal Trade Commission.

Unified Global Group, LLC, Defendant, is represented by Eric
Michael Soehnlein, Esq. -- esoehnlein@lippes.com  -- Lippes Mathias
Wexler Friedman LLP & James Peter Blenk, Esq. -- jblenk@lippes.com
-- Lippes Mathias Wexler Friedman LLP.

Anthony Coppola, in his individual and corporate capacity,
Defendant, Pro Se.

Domenico D'Angelo, Defendant, is represented by Eric Michael
Soehnlein, Lippes Mathias Wexler Friedman LLP & James Peter Blenk,
Lippes Mathias Wexler Friedman LLP.


APPLIED MINERALS: Kingdon Capital Holds 5.8% Stake as of Dec. 31
----------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Kingdon Capital Management, L.L.C. and Mark Kingdon
disclosed that as of Dec. 31, 2015, they beneficially own
6,018,863 shares of common stock of Applied Minerals, Inc.,
representing 5.84 percent of the shares outstanding.  A copy of the
regulatory filing is available at http://is.gd/UdsPPl

                     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.


ARCH COAL: Asks Court to Approve RSA with Lenders
-------------------------------------------------
Arch Coal, Inc. and its debtor affiliates seek authority from the
U.S. Bankruptcy Court for the Eastern District of Missouri to
assume restructuring support agreement among the Debtor, its direct
and indirect wholly-owned debtor subsidiaries that are guarantors
under the First Lien Credit Agreement, and the Consenting Lenders.

Pursuant to the RSA, the Debtors will file a plan of
reorganization, which will provide, among other things, that, on
exit, Arch Coal, Inc. will (i) enter into a new first lien term
loan credit facility in a principal amount of $326.5 million and
(ii) issue new common stock to holders of First Lien Secured Debt
Claims.  In addition, if the Withdrawal Option is not exercised and
so long as the First Lien Debt Holders (on account of the First
Lien Deficiency claims), Second Lien Debt Holders, Unsecured
Bondholders and Other General Unsecured Creditors collectively vote
as a class in favor of the Plan, the First Lien Lenders will waive
their sizeable deficiency claims, and each Second Lien Debt Holder,
Unsecured Bondholder and Other General Unsecured Creditor will have
the option to receive either (i) its pro rata share of 4% of the
new common stock multiplied by the percentage of their collective
allowed claims and warrants exercisable into up to an amount of new
common stock equal to 8% of the new common stock outstanding
multiplied by the percentage of their collective allowed claims,
provided that such creditor does not opt out of the releases of the
Released Parties under the Plan or (ii) its pro rata share of the
value of the unencumbered assets of the Debtors, to the extent any
such value is available.  If the Withdrawal Option is exercised or
if these creditor classes do not collectively vote as a class in
favor of the Plan, each creditor will receive its pro rata share of
the value of the unencumbered assets of the Debtors, to the extent
any such value is available.

According to the Debtors, the RSA is the product of arm's-length,
good-faith negotiations among the parties and an integral step
toward the Debtors' goal of expeditiously emerging from Chapter 11
pursuant to a plan of reorganization.  The RSA is a package of
three components crucial to the success of these cases: the DIP
Facility, the consent of the Ad Hoc Committee Lenders to the
Debtors' continued use of cash collateral, and the principal terms
of a plan of reorganization and post-reorganization capital
structure.

Any First Lien Lender may become a party to the RSA by executing an
Additional Party Joinder while the Plan Term Sheet provides an
option for other creditor constituencies to receive equity value in
the reorganized Debtors.  However, if holders of more than $1.6125
billion in amount of Unsecured Claims do not execute a
restructuring support agreement the Debtor Parties and the Majority
Consenting Lenders will have the right to withdraw this option.  In
addition, the Debtors will file a plan of reorganization, which
will provide, among other things, that on exit, the Debtor will
enter into a new first lien term loan credit facility in a
principal amount of $326.5 million and issue new common stock to
holders of First Lien Secured Debt Claims.

Moreover, the Parties have agreed that they will support and take
the steps as are reasonably necessary to support, achieve approval
of and consummate the Restructuring.  Each Consenting Lender has
agreed to timely vote to accept the Plan and not to take any action
that is inconsistent with the RSA or the Restructuring Documents,
or that would reasonably be expected to delay or impede the
implementation of the Restructuring.  In exchange, the Debtors have
agreed to obtain any required regulatory or third-party approvals
necessary to consummate the Restructuring and comply with certain
deadlines and are further obligated to obtain entry by the Court of
the Disclosure Statement Order and the Confirmation Order, and
cause substantial consummation of the Plan to occur after the entry
of the Confirmation Order.

Arch Coal, Inc. is represented by:

     Marshall S. Huebner, Esq.
     Brian M. Resnick, Esq.
     Michelle M. McGreal, Esq.
     Kevin J. Coco, Esq.
     DAVIS POLK & WARDWELL LLP
     450 Lexington Avenue
     New York, New York 10017
     Telephone: (212) 450-4000
     Facsimile: (212) 607-7983
     Email: marshall.huebner@davispolk.com
            brian.resnick@davispolk.com
            michelle.mcgreal@davispolk.com
            kevin.coco@davispolk.com

        -- and --

     Lloyd A. Palans, Esq.
     Brian C. Walsh, Esq.
     Cullen K. Kuhn, Esq.
     Laura Uberti Hughes, Esq.
     BRYAN CAVE LLP
     One Metropolitan Square
     211 N. Broadway, Suite 3600
     St. Louis, Missouri 63102
     Telephone: (314) 259-2000
     Facsimile: (314) 259-2020
     Email: lapalans@bryancave.com
            brian.walsh@bryancave.com
            ckkuhn@bryancave.com
            laura.hughes@bryancave.com

          About Arch Coal

Founded in 1969, Arch Coal, Inc., is a producer and marketer of
coal in the United States, with operations and coal reserves in
each of the major coal-producing regions of the Country.  As of
January 2016, it was the second-largest holder of coal reserves in
the United States, owning or controlling over five billion tons of
proven and probable reserves.  As of the Petition Date, Arch
employed approximately 4,600 full- and part-time employees.

Arch Coal, Inc. and 71 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to
16-40191) on Jan. 11, 2016.  The petition was signed by Robert G.
Jones as senior vice president-law, general counsel and secretary.

The Debtors disclosed total assets of $5.84 billion and total debts
of $6.45 billion.  Judge Charles E. Rendlen III has been assigned
the case.

The Debtors have engaged Davis Polk & Wardwell LLP as counsel,
Bryan Cave LLP as local counsel, FTI Consulting, Inc. as
restructuring advisor, PJT Partners as investment banker, and Prime
Clerk LLC as notice, claims and solicitation agent.

The U.S. Trustee for Region 13 has appointed seven members of the
Official Committee of Unsecured Creditors.  The Committee is
represented by Eric C. Peterson, Esq., and Sherry K. Dreisewerd,
Esq., at Spencer Fane LLP, in St. Louis, Missouri; Scott J.
Goldstein, Esq., and Eric L. Johnson, Esq., in Spencer Fane LLP, in
Kansas City, Missouri; and Thomas Moers Mayer, Esq., Douglas
Mannal, Esq., P. Bradley O'Neill, Esq., and Andrew M. Dove, Esq.,
at Kramer Levin Naftalis & Frankel LLP, in New York.


ARCH COAL: Kinder Morgan Challenges $275M Bankruptcy Loan
---------------------------------------------------------
Tiffany Kary, writing for Bloomberg Brief - Distress & Bankruptcy,
reported that Kinder Morgan, owed up to $300 million by Arch Coal
Inc., has asked the court to deny Arch's request to borrow $275
million in bankruptcy.

According to the report, Kinder Morgan, which also objected to the
debtor's cash collateral motion, said that the funds aren't needed,
and the loan imposes an "unacceptably" short time frame to analyze
potential claims related to a pre-bankruptcy exchange offer.

As previously reported by The Troubled Company Reporter, citing Dow
Jones' Daily Bankruptcy Review, Arch Coal's unsecured creditors
have asked a judge to pare down a requested $275 million bankruptcy
loan by more than half, saying the financing is both unnecessary
and too expensive.

According to the report, in an an objection filed Feb. 16, the
creditors urged Judge Charles Rendlen III to reconsider an earlier
interim order approving the loan, painting it as a gift to the
company's lenders, who would take home substantial fees and
interest.

                         About Arch Coal

Founded in 1969, Arch Coal, Inc., is a producer and marketer of
coal in the United States, with operations and coal reserves in
each of the major coal-producing regions of the Country.  As of
January 2016, it was the second-largest holder of coal reserves in
the United States, owning or controlling over five billion tons of
proven and probable reserves.  As of the Petition Date, Arch
employed approximately 4,600 full- and part-time employees.

Arch Coal, Inc. and 71 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to
16-40191) on Jan. 11, 2016.  The petition was signed by Robert G.
Jones as senior vice president-law, general counsel and secretary.

The Debtors disclosed total assets of $5.84 billion and total
debts
of $6.45 billion.  Judge Charles E. Rendlen III has been assigned
the case.

The Debtors have engaged Davis Polk & Wardwell LLP as counsel,
Bryan Cave LLP as local counsel, FTI Consulting, Inc. as
restructuring advisor, PJT Partners as investment banker, and
Prime Clerk LLC as notice, claims and solicitation agent.


ARCH COAL: U.S. Trustee Names Seven Members to Creditors' Committee
-------------------------------------------------------------------
Daniel J. Casamatta, Acting U.S. Trustee for Region 13, appointed
seven creditors to serve in the Official Committee of Unsecured
Creditors in the Chapter 11 cases of Arch Coal, Inc., and its
debtor affiliates.

The Committee members are:

      1. Kinder Morgan, Inc.
         Andrew Sheedy
         Vice President - Finance
         1001 Louisiana
         Houston, TX 77002
         Tel: (713) 369-8906
         Fax: (713) 369-8775

      2. UMB Bank, National Association
         Attn: Mark B. Flannagan
         1010 Grand Boulevard
         Kansas City, MO 64106
         Tel: (816) 860-3009
         Fax: (816) 860-3029

      3. GSO Capital Partners, LP
         Bradley Feingerts
         345 Park Avenue, 31st Floor
         New York, NY 10154
         Tel: (212) 390-2817

      4. Nelson Brothers, LLC
         Nelson Brothers Mining Services, LLC
         Jason Baker
         820 Shades Creek Parkway, Suite 2000
         Birmingham, AL 35209
         Tel: (205) 414-2900
         Fax: (205) 802-5346

      5. Bennett Management Corporation
         c/o James D. Bennett & Joseph von Meister
         2 Stamford Plaza, Suite 1501
         281 Tresser Blvd.
         Stamford, CT 06901-3259
         Tel: (203) 353-3101
         Fax: (203) 353-3113

      6. Wyoming Machinery Company
         Matthew Polito
         P.O. Box 2335
         Casper, WY 82602
         Tel: (307) 472-1000 ext 1159
         Fax: (307) 261-4486

      7. Pension Benefit Guaranty Corp.
         Attn: John J. Butler, Financial Analyst
         1200 K. Street, N.W.
         Washington, DC 20005-4026
         Tel: (202) 326-4070 ext 3810
         Fax: (202) 380-2074

The Committee is represented by:

          Eric C. Peterson, Esq.
          Sherry K. Dreisewerd, Esq.
          SPENCER FANE LLP
          1 North Brentwood Boulevard
          Suite 1000
          St. Louis, MO 63105
          Tel: (314) 863-7733
          Fax: (314) 862-4656
          Email: epeterson@spencerfane.com
                 sdreisewerd@spencerfane.com

             -- and --

          Scott J. Goldstein, Esq.
          Eric L. Johnson, Esq.
          SPENCER FANE LLP
          1000 Walnut, Suite 1400
          Kansas City, MO 64106
          Tel: (816) 474-8100
          Fax: (816) 474-3216
          Email: sgoldstein@spencerfane.com
                 ejohnson@spencerfane.com

             -- and --

          Thomas Moers Mayer, Esq.
          Douglas Mannal, Esq.
          P. Bradley O'Neill, Esq.
          Andrew M. Dove, Esq.
          KRAMER LEVIN NAFTALIS & FRANKEL LLP
          1177 Avenue of the Americas
          New York, NY 10036
          Tel: (212) 715-9100
          Fax: (212) 715-8000
          Email: tmayer@kramerlevin.com
                 dmannal@kramerlevin.com
                 boneil@kramerlevin.com
                 adove@kramerlevin.com

                         About Arch Coal

Founded in 1969, Arch Coal, Inc., is a producer and marketer of
coal in the United States, with operations and coal reserves in
each of the major coal-producing regions of the Country.  As of
January 2016, it was the second-largest holder of coal reserves in
the United States, owning or controlling over five billion tons of
proven and probable reserves.  As of the Petition Date, Arch
employed approximately 4,600 full- and part-time employees.

Arch Coal, Inc. and 71 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to
16-40191) on Jan. 11, 2016.  The petition was signed by Robert G.
Jones as senior vice president-law, general counsel and secretary.

The Debtors disclosed total assets of $5.84 billion and total debts
of $6.45 billion.  Judge Charles E. Rendlen III has been assigned
the case.

The Debtors have engaged Davis Polk & Wardwell LLP as counsel,
Bryan Cave LLP as local counsel, FTI Consulting, Inc. as
restructuring advisor, PJT Partners as investment banker, and Prime
Clerk LLC as notice, claims and solicitation agent


ATNA RESOURCES: Wants Until June 15 to File Chapter 11 Plan
-----------------------------------------------------------
BankruptcyData reported that Atna Resources filed with the
Bankruptcy Court a motion to extend the exclusive period during
which the Company can file a Chapter 11 plan and solicit
acceptances thereof through and including June 15, 2016 and
Aug. 15, 2016, respectively.

The motion explains that the Debtors require additional time to
further investigate and develop all available restructuring
alternatives and to use their best efforts to attempt to reach a
consensus with the key creditors and stakeholders with respect to
an appropriate exit strategy and path forward.

                      About Atna Resources

Atna Resources Ltd. was incorporated in British Columbia in 1984
and its corporate management office is located in Golden, Colorado.
The company is involved in all phases of the mining business,
including exploration, preparation of feasibility studies,
permitting, construction, development, operation and reclamation of
mining properties.  The company is currently operating the Pinson
Underground gold mine near Winnemucca, Nevada, the Briggs mine
located in Inyo County, California, and other development and
exploration-stage properties in Canada and the U.S.

Atna Resources, Inc., et al., filed Chapter 11 bankruptcy petitions
(Bankr. D. Colo. Proposed Lead Case No. 15-22848) on Nov. 18, 2015.
The petition was signed by Rodney D. Gloss as vice
president & chief financial officer.  The Debtors estimated assets
in the range of $10 million to $50 million and liabilities of
$50 million to $100 million.  Squire Patton Boggs (US) LLP
represents the Debtors as counsel.


BERNARD L. MADOFF: Trust Seeks $20M Tax Refund Related to Losses
----------------------------------------------------------------
Christine Powell at Bankruptcy Law360 reported that a marital trust
that lost money in Bernie Madoff's Ponzi scheme filed suit against
the federal government in Florida federal court on Feb. 11, 2016,
seeking a $20 million tax refund related to reported income that
was found to be nonexistent after the scheme imploded.  The Miles
Q. Fiterman Nonexempt Marital Trust said it claimed a $64.1 million
theft loss deduction in its 2009 tax return for previously reported
gross income from Bernard L. Madoff Investment Securities LLC that
was later "determined to be nonexistent."

                     About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers
of BLMIS are in need of the protection afforded by the Securities
Investor Protection Act of 1970.  The District Court's Protective
Order (i) appointed Irving H. Picard, Esq., as trustee for the
liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his
counsel, and (iii) removed the SIPA Liquidation proceeding to the
Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.).  Mr. Picard has retained AlixPartners LLP as claims
agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against  Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).  The Chapter 15 case was later
transferred to Manhattan.  In June 2009, Judge Lifland approved
the consolidation of the Madoff SIPA proceedings and the
bankruptcy
case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims.  As of December
2015, the SIPA Trustee has recovered more than $10.91 billion and
has distributed approximately $9.16 billion, including $833
million
in committed advances from the Securities Investor Protection
Corporation (SIPC).


BERNARD L. MADOFF: Victims Lose $11 Billion Case
------------------------------------------------
Antoinette Gartrell, writing for Bloomberg Brief - Distress &
Bankruptcy, reported that victims of Bernard Madoff's infamous $18
billion Ponzi scheme lost their bid to pursue claims against the
estate of a man they claimed helped orchestrate the fraud.

According to the report, the plaintiffs' claims either duplicated
or derived from previously settled claims by Madoff trustee Irving
Picard, Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for
the Southern District of New York said Feb. 17.

Plaintiffs A&G Goldman Partnership and Pamela Goldman -- the
Goldman Parties -- claimed that defendant Jeffry M. Picower,
Madoff's alleged co-conspirator, "propped up" the fraud by making
two loans to Bernard L. Madoff Investment Securities LLC, or BLMIS,
totaling $200 million, the report related.  Without the loans,
BLMIS wouldn't have been able to pay off redeeming investors and
the scheme would have collapsed, they argued, the report further
related.  They said the alleged "bailouts" gave Picower the power
to "coerce and control" BLMIS, the report added.

                     About Bernard L. Madoff

Bernard L. Madoff Investment Securities LLC and Bernard L. Madoff
orchestrated the largest Ponzi scheme in history, with losses
topping US$50 billion.  On Dec. 15, 2008, the Honorable Louis A.
Stanton of the U.S. District Court for the Southern District of
New York granted the application of the Securities Investor
Protection Corporation for a decree adjudicating that the
customers
of BLMIS are in need of the protection afforded by the Securities
Investor Protection Act of 1970.  The District Court's Protective
Order (i) appointed Irving H. Picard, Esq., as trustee for the
liquidation of BLMIS, (ii) appointed Baker & Hostetler LLP as his
counsel, and (iii) removed the SIPA Liquidation proceeding to the
Bankruptcy Court (Bankr. S.D.N.Y. Adv. Pro. No. 08-01789)
(Lifland, J.).  Mr. Picard has retained AlixPartners LLP as claims
agent.

On April 13, 2009, former BLMIS clients filed an involuntary
Chapter 7 bankruptcy petition against Bernard Madoff (Bankr.
S.D.N.Y. 09-11893).  The petitioning creditors -- Blumenthal &
Associates Florida General Partnership, Martin Rappaport
Charitable Remainder Unitrust, Martin Rappaport, Marc Cherno, and
Steven Morganstern -- assert US$64 million in claims against  Mr.
Madoff based on the balances contained in the last statements they
got from BLMIS.

On April 14, 2009, Grant Thornton UK LLP as receiver placed Madoff
Securities International Limited in London under bankruptcy
protection pursuant to Chapter 15 of the U.S. Bankruptcy Code
(Bankr. S.D. Fla. 09-16751).  The Chapter 15 case was later
transferred to Manhattan.  In June 2009, Judge Lifland approved
the consolidation of the Madoff SIPA proceedings and the
bankruptcy
case.

Judge Denny Chin of the U.S. District Court for the Southern
District of New York on June 29, 2009, sentenced Mr. Madoff to 150
years of life imprisonment for defrauding investors in United
States v. Madoff, No. 09-CR-213 (S.D.N.Y.).

From recoveries in lawsuits coupled with money advanced by SIPC,
Mr. Picard has commenced distributions to victims.  As of December
2015, the SIPA Trustee has recovered more than $10.91 billion and
has distributed approximately $9.16 billion, including $833
million
in committed advances from the Securities Investor Protection
Corporation (SIPC).


BERRY PLASTICS: S&P Raises Corp. Credit Rating to 'BB-'
-------------------------------------------------------
Berry Plastics Group Inc. recently revised its full year 2016
EBITDA guidance by $20 million to $1.18 billion, driven primarily
by improved AVINTIV acquisition synergies.

Standard & Poor's Ratings Services said it raised its corporate
credit rating on Berry Plastics Group Inc. to 'BB-' from 'B+' and
the issue-level ratings on the company's first-lien term loan and
second-lien secured notes to 'BB' and 'B+', from 'BB-' and 'B'
respectively. The outlook is positive.

The positive rating outlook reflects a one-in-three chance for a
future upgrade over the next 12 months. This possibility
incorporates S&P's anticipation that solid demand for Berry's
rigid, flexible, and nonwoven packaging products, timely and
effective integration of the AVINTIV unit, and aggressive debt
reduction will result in improved credit measures over the
next 12 months. S&P's forecast incorporates low-single-digit
revenue growth and revised annual cost synergies of $65 million.
S&P expects the company to generate more than $450 million of free
cash annually and to aggressively reduce leverage to less than 5.0x
adjusted debt to EBITDA by fiscal year-end 2016, which would put
the company in the weaker end of the 4x to 5x aggressive
financial risk profile range. S&P expects debt reduction to be
Berry's main priority, as stated by management and demonstrated by
the company's voluntary debt payments post AVINTIV acquisition. The
company may continue to execute small bolt-on acquisitions as a
part of its growth strategy, but S&P's forecast does not
contemplate any additional large debt-funded transactions that
would meaningfully weaken its financial risk profile. S&P expects
the company to maintain strong liquidity to fund the company's
operations and debt service.

S&P said, "We could lower the rating if a severe economic downturn
results in sustained weakness in sales volume and compressed profit
margins, resulting in an adjusted debt to EBITDA ratio of more than
5.5x for a sustained period with no foreseeable improvement. We
estimate that this could occur if Berry's sales
volume are flat to slightly down, combined with a 200-basis-point
degradation in EBITDA margins over the next 12 months. We could
also lower the rating if the company experiences difficulties in
integrating the AVINTIV acquisition, resulting in additional
outlays and lower-than-expected profitability, or if the company's
liquidity deteriorates markedly.

"We could further raise our ratings on Berry if the company shows a
sustained improvement in sales volume and profitability, resulting
in an adjusted debt to EBITDA of less than 4.5x on a consistent
basis. We estimate that this could occur if Berry's sales volumes
are up slightly in the low-to-mid single-digit
percentage range, combined with a 200-basis-point improvement in
EBITDA margins over the next 12 months. For an upgrade, we would
also need to believe that the company's financial policies will be
consistent and sustainable at below 4.5x."


BLOCK COMMUNICATIONS: S&P Keeps BB- Rating Over $30MM Debt Add-on
-----------------------------------------------------------------
U.S. diversified telecommunications and media provider Block
Communications Inc. will use proceeds from a $30 million
incremental term loan to repay its $30 million revolver balance.

Standard & Poor's Ratings Services said it affirmed its 'BB-'
corporate credit rating on Toledo, Ohio-based Block Communications
Inc. The outlook is stable.

S&P said, "We also affirmed our 'BB+' issue-level rating on Block's
secured debt, comprised of its $255 million term loan B due 2021,
which includes $30 million of incremental debt, and the $100
million revolver due December 2016. The recovery ratings on those
credit facilities remain unchanged at '1', indicating our
expectation for very high (90% to 100%) recovery for secured
lenders in the event of a default. In addition, we also affirmed
our 'B+' issue-level rating on Block's $250 million of unsecured
notes due 2020. The recovery rating on these notes remains
unchanged at '5', indicating our expectation for modest recovery
(10% to 30%) for the unsecured note holders in the event of a
payment default."

"The affirmation of the corporate credit rating on Block
Communications Inc. reflects our expectation that adjusted leverage
will improve to about 4.7x for 2016 down from 5.3x in 2015," said
Standard & Poor's credit analyst William Savage.

This includes debt adjustments for pension and postretirement
obligations as well as the present value of the company's operating
leases. In addition, S&P expects leverage to continue to gradually
improve, driven by low-single-digit percent revenue growth and
improving EBITDA margins over the next 12-18
months. Under our base-case scenario, the company will improve
leverage to the mid- to high-4x area by fiscal year-end 2016 while
generating positive free operating cash flow (FOCF). While the
proposed incremental term loan will be used to repay near-term debt
maturities and return cash to the balance sheet, the revision of
the liquidity assessment to adequate from strong reflects the
maturity of the company's $100 million revolving credit facility in
December 2016, which in S&P's view will lead to a relatively weaker
liquidity position if not extended.

The stable rating outlook reflects S&P's expectation that leverage
will continue to decline through 2016 based on mid-single-digit
percent EBITDA growth, primarily due to reduced losses in
publishing driven by continued restructuring initiatives at the
company newspapers. The improved operating cost structure in the
publishing segment should support EBITDA margin expansion in the
near term.


BOOMERANG TUBE: Has Until May 3 to Remove Civil Actions
-------------------------------------------------------
The Hon. Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware extended until May 3, 2016, the deadline for
Boomerang Tube, LLC, et al., to remove lawsuits.

The Debtors, in their extension motion, stated that they are
parties to actions and related proceedings pending in the courts of
certain states and federal districts, and believe that it is
prudent to seek an extension of the time established by Rule 9027
of the Federal Rules of Bankruptcy Procedure to protect their
rights and their estates to remove the actions under 28 U.S.C.
Section 1452.

The Debtors noted that the extension will enable them to continue
their review of the claims filed in the cases related to the
actions, and the underlying actions themselves, and make a
more-informed decision concerning removal where appropriate.

                    About Boomerang Tube, LLC

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

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

The cases are assigned to Judge Mary F. Walrath.

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

Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District
of Delaware on Jan. 27, 2016, issued a findings of fact,
conclusions of law, and order confirming Boomerang Tube, LLC, et
al.'s Second Amended Joint Chapter 11 Plan, after a majority of
holders of claims entitled to vote on the Plan voted to accept the
Plan.


BRISTOW GROUP: S&P Lowers CCR to BB- on Weaker Credit Measures
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Houston-based Bristow Group Inc. to 'BB-' from 'BB'.  The
outlook is stable.

At the same time, S&P lowered the ratings on the company's senior
secured debt to 'BB' (one notch above the corporate credit rating)
from 'BB+' and the company's unsecured debt to 'B+' (one notch
below the corporate credit rating) from 'BB-'.  The '2' (low end of
the range) recovery rating on the company's secured debt and '5'
(low end of the range) recovery rating on the company's unsecured
debt are unchanged.

"The downgrade on Bristow reflects our expectation that the
company's oil and gas operations will remain under pressure in
fiscal year 2017, resulting in weaker credit measures," said
Standard & Poor's credit analyst Stephen Scovotti.  "This will be
somewhat offset by growth in the company's SAR operations," he
added.

S&P now expects funds from operations to remain below 20% in fiscal
year 2017 (ending March 31) and now view the company's financial
profile as aggressive.

The stable outlook reflects Standard & Poor's Ratings Services'
expectation that although Bristow Group Inc.'s oil and gas
operations will perform weaker in fiscal year 2017 (in comparison
to fiscal 2016), S&P expects growth in the company's U.K. Search
and Rescue (SAR) business to somewhat offset weakness in the
company's oil and gas operations.  S&P also expects the company's
capital spending in fiscal year 2017 to be significantly below
fiscal year 2016 levels.  S&P estimates funds from operations (FFO)
to debt of close to 15% to 20% over the next 12 to 24 months.

S&P could lower the rating if Bristow's cash flow generation
weakened below S&P's current expectations, such that FFO to debt
decreased below 12% with no near-term remedy.  This could occur if
commodity prices further weakened and put more pressure on activity
levels and pricing on the company's oil and gas operations.  S&P
could also consider a lower rating if Bristow pursued a more
aggressive financial policy that resulted in a deterioration in key
credit measures.

S&P could raise the ratings if FFO to debt remained above 20% on a
sustained basis.  This could occur if the company's oil and gas
operations improve, which would likely be a result of an
improvement in commodity prices.


BROOKE CORP: Court Denies 2nd Attempt to Replace Ch. 7 Trustee
--------------------------------------------------------------
Robert D. Orr, the founder, 32-percent owner and longtime chief
executive officer of Brooke Corporation moves, for the second time,
to replace the Chapter 7 Trustee, Christopher J. Redmond, alleging
that he is not disinterested.

When moving to replace the Trustee, Orr's basic premise is that the
bankruptcy estates were financially devastated by wrongs committed
prepetition by partners of Husch Blackwell LLP and the postpetition
actions of the Trustee, who is a Husch Blackwell partner, in
failing to pursue claims by the estates for such wrongs. Orr
alleges that the Trustee has acted for his own interests and the
interests of his firm, rather than the interests of the bankruptcy
estates.

In a Memorandum Opinion and Judgment dated February 5, 2016, which
is available at http://is.gd/IhuVJKfrom Leagle.com, Judge Dale L.
Somers of the United States Bankruptcy Court for the District of
Kansas denied Orr's Motion to Replace the Trustee.

The case is In re: BROOKE CORPORATION, et al., Chapter 7, Debtors,
Case No. 08-22786, Jointly Administered (Bankr. D. Ks.).

Christopher J. Redmond, Attorney for Trustee, represented by
Kathryn B. Bussing, Husch Blackwell LLP, Bruce E. Strauss, Merrick,
Baker, & Strauss, P.C..

Albert Riederer, Trustee, represented by Kara E Casteel, Esq. --
kcasteel@askllp.com -- ASK Financial LLP,John J. Cruciani, Esq. --
john.cruciani@huschblackwell.com -- Husch Blackwell LLP, Michael D.
Fielding, Esq. -- michael.fielding@huschblackwell.com -- Husch
Blackwell LLP, Alex Govze, Esq. -- agovze@askllp.com -- ASK LLP,
Benjamin F. Mann, Husch Blackwell Sanders LLP, Michael E Norton,
Esq. -- michael.norton@huschblackwell.com -- Husch Blackwell LLP,
Douglas J. Schmidt, Esq. -- douglas.schmidt@huschblackwell.com --
Husch Blackwell LLP, Gavin L Smith, Esq. --
gavin.smith@huschblackwell.com -- Husch Blackwell LLP, Joseph L
Steinfeld, Jr, Esq. -- jsteinfeld@askllp.com -- ASK LLP, Sean D.
Tassi, Esq. -- sean.tassi@huschblackwell.com -- Husch Blackwell
LLP, Gary D Underdahl, Esq. -- gunderdahl@askllp.com -- ASK
Financial LLP.

Christopher J. Redmond, Trustee, is represented by John J.
Cruciani, Esq. -- Husch Blackwell LLP, Steven R. Rebein, Esq. --
Law Office of Steven R. Rebein, L.C., Victor F Weber, Esq. --
Merrick Baker and Strauss PC, Ingrid M Wong, Esq. -- Esq. --
ingrid.wong@huschblackwell.com -- Husch Blackwell LLP.

U.S. Trustee, U.S. Trustee, is represented by Jay Befort, Office of
US Trustee,William F. Schantz, Office of U. S. Trustee, Richard A.
Wieland, Office of U. S. Trustee.

Creditor Committee Chair, RKC Financial, is represented by Robert D
Gaines, Krigel & Krigel, PC, Carol M Katzer, Samuel Kornhauser, Law
Offices of Samuel Kornhauser, Merritt Pardini, Kattew Muchin
Rosenman LLP.

Creditor Committee, Unsecured Creditors' Committee, is represented
by Mark Moedritzer, Shook, Hardy & Bacon L.P., Kristen F. Trainor.

Committee of Franchise Agents, Ad Hoc Committee of Franchise
Agents, Ad Hoc, represented by Matthew R. Pearson, Gravely &
Pearson LLP.

                        About Brooke Corp.

Based in Kansas, Brooke Corp. -- http://www.brookebanker.com/--   
was an insurance agency and finance company.  The company owned
81% of Brooke Capital.  The majority of the company's stock was
owned by Brooke Holding Inc., which, in turn was owned by the Orr
Family.  A creditor of the family, First United Bank of Chicago,
foreclosed on the BHI stock.  The company's revenues were
generated from sales commissions on the sales of property and
casualty insurance policies, consulting, lending and brokerage
services.

Brooke Corp. and Brooke Capital Corp. filed separate petitions for
Chapter 11 relief on Oct. 28, 2008; Brooke Investments, Inc. filed
for Chapter 11 relief on Nov. 3, 2008 (Bankr. D. Kan. Lead Case
No. 08-22786).  Angela R. Markley, Esq., was the Debtors' in-house
counsel.  Albert Riederer was appointed as the Debtors' Chapter 11
trustee.  He acted as special master of Brooke in prepetition
federal court proceedings.  Benjamin F. Mann, Esq., John J.
Cruciani, Esq., and Michael D. Fielding, Esq,, at Husch Blackwell
Sanders LLP, and Kathryn B. Bussing, Esq., at Blackwell Sanders
LLP, represented the Chapter 11 trustee as counsel.  David A.
Abadir, Esq., and Robert J. Feinstein, Esq., at Pachulski Stang
Ziehl & Jones LLP, Kristen F. Trainor, Esq., and Mark Moedritzer,
Esq., at Shook, Hardy & Bacon, represented the Official Committee
of Unsecured Creditors as counsel.  The Debtors disclosed assets
of $512,855,000 and debts of $447,382,000.

On Oct. 29, 2008, the Court granted a motion to jointly administer
the bankruptcies of Brooke Corporation, Brooke Capital, and Brooke
Investment with the Brooke Corporation bankruptcy case being the
lead case.

The case was converted to Chapter 7 on June 29, 2009.  Christopher
J. Redmond was named Chapter 7 Trustee.  He is represented by
Benjamin F. Mann, Esq., John J. Cruciani, Esq., and Michael D.
Fielding, Esq., at Husch Blackwell LLP.


BUDD COMPANY: 123 Asbestos Claimants May Prosecute PI Claims
------------------------------------------------------------
U.S. Bankruptcy Judge Jack B. Schmetterrer granted a motion by the
Official Committee of Asbestos Personal Injury Claimants in the
Chapter 11 case The Budd Company, Inc., to modify the automatic
stay to allow 123 asbestos claimants to prosecute any
asbestos-personal injury claims against The Budd Company Inc., in
the non-bankruptcy tort system.

"This Chapter 11 case was filed by a debtor that used asbestos in
some of its production and processes while in operation.  The
Debtor reports that 2,213 asbestos claims have been filed in the
case.  The District Court has withdrawn or indicated intent to
withdraw reference to consider objections filed by the Debtor to
most of these claims. There remain 123 claims as to which the only
issue raised is whether the claimants can establish liability. Such
issues of liability cannot be tried in this court, and Debtor's
proposed Chapter 11 plan provides that liability issues will pass
through the bankruptcy and be tried in non-bankruptcy courts having
jurisdiction.  Debtor objects to the Asbestos Committee's motion to
modify the automatic stay, arguing that stay relief should await
Plan confirmation.  While the Debtor's proposed Plan (with Fourth
Amended Plan now pending) has not yet been confirmed, there is no
reason to delay modifying the stay now as to those 123 claimants so
that they might make some progress in their actions," Judge
Schmetterrer ruled in his memorandum opinion granting the Asbestos
Committee's motion.

A copy of the Memorandum Opinion is available for free at:

   http://bankrupt.com/misc/Budd_Co_1569_Memo_Asb_Lift_Stay.pdf

In his Feb. 10, 2016 order, Judge Schmetterrer ordered that:

  (1) The automatic stay is modified to allow these asbestos
      claimants to prosecute any asbestos claims in the non-
      bankruptcy tort system:

   -- CLAIMS FOR WHICH IT IS FACTUALLY IMPOSSIBLE FOR THE DEBTOR
      TO BE LIABLE:

   Claim No.    Claimant            Claimant Representative
   ---------    --------            -----------------------
    1441  Berg, Darlene           The Lanier Law Firm
    1556  Dunnock, Betty J.       Law Offices of Peter G. Angelos
    1554  Est. of Ernest Eshman   Law Offices of Peter G. Angelos
    1653  Est. of Pat. Tirabassi  Law Offices of Peter G. Angelos
    1552  Fleming, Walter E.      Law Offices of Peter G. Angelos
    1673  Frediani, Leo P.        Brayton Purcell, LLP
    1412  Mitchell, Robert L.     The Lanier Law Firm
    2149  Peachey, Catherine      Brookman Rosenberg
    1625  Pfeffer, Frederick      Law Offices of Peter G. Angelos
    1402  Robinson, David L.      The Lanier Law Firm
    1652  Taylor, William S.      Law Offices of Peter G. Angelos
    1676  Turner, Thomas W.       Brayton Purcell, LLP
    2143  Turpyn, Jr., Elmer      Brookman Rosenberg
    1658  Waskis, Joe W.          Law Offices of Peter G. Angelos
    1659  Wells, John R.          Law Offices of Peter G. Angelos
    1660  West, Carl              Law Offices of Peter G. Angelos
    1661  Whetstone, George F.    Law Offices of Peter G. Angelos
    1662  Whiute, Russell H., Jr. Law Offices of Peter G. Angelos
    1664  Wilkes, Franklin C.     Law Offices of Peter G. Angelos
    1665  Williams, Michael L.    Law Offices of Peter G. Angelos
    1667  Wisniewski, Robert G.   Law Offices of Peter G. Angelos

   -- CLAIMS FOR WHICH DEBTOR'S LIABILITY IS IN QUESTION:

   Claim No.    Claimant            Claimant Representative
   ---------    --------            -----------------------
    1698  Ajamian, Artin          Brayton Purcell, LLP
    1591  Arrington, Herbert B.   Law Offices of Peter G. Angelos
    1590  Ashley, Robert L.       Law Offices of Peter G. Angelos
    1869  Baker, Robert           Brayton Purcell, LLP
    288   Banks, Andra Earl, Sr.  Edward O. Moody, P.A.
    1582  Barsy, Robert E., Sr.   Law Offices of Peter G. Angelos
    1583  Biedrzycki, Deborah A.  Law Offices of Peter G. Angelos
    1579  Biedrzycki, Thaddeus    Law Offices of Peter G. Angelos
    1758  Brasher, Donnie         Brayton Purcell, LLP
    2019  Burdette, Leslie        Brayton Purcell, LLP
    1571  Burrell, Arnett         Law Offices of Peter G. Angelos
    373   Burris, John            Nix Patterson
    1568  Buschmeier, James E.    Law Offices of Peter G. Angelos
    1687  Cardwell, Allan         Brayton Purcell, LLP
    1560  Dare, Joseph G., Sr.    Law Offices of Peter G. Angelos
    305   Davis, Herman G. (Est)  Edward O. Moody, P.A.
    1917  Dekraai, Helen          Brayton Purcell, LLP
    1375  Deleon, Narciso         Kazan McClaim
    1459  Dittenber, Roger        The David Law Firm
    2099  Doak, Ralph J., Jr.     Cooney & Conway
    1593  Est. of Anthony Allen   Law Offices of Peter G. Angelos
    1670  Estate of Carl Young    Law Offices of Peter G. Angelos
    1546  Est. of Charles Greene  Law Offices of Peter G. Angelos
    1618  Est of Howard Henry Jr. Law Offices of Peter G. Angelos
    1563  Est. of JamesJ. Coyne   Law Offices of Peter G. Angelos
    1565  Estate of John Cituk    Law Offices of Peter G. Angelos
    1576  Est. of Maurice Blaser  Law Offices of Peter G. Angelos
    1600  Est of Raffaele Luciani Law Offices of Peter G. Angelos
    1599  Estate of Robert Lynn   Law Offices of Peter G. Angelos
    1594  Est. of Thomas Adams    Law Offices of Peter G. Angelos
    1606  Est. of Walter Krouse   Law Offices of Peter G. Angelos
    1649  Est. of Walter Sueck    Law Offices of Peter G. Angelos
    374   Evans, D.E.             Nix Patterson
    1840  Fair, Jay, III          Brayton Purcell, LLP
    125   Fisher, Maichael L.     Paul, Reich & Myers, PC
    314   Foshee, Marion E. (Est) Edward O. Moody, P.A.
    1470  Gariepy, John           The David Law Firm
    2153  Gearheart, Thomas       Brookman Rosenberg
    1763  Gentry, Eddie           Brayton Purcell, LLP
    1547  Gladden, Brenda J.      Law Offices of Peter G. Angelos
    163   Gleason, John M.        Paul, Reich & Mayers, PC
    1544  Hardin, Billy R.        Law Offices of Peter G. Angelos
    1619  Heffner, Paul L.        Law Offices of Peter G. Angelos
    2152  Hoagland, Richard       Brookman Rosenberg
    173   Hoffman, Diane          Paul, Reich & Myers, PC
    321   Holbert, Jerry Allen    Edward O. Moody, P.A.
    375   Hollins, Arbea          Nix Patterson
    323   Holyfield, Doyle Wayne  Edward O. Moody, P.A.
    2083  Horne, Claude           Law Offices of Peter G. Angelos
    1613  Hurd, Elmer L., Jr.     Law Offices of Peter G. Angelos
    1374  Iturrarran, Thomas      Kazan McClaim
    1612  Jancewskwi, Henry       Law Offices of Peter G. Angelos
    1610  Jones, Clarence, Jr.    Law Offices of Peter G. Angelos
    328   Kelley, George Edward   Edward O. Moody, PA
    2114  King, Glenn E. (Dec)    Law Offices of Miachel B Serling
    186   King, Roland            Paul, Reich & Myers, PC
    329   Knight, Ben Hollis      Edward O. Moody, PA
    1373  Koepke, Harold          Kazan McClain
    1603  Lane, Earl J., Sr.      Law Offices of Peter G. Angelos
    2112  Lezotte, John F. (Dec)  Law Offices of Michael B Serling
    1597  Martin, Harold          Law Offices of Peter G. Angelos
    2110  Maw, Joseph C.          Law Offices of Michael B Serling
    1460  McKinney, Terry R.      The David Law Firm
    864   Molinar, Antonio        Roven-Kaplan, LLP
    1465  Moore, Gary Dean        The David Law Firm
    1596  Morgan, John S.         Law Offices of Peter G. Angelos
    1376  Neumann, Georrge        Kazan McClaim
    1620  Nichols, Joseph F.      Law Offices of Peter G. Angelos
    1727  Norman, Charles Van     Brayton Purcell, LLP
    1624  Ohle, Harry J. (Dec.)   Law Offices of Peter G. Angelos
    1377  Patrick, James          Kazan McClain
    376   Pedigo, William         Nix Patterson
    2064  Post, Nathan            Brayton Purcell, LLP
    1627  Powell, Nathaniel       Law Offices of Peter G. Angelos
    1628  Pulley, Donald J.       Law Offices of Peter G. Angelos
    897   Riche, Samuel           Roven-Kaplan, LLP
    21    Rischette, Michael      John P. Sieben
    1632  Robbins, Billy J.       Law Offices of Peter G. Angelos
    1633  Roca, Michael           Law Offices of Peter G. Angelos
    1451  Roja, Anthony J. (Dec)  Maune Raichle
    1378  Rondon, Frank           Kazan McClain
    68    Rosenbaum, Richard A.   Paul, Reich & Myers, PC
    2148  Rowe John               Brookman Rosenberg
    2000  Sher, Kenneth           Brayton Purcell, LLP
    1791  Sisto, Gary             Brayton Purcell, LLP
    377   Smith, Bobby            Nix Patterson
    1643  Smith, Paul J.          Law Offices of Peter G. Angelos
    1644  Smith, Samuel N.        Law Offices of Peter G. Angelos
    1645  Snowberger, Betty       Law Offices of Peter G. Angelos
    1463  Snyder, Rodney E.       The David Law Firm
    1474  Sonsoucie, Ronald L.    Perica Law Firm
    1651  Swartz, Robyn           Law Offices of Peter G. Angelos
    2124  Thibodeu, Gilbert       Law Offices of Michael SErling
    2142  Trainor, Edward         Brookman Rosenberg
    380   Verble, Robert          Gori Julian
    2123  Vineski, Paul J.        Law Offices of Michael Serling
    378   Whisenhunt, Paul        Nix Patterson
    1663  White, Wayne A.         Law Offices of Peter G. Angelos
    2126  Whitley, Johnny Lee     Wallace and Graham PA
    1815  Wilson, Herbert         Brayton Purcell, LLP
    1469  Windham, Delois (Dec)   The David Law Firm
    1669  Wolford, Rayomond C.    Law Offices of Peter G. Angelos

  (2) The 10-day stay period imposed by Bankruptcy Rule
      4001(a)(3) is extended to stay the effect of the Order
      to March 10, 2016.

  (3) The Court will retain jurisdiction with respect to all
      maters arising from or related to the Order.

  (4) The Motion is otherwise denied until the District Court
      rules on objections removed and will be reconsidered at the
      time upon renewed notice of motion requesting relief.

                      About The Budd Company

The Budd Company, Inc., a former supplier to the automotive
industry, filed for chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle
potential claims against its parent, ThyssenKrupp AG.

The company -- which ceased manufacturing operations in 2006 and
does not have any current employees, facilities or customers --
has obligations consisting largely of medical and other benefits
to
approximately 10,000 former employees.

Liabilities amount to approximately $1 billion with assets of
approximately $400 million.  Most of the debt consists largely of
medical and other benefits to approximately 10,000 former
employees.

The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in
liabilities as of the Chapter 11 filing.

The Hon. Jack B. Schmetterer oversees the case.  The Debtor has
tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright
PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as
noticing, claims and balloting agent, and Conway MacKenzie
Management Services, LLC's Charles M. Moore as CRO.

The U.S. Trustee appointed five individuals to serve on the
Committee of Executive & Administrative Retirees.  The Segal
Company (Eastern States), Inc. serves as the Committee's actuarial
consultant.  The Committee retained Solic Capital Advisors, LLC as
its financial advisor.

Reed Heiligman, Esq., at FrankGecker LLP, in Chicago, Illinois,
represents the ad hoc committee of asbestos personal injury
claimants.


BUDD COMPANY: Asbestos Panel Says FCR Not Necessary
---------------------------------------------------
The Committee of Asbestos Personal Injury Claimants says
appointment of a future claimants' representative in the Chapter 11
case of The Budd Company, Inc., is not appropriate or necessary at
this time.

The Asbestos Committee asserts that the Debtor proposes a
liquidating plan that would return present and future asbestos
claimants to state or federal court.  While the plan and its
related agreements still require substantial revision in order to
treat present and future asbestos claimants in a manner that
complies with Section 1129 of the Bankruptcy Code, the Committee
says it is negotiating with the Debtor on the issues and will
contest confirmation if necessary.

Regardless of the infirmities of the current plan, it is notable
that prior to November 1985, the Debtor had insurance policies in
place to pay for its asbestos liabilities, the Asbestos Committee
says.  Because the Debtor appears to have significant insurance for
those claims arising from exposure to the Debtor's asbestos prior
to November 1985, present and future claimants obtaining judgments
or settlements covered by the Debtor's insurance will be paid by
insurance and will be treated in the same manner, the Asbestos
Committee further asserts.  The interests of the present and future
asbestos claimants with claims covered by the Debtor's insurance do
not diverge and the Asbestos Committee adequately represents those
interests.

The Debtor, in its statement of position on the appointment of a
future asbestos claims representative, says appointment of a FCR is
neither warranted in the case, nor in the best interests of
creditors because: (a) the Debtor's proposed plan structure that
does not prejudice asbestos claims that may manifest after the
Effective Date of the Plan; and (b) the Asbestos Committee is not
conflicted and can adequately protect the interests of present and
future Asbestos Claimants, because those groups are not competing
for the Debtor's assets under the Plan.

The Official Committee of Asbestos Personal Injury Claimants is
represented by:

         Joseph D. Frank, Esq.
         Reed Heiligman, Esq.
         FRANKGECKER LLP
         325 North LaSalle Street, Suite 625
         Chicago, IL 60654
         Tel: (312) 276-1400
         Fax: (312) 276-0035
         E-mails: jfrank@fgllp.com
                  rheiligman@fgllp.com

                      About The Budd Company

The Budd Company, Inc., a former supplier to the automotive
industry, filed for chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle
potential claims against its parent, ThyssenKrupp AG.

The company -- which ceased manufacturing operations in 2006 and
does not have any current employees, facilities or customers --
has obligations consisting largely of medical and other benefits
to approximately 10,000 former employees.

Liabilities amount to approximately $1 billion with assets of
approximately $400 million.  Most of the debt consists largely of
medical and other benefits to approximately 10,000 former
employees.

The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in
liabilities as of the Chapter 11 filing.

The Hon. Jack B. Schmetterer oversees the case.  The Debtor has
tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright
PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as
noticing, claims and balloting agent, and Conway MacKenzie
Management Services, LLC's Charles M. Moore as CRO.

The U.S. Trustee appointed five individuals to serve on the
Committee of Executive & Administrative Retirees.  The Segal
Company (Eastern States), Inc. serves as the Committee's actuarial
consultant.  The Committee retained Solic Capital Advisors, LLC as
its financial advisor.

Reed Heiligman, Esq., at FrankGecker LLP, in Chicago, Illinois,
represents the ad hoc committee of asbestos personal injury
claimants.


BUDD COMPANY: March 1 Hearing to Approve 4th Amended Plan Outline
-----------------------------------------------------------------
Bankruptcy Judge Jack. B. Schmetterrer scheduled a hearing for
March 1, 2016, at 1:30 p.m. to consider approval of the disclosure
statement explaining former automotive parts supplier The Budd
Company, Inc.'s Fourth Amended Plan.  Objections to the Fourth
Amended Disclosure Statement are due Feb. 23.  Any responses are
due Feb. 29.

On Feb. 3, 2016, the Debtor filed a Disclosure Statement for its
Fourth Amended Chapter 11 Plan.  A copy of the document is
available for free at:

    http://bankrupt.com/misc/Budd_Co_1539_DS_4th_Am_Plan.pdf

                           Terms of Plan

The Budd Company's Chapter 11 plan is premised on a settlement with
parent ThyssenKrupp North America, Inc.  To monetize the Debtor's
largest causes of action, the Plan seeks approval of the TKNA
Settlement Agreement, which provides for, among other things,
that:

   1. TKNA will pay on behalf of the Debtor directly to the UAW
      VEBA for the benefit of the UAW Retirees $285 million Cash,
      over a period of eight years, starting on October 3, 2016,
      subject to adjustment.

   2. If the Confirmation Order includes the Waupaca Claims
      Release, then TKNA will pay on behalf of the Debtor
      directly to the UAW VEBA for the benefit of the UAW
      Retirees an additional $35 million cash, over a period of
      eight years starting on Oct. 3, 2016, subject to
      adjustment.  If the Confirmation Order does not include the
      Waupaca Claims Release, then the Independent Fiduciary will
      have authority to prosecute claims against KPS for the sole
      benefit of the UAW Retirees.

   3. TKNA will pay on behalf of the Debtor directly to the E&A
      VEBA for the benefit of the E&A Retirees $15 million Cash,
      subject to upward adjustment.

   4. The Cash contributed by TKNA, as well as what is projected
      to be more than $200 million of the Debtor's Effective Date
      Cash, will fund the Debtor's Retiree Benefits obligations
      as modified.

   5. TKNA will issue the Letter of Credit in an amount not less
      than $35 million, which Letter of Credit will secure TKNA's
      payment obligations to the UAW VEBA.

   6. TKNA will assume the Pension Plans (which means that the
      ERISA Pension Plans and the SERP would remain in effect
      without change).  This assumption will have the effect of
      eliminating the claims filed by the PBGC, asserting
      liability well over $100 million.

   7. TKNA affirms that it is solely responsible for the Debtor's
      Workers Compensation Claims.

   8. TKNA will assume financial responsibility for Claim number
      521 Filed by Waupaca Foundry, Inc. in the Chapter 11 Case.

   9. TKNA will continue to provide administrative services to
      the Debtor under the terms of the Amended Services
      Agreement (which is attached to the TKNA Settlement
      Agreement).

  10. TKNA and the other Affiliates will waive and release all of
      their respective Claims and potential Claims against the
      Debtor, which Claims TKNA asserts may be worth hundreds of
      millions of dollars, if not more, subject to TKNA's
      reserved setoff rights.

  11. TKNA will continue to own the Equity Interests of the
      Debtor.

  12. TKNA will appoint an Independent Fiduciary acceptable to
      the UAW, who will be responsible for enforcing the TKNA
      Settlement Agreement and will oversee contributions to the
      Retiree VEBAs pursuant to the Plan.

  13. The UAW VEBA and the E&A VEBA are third party beneficiaries
      of the TKNA Settlement Agreement and have authority to
      enforce the TKNA Settlement Agreement.

In exchange for the benefits to be received by the Debtor and its
creditors, the Debtor would release TKNA, other affiliates
including TKAG, Clark Hill, BAML, KPS, Perella Weinberg, and the
officers, directors, and other agents of the foregoing from all
potential claims and causes of action.

According to the Disclosure Statement explaining the Fourth Amended
Plan, holders of non-priority tax claims (Class 1) and secured
claims (Class 2) are expected to have a 100% recovery.  In
satisfaction of the 4,000 UAW retiree benefit claims (Class 3),
which are now scheduled as unliquidated, the UAW VEBA will be
established and funded for the benefit of the UAW Retirees.  In
satisfaction of the 1,000 E&A retiree benefit claims (Class 4),
which are now scheduled as unliquidated, the E&A retirees will
receive retiree benefits through the E&A VEBA.  As to asbestos
claims (Class 5), allowed insured asbestos claims will have an
estimated recovery of 67%, net of applicable insurance, with
payment from insurance policies and an asbestos insured claim fund
created by the Debtor and the allowed uninsured claims will be made
solely from an uninsured asbestos claim fund.  Holders of 11
general unsecured claims totaling $5 million (Class 6) will receive
cash equal to the amount of 67% of the allowed amount of their
claims.  The 78 holders of claims assumed by TKNA in the aggregate
amount of $228 million (Class 7) will have a 100 percent recovery.
As for the equity interests (Class 8), TKNA will retain 100% of the
equity interests in the Debtor in accordance with the TKNA
Settlement Agreement.

As of Dec. 31, 2015, the Debtor had approximately $288 million in
cash.  During the course of the bankruptcy case to date, the Debtor
generally has spent between $4 million and $5 million each month on
retiree benefits.

Counsel to The Budd Company:

         Jeff J. Marwil, Esq.
         Jeremy T. Stillings, Esq.
         Brandon W. Levitan, Esq.
         PROSKAUER ROSE LLP
         70 W. Madison St.
         Chicago, IL 60602-4342
         Telephone: (312) 962-3550
         Facsimile: (312) 962-3551

                      About The Budd Company

The Budd Company, Inc., a former supplier to the automotive
industry, filed for chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle
potential claims against its parent, ThyssenKrupp AG.

The company -- which ceased manufacturing operations in 2006 and
does not have any current employees, facilities or customers --
has obligations consisting largely of medical and other benefits
to approximately 10,000 former employees.

Liabilities amount to approximately $1 billion with assets of
approximately $400 million.  Most of the debt consists largely of
medical and other benefits to approximately 10,000 former
employees.

The Debtor disclosed $387,555,681 in assets and $1,107,350,034 in
liabilities as of the Chapter 11 filing.

The Hon. Jack B. Schmetterer oversees the case.  The Debtor has
tapped Proskauer Rose LLP as Chapter 11 counsel, Dickinson Wright
PLLC as special counsel, Epiq Bankruptcy Solutions, LLC as
noticing, claims and balloting agent, and Conway MacKenzie
Management Services, LLC's Charles M. Moore as CRO.

The U.S. Trustee appointed five individuals to serve on the
Committee of Executive & Administrative Retirees.  The Segal
Company (Eastern States), Inc. serves as the Committee's actuarial
consultant.  The Committee retained Solic Capital Advisors, LLC as
its financial advisor.

Reed Heiligman, Esq., at FrankGecker LLP, in Chicago, Illinois,
represents the ad hoc committee of asbestos personal injury
claimants.


BUILDING #19: Liquidating Plan Confirmed by Judge
-------------------------------------------------
Massachusetts Bankruptcy Judge Frank J. Bailey has entered an order
confirming the Amended Joint Plan of Liquidation co-proposed by
Building #19, Inc., and its affiliated debtors; and the Official
Committee of Unsecured Creditors.

On Dec. 9, 2015, the Court entered an order approving the
disclosure statement explaining the terms of the Plan.  The
Disclosure Statement Order fixed Jan. 8, 2016 as the deadline to
object to confirmation of the Plan and established certain
procedures for soliciting and tabulating votes with respect to the
Plan.

According to the voting report, the impaired Classes 3A, 3B, 3C and
3F have affirmatively voted to accept the Plan.

The Court held a hearing to consider confirmation of the Plan on
Jan. 26.

The Plan is a plan of liquidation, which provides for the
appointment of a liquidating agent, the administration and
distribution of assets by the liquidating agent and the continued
existence of the Debtors to the extent necessary to liquidate their
assets.

Robert Wexler, the Debtors' financial advisor during the bankruptcy
cases, has been selected as the liquidating agent.  No one has
objected to Mr. Wexler acting as liquidating agent.

The proceeds of the liquidation of the Debtors' respective assets
are to be distributed to the holders of allowed claims in the order
of priority established under the Bankruptcy Code.  The Plan
provides that no distributions to any junior class of claims may
occur until the senior classes of claims are paid in full.

A copy of the Jan. 28, 2016 order confirming the Plan is available
for free at:

   http://bankrupt.com/misc/Building_19_537_Plan_Conf_Order.pdf

                        About Building #19

Building #19, Inc., and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code on Nov. 1, 2013 (Bankr. D. Mass.
Case No. 13-16429).  The other debtors are (a) Paperworks #19,
Inc., Case No. 13-16430; (b) Beth's Basics, Inc., Case No.
13-16433; (c) Furniture #19, Inc., Case No. 13-16431; (d) PB&J
Kids #19, Inc., Case No. 13-16434; and (e) Footwear #19 Plus, Inc.
Case No. 13-16432.

Donald Ethan Jeffery, Esq., and Harold B. Murphy, Esq., at Murphy &
King, Professional Corporation, in Boston, Massachusetts, serve as
the Debtors' bankruptcy counsel.  The Tron Group, LLC, serve as
their financial advisers.

The U.S. Trustee for Region 1 appointed five members to the
official committee of unsecured creditors.  Newburg & Company LLP
is the financial advisor to the Committee.


BUILDING #19: Liquidating Plan Declared Effective Feb. 12
---------------------------------------------------------
Building #19, Inc., et al., disclosed that they have established
Feb. 12, 2016, as the effective date of their Plan of Liquidation.

By order dated Jan. 28, 2016, the U.S. Bankruptcy Court for the
District of Massachusetts confirmed the Amended Joint Plan of
Liquidation of Debtors and Debtors-In-Possession and Official
Committee of Unsecured Creditors.

Any and all applications for reimbursement of expenses incurred
before the Effective Date and all other requests or claims for
payment of Administrative Expense Claims incurred before the
Effective Date under Section 507(a)(1) or 507(b) of the Bankruptcy
Code, other than the Professional Fee Claims, are due on or before
30 days after the Effective Date, i.e., March 14, 2016, (the
"Administrative Expense Claim Bar Date") and must be the subject of
a request filed with the Office of the Clerk, United States
Bankruptcy Court for the District of Massachusetts (Eastern
Division), 5 Post Office Square, Suite 1150, Boston, Massachusetts
02109, and served upon the undersigned counsel to the Debtor.

All applications for final compensation and reimbursement of
Professional Fee Claims incurred before the Effective Date shall be
filed on or before 30 days after the Effective Date, i.e., March
14, 2016, (the "Professional Fee Claim Bar Date"), unless otherwise
ordered by the Court, and must be filed with the Clerk, Office of
the Clerk, U.S. Bankruptcy Court for the District of Massachusetts
(Eastern Division), 5 Post Office Square, Suite 1150, Boston,
Massachusetts 02109, and served upon the undersigned counsel to the
Debtor.

All Claims arising from the rejection of executory contracts or
unexpired leases (a "Rejection Claim") under the Plan must be filed
with the Clerk, Office of the Clerk, United States Bankruptcy Court
for the District of Massachusetts (Eastern Division), 5 Post Office
Square, Suite 1150, Boston, Massachusetts 02109, and served upon
the undersigned counsel to the Debtor on or before 30 days
following the earlier to occur of: (i) the rejection of such
executory contract or unexpired lease or (ii) the Confirmation Date
(which occurred on Jan. 28, 2016).

Counsel to the Debtors:

         D. Ethan Jeffery, Esq.
         MURPHY & KING, Professional Corporation
         One Beacon Street
         Boston, MA 02108
         Tel: (617) 423-0400
         Fax: (617) 423-0498
         E-mail: EJeffery@murphyking.com

                        About Building #19

Building #19, Inc., and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code on Nov. 1, 2013 (Bankr. D. Mass.
Case No. 13-16429).  The other debtors are (a) Paperworks #19,
Inc., Case No. 13-16430; (b) Beth's Basics, Inc., Case No.
13-16433; (c) Furniture #19, Inc., Case No. 13-16431; (d) PB&J
Kids #19, Inc., Case No. 13-16434; and (e) Footwear #19 Plus, Inc.
Case No. 13-16432.

Donald Ethan Jeffery, Esq., and Harold B. Murphy, Esq., at Murphy &
King, Professional Corporation, in Boston, Massachusetts, serve as
the Debtors' bankruptcy counsel.  The Tron Group, LLC, serve as
their financial advisers.

The U.S. Trustee for Region 1 appointed five members to the
official committee of unsecured creditors.  Newburg & Company LLP
is the financial advisor to the Committee.


BUILDING #19: U.S. Trustee Drops Bid for Case Conversion
--------------------------------------------------------
Assistant U.S. Trustee John Fitzgerald has withdrawn his motion for
the conversion of Building #19, Inc., et al.'s bankruptcy cases to
Chapter 7 liquidation.  In light of confirmation of the Debtors'
Plan, the U.S. Trustee withdrew in open court his conversion
motion.

By order dated Jan. 28, 2016, the U.S. Bankruptcy Court for the
District of Massachusetts confirmed the Amended Joint Plan of
Liquidation of Debtors and Debtors-In-Possession and Official
Committee of Unsecured Creditors.

                        About Building #19

Building #19, Inc., and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code on Nov. 1, 2013 (Bankr. D. Mass.
Case No. 13-16429).  The other debtors are (a) Paperworks #19,
Inc., Case No. 13-16430; (b) Beth's Basics, Inc., Case No.
13-16433; (c) Furniture #19, Inc., Case No. 13-16431; (d) PB&J
Kids #19, Inc., Case No. 13-16434; and (e) Footwear #19 Plus, Inc.
Case No. 13-16432.

Donald Ethan Jeffery, Esq., and Harold B. Murphy, Esq., at Murphy &
King, Professional Corporation, in Boston, Massachusetts, serve as
the Debtors' bankruptcy counsel.  The Tron Group, LLC, serve as
their financial advisers.

The U.S. Trustee for Region 1 appointed five members to the
official committee of unsecured creditors.  Newburg & Company LLP
is the financial advisor to the Committee.


CAPITAL VENTURES: Case Summary & Unsecured Creditor
---------------------------------------------------
Debtor: Capital Ventures, LLC
        1429 N. Prospect Avenue
        Milwaukee, WI 53202

Case No.: 16-21331

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: February 20, 2016

Court: United States Bankruptcy Court
       Eastern District of Wisconsin (Milwaukee)

Debtor's Counsel: Jonathan V. Goodman, Esq.
                  LAW OFFICES OF JONATHAN V. GOODMAN
                  Suite 707
                  788 North Jefferson Street
                  Milwaukee, WI 53202-3739
                  Tel: 414-276-6760
                  Fax: 414-287-1199
                  Email: jgoodman@ameritech.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

Unsecured creditor: Anchor Bank, $100,000

The petition was signed by Michael A. Gral, general
partner/Co-Trustee.

A full-text copy of the petition is available for free at:

          http://bankrupt.com/misc/wieb16-21331.pdf


CARDIAC SCIENCE: U.S. Trustee Wants Case Dismissed or Converted
---------------------------------------------------------------
Patrick S. Layng, U.S. Trustee for Region 11, asks the U.S.
Bankruptcy Court for the Western District of Wisconsin to dismiss
the Chapter 11 case of Cardiac Science Corporation, convert the
Chapter 11 case to one under Chapter 7 of the Bankruptcy Code, or
direct the appointment of a Chapter 11 trustee.

According to the U.S. Trustee, the Debtor and the official
committee of unsecured creditors will not or cannot serve as
effective counterweights to CFS 915 LLC, the primary secured lender
and stalking horse bidder.  The Debtor and the secured lender filed
the case to conduct a veiled foreclosure, the U.S. Trustee points
out.  To these ends, the Debtor's current management negotiated
bankruptcy financing and a credit bid purchase with the same party
who appointed them to the positions in which they serve, the U.S.
Trustee says.

The U.S. Trustee contends that unless the Debtor's own estimates of
value prove dramatically wrong, the sale process will not generate
any unencumbered funds.  The Committee's settlement with the
secured lender only exacerbates these shortcomings, the U.S.
Trustee tells the Court.  Without any formal notice and little
opportunity for a meaningful investigation, the Committee has
already relinquished the right to challenge the validity and
perfection of the secured lender's prepetition claims in exchange
for a $900,000 "carve out" that violates the Bankruptcy Code's
priority rules, the U.S. Trustee asserts.

The Troubled Company Reporter previously reported that former
employee creditors have asked the Court to:

   1. deny or postpone all first day motions;

   2. in the event some emergency DIP financing is required, that
such financing be in the minimum amount necessary to carry Debtor
for 30 days, and that no findings of good faith be made on the
record;

   3. pursuant to Code Section 1104 (a)(2), appoint a neutral
Chapter 11 trustee because it is in the interest of creditors, the
equity holders; and

   4. enter an order allowing expedited discovery to determine the
truth and merits of Debtors affidavit and filings, and whether it
is appropriate for CFS/Aurora to occupy all three roles, as
controller of the debtor-in-posssession, DIP financier and stalking
horse.

The former employee creditors(Vinod Ramnani, Thomas Dietiker,
Jayesh Patel, Arvind Manjegowda, Sridhar Thyagarjan, Nishita Patel,
and Ashwin Khemani) related that in the guise of the Debtor, the
creditor that took control of the board of Cardiac Science sought
permission on an expedited basis to use the Chapter 11 filing to
confirm, capture and finally take over Cardiac Science, in what has
become known as a "loan to own" scheme.  CFS is described in the
filing as having purchased the largest swath of secured debt
(approximately $80 million) from Cardiac Science's lender, DBS
Bank.  Upon information and belief, this secured debt purchase was
at a significant discount.

The U.S. Trustee is represented by Debra L. Schneider.

Former employee creditors are represented by Stephen E. Kravit,
Esq., and Benjamin R. Prinsen, Esq., at Kravit, Hovel & Krawczyk
S.C.

                        About Cardiac Science

Headquartered in Waukesha, Wisconsin, Cardiac Science Corporation
develops, manufactures and sells a variety of advanced diagnostic
and therapeutic cardiology devices and systems, including automated
external defibrillators, hospital defibrillators and related
products and consumables.

Cardiac Science filed Chapter 11 bankruptcy petition (Bankr. W.D.
Wisc. Case No. 15-13766) on Oct. 20, 2015.  The petition was signed
by Michael Kang as chief restructuring officer.

The Company currently employs approximately 200 people in two
facilities located in Wisconsin, and another 93 part time
"educators" around the country who educate the Debtor's customers
on how to use its products.  The Debtor has customers in more than
100 countries.

Judge Robert D. Martin presides over the case.

The Debtor disclosed total assets of $45,335,596 plus an
undetermined amount and $104,715,678 plus an undetermined amount as
of the Chapter 11 filing.  Celestica Electronics (M) SDN BHD is the
Debtor's largest unsecured creditor holding a claim of $2.5
million.  CFS 915 LLC is the largest creditor of the Debtor, and
its $87 million prepetition loan is secured by substantially all of
the Debtor's assets. CFS has agreed to provide $10 million in
postpetition financing for the Debtor.

The Debtor has engaged Whyte Hirschboeck Dudek S.C. as bankruptcy
counsel, Livingstone Partners LLC as investment banker and Garden
City Group, LLC as notice and claims agent.

In October 2015, the Office of the U.S. Trustee appointed seven
creditors to the official committee of unsecured creditors.  The
committee is represented by Freeborn & Peters LLP.


CAREER SUCCESS: S&P Lowers Rating on 2009 Bonds to 'BB-'
--------------------------------------------------------
Standard & Poor's Ratings Services lowered its rating on Phoenix
Industrial Development Authority, Ariz.'s series 2009 education
revenue bonds issued for Career Success Charter School (CSC) to
'BB-' from 'BB'. The outlook is negative.

"The downgrade and negative outlook reflects a history of
enrollment declines, coverage violations, and inconsistent
management reporting and projections," said Standard & Poor's
credit analyst Nick Waugh.

Enrollment measured by average daily membership (ADM) declined in
fiscal 2015, which reduced revenues and led to a violation of a
coverage covenant that year. "In our view, management oversight is
limited, with a lack of transparency and limited ability to
articulate enrollment and operational trends," added Mr. Waugh.
This is partly due to the inherently volatile nature of the student
body the school serves.

The negative outlook reflects the weakened performance in fiscal
2015 with a coverage violation, and the possibility that
performance could remain strained in fiscal 2016. The negative
outlook also reflects limited management oversight at the school
recently, especially with regard to financial operations.

S&P said, "We could lower the rating if the school generates an
operating deficit in fiscal 2016 and fails to generate coverage
above 1.0x maximum annual debt service (MADS), or if oversight of
operating performance becomes constrained.

"We could revise the outlook to stable if ADM enrollment grows in
fiscal 2016, operating results improve, and the school generates
coverage in excess of 1.0x MADS, while maintaining a trends of
accurate projections  and financial oversight."


CARPENTER TECHNOLOGY: Moody's Lowers Sr. Unsecured Rating to Ba2
----------------------------------------------------------------
Moody's Investors Services downgraded Carpenter Technology
Corporation's senior unsecured ratings to Ba2 from Baa3.  At the
same time, Moody's assigned a Ba2 Corporate Family Rating, a Ba2-PD
Probability of Default rating and a SGL-2 speculative grade
liquidity rating.  The outlook is stable.

The downgrade reflects the ongoing contraction in Carpenter's debt
protection metrics and increased leverage position as evidenced by
the company's EBIT/interest ratio of 2.8x and debt/EBITDA ratio of
3.9x for the twelve months ended Dec. 31, 2015, (using Moody's
standard adjustments, principally for pensions and leases).
Performance in the second quarter of 2016 (ended December 31, 2015)
evidenced a sequential decline from the prior quarter and while
seasonal factors are partially responsible, the general operating
landscape remains challenging.  Based upon the current run rate and
expectations that the next several quarters will be no better than
the quarter ended Dec. 31, 2015, these metrics are expected to
further weaken.

The company's good sales position into the aerospace and defense
industry as well as its Medical industry position help to mitigate
but is unable to offset the weakness in Carpenter's exposure to the
Energy, Industrial and Consumer end-use markets.  Energy markets
continue to be impacted by low oil prices, collapse in drilling rig
activity, and high inventory levels while Industrial and Consumer
end-use also remain vulnerable to relatively weak operating
conditions.  As a consequence, we do not see a catalyst for
improvement in the company's performance over the balance of its
2016 fiscal year and into its 2017 fiscal year despite the likely
improvement in higher value added sales to the aerospace and
defense industry.

Issuer: Carpenter Technology Corporation

Assignments:

  Probability of Default Rating, Assigned Ba2-PD
  Speculative Grade Liquidity Rating, Assigned SGL-2
  Corporate Family Rating, Assigned Ba2

Downgrades:

  Senior Unsecured Regular Bond/Debenture, Downgraded to Ba2
   (LGD4) from Baa3

Outlook Actions:

  Outlook, Remains Stable

                         RATINGS RATIONALE

Carpenter's Ba2 CFR considers the company's strong position in the
specialty metals markets, as well as its technological
capabilities, which allow it to provide necessary products such as
special alloys and titanium products for demanding end use
industries such as aerospace, oil and gas drilling - particularly
directional drilling -, and medical applications.  The rating also
considers the company's continued emphasis on shifting its product
mix to more value-added products, as exemplified by its increasing
level of sales to the aerospace industry, and the investment in the
new manufacturing facility in Athens, Alabama, which is designed to
produce premium products.  The company's good liquidity position
and conservative philosophy are also considerations in the rating.
However, the rating considers that the company's sales to the oil
and gas drilling markets as well as the industrial markets will be
pressured over at least the next twelve months and that the sales
to other segments will not be sufficient to compensate for weakness
in this end-market.

Further considerations include Carpenter's exposure to commodity
products, level of unfunded pension obligations, which meaningfully
increase total adjusted debt levels, and exposure to markets that
are themselves characterized by a high degree of cyclicality.  The
company's relatively small size and current reliance on a limited
number of principal production facilities, notwithstanding the new
manufacturing facility in Athens, Alabama, are also factored into
the rating.

The stable outlook reflects Moody's expectation that the degree of
contraction in earnings performance and metrics for Carpenter is
close to bottoming and that strengthening sales into aerospace and
focus on more value added products will offset the weaker segments
such that metrics will not evidence further material
deteriorations.

The SGL-2 Speculative Grade Liquidity Rating reflects the company's
good liquidity profile although weaker earnings performance and
continued share repurchases contributed to a decline in the
company's cash position to $21 million at December 31, 2015 from
$70 million at June 30, 2015.  Carpenter's liquidity position is
supported by its $500 million revolving credit facility, which
expires in June 2018.  Availability at December 31, 2015 was $452.9
million after accounting for Letters of Credit issued and
borrowings.  The revolver has two financial covenants, a minimum
EBITDA/interest ratio of 3.5x and a debt to capitalization ratio of
no more than 55%.  Carpenter is expected to remain in compliance
with these covenants.  Working capital inflows are expected to
improve in the second half of the company's 2016 fiscal year based
on inventory reduction.

As there is no secured debt in the company's capital structure the
unsecured notes are rated at the CFR.  Should secured debt be
introduced into the capital structure, the unsecured notes could be
downgraded.

Carpenter's ratings could be downgraded should the debt/EBITDA
ratio not return to and be sustained at no more than 3.5x,
EBIT/interest be sustained below 3.25x or liquidity contract.

The ratings could be upgraded should Carpenter be able to achieve
and sustain a debt/EBITDA ratio of no more than 3x, EBIT/interest
of at least 4x and be free cash flow generative.

The principal methodology used in these ratings was Global Steel
Industry published in October 2012.

Carpenter, headquartered in Reading, PA, is a producer and
distributor of specialty materials, including stainless steel,
titanium alloys, and specialty alloys.  The company operates
through two business segments: Specialty Alloys Operations (SAO)
and Performance Engineered Products (PEP).  The SAO segment is
comprised of the company's major premium alloy and stainless steel
manufacturing operations, including operations performed at milling
facilities.  The PEP segment is comprised of Carpenter's
differentiated operations, including the Dynamet titanium and
titanium alloy shape components, Carpenter Powder Products business
which manufactures high-alloy powder, Amega West, which sells
precision machined downhole drilling tools and services, and the
distribution business.  For the twelve months ending Dec. 31, 2015,
Carpenter generated revenues of approximately $2 billion, slightly
down from revenues generated in the fiscal year ended June 30,
2015.  The company has announced that it is moving its headquarters
to Philadelphia PA.


CDRH PARENT: S&P Affirms 'B' CCR, Outlook Remains Negative
----------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on CDRH Parent Inc.  The outlook remains negative.
Concurrently, S&P withdrew its 'B' corporate credit rating on
Healogics Inc.

In addition, S&P affirmed the 'B' rating on the first-lien term
loan.  Co-borrowers are CDRH Parent Inc. and Healogics Inc.  The
recovery rating on this debt remains '4', indicating S&P's
expectation for average (30% to 50%; at the high end of the range)
recovery of principal in the event of payment default.

At the same time, S&P affirmed its 'CCC+' rating on the second-lien
term loan.  Co-borrowers are CDRH Parent Inc. and Healogics Inc.
The recovery rating on this debt remains '6', indicating S&P's
expectation for negligible (0% to 10%) recovery of principal in the
event of payment default.

"Our 'B' corporate credit rating and negative outlook on CDRH
incorporates our view that the Medicare fraud lawsuit the company
faces may present significant ramifications in the form of legal
and settlement costs, which may inhibit the company's ability to
generate discretionary cash flows," said Standard & Poor's credit
analyst James Uko.  This view is supplemented by S&P's existing
assessment of adverse market headwinds in the form of slowing
hyperbaric oxygen therapy chambers (HBOTCs) and pricing pressure.
These factors pose risks to S&P's base case.

Healogics provides outsourced wound care under contracts with
hospitals (90% of pro forma last-12-months ended Nov. 30, 2014) and
manufactures HBOTCs used in the treatment of wounds and other
medical conditions.  As a result of the Accelecare acquisition,
Healogics now has 786 centers under contract across 49 states.  S&P
believes that Healogics is now the largest U.S. provider of wound
care.  Healogics currently operates 42% of U.S. wound care centers
in the U.S., but S&P believes that hospitals' desire to control
costs may limit the growth of outsourced wound care services,
leading to increased industry insourcing and less advantageous
contract terms for providers such as Healogics.

The negative outlook on CDRH Parent Inc. largely reflects the
current legal risks the Medicare fraud lawsuit impose upon the
company's ability to meet S&P's base-case expectations for cash
flow generation this year, despite the company's motion to dismiss
the lawsuit.

S&P sees two pathways to a lower rating.  S&P could consider a
downgrade if significant legal or settlement costs materialize from
the lawsuit, leading to an inability to generate free cash flows.

S&P could also consider a downgrade in the event of major
operational setbacks, including a significant decline in clinic
utilization or modest decreases in HBOTC volume, resulting in an
EBITDA and free cash flow contraction.  A revenue decline of
approximately 2% and a margin contraction of 200 to 250 basis
points, leading to FFO to debt in the low single digits, leverage
near 13x, and negligible free cash flow, would reflect this
scenario.  In S&P's view, these factors would be more consistent
with 'B-' rating.

S&P could revise its outlook to stable if it gains confidence that
the company meets or exceeds our base-case expectations and
generates free cash flow.  This scenario envisions CDRH maintaining
revenue growth in the mid-single digits and double-digit EBITDA
margins into 2017, coupled with no or insignificant cash outlays
towards legal or settlement costs connected to the Medicare fraud
lawsuit.


CHARL JANEK: Cal App. Affirms Dismissal of Suit vs. Lawyer
----------------------------------------------------------
In a fourth amended complaint, plaintiff and appellant Charl Janeke
brought an action against his former attorney, defendant and
respondent Larry Nash, concerning the defendant's representation of
the plaintiff in the first of two proceedings before the United
States Bankruptcy Court.

The trial court sustained the defendant's demurrer to the fourth
amended complaint without leave to amend and ordered the
plaintiff's action dismissed with prejudice. It ruled the doctrine
of judicial estoppel barred all of the plaintiff's causes of action
and the statute of limitations for legal malpractice actions barred
all of the plaintiff's causes of action except for his fraud cause
of action.

In his fourth amended complaint, the plaintiff alleged causes of
action against the defendant for fraud, constructive fraud,
negligent misrepresentation, negligence, negligent infliction of
emotional distress, unjust enrichment, and breach of contract
arising from the defendant's representation of the plaintiff in the
first of two bankruptcy proceedings. As to each of his causes of
action, the plaintiff alleged that in March 2010, he filed a
Chapter 11 bankruptcy petition in pro per. That same month,
plaintiff hired defendant to provide legal counsel concerning civil
matters outside the bankruptcy proceeding. Notwithstanding the
intended scope of defendant's representation, defendant, who held
himself out as a bankruptcy expert, worked primarily on plaintiff's
bankruptcy case.

Plaintiff contends the trial court misapplied the doctrine of
judicial estoppel. He further contends he pleaded facts supporting
his fraud cause of action with sufficient specificity and, if this
court determine otherwise, it should instruct the trial court to
grant him leave to amend.

Defendant demurred to plaintiff's fourth amended complaint,
arguing, among other things, that the entire complaint was barred
by judicial estoppel, the statute of limitations for legal
malpractice actions in Code of Civil Procedure section 340.6 barred
all of the causes of action in the complaint except the fraud cause
of action, and plaintiff failed to plead his fraud cause of action
with the requisite degree of specificity. In support of his
demurrer, defendant filed a request for judicial notice, asking the
court to judicially notice certain documents and a reporter's
transcript from plaintiff's first and second Chapter 11 bankruptcy
proceedings. The trial court granted the request.

Between March 2010, and June 2011, the defendant convinced the
plaintiff to give him over $100,000 that the defendant represented
he would use to settle claims by creditors other than Fannie Mae.
The Defendant explained that, with Fannie Mae as the plaintiff's
sole creditor, a simple repayment plan could be prepared that the
bankruptcy court would confirm. Rather than using the money to pay
the plaintiff's creditors, defendant kept the money for himself.

In July 2011, the plaintiff filed a second Chapter 11 bankruptcy
petition. In March 2012, the plaintiff brought an action in his
bankruptcy proceeding to cause the defendant to disgorge the money
the plaintiff had given him. The Defendant agreed to settle the
dispute by paying the plaintiff $60,000. The settlement agreement
concerned money the plaintiff paid to the defendant for "unused
fees and other expenses." Thereafter, the defendant breached the
settlement agreement by tendering to the plaintiff checks that were
ultimately returned due to insufficient funds. The Plaintiff took
three months and incurred bank fees and costs in collecting on
those checks. The Plaintiff suffered unspecified damages as a
consequence of the defendant's delayed payments.

In a Decision dated February 9, 2016, which is available at
http://is.gd/Ow3oEjfrom Leagle.com, the Court of Appeals of
California, Second District, Division Five, affirmed the order
sustaining the demurrer and the judgment.  The Defendant is awarded
his costs on appeal.

The case is CHARL JANEKE, Plaintiff and Appellant, v. LARRY L.
NASH, Defendant and Respondent, No. B262684.

Law Offices of Abraham A. Labbad, Abraham A. Labbad, Esq. --
alabbad@thestarrFirm.com  for Plaintiff and Appellant.

Nemecek & Cole, Jonathan B. Cole, Esq. -- jcole@nemecek-cole.com,
Mark Schaeffer, Esq. -- mschaeffer@nemecek-cole.com,  for Defendant
and Respondent.



CHARTER COMMUNICATIONS: S&P Retains 'BB-' CCR on CreditWatch Pos.
-----------------------------------------------------------------
Standard & Poor's Ratings Services said its 'BB-' corporate credit
rating on Stamford, Conn.-based Charter Communications Inc. Remains
on CreditWatch, where S&P placed it with positive implications on
March 31, 2015.

All issue-level ratings, including S&P's 'BB+' senior secured
issue-level rating and 'BB-' unsecured issue-level rating, remain
on CreditWatch with positive implications.

"The continued CreditWatch listing reflects the potential for a
two-notch upgrade of Charter to 'BB+' from 'BB-' if the
acquisitions of TWC and BHN close under the proposed terms, with
adjusted leverage remaining below 5x," said Standard & Poor's
credit analyst Michael Altberg.

Assuming a 50% cash consideration for TWC (no optional cash
election) and that Liberty Broadband Corp. invests $5 billion
toward both acquisitions, S&P expects pro forma adjusted leverage
to be about 4.8x in 2015, declining to the low-4x area by year-end
2016.  Including the $115 per share cash election, S&P estimates
pro forma leverage would be closer to 5.2x, declining to the mid-4x
area by 2016.  S&P views both of these scenarios as supportive of a
potential two-notch upgrade and consistent with Charter's stated
leverage tolerance of 4.0x-4.5x, plus or minus 0.5x.  A two-notch
upgrade would depend upon S&P's expectation for Charter operating
within this range longer term the ongoing regulatory process, S&P
believes the likely timing of the deals closing, if approved, would
be late first quarter or early second quarter of 2016.  S&P will
continue to monitor developments around the proposed transactions
and update its CreditWatch listing accordingly.


CHRYSLER LLC: Faltermeier Loses Bid to Remand Class Suit
--------------------------------------------------------
This is a putative class action arising from alleged violations of
the Missouri Merchandising Practices Act ("MMPA").  On June 2,
2015, Plaintiff David Faltermeier initiated the action in the
Circuit Court of Jackson County, Missouri, against Defendant FCA US
LLC.  The Plaintiff alleges that FCA's misrepresentations during a
vehicle safety recall have caused the Plaintiff and all other
consumers who have purchased those vehicles since June 4, 2013, an
ascertainable financial loss.  On June 29, 2015, FCA removed the
action to the United States District for the Western District of
Missouri, Western Division, alleging jurisdiction based on the
Class Action Fairness Act and bankruptcy-related jurisdiction.

Before the Court are the Plaintiff's Motion to Remand and the
Defendant's Motion to Transfer.  The Plaintiff argues the Court
lacks jurisdiction to hear the case because the aggregate amount in
controversy does not exceed $5 million, as required by CAFA.  In
its Motion to Transfer, the Defendant argues transfer is
appropriate because this case is related to a case pending in the
Southern District of New York and transfer would serve the
interests of justice.

In an Order dated February 10, 2016, which is available at
http://is.gd/NiwGtofrom Leagle.com, Chief District Judge Greg Kays
of the United States District for the Western District of Missouri,
Western Division, denied the Plaintiff's Motion to Remand and the
Defendant's Motion to Transfer.

Finding that the Defendant has carried its burden of establishing
CAFA jurisdiction to hear the case, the Plaintiff's Motion to
Remand is denied, Judge Kays ruled.  The Court further finds that
the case is not sufficiently related to a bankruptcy proceeding, as
required for transfer under 28 U.S.C. Section 1412, thus the
Defendant's Motion to Transfer is denied.

The case is DAVID FALTERMEIER, on behalf of himself and all others
similarly situated, Plaintiff, v. FCA US LLC, Defendant, Case No.
4:15-cv-00491-DGK (W.D. Mo.).

David Faltermeier, Plaintiff, is represented by Christopher S.
Shank, Esq. -- Shank & Moore, LLC, David Lee Heinemann, Esq. --
Shank & Moore, LLC & Stephen J. Moore, Esq. -- Shank & Moore, LLC.

FCA US LLC, Defendant, is represented by John W. Rogers, Esq. --
jrogers@thompsoncoburn.com -- Thompson Coburn LLP, Kathy Ann
Wisniewski, Esq. -- kwisniewski@thompsoncoburn.com --  Thompson
Coburn LLP  & Stephen A. D'Aunoy, -- Esq. --
sdaunoy@thompsoncoburn.com -- Thompson Coburn LLP

            About Old Carco LLC (f/k/a Chrysler LLC)

Chrysler Group LLC, formed in 2009 from a global strategic
alliance
with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck,
Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and
products.  Headquartered in Auburn Hills, Michigan, Chrysler Group
LLC's product lineup features some of the world's most
recognizable
vehicles, including the Chrysler 300, Jeep Wrangler and Ram Truck.

Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter
11
protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002).  Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory
GroupLLC, and Greenhill & Co. LLC, for financial advisory
services;
and Epiq Bankruptcy Solutions LLC, as its claims agent.  Chrysler
changed its corporate name to Old CarCo following its sale to a
Fiat-owned company.  As of Dec. 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts.  Chrysler
had $1.9 billion in cash at that time.

In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of
the Bankruptcy Code that would effect an alliance between Chrysler
and Italian automobile manufacturer Fiat.  As part of that deal,
Fiat acquired a 20% equity interest in Chrysler Group.

Under the terms approved by the Bankruptcy Court, the company
formerly known as Chrysler LLC on June 10, 2009, formally sold
substantially all of its assets, without certain debts and
liabilities, to a new company that will operate as Chrysler Group
LLC.  The U.S. and Canadian governments provided Chrysler with
$4.5
billion to finance its bankruptcy case.  Those loans are to be
repaid with the proceeds of the bankruptcy estate's liquidation.
Old Carco's Second Amendment Joint Plan of Liquidation was
confirmed by the Bankruptcy Court on April 23, 2010.


CLAIRE'S STORES: George Golleher Resigns as Director
----------------------------------------------------
George G. Golleher, a member of the Board of Directors of Claire's
Stores, Inc., has notified the Board of his resignation as a
director effective Feb. 18, 2016.  Mr. Golleher has not resigned as
a result of any disagreement with the Company on any matter related
to the Company's operations, policies or practices, according to a
Form 8-K report filed with the Securities and Exchange Commission.

Sally Pofcher was appointed a director by the Company's board of
directors on Feb. 18, 2016.  Ms. Pofcher has been the Chairman of
the Board of Paper Source, a curated stationery, gift and crafting
retailer, since September 2015.  From May 2007 until September
2015, Ms. Pofcher served as chief executive officer of Paper
Source.  Prior to Paper Source, Ms Pofcher served as senior vice
president, Strategy, Business Development and Consumer Insights at
Gap Inc. from May 2003 until October 2005, and was a partner at
McKinsey & Company from August 1994 until May 2003, where she
worked with major branded companies and retailers on growth
strategies, format renewal and operational processes.  Ms. Pofcher
has a Bachelor's degree from Georgetown University and an M.B.A.
from Northwestern University / Kellogg Graduate School of
Management.

                       About Claire's Stores

Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally.  It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.

Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America.  As of Jan. 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe.  Claire's Stores also operates through its subsidiary,
Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint
venture with AEON, Co., Ltd.  The Company also franchises 198
stores in the Middle East, Turkey, Russia, South Africa, Poland
and Guatemala.

Claire's reported a net loss of $212 million for the fiscal year
ended Jan. 31, 2015, compared to a net loss of $65.3 million for
the fiscal year ended Feb. 1, 2014.

As of Oct. 31, 2015, the Company had $2.47 billion in total assets,
$2.90 billion in total liabilities and a $427 million in
stockholders' deficit.

                           *     *     *

As reported by the TCR on April 13, 2015, Moody's Investors
Service downgraded Claire's Corporate Family Rating (CFR) to
Caa2 from Caa1.  The downgrade of Claire's ratings reflect
continued weak operating performance and deterioration of its
liquidity profile.

The TCR reported in April 2015 that Standard & Poor's Ratings
Services lowered its corporate credit rating on Claire's Stores
Inc. to 'CCC' from 'B-'.  "The rating action reflects our belief
that Claire's could violate its financial covenant under its
revolving credit facility in the upcoming quarters, given
continuously weak operating trends," said credit analyst Mariola
Borysiak.


COMMONWEALTH RENEWABLE: Andersons Can Proceed with Foreclosure Suit
-------------------------------------------------------------------
In a Memorandum Opinion dated February 10, 2016, which is available
at http://is.gd/X5fcrqfrom Leagle.com, Judge Gregory L. Taddonio
of the United States Bankruptcy Court for the Western District of
Pennsylvania denied for failure to carry their burden a joint
motion for an order staying an order pending appeal, or, in the
alternative, authorizing the posting of a supersedeas bond to stay
the order pending appeal.

The joint motion was filed by Commonwealth Renewable Energy, Inc.,
and creditors Stephen C. Frobouck and Steven Savor, Jr.  They seek
to stay the Court's November 4, 2015 Order granting relief from the
automatic stay to Ruth Anderson and Kathy Anderson.  The Order
authorizes the Andersons to proceed with a mortgage foreclosure
involving Commonwealth's property in New Stanton, Pennsylvania.
The Andersons oppose the Joint Motion.

The case is In re: COMMONWEALTH RENEWABLE ENERGY, INC., Chapter 11,
COMMONWEALTH RENEWABLE ENERGY, INC., STEPHEN FROBOUCK, and STEVEN
SAVOR, JR., Movants, v. RUTH F. ANDERSON, and KATHY L. ANDERSON, as
executor of the ESTATE OF WILLIAM E. ANDERSON, Respondents, Case
No. 14-22724-GLT (Bankr. W.D. Pa.).

Commonwealth Renewable Energy, Inc., Debtor, is represented by
Douglas A. Campbell, Esq. -- dac@camlev.com -- Campbell & Levine,
LLC, Paul J. Cordaro, Esq. -- pjc@camlev.com -- Campbell & Levine,
LLC and Frederick D. Rapone, Jr., Esq. -- fdr@camlev.com --
Campbell & Levine, LLC

Commonwealth Renewable Energy, Inc., sought protection under
Chapter 11 of the Bankruptcy Code on July 3, 2014 (Bankr. W.D. Pa.,
Case No. 14-22724).  The Debtor's counsel is Paul J. Cordaro, Esq.,
at Campbell & Levine, LLC, in Pittsburgh, Pennsylvania.  The
petition was signed by Stephen C. Frobouck, president.


CORD BLOOD: Joseph Vicente Resigns as President
-----------------------------------------------
Cord Blood America, Inc. announced that the Board has approved the
engagement of Boxwood Partners, LLC to advise the Company in its
review of strategic alternatives.  Coincident with this engagement
-- which follows a recent outsourcing of many lab functions --
Joseph Vicente and the Company have reached a mutual agreement
pursuant to which Mr. Vicente stepped down as president and as a
director of the Company effective at the close of business on
Feb. 12, 2016.  The Company's Board of Directors has named Stephen
Morgan, vice president and general counsel, as interim president,
in his place.

Mr. Vicente, who has served as a director of the Company since 2004
and as president since May 2012, said, "I am thankful to have had
the opportunity to lead Cord Blood America during this
transformative period in its operating history."

David Sandberg, Chairman of Cord Blood America, Inc. stated, "I
would like to thank Joe for his dedicated service to the Company,
including leading CBAI through a difficult legal process in 2014
which we believe preserved value for all shareholders.  We wish him
the best in his future endeavors."

The Company entered into a Second Amendment to Executive Employment
Agreement with Mr. Morgan, amending his original,
April 1, 2015, employment agreement.  The Second Amendment reflects
a $5,000 increase in Mr. Morgan's annual salary during the period
Mr. Morgan serves as interim president, which period commenced on
Feb. 12, 2016, and will end at any time on three days' notice by
the Company.

                     About Cord Blood America

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

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

The Company disclosed net income of $240,000 on $4.33 million of
revenue for the year ended Dec. 31, 2014, compared to a net loss of
$2.97 million on $3.82 million of revenue for the year ended Dec.
31, 2013.

As of Sept. 30, 2015, the Company had $3.87 million in total
assets, $3.42 million in total liabilities and $453,000 in total
stockholders' equity.


COUDERT BROTHERS: Admin Says Orrick Got Unfair Deal for CHN Assets
------------------------------------------------------------------
Jonathan Randles at Bankruptcy law360 reported that the Chapter 11
plan administrator for defunct law firm Coudert Brothers LLP said
on Feb. 15, 2016, in New York federal court that Orrick Herrington
& Sutcliffe LLP took advantage of Coudert's perilous financial
problems to secure a sweetheart deal for the bygone firm's valuable
Chinese business licenses.  Plan administrator Development
Specialists Inc. argued in a trial brief that Orrick should be
required to pay $2.7 million plus interest to recoup value Coudert
lost in the deal.  

                  About Coudert Brothers

Coudert Brothers LLP was an international law firm specializing in
complex cross-border transactions and dispute resolution. The
firm had operations in Australia and China. Coudert filed for
Chapter 11 protection (Bankr. S.D.N.Y. Case No. 06-12226) on
Sept. 22, 2006. John E. Jureller, Jr., Esq., and Tracy L.
Klestadt, Esq., at Klestadt & Winters, LLP, represented the Debtor
in its restructuring efforts. Brian F. Moore, Esq., and David J.
Adler, Esq., at McCarter & English, LLP, represented the Official
Committee of Unsecured Creditors. Coudert scheduled total assets
of $30.0 million and total debts of $18.3 million as of the
Petition Date. The Bankruptcy Court in August 2008 signed an order
confirming Coudert's chapter 11 plan. The Plan contemplated on
paying 39% to unsecured creditors with $26 million in claims.

Coudert has been succeeded by Development Specialists, Inc. in its
capacity as Plan Administrator under the confirmed chapter 11
plan.


CPG INT'L: S&P Changes Outlook to Stable & Affirms 'B' Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook on
Chicago-based CPG International LLC (CPG) to stable from negative.
In addition, S&P affirmed its 'B' corporate credit
rating on the company.

S&P said, "At the same time, we affirmed our 'B' issue-level rating
on CPG's $625 million senior secured term loan due 2020. The
recovery rating on the term loan remains '4', indicating our
expectation for substantial (30%-50%, higher end of the range)
recovery in the event of a payment default.

"We also affirmed our 'CCC+' issue-level rating on CPG's $315
million senior unsecured notes due 2021. The recovery rating on the
notes remains '6', indicating our expectation for negligible (0% to
10%) recovery in the event of a payment default."

"The stable outlook reflects our belief that CPG will continue to
reduce leverage and maintain it in the 6x-7x range over the next 12
months," said Standard & Poor's credit analyst Pablo Garces. "The
stable outlook also incorporates our expectation of continued
favorable raw material cost levels and improved market conditions
for CPG in 2016."

S&P said, "We would lower our rating on CPG if a reduction in
revenues or margins were to occur, resulting in debt leverage
trending toward 8x, or if interest coverage decreased toward 1x.
Such a scenario could materialize if raw material costs were to
unexpectedly spike or if end market demand weakened due to lower
consumer spending on residential improvements.

"We view an upgrade during the next 12 months as highly unlikely
given CPG's high debt leverage, as well as private equity
ownership. For an upgrade to occur in the longer term, CPG would
have to meaningfully expand and diversify its business such that we
took a more favorable view of its business risk, or debt leverage
would have to be permanently reduced below 5x. Along with the
leverage requirement, we would further have to be confident that
CPG's financial sponsors were intent on keeping leverage well below
5x and/or intended to reduce their combined ownership stake to less
than 40% in the near term."


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

       Debtor                                   Case No.
       ------                                   --------
       Craig Energy, LLC                        16-11308
       600 17th Street
       Ste. 2010-S
       Denver, CO 80202-5402

       Craig Energy Holdings, LLC               16-11318
       600 17th Street
       Ste. 2010-S
       Denver, CO 80202-5402

Chapter 11 Petition Date: February 19, 2016

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: Hon. Howard R Tallman

Debtors' Counsel: Harrie F. Lewis, Esq.
                  LINDQUIST & VENNUM LLP - DENVER
                  600 17th St., Ste. 1800-S
                  Denver, CO 80202
                  Tel: ( ) 303-573-5900
                  Email: hlewis@lindquist.com

                     - and -

                  John C. Smiley, Esq.
                  LINDQUIST & VENNUM LLP - DENVER
                  600 17th St Ste 1800
                  Denver, CO 80202-5402
                  Email: jsmiley@lindquist.com

                                          Total        Total
                                          Assets     Liabilities
                                       -----------   -----------
Craig Energy, LLC                      $26.22MM      $45.42MM
Craig Energy Holdings, LLC             $0            $35.15MM

The petition was signed by Danny Jimenez, CEO.

A. List of Craig Energy, LLC's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Craig Obermueller                      Loan           $3,200,000
PO Box 41
Jensen, UT
84035-0041

Capex Oilfield                       Trade Debt         $429,695
Services, Inc.
8509 Oil Avenue
Williston, ND
58801-9104

Independent Pipe                     Trade Debt         $271,348
& Steel, Inc.
5303 Rosedale Hwy
Bakersfield, CA
93308-6014

Lafarge North America                Trade Debt         $264,013
Dept CH19428
Palatine, IL
60055-9428

Rig Transportation, LLC              Trade Debt         $181,709

R360 Environmental                   Trade Debt         $171,423
Solutions Holdings I

Enseco Energy                        Trade Debt         $165,425
Services USA, Corp

A&K Services, LLC                    Trade Debt         $140,834

IHD Solids Management, LLC           Trade Debt         $110,815

Petroleum Services, Inc.             Trade Debt          $80,497

MWD Technologies, LLC                Trade Debt          $69,400

Border Steel                         Trade Debt          $58,546

Water Science Technologies, LLC                          $54,964

Associated Redi-Mix Concrete LLC     Trade Debt          $53,737

Knife River Co.                      Trade Debt          $53,544

Dean's Bulk Service, Inc.                                $49,015

CG Electrical Services Co.           Trade Debt          $46,060

LL Smith Trucking                                        $44,825

Jackson Group Peterbilt              Trade Debt          $43,721

Prairie Fuels                        Trade Debt          $43,110

B. List of Craig Energy Holdings three Largest Unsecured
   Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Capital One                                          $17,880,000
Business Credit Corp.
5420 Lyndon B
Johnson Fwy Ste 630
Dallas, TX
75240-2369

General Electric                                              $0
Capital Corporation

Medley Capital                                       $14,570,000
Corporation
600 Montgomery St Fl 39
San Francisco, CA
94111-2814


CUBIC ENERGY: Amended Prepack Plan Confirmed; March 1 Exit Eyed
---------------------------------------------------------------
Cubic Energy, Inc., said in a Form 8-K Report filed with the
Securities and Exchange Commission that its Third Amended
Prepackaged Plan of Reorganization is presently anticipated to
become effective on or around March 1, 2016.

The United States Bankruptcy Court for the District of Delaware on
February 17, 2016, entered an order confirming the Amended Plan.
The third iteration of the Plan was filed with the Bankruptcy Court
on February 15, 2016.

Pursuant to the Plan, on the Effective Date:

     (A) the prepetition holders of the Company's 15.5% Senior
         Secured Notes due 2016 -- Series A and 15.5% Senior
         Secured Notes due 2016 -- Series B and certain of their
         affiliates will be issued and receive 100% of the
         limited liability company membership interests in the
         reorganized Company;

     (B) the Prepetition Noteholders will receive new senior
         secured notes issued by the reorganized Company; and

     (C) Wells Fargo Energy Capital, Inc. will receive 100% of
         the equity interests in the Reorganized Cubic Louisian.

Pursuant to the terms of the Plan, all of the Company's existing
equity interests, which includes all authorized and outstanding
shares of common stock and preferred stock of the Company, will be
deemed automatically cancelled and extinguished without further
action by the Company upon the Effective Date.

As of March 31, 2015, there were 77,505,908 shares of the Company's
common stock, 18,168.815 shares of the Company's Preferred stock --
9.5% Series B and 98,751.823 of the Company's Redeemable Preferred
stock -Series C outstanding.

In its most recent monthly operating report filed with the
Bankruptcy Court on February 1, 2016, the Company reported total
assets of $68,883,516 and total liabilities of $119,194,680 as of
December 31, 2015.

A copy of the Court's "Findings of Fact, Conclusions of Law and
Order Approving the Debtors' Solicitation and Disclosure Statement
for, and Confirming, the Debtors' Third Amended Joint Prepackaged
Plan of Reorganization Pursuant To Chapter 11 of the Bankruptcy
Code" is available at http://is.gd/9Wtmn3

                    About Cubic Energy

Texas-based Cubic Energy, Inc., Cubic Asset Holding, LLC, Cubic
Asset, LLC, Cubic Louisiana Holding, LLC and Cubic Louisiana, LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed
Lead Case No. 15-12500) on Dec. 11, 2015.  Jon R. Ross signed the
petition as executive vice president and corporate secretary.

The Debtors are independent energy companies engaged in the
development and production of, and exploration for, crude oil,
natural gas and natural gas liquids.  The Debtors' oil and gas
assets are located in Texas and Louisiana.

Cubic Energy disclosed total assets of $120.7 million and total
debts of $114.2 million, both as of March 31, 2015.

The Debtors have engaged Bayard P.A., as Delaware counsel, Holland
& Knight LLP as restructuring counsel, Houlihan Lokey Capital, Inc.
as financial advisor and Prime Clerk LLC as noticing, balloting and
claims agent.

The Debtors disclosed $68,803,615 in total property and
$119,109,288 in total liabilities.

The U.S. Trustee for Region 3 notified the Court that no unsecured
creditors' committee has been appointed in the Chapter 11 case due
to no unsecured creditor response to the U.S. Trustee's
communication for service on the committee.


CUBIC ENERGY: Cancels Registration of Securities
------------------------------------------------
Cubic Energy, Inc., filed with the Securities and Exchange
Commission a "Post-Effective Amendment No. 2 to Registration
Statement on Form S-1 (File No. 333-193298)" to terminate the
Registration Statement and deregister the securities under the
Registration statement.  

A total of 65,834,549 shares of common stock, $0.05 par value, of
the Company, issuable upon exercise of Class A Warrants and
32,917,274 shares of common stock, $0.05 par value, of the Company,
issuable upon exercise of Class B Warrants, were registered for
sale by the Registration Statement.  No securities were offered or
sold under the Registration Statement.

Cubic Energy also filed a post-effective amendment to the
Registration Statement on Form S-8 (No. 333-172426) to deregister
any and all securities that remain unsold under this Registration
Statement.  Cubic Energy proposed to register an aggregate of
2,276,486 shares of common stock, $0.05 par value, of the Company
in this Registration Statement.

Pursuant to the Company's confirmed plan of reorganization, all
shares of common stock and other equity interests in the Company
will be cancelled and extinguished as of effective date of the
Plan, and the Company will be converted into a Delaware limited
liability company with membership interests issued in accordance
with the Plan.  Accordingly, all offerings of the Company's
securities prior the Effective Date of the Plan, including those
pursuant to the Registration Statement, will be terminated as of
the Effective Date.

Effective upon the Effective Date of the Plan, the Company removes
from registration all securities registered but not sold under the
Registration Statement as of the Effective Date of the Plan and
terminates the effectiveness of the Registration Statement.

                    About Cubic Energy

Texas-based Cubic Energy, Inc., Cubic Asset Holding, LLC, Cubic
Asset, LLC, Cubic Louisiana Holding, LLC and Cubic Louisiana, LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed
Lead Case No. 15-12500) on Dec. 11, 2015.  Jon R. Ross signed the
petition as executive vice president and corporate secretary.

The Debtors are independent energy companies engaged in the
development and production of, and exploration for, crude oil,
natural gas and natural gas liquids.  The Debtors' oil and gas
assets are located in Texas and Louisiana.

Cubic Energy disclosed total assets of $120.7 million and total
debts of $114.2 million, both as of March 31, 2015.

The Debtors have engaged Bayard P.A., as Delaware counsel,
Holland & Knight LLP as restructuring counsel, Houlihan Lokey
Capital, Inc. as financial advisor and Prime Clerk LLC as noticing,
balloting and claims agent.

The Debtors disclosed $68,803,615 in total property and
$119,109,288 in total liabilities.

The U.S. Trustee for Region 3 notified the Court that no unsecured
creditors' committee has been appointed in the Chapter 11 case due
to no unsecured creditor response to the U.S. Trustee's
communication for service on the committee.

                           *     *     *

On February 17, 2016, the Court entered an order confirming the
Company's Third Amended Prepackaged Plan of Reorganization of Cubic
Energy, Inc., et al., Pursuant to Chapter 11 of the Bankruptcy
Code, filed on February 15, 2016.


CYBERGY PARTNERS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Cybergy Partners, Inc.
        1911 N. Fort Myer Drive, Suite 300
        Arlington, VA 22209

Case No.: 16-10578

Chapter 11 Petition Date: February 21, 2016

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

Judge: Hon. Robert G. Mayer

Debtor's Counsel: David Charles Masselli, Esq.
                  DAVID CHARLES MASSELLI PC
                  4113 Lee Highway
                  Arlington, VA 22207
                  Tel: (703)741-0402
                  Fax: (703) 741-0979
                  E-mail: dm@mllaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Mark Gray, CEO.

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


D.A.B. GROUP: Ch. 11 Trustee Proposes Joint Sale of NY Properties
-----------------------------------------------------------------
Ronald J. Friedman, Esq., the chapter 11 Trustee of D.A.B. Group
LLC, filed with the U.S. Bankruptcy Court for the Southern District
of New York a motion to conduct a public auction sale for D.A.B.'s
real property in New York and an adjacent property owned by
affiliate 77-79 Rivington Street Realty LLC.

D.A.B. is a single asset real estate entity whose assets currently
consist of the property 139-141 Orchard Street, New York, New York
(the "D.A.B. Premises") and certain development rights.  The D.A.B.
Premises is encumbered by senior liens presently owned by Orchard
Hotel LLC and Orchard Construction LLC (the "D.A.B. Secured
Creditor").

77-79 Rivington Street Realty LLC, a debtor-affiliate, owns two
parcels of real property at 77-79 Rivington Street, New York, New
York.  The first parcel consists of a mixed-use building with 16
residential units and a ground floor commercial space, and the
second parcel is currently vacant and may be developed pursuant to
applicable guidelines, regulations, and governing agreements.

The Rivington Premises and the D.A.B. Premises are adjoining
parcels.

Prior to the Trustee's appointment in November 2015, D.A.B.
received Court approval to market and sell the D.A.B. Premises and
the Development Rights.  No party, including Rivington and the
Rivington Lender, objected to the sale.  However, D.A.B. did not
close on that transaction.

On Nov. 10, 2015, Signature Bank and BNH Rivington LLC (the
"Rivington Secured Creditors") filed a chapter 11 plan (the
"Rivington Plan") which provided for the sale of the Rivington
Premises.

At the joint status conference held before the Court on Jan. 6,
2016, in both of the Debtors' cases, the Rivington Secured
Creditors agreed that the Rivington Plan will be amended to provide
for the sale of the D.A.B. and Rivington Premises, and that the
Trustee will be the sole authorized agent to sell the Rivington
Premises in conjunction with the sale of the D.A.B. Premises and
the Development Rights.  Accordingly, the relief requested, with
respect to Rivington, seeks authorization for the Trustee to sell
the Rivington Premises pursuant to the coordinated sale process of
the D.A.B. Premises and Development Rights and the Rivington
Premises.

The Trustee also seeks an order approving bidding procedures.

The following summarizes the salient provisions that the Trustee
expects will be contained in the Terms and Conditions of Sale (the
"Contract) in connection with the Sale.

    * PROPERTY ADDRESS: 139-141 Orchard Street, New York, New York
and/or 77-79 Rivington Street, New York, New York

    * LOTS: Lot A - 139-141 Orchard Street and the Development
Rights; and Lot B - 77-79 Rivington Street Lot C – Both Lot A and
Lot B above

    * PURCHASER: TO BE IDENTIFIED

    * SELLER: Ronald J. Friedman, as Chapter 11 Trustee and
77-79 Rivington Street Realty LLC

    * PRICE: TO BE DETERMINED

    * DEPOSIT: 10% of the offer

    * PAYMENT OF PRICE: To be paid in cash at closing, with no
financing or other contingency

    * TERMS:

      1. Subject to a fully executed purchase and sale agreement.

      2. Subject to title being delivered free and clear of all
liens, claims and encumbrances, which liens shall attach to
proceeds.

      3. Purchaser will have all protections under 11 U.S.C. Sec.
363(m) and other applicable provisions of the Bankruptcy Code.

    * CLOSING: Within 30 days of confirmation of the D.A.B. Plan
and the Rivington Plan (time is of the essence).

According to the Trustee, the sale of the Premises, the most
significant assets of D.A.B. and Rivington, respectively, is
necessary and integral to the anticipated confirmation of both a
chapter 11 plan for D.A.B. (the "D.A.B. Plan" and, together with
the Rivington Plan, the "Chapter 11 Plans") and the Rivington Plan.
The Trustee and the D.A.B. Secured Creditor expect to file a joint
plan for the D.A.B. case within the next 45 days and the Rivington
Secured Creditors expect to file an amended Rivington Plan within
that same time period. The confirmation of the Chapter 11 Plans
will each be conditioned upon the closing of the sale of the
Premises and will provide for the disbursement of the proceeds from
the Sale to creditors.  The funding for the Chapter 11 Plans can
only be accomplished through the sale of the Premises.

                        About D.A.B. Group

D.A.B. Group LLC, owner of a stalled 16-story Allen Street Hotel
project in Orchard Street, New York, sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 14-12057) in Manhattan on July 14, 2014,
to pursue a prompt sale of the property.  The case is assigned to
Judge Shelley C. Chapman.

The property has been in the hands of a receiver since July 18,
2011.  Simon J.K. Miller, of Blank Rome LLP, serves as receiver.

J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, in
New York, serves as counsel to the Debtor.

DAB Group said in a court filing that its property is contiguous to
the commercial property owned by its affiliate, 77-79 Rivington
Street Realty LLC (Bankr. S.D.N.Y. Case No. 14-10339). Accordingly,
DAB's Chapter 11 case is being filed as a related proceeding.

                           *     *     *

Orchard Hotel LLC and Orchard Construction LLC filed a motion
asking the Court to convert D.A.B. Group LLC's Chapter 11 case to a
case under Chapter 7 or alternatively to appoint a Chapter 11
trustee for the Debtor.  To resolve the motion, the Debtor agreed
to withdraw its proposed Chapter 11 plan and consented to the
appointment of a Chapter 11 trustee.

On Nov. 16, 2015, the Office of the United States Trustee appointed
Ronald J. Friedman, Esq., as Chapter 11 Trustee of D.A.B. Group.
Mr. Friedman tapped his own firm, SilvermanAcampora LLP, as his
attorney in the Chapter 11 case.

Mr. Friedman only serves as the Chapter 11 Trustee of D.A.B. Group.
77-79 Rivington continues to serve as debtor-in-possession.


D.A.B. GROUP: Debtors Oppose Trustee's Joint Sale
-------------------------------------------------
Debtors 77-79 Rivington Street Realty LLC and D.A.B. Group LLC have
filed an objection to the request of the Chapter 11 trustee
appointed in the D.A.B. case, for authority to sell their
respective real property.

Ronald J. Friedman, the Chapter 11 trustee, seeks Court approval to
simultaneously sell D.A.B. Group's real property known as and
located at 139-141 Orchard Street, New York, New York (the "D.A.B.
Premises") and 77-79 Rivington Street Realty's property at 77-79
Rivington Street, New York, New York (the "Rivington Premises") and
certain development rights controlled exclusively by D.A.B.

According to the Debtors, with the appointment of a Chapter 11
Trustee, the D.A.B. Debtor obviously is no longer a
debtor-in-possession, but its concerns with respect to the proposed
sale should not be ignored or eliminated.  The Rivington Debtor, on
the other hand, is still a debtor-in-possession and steward of the
Rivington Property with the only true authority to enter into a
contract and sell Rivington's property under 11 U.S.C. Sec. 363,
either separately or in conjunction with a joint marketing effort.

The Debtors are concerned that the proposed sale procedures are
designed more to expedite the sale process than to maximize the
ultimate purchase price.

Whether the properties are sold through marketing or auction, the
Debtors are concerned about the initial asking price.  In this
regard, the draft procedures are somewhat conflicting, according to
the Debtors.  In paragraph "16" of the Trustee's motion, the
purchase price is listed as "To be determined" and the deposit is
fixed at 10% of the initial bid, while paragraph "19" of the
proposed Terms and Conditions of Sale provides for an undisclosed
"reserve price". In turn, Paragraph 12(i)2 of the proposed Terms
and Conditions of Sale, requires any initial bid to be accompanied
by a deposit of $2,000,000 for the D.A.B. Property and $500,000 for
the Rivington Property, or $2,500,000 for both. This translates to
initial bids of $20 million and $5 million, respectively.

The Debtors submit that $20 million is far below the expected sale
price for the D.A.B. property.  With respect to the Rivington
Property, BNH has previously filed an appraisal of the Rivington
fixing its value at $10,700,000, and the Rivington Debtor believes
that under current market conditions the value may be increasing to
as much as $12 million to $13 million.  An initial asking price of
$5 million is far too low under the circumstances.  The Debtors
submit that the initial asking price for each property should be
included in the global settlement discussions.

Moreover, the failure to include the Debtor in the consulting
process ignores the prospect that these are not liquidation cases
of insolvent debtors.  Rather, competitive bidding may well result
in sufficient monies that one or both estates will be able to pay
creditors in full, with equity interest holders receiving a
distribution as well.  Thus, the role of the Debtors must be given
due consideration by the Trustee.

In sum, with important modifications, the procedures proposed by
the Trustee can be a starting point by which the parties seek
higher and better offers.  But at this point, the emphasis should
be on marketing and negotiations, not a rush to a blind auction.

Signature Bank and BNH Rivington LLC ("BNH"), secured creditors of
Rivington, also filed an objection in Rivington's Chapter 11 case.
BNH contends it will not benefit from a joint sale.  BNH also
claims that Rivington has some air rights that will be affected by
a joint sale.

Orchard Hotel, LLC and Orchard Construction, LLC, the secured
creditors of D.A.B. Group, responded to the Sale Motion and the
objections, asserting that:

    * Contrary to claims by BNH, the Development Rights are
property of the DAB Estate, not Rivington's.

    * Orchard takes no position on the propriety of a joint sale of
the Premises versus individual sales of the Rivington Premises and
the DAB Premises.

    * To the extent that the Court authorizes a joint sale of the
Premises, however, it is imperative that the bidding procedures
provide a method for reaching a binding allocation of value between
the Rivington Premises and the DAB Premises at the auction.  Both
Orchard and BNH have a right to credit bid at the auctions.  

   * The DAB Debtor's management was displaced by the Trustee and
the only party authorized to speak for the DAB Debtor and its
estate is the Trustee.  The only possible reason for the DAB
Debtor's former counsel to advance any argument contrary to the DAB
Debtors' fiduciary, the Trustee, is to advance and protect the
interests of DAB and Rivington Debtors' equity holder, Benjamin
Zhavian.  This is patently inappropriate and the Rivington
Objection must be stricken to the extent that it purports to
reflect the Debtors' position.

          Trustee Makes Minor Changes, Defends Joint Sale

In response to the objections, the Chapter 11 trustee argued that
the Debtors' objection and the BNH objection only endeavor to
advance their self-interests, which are unnecessary to the sales
process and only serve to impede the sale of the Premises and to
achieve finality of the cases.  With respect to the specific
objections, the Chapter 11 trustee stated that:

As to the 81-83 Rivington Objection, although the Trustee believes
that the language in paragraph 8 of the proposed Sale Procedures
are more than sufficient to apprise potential bidders of the need
to conduct due diligence on the Premises prior to bid, and although
the Trustee believes it unnecessary (and, perhaps, unwise) to
interpret for bidders the content, meaning, and application of the
prepetition agreements, the Trustee will consent to a minor
modification of the language in paragraph 8 of the Sale Procedures.
Specifically, the Trustee will agree to modify the last sentence
to now provide, as follows: "For avoidance of doubt, the Rivington
Debtor's right to access the Development Rights is limited by the
following prepetition agreements: (i) a Certification Pursuant to
Zoning Lot
Subdivision recorded or filed in the office of the City Register of
the City of New York on October 16, 2007; (ii) a Zoning Lot
Description and Ownership Statement recorded or filed in the office
of the City Register of the City of New York on October 16, 2007;
(iii) a Declaration of Zoning Lot Restrictions recorded or filed in
the office of the City Register of the City of New York on April
25, 2008; (iv) a Zoning Lot Description and Ownership Statement
recorded or filed in the office of the City Register of the City of
New York on April 25, 2008, and (v) a Zoning Lot Development
Agreement recorded or filed in the office of the City Register of
the City of New York on April 25, 2008."

As to the Debtors' Objection, the Chapter 11 Trustee points out
that:

   -- GWFG no longer represents D.A.B. in light of the Trustee's
appointment and, therefore, cannot be heard to submit any purported
objection on D.A.B.'s behalf.  Therefore, it appears that GWFG
submitted the objection for the benefit of the D.A.B. equity
holder(s) and not for the benefit, or in the best interests of, the
legitimate creditors of the D.A.B. estate.

   -- With respect to the allocation of the sale proceeds, the
Trustee believes that the Sale Procedures provide for sufficient
allocation by requiring bids for each of the lots that comprise the
single zoning lot, and a "bulk bid" for the entirety of the zoning
lot itself.   The bids submitted can inform the Trustee, the Court,
and the parties regarding the proper allocations for each of the
zoning lots.  

   -- The claim that the Rivington Debtor and BNH should, together,
be permitted to independently sell the Rivington property because
the property ". . . can potentially sell for as much as $12-13
million on its own," is disingenuous.  Not only have the Rivington
Debtor and BNH been unable to come to any consensus on the sale of
the Rivington Premises, but the opinion of value annexed to the
Debtors' Objection is contrary to the BNH appraisal, and is based
upon statements contained in a "broker's opinion" as opposed to an
actual appraisal performed pursuant to and in accordance with the
requirements of the Uniform Standards of Professional Appraisal
Practice.

   -- Finally, the Debtors misinterpret the deposit requirements by
correlating the percentage deposit to the ultimate sale price.
Although the Debtors correctly state that a minimum, $2 million
deposit is required for a bulk bid (allocated at $1.5 million for
the D.A.B. Premises and $500,000 for the Rivington Premises),
regardless of whether a bidder is successful on a bulk or lot bid
if the minimum deposit on the successful bid is less than the
required 10% deposit, then the successful bidder must provide an
additional deposit in an amount sufficient to equal a 10% deposit.

The BNH Objection, according to the Chapter 11 Trustee, similarly
has no effect on the sales process:

   * BNH contends that it will not benefit from a joint sale, but
that claim is simply a disguised attempt to control the sale
process. BNH will, in fact, benefit from the sale of the
Premises, which will either be by lot or in bulk, and BNH will have
the ability to credit bid the amount if its claim.

   * BNH complains that it will be prejudiced by the sale because
its claim will not be fixed prior thereto. However, the same holds
true with respect to its proposed Plan in the Rivington Debtor's
case.

   * BNH next improperly contends that Rivington has some
heretofore unproven claim to air rights that will be affected by a
joint sale.  Although, upon a successful sale in bulk, the Court
will not need to determine that issue, BNH's claim is nevertheless
barred by the prior proceedings in the D.A.B. case and is belied by
documentary evidence.

Attorneys for the Debtors:

         GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
         Kevin J. Nash, Esq.
         1501 Broadway, 22nd Floor
         New York, NY 10036
         Tel: (212) 221-5700

Counsel to Orchard Hotel, LLC and Orchard Construction, LLC:

          MORRISON COHEN LLP
          Y. David Scharf, Esq.
          Joseph T. Moldovan, Esq.
          Danielle Lesser, Esq.
          Robert K. Dakis, Esq.
          Brett Dockwell, Esq.
          909 Third Avenue, 27th Floor
          New York, NY 10029
          Tel: (212) 735-8000

                        About D.A.B. Group

D.A.B. Group LLC, owner of a stalled 16-story Allen Street Hotel
project in Orchard Street, New York, sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 14-12057) in Manhattan on July 14, 2014,
to pursue a prompt sale of the property.  The case is assigned to
Judge Shelley C. Chapman.

The property has been in the hands of a receiver since July 18,
2011.  Simon J.K. Miller, of Blank Rome LLP, serves as receiver.

J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, in
New York, serves as counsel to the Debtor.

DAB Group said in a court filing that its property is contiguous to
the commercial property owned by its affiliate, 77-79 Rivington
Street Realty LLC (Bankr. S.D.N.Y. Case No. 14-10339). Accordingly,
DAB's Chapter 11 case is being filed as a related proceeding.

                           *     *     *

Orchard Hotel LLC and Orchard Construction LLC filed a motion
asking the Court to convert D.A.B. Group LLC's Chapter 11 case to a
case under Chapter 7 or alternatively to appoint a Chapter 11
trustee for the Debtor.  To resolve the motion, the Debtor agreed
to withdraw its proposed Chapter 11 plan and consented to the
appointment of a Chapter 11 trustee.

On Nov. 16, 2015, the Office of the United States Trustee appointed
Ronald J. Friedman, Esq., as Chapter 11 Trustee of D.A.B. Group.
Mr. Friedman tapped his own firm, SilvermanAcampora LLP, as his
attorney in the Chapter 11 case.

Mr. Friedman only serves as the Chapter 11 Trustee of D.A.B. Group.
77-79 Rivington continues to serve as debtor-in-possession.


D.A.B. GROUP: SilvermanAcampora's Ron Friedman Serves as Trustee
----------------------------------------------------------------
SilvermanAcampora LLP's Ronald J. Friedman, Esq., has been
appointed as the chapter 11 operating Trustee of D.A.B. Group LLC.

Mr. Friedman is a partner in the Bankruptcy and Creditors' Rights
and Corporate Restructuring Groups, as well as the Deputy
Partner-In-Charge of SilvermanAcampora.  Mr. Friedman is widely
regarded as a leading practitioner in the field of bankruptcy and
creditor's rights, with vast experience in representing all forms
of clients including bankruptcy trustees, liquidating trustees,
creditors, creditor committees, and parties involved in out of
court work-outs.  

Mr. Friedman can be reached at:

          Ronald J. Friedman, Esq.
          SILVERMANACAMPORA LLP
          100 Jericho Quadrangle, Suite 300
          Jericho, NY 11753
          Tel: (516) 479-6303
          Cell: (516) 655-5354
          E-mail: RFriedman@SilvermanAcampora.com

Orchard Hotel LLC and Orchard Construction LLC filed a motion
asking the U.S. Bankruptcy Court for the Southern District of New
York to convert D.A.B. Group LLC's Chapter 11 case to a case under
Chapter 7 of the Bankruptcy Code or alternatively to appoint a
Chapter 11 trustee for the Debtor.

The Motion was settled on the record based upon the Debtor's
withdrawal of its plan of reorganization and the Debtor's consent
to the appointment of a Chapter 11 trustee pursuant to 11 U.S.C.
Sec. 1104(a)(2).

Accordingly, on Nov. 6, 2015, Judge Shelley C. Chapman entered an
Order Withdrawing the Debtor's Plan of Reorganization and Directing
the Appointment of a Chapter 11 Trustee.  The judge directed the
United States Trustee to appoint a chapter 11 trustee, with all of
the rights powers and duties authorized under 11 U.S.C. Sec. 1104
and 1106.

On Nov. 16, 2015, the Office of the United States Trustee filed its
Application for the Appointment of Mr. Friedman as Chapter 11
Operating Trustee and the accompanying Affidavit of
Disinterestedness of the Trustee.

By Order dated Nov. 17, 2015, Ronald J. Friedman, Esq., was
appointed the chapter 11 operating Trustee of D.A.B.

Mr. Friedman, as Chapter 11 trustee, has tapped his own firm as his
counsel in the Chapter 11 case:

          SILVERMANACAMPORA LLP
          Kenneth P. Silverman, Esq.
          Gerard R. Luckman, Esq.
          Brian Powers, Esq.
          100 Jericho Quadrangle, Suite 300
          Jericho, NY 11753
          Tel: (516) 479-6300

                        About D.A.B. Group

D.A.B. Group LLC, owner of a stalled 16-story Allen Street Hotel
project in Orchard Street, New York, sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 14-12057) in Manhattan on July 14, 2014,
to pursue a prompt sale of the property.  The case is assigned to
Judge Shelley C. Chapman.

The property has been in the hands of a receiver since July 18,
2011.  Simon J.K. Miller, of Blank Rome LLP, serves as receiver.

J. Ted Donovan, Esq., at Goldberg Weprin Finkel Goldstein LLP, in
New York, serves as counsel to the Debtor.

DAB Group said in a court filing that its property is contiguous to
the commercial property owned by its affiliate, 77-79 Rivington
Street Realty LLC (Bankr. S.D.N.Y. Case No. 14-10339). Accordingly,
DAB's Chapter 11 case is being filed as a related proceeding.

                           *     *     *

Orchard Hotel LLC and Orchard Construction LLC filed a motion
asking the Court to convert D.A.B. Group LLC's Chapter 11 case to a
case under Chapter 7 or alternatively to appoint a Chapter 11
trustee for the Debtor.  To resolve the motion, the Debtor agreed
to withdraw its proposed Chapter 11 plan and consented to the
appointment of a Chapter 11 trustee.

On Nov. 16, 2015, the Office of the United States Trustee appointed
Ronald J. Friedman, Esq., as Chapter 11 Trustee of D.A.B. Group.
Mr. Friedman tapped his own firm, SilvermanAcampora LLP, as his
attorney in the Chapter 11 case.

Mr. Friedman only serves as the Chapter 11 Trustee of D.A.B. Group.
77-79 Rivington continues to serve as debtor-in-possession.


DALLAS PROTON: Hearing on Conversion Bid Continued to April 25
--------------------------------------------------------------
The Hon. Stacey G. C. Jernigan of the U.S. Bankruptcy Court for the
Northern District of Texas continued to April 25, 2016, at 9:30
a.m., the hearing to consider (i) the motion of Kelcy Warren and
Dallas Proton, LLC, to convert cases of Dallas Proton Treatment
Center, LLC, et al., or, alternatively, to appoint Chapter 11
trustee in the case; and (ii) the motion of Dallas Proton, LLC for
relief from the automatic stay.

As reported by the Troubled Company Reporter on Dec. 2, 2015, the
Debtors objected to the motion filed Kelcy Warren and Dallas
Proton, LLC, asking the Court to convert the Debtors' cases or,
alternatively, to appoint chapter 11 trustee.

According to the Debtors, Mr. Warren has manufactured his
allegations in an attempt to bully the Debtors and extort value.
It is in the best interest of the creditors for the Court to give
the Debtors an opportunity to confirm a chapter 11 plan within a
reasonable period of time, the Debtors assert.

The Debtors further assert that they have income.  The Debtors have
a business, which is the same business into which Mr. Warren
loaned, the Debtors say.

Lulu Limited also objected to the motion, stating that it is
premature to convert the cases to liquidations under chapter 7.
The Debtors must be provided an opportunity to raise the capital
required for a successful reorganization.  Lulu says it has seen no
evidence of fraud perpetrated by the Debtors or their management as
alleged by Mr. Warren in his motion.

             About Dallas Proton Treatment Center, LLC

Dallas Proton Treatment Center, LLC and Dallas Proton Treatment
Holdings, LLC filed Chapter 11 bankruptcy petitions (Bankr. N.D.
Tex. Case Nos. 15-33783 and 15-33784, respectively) on Sept. 17,
2015.  The petitions were signed by James Thomson as chief
technology officer/manager.  The Debtors, in an amended schedules,
disclosed total assets of $47,177,195 and total liabilities of   
$78,219,361.  Gardere Wynne Sewell LLP represents the Debtors as
counsel.


DEWEY & LEBOEUF: Exec Rails Against DA in Bid to Dodge 2nd Trial
----------------------------------------------------------------
Stewart Bishop at Bankruptcy Law360 reported that the former chief
financial officer of Dewey & LeBoeuf LLP on Feb. 12, 2016, blasted
opposition from the Manhattan District Attorney's Office to his
efforts to escape a second criminal trial over accusations of
defrauding the defunct firm's financial backers, criticizing
prosecutors' silence on key issues and efforts to portray the
executive as a rich hothead.  Former Dewey CFO Joel Sanders and
others have been accused of orchestrating a scheme to con the
firm's lenders and investors out of tens of millions of dollars.

                     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.


DIALYSIS NEWCO: S&P Affirms 'B' CCR Then Withdraws All Ratings
--------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'B' corporate
credit rating on Dialysis Newco Inc. d/b/a DSI Renal.  The outlook
is stable.

S&P subsequently withdrew all ratings on the company.

The ratings withdrawal follows the completion of U.S. Renal Care
Inc.'s merger with Dialysis Newco on Dec. 31, 2015.  Dialysis
Newco's $360 million first-lien term loan B and $160 million
second-lien term loan have been repaid in full, and the $40 million
revolving credit agreement has been terminated.


DIAMONDBACK ENERGY: S&P Raises Rating on Sr. Unsec. Debt to 'BB-'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its
issue-level rating on Midland, Texas-based oil and gas exploration
and production (E&P) company Diamondback Energy Inc.'s senior
unsecured debt to 'BB-' from 'B+', and revised the recovery rating
to '2' from '4'.  The '2' recovery rating indicates S&P's
expectation of substantial (70% to 90%, higher end of the range)
recovery in the event of default.  The corporate credit rating
remains 'B+'.  The outlook is stable.

The upgrade of the senior unsecured rating and recovery rating
revision incorporates an updated estimate of proved reserve value.
S&P based its valuation on a company-provided, year-end-2015 PV10
report using S&P's recovery price deck assumptions of $50 per
barrel for West Texas Intermediate crude oil and $3.00 per million
Btu for Henry Hub natural gas.

RATINGS LIST

Diamondback Energy Inc.
Corporate Credit Rating            B+/Stable/--       


Issue Rating Raised; Recovery Rating Revised
                                    To           From
Diamondback Energy Inc.
Senior Unsecured                   BB-          B+
  Recovery Rating                   2H           4L


DORAL FINANCIAL: Banco Popular Buys P.R. Buildings for $21.8MM
--------------------------------------------------------------
Judge Shelley C. Chapman has entered an order authorizing Doral
Financial Corp., et al., to sell certain real estate assets,
including an office building, and two warehouse buildings, and a
parking lot in San Juan, Puerto Rico, to Banco Popular de Puerto
Rico.

Specifically, Banco Popular acquired:

     (a) Doral Properties, Inc.'s office building, parking deck,
related land and other related assets commonly known as Doral Plaza
located at 1451 Franklin D. Roosevelt Avenue in San Juan, Puerto
Rico, and Doral Properties' two adjacent but independent warehouse
buildings, related land and other related assets located in the
Desarrollo Industrial Constitucion, San Patricio Ward, San Juan,
Puerto Rico for a total of $20.3 million, and

     (b) Doral Financial Corporation's open air parking lot which
is adjacent to the Buildings for $1.5 million.  

A copy of the Asset Purchase Agreements is available for free at:

       http://bankrupt.com/misc/Doral_F_488_BP_APA.pdf

Banco Popular was the stalking horse bidder, agreeing to purchase
the real estate assets for a total of $21.8 million, absent higher
and better offers from other parties.  The Court-approved bidding
procedures set a Jan. 8 deadline for counteroffers.  One
counteroffer was received, but the bid was withdrawn prior to the
auction due to the bidder's inability to resolve a condition to its
bid.  As a result, the Jan. 12, 2016 auction was cancelled and
Banco Popular was named the successful bidder.

Following a sale hearing on Jan. 14, Judge Shelley Chapman entered
an order approving the sale to Banco Popular.  A copy of the Sale
Order is available for free at:

    http://bankrupt.com/misc/Doral_F_488_Sale_Ord_RE_Assets.pdf

Ownership of the OA Parking Lot is disputed between Doral Financial
and the Federal Deposit Insurance Corporation, in its capacity as
Receiver of Doral Bank Puerto Rico (the "FDIC-R"). Pursuant to a
Stipulation and Agreed order Regarding Proceeds of Proposed Sale of
Certain Assets (the "FDIC Stipulation"), FDIC-R and Doral Financial
have agreed and stipulated that Banco Popular will take title to
the OA Parking Lot pursuant to the Sale Order free and clear of any
ownership interest, liens, claims, encumbrances or other interests
of FDIC-R.  As a result, regardless of whether Doral Financial or
FDIC-R is ultimately determined to have ownership of the OA Parking
Lot prior to entry of the Order, upon the entry of the Order title
will be transferred to Banco Popular.

Banco Popular is the largest commercial bank in Puerto Rico with
total assets of $27.6 billion and deposits of $22.1 billion as of
Sept. 30, 2015.

The buyer can be reached at:

         BANCO POPULAR DE PUERTO RICO
         Popular Center, 3rd Floor
         208 Ponce de Leon Avenue
         San Juan, PR 00918
         Attention: Javier D. Ferrer
         Telecopier: (787) 751-8645
         E-mail: javier.ferrer@popular.com

Banco Popular's attorneys:

         PIETRANTONI MÉNDEZ & ALVAREZ LLC
         Popular Center, 19th Floor
         208 Ponce de Leon Avenue
         San Juan, PR 00918
         Attention: Donald E. Hull
         Telecopier: (787) 274-1470
         E-mail: dhull@pmalaw.com

              - and -

         SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
         One Rodney Square, 7th Floor
         Wilmington, DE 19801
         Attention: Mark S. Chehi
         Telecopier: (302) 651-3001
         E-mail: mark.chehi@skadden.com

                     About Doral Financial

Doral Financial Corporation is a holding company whose primary
operating asset was equity in Doral Bank.  DFC maintains offices in
New York City, Coral Gables, Florida and San Juan, Puerto Rico.
DFC has three wholly-owned subsidiaries: (i) Doral Properties,
Inc., (ii) Doral Insurance Agency, LLC ("Doral Insurance"), and
(iii) Doral Recovery, Inc.

On Feb. 27, 2015, regulators placed Doral Bank into receivership
and named the Federal Deposit Insurance Corp. as receiver.  Doral
Bank served customers through 26 branches located in New York,
Florida, and Puerto Rico.

DFC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
15-10573) in Manhattan on March 11, 2015.  The case is assigned to
Judge Shelley C. Chapman.

DFC estimated $50 million to $100 million in assets and $100
million to $500 million in debt as of the bankruptcy filing.

The Debtor tapped Ropes & Gray LLP as counsel.

The U.S. trustee overseeing the Chapter 11 case of Doral Financial
Corp. appointed five creditors of the company to serve on the
official committee of unsecured creditors.  The Committee is
represented by Brian D. Pfeiffer, Esq., and Taejin Kim, Esq., at
Schulte Roth & Zabel LLP.

On Nov. 25, 2015, Doral Properties filed a voluntary petition with
the Court for relief under Chapter 11 of the Bankruptcy Code.

The Office of the U.S. Trustee appointed five creditors to the
official committee of unsecured creditors.  Schulte Roth & Zabel
LLP represents the committee.


EAST COAST BROKERS: Plan Approval Hearing to Commence Today
-----------------------------------------------------------
Judge K. Rodney May will convene a hearing today, Feb. 23, 2016, at
3:00 p.m. (Eastern Time), to consider:

     -- confirmation of the Chapter 11 trustee's liquidating
        plan for East Coast Brokers & Packers Inc., et al., and

     -- final approval of the explanatory disclosure statement.

On Jan. 11, 2016, Judge May granted conditional approval of the
disclosure statement explaining the terms of the Trustee's Joint
Chapter 11 Plan of Liquidation.  The judge set a Feb. 15 deadline
for ballots, and a Feb. 16 deadline for objections to confirmation
of the Plan.

The judge agreed to schedule a Feb. 23 combined hearing
notwithstanding the objection filed by HSBC Finance Corporation,
HSBC USA, Inc., HSBC Technology and Services (USA), Inc., Capital
One Financial Corporation, Capital One Bank (USA), N.A., and
Capital One, N.A.  The HSBC and Capital One Entities requested for
a separate hearing on the Disclosure Statement on grounds that the
Disclosure Statement contains fails to provide adequate disclosure.
The judge overruled the objection.

Gerard A. McHale, Jr., Chapter 11 Trustee, has filed a proposed
Plan of Liquidation for East Coast.  The Plan contemplates the
dismissal of the remaining five Debtors: Circle M; Ruskin
Vegetable; Oakwood; Byrd Foods and Eastern Shore, subject to the
distribution of funds as set forth in the Plan.  Upon the
dismissal, creditors will retain all claims, rights and/or remedies
that they may have against any or all of the Dismissed Debtors.  If
the Plan is not confirmed, there is a substantial likelihood that
unsecured creditors will be left with no recovery at all.

The Plan for East Coast provides the following Classes of Claims:
IRS Allowed Claims against East Coast (Class 1), Allowed Claims of
Commonwealth of Virginia, Department of Taxation (Class 2), Allowed
Claim of Florida Department of Revenue (Class 3), Allowed
Secured Claims (Class 4), Classified Priority Claims (Class 5),
Allowed General Unsecured Claims (Class 6), and Allowed Interests
(Class 7).  

The IRS Claim, the Virginia Commonwealth Claim, and the FDOR Claim
will be treated in accordance with the IRS Settlement, the Virginia
Commonwealth Settlement and the FDOR Settlement, respectively.  As
to the Class 4 secured claims, the Trustee reasonably believes that
the collateral securing any allowed secured claim has been sold or
abandoned by prior orders of the Court.  Classified priority claims
(Class 5) will be paid in full on the Effective Date.  The Trustee
estimates that the distribution to Class 6 creditors may be between
6% and 10%. Certain Class 6 Creditors have guaranty claims in the
Madonia case and may receive a distribution on account of such
related claims in both cases. This could result in an aggregate
distribution of approximately 8%-12%4 for such creditors.  Holders
of interests (Class 7) won't receive any distributions.

The Chapter 11 Trustee says the auctions and sales of the Debtors'
real property, conducted by the Trustee, yielded gross proceeds in
the amount of $67,452,134.  The auctions of the personal property
yielded gross proceeds of $7,581,363.

Part of the Sale Procedures Order approved the agreement to
"carve-out" for the payment of the Trustee and the Trustee's
retained professionals' fees and expenses from the proceeds of the
sale of the Assets.  The Trustee and the Secured Creditors agreed
to carve-out 1.75% from the gross proceeds from the sale of the
Assets to pay the Court approved fees and expenses of the Trustee
and any retained professionals of the Trustee, including the fees
payable to the Trustee pursuant to Sections 326 and 330 of the
Bankruptcy Code.  The Carve-Out was not intended to pay all fees,
but rather was intended to serve as an agreed upon "back-stop" in
the event that the liquidation of the real estate was not
successful.

In addition to the Carve-Out, each Secured Creditor has assigned to
the Estates for the sole benefit of Holders of Allowed
Administrative Expense Claims and Allowed General Unsecured Claims
against the Estates, their Liens and Claims in and to the Claims of
the Debtors in an action to enforce rights under the Perishable
Agricultural and Commodities Act in the United States District
Court for the Central District of California styled S&H Packing &
Sales Co., et al. v. Tanimura Distributing, Inc., et al., Case No.
2-08-CV-05250-GW-FFM (the "PACA Claim") and the proceeds of the
PACA Claim. This potential source of recovery may be available for
the General Unsecured Creditors of the Debtors' Estates.

A copy of the Disclosure Statement filed Dec. 7, 2015, is available
for free at:

      http://bankrupt.com/misc/East_Coast_B_1049_DS.pdf

Counsel for the Chapter 11 Trustee:

         Jordi Guso, Esq.
         Brian G. Rich, Esq.
         Ashley Dillman Bruce, Esq.
         BERGER SINGERMAN LLP
         1450 Brickell Avenue, Ste. 1900
         Miami, FL 33131
         Telephone: (305) 755-9500
         Facsimile: (305) 714-4340
         E-mail: jguso@bergersingerman.com
                 brich@bergersingerman.com
                 abruce@bergersingerman.com

                    About East Coast Brokers

East Coast Brokers & Packers, Inc., along with related entities,
sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case No.
13-02894) in Tampa, Florida, on March 6, 2013.  East Coast Brokers
& Packers disclosed $12,663,307 in assets and $75,181,975 in
liabilities as of the Chapter 11 filing.

The debtor-affiliates are Batista J. Madonia, Sr. and Evelyn M.
Madonia (Case No. 13-02895); Circle M Ranch, Inc., Case No.
13-02896); Ruskin Vegetable Corporation, Case No. 13-02897);
Oakwood Place, Inc. (Case No. 13-2898); Byrd Foods of Virginia,
Inc. (Case No. 13-03069); Eastern Shore Properties, Inc. (Case No.
13-03070); and Stellaro Bay, Inc. (Case No. 13-3071).

Scott A. Stichter, Esq., and Susan H. Sharp, Esq., at Stichter,
Riedel, Blain & Prosser, P.A., in Tampa, serve as counsel to the
Debtors.  Steven M. Berman, Esq., and Hugo S. deBeaubien, Esq., at
Shumaker, Loop, & Kendrick, LLP, in Tampa, are the Debtors'
special counsel.

In June 2013, the bankruptcy court approved the appointment of
Gerard A. McHale, Jr., to serve as Chapter 11 trustee.  MLIC Asset
Holdings LLC and MLIC CB Holdings LLC asked the Bankruptcy Court
to appoint a Chapter 11 trustee, or, in the alternative, dismiss
the Debtors' Chapter 11 cases.  According to the MLIC entities,
the Debtors, among other things had mishandled the potential rents
from employees, failed to pay taxes, failed to maintain insurance,
has inadequate security regarding the Debtors' personal and real
property, and delayed the filing of schedules and reports required
under the Bankruptcy Code.

The Trustee tapped Berger Singerman, LLP as counsel to the Trustee
and Gerard A. McHale, Jr., P.A. as Financial Advisor to the
Trustee.  Additionally, after conferring with the Office of the
United States Trustee and in reviewing the professionals retained
by the Debtors, the Trustee filed a motion seeking the continued
employment of the following professionals: (a) Fowler White Boggs,
P.A., solely as Special Tax Counsel to the Trustee; and (b) Wilcox
& Savage, P.C., as Special Real Estate Counsel to the Trustee,
which was granted by the Bankruptcy Court.


ECO BUILDING: Delays Filing of Dec. 31 Form 10-Q
------------------------------------------------
Eco Building Products Inc. filed with the Securities and Exchange
Commission a Form 12b-25 notifying that it was unable, without
unreasonable effort or expense, to file its quarterly report on
Form 10-Q for the period ended Dec. 31, 2015, by the Feb. 16, 2016,
filing date applicable to smaller reporting companies due to a
delay experienced by the Company in completing its financial
statements and other disclosures in the Quarterly Report.  

As a result, the Company said it is still in the process of
compiling required information to complete the Quarterly Report and
its independent registered public accounting firm requires
additional time to complete its review of the financial statements
for the period ended Dec. 31, 2015, to be incorporated in the
Quarterly Report.  The Company anticipates that it will file the
Quarterly Report no later than the fifth calendar day following the
prescribed filing date.

                        About Eco Building

Vista, Calif.-based Eco Building Products is a manufacturer of
proprietary wood products treated with an eco-friendly proprietary
chemistry that protects against mold, rot, decay, termites and
fire.

Eco Building reported net income of $99,871 on $2.09 million of
total revenue for the 12 months ended June 30, 2015, compared to a
net loss of $28.94 million on $1.18 million of total revenue for
the 12 months ended June 30, 2014.

As of Sept. 30, 2015, the Company had $1.18 million in total
assets, $26.8 million in total liabilities, $1.14 million in
liabilities related to discontinued operations and a total
stockholders' deficit of $26.8 million.

Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a
"going concern" qualification on the consolidated financial
statements for the year ended June 30, 2015, citing that the
Company has an accumulated deficit of $74,876,514, negative working
capital, and negative gross margin as of June 30, 2015, which
raises substantial doubt about its ability to continue as a going
concern.


ELEPHANT TALK: Obtains $1.36 Million From Units Offering
--------------------------------------------------------
Elephant Talk Communications Corp. disclosed in a Form 8-K report
filed with the Securities and Exchange Commission it consummated a
series of closings of its private placement offering of Units to
"accredited investors" for aggregate gross proceeds of $1,367,000.
The Closings are part of a "best efforts" private placement
offering of up to $4,200,000.  

The Company sold an aggregate of 45.57 units for $30,000 per Unit
at the Closings. Each Unit consists of: (i) one 9% unsecured
subordinated convertible promissory note in the principal amount of
$30,000 which is convertible into shares of common stock of the
Company, $.00001 par value, at the option of the holder at a
conversion price of $.30 per share, subject to certain exceptions;
and (ii) a five-year warrant to purchase one hundred thousand
(100,000) shares of Common Stock at an exercise price of $.45 per
share, subject to certain exceptions.

The Warrants entitle the holders to purchase shares of Common Stock
reserved for issuance thereunder for a period of five years from
the date of issuance and contain certain anti-dilution rights on
terms specified in the Warrants.  The Note Shares and Warrant
Shares will be subject to full ratchet anti-dilution protection for
the first 24 months following the issuance date and weighted
average anti-dilution protection for the 12 months period after the
first 24 months following the issuance date.  The Company is also
obligated to file a registration statement registering the Note
Shares and Warrant Shares within 45 days of the final closing of
the Offering.

In connection with the Offering, the Company retained a registered
FINRA broker dealer to act as the placement agent.  For acting as
the placement agent, the Company agreed to pay the Placement Agent,
subject to certain exceptions: (i) a cash fee equal to 7% of the
aggregate gross proceeds raised by the Placement Agent in the
Offering, (ii) a non-accountable expense allowance of up to 1% of
the aggregate gross proceeds raised by the Placement Agent in the
Offering, and (iii) at the final Closing one five-year warrant to
purchase such number of shares equal to 7% of the shares underlying
the Notes sold in this Offering at an exercise price of $.30 and
one five-year warrant to purchase such number of shares equal to 7%
of the shares underlying the Warrants sold in this Offering at an
exercise price of $.45.  At the Closings, the Company paid to the
Placement Agent an aggregate of approximately $140,921 for its
service as placement agent and for other fees and expenses.

The Units were offered and sold pursuant to an exemption from
registration under Section 4(a)(2) and Regulation D of the
Securities Act of 1933, as amended.

                       About Elephant Talk

Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK)
-- http://www.elephanttalk.com/-- is an international provider of
business software and services to the telecommunications and
financial services industry.

Elephant Talk reported a net loss of $21.9 million in 2014, a net
loss of $25.5 million in 2013 and a net loss of $23.1 million in
2012.

As of Sept. 30, 2015, the Company had $30.7 million in total
assets, $14.3 million in total liabilities and $16.4 million in
total stockholders' equity.


EXPERT GLOBAL: S&P Lowers CCR to 'CCC+', Outlook Negative
---------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Plano, Texas-based Expert Global Solutions LLC
(EGS) to 'CCC+' from 'B-'.  The outlook is negative.

At the same time, S&P lowered its issue-level rating on the
company's first-lien senior secured debt to 'B-' from 'B'.  The
recovery rating remains '2', indicating S&P's expectation for
substantial (70%-90%; lower end of the range) recovery for lenders
in the event of a payment default.

Additionally, S&P lowered its issue-level rating on the company's
second-lien senior secured debt to 'CCC' from 'CCC+'.  The recovery
rating remains '5', indicating S&P's expectation for modest
(10%-30%; lower end of the range) recovery for lenders in the event
of a payment default.

"The downgrade reflects our expectation that EGS's covenant cushion
will likely decline below 10% over the next quarter and continue to
tighten thereafter," said Standard & Poor's credit analyst Rose
Askinazi.

"We believe this is due to aggressive financial covenant
step-downs, as we expect the company's performance to continually
improve in 2016.  We believe the company will have marginal
covenant headroom in 2017 at best, and given the revenue volatility
associated with the BPO industry, could potentially breach its
financial covenants in 2017 when the covenant cushion is tightest.
Based on the seasonality of the business, we believe the company
has the greatest risk of breaching its covenants in the second and
third fiscal quarters of 2017 absent an amendment or a more
comprehensive refinancing that resets covenant levels. While the
maturity of the company's revolving credit facility in April 2017
is not yet current, a timely extension of this facility is a key
ratings factor given our expectation for only modest free cash flow
generation (FOCF) in 2016 and the company's reliance on the
revolving credit facility for working capital purposes," S&P said.

The negative outlook reflects S&P's expectation that covenant
headroom will continue to tighten over the next 12 months, although
S&P do not foresee near-term cash liquidity risks.  Still, the
company has little room for operational missteps as leverage and
interest coverage covenants in the debt agreement periodically
tighten.


FAIRWAY GROUP: Cites Factors That Would Raise Going Concern Doubt
-----------------------------------------------------------------
Fairway Group Holdings Corp.'s inability to raise additional
capital, among other things, would raise substantial doubt about
its ability to continue as a going concern, according to John E.
Murphy, chief executive officer, Edward C. Arditte, co-president
and chief financial officer, and Linda M. Siluk, senior vice
president - finance and chief accounting officer of the company in
a regulatory filing with the U.S. Securities and Exchange
Commission on February 5, 2016.

The officers related: "As of December 27, 2015, the company has an
accumulated deficit of $440.6 million, $266.8 million outstanding
under its 2013 Senior Credit Facility (Senior Credit Facility), as
amended, and continues to experience significant losses resulting
from lower than expected operating performance.  The company
continues to work closely with its advisors to explore alternatives
to raise additional capital to de-lever the balance sheet and fund
additional growth initiatives, including investments to rebuild
sales and pursuing new stores opportunistically.

"While the company was in compliance with all applicable
affirmative, negative and financial covenants of the Senior Credit
Facility, as amended, at December 27, 2015, if the company's
financial performance does not improve or additional third-party
equity financing is not obtained, the company anticipates that it
will not be in compliance with the maximum total leverage ratio
financial covenant at the end of the company's fiscal quarter
ending April 3, 2016 unless such covenant is amended or compliance
waived.  If the company is not in compliance with the covenant, it
has the ability to exercise equity cure rights within 150 days
following the end of the fiscal quarter ending April, 3, 2016,
which allows for the issuance of additional equity and for the
proceeds to be treated as Consolidated EBITDA for purposes of the
covenant, subject to certain restrictions, including that the
amount of equity that can be used as Consolidated EBITDA cannot
exceed the Consolidated EBITDA shortfall, the proceeds must be used
to repay debt, and the equity cure can only be used twice within a
four quarter period and only four times during the term of the
loan.  In addition, the company can seek an amendment to the
covenant or waiver of the violation from its lenders.  In the event
of a covenant violation that remains uncured, the lenders have the
right to declare all outstanding debt under the Senior Credit
Facility, as amended, immediately due and payable, and the company
does not have sufficient working capital to fulfill this
obligation.

"In light of our lower than expected operating performance and
leverage profile and the constraints those place on our current
operations and longer-term growth strategy, we have concluded that
we will need to raise additional capital to continue as a going
concern over the long term.  We continue to work with our advisors
to explore alternatives to raise additional capital to allow us to
de-lever the balance sheet and fund additional growth initiatives,
including investments to rebuild sales and pursuing new stores
opportunistically.  Any new growth capital investment, or capital
raised in the context of an equity cure, is likely to be in the
form of equity or equity linked securities, and is likely to be
dilutive to existing stockholder ownership.  There can be no
assurance that we will be successful in obtaining additional
capital on favorable terms or at all, obtaining amended covenants,
or having compliance with the covenants waived by our lenders for a
sufficient length of time to improve profitability.  

"Our inability to raise additional capital, amend our covenants,
have our covenants waived or improve our performance would raise
substantial doubt about our ability to continue as a going concern
and pursue our longer-term growth strategy for a reasonable period
of time."

At December 27, 2015, the company had total assets of $345,957,000,
total liabilities of $397,078,000 and total stockholders' deficit
of $51,121,000.

For the 13 weeks ended December 27, 2015, the company reported a
net loss of $9,744,000 as compared with a net loss of $11,060,000
for the 13 weeks ended December 28, 2014.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/gmya5yu

New York-based Fairway Group Holdings Corp. operates in the retail
food industry, selling fresh, natural and organic products,
prepared foods and hard-to-find specialty and gourmet offerings
along with a full assortment of conventional groceries.  The
company operates 15 stores in the Greater New York metropolitan
area, four of which include Fairway Wine & Spirits locations.  



FANNIE MAE: Reports $11 Billion Net Income for 2015
---------------------------------------------------
Federal National Mortgage Association filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing net
income of $10.95 billion on $109 billion of total interest income
for the year ended Dec. 31, 2015, compared with net income of $14.2
billion on $114 billion of total interest income for the year ended
Dec. 31, 2014.

"Our strong 2015 results demonstrate our commitment to improving
both our company and the broader housing finance system," said
Timothy J. Mayopoulos, president and chief executive officer.  "We
are listening closely to our customers so we deliver
industry-leading solutions that make doing business with us easier,
more efficient, and more certain.  We are evolving our business
model so we better serve the industry and taxpayers, and fulfill
our essential role in making affordable mortgage and rental options
available for millions of people across the country."

As of Dec. 31, 2015, Fannie Mae had $3.22 trillion in total assets,
$3.21 trillion in total liabilities and $4.05 billion in total
equity.

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

                        http://is.gd/DbDCHQ

                         About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9 percent of its
common stock, and Treasury has made a commitment under a senior
preferred stock purchase agreement to provide Fannie with funds
under specified conditions to maintain a positive net worth.

                        About Freddie Mac

Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in       

1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders.  Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.

Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and the Federal Housing Finance
Agency acting as conservator to continue operating its
business.


FAYE FOODS: Postpetition Taxes Not Discharged, Court Rules
----------------------------------------------------------
Michael E. Collins, Chapter 11 Trustee and Post-Confirmation
Distribution Agent under the confirmed Amended Plan of
Reorganization of Faye Foods, Inc., filed a motion for sanctions
against the Tennessee Department of Revenue for knowingly and
intentionally violating the discharge injunction when it levied
upon the bank account of the reorganized debtor, resulting in the
delivery of $38,965 to the TDOR, in payment of a post-petition tax
claim.

The Trustee asserts that as a result of the levy, the reorganized
debtor was required to take out a short-term loan and struggled to
meet its financial obligations.  The Trustee asks that the TDOR
reimburse his costs and that sanctions be imposed against the TDOR
for intentional breach of the confirmation order and violation of
the discharge injunction.  The TDOR responds that its post-petition
claim was not paid in accordance with the confirmed plan and sought
collection through levy as it is legally permitted to do.

At the heart of the dispute is the question of whether the TDOR, a
governmental unit, was required to file a request for payment of
its post-petition claim or whether it is barred from collecting its
claim by the confirmed plan because it failed to timely file an
application for administrative expense.

In an Order dated February 5, 2016, which is available at
http://is.gd/leaF8cfrom Leagle.com, Judge Jennie D. Latta of the
United States Bankruptcy Court for the Western District of
Tennessee, Western Division, denied the Motion for Sanctions
against TDOR, concluding that the levy upon the bank account of the
reorganized debtor did not fall outside the applicable statute of
limitations and that the levy was proper and in accord with
applicable law.

The post-petition taxes owed by Faye Foods were not discharged as
the result of the confirmation of its Plan, Judge Latta further
ruled.

The case is In re FAYE FOODS, INC., Chapter 11, Debtor, Case No.
05-23072-L (Bankr. W.D. Tenn.).


FORBCO MANAGEMENT: Court Declines to Approve Proposed Sale Protocol
-------------------------------------------------------------------
In an Order dated February 9, 2016, which is available at
http://is.gd/ShThT7from Leagle.com, Judge Robert Kwan of the
United States Bankruptcy Court for the Central District of
California, Los Angeles Division, declined to approve at this time
the stipulation regarding procedures governing the sale of Forbco
Management Corporation, et al.'s restaurants, noting that the
Debtors are not in compliance with the notice, service and hearing
requirements of pursuant to Local Bankruptcy Rule 6004-1(b) and
Federal Rules of Bankruptcy Procedure 6004(a) and 2002(a)(2).

Accordingly, the Debtors are ordered to comply with these rules in
order for the court to approve the Stipulation.

The case is In re: FORBCO MANAGEMENT CORPORATION, a California
corporation, FORBCO SIZZLER PARTNERS, L.P., a California limited
partnership, W & J HIGGINS INVESTMENTS L.P., a California limited
partnership, Chapter 11 Proceedings, Debtors, Case No.
2:12-bk-15625 RK, Jointly Administered with Case Nos. 2:12-bk-15626
RK; 2:12-bk-15627 RK; and 2:12-bk-15639 RK (Bankr. C.D. Calif.).

Forbco Management Corporation, Debtor, is represented by Richard H
Golubow, Esq. -- Winthrop Couchot, Kavita Gupta, Esq. -- Gupta
Ferrer, LLP, Jill M Holt Golubow, Esq. -- Winthrop Couchot PC,
Jeannie Kim, Esq.-- Winthrop Couchot PC, Sean A Okeefe, Esq. --
Okeefe & Associates Law Corporation, Robert E Opera, Esq.

Josie Ruvalcaba, Litigant, is represented by John L Benson, Esq. --
Law Offices of Blomberg, Benson, & Garre.

U.S. Foods, Inc., Defendant, represented by Kerry A. Moynihan, Esq.
-- kerry.moynihan@bryancave.com -- Bryan Cave LLP.

Counsel to Official Committee of Unsecured Creditors, Creditor
Committee, is represented by Kathryn Gose, Esq. -- Stutman Treister
& Glatt, Gary E Klausner, Esq. -- GEK@lnbyb.com -- Levene Neale
Bender Yoo & Brill, Michael S Neumeister,Esq. -- O'Melveny & Myers
LLP.

Official Committee Of Unsecured Creditors, Creditor Committee, is
represented by Anthony A Friedman, Esq. -- AAF@lnbyb.com -- Levene
Neale Bender Rankin & Brill LLP.


FORESIGHT ENERGY: S&P Cuts CCR to 'CCC-', Off CreditWatch Dev.
--------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on St. Louis-based Foresight Energy L.P. to 'CCC-'
from 'CCC' and removed it from CreditWatch, where it had been
placed with developing implications on Dec. 18, 2015.  The outlook
is negative.

S&P also lowered its issue-level rating on the partnership's
first-lien debt to 'CCC+' from 'B-'.  The recovery rating on the
debt is unchanged at '1', indicating S&P's expectation of very high
(90% to 100%) recovery in the event of a payment default.  In
addition, S&P lowered its issue-level rating on the company's
senior unsecured notes to 'CCC-' from 'CCC'.  The recovery rating
on the notes is unchanged at '3', indicating S&P's expectation of
meaningful (50% to 70%; lower half of the range) recovery in the
event of a payment default.

S&P typically reserves 'CCC-' ratings for cases where specific
default scenarios are envisioned within six months.  In this case,
Foresight will need to either amend or refinance essentially all of
its debt structure to resolve issues associated with the change of
control provisions.  The rating reflects S&P's view that ongoing
debtholder negotiations will likely result in debt restructuring
that would result in a selective default.

"The negative outlook reflects the likelihood that the company may
pursue a capital restructuring or debt exchange that we would view
as distressed within the next month," said Standard & Poor's credit
analyst Vania Dimova.

S&P would lower its corporate credit rating if Foresight announced
a capital structuring that S&P viewed as a distressed exchange.
S&P could also lower the rating if at any point it thought that
Foresight no longer had the ability or intention to make its
interest payment within the 30 days grace period.

S&P could raise the rating if Foresight refinances its debt at par
or above, and what S&P views as commensurate compensation is
provided for any amendments.  In addition to curing the issues
associated with the change of control provisions S&P would also
look for a liquidity assessment of adequate or better.


FOREST PARK MEDICAL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------------
Debtor: Forest Park Medical Center, LLC
        11990 N. Central Expressway
        Dallas, TX 75243  

Case No.: 16-40302

Type of Business: Health Care

Chapter 11 Petition Date: February 21, 2016

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

Debtor's Counsel: Howard Marc Spector, Esq.
                  SPECTOR & JOHNSON PLLC
                  12770 Coit Road, Ste. 1100
                  Dallas, TX 75251
                  Tel: (214) 365-5377
                  Fax: (214) 237-3380
                  E-mail: hspector@spectorjohnson.com

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by David Genecov, chairman of the Board of
Managers.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
GE Healthcare                      Equipment Lease     $1,883,196
Financial Services
PO Box 64149
Pittsburgh, PA 15264-1419

Athas Health LLC/                  Goods and/or        $1,833,808
North American Spine               Services Rendered
10740 N Central
Expressway #275
Dallas, TX 75231

KVS Hospital Suppliers LLC         Goods or services   $1,661,381
PO Box 612151                           rendered
Dallas, TX 75261-2151

HTA - FP Tower LLC                 Goods or services   $1,263,371
Dept 2177                               rendered
PO Box 11407
Birmingham, AL 35246-2177

HTA FP Pavilion LLC                Goods or services   $1,127,430
Dept 14                                 rendered
PO Box 674253
Dallas, TX 75267-4253

Bank of The West                    Equipment Lease    $1,028,814
Dept LA 23091
Pasadena, CA 91185-3091

Tax Advisors Group Inc.            Goods or services     $711,587
12400 COIT Road #1270                   rendered
Dallas, TX 75251

Med One Equipment Services          Equipment Lease      $684,784
10712 South 1300
East Sandy, UT 84094

Bank of America Leasing             Equipment Lease      $613,554
PO Box 100918
Atlanta, GA 30384-0918

DVO SportZ                         Goods or services     $480,930
2308 Brandywine                        rendered
McKinney, TX 75070

Speck Communications LLC           Goods or services     $475,000
9505 Milltrail Drive                   rendered
Dallas, TX 75238

Stryker Sales Corp.               Goods or services      $385,754
PO Box 70119                          rendered
Chicago, IL 60673-0119

Medassets Bank of America         Goods or services      $315,195
Lockbox SVCS                         rendered
Lockbox #742081
6000 Feldwood Road
College Park, GA

Med El Medical Electronics        Goods or services      $310,000
Med El Corporation                    rendered
2511 Old COrnwallis Rd
Suite 100

King and Spalding LLP             Goods or services      $279,166
PO Box 116122                         rendered
Atlanta, GA 30368-6133

Alpha Orthopedics                 Goods or services      $275,048
Physician GRP PA                      rendered
6850 TPC Drive - Suite 116
McKinney, TX 75070

Acclarent Inc.                    Goods or services      $268,691
16888 Collection Center Dr            rendered
Chicago, IL 60693-0168

Inpatient Physician Assoc PLLC    Goods or services      $257,286
6901 Snider Plaza #130                rendered
Dallas, TX 75205

Howard Advertising                Goods or services      $235,267
7951 Collin McKinney Pkwy             rendered
Ste 4033
McKinney, TX 75070

Modern Biomedical Services Inc.   Goods or services      $203,824
Modern Biomedical                    rendered
Imaging Inc.
PO Box 676165
Dallas, TX 75267


FPMC SAN ANTONIO: Appointment of Patient Care Ombudsman Waived
--------------------------------------------------------------
The Hon. Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas ruled that a patient care ombudsman will
not be appointed in the bankruptcy case of FPMC San Antonio Realty
Partners, LP.

Judge Gargotta also ordered that the Debtor will provide for the
security of any patient care records stored in the Hospital
Building and upon discovering any such records in areas other than
the area in which such records are normally stored will return them
to the proper storage location for such records.

Judge Gargotta's ruling came at the behest of the Debtor, which
asked the the Court to enter an order waiving the appointment of a
patient care ombudsman because it does not provide patient care and
is not subject to license or supervision by any regulatory health
care agency.

                        About FPMC San Antonio

FPMC San Antonio Realty Partners, LP's primary asset is a property
commonly known as the Forest Park Medical Center Hospital and
Medical Office Building located at 5510 Presidio Parkway in San
Antonio, Texas.  Forest Park Medical Center Hospital is a specialty
surgical hospital and medical office building.  The four-story,
150,000 square-foot hospital has 54 beds.  The Property includes an
adjacent 4-story, 84,000 square foot Medical Office Building,
together with a parking garage.

The Debtor did not operate the health care business conducted on
its property and instead leased the surgical hospital to a third
party.  The hospital has ceased operations and furloughed its
employees.

FPMC San Antonio Realty Partners sought Chapter 11 bankruptcy
protection (Bankr. W.D. Tex. Case No. 15-52462) on Oct. 6, 2015 to
pursue an 11 U.S.C. Sec. 363 sale of the assets.   The Debtor was
forced to file the Chapter 11 Case in order to stop an impending
foreclosure on the Property.

Judge Craig A. Gargotta is assigned to the case.

FPMC reported $110.3 million in assets and $67.4 million in
liabilities, according to San Antonio Express-News. The mortgage
loan accounts for most of the debt.

The Debtor tapped the Law Offices of Ray Battaglia, PLLC, as
counsel. The Debtor also engaged CBRE, Inc., to market the
property.

DIP Lender Texas Capital Bank is represented by J. Mark Chevallier,
Esq., at McGuire, Craddock & Strother.


FRESH & EASY: Says Worker Mediation Deal Bans Class Certification
-----------------------------------------------------------------
Kali Hays at Bankruptcy Law360 reported that Fresh & Easy LLC urged
a Delaware bankruptcy judge on Feb. 11, 2016, to reject
certification for a proposed class of Arizona workers claiming they
were never paid out for unused vacation days when they were laid
off from the grocery chain, arguing an arbitration agreement
prevents a class action entirely.  Along with its claims that
former employee Darlene Lewis, who worked at a Las Vegas Fresh &
Easy for about two years, signed an arbitration agreement calling
for the resolution of any claims only individually.

                        About Fresh & Easy

Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed a Chapter 11 bankruptcy petition (Bankr. D.
Del., Case No. 15-12220) on Oct. 30, 2015.  The petition was signed
by Peter McPhee, the chief financial officer.  The Debtor estimated
assets of $10 million to $50 million and liabilities of at least
$100 million.

The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy
Solutions, LLC as claims and noticing agent, DJM Realty Services,
LLC and CBRE Group, Inc., as real estate consultants and
FTI Consulting, Inc. as restructuring advisors.

Judge Christopher S. Sontchi is assigned to the case.


FTE NETWORKS: Appoints Luisa Ingargiola to Board of Directors
-------------------------------------------------------------
FTE Networks, Inc., announced the appointment of Luisa Ingargiola
to the Company's Board of Directors and Chair of the Audit
Committee.

Luisa Ingargiola is the chief financial officer for Magne Gas, a
NASDAQ listed technology company, which produces a plasma based
system for the gasification and sterilization of liquid waste. Mrs.
Ingargiola currently serves as a Board Director for The JBF
Foundation Worldwide and CES Synergies, Inc., where she also serves
as the Audit Committee Chair.

Prior to joining Magne Gas, Mrs. Ingargiola worked as a Budget and
Expense Manager for MetLife Insurance Company.  In this capacity
she managed a $30-million-dollar annual budget.  Her
responsibilities included budget implementation, expense and
variance analysis and financial reporting.  Luisa previously served
as a Board Director, Audit Committee Chair for CBD Energy Limited
in 2014.

Mrs. Ingargiola received her Bachelor's Degree from Boston
University and her Master's Degree from the University of South
Florida.

"We are extremely fortunate to be able to add Luisa to the FTE
Board," said Michael Palleschi, FTE Networks chairman and chief
executive officer.  "Her significant audit and compliance
experience with NASDAQ companies will prove invaluable as FTE
continues to grow and mature into a long-established public company
and industry leader in the telecommunications space."

Mrs. Ingargiola is entitled to receive the following compensation
under the Company's standard compensation for non-employee
directors:

  * An annual payment of $30,000 for service on the Board;

  * Eligibility to receive grants of stock options, restricted
    stock units, and other awards under the Company's Long-Term   
    Incentive Plan; and

  * Reimbursement of actual expenses related to meeting
    attendance.

                    About FTE Networks, Inc.

FTE Networks, formerly known as Beacon Enterprise Solutions Group,
Inc., is a vertically integrated company with an international
footprint.  Since its inception, FTE Networks has steadily
advanced its management, operational and technical capabilities to
become a leading provider of services to the telecommunications
and wireless sector with a focus on turnkey solutions.  FTE
Networks provides a comprehensive array of services centered on
quality, efficiency and customer service.

FTE Networks reported a net loss attributable to common
shareholders of $3.63 million on $14.4 million of revenues for the
year ended Sept. 30, 2015, compared to net income of $436,000 on
$16.9 million of revenues for the year ended Sept. 30, 2014.

As of Sept. 30, 2015, the Company had $4.89 million in total
assets, $16.0 million in total liabilities, and a total
stockholders' deficiency of $11.1 million.


GELTECH SOLUTIONS: Incurs $1.74 Million Net Loss in 2nd Quarter
---------------------------------------------------------------
GelTech Solutions, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.74 million on $240,151 of sales for the three months ended
Dec. 31, 2015, compared to a net loss of $1.17 million on $155,895
of sales for the same period in 2014.

For the six months ended Dec. 31, 2015, the Company reported a net
loss of $2.63 million on $776,607 of sales compared to a net loss
of $2.12 million on $266,762 of sales for the six months ended Dec.
31, 2014.

As of Dec. 31, 2015, the Company had $1.96 million in total assets,
$6.44 million in total liabilities and a $4.48 million total
stockholders' deficit.

As of Feb. 11, 2016, the Company had approximately $299,000 in
available cash.

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

                      http://is.gd/ATug9G

                         About GelTech

Jupiter, Fla.-based GelTech Solutions. Inc., is a Delaware
corporation organized in 2006.  The Company markets four products:
(1) FireIce(R), a water soluble fire retardant used to protect
firefighters, structures and wildlands; (2) Soil2O(R) 'Dust
Control', its new application which is used for dust mitigation in
the aggregate, road construction, mining, as well as, other
industries that deal with daily dust control issues; (3)
Soil2O(R), a product which reduces the use of water and is
primarily marketed to golf courses, commercial landscapers and the
agriculture market; and (4) FireIce(R) Home Defense Unit, a system
for applying FireIce(R) to structures to protect them from
wildfires.

GelTech Solutions reported a net loss of $5.51 million on $800,000
of sales for the year ended June 30, 2015, compared to a net loss
of $7.11 million on $815,000 of sales for the year ended June 30,
2014.


GLYECO INC: Leonid Frenkel Reports 9.99% Stake as of Dec. 31
------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Leonid Frenkel disclosed that as of Dec. 31, 2015, he
beneficially owns 8,992,706 shares of common stock of Glyeco, Inc.
representing 9.99 percent of the shares outstanding.  A copy of the
regulatory filing is available for free at http://is.gd/p9tbHW

                         About GlyEco, Inc.

Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company
formed to roll-out its proprietary and patent pending glycol
recycling technology that transforms waste glycols, a hazardous
material, into profitable green products.

Glyeco reported a net loss attributable to common shareholders of
$8.73 million on $5.89 million of net sales for the year ended Dec.
31, 2014, compared with a net loss of $4 million on $5.53 million
of net sales for the year ended Dec. 31, 2013.

As of Sept. 30, 2015, the Company had $15.1 million in total
assets, $2.37 million in total liabilities and $12.8 million in
total stockholders' equity.

Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has yet to
achieve profitable operations and is dependent on its ability to
raise capital from stockholders or other sources to sustain
operations and to ultimately achieve viable operations. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.


GOODRICH PETROLEUM: S&P Lowers 2nd Lien Note Rating to CC
---------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its issue-level
rating on U.S.-based exploration and production (E&P) company
Goodrich Petroleum Corp.'s 3.25% senior unsecured
convertible notes due 2026 and 5% senior unsecured convertible
notes due 2029 to 'CC' from 'CCC' following the company's offer to
exchange the unsecured notes to common stock at a ratio of 800.635
shares of common stock per $1,000 principal amount of notes. The
recovery rating on the unsecured notes remains
'6', indicating negligible (0%-10%) recovery in the event of a
default.

Additionally, S&P has lowered the company's 8% second-lien senior
secured notes due 2018 to 'CC' from 'CCC+' based on the company's
announcement that it will offer to exchange the notes for new
senior secured notes with materially identical terms except that
interest thereon may be paid at the company's option either in cash
or in-kind or deferred until maturity. The recovery
rating on the secured notes remains '5', indicating modest (higher
end of the 10%-30% range) recovery in the event of default.

The company's corporate credit rating remains 'SD' (selective
default). It was lowered on Sept. 2, 2015, following a previous
exchange offer, and has remained 'SD' reflecting the potential for
subsequent exchanges.  

S&P expects to review the corporate credit rating and issue-level
ratings when it assesses the likelihood of further exchanges as
low. S&P's analysis will incorporate the company's modestly
improved liquidity and leverage position, while still taking into
account the challenging operating environment.

RATINGS LIST

Goodrich Petroleum Corp.
Corporate credit rating                        SD/--/--

Downgraded
                                               To      From       
Goodrich Petroleum Corp.
Sr secd 8% 2nd-lien nts due 2018              CC      CCC+
  Recovery rating                              5H      5H
Sr unsecd 3.25% convertible nts due 2026      CC      CCC
  Recovery rating                              6       6
Sr unsecd 5% convertible nts due 2029         CC      CCC
  Recovery rating                              6       6


GREEN EARTH: Reports $1 Million Net Loss for Second Quarter
-----------------------------------------------------------
Green Earth Technologies, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $1 million on $1 million of net sales for the three
months ended Dec. 31, 2015, compared to a net loss of $624,000 on
$176,000 of net sales for the same period in 2014.

For the six months ended Dec. 31, 2015, the Company reported net
income of $826,000 on $1 million of net sales compared to a net
loss of $1.71 million on $570,000 of net sales for the six months
ended Dec. 31, 2014.

As of Dec. 31, 2015, the Company had $11.4 million in total assets,
$27.3 million in total liabilities and a total stockholders'
deficit of $15.9 million.

"Due to the Company's limited capital, recurring losses and
negative cash flows from operations and the Company's limited
ability to pay outstanding liabilities, there is substantial doubt
about its ability to continue as a going concern.  The accompanying
condensed consolidated financial statements have been prepared in
accordance with U.S. generally accepted accounting principles,
assuming that the Company will continue as a going concern," the
Company stated in the report.

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

                    http://is.gd/4ZUFx0

                About Green Earth Technologies

White Plains, N.Y.-based Green Earth Technologies, Inc. (OTC QB:
GETG) -- http://www.getg.com/-- markets, sells and distributes
bio-degradable performance and cleaning products.  The Company's
product line crosses multiple industries including the automotive
aftermarket, marine and outdoor power equipment markets.

Green Earth reported a net loss of $8.08 million on $766,000 of net
sales for the year ended June 30, 2015, compared to a net loss of
$6.84 million on $4.05 million of net sales for the year ended June
30, 2014.

Friedman LLP, in East Hanover, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2015, citing that the Company's losses, negative
cash flows from operations, working capital deficit, related party
note in default payable upon demand and its ability to pay its
outstanding liabilities through fiscal 2016 raise substantial doubt
about its ability to continue as a going concern.


GUIDED THERAPEUTICS: Inks Amendment to Tonaquint Note
-----------------------------------------------------
Guided Therapeutics, Inc. entered into an amendment agreement with
Tonaquint, Inc. on Jan. 20, 2016, in order to clarify the effects
of a stock dividend, stock split, or reclassification of the
Company's common stock on the terms of the secured promissory note
issued to Tonaquint on Sept. 10, 2014.  Pursuant to the terms of
the Tonaquint note as amended by Amendment #6, in the event of any
of these corporate actions, the "Conversion Price" and the
"Conversion Floor" will automatically be equitably adjusted for any
stock dividends, stock splits, or stock reclassifications by the
Company.  On Nov. 11, 2015, the Company's stockholders granted
authority to the Company’s board of directors to effect a reverse
stock split at any time prior to Nov. 11, 2018, in a ratio ranging
from 1-for-10 to 1-for-100, of all issued and outstanding shares of
the Company's common stock.

Amendment #7

On Feb. 11, 2016, the Company consented to an assignment of the
Tonaquint note by Tonaquint to GPB Debt Holdings II, LLC and
Aquarius Opportunity Fund LP.  In connection with the assignment,
the Company, GPB and Aquarius entered an amendment agreement with
the Company, dated Feb. 11, 2016, pursuant to which GPB and
Aquarius waived an ongoing event of default under the Tonaquint
note.  Pursuant to the Tonaquint note prior to Amendment #7, there
was an event of default anytime the Company's market capitalization
fell below $7.5 million or the closing trade price of the Company's
common stock fell below $0.05.  The closing price of the Company's
common stock first closed below $0.05 on Oct. 9, 2015.  Upon an
event of default (unless waived), all outstanding unpaid principal,
plus all accrued interest and other amounts due under the Tonaquint
note automatically become immediately due and payable at the
"Mandatory Default Amount" (115% of the outstanding balance, plus
all interest, fees and charges).  Further, under the related
security agreement, upon an event of default (unless waived), GPB
and Aquarius can assert their rights related to the collateral
securing the Tonaquint note (the Company's accounts receivables and
inventory).

Under terms of Amendment #7, GPB and Aquarius retroactively waived
the above-described event of default (including all resulting
remedies available to them under the Tonaquint note and the related
security agreement).  In addition, Amendment #7 amends the
Tonaquint note to eliminate the market capitalization requirement
going forward.

Notes Financing

On Feb. 11, 2016, the Company entered into a securities purchase
agreement with GPB for the issuance and sale on Feb. 12, 2016, to
GPB of $1.4375 million in aggregate principal amount of a senior
secured convertible note for an aggregate purchase price of $1.15
million (a 20% original issue discount).  In addition, GPB received
a warrant exercisable to purchase an aggregate of approximately
179.7 million shares of the Company's common stock.

The convertible note matures on the second anniversary of issuance
and, in addition to the 20% original issue discount, accrues
interest at a rate of 17% per year.  The Company will pay monthly
interest coupons and, beginning six months after issuance, will pay
amortized quarterly principal payments.  If the Company does not
receive, on or before the first anniversary after issuance, an
aggregate of at least $3.0 million from future equity or debt
financings or non-dilutive grants, then GPB will have the option of
accelerating the maturity date to the first anniversary of
issuance.  The Company may prepay the convertible note, in whole or
in part, without penalty, upon 20 days' prior written notice.

Subject to resale restrictions under Federal securities laws and
the availability of sufficient authorized but unissued shares of
the Company's common stock, the convertible note is convertible at
any time, in whole or in part, at the holder's option, into shares
of the Company's common stock, at a conversion price equal to the
lesser of $0.008 per share or 70% of the average closing price per
share for the five trading days prior to issuance, subject to
certain customary adjustments and anti-dilution provisions
contained in the convertible note.

The convertible note includes customary event of default provisions
and a default interest rate of the lesser of 19% or the maximum
amount permitted by law.  Upon the occurrence of an event of
default, GPB may require the Company to redeem the convertible note
at 120% of the outstanding principal balance.  The convertible note
is secured by a lien on all of the Company's assets, including its
intellectual property, pursuant to a security agreement entered
into by the Company and GPB in connection with the transaction.

Pursuant to the purchase agreement, GPB may not engage in any
"short sale" transactions in the Company's common stock.  The
Company has agreed to register for resale the shares of common
stock issuable upon conversion of the convertible note and exercise
of the warrant.

The warrant is exercisable at any time, pending availability of
sufficient authorized but unissued shares of the Company's common
stock, at an exercise price per share equal to the conversion price
of the convertible note, subject to certain customary adjustments
and anti-dilution provisions contained in the warrant. The warrant
has a five-year term.

The purchase agreement contains customary representations,
warranties and covenants by, among and for the benefit of the
parties.  The purchase agreement also provides for customary
indemnification of GPB by the Company.

The Company used a placement agent in connection with the
transaction.  For its services, the placement agent received a cash
placement fee equal to 4% of the aggregate gross proceeds from the
transaction and a warrant to purchase shares of common stock equal
to an aggregate of 6% of the total number of shares underlying the
securities sold in the transaction, at an exercise price equal to,
and terms otherwise identical to, the warrant issued to GPB.
Finally, the Company agreed to reimburse the placement agent for
its reasonable out-of-pocket expenses.

In connection with the transaction, on Feb. 12, 2016, the Company
and GPB entered into a four-year consulting agreement, pursuant to
which GPB will provide management consulting services to the
Company in exchange for a royalty payment, payable quarterly, equal
to 3.5% of the Company's revenues from the sale of products.

Also in connection with the transaction, on Feb. 10, 2016, the
Company and the holder of a majority of its Series C Convertible
Preferred Stock agreed to amend the Series C stock purchase
agreement to eliminate any participation rights held by the Series
C shareholders with respect to the transaction.

                   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.

As of Sept. 30, 2015, the Company had $2.76 million in total
assets, $6.25 million in total liabilities and a total
stockholders' deficit of $3.48 million.


HAGGEN HOLDINGS: $1-Mil. Sale of Pharmacy Assets Approved
---------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware approved the Asset Purchase Agreement between debtors
Haggen Holdings, LLC, et al., and Albertson's LLC, for the sale of
certain assets of debtor Haggen Opco North, LLC.

The Purchase Agreement contains, among others, these relevant
terms:

     (1) Purchased Assets: Assets that relate exclusively to the
pharmacy located at 11012 Canyon Rd. East, Puyallup, Washington,
which, among others, consist of: (a) prescription and customer
records, and all other written or recorded information in any form
relating to the operation of the Pharmacy; (b) the goodwill of the
Pharmacy; and (c) the Seller's entire inventory of Prescription
Drugs located at the Pharmacy.

     (2) Purchase Price: The sum of (i) $1,025,000 collectively for
the Records and Goodwill, plus (ii) the cost of the Inventory,
which is subject to a cap of $350,000.

     (3) Transfer Date: March 9, 2016

The Asset Purchase Agreement further provides that the sale of the
assets is free and clear of liens, claims, interests and
encumbrances that relate to the Pharmacy.

Anthony J. DalPonte, Manager of Pharmacy Services at New
Albertsons, Inc., an affiliate of Albertson's, LLC, declares that
at all times during the Buyer's communications and negotiations
with the Debtors, the Buyer acted in good faith and never engaged
in any collusion with respect to the Asset Purchase Agreement and
the submission of the Buyer's Bid.

Judge Gross acknowledged that the Debtors have demonstrated good,
sufficient, and sound business purposes and justifications for the
approval of the sale transaction.  He further acknowledged that the
consideration to be paid by the Buyer under the Purchase Agreement
(i) constitutes fair and reasonable consideration for the Assets,
(ii) is the highest and best offer for the Assets, (iii) will
provide a greater recover for the Debtors' estates and creditors
than would be provided by any other practically available
alternative, and (iv) constitutes reasonably equivalent value and
fair consideration.

Haggen Holdings, LLC, and its affiliated debtors are represented
by:

          Matthew B. Lunn, Esq.
          Robert F. Poppiti,Jr., Esq.
          Ian J. Bambrick, Esq.
          Ashley E. Jacobs, Esq.
          YOUNG CONAWAY STARGATT & TAYLOR LLP
          Rodney Square
          1000 North King Street
          Wilmington, DE 19801
          Telephone: (302)571-6600
          Facsimile: (302)571-1256
          E-mail: mlunn@ycst.com
                  rpoppiti@ycst.com
                  ibambrick@ycst.com
                  ajacobs@ycst.com

                 - and -

          Frank A. Merola, Esq.
          Sayan Bhattacharyya, Esq.
          Elizabeth Taveras, Esq.
          STROOCK & STROOCK & LAVAN LLP
          180 Maiden Lane
          New York, NY 10038
          Telephone: (212)806-5400
          Facsimile: (212)806-6006
          E-mail: fmerola@stroock.com
                  sbhattacharyya@stroock.com
                  etaveras@stroock.com

                      About Haggen Holdings

Headquartered in Bellingham, Washington, Haggen was founded in
1933
as a single grocery store.  From 1933 to 2014, Haggen grew into a
30 store family-run grocery chain, with stores located in the
northwestern United States.  From 2011 to 2014, Haggen reduced its
store base to 18, including a stand-alone pharmacy location.

Haggen rapidly expanded in 2014 and 2015, and, as of the Petition
Date, Haggen owned and operated 164 stores through three operating
companies: Haggen, Inc., Haggen Opco North, LLC and Haggen Opco
South, LLC.

Haggen Holdings, LLC, and its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 15-11874 to
15-11879) on Sept. 8, 2015, with the intention of reorganizing, or
selling as a going concern, their stores for the benefit of their
creditors.

The petitions were signed by Blake Barnett, the chief financial
officer.

The Debtors estimated assets of $50 million to $100 million and
estimated liabilities of $10 million to $50 million.

Young, Conaway, Stargatt & Taylor, LLP, is serving as the Debtors'
local counsel.  Stroock & Stroock & Lavan LLP serves as the
Debtors' general counsel.  Alvarez & Marsal North America, LLC,
acts as the Debtors' financial advisor.  Kurtzman Carson
Consultants LLC serves as the Debtors' claims and noticing agent.

In September 2015, T. Patrick Tinker, assistant U.S. trustee for
Region 3, appointed seven creditors to the official committee of
unsecured creditors.


HOPKINTON DRUG: Case Summary & 14 Unsecured Creditors
-----------------------------------------------------
Debtor: Hopkinton Drug, Inc.
        52 Main Street
        Hopkinton, MA 01748

Case No.: 16-40234

Chapter 11 Petition Date: February 19, 2016

Court: United States Bankruptcy Court
       District of Massachusetts (Worcester)

Judge: Hon. Christopher J. Panos

Debtor's Counsel: David M. Nickless, Esq.
                  NICKLESS, PHILLIPS AND O'CONNOR
                  625 Main Street
                  Fitchburg, MA 01420
                  Tel: (978) 342-4590
                  Fax: (978) 343-6383
                  E-mail: dnickless@npolegal.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

Largest unsecured creditor: Caremark, $890,000

The petition was signed by Dennis Katz, president.

A list of the Debtor's 14 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mab16-40234.pdf


HORIZON VILLAGE: Reorganization Plan Declared Effective
-------------------------------------------------------
Horizon Village Square, LLC, notified the U.S. Bankruptcy Court for
the District of Nevada that the effective date of its Amended Plan
of Reorganization is February 1, 2016.

The Administrative Claim Bar Date for filing Requests for Payment
of all Administrative Claims against Debtor, including Claims under
Section 503(b) of the Bankruptcy Code, and all final applications
for allowance and disbursement of Professional Fees and Trustee
Fees, will be April 1, 2016.

Judge Mike K. Nakagawa in Nevada confirmed on Dec. 7, 2015, the
Debtors' Plan.  Judge Nakagawa clarified that the Plan does not
discharge in bankruptcy, nor cure any defaults, of the obligations
of any persons or entities other than or in addition to the Debtor.
The judge also said the Plan does not apply to Section 7.4 of the
Term Loan Agreement, dated February 13, 2008, provided that the
borrower's failure to obtain the lender's consent with respect to
any existing lease will not constitute an event of default on the
obligation owed by the borrower to the lender.

Judge Nakagawa held that, despite objection from Wells Fargo Bank,
N.A., the holder of a prepetition loan secured by the Debtor's
property, the disputed and undisputed elements of Section 1129(a)
of the Bankruptcy Code have been met as necessary, including the
impaired class acceptance requirement of Section 1129(a)(10).
Judge Nakagawa found that the Amended Plan is fair and equitable
under Section 1129(b) with respect to its treatment of Wells
Fargo.

                      About Horizon Village

Four related Las Vegas, Nevada-based entities sought Chapter 11
bankruptcy protection on July 13, 2011.  The businesses are owned
or managed by local business people and firms, including Todd
Nigro, Nigro Development LLC, a Nigro family trust and other
investors.

Horizon Village Square LLC (Bankr. D. Nev. Case No. 11-21034) owns
the Vons-anchored Horizon Village Square Shopping Center near
I-515 and Horizon Drive in Henderson.  The property includes five
retail buildings with nearly 43,000 square feet of space.

Ten Saints LLC (Bankr. D. Nev. Case No. 11-21028) owns the 134-
room Hampton Inn & Suites at St. Rose Parkway and Seven Hills
Drive in Henderson.  The Hon. Mike K. Nakagawa of the U.S.
Bankruptcy Court for the District of Nevada on Nov. 18, 2011,
entered a final decree closing the Chapter 11 case of Ten Saints
LLC.

Beltway One Development Group LLC (Bankr. D. Nev. Case No.
11-21026) owns the Desert Canyon Business Park at Russell Road
and the Las Vegas Beltway. It has two buildings and 15 acres.

Nigro HQ LLC (Bankr. D. Nev. Case No. 11-21014) owns an office
building at 9115 W. Russell Road occupied by Bank of George,
Infinity Plus LLC and Nigro Construction Inc.

Todd Nigro said the four bankruptcies were caused by threatened
foreclosures -- typically related to Wells Fargo Bank demanding
payments to keep loan-to-value ratios at specified levels.

Judge Mike K. Nakagawa presides over the cases.  Lawyers at Gordon
Silver serve as the Debtors' bankruptcy counsel.  The bankruptcy
petitions estimated assets and debts from $1 million to
$10 million each for Nigro HQ; and from $10 million to $50 million
in both assets and debts for Horizon Village, Ten Saints and
Beltway One.  The cases are not jointly administered.

A fifth related business, Russell Boulder LLC, filed for
bankruptcy (Bankr. D. Nev. Case No. 10-29724) on Oct. 19, 2010.
It owns the 600-suite Siena Suites extended stay property at
Boulder Highway and Russell Road.

Edward M. Zachary, Esq., at Bryan Cave LLP, in Bryan Cave LLP, in
Phoenix, Ariz., and Robert M. Charles, Jr., Esq., at Lewis and
Roca LLP, in Los Vegas, Nev., represent Wells Fargo Bank, N.A., as
counsel.

Horizon Village Square and Wells Fargo have submitted competing
Chapter 11 plans.


HORSEHEAD HOLDING: $90-Mil. DIP Financing Has Interim Approval
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware granted, in
the interim, debtors Horsehead Holding Corp., et al.'s motion
seeking authorization to obtain postpetition secured financing.

The Debtors are seeking approval to obtain secured postpetition
financing up to an aggregate principal amount of $90,000,000 ("DIP
Facility"), subject to a Senior Secured Superpriority
Debtor-in-Possession Credit, Security and Guaranty Agreement ("DIP
Credit Agreement"), among Horsehead Corporation, et al., as
Borrowers, Cantor Fitzgerald Securities, as adminstrative agent
("DIP Agent"), and the lenders from time to time a party to the DIP
Facility ("DIP Lenders").

The Court authorized the Debtors to use Cash Collateral and provide
adequate protection to the Prepetition Secured Parties, to the
Prepetition Secured Parties under: (i) that certain indenture for
the 10.5% senior secured notes due 2017, dated as of July 26, 2012,
between and among Horsehead Holding Corp., as issuer, the
guarantors party thereto, and U.S. Bank National Association, in
the principal amount of $205,000,000 and (ii) that certain
revolving credit facility, dated as of June 30, 2015, as amended,
between and among Horsehead Corporation, The International Metals
Reclamation Company, Inc. ("INMETCO") and Horsehead Metal Products,
LLC as borrowers, Horsehead Holding Corp. and Chestnut Ridge
Railroad Corp. as guarantors, Macquarie Bank Limited as
administrative agent, providing for borrowings of up to
$80,000,000.

The Court mandated that the Debtors' borrowings under the DIP
Credit Agreement shall not exceed $38,500,000 pending further order
of the Court.

Andrew Torgove, Managing Director of LMM, an investment banking
firm which has commenced an evaluation of the Debtors' financing
needs and funding alternatives in December 2015, contended that the
DIP Facility will provide the Debtors with immediate access to
liquidity that is necessary to ensure that the Debtors' businesses
are stabilized and value is maximized.  He further contended that
the DIP Facility is in the best interests of the Debtors' estates
and should be approved.

Mr. Torgrove related that the Debtors have agreed, subject to Court
approval, to pay certain fees to the DIP Agent and the DIP Lenders
pursuant to the DIP Agreement. These fees are:

     (a) Interest Rate: 14% per annum paid monthly in arrears in
cash.

     (b) Default Interest Rate: 2% per annum paid monthly in
arrears in cash upon the occurrence and during the continuance of
any event of default, at the election of the required lenders.

     (c) Commitment Fee: 2.5% of the aggregate commitments under
the facility to be paid upon the Closing Date in cash or as an
original issue discount plus an unused commitment fee of four
percent per annum of the aggregated unfunded commitments under the
DIP Facility paid monthly in arrears.

     (d) Exit Premium: All repayments of principal amount of loans
issued under the DIP Facility are subject to a premium equal to two
and one-half percent payable upon repayment of such principal.

Macquarie currently holds a lien in the accounts receivable and
inventory of all of the Debtors, except Zochem, Inc. ("Existing
Working Capital Collateral").  While it will retain such liens, the
Debtors project a cash burn that will involve the use of some of
Macquarie's collateral during the course of the chapter 11 cases.
Mr. Torgrove related told the Court that it is clear that the terms
of the DIP Facility adequately protect Macquarie for any diminution
in value.  He further related that as part of the DIP Facility, not
only is Macquarie retaining their existing first liens in the
Existing Working Capital Collateral, but Macquarie is also being
granted first priority replacement liens on other assets of the
Debtors, including those at Zochem, in which it currently lacks any
security.  Mr. Torgrove told the Court that the assets in which
Macquarie is being granted a new first lien include cash, accounts
receivable, and inventory at Zochem that are approximately equal to
the entire amount of Macquarie's secured claim, as well as a
business that has value likely exceeding the amount of the cash,
accounts receivable, and inventory at Zochem by a significant
margin.

The Debtors require the DIP Facility and the use of Cash Collateral
to repay certain outstanding debt obligations as set forth in the
DIP Credit Agreement, for general corporate purposes, to pay
administrative expenses for goods and services in the ordinary
course of business, and to pay fees and expenses and other
obligations arising from the DIP Facility and as set forth in the
DIP Documents.  The Debtors are unable to obtain financing on more
favorable terms and conditions, both with regard to the DIP
Facility itself as well as with regard to support for the Debtors'
overall restructuring efforts, from sources other than the DIP
Lenders.

As of the Petition Date, each Debtor, other than Zochem Inc., is
unconditionally indebted and liable to the Prepetition Senior
Secured Notes Parties, without defense, counterclaim or offset of
any kind, for all of the obligations under the Prepetition Senior
Secured Notes Documents, including the $205,000,000 issued pursuant
to the Senior Secured Notes Indenture, plus accrued and unpaid
interest and fees in accordance with the terms of the Prepetition
Senior Secured Note Documents.

As of the Petition Date, Zochem, as borrower, and Horsehead
Holding, as guarantor, are unconditionally indebted and liable,
without defense, counterclaim or offset of any kind, for all of the
obligations under the Zochem Facility, totaling not less than
$18,519,100.18, plus accrued and unpaid interest and fees in
accordance with the terms of the Zochem Credit Agreement and the
other Zochem Documents.  The Zochem Debt Obligations are secured
by, subject to permitted liens, certain first priority security
interests in and liens on certain of Zochem's assets.

The Debtors related that pursuant to an indenture dated July 29,
2014 ("Prepetition Unsecured Notes Indenture"), between and among
Horsehead Holding Corp., as issuer, the Subsidiary Guarantors, and
U.S. Bank National Association, Horsehead Corp. issued the 9.00%
senior secured notes due 2020, and as of the Petition Date,
$40,000,000 in aggregate principal amount of Prepetition Unsecured
Notes, together with any amounts incurred or accrued but unpaid
prior to the Petition Date in accordance with the Prepetition
Unsecured Notes Documents, including accrued and unpaid interest,
any fees, expenses and disbursements, was outstanding.

The Final Hearing was scheduled for Feb. 22, 2016 at 3:00 p.m.

                    Macquarie Bank's Objection

Macquarie Bank Limited contends that the adequate protection
package offered to Macquarie under the proposed DIP Facility is
manifestly inadequate to protect Macquarie's interests.  The
Debtors propose to provide Macquarie "adequate protection" in the
form of replacement liens in the Debtors' assets and an allowed
superpriority administrative claim, subject to a carve-out in the
DIP Facility, that actually diminishes Macquarie's security.
Macquarie asserted that the protection offered to it is illusory
because the terms of the Proposed DIP Facility permit Debtors to
utilize the net proceeds from the sale or disposition of Collateral
to pay obligations under the DIP Facility prior to the payment of
obligations senior to the DIP Facility -- such as Macquarie's
secured interests, resulting in a de facto non-consensual priming
of Macquarie's senior security interests. Macquarie added that the
Debtors' offer of adequate protection fails to provide for the
payment of the interest, fees and expenses to which Macquarie is
entitled under the Bankruptcy Code and the Macquarie Credit
Agreement.

Horsehead Holding Corp. and its affiliated debtors are represented
by:

          Laura Davis Jones, Esq.
          James E. O'Neill, Esq.
          Joseph M. Mulvihill, Esq.
          PACHULSKI STANG ZIEHL & JONES LLP
          919 North Market Street, 17th Floor
          P.O. Box 8705
          Wilmington, DE 19899-8705 (Courier 19801)
          Telephone: (302)652-4100
          Facsimile: (302)652-4400
          E-mail: ljones@pszjlaw.com
                 joneill@pszjlaw.com
                 jmulvihill@pszjlaw.com

                 - and -

          James H.M. Sprayregen, Esq.
          Patrick J. Nash, Jr., Esq.
          Ryan Preston Dahl, Esq.
          KIRKLAND & ELLIS LLP
          KIRKLAND & ELLIS INTERNATIONAL LLP
          300 North LaSalle
          Chicago, IL 60654
          Telephone: (312)862-2000
          Facsimile: (312)862-2200
          E-mail: james.sprayregen@kirkland.com
                  patrick.nash@kirkland.com
                  ryan.dahl@kirkland.com

Macquarie Bank Limited is represented by:

          Matthew B. Lunn, Esq.
          Donald J. Bowman, Jr., Esq.
          YOUNG CONAWAY STARGATT & TAYLOR, LLP
          Rodney Square
          1000 North King Street
          Wilmington, Delaware 19801
          Telephone: (302)571-6600
          Facsimile: (302)571-1253
          E-mail: mlunn@ycst.com
                  dbowman@ycst.com

                 - and -

          Mark A. Speiser, Esq.
          Curtis C. Mechling, Esq.
          Claude Szyfer, Esq.
          Sherry J. Millman, Esq.
          STROOCK & STROOCK & LAVAN LLP
          180 Maiden Lane
          New York, NY 10038
          Telephone: (212)806-5400
          Facsimile: (212)806-6006
          E-mail: mspeiser@stroock.com
                  cmechling@stroock.com
                  cszyfer@stroock.com
                  smillman@stroock.com

                  About Horsehead Holding Corp.

Horsehead Holding Corp. is the parent company of Horsehead
Corporation, a U.S. producer of specialty zinc and zinc-based
products and a leading recycler of electric arc furnace dust; The
International Metals Reclamation Company, LLC ("INMETCO"), a
leading recycler of metals-bearing wastes and a leading processor
of nickel-cadmium (NiCd) batteries in North America; and Zochem
Inc., a zinc oxide producer located in Brampton, Ontario.
Horsehead, headquartered in Pittsburgh, Pa., has seven facilities
throughout the U.S. and Canada.  The Debtors currently employ
approximately 730 full-time individuals.

Horsehead Holding Corp., Horsehead Corporation, Horsehead Metal
Products, LLC, The International Metals Reclamation Company, LLC,
and Zochem Inc. filed Chapter 11 bankruptcy petitions (Bankr. D.
Del. Case Nos. 16-10287 to 16-10291) on Feb. 2, 2016.  The
petition
was signed by Robert D. Scherich as vice president and chief
financial officer.  Judge Christopher S. Sontchi is assigned to
the
case.

The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, RAS Management
Advisors, LLC as financial advisor, Lazard Middle Market LLC as
investment banker, Epiq Bankruptcy Solutions, LLC as claims and
noticing agent and Aird & Berlis LLP as Canadian counsel.

The Debtors disclosed total assets of $1 billion and total
liabilities of $544.6 million.  As of the Petition Date, the
Debtors' consolidated long-term debt obligations totaled
approximately $420.7 million.


HORSEHEAD HOLDING: '341' Meeting of Creditors Set for March 11
--------------------------------------------------------------
The meeting of creditors of Horsehead Holding Corp. is set to be
held on March 11, 2016, at 2:00 p.m., according to a filing with
the U.S. Bankruptcy Court for the District of Delaware.

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

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

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

                       About Horsehead Holding

Horsehead Holding Corp. is the parent company of Horsehead
Corporation, a U.S. producer of specialty zinc and zinc-based
products and a leading recycler of electric arc furnace dust; The
International Metals Reclamation Company, LLC ("INMETCO"), a
leading recycler of metals-bearing wastes and a leading processor
of nickel-cadmium (NiCd) batteries in North America; and Zochem
Inc., a zinc oxide producer located in Brampton, Ontario.
Horsehead, headquartered in Pittsburgh, Pa., has seven facilities
throughout the U.S. and Canada.  The Debtors currently employ
approximately 730 full-time individuals.

Horsehead Holding Corp., Horsehead Corporation, Horsehead Metal
Products, LLC, The International Metals Reclamation Company, LLC,
and Zochem Inc. filed Chapter 11 bankruptcy petitions (Bankr. D.
Del. Case Nos. 16-10287 to 16-10291) on Feb. 2, 2016.  The petition
was signed by Robert D. Scherich as vice president and chief
financial officer.  Judge Christopher S. Sontchi is assigned to the
case.

The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, RAS Management
Advisors, LLC as financial advisor, Lazard Middle Market LLC as
investment banker, Epiq Bankruptcy Solutions, LLC as claims and
noticing agent and Aird & Berlis LLP as Canadian counsel.

The Debtors disclosed total assets of $1 billion and total
liabilities of $544.6 million.  As of the Petition Date, the
Debtors' consolidated long-term debt obligations totaled
approximately $420.7 million.


HORSEHEAD HOLDING: U.S. Trustee Forms Seven-Member Committee
------------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, appointed seven
creditors of Horsehead Holding Corp. to serve on the official
committee of unsecured creditors.

The unsecured creditors are:

     (1) Delaware Trust Company as Trustee
         Attn: Sandra E. Horwitz
         2711 Centreville Rd.
         Wilmington, DE, 19808
         Phone: 877-374-6010
         Fax: 302-636-8666

     (2) Wilmington Trust as Trustee
         Attn: Steven Cimalore
         1100 N. Market Street
         Wilmington, DE, 19801
         Phone: 302-636-6058
         Fax: 302-636-4140

     (3) Hudbay Marketing & Sales Inc.
         Attn: Eugene Lee
         25 York St. Ste. 800
         Toronto, ON M5J 2V5 Canada
         Phone: 416-601-9540

     (4) Chemicals Inc.
         Attn: Richard Winans
         1270 Osborne Dr.
         Fairfield, OH 45014
         Phone: 513-682-2000
         Fax: 513-682-2008

     (5) Powers Coal and Coke
         Attn: Martin J. Powers
         4807 Rocksied Road, Ste. 240
         Cleveland, OH 44131
         Phone: 216-264-4804
         Fax: 216-264-4815

     (6) United Steelworkers
         Attn: David R. Jury
         60 Boulevard of the Allies, Rm 807
         Pittsburgh, PA 15222
         Phone: 412-562-2545
         Fax: 412-562-2574

     (7) Dhandho Holdings Corp.
         Attn: Fahad Missmar
         206 Tetuan Street, Ste. 703
         San Juan, Puerto Rico 00902
         Phone: 1 787-395-7287

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 Horsehead Holding

Horsehead Holding Corp. is the parent company of Horsehead
Corporation, a U.S. producer of specialty zinc and zinc-based
products and a leading recycler of electric arc furnace dust; The
International Metals Reclamation Company, LLC ("INMETCO"), a
leading recycler of metals-bearing wastes and a leading processor
of nickel-cadmium (NiCd) batteries in North America; and Zochem
Inc., a zinc oxide producer located in Brampton, Ontario.
Horsehead, headquartered in Pittsburgh, Pa., has seven facilities
throughout the U.S. and Canada.  The Debtors currently employ
approximately 730 full-time individuals.

Horsehead Holding Corp., Horsehead Corporation, Horsehead Metal
Products, LLC, The International Metals Reclamation Company, LLC,
and Zochem Inc. filed Chapter 11 bankruptcy petitions (Bankr. D.
Del. Case Nos. 16-10287 to 16-10291) on Feb. 2, 2016.  The petition
was signed by Robert D. Scherich as vice president and chief
financial officer.  Judge Christopher S. Sontchi is assigned to the
case.

The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, RAS Management
Advisors, LLC as financial advisor, Lazard Middle Market LLC as
investment banker, Epiq Bankruptcy Solutions, LLC as claims and
noticing agent and Aird & Berlis LLP as Canadian counsel.

The Debtors disclosed total assets of $1 billion and total
liabilities of $544.6 million.  As of the Petition Date, the
Debtors' consolidated long-term debt obligations totaled
approximately $420.7 million.


HOUSE NURSERY: Court Approves Bid to Enforce Plan Provisions
------------------------------------------------------------
House Nursery, Ltd., filed a Motion to Enforce Plan Provisions.
Regions Bank, a secured creditor, objects to the motion.

The Motion seeks a declaration and enforcement of certain terms of
the Chapter 11 plan of reorganization that was confirmed in this
Court by an order entered on May 27, 2014, which the Debtor asserts
imposes a duty upon Regions Bank to foreclose upon certain
properties and, more significantly, requires the Bank to apply
credits to the debts owed by the Debtor to the Bank in amounts
designated in the confirmed Plan.

In a Memorandum of Decision dated February 9, 2016, which is
available at http://is.gd/qSVBDlfrom Leagle.com, Judge Bill Parker
of the United States Bankruptcy Court for the Eastern District of
Texas, Tyler Division, granted the Debtor's Motion to Enforce
Plan.

Accordingly, Judge Park directed Regions Bank to immediately comply
with the terms of the confirmed plan of liquidation in this case
and accept from the Debtor the tender of the tracts of real
property of the confirmed Third Amended Plan; and the indebtedness
of the Debtor to Regions Bank, as reflected in the allowed secured
claim held by Regions Bank pertaining to those tracts of real
property, will be credited in the amounts as set forth for each
respective property of the Order Confirming Third Amended Plan of
Reorganization, and the exhibits thereto, as entered by the Court
on May 27, 2014.

The case is IN RE: HOUSE NURSERY, LTD. xx-xxx2747 P. O. Box 110,
Brownsboro, TX 75756, Chapter 11, Confirmed Liquidating Debtor,
Case No. 13-60690 (Bankr. E.D. Tex.).

House Nursery, Ltd, Debtor, is represented by Patrick Kelley, Esq.
-- patkelley@icklaw.com -- Ireland, Carroll, & Kelley.

US Trustee, U.S. Trustee, represented by Marcus Salitore, US
Trustee Office.


IMAGINE! PRINT: S&P Assigns 'B' CCR & Rates Proposed Facility 'B'
-----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its 'B'
corporate credit rating to Imagine! Print Solutions LLC.  The
rating outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's proposed senior secured credit
facility, which consists of a $40 million revolving credit facility
due 2021 and a $320 million term loan due 2022.  The '3' recovery
rating indicates S&P's expectation for meaningful recovery
(50%-70%; lower half of the range) of principal for lenders in the
event of a payment default.

"Our 'B' corporate credit rating on Imagine! reflects our
assessment of the company's small scale, narrow business focus, and
key customer concentration in a very fragmented market," said
Standard & Poor's credit analyst Thomas Hartman.  "The company's
financial sponsor ownership and high adjusted pro forma debt
leverage are additional key rating factors."

The stable rating outlook reflects S&P's expectation that Imagine!
will generate low- to mid-single-digit revenue growth, given its
niche market position in a print industry in secular decline.  S&P
also expects that the company will continue to generate stable free
operating cash flow, leverage will remain in the 5x area, and
liquidity will remain adequate.

S&P could lower its corporate credit rating on Imagine! if the
company's operating performance weakens, likely due to an
operational misstep that results in lost customers or through
increased competition and pricing pressure.  Under this scenario,
S&P would expect revenue to decline by at least 10%, some margin
compression, and free operating cash flow to approach a breakeven
level.  S&P could also lower the rating if it expects the covenant
cushion to fall below 15% for a sustained period.

S&P could raise the rating if the Imagine!'s leverage improves to
the mid- to low-4x area, and S&P become convinced that the company
is unlikely to make leveraging transactions, such as debt-financed
dividends or acquisitions.  S&P could also raise the rating if
Imagine! is able to show meaningful diversification of its customer
base and product offerings, specifically its creative and marketing
services functions.


IMPLANT SCIENCES: Incurs $3.31 Million Net Loss in 2nd Quarter
--------------------------------------------------------------
Implant Sciences Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $3.31 million on $10.3 million of revenues for the three months
ended Dec. 31, 2015, compared to a net loss of $6.24 million on
$2.14 million of revenues for the same period in 2014.

For the six months ended Dec. 31, 2015, the Company reported a net
loss of $4.22 million on $24.7 million of revenues compared to a
net loss of $11.6 million on $4.01 million of revenues for the six
months ended Dec. 31, 2014.

As of Dec. 31, 2015, the Company had $15.4 million in total assets,
$96.46 million in total assets, and a total stockholders' deficit
of $81.1 million.

                      Bankruptcy Warning

"We will require substantial funds for further research and
development, regulatory approvals, and the marketing of our
explosives detection products.  Our working capital requirements
depend on numerous factors, including but not limited to the
progress of our research and development programs; the cost of
filing, prosecuting, defending and enforcing any intellectual
property rights; competing technological and market developments;
changes in our development of commercialization activities and
arrangements; and the hiring of additional personnel, and acquiring
capital equipment.  Our failure to achieve our projections and/or
obtain sufficient additional capital on acceptable terms would have
a material adverse effect on our liquidity and operations and could
require us to file for protection under bankruptcy laws," the
Company stated in the report.

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

                       http://is.gd/3BgNES

                      About Implant Sciences

Implant Sciences Corporation (OBB: IMSC.OB) --
http://www.implantsciences.com/-- develops, manufactures and
sells sensors and systems for the security, safety and defense
(SS&D) industries.

Marcum LLP, in Boston, Massachusetts, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2015, citing that the Company has had recurring net
losses and continues to experience negative cash flows from
operations.  As of Sept. 15, 2015, the Company's principal
obligation to its primary lenders was approximately $65,046,000 and
accrued interest of approximately $15,393,000.  The Company is
required to repay all borrowings and accrued interest to these
lenders on March 31, 2016.  These conditions raise substantial
doubt about its ability to continue as a going concern.


INTEGRATED BIOPHARMA: Incurs $63,000 Net Loss in Second Quarter
---------------------------------------------------------------
Integrated Biopharma, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $63,000 on $10.41 million of net sales for the three months
ended Dec. 31, 2015, compared to net income of $547,000 on $10.29
million of net sales for the same period in 2014.

For the six months ended Dec. 31, 2015, the Company reported net
income of $178,000 on $19.9 million of net sales compared to net
income of $950,000 on $18.9 million of net sales for the six months
ended Dec. 31, 2014.

As of Dec. 31, 2015, Integrated Biopharma had $14.2 million in
total assets, $23.3 million in total liabilities and a total
stockholders' deficiency of $9.12 million.

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

                        http://is.gd/a9cTFF

                     About Integrated BioPharma

Based in Hillside, N.J., Integrated BioPharma, Inc. (INBP.OB) --
-- http://www.healthproductscorp.us/-- is engaged primarily in
manufacturing, distributing, marketing and sales of vitamins,
nutritional supplements and herbal products.  The Company's
customers are located primarily in the United States.  The Company
was previously known as Integrated Health Technologies, Inc., and,
prior to that, as Chem International, Inc.  The Company was
reincorporated in its current form in Delaware in 1995.  The
Company continues to do business as Chem International, Inc., with
certain of its customers and certain vendors.

Integrated Biopharma reported net income of $735,000 on $37.5
million of net sales for the year ended June 30, 2015, compared to
net income of $131,000 on $33.7 million of net sales for the year
ended June 30, 2014.


J. LLOYD: Court Denies SWI's Bid to Dismiss Suit
------------------------------------------------
On August 13, 2015, Plaintiff J. Lloyd International, Inc., filed a
Complaint containing two counts. Count I alleges that Defendant
Super Wings International, Ltd., breached a contract by refusing to
release tooling and molds to JLI.  Count II alleges that SWI's
actions constitute conversion of the tooling and molds.

SWI filed a Motion to Dismiss or to Quash Service and the Plaintiff
filed a Motion for Alternative Service of Summons and Complaint on
the Defendant.  On February 2, 2016, the court held a telephonic
hearing and heard argument on the Motions.

In an Order dated February 8, 2016, which is available at
http://is.gd/VnkBpvfrom Leagle.com, Chief District Judge Linda R.
Reade of the United States District Court for the Northern District
of Iowa, Cedar Rapids Division, denied the SWI Motion and denied as
moot the JLI Motion.

The case is J. LLOYD INTERNATIONAL, INC., Plaintiff, v. SUPER WINGS
INTERNATIONAL, LTD., Defendant, No. 15-CV-74-LRR (N.D. Iowa).

J. Lloyd International, Inc, Plaintiff, is represented by Ann
Gronlund, Esq. -- agronlund@BradyPrestonBrown.com -- Brady Preston
Brown PC & Matthew L Preston, Esq. --
mpreston@BradyPrestonBrown.com -- Brady Preston Brown PC.

Super Wings International, Ltd, Defendant, is represented by Dawn
Marie Gibson, Esq. -- dgibson@simmonsperrine.com -- Simmons Perrine
Moyer Bergman PC, Eric W Lam, Esq. -- elam@simmonsperrine.com --
Simmons Perrine Moyer Bergman PLC & Mark A Roberts, Esq. --
mroberts@simmonsperrine.com -- Simmons Perrine Moyer Bergman PLC.

On July 28, 2014, J. Lloyd International, Inc., filed a Chapter 11
petition for relief in the United States Bankruptcy Court for the
Northern District of Iowa.


KALOBIOS PHARMACEUTICALS: Fails to Show Need for Staff Bonuses
--------------------------------------------------------------
Vince Sullivan at Bankruptcy Law360 reported that a Delaware
bankruptcy judge on Feb. 16, 2016, held off ruling on KaloBios'
motion to pay retention bonuses to the handful of employees
remaining after the arrest of former CEO Martin Shkreli, saying she
needed to hear from different company executives about the need for
the plan.  U.S. Bankruptcy Judge Laurie Selber Silverstein said the
testimony of interim Chief Financial Officer Dean Witter III, while
forthright, did not convince her that the $200,000 bonus proposal
was necessary to keep the five remaining KaloBios Pharmaceuticals
Inc. employees.

                 About KaloBios Pharmaceuticals

Based in South San Francisco, Calif., KaloBios Pharmaceuticals,
Inc., is a company biopharmaceutical company focused on the
development of monoclonal antibody therapeutics.

The Company's balance sheet at March 31, 2015, showed $32.0
million in total assets, $15.9 million in total liabilities, and a
stockholders' deficit of $16.1 million.

KaloBios Pharmaceuticals (Nasdaq: KBIO) on Dec. 29, 2015, filed a
voluntary petition for bankruptcy protection under Chapter 11 of
Title 11 of the United States Bankruptcy Code.  The filing was
made in the U.S. Bankruptcy Court for the District of Delaware
(Case No. 15-12628).

The Company is represented by Eric D. Schwartz of Morris, Nichols,
Arsht & Tunnell.


KINROSS GROUP: S&P Lowers CCR to BB+ on Revised Risk Profile
------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its long-term
corporate credit rating on Toronto-based gold producer Kinross Gold
Corp. to 'BB+' from 'BBB-'. The outlook is stable.

At the same time, Standard & Poor's lowered its issue-level rating
to 'BB+' from 'BBB-' on the company's senior unsecured notes, and
assigned a '3' recovery rating to the notes. The '3' recovery
rating corresponds with meaningful (50%-70%, at the upper half of
the range) recovery in S&P's simulated default scenario.

"The downgrade on Kinross primarily follows the change in our
assessment of the company's business risk profile to fair from
satisfactory," said Standard & Poor's credit analyst Jarrett
Bilous.

S&P said it expects the company's competitive position to remain
weaker than its investment-grade peers over the next two years,
which primarily reflects Kinross' comparatively higher cost
structure. In addition, S&P expects that the company's
profitability will remain highly reliant on Kinross' low-cost
Russian operations (Kupol/Dvoinoye) at least over the next year,
which contribute to operating risk exposure that S&P no longer
considers commensurate with a 'BBB-' rating.

The rating action also follows the downward revision to S&P's gold
price assumption, which S&P estimates will contribute to earnings
and cash flow below S&P's previous expectations. S&P's intermediate
financial risk assessment on Kinross is unchanged, and it expects
the company to generate an adjusted debt-to-EBITDA

S&P said, "The stable outlook reflects our view that Kinross will
generate adjusted debt-to-EBITDA in the mid-2x area over the next
12 months, which we believe is sufficient for the company to
maintain an intermediate financial risk profile. We also expect
Kinross to generate at least breakeven free operating cash
flow over the next two years, based on an average gold price of
US$1,100 per ounce.

"We could lower the ratings on Kinross if we believe the company
will generate sustained adjusted debt-to-EBITDA that approaches 3x
or if it sustains FFO-to-debt near 20% over the next 12 months. In
this scenario, we would expect the company to generate a free
operating cash flow deficit over this period, which could result
from gold prices below our US$1,100 per ounce assumption, cash
costs modestly above our estimates, or higher-than-expected capital
expenditures.

"Although unlikely over the next 12 months, we could raise our
rating on Kinross if we expect the company will generate adjusted
debt-to-EBITDA below 2x and sustain FFO-to-debt in the mid-40%
area, while maintaining a fair business risk profile. In this
scenario, we would expect earnings and cash flow growth mainly from
materially higher average gold prices that lead to increased free
operating cash flow available for debt repayment."


KNORR'S USED: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Knorr's Used Equipment, Inc.
        7295 Old Berwick Road
        Bloomsburg, PA 17815-8677

Case No.: 16-00618

Chapter 11 Petition Date: February 19, 2016

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Wilkes-Barre)

Judge: Hon. John J Thomas

Debtor's Counsel: John H. Doran, Esq.
                  DORAN & DORAN, P.C.
                  69 Public Square, Suite 700
                  Wilkes-Barre, PA 18701
                  Tel: 570 823-9111
                  Fax: 570 829-3222
                  E-mail: jdoran@doran-law.net

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by James W. Knorr, president.

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


LIME ENERGY: Hires CohnReznick as New Accountants
-------------------------------------------------
Lime Energy Co. disclosed in a Form 8-K filed with the Securities
and Exchange Commission that the Audit Committee of the Board of
Directors of the Company completed a competitive process to engage
an independent registered public accounting firm for the Company's
fiscal year ending Dec. 31, 2016.  

As a result of this process, the Committee approved the engagement
of CohnReznick LLP.  On Feb. 12, 2016, the Company informed BDO
USA, LLP that the Company has determined not to appoint the firm to
audit the Company's consolidated financial statements for the
fiscal year ended Dec. 31, 2016.

BDO's current engagement remains effective until the issuance of
its report on the Company's consolidated financial statements for
the fiscal year ended Dec. 31, 2015.

The Company said that during the Company's fiscal years ended
Dec. 31, 2014, and Dec. 31, 2015, and the subsequent interim period
through Feb. 12, 2016, the Company had no disagreements with BDO.

BDO's audit report on the Company's consolidated financial
statements for the fiscal years ended Dec. 31, 2013, and 2014, did
not contain an adverse opinion or a disclaimer of opinion, nor was
it qualified or modified as to uncertainty, audit scope, or
accounting principles.

During the Company's fiscal years ended Dec. 31, 2013, Dec. 31,
2014, and Dec. 31, 2015, and the subsequent interim period through
Feb. 11, 2016, neither the Company, nor anyone on its behalf,
consulted CohnReznick.

The Audit Committee's engagement of CohnReznick will be submitted
for stockholder approval at the Company's 2016 Annual General
Meeting of Stockholders.

                      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 Sept. 30, 2015, the Company had $59.85 million in total
assets, $42.50 million in total liabilities, $10.36 million in
contingently redeemable series C preferred stock and $6.97 million
in total stockholders' equity.


LM U.S.: Moody's Withdraws 'B3' Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service has withdrawn all of its ratings on LM
U.S. Member LLC, after BBA Aviation PLC completed its acquisition
of the company and subsequently repaid all of LM U.S. Member's
outstanding indebtedness.

Issuer: LM U.S. Member LLC

Ratings Withdrawn:

  Corporate Family Rating, B3
  Probability of Default Rating, B3-PD
  $110 million first lien revolving credit facility due 2018,
    B2(LGD3)
  $600 million first lien term loan due 2019, B2 (LGD3)
  $25 million first lien term loan due 2019, B2 (LGD3)
  $265.5 million second lien term loan due 2020, Caa2 (LGD5)
   Negative Outlook

                       RATINGS RATIONALE

Moody's has withdrawn the ratings due to the obligation being
repaid.

Headquartered in Houston, TX, Landmark Aviation operates 68 bases
for general aviation services across North America and Western
Europe.  Principal offerings include refueling, light maintenance
and repair of private jets, replacement parts as well as airplane
parking, hangar and chartering on behalf of owners.


LONESTAR GEOPHYSICAL: Says FSB Violated Anti-Tying Provisions
-------------------------------------------------------------
LoneStar Geophysical Surveys L.L.C. ("LSGS") filed an adversary
complaint against Frontier State Bank, et al., before the U.S.
Bankruptcy Court for the Western District of Oklahoma for damages,
attorney fees, and costs of action.

Ross A. Plourde, Esq., at McAfee & Taft APC, in Oklahoma City,
Oklahoma, relates that LSGS was a customer of Frontier State Bank
("FSB") as a result of its negotiations with Joseph Dewey McKean,
Jr., M.D. ("Dr. McKean") and the ultimate provision of a loan by
FSB to LSGS.

Mr. Plourde contends that FSB conditioned the extension of its
$9,000,000 loan to LSGS on the following:

     (a) LSGS's acceptance of a $4,500,000 loan from Cypress
Springs Investments, LP ("CSI") at an interest rate of 20% per
annum;

     (b) LSGS's acceptance of a $500,000 loan from Cypress Springs
Associates, LLC ("CSA") at an interest rate of 20% per annum;

     (c) LSGS's acceptance of CSI's acquisition of a 22.4%
membership interest in LSGS for $450.00;

     (d) LSGS's acceptance of CSA's acquisition of a 2.5%
membership interest in LSGS for $50.00;

     (e) LSGS's acceptance of two managers, elected by CSI, to
serve on LSGS's Board of Managers;

     (f) LSGS's acceptance of one manager, elected by CSA, to serve
on LSGS's Board of Managers;

     (g) LSGS's acceptance of an Advisory Board Member appointed by
a representative of FSB;

     (h) LSGS's payment in full of certain existing loans LSGS had
with Chase Bank despite these Chase Bank loans having lower rates
and prepayment penalties; and

     (i) LSGS's acceptance of an Amended and Restated Operating
Agreement.

Mr. Plourde tells the Court that FSB is in violation of the Bank
Holding Company Acts Anti-Tying Provisions.  He further tells the
Court that the conditions FSB placed on its loan to LSGS were not
designed to protect FSB's investment or ensure timely repayment of
its loan, as evidenced by FSB's attempt to hide the insider loan
from the FDIC by omitting it from FSB's reporting.  Mr. Plourde
alleges that FSB imposed anti-competitive requirements on the loan
to LSGS that ultimately conferred impermissible benefits on FSB,
CSI and CSA, including:

     (a) CSI and CSA are owned, in part, by Dr. McKean, who is the
sole owner of FSB. In addition, other owners of CSI and CSA, such
as Dr. Bock and Dr. Stuemky, serve on the Board of Directors of
FSB.

     (b) FSB impermissibly benefitted CSI and CSA by requiring LSGS
to obtain loans from these entities, which are owned at least in
part by Dr. McKean, Dr. Bock, and Dr. Stuemky.

     (c) The tying arrangement established by FSB provided a
benefit to FSB, CSI, and CSA, permitting all three entities to earn
interest from the loans and, as a result of CSI and CSA's ownership
interest in LSGS, to share in the profits earned by LSGS.

     (d) FSB's tying requirements were also anti-competitive in
that they limited LSGS's ability to obtain additional financing in
at least two ways: (i) because of the cash- flow and financial
burdens placed on LSGS by paying loans with interest rates
significantly above market rates; and (ii) because LSGS's Board of
Managers consisted of individuals who not only lacked knowledge of
or experience in the seismic survey industry, but who also served
in management capacities with LSGS's lenders, including FSB, CSI,
and CSA.

     (e) Despite significant efforts and reaching out to dozens of
banks, private equity funds, and investment banks, LSGS was unable
to obtain additional or alternative financing to the arrangement
imposed by FSB.

     (f)  FSB's tying arrangement was designed to dilute the value
of LSGS so it could be acquired by FSB, CSI, or CSA at a discounted
price.

Mr. Plourde contends that LSGS suffered damages as a direct result
of FSB's tying arrangement, including:

     (a) A decline in the value of LSGS directly attributable to
the tying arrangement required by FSB;

     (b) An inability of LSGS to take certain projects or jobs
because of limitations imposed upon it by FSB, including
limitations in the LSGS Membership Agreement and the LSGS Operating
Agreement;

     (c) The cost of significant pre-payment penalties paid to
Chase Bank as a result of FSB's requirement that the Chase Bank
loans be paid in full;

     (d) FSB's required repayment of loans at Chase Bank that were
at a lower interest rate than the loan LSGS obtained from FSB;

     (e) Interference with LSGS business operations through an
unwarranted forensic audit;

     (f) The cost of a forensic audit that LSGS was never permitted
to review;

     (g) The cost of paying LSGS's counsel to respond to numerous
inquiries from counsel for FSB, CSI, and CSA regarding alleged
improprieties without any supporting documentation for the supposed
improprieties;

     (h) The imposition of managers on the LSGS Board of Managers
without the requisite knowledge of the seismic survey industry
leading to an inability to focus on generating revenue sufficient
to pay the FSB, CSI, and CSA loans;

     (i) The imposition of managers on the LSGS Board of Managers
who were more concerned with repaying FSB, CSI, and CSA than the
best interests of LSGS; and

     (j) FSB's required imposition of loans at interest rates that
are significantly above market interest rates.

LoneStar Geophysical Surveys L.L.C. is represented by:

          Ross Plourde, Esq.
          Steven W. Bugg, Esq.
          MCAFEE & TAFT APC
          10th Floor, Two Leadership Square
          211 North Robinson
          Oklahoma City, OK 73102-7103
          Telephone: (405)235-9621
          Facsimile: (405)235-0439
          E-mail: ross.plourde@mcafeetaft.com
                  steven.bugg@mcafeetaft.com
               
                     About LoneStar Geophysical

LoneStar Geophysical Surveys, LLC, is in the business of acquiring
seismic data for the oil and gas industry.  It owns a fleet of 13
state-of-the-art vibes (vibrators that generate seismic waves) and
a commensurately large inventory of wireless nodes (that receive
those seismic waves and transmit the resulting information for
processing and interpretation).  LoneStar was formed as an
Oklahoma
limited liability company on August 4, 2009, by Heath Harris who
continues to serve as its manager.

LoneStar Geophysical sought Chapter 11 bankruptcy protection
(Bankr. W.D. Okla. Case No. 15-11872) on May 18, 2015.  The Debtor
disclosed total assets of $21,643,793 and total liabilities of
$12,311,768 in its amended schedules.

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


LONESTAR GEOPHYSICAL: Wants to Use Cash Collateral Until April 30
-----------------------------------------------------------------
LoneStar Geographical Survey, L.L.C., asks the U.S. Bankruptcy
Court for the Western District of Oklahoma to authorize its
continued use of cash collateral until April 30, 2016.

LoneStar tells the Court that it has signed contracts that will
allow it to maintain positive cash flow for March and April 2016,
the period of proposed continued use of case collateral.  The
Debtor is currently authorized to use cash collateral through Feb.
29, 2016, and seeks to extend use of cash collateral through April
30, 2016.

LoneStar believes that the only creditor that has or may claim an
interest in LoneStar's cash collateral is Frontier State Bank.
LoneStar had executed a Term Promissory Note in favor of Frontier
State Bank, in the original principal amount of $9,000,000, as well
as a Revolving Promissory Note in the original principal amount of
$1,000,000.  Together with Frontier State Bank, LoneStar is party
to a Security/Pledge Agreement which purports to grant to Frontier
State Bank a security interest in certain assets of LoneStar,
including "all inventory and accounts receivables."  The total
amount claimed by Frontier State Bank at the present time under the
Notes is approximately $6,500,000.

LoneStar asserts that the value of its equipment, accounts
receivable and cash on hand is at least $13,500,000.  It further
asserts that the equity cushion available to Frontier State Bank
exceeds $5,000,000.

LoneStar seeks authorization to use its cash collateral in the
operation of its business.  As adequate protection of any interest
that Frontier State Bank may have in LoneStar's cash collateral,
LoneStar proposes to grant Frontier State Bank a replacement lien
on all postpetition accounts receivable and cash collateral of
LoneStar, to the extent that the prepetition assets that secure
Frontier State Bank's claim are inadequate to satisfy its secured
claim due to the diminishment in the value of its collateral
suffered as a result of LoneStar's use of cash collateral.

LoneStar Geophysical Surveys L.L.C. is represented by:

          Ross Plourde, Esq.
          Steven W. Bugg, Esq.
          MCAFEE & TAFT APC
          10th Floor, Two Leadership Square
          211 North Robinson
          Oklahoma City, OK 73102-7103
          Telephone: (405)235-9621
          Facsimile: (405)235-0439
          E-mail: ross.plourde@mcafeetaft.com
                 steven.bugg@mcafeetaft.com

                    About LoneStar Geophysical

LoneStar Geophysical Surveys, LLC, is in the business of acquiring
seismic data for the oil and gas industry.  It owns a fleet of 13
state-of-the-art vibes (vibrators that generate seismic waves) and
a commensurately large inventory of wireless nodes (that receive
those seismic waves and transmit the resulting information for
processing and interpretation).  LoneStar was formed as an
Oklahoma
limited liability company on August 4, 2009, by Heath Harris who
continues to serve as its manager.

LoneStar Geophysical sought Chapter 11 bankruptcy protection
(Bankr. W.D. Okla. Case No. 15-11872) on May 18, 2015.  The Debtor
disclosed total assets of $21,643,793 and total liabilities of
$12,311,768 in its amended schedules.

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


MAPLE HEIGHTS, OH: Moody's Affirms 'B3' Rating on GOLT Debt
-----------------------------------------------------------
Moody's Investors Service affirms the B3 rating on the City of
Maple Heights, OH's general obligation limited tax (GOLT) debt,
affecting $12.9 million of outstanding bonds.  The outlook remains
negative.

The B3 rating reflects the city's negative cash position and
sustained operating stress that could challenge timely debt service
payment.  The rating also incorporates a prior late payment on Ohio
Water Development Authority (OWDA) loans; weak economic, tax base
and demographic fundamentals which have continued to decline;
average debt burden and above average exposure to unfunded pension
liabilities based on participation in two statewide cost-sharing
plans.

                            Rating Outlook

The negative outlook reflects Moody's expectation that the city's
financial position could deteriorate further given that a financial
recovery plan has not yet been approved and new revenue enhancement
or expenditure reductions have not been implemented.

Factors that Could Lead to an Upgrade

  Sustained economic development leading to expansion and
   diversification of the tax base

  Significant improvement in General and governmental fund
   reserves

  Successful implementation of a feasible financial recovery plan
   that establishes achievable benchmarks

Factors that Could Lead to a Downgrade

  Further economic and demographic challenges

  Worse than projected financial performance in fiscal 2015 or
   further deterioration in fiscal 2016

  Delay or failure to pay debt and debt-like obligations

Legal Security

Debt service on the city's GOLT bonds is secured by the city's
general obligation limited tax pledge, subject to the State of
Ohio's (Aa1 stable) 10 mill limitation.

Use of Proceeds. Not applicable.

Obligor Profile

Maples Heights is a mostly residential, inner-ring suburb of
Cleveland.  As of the 2010 census, the city's population was
23,128.


MATLOCK REALTY: Claims Against Crown Barred by Res Judicata
-----------------------------------------------------------
The Court of Appeals of Texas, Second District, Fort Worth,
affirmed the trial court's dismissal of Matlock Realty Enterprise,
Inc.'s claims against Crown Financial, LLC, after determining they
were barred by res judicata.

On April 16, 2013, the bankruptcy court lifted the automatic stay
against Crown so the latter may complete its foreclosure sale of
Matlock's property in Arlington, Texas under a deed of trust that
Matlock previously executed as security for a note for a $1,100,000
loan from Crown.

On May 15, 2013, the bankruptcy court issued an agreed order
dismissing Matlock's bankruptcy, and the bankruptcy was closed on
May 30, 2013.  The foreclosure sale took place on June 4, 2013 and
Crown purchased the property.  However, Matlock had filed a second
bankruptcy proceeding on June 3, 2013.

Crown filed a "Motion for Retroactive Annulment of the Automatic
Stay" in the bankruptcy court, alleging that neither it nor its
counsel were aware that Matlock had filed a second bankruptcy.  On
June 25, 2013, Matlock filed a response denying that Crown did not
properly receive notice of the second bankruptcy filing.  The court
then rendered an order granting Crown relief from the automatic
stay.  However, the stay was not retroactively annulled so as to
ratify the June 4, 2013 foreclosure sale.

Crown foreclosed the property on September 3, 2013 where once
again, it was the successful bidder at the foreclosure sale.

On October 15, 2013, the bankruptcy court rendered an agreed order
dismissing Matlock's second bankruptcy with prejudice to refiling
for 180 days.

On March 10, 2014, Matlock sued Crown for wrongful foreclosure on
the void June 4, 2013 sale.  Crown filed a motion for summary
judgment alleging that all of Matlock's claims are barred by res
judicata because Matlock could have raised them in the second
bankruptcy proceeding before it was dismissed.  The trial court
dismissed Matlock's claims with prejudice.

In affirming the trial court's ruling, the appellate court found
that Matlock could have raised the claims alleged in its wrongful
foreclosure suit in its second bankruptcy proceeding and that the
bankruptcy court's dismissal order was a final judgment on the
merits.  Thus, the appellate court held that the trial court did
not err by granting summary judgment for Crown dismissing Matlock's
claims on the ground that they are barred by res judicata.

The case is MATLOCK REALTY ENTERPRISE, INC., Appellant, v. CROWN
FINANCIAL, LLC, Appellee,  No. 02-15-00189-CV (Tex. App.).

A full-text copy of the appellate court's February 4, 2016 opinion
is available at http://is.gd/bT0WiVfrom Leagle.com.


MEDICAL ALARM: Reports $39,000 Net Loss in Second Quarter
---------------------------------------------------------
Medical Alarm Concepts Holding, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $39,114 on $342,686 of revenue for the three months
ended Dec. 31, 2015, compared to a net loss of $114,397 on $241,077
of revenue for the same period in 2014.

For the six months ended Dec. 31, 2015, the Company reported a net
loss of $216,494 on $671,632 of revenue compared to a net loss of
$176,390 on $512,081 of revenue for the six months ended Dec. 31,
2014.

As of Dec. 31, 2015, the Company had $217,618 in total assets,
$1.12 million in total liabilities, all current, and a total
stockholders' deficit of $905,187.

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

                      http://is.gd/wJycWd

                      About Medical Alarm

King of Prussia, Pa.-based Medical Alarm Concepts Holding, Inc.,
utilizes new technology in the medical alarm industry to provide
24-hour personal response monitoring services and related products
to subscribers with medical or age-related conditions.

Medical Alarm reported net income of $826,699 on $1.14 million of
revenue for the year ended June 30, 2015, compared to net income of
$225,041 on $1.15 million of revenue for the year ended
June 30, 2014.

Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended June 30, 2015.  The independent auditors noted that
the Company had working capital deficit of $808,693, a
stockholders' deficit of $808,693, did not generate cash from its
operations, and had operating loss for past two years.  These
circumstances, among others, raise substantial doubt about the
Company's ability to continue as a going concern.


MEMPHIS HEALTH: S&P Lowers Rating on Revenue Bonds to 'CCC+'
------------------------------------------------------------
Standard & Poor's Ratings Services lowered to 'CCC+' from 'A-' and
kept on CreditWatch with negative implications its rating on
Memphis Health Education and Housing Facility Board, Tenn.'s
multifamily housing revenue bonds, series 2011A, issued on behalf
of Global Ministries Fellowship (GMF) for the Warren/Tulane Section
8 affordable housing project (Warren/Tulane project).  The rating
was placed on CreditWatch with negative implications on Feb. 2,
2016.  GMF is a Tennessee‐based nonprofit corporation that
specializes in the development and preservation of affordable
housing.

On Feb. 8, 2016, GMF confirmed that, on Feb. 3, 2016, it had
received a "Notice of Abatement" from the Department of Housing &
Urban Development (HUD) indicating that HUD was abating its Section
8 Housing Assistance Payment (HAP) contract for the Warren/Tulane
project, due to a default under the HAP contract by GMF.  Since a
default under the HAP contract triggers cross-defaults under both
the loan agreement and the trust indenture, the bond trustee sent a
notice of default under the trust indenture to the project owner,
an affiliate of GMF, on Feb. 12, 2016.

"The 'CCC+' rating reflects our opinion that the bonds are
vulnerable to onpayment," said Standard & Poor's credit analyst
Karen Fitzgerald.

Section 8 subsidy payments represented the project's primary source
of revenue.  S&P expects that HUD's abatement of the Section 8 HAP
contract will lead to operating losses on the project for the
foreseeable future.  In S&P's view, this in turn will likely result
in insufficient funds available to pay debt service, and ultimately
a default on the rated bonds, within the next two years, unless the
project can be sold in an amount sufficient to redeem bonds in full
or the project's cash flow deficiency is otherwise mitigated.


METADIGM SERVICES: Ex-Workers Seek Certification in WARN Act Suit
-----------------------------------------------------------------
Fola Akinnibi at Bankruptcy Law360 reported that a proposed class
of employees who were allegedly fired from their jobs at a
now-defunct Navigation Capital Partners Inc. subsidiary without
proper notice asked for certification, telling a Delaware federal
judge on Feb. 12, 2016, that their claims are too small to pursue
individually.

The about 200 ex-employees, who are suing Metadigm Services Inc.
under the Worker Adjustment and Retraining Notification Act, said
they were fired from the Atlanta-based utility grid operator in
2013 without the customary 60-day notice required by law.


MOHEGAN TRIBAL: Moody's Affirms B3 CFR & Revises Outlook to Pos.
----------------------------------------------------------------
Moody's Investors Service revised Mohegan Tribal Gaming Authority's
(MTGA) rating outlook to positive from stable.  The company's B3
Corporate Family Rating, B3-PD Probability of Default Rating, B2
bank loan rating, and B3 senior unsecured note rating were
affirmed.  At the same time, Moody's assigned an SGL-2 Speculative
Grade liquidity rating to MTGA, indicating a good liquidity
profile.

"The outlook revision to positive reflects our view that gaming
revenue performance has stabilized in Connecticut.  This, combined
with a lower expense structure, has improved MTGA's ability to
further reduce leverage in advance of additional and significant
direct competition," stated Keith Foley, a Senior Vice President at
Moody's.

"MTGA's leverage has been dropping steadily, to slightly above 5.0
times at Dec. 31, 2015, from about 6.5 times at Sept. 30, 2014.
With close to $100 million of free cash flow in the next 12 months,
that metric should improve further," added Foley.

MTGA's SGL-2 Speculative Grade Liquidity rating acknowledges the
company's positive free cash profile and Moody's expectation that
MTGA will maintain compliance with all of its financial covenants
and not need to draw further on its $100 million revolver.
Approximately $58 million of the $100 million revolver was
outstanding at Dec. 31, 2015.

Ratings affirmed:

  Corporate Family Rating, at B3
  Probability of Default Rating, at B3-PD
  Senior secured credit facilities, at B2 (LGD3)
  Senior unsecured notes due 2021, at B3 (LGD4)

Rating assigned:

  Speculative Grade Liquidity rating, at SGL-2

                       RATINGS RATIONALE

MTGA's B3 Corporate Family Rating is supported by the company's
positive free cash flow profile and Moody's stable US gaming sector
Industry Sector Outlook (ISO).  Gaming revenue performance appears
to have stabilized in Connecticut, as well as throughout the
broader US.  As a result, US regional gaming companies, including
MTGA, have experienced the benefits of their lower and more
efficient cost structures.  This improved operating leverage has
resulted in a greater contribution to EBITDA from each dollar of
revenue.

Key credit concerns include MTGA's heavy revenue and earnings
concentration in Connecticut, a gaming market that remains highly
vulnerable to further competition and the long-term fundamental
challenges to the US gaming industry, including oversupply
conditions, cannibalization, and what appears to be a gradual shift
in consumer preference away from traditional casino gaming. Also
considered is that a majority of MTGA's debt currently matures in
2018.  Assuming 2018 maturities need to be addressed in 2017 so as
not to be classified as current, and assuming that companies would
aim to refinance six to 12 months before the debt becomes current,
then they would need to refinance in early 2017. This time frame is
within Moody's 12-18 month rating outlook horizon.

The positive rating outlook reflects Moody's view that gaming
revenue performance has stabilized in Connecticut. This, combined
with a lower expense structure, has improved MTGA's ability to
further reduce leverage in advance of additional and significant
direct competition.

MTGA's ratings could be raised if the company is able to push out
its 2018 debt maturities.  Approximately 58% of the company's debt
comes due 2018.  This includes close to $930 million of credit
facility debt outstanding due in June 2018 along with about $100
million of 11% senior subordinated debt due in September 2018.
Ratings could be lowered if debt/EBITDA increases above 6.0 times
and/or it appears that MTGA will have difficulty refinancing its
upcoming debt maturities for any reason.

MTGA owns and operates Mohegan Sun, a gaming and entertainment
complex near Uncasville, Connecticut, and Mohegan Sun at Pocono
Downs, a gaming and entertainment facility offering slot machines
and harness racing in Plains Township, Pennsylvania.  MTGA
generated net revenue of about $1.3 billion for the latest 12-month
period ended Dec. 31, 2015.

The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.


MUNDY RANCH: Court Approves Stipulation Closing Chapter 11 Case
---------------------------------------------------------------
The Hon. Robert H. Jacobvitz of the Bankruptcy Court for the
District of New Mexico signed off a stipulated order granting entry
of final decree and closing the Chapter 11 case of Mundy Ranch,
Inc.

The stipulation was entered between the Debtor and the U.S.
Trustee.

According to the Debtor, the Court confirmed its Second Amended
Chapter 11 plan on July 31, 2014.  The estate and case have been
fully administered.  All payments to creditors under the Plan have
been completed, all objections to claims have been resolved, and no
contested matters remain to be resolved.

                        About Mundy Ranch

Mundy Ranch, Inc., filed a Chapter 11 petition (Bankr. D. N.M. Case
No. 12-13015) in Albuquerque, New Mexico.  The Law Office of George
Dave Giddens, PC, in Albuquerque, serves as counsel to the Debtor.
The Debtor estimated assets of $10 million to $50 million and debts
of up to $10 million.

Judge Robert Jacobvitz confirmed on June 2, 2014, the Debtor's
Second Amended Plan of Reorganization dated May 2, 2014, as
modified.  Mundy Ranch generates substantially all of its revenue
from developing and selling parcels of land.  It generates a small
amount of revenue by selling Christmas trees.


NATIONAL VISION: S&P Revises 'B' Rating Outlook to Stable
---------------------------------------------------------
Standard & Poor's Ratings Services affirmed all ratings, including
its 'B' corporate credit rating, on Duluth, Ga.-based National
Vision Inc. (NVI). S&P revised the outlook to stable from
negative.

"The outlook revision reflects our assessment that NVI will be able
to improve performance metrics in the next one to two years,
including debt to EBITDA to the low to mid-5x area," said credit
analyst Adam Melvin. "We base our expectation for better operating
performance and higher in-store traffic on the company's new store
initiatives, profit improvement measures, and its focus on its
flagship brand, America's Best Contacts & Eyeglasses (ABC)."

The stable outlook reflects expected improvement of credit
protection measures. S&P does not anticipate significant
deterioration in operational performance and expect the company to
continue growing as it capitalizes on its host partners'
relationships and strong foothold in large-scale retailer
Wal-Mart.

S&P said, "We could consider a negative rating action if
competitive pressures in the optical industry contribute to
declining credit metrics or the company fails to leverage its
existing Wal-Mart relationship hurting the company's margins.
This could increase leverage over 6.0x on sustained basis or
decrease interest coverage below 3.0x. We calculate that if S&P
adjusted-EBITDA from projected December 2015 levels moderately
declines while maintaining constant debt, it would likely result in
leverage over 6.0x. In addition, based on current full-year 2016
estimates, if leverage declines toward 5.0x and if the company
takes over $175 million for a debt-funded dividend, we could revise
the outlook back to negative.

"We could consider a positive rating action if the company exceeds
our expectations, such that leverage declines below 5x and we
believe the company will not fund a dividend over the next 12
months. In this scenario, NVI substantially benefits from its host
partners' relationships and other commercial partnerships and
investments coupled with further growth and additional upside in
its omnichannel business. We will also consider the likelihood of
debt deleveraging, given NVI's ownership by private equity and the
possibility of a dividend recapitalization."


NEW ENGLAND: Hospital's Suit vs HHS Secretary Dismissed
-------------------------------------------------------
Judge Terrence G. Berg of the United States District Court for the
Eastern District of Michigan, Southern Division, dismissed, without
prejudice, the case filed by Select Specialty Hospital-Ann Arbor,
Inc., against the Secretary of Health and Human Services for
declaratory and injunctive relief.

Select Specialty, a hospital in Ypsilanti, Michigan, treated
patient Milda Mattila from December 27, 2012, through April 12,
2013.  Mattila was insured by Medicare.  However, Medicare has not
reimbursed Select Specialty, maintaining that the hospital has not
filed a valid claim for reimbursement and the statutory deadline to
do so has expired.

Select Specialty sued the Secretary seeking declaratory and
injunctive relief.  The Secretary moved to dismiss the case,
alleging that the court has no subject matter jurisdiction over the
case.  The Secretary alleged that Select Specialty (1) never
presented its claim to the Secretary or received an initial claim
determination; and thus could not (2) exhaust its administrative
remedies by appealing an initial determination through the
administrative appeals process and receive a final decision from
the Secretary for the court to review.  In short, the Secretary
argued that Select Specialty was attempting to bypass the
administrative review process and proceed directly to federal
court.

Judge Berg held that an agency must be afforded an opportunity to
decide, before the court intervenes, whether and how to apply its
own policies and regulations, and to correct any irregularities in
its own procedure.  Judge Berg found that the Secretary has not
been afforded such an opportunity in this case.  Thus, the case was
dismissed without prejudice for lack of subject matter
jurisdiction.

The case is SELECT SPECIALTY HOSPITAL-ANN ARBOR, INC. (MATTILA),
Plaintiff, v. THE SECRETARY OF HEALTH AND HUMAN SERVICES,
Defendant, Case No. 14-14412 (E.D. Mich.).

A full-text copy of Judge Berg's February 8, 2016 opinion and order
is available at http://is.gd/tEvGXqfrom Leagle.com.

Select Specialty Hospital-Ann Arbor, Select Specialty Hospital-Ann
Abor (Matilla) are represented by:

          Sean F. Kelly, Esq.
          MILLER & TISCHLER PC
          28470 W. 13 Mile Road Suite 300
          Farmington Hills, MI 48334
          Tel: (248)945-1040
          Fax: (248)536-5042
          Email: skelly@msapc.cnet

The Secretary of Health and Human Services is represented by:

          Jennifer L. Newby, Esq.
          UNITED STATES ATTORNEY'S OFFICE
          211 W Fort St Ste 2001
          Detroit, MI 48226-3220
          Tel: (313)226-0295

             About New England Compounding Pharmacy

New England Compounding Pharmacy Inc., filed a Chapter 11 petition
(Bankr. D. Mass. Case No. 12-19882) in Boston on Dec. 21, 2012,
after a meningitis outbreak linked to an injectable steroid,
methylprednisolone acetate ("MPA"), manufactured by NECC, killed
39 people and sickened 656 in 19 states, though no illnesses have
been reported in Massachusetts.  The Debtor owns and operates the
New England Compounding Center is located in Framingham, Mass.  In
October 2012, the company recalled all its products, not just
those associated with the outbreak.

Paul D. Moore, Esq., at Duane Morris LLP, in Boston, has been
appointed as Chapter 11 Trustee of NECC.  He is represented by
Jeffrey D. Sternklar, Esq., at DUANE MORRIS LLP.

An Official Committee of Unsecured Creditors appointed in the case
has been represented by BROWN RUDNICK LLP's William R. Baldiga,
Esq., Rebecca L. Fordon, Esq., Jessica L. Conte, Esq., and
David J. Molton, Esq.


NORTEL NETWORKS: Not Authorized to Sell SNMP Software, Court Says
-----------------------------------------------------------------
The dispute between Plaintiffs, SNMP Research International, Inc.,
and SNMP Research, Inc., and Nortel Networks Inc. and affiliated
debtors results from Nortel's sale of their business lines to
various entities.  The parties have cross-moved for summary
judgment.  Nortel fully briefed their motions and the Court heard
argument on December 22, 2015.  SNMP is seeking a finding that the
Court did not authorize the transfer of any intellectual property
that is determined to be owned by SNMP.

In November 2, 2011, SNMP filed its Complaint in the adversary
proceeding alleging copyright infringement, violations of Delaware
trade secrets law and breach of contract. SNMP estimated its
damages at $86 million. The Complaint also asserted claims against
purchasers in the Business Line Sales, including GENBAND, Inc.,
Avaya, Inc. and Radware, Inc. Thereafter, SNMP filed an Amended
Complaint removing GENBAND and others as defendants. Then, on March
24, 2015, SNMP filed a Second Amended Complaint narrowing the
defendants to Nortel and Avaya.

In a Memorandum Opinion dated February 8, 2016, which is available
at http://is.gd/tCo9qGfrom Leagle.com, Judge Kevin Gross of the
United States Bankruptcy Court for the District of Delaware granted
SNMP's motion for partial summary judgment and denied Nortel's
motion for partial summary judgment.

The Court has concluded that: (1) Nortel was not authorized by the
Court to sell or transfer the SNMP software, (2) Nortel did
transfer the SNMP software for which it may or may not have
received remuneration, (3) under Section 504(b) of the Copyright
Act, it is SNMP's burden to prove Nortel received payment for the
SNMP software it transferred and, depending on whether SNMP meets
this burden, (4) it is either (a) Nortel's burden to prove what
portion of the sales are attributable to the SNMP software, or (b)
SNMP's burden to establish its actual damages from the transfers,
taking into account that the purchasers in the Business Line Sales
paid SNMP for the license to use the SNMP software.

The case is In re: NORTEL NETWORKS INC., et al., Chapter 11,
Debtors. SNMP Research International, Inc. and SNMP Research, Inc.,
Plaintiffs, v. Nortel Networks Inc., et al., and Avaya Inc.
Defendants, Case No. 09-10138(KG) (Jointly Administered), Adv.
Proc. No. 11-53454(KG).

Nortel Networks Inc., et al., Debtor, is represented by Derek C.
Abbott, Esq. -- dabbott@mnat.com -- Morris Nichols Arsht & Tunnell,
Nora K Abularach, Esq. -- nabularach@cgsh.com -- Cleary Gottlieb
Steen & Hamilton LLP, Elihu Ezekiel Allinson,  III, Esq. --
Sullivan Hazeltine Allinson LLC, J. Anne Marie Beisler, Esq. --
abeisler@cgsh.com -- Cleary Gottlieb Steen & Hamilton LLP,Elizabeth
C. Block, Esq. -- eblock@cgsh.com -- Cleary Gottlieb Steen &
Hamilton LLP, Sheila R. Block, Esq. -- sblock@torys.com -- Torys
LLP, Scott A. Bomhof, Esq. -- sbomhof@torys.com -- Torys LLP, James
L. Bromley, Esq. jbromley@cgsh.com -- Cleary Gottlieb Steen &
Hamilton, Danni Byam, Esq. -- dbyam@cgsh.com -- Clearly Gottlieb
Steen & Hamilton LLP, Mary Caloway, Buchanan Ingersoll & Rooney PC,
Philip A. Cantwell, Esq. -- pcantwell@cgsh.com -- Cleary Gottlieb
Steen & Hamilton LLP, Kevin M. Capuzzi, Esq. --
kcapuzzi@beneschlaw.com -- Benesch Friedlander Coplan & Aronoff
LLP, Thomas F. Driscoll, III, Esq. -- Morris, Nichols, Arsht &
Tunnell LLP, Nancy G. Everett, Esq. -- Winston & Strawn LLP, Neil P
Forrest, Esq. -- nforrest@cgsh.com -- Cleary Gottlieb Steen &
Hamiton LLP, Margot Gianis, Esq. -- mgianis@cgsh.com -- Cleary
Gottlieb Steen & Hamilton LLP, James Gotowiec, Torys LLP, Andrew
Gray, Torys LLP, Mark S. Grube, Esq. -- mgrube@cgsh.com -- Cleary
Gottlieb Steen & Hamilton LLP, David H Herrington, Esq. --
dherrington@cgsh.com -- Cleary Gottlieb Steen & Hamilton LLP,
Jennifer R. Hoover, Esq. -- jhoover@beneschlaw.com -- Benesch
Friedlander Coplan & Aronoff LLP,Shelley A. Kinsella, Esq. --
sak@elliottgreenleaf.com -- Elliott Greenleaf, Raymond Howard
Lemisch, Esq. -- Klehr Harrison rlemisch@klehr.com -- Klehr
Harrison Harvey Branzburg LLP, Louis A. Lipner, Cleary Gottlieb
Steen & Hamilton LLP, Avram E. Luft, Esq. -- aluft@cgsh.com --
Cleary Gottlieb Steen & Hamilton LLP,Alexandra S. McCown, Cleary
Gottlieb Steen & Hamilton LLP, Tamara K. Minott, Morris, Nichols,
Arsht & Tunnell LLP, Ann Nee, Cleary Gottlieb Steen & Hamilton LLP,
Michelle Parthum, Cleary Gottlieb Steen & Hamilton LLP, Mark D.
Plevin, Crowell & Moring LLP, Jacob S. Pultman, Allen & Overy LLP,
Daniel D. Queen, Cleary Gottlieb Steen & Hamilton LLP, Andrew R.
Remming, Morris, Nichols, Arsht & Tunnell LLP, Molly Reynolds,
Torys LLP, Jeffrey A. Rosenthal, Cleary, Gottlieb, Steen &
Hamilton, Inna Rozenberg, Cleary Gottlieb Steen & Hamilton
LLP,Christopher M. Samis, Whiteford Taylor & Preston LLC, Eric D.
Schwartz, Morris, Nichols, Arsht & Tunnell LLP, Lisa M. Schweitzer,
Cleary Gottlieb Steen & Hamilton LLP, Adam M. Slavens, Torys LLP,
Sarah R Stafford, Benesch,Friedlander,Coplan & Aronoff LLP, Darryl
G. Stein, Cleary Gottlieb Steen & Hamilton LLP, Mark S Supko,
Crowell & Moring LLP,Rene E. Thorne, Jackson Lewis LLP, Brent M.
Tunis, Cleary Gottlieb Steen & Hamilton LLP, Jane VanLare, Cleary
Gottlieb Steen & Hamilton LLP, Howard S Zelbo, Cleary Gottlieb
Steen & Hamilton LLP.

Canadian Nortel Debtors, Debtor, is represented by Mona A. Parikh,
Esq. -- Buchanan Ingersoll & Rooney PC.

Allen & Overy LLP, Foreign Representative, represented by Peter
James Duhig, Esq. -- peter.duhig@bipc.com -- Buchanan Ingersoll &
Rooney PC.

ERNST & YOUNG, Foreign Representative, is represented by Derek J.T.
Adler, Esq. -- derek.adler@hugheshubbard.com -- Hughes Hubbard &
Reed LLP, Joseph Badtke-Berkow, Esq. -- James P. Barabas, Allen &
Overy LLP, Kathleen A. Murphy, Esq. -- kathleen.murphy@bipc.com --
Buchanan Ingersoll & Rooney PC, James L. Patton, Esq. --
jpatton@ycst.com -- Young, Conaway, Stargatt & Taylor.

                        About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates commenced
a proceeding with the Ontario Superior Court of Justice under the
Companies' Creditors Arrangement Act (Canada) seeking relief from
their creditors.  Ernst & Young was appointed to serve as monitor
and foreign representative of the Canadian Nortel Group.  That same
day, the Monitor sought recognition of the CCAA Proceedings in
U.S. Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under
Chapter 15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of
NNI's European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy
Court for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., and Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York,
serve as the U.S. Debtors' general bankruptcy counsel; Derek C.
Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington,
serves as Delaware counsel.  The Chapter 11 Debtors' other
professionals are Lazard Freres & Co. LLC as financial advisors;
and Epiq Bankruptcy Solutions LLC as claims and notice agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.

An ad hoc group of bondholders also was organized.  An Official
Committee of Retired Employees and the Official Committee of
Long-Term Disability Participants tapped Alvarez & Marsal
Healthcare Industry Group as financial advisor.  The Retiree
Committee is represented by McCarter & English LLP as Delaware
counsel, and Togut Segal & Segal serves as the Retiree Committee.
The Committee retained Alvarez & Marsal Healthcare Industry Group
as financial advisor, and Kurtzman Carson Consultants LLC as its
communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

The trial on how to divide proceeds among creditors in the U.S.,
Canada, and Europe commenced on Sept. 22, 2014.  The question of
how to divide $7.3 billion raised in the international bankruptcy
of Nortel Networks Corp. was answered on May 12, 2015, by two
judges, one in the U.S. and one in Canada.

According to The Wall Street Journal, Justice Frank Newbould of the
Ontario Superior Court of Justice in Toronto and Judge Kevin Gross
of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the
outcome: a modified pro rata split of the money


OCEAN RIG: S&P Lowers CCR to 'CCC+', On CreditWatch Negative
------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term corporate
credit rating on Marshall Islands-incorporated drilling company
Ocean Rig UDW Inc. to 'CCC+' from 'B-'.  S&P also placed the rating
on CreditWatch with negative implications.

At the same time, S&P lowered its issue ratings on:

   -- Drillships Ocean Ventures Inc.'s $1.3 billion term loan B
      facility to 'CCC+' from 'B'.  The '2' recovery rating was
      revised to '3', with recovery expectations at the higher end

      of the 50%-70% range.  Drill Rigs Holdings Inc.'s $800
      million senior secured notes to 'CCC+' from 'B-'.  The '3'
      recovery rating is unchanged, with recovery expectations at
      the lower end of the 50%-70% range.

   -- Drillships Financing Holding Inc.'s $1.9 billion term loan B

      facility to 'CCC+' from 'B'.  The '2' recovery rating was
      revised to '3', with recovery expectations at the higher end

      of the 50%-70% range.  Ocean Rig's $500 million senior
      unsecured notes due in 2019 to 'CCC-' from 'CCC'.  The '6'
      recovery rating is unchanged.

   -- All issue ratings were also placed on CreditWatch with
      negative implications.

The downgrade reflects S&P's view that Ocean Rig's capital
structure is unsustainable in the long term and that its liquidity
is currently less than adequate.  S&P believes that customers'
recent cancellations of rig contracts are a reflection of the rapid
decline in oil prices and oil companies' consequent very high focus
on reducing costs and capital expenditure (capex).

The CreditWatch placement reflects S&P's understanding that
discussions are being held with lenders concerning a potential debt
restructuring at Ocean Rig's main shareholder Dryships.  The
CreditWatch also reflects uncertainty around termination fees to be
received after contract cancellations, as well as discussions to be
held with lenders.  The latter could also increase liquidity
concerns in the form of covenant pressure.  An announcement of a
debt exchange that S&P deems to be distressed would also lead to a
downgrade.  Similarly, further bond buybacks could also lead to
rating pressure.

Ocean Rig's likely free operating cash flow (FOCF) shortfall in
2017 will, in S&P's view, hamper its ability to meet its debt
maturities due in October 2017.  Furthermore, Ocean Rig has three
rigs on order, with combined capex of about $800 million in 2016
and 2017.  S&P anticipates very weak market conditions for the
drilling market over at least the next two years, which reduces the
likelihood of finding jobs for idle rigs.  Therefore, the company's
cash generation capabilities following the termination of contracts
by customers are not aligned with its debt service levels.

S&P has revised its assessment of the business risk profile to
vulnerable as S&P anticipates a deterioration in absolute
profitability as well as increased earnings concentration as fewer
rigs are contracted and working.  Furthermore, the cancellation of
three contracts since the beginning of 2016 clearly demonstrates
the contractual termination risks and limited protection in place.
Currently, Ocean Rig only has six active units, of which one has a
contract that runs until third-quarter 2016 only.

S&P believes the company's financial risk profile is deteriorating,
reflecting the unsustainability of its capital structure.  Negative
FOCF will continue to augment as operating cash flows diminish as a
direct consequence of lower activity. However, this may not be the
case for 2016, as contract coverage is still solid and capex plans
peak in 2018, but positive FOCF generation will be short lived, in
S&P's view.  The CreditWatch placement reflects the possibility
that S&P could lower the ratings on Ocean Rig by one or more
notches if S&P concludes that Ocean Rig may be affected by the
liquidity difficulties at Dryships.

The CreditWatch also reflects the increased risks stemming from
contract terminations and uncertainty around the receipt of any
compensation.  If no agreement can be reached with customers
regarding these payments and S&P views lengthy arbitration
processes as likely, S&P could lower the ratings.

An announcement of a debt exchange that S&P deems to be distressed
would also lead to a downgrade.  Similarly, further bond buybacks
could also lead to rating pressure.

S&P aims to resolve the CreditWatch as soon as possible within a
three month period, when S&P has obtained sufficient information
about the implications of a potential default of Dryships as well
as more clarity around cash flows in the year to come.  


ORTHO-CLINICAL DIAGNOSTICS: S&P Lowers Corp. Credit Rating to 'B-'
------------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Ortho-Clinical Diagnostics Inc. (OCD) to 'B-' from 'B'.
The outlook is stable.

S&P said, "At the same time, we lowered our issue-level rating on
the company's senior secured facilities to 'B-' from 'B'. The
recovery rating remains '3', reflecting our expectation for
meaningful (50% to 70%, at the higher end of the range) recovery in
the event of default.

"We also lowered our issue-level rating on the company's senior
unsecured notes to 'CCC' from 'CCC+'. The recovery rating on this
debt remains '6', reflecting our expectation for negligible (0% to
10%) recovery in the event of a payment default.

"Subsequently to the downgrade, we are withdrawing our 'B-'
corporate credit rating on OCD. At the same time, we are assigning
a 'B-' corporate credit rating to Ortho-Clinical Diagnostics
Bermuda Co. Ltd. because the company's financial statements are
consolidated under Ortho-Clinical Diagnostics Bermuda Co. Ltd.'s
name. It is also the parent and the owner of both OCD's
international and U.S. operations."

The issue-level ratings will remain assigned to Ortho-Clinical
Diagnostics Inc. and Ortho-Clinical Diagnostics S.A., which are the
co-borrowers of the company's debt. S&P views the debt issuing
subsidiaries as core to the OCD group based on similar names and
businesses, along with their significant contribution to the
consolidated entity.

"The rating downgrade follows Ortho-Clinical's continued operating
underperformance lasting for several quarters," said Standard &
Poor's credit analyst Maryna Kandrukhin. OCD's projected 2015
revenue and EBITDA (both adjusted to include the Day 2 countries)
are trending below our previous projections, by around $150 million
and $100 million, respectively. When combined with significant
stand-alone costs, this resulted in leverage of more than 8.0x and
a $114 million cash flow deficit for the first three quarters of
2015.

"While we recognize that the company's revenues and earnings
suffered substantially from the unfavorable currency environment in
2015 (which we consider temporary), we think OCD's business
continues to face meaningful challenges that account for the rest
of operating weakness. In our view, OCD's competitive position has
materially weakened over the last year. This manifests through
continued pricing pressures, the company's struggle to defend its
market share in the U.S. and Europe, and few new product launches.
In addition, we recognize there is still a significant risk to the
company's ability to effectively operate as a stand-alone entity,
given how long the transition period is taking," said S&P.

S&P's stable rating outlook reflects its expectation that in 2016
Ortho-Clinical's revenue will remain relatively flat and EBITDA
margin will remain in the mid-20% area. While S&P expects continued
separation costs to result in cash flow deficit persisting though
2016, S&P thinks the company's $140 million cash balance will be
sufficient to cover separation costs and provide necessary
liquidity for the remainder of the transition period. S&P expects
Ortho-Clinical to start generating modest free operating cash flow
in 2017.

S&P said, "We could consider a higher rating if the company
successfully completes its separation from Johnson & Johnson,
stabilizes its operating performance, and starts expanding market
share. This would be evidenced by stable margins at or higher than
our projections, healthy positive cash flow generation, and
low-to-mid-single-digit revenue growth, in line with the in-vitro
diagnostic market. We think, over the next few years, the company's
profitability will be pressured by increased investments into
research and development (R&D) and selling, general, and
administrative (SG&A), so we view an upgrade as unlikely over the
next 12 months. However, if the resulting innovation and new
product launches help the company regain its competitive strength
and pricing power over time, and it is evidenced by revenue growth,
improved stable margins, and healthy cash flow generation, we could
consider a higher rating.

"We see two paths to a potential downgrade. In the short term, we
could consider a 'CCC' rating category if Ortho-Clinical's
separation process requires significantly more investment than
expected, resulting in depleted liquidity position and jeopardizing
the company's ability to meet its short-term financial obligations.
The longer-term path would materialize if, post-transition, the
company's operating performance continues to deteriorate.
Currently, the company does not have much headroom for further
performance deterioration. While we assume 2016 still will be a
transition year for Ortho-Clinical, if in 2017 the company's
revenues continue to decline at a single-digit-rate, its EBITDA
margin further contracts by around 150 basis points, and cash flow
deficit persists, we will likely deem OCD's capital structure
unsustainable and will consider a 'CCC' rating category."


OUTERWALL INC: Moody's Lowers CFR to Ba2, Outlook Stable
--------------------------------------------------------
Moody's Investors Service downgraded Outerwall Inc.'s Corporate
Family rating from Ba2 to Ba3, Probability of Default rating from
Ba2-PD to Ba3-PD and its Senior Unsecured debt rating from Ba3 to
B1.  The rating outlook was revised from stable to negative.  The
company's Speculative Grade Liquidity rating of SGL-1 remains
unchanged.

Rating Downgrades:

Issuer: Outerwall Inc.

  Probability of Default Rating, to Ba3-PD from Ba2-PD

  Corporate Family Rating, to Ba3 from Ba2

  Senior Unsecured Regular Bond/Debenture, to B1 (LGD5) from Ba3
   (LGD5)

  Outlook, Changed To Negative From Stable

                         RATING RATIONALE

Outerwall's ratings were lowered following its 2015 fourth quarter
earnings announcement, which reflected significantly deteriorated
operating performance at its largest segment, Redbox, due to
accelerated secular pressure in the physical rental business as
well as the previously stated lack of a strong film slate in the
second half of 2015.  Redbox, which contributes 80% and 81% to the
company's revenues and EBITDA, reported revenue decline of 17% in
the fourth quarter and 6.4% for the fiscal year ended 12/31/2015.
Today's rating action reflects Moody's concern that greater
competition from OTT SVOD platforms for home entertainment is
occurring, notwithstanding low competition for new theatrical
content.  Moody's believes these challenges will pressure the
company's EBITDA and cash flows, notwithstanding Outerwall's
continued efforts to boost revenues at its other segments, control
costs and improve efficiencies across its network of kiosks.  The
company plans to remove 1000-2000 underperforming Redbox kiosks out
of a total of over 40,000 in 2016 in order to curtail operating
expenses and offset some of the expected adverse impact from
revenue declines.  However, Moody's believes that negative secular
trends are continuing and have the potential to hasten the impact
on the company's operating performance as consumers view more
content on digital platforms despite higher prices.  Moody's also
thinks that film studios will eventually adopt a more robust
digital model to deliver newer theatrical content to the home video
marketplace and bring films into the streaming window earlier.

With the recent weak trends at Redbox and its stock price
performance, shareholder activism is gaining momentum at Outerwall.
Engaged Capital LLC, which announced that it owns 14.6% of the
company's outstanding shares, is urging management to take steps to
boost shareholder value, including a sale of the company, or to use
of all free cash flow to make a large dividend payment of $125
million per year, with the remainder going to debt reduction.
While this suggests that Outerwall's bondholders could face
increasing event risks from credit-negative actions resulting from
shareholder pressure, based on Moody's analysis of the company's
indentures, Moody's believes that bondholders have good protection
from leveraging events.

Covenants in the indenture and credit agreement limit the company's
ability to make large shareholder payouts as restricted payments
are permitted subject to satisfaction of a defined consolidated net
leverage ratio of less than 2.5x.  If that net leverage ratio
exceeds 2.5x, restricted payments would be limited to $25 million
over the life of the bonds.  This restriction also includes
restrictions by the bank credit agreement on repaying senior
unsecured notes, but presumably not after full repayment of the
bank revolver.  As of 12/31/2015, the company had roughly 24%
EBITDA cushion under the 2.5x test.  Notably, if operating
performance in 2016 tracks to the lower end of management's EBITDA
guidance and the company does not reduce debt (beyond the $13
million term loan amortization), it may not be able to meet the
2.5x test and the restricted payments provision would prevent
shareholder payouts beyond $25 million over the life of the bonds.

The bond indentures also consist of a change of control provision
which somewhat protects bondholders from a leveraged buyout.  The
change of control put/make whole is triggered if greater than 50%
of the voting power of the company is acquired by any investor.
However, an investor could acquire 49% of the company and not trip
the change of control provision, yet have significant influence
over the board to refinance the bank facility thereby removing the
3.0x leverage maintenance requirement and ultimately allowing the
company to lever as the business degrades.  But the 2.5x restricted
payment test in the notes would remain and may prevent a buyer from
using new bank debt to buy out half the shares at leverage beyond
2.5x, and the company would remain very limited from making future
distributions to investors or buying back further shares until the
debt is repaid.

The negative outlook reflects the risk of deterioration in
Outerwall's credit metrics over the next 12-18 months.  The
company's current debt-to-EBITDA of 2.0x (Moody's adjusted, as of
12/31/2015) is commensurate with the "Ba" rating level but we
remain concerned that credit metrics could weaken rapidly if the
pace of revenue declines witnessed in the last quarter continues
over the coming quarters.  Moody's concerns are exacerbated by
Outerwall's guidance of 15%-20% declines in Redbox rentals in 2016
and expectations for continued secular pressure going forward.
Based on the company's stated guidance of EBITDA decline of roughly
20%-30% in 2016, debt-to-EBITDA (incorporating Moody's standard
adjustments) could rise to as high as 2.8x which would likely
result in a further downgrade, if earnings fall into the lower end
of the guidance range, absent debt repayment beyond the mandatory
term loan amortization to limit rising leverage.

Outerwall's management has stated their plans to return 75%-100% of
its free cash flows to investors via shareholder payouts and debt
reduction.  Given the bleak outlook for the Redbox business and
expected EBITDA and cash flow declines, we believe there is minimal
to no room for shareholder payouts, until the company stabilizes
its operations to the historic decay trajectory and lowers debt
levels.  While management appears focused on debt reduction, the
extent to which it is willing to use cash flows to reduce debt and
sustain lower leverage, will be a key consideration in our
assessment of the company's ability to maintain a "Ba" rating over
the coming year.

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

Outerwall Inc. (formerly named Coinstar, Inc.), with its
headquarters in Bellevue, Washington, is a leading provider of
automated retail solutions through its network of self-service
kiosks. Its offerings include Redbox, the company's largest
business, where consumers can rent movies and video games, its
Coinstar business where consumers can convert their coins to cash
or stored value cards, and its ecoATM business where consumers can
sell electronic devices for cash at self-service kiosks.
Outerwall's total revenue in FY 2015 was $2.2 billion.


OW BUNKER: Valero Not Entitled to Maritime Lien, Court Rules
------------------------------------------------------------
Defendant/Claimant Verna Marine Co. Ltd., filed a Cross Motion for
Summary Judgment contending that it is entitled to summary judgment
in its favor and asked the Court to find that Valero Marketing and
Supply Co does not have a maritime lien claim against the M/V Almi
Sun, IMO No. 9579535.  

The lawsuit arises out of a dispute wherein Valero, a marine fuel
supplier, alleges that it supplied approximately 200 metric tons of
marine bunker fuel to Vessel, owned by Verna Marine Co. Ltd. on or
about October 25, 2014 at Corpus Christi, Texas, for which it was
never paid. Valero contends that it entered into a maritime
contract for the supply of fuel bunkers to the Vessel with O.W.
Bunker USA, Inc. which Valero alleges acted as an agent or broker
for the vessel. The Bunker Contract required payment for the
bunkers within 30 calendar days of delivery and provided for the
accrual of interest on any late payments.

On November 26, 2014, Valero filed the instant suit and requested
that this Court arrest the Vessel, which the Court granted on the
same day. Valero and the Vessel's owner then entered into a
security agreement whereby a letter of undertaking was posted as
the substitute res for Valero's claim against the vessel. On April
10, 2015, Verna, appearing solely and restrictively as in rem
claimant and owner of the Vessel, filed an answer. Valero filed a
motion for summary judgment on June 5, 2015,  which the Court
denied on December 28, 2015. In that order, the Court concluded
that, as a matter of law on the alleged undisputed facts presented,
Valero did not have a maritime lien against the Vessel.

While Valero's motion was pending, Verna filed a cross motion for
summary judgment on December 22, 2015. On December 29, 2015, Valero
requested that the Court continue the submission deadline and
extend trial and other deadlines in order to accommodate its
intention to take a corporate deposition of Verna.  The Court
declined to continue the trial date, but granted a limited
extension of the discovery deadline, and continued the submission
date for the instant motion to February 3, 2016.

On January 25, 2016, Valero filed a motion for reconsideration of
the Court's prior order denying summary judgment to Valero. The
next day, on January 26, 2016, Valero filed its opposition to
Verna's cross motion for summary judgment. The Court held oral
argument on the cross motion for summary judgment on February 3,
2016.

In an Order dated February 8, 2016, which is available at
http://is.gd/Qfgsr7from Leagle.com, Judge Nannette Jolivette Brown
of the United States District Court for the Eastern District of
Louisiana granted Verna's Cross Motion for Summary Judgment and
denied Valero's Motion to Reconsider and to Alter or Amend Order as
Valero is not entitled to a maritime lien against the Vessel.

The case is VALERO MARKETING AND SUPPLY CO. v. M/V ALMI SUN, IMO
NO. 9579535, her engines, apparel, furniture, equipment,
appurtenances, tackle, etc., in rem, SECTION: "G"(4), Civil Action
No. 14-2712.

Valero Marketing and Supply Company, Plaintiff, is represented by
Michael H. Bagot, Jr., Esq. -- mbagot@wb-lalaw.com  -- Wagner,
Bagot & Rayer LLP, Thomas Arnoult Rayer, Jr., Esq. --
trayer@wb-lalaw.com  -- Wagner, Bagot & Rayer LLP & Thomas James
Wagner, Esq. --twagner@wb-lalaw.com  -- Wagner, Bagot & Rayer LLP.

Verna Marine Co., Ltd, Defendant, is represented by Gary Alan
Hemphill, Esq. -- gary.hemphill@phelps.com -- Phelps Dunbar, LLP.

Verna Marine Co., Ltd, appearing solely and restrictively as
claimant of the M/V Almi Sun, Defendant, is represented by Adam N.
Davis, Esq. – adam.davis@phelps.com -- Phelps Dunbar, LLP &
Jeremy T. Grabill, Esq. – jeremy.grabill@phelps.com -- Phelps
Dunbar, LLP.

                        About OW Bunker

OW Bunker AS is a global marine fuel (bunker) company founded in
Denmark.  The company declared bankruptcy on Nov. 7, 2014,
following its admission that it had lost US$275 million through a
combination of fraud committed by senior executives at its
Singaporean unit.

The Danish company placed its U.S. subsidiaries -- O.W. Bunker
Holding North America Inc., O.W. Bunker North America Inc. and
O.W. Bunker USA Inc. -- in Chapter 11 bankruptcy (Bankr. D. Conn.
Case Nos. 14-51720 to 14-51722) in Bridgeport, Conn., on Nov. 13,
2014.

The U.S. cases are assigned to Judge Alan H.W. Shiff.  The U.S.
Debtors have tapped Patrick M. Birney, Esq., and Michael R.
Enright, Esq., at Robinson & Cole LLP, as counsel.   McCracken,
Walker & Rhoads LLP is serving as co-counsel.  Alvarez & Marsal is
the financial advisor.


PARAGON OFFSHORE: Feb. 26 Meeting Set to Form Creditors' Panel
--------------------------------------------------------------
Andy Vara, Acting United States Trustee of Region 3, will hold an
organizational meeting on Feb. 26, 2016, at 10:00 a.m. in the
bankruptcy case of Paragon Offshore plc, et al.

The meeting will be held at:
        
         The Sheraton Suites Wilmington Downtown
         422 Delaware Ave.
         Wilmington, DE 19801

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

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

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.





PARKER DRILLING: S&P Lowers CCR to 'B-' on Weakening Fin. Results
-----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Houston-based Parker Drilling Co. to 'B-' from 'B+'.  The
downgrade reflects S&P's expectation that credit measures will
deteriorate over the next two years such that funds from operations
(FFO) to debt will average below 12% and debt to EBITDA will
increase above 5x.  

At the same time, S&P lowered the issue-level rating on Parker's
senior unsecured debt to 'B-' from 'B+'.  The recovery rating
remains '3', indicating S&P's expectation of a meaningful (50% to
70%; lower half of the range) recovery if a payment default
occurs.

Capital spending in the oil and natural gas exploration and
production (E&P) industry has sharply deteriorated in 2015 in
response to low oil and natural gas prices.  S&P also expects E&P
capital spending to be down in 2016.  Consequently, S&P has reduced
its revenue and EBITDA margin assumptions on Parker, and expect
leverage to increase from S&P's previous forecast.  The downgrade
reflects S&P's projections that credit measures will deteriorate
such that S&P expects debt to EBITDA to average above 5x and FFO to
debt to average below 12% for the next two years.

"The stable outlook reflects our expectations that although
financial measures will continue to deteriorate, the company will
maintain adequate liquidity for the next 12 months," said Standard
& Poor's credit analyst David Lagasse.

S&P could lower the ratings if credit measures deteriorated further
than S&P's expectations such that debt to EBITDA was deemed to be
unsustainable.  Additionally, S&P could lower the ratings if it
forecasts that liquidity will become less than adequate.  Such a
scenario could occur if the downturn in commodity prices remains
longer than expected or the company's cash burn is greater than
expected.

S&P could raise the ratings if FFO to debt increased above 12% for
a sustained period and debt to EBITDA fell below 5x.  Such a
scenario is likely to occur in conjunction with higher commodity
prices and increasing activity in the oil and gas sector.


PETROQUEST ENERGY: S&P Lowers CCR to SD Over Exchange Offer
-----------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Lafayette, La.-based PetroQuest Energy Inc. to 'SD' from
'CC'. S&P also lowered the issue-level rating on the company's $350
million 10% senior unsecured notes due September 2017 to 'D' from
'CC'. The recovery rating on the notes remains '4', indicating
S&P's expectation of average (low end of the 30%-50% range)
recovery in the event of a default.

"The downgrade follows PetroQuest's announcement that it has
completed an exchange offer to existing holders of its $350 million
senior unsecured notes for cash, common stock, and a new issue of
10% senior secured second-lien notes due 2021," said Standard &
Poor's credit analyst Danny Krauss.

The company exchanged approximately $214 million of the existing
notes for $54 million in cash, 4.3 million shares in common stock
and $145 million in second-lien notes. S&P views the transaction as
a distressed exchange because investors received less than what was
promised on the original securities. Additionally, in S&P's view,
the offer is distressed, rather than purely opportunistic, given
the current challenging operating environment, and meaningful
upcoming debt maturities. The company's revolving credit facility,
which is currently undrawn, matures on Feb. 19, 2017, if any
portion of the company's senior unsecured notes are outstanding at
that date.

S&P said, "We expect to review the corporate credit and issue-level
ratings, as well as assign ratings to the new second-lien notes,
when we assess the likelihood of further exchanges as low. We
believe that the company could enter into further debt exchanges as
a way to reduce debt leverage and address upcoming
maturities. Our analysis will incorporate the company's improved,
albeit high debt leverage, while taking into account the very
challenging operating environment and reduced liquidity position
from pre-exchange levels."


PIONEER NATURAL: Moody's Confirms Ba1 Subordinate Shelf Rating
--------------------------------------------------------------
Moody's Investors Service confirmed Pioneer Natural Resources
Company's Baa3 senior unsecured notes rating with a stable outlook.
This rating action follows the rating action on other Baa-rated
exploration and production (E&P) companies.

Issuer: Pioneer Natural Resources Company

Confirmations:

  Issuer Rating, Confirmed at Baa3
  Subordinate Shelf, Confirmed at (P)Ba1
  Pref. Shelf, Confirmed at (P)Ba1
  Senior Unsec. Shelf, Confirmed at (P)Baa3
  Backed Pref. Shelf, Confirmed at (P)Ba1
  Backed Subordinate Shelf, Confirmed at (P)Ba1
  Backed Senior Unsec. Shelf, Confirmed at (P)Baa3
  Backed Senior Subordinate Shelf, Confirmed at (P)Ba1
  Senior Unsecured Regular Bond/Debentures, Confirmed at Baa3

Outlook Actions:

  Outlook, Changed To Stable From Rating Under Review

                        RATINGS RATIONALE

Pioneer's Baa3 senior unsecured rating is supported by its sizeable
and long-lived asset base, with good visibility into consistent
oil-focused production growth directly attributable to the strength
of its operations in the prolific Permian Basin. Pioneer exhibits
declining relative debt leverage, strong and well-hedged retained
cash flow and a capital spending program which has not been reliant
on debt-financing.  A well-hedged production mix and aggressive
cost management should continue generating a leveraged full-cycle
ratio in excess of 1.0x, even in this depressed price environment.
Moody's expects Pioneer will continue reducing debt leverage as the
company adheres to a goal of funding its capital spending through
cash flow, asset-sale proceeds, joint ventures and equity issuance.
Pioneer has prefunded its 2016 and 2017 debt maturities and has
raised significant capital with which to fund its operations
through 2017 while growing production.

The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
December 2011.


PRECISION OPTICS: Incurs $281,000 Net Loss in Second Quarter
------------------------------------------------------------
Precision Optics Corporation, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $281,310 on $954,772 of revenues for the three months
ended Dec. 31, 2015, compared to a net loss of $321,223 on $976,548
of revenues for the same period in 2014.

For the six months ended Dec. 31, 2015, the Company reported a net
loss of $663,200 on $1.81 million of revenues compared to a net
loss of $617,662 on $1.80 million of revenues for the six months
ended Dec. 31, 2014.

As of Dec. 31, 2015, the Company had $2.09 million in total assets,
$1.26 million in total liabilities, all current, and $829,664 in
total stockholders' equity.

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

                        http://is.gd/3zLDt2

                      About Precision Optics

Headquartered in Gardner, Massachusetts, Precision Optics
Corporation, Inc., has been a developer and manufacturer of
advanced optical instruments since 1982.  The Company designs and
produces high-quality micro-optics, medical instruments and other
advanced optical systems.  The Company's medical instrumentation
line includes laparoscopes, arthroscopes and endocouplers and a
world-class product line of 3-D endoscopes for use in minimally
invasive surgical procedures.

Precision Optics reported a net loss of $1.17 million on $3.91
million of revenues for the year ended June 30, 2015, compared to a
net loss of $1.16 million on $3.65 million of revenues for the year
ended June 30, 2014.

Stowe & Degon LLC, in Westborough, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended June 30, 2015, citing that the Company has suffered
recurring net losses and negative cash flows from operations, which
raises substantial doubt about its ability to continue as a going
concern.


QUINTILES TRANSNATIONAL: S&P Raises Corp. Credit Rating From BB+
----------------------------------------------------------------
Standard & Poor's Ratings Services said that it assigned its
'BBB-' corporate credit rating to Research Triangle, N.C.-based
Quintiles Transnational Holdings Inc.  At the same time, S&P raised
its corporate credit rating on Quintiles Transnational Corp. to
'BBB-' from 'BB+'.  S&P subsequently withdrew its 'BBB-' corporate
credit rating on Quintiles Transnational Corp.  Quintiles
Transnational Holdings Inc. is the parent entity of Quintiles
Transnational Corp.

At the same time, S&P raised its issue-level rating on Quintiles
Transnational Corp.'s $500 million revolving credit facility, $850
million term senior secured term loan A, and $600 million senior
secured term loan B to 'BBB-' from 'BB+'.

Concurrently, S&P raised its issue-level rating on Quintiles
Transnational Corp.'s $800 million senior unsecured notes due
May 15, 2023 to 'BB+' from 'BB'.

Finally, S&P withdrew its issue-level rating on Quintiles
Receivables LLC's $25 million revolving credit facility and $275
million senior secured term loan at the issuer's request.

"Our stable outlook on Quintiles reflects our expectation that the
company will maintain leverage in the mid-2x area over time," said
Standard & Poor's credit analyst Arthur Wong.  "This incorporates
our belief that the company will continue to grow through moderate
sized (less than $200 million) acquisitions, as well as our
expectation that leverage may temporarily increase or decrease from
this level because of the timing and magnitude of acquisitions."

S&P could lower the rating if it expects leverage to increase to 3x
and remain at that level for longer than 18-24 months.  This would
most likely be a result of a very large debt-financed acquisition.
Assuming a 13x multiple on acquired EBITDA, S&P believes there is
about $1.1 billion in acquisition capacity at the current rating.

S&P could raise the rating if the company continues to maintain
leverage in the low 2x area and materially diversify its business
and cash flows beyond the CRO and contract sales organization
market.  However, S&P currently views this possibility as unlikely
over the next two years.  Alternatively, the ratings could be
raised should S&P views the company favorably compared with other
'BBB-' rated peers, regarding its competitive position within its
industry and stability of its credit measures.


RCS CAPITAL: Feb. 24 Hearing on Bid to Hire Dechert as Counsel
--------------------------------------------------------------
RCS Capital Corporation, et al., seek authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Dechert LLP
as bankruptcy counsel, nunc pro tunc to the January 31, 2016
petition date.

The Debtors require Dechert LLP to:

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

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

   (c) attend meetings and negotiate with representatives of
       creditors and other parties in interest;

   (d) take all necessary actions to protect and preserve the
       Debtors' estates, including prosecuting actions on the
       Debtors' behalf, defending any action commenced against the

       Debtors, and representing the Debtors in negotiations
       concerning litigation in which the Debtors are involved,
       including objections to claims filed against the Debtors'
       estates;

   (e) prepare pleadings in connection with these Chapter 11
       Cases, including motions, applications, answers, orders,
       reports, and papers necessary or otherwise beneficial to
       the administration of the Debtors' estates;

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

   (g) advise the Debtors in connection with any potential sale of

       assets;

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

   (i) advise the Debtors regarding tax matters;

   (j) take any necessary action on behalf of the Debtors to
       negotiate, prepare, and obtain approval of a disclosure
       statement and confirmation of a chapter 11 plan and all
       documents related thereto; and

   (k) perform all other necessary legal services for the Debtors
       in connection with the prosecution of these Chapter 11
       Cases, including: (i) analyzing the Debtors' leases and
       contracts and the assumption and assignment or rejection
       thereof; (ii) analyzing the validity of liens against the
       Debtors; and (iii) advising the Debtors on corporate and
       litigation matters.

Dechert LLP will be paid at these hourly rates:

       Michael J. Sage          $1,135
       Martin Nussbaum          $1,185
       Richard A. Goldberg      $1,060
       Shmuel Vasser            $1,020
       Stephen M. Wolpert       $795
       Ruslan Koretski          $775
       David Koch               $630
       Matthew S. Virag         $630
       Andrew C. Harmeyer       $570
       Partners                 $735-$1,295
       Associates               $430-$830
       Paraprofessionals        $140-$365

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

Shmuel Vasser, partner of Dechert 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.

The Bankruptcy Court will hold a hearing on the application on
February 24, 2016 at 11:30 a.m.  Objections were due February 17,
2016.

Dechert LLP made the following statement pursuant to the Appendix B
Guidelines:

  -- Dechert did not agree to any variations from, or alternatives

     to, our standard or customary billing arrangements for this
     engagement.

  -- None of the professionals at Dechert vary their rate based on

     the geographic location of the bankruptcy case.

  -- Dechert's billing rates and material financial terms for our
     prepetition engagement with the Debtors are the same billing
     rates and material financial terms disclosed in the
     Application.

  -- The Debtors have received a budget and staffing plan for the
     first three months of the case for Dechert's engagement,
     recognizing that in the course of a large chapter 11 case
     like these Chapter 11 Cases, it is possible that there may be

     a number of unforeseen fees and expenses that will need to be

     addressed by the Debtors and Dechert. The budget may be
     amended as necessary to reflect changed or unanticipated
     developments.

Dechert LLP can be reached at:

       Shmuel Vasser, Esq.
       DECHERT LLP
       1095 Avenue of the Americas
       New York, NY 10036
       Tel: (212) 698-3500
       Fax: (212) 698-3599

                         About RCS Capital

New York-based RCS Capital Corporation --
http://www.rcscapital.com/-- is a full-service investment firm  
focused on the individual retail investor.  With operating
subsidiaries primarily focused on retail advice and until the
completion of recently announced pending sales and divestiture of
its wholesale distribution and investment banking, the company's
business aims to capitalize, grow and maximize value for the
investment programs its distributes and the independent advisors
and clients it serves.

RCS Capital Corporation and 11 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10223 to
16-10234) on Jan. 31, 2016.  The petitions were signed by David
Orlofsky as chief restructuring officer. The Debtors disclosed
total assets of $1.97 billion and total debts of $1.39 billion.

The Debtors have engaged Dechert LLP as general counsel, Young
Conaway Stargatt & Taylor, LLP as Delaware counsel, Zolfo Cooper
Management, LLC as restructuring advisor, Lazard Freres & Co. LLC
as investment banker and Prime Clerk LLC as administrative advisor
and claims and noticing agent.



RCS CAPITAL: Hires Prime Clerk as Administrative Advisor
--------------------------------------------------------
RCS Capital Corporation, et al., seek authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Prime Clerk
LLC as administrative advisor, nunc pro tunc to the January 31,
2016 petition date.

The Debtors require Prime Clerk to:

   (a) assist with, among other things, solicitation, balloting,
       and tabulation and calculation of votes, as well as
       preparing any appropriate reports, as required in
       furtherance of confirmation of the Plan;

   (b) generate an official ballot certification and testifying,
       if necessary, in support of the ballot tabulation results
       for the Plan;

   (c) gather data in conjunction with the preparation, and assist

       with the preparation, of the Debtors' schedules of assets
       and liabilities and statements of financial affairs;

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

   (e) manage any distributions pursuant to the Plan; and

   (f) provide such other claims processing, noticing,
       solicitation, balloting, and administrative services
       described in the Engagement Agreement, but not included in
       the Section 156(c) Application, as may be requested from
       time to time by the Debtors and their estates.

Michael J. Frishberg, co-president and chief operating officer of
Prime Clerk, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.

The Bankruptcy Court will consider approval of the firm's
employment at a hearing on February 24, 2016 at 11:30 a.m.
Objections were due February 17, 2016.

Prime Clerk can be reached at:

       Michael J. Frishberg
       PRIME CLERK LLC
       830 Third Avenue, 9th Floor
       New York, NY 10022
       Tel: (212) 257-5445
       E-mail: mfrishberg@primeclerk.com

                         About RCS Capital

New York-based RCS Capital Corporation --
http://www.rcscapital.com/-- is a full-service investment firm  
focused on the individual retail investor.  With operating
subsidiaries primarily focused on retail advice and until the
completion of recently announced pending sales and divestiture of
its wholesale distribution and investment banking, the company's
business aims to capitalize, grow and maximize value for the
investment programs its distributes and the independent advisors
and clients it serves.

RCS Capital Corporation and 11 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10223 to
16-10234) on Jan. 31, 2016.  The petitions were signed by David
Orlofsky as chief restructuring officer. The Debtors disclosed
total assets of $1.97 billion and total debts of $1.39 billion.

The Debtors have engaged Dechert LLP as general counsel, Young
Conaway Stargatt & Taylor, LLP as Delaware counsel, Zolfo Cooper
Management, LLC as restructuring advisor, Lazard Freres & Co. LLC
as investment banker and Prime Clerk LLC as administrative advisor
and claims and noticing agent.


RCS CAPITAL: Taps Lazard Freres as Investment Banker
----------------------------------------------------
RCS Capital Corporation, et al., seek authorization from the U.S.
Bankruptcy Court for the District of Delaware to employ Lazard
Freres & Co. LLC as investment banker to the Debtors, nunc pro tunc
to the January 31, 2016 petition date.

The Debtors require Lazard Freres to:

   (a) assist the Company as necessary and requested to analyze
       the business and financial condition of the Company, to
       formulate strategy and structural alternatives, and in
       connection with negotiations and the consummation of a
       Transaction including, but not limited to:

       -- performing such customary financial analyses of the
          Company as is relevant under the circumstances;

       -- assisting in coordinating the business due diligence
          process with potential purchasers;

       -- assisting the Company in the preparation of marketing
          materials or presentations describing the Company for
          distribution to potential Buyers;

       -- assisting the Company in its review and consideration of

          the financial aspects of proposals received by the
          Company;

       -- assisting the Company in its negotiation of the
          financial aspects of any Transaction;

       -- other financial advisory services rendered in advance of

          the time the Board of Directors of the Company makes its

          ultimate decision to execute definitive documentation
          related to any Transaction; and

       -- if the Company executes a definitive agreement with
          respect to a Transaction, post-signing/pre-closing
          financial advisory services, as Lazard and the Company
          mutually agree.

   (b) assist the Company as necessary and requested to in
       connection with negotiation and the consummation of any
       Financing Event.

   (c) assist the Company as necessary and requested in connection

       with negotiations and consummation of any Restructuring
       Event, including but not limited to the following services:

       -- reviewing and analyzing the Company's business,
          operations and financial projections and providing
          assistance to the Company in modeling management's long-
          term projections;

       -- reviewing and analyzing the Company's financial
          liquidity and assistance in evaluating potential
          liquidity improvements;

       -- evaluating the Company's potential debt capacity in
          light of its projected cash flows;

       -- assisting in the determination of a capital structure
          for the Company;

       -- assisting in the determination of a range of values for
          the Company on a going concern basis;

       -- advising the Company on tactics and strategies for
          negotiating with the holders of the Company's existing
          outstanding indebtedness, preferred stock, trade claims,

          leases, or other liabilities;

       -- advising the Company and assisting the Company in
          Negotiating with lenders with respect to potential
          waivers or amendments of various credit facilities;

       -- rendering financial advice to the Company and
          participating in meetings or negotiations with the
          Stakeholders and/or rating agencies or other appropriate

          parties in connection with any Restructuring Event;

       -- advising the Company on the timing, nature, and terms of

          new securities, other consideration or other inducements

          to be offered pursuant to any Restructuring Event;

       -- analyzing various restructuring scenarios and the
          potential impact of these scenarios on the recoveries of

          those stakeholders impacted by the restructuring;

       -- providing testimony, including expert testimony as
          necessary, in any proceeding pursuant to chapter 11 of
          the Bankruptcy Code or any receivership or other
          bankruptcy or insolvency proceeding with respect
          to matters on which Lazard has been engaged to advise
          under the Engagement Agreement; and

       -- providing the Company with other financial restructuring

          advice.

The Debtors and Lazard have agreed to this Fee and Expense
Structure:

   (a) Monthly Fees. A monthly fee of $150,000, payable on the 2nd

       day of each month during these chapter 11 cases and the
       term of Lazard's engagement under the Engagement Agreement;

       provided that 50% of any monthly fees paid in excess of
       $650,000 shall be credited against the aggregate fees
       payable in connection with a Sale Fee, Equity Financing
       Fee, Debt Financing Fee, Restructuring Fee, or Minimum Fee.

   (b) Sale Fee. A fee, payable upon consummation of a Transaction

       involving all or a majority of the business, assets or
       equity interests in the Company or Cetera Financial Group  

       provided that such fee shall not be payable in connection
       with a Financing Event or any of the transactions set forth

       in clauses (i) through (iii) of paragraph 3(e), equal to:

       -- 0.85% of the aggregate consideration in a Transaction;
          Plus

       -- in the sole discretion of the Company, an additional
          0.10% of the aggregate consideration in a Transaction.

   (c) Financing Fee. In the event that the Company or any of its
       subsidiaries issue:

       -- any public, private, Rule 144A or other similar
          offering, issuance, placement or sale of equity,
          preferred or convertible securities, Lazard shall be
          paid a fee upon each consummation thereof equal to 2.50%

          of the aggregate gross proceeds of the Equity Financing
          Event; and

       -- any debt securities, instruments, or obligations, Lazard

          shall be paid a fee upon consummation with respect
          thereto equal to 1.00% of the aggregate gross proceeds
          of the Debt Financing Event; provided, however, that
          Lazard shall not be entitled to any Debt Financing Fee
          where a Debt Financing Event occurs in connection
          with an Equity Financing Event, Restructuring Event or
          Transaction and such Debt Financing solely involves the
          refinancing of existing secured debt without Lazard
          assisting the Company in the arrangement or negotiation
          of terms of such new financing.

   (d) Restructuring Fee. A fee of $5 million payable upon
       consummation of any restructuring, reorganization or
       recapitalization of all or a significant portion of the
       Company's outstanding secured indebtedness pursuant to a
       Bankruptcy Proceeding; provided, however, that Lazard shall

       not earn a Restructuring Fee in a Restructuring Event which

       takes the form solely of an extension or refinancing of all

       of the Company's first- and second-lien debt in connection
       with a Transaction or Equity Financing Event as long as (i)

       such refinancing or extension does not contemplate a
       conversion of principal to equity or an agreement to waive,

       defer or modify to "paid in kind" any existing interest or
       principal payments, and (ii) Lazard does not provide any
       assistance in connection with such new financing.

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

Andrew T. Yearley, managing director of Lazard Freres, 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 Bankruptcy Court will hold a hearing on the motion on February
24, 2016 at 11:30 a.m.  Objections were due February 17, 2016.

Lazard Freres can be reached at:

       Andrew T. Yearley
       LAZARD FRERES & CO., LLC
       30 Rockefeller Plaza
       New York, NY 10112
       Tel: (212) 632-6000

                         About RCS Capital

New York-based RCS Capital Corporation --
http://www.rcscapital.com/-- is a full-service investment firm  
focused on the individual retail investor.  With operating
subsidiaries primarily focused on retail advice and until the
completion of recently announced pending sales and divestiture of
its wholesale distribution and investment banking, the company's
business aims to capitalize, grow and maximize value for the
investment programs its distributes and the independent advisors
and clients it serves.

RCS Capital Corporation and 11 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10223 to
16-10234) on Jan. 31, 2016.  The petitions were signed by David
Orlofsky as chief restructuring officer. The Debtors disclosed
total assets of $1.97 billion and total debts of $1.39 billion.

The Debtors have engaged Dechert LLP as general counsel, Young
Conaway Stargatt & Taylor, LLP as Delaware counsel, Zolfo Cooper
Management, LLC as restructuring advisor, Lazard Freres & Co. LLC
as investment banker and Prime Clerk LLC as administrative advisor
and claims and noticing agent.


S.G.F. PROPERTIES: District Court Dismisses SEFCU Appeal
--------------------------------------------------------
Judge Mae A. D'Agostino of the United States District Court for the
Northern District of New York affirmed the bankruptcy court's
orders dated March 24, 2015 and April 20, 2015, and dismissed the
State Employees Federal Credit Union's consolidated appeal.

SEFCU held claims against S.G.F. Properties, LLC, and Faragon
Properties, LLC, totaling $1,496,219, which were secured by
mortgage liens upon 13 properties owned by the Appellees, one of
which is located at 8-10 Locust Park, in Albany, New York ("the
"Locust Park Parcel").

On January 13, 2015, bankruptcy court judge Margaret Cangilos-Ruiz
entered the terms of a settlement agreement between the parties on
the record.  However, in drafting an agreement to incorporate the
terms of the stipulation into a document titled "Schedule B" to be
attached to the Appellees' plan of reorganization, the parties
disagreed as to the precise nature of SEFCU's interest in the
Locust Park Parcel.  The disputed provision was the last sentence
of paragraph "k" from the said Schedule B.

On March 24, 2015, Judge Cangilos-Ruiz issued an order ruling in
the Appellees' favor, finding that the terms of the January 13
transcript were clear insofar as SEFCU will have no remedy to the
Locus Park Parcel should the Appellees meet the preconditions of
settlement requiring SEFCU to release its deed in lieu as to the
property.  SEFCU filed a notice of appeal from this order on April
9, 2015.

On April 20, 2015, bankruptcy court judge Robert E. Littlefield
issued an order confirming the Appellees' second amended plan of
reorganization, which included the Schedule B containing the
revised paragraph "k" as ordered by Judge Cangilos-Ruiz.  SEFCU
appealed this order on April 29, 2015.

SEFCU's appeals of the March 24 and April 20 orders were
consolidated on June 16, 2015.

Judge D'Agostino held that the release of the mortgage encumbering
the Locust Park Parcel did not moot the appeal.  In considering the
merits of the appeal, Judge D'Agostino found no abuse of discretion
in Judge Cangilos-Ruiz's March 24, 2015 order that no ambiguity
existed in the settlement agreement regarding the release of the
Locust Park Parcel.  Since she agreed with Judge Cangilo-Ruiz's
interpretation of the January 13 transcript, Judge D'Agostino held
that the approved provision in paragraph "k" was properly
incorporated into the Schedule B as approved on April 20, 2015.

The case is STATE EMPLOYEES FEDERAL CREDIT UNION, also known as
SEFCU, Appellant, v. S.G.F. PROPERTIES, LLC; FARAGON PROPERTIES,
LLC, Appellees, No. 1:15-cv-00418 (MAD) (N.D.N.Y.).

A full-text copy of Judge D'Agostino's February 3, 2016 memorandum
decision and order is available at http://is.gd/HPa4onfrom
Leagle.com.

State Employees Federal Credit Union is represented by:

          Louis Levine, Esq.
          MELVIN, MELVIN LAW FIRM
          217 South Salina Street
          Syracuse, NY 13202-1390
          Tel: (315)422-1311
          Email: llevine@melvinlaw.com

S.G.F. Properties, LLC and Faragon Properties, LLC are represented
by:

          Francis J. Brennan, Esq.
          NOLAN, HELLER LAW FIRM
          39 N. Pearl Street, 3rd Floor
          Albany, NY 12207
          Tel: (518)449-3300
          Fax: (518)432-3123
          Email: fbrennan@nolanandheller.com


SANDRIDGE ENERGY: Didn't Make $21.7M Interest Payment
-----------------------------------------------------
Asjylyn Loder, writing for Bloomberg Brief - Distress & Bankruptcy,
reported that the U.S. shale industry must come up with $1.2
billion in interest payments by the end of March as $30-a-barrel
oil makes it harder for companies to scrape up the cash needed to
stay current on their debts.

According to data compiled by Bloomberg on 61 companies in the
Bloomberg Intelligence index of North
American independent oil and gas producers, almost half of the
interest is owed by companies with junk-rated credit.

The report noted that Energy XXI Ltd. said in a filing that it
missed an $8.8 million interest payment, while SandRidge Energy
Inc. announced that it didn't make a $21.7 million interest
payment.

SandRidge "has sufficient liquidity to make these interest
payments, but has elected to use the 30-day grace period in
connection with its ongoing discussions with stakeholders," the
company said in a statement, Bloomberg related.

"Today's actions will preserve liquidity and flexibility as we
continue to engage in constructive dialogue with our stakeholders,"
James Bennett, SandRidge president and chief executive officer,
said in the statement, the report further cited.


SANDRIDGE ENERGY: S&P Cuts CCR to D on Deferred Interest Payment
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on oil and gas exploration and production company SandRidge
Energy Inc. to 'D' from 'SD'.

S&P also lowered the issue-level rating on the company's
second-lien debt to 'D' from 'B'. The recovery rating on the
second-lien debt remains '1', indicating S&P's expectation of very
high (90% to 100%, lower end of the range) recovery in the event of
default. S&P lowered the rating on the company's unsecured debt to
'D' from 'CCC-'. The recovery rating remains '6', indicating
S&P's expectation of negligible (0%-10%) recovery in the event of
default. S&P also lowered the rating on the company's convertible
preferred stock to 'D' from 'C'.

"The 'D' rating reflects SandRidge's announcement that it has
elected to defer making interest payments on its 7.5% senior notes
due 2023 and 7.5% senior convertible notes due 2023, and our belief
that the company will not make these payments before the 30-day
grace period ends," said Standard & Poor's credit analyst Ben
Tsocanos.



SOMERSET REGIONAL: Barred From Further Using Cash Collateral
------------------------------------------------------------
People's United Equipment Finance Corp. on Feb. 12, 2016, won entry
of an order from the Bankruptcy Court prohibiting debtor Somerset
Regional Water Resources, LLC, from further using cash collateral.

On Dec. 2, 2015, the Debtor filed a motion to use cash collateral
of, and access DIP financing from, Somerset Trust Company, which
has a first lien in the Debtor's accounts and accounts receivable.
The Debtor said that access to cash collateral plus a financing of
up to $1 million will allow it to finance ongoing operations.

Interim orders were entered by the Court on Nov. 24 and Dec. 9,
2015.

Objections or reservations of rights to entry of the Final Order
were filed by:

     (i) Community Bank, N.A.;
    (ii) Nu-Feeds, Inc.;
   (iii) PS Bank;
    (iv) Dime Bank;
     (v) the Committee; and
    (vi) Wells Fargo Equipment Finance.

A final order was entered Jan. 5, 2016.  The Final Order authorized
the Debtor to use cash collateral and access a term loan of $1
million from Somerset Trust.  The term loan has an interest rate of
4% per annum and is set to mature 270 days from Dec. 4, 2015.  

The Final Order provides that appointment of a Chapter 11 trustee
constitutes as a "termination event" under the DIP facility and
Final Order.  

A copy of the Final Order is available for free at:

      http://bankrupt.com/misc/ITC_182_Final_Cash_Ord.pdf

On Jan. 20, 2016, PUEFC asked the Court for relief from the
automatic stay as to the collateral securing the loan to the Debtor
from PUEFC.

On Jan. 29, PUEFC filed a motion to prohibit the Debtor from
continuing to use PUEFC's cash collateral.  PUEFC complained that
the Debtor has continued to use the collateral but has not moved
for permission to use cash collateral of PUEFC, and PUEFC does not
consent to the use of its cash collateral.

PUEFC also pointed out that from Dec. 30, 2015 through Jan. 28,
2016, 12 motions seeking relief from the automatic stay have been
filed by PUEFC, as wells as PACCAR Financial Corp., Ally Financial,
Ameriserv Financial Bank, NexTier Bank, N.A., Creditor Enterprise
Fleet Management, Inc., and Firstlease, Inc. Tellingly, many of
them recite that Debtor has failed to provide access to collateral
for inspection and that Debtor has been using collateral without
payments being made to these creditors.

On Jan. 28, PACCAR received relief from the automatic stay to,
inter alia, recover its collateral.  At the hearing on PACCAR's
motion, the Court was advised that the Debtor did not oppose
PACCAR's motion.

The Debtor has filed responses to the motions seeking relief from
the automatic stay filed by Ally Financial stating that the Debtor
does not oppose the return of Ally's collateral.  Moreover, the
Debtor has moved the Court to allow Debtor to hire an auctioneer
averring that "Debtor is in need of the services of a
Broker/Auctioneer in connection with the sale and/or liquidation of
business assets located in Tunkhannock, PA and Somerset, PA."

In opposing PUEFC's motion, the Debtor stated, "The Debtor and its
Court appointed Chief Restructuring Officer has attempted to
cooperate with Movant and numerous other creditors regarding access
to the collateral utilized by the Debtor in the course of its
business operations.  The Debtor continues to cooperate with all
creditors, including the Movant, in an effort to coordinate
inspections and not to interrupt business operations, and will
continue to do so."

In response to PUEFC's motion, the Official Committee of Unsecured
Creditors said it agrees that the Debtor should utilize its best
efforts to coordinate the inspection of the Collateral with PUEFC.
To the extent PUEFC is attempting to prohibit use of the Collateral
prior to a hearing on the Motion for Relief from Stay, the
Committee objects to the extent that Collateral is or may be
necessary to ongoing business operations.

On Feb. 9, 2015, Judge Jeffrey A. Deller granted Somerset Trust's
motion for the appointment of a Chapter 11 trustee.  The Debtor had
admitted in court papers that it defaulted on its payment
obligations, which caused the termination of its right to use cash
collateral and allowed the secured creditor to refuse to provide
further loans. Somerset Trust Co. asked for the appointment of an
outside trustee to oversee the company's operations after talks to
expand the role of its chief restructuring officer in lieu of a
trustee deteriorated.

Following a hearing on Feb. 12, Judge Deller entered an order
prohibiting the Debtor and the estate from using any cash
collateral.  While PUEFC's motion sought to ban the use of its cash
collateral, Judge Deller's order prohibits the Debtor from using
ANY CASH COLLATERAL.

Counsel to the Debtor:

          Robert O Lampl, Esq.
          John P. Lacher, Esq.
          David L. Fuchs, Esq.
          Ryan J. Cooney, Esq.
          960 Penn Avenue, Suite 1200
          Pittsburgh, PA 15222
          Tel: (412) 392-0330
          Fax: (412) 392-0335
          E-mail: rlampl@lampllaw.com

Counsel to People's United Equipment Finance Corp:

          TUCKER ARENSBERG, P.C.
          Beverly Weiss Manne, Esq.
          Jillian Nolan Snider, Esq.
          1500 One PPG Place
          Pittsburgh, PA 15222
          Tel: (412) 566-1212
          Fax: (412) 594-5619

Counsel to Creditors Committee:

          LEECH TISHMAN FUSCALDO & LAMPL, LLC
          John M. Steiner, Esquire
          525 William Penn Place, 28th Floor
          Pittsburgh, PA 15219
          Tel: (412) 261-1600
          Fax: (412) 227-5551
          E-mail: jsteiner@leechtishman.com

                      About Somerset Regional

Somerset Regional Water Resources, LLC, filed a Chapter 11
bankruptcy petition (Bankr. W.D. Pa. Case No. 15-70766) on Nov. 9,
2015.  The petition was signed by Larry Mostoller, managing
member.

The Debtor estimated both assets and liabilities in the range of
$10 million to $50 million.  Robert O. Lampl, Attorney at Law,
represents the Debtor as counsel.

The Office of the U.S. Trustee appointed three creditors to the
official committee of unsecured creditors.  Leech Tishman Fuscaldo
& Lampl LLC represents the committee.

                         *      *     *

On Feb. 9, 2016, the Court approved the U.S. trustee's appointment
of Charles Zebley, Esq., as interim trustee for the company.
Somerset Trust Co., which provided loan to get Somerset Regional
through bankruptcy, sought appointment of an outside trustee to
oversee the company's operations after talks to expand the role of
the Debtor's chief restructuring officer in lieu of a trustee
deteriorated.


SPENDSMART NETWORKS: Converts Promissory Notes Into Common Shares
-----------------------------------------------------------------
Spendsmart Networks, Inc. disclosed in a Form 8-K report filed with
the Securities and Exchange Commission that as a result of the
closing on Feb. 5, 2016, of the Company's Offer to Amend and
Exercise certain warrants and pursuant to the terms of the
convertible promissory notes, the following promissory notes were
converted into shares of the Company's common stock and warrants to
purchase common stock as follows:

  -- Siskey Capital Oct. 5, 2015, Note: 1,029,918 shares of common
     stock and 3,089,754 warrants to purchase common stock;

  -- Dyke Rogers Nov. 12, 2015, Note: 1,000,987 shares of common
     stock and 3,002,961 warrants to purchase common stock;

  -- Sol Barer Nov. 13, 2015, Note: 538,752 shares of common stock
     and 1,616,256 warrants to purchase common stock;

  -- Isaac Blech Nov. 13, 2015, Note: 229,294 shares of common
     stock and 687,882 warrants to purchase common stock;

  -- West Charitable Remainder Unitrust Nov. 13, 2015, Note:
     539,778 shares of common stock and 1,619,334 warrants to
     purchase common stock;

  -- River Charitable Remainder Trust Nov. 13, 2015, Note: 359,852
     shares of common stock and 1,079,556 warrants to purchase
     common stock;

  -- Liberty Charitable Remainder Trust Nov. 13, 2015, Note:    
     269,429 shares of common stock and 808,287 warrants to
     purchase common stock; and

  -- Windham-BMP Investments Nov. 16, 2015, Note: 323,669 shares
     of common stock and 971,007 warrants to purchase common
     stock.  

Techno-Ventures also agreed to convert $200,000 of their July 15,
2015, Note: 1,333,334 shares of common stock and 1,333,334 warrants
to purchase common stock.  All warrants have an exercise price of
$0.15.
  
                     About SpendSmart Networks

SpendSmart Networks, Inc., provides proprietary loyalty systems
and a suite of digital engagement and marketing services that help
local merchants build relationships with consumers and drive
revenues.  These services are implemented and supported by a vast
network of certified digital marketing specialists, aka "Certified
Masterminds," who drive revenue and consumer relationships for
merchants via loyalty programs, mobile marketing, mobile commerce
and financial tools, such as prepaid card and reward systems.  We
enter into licensing agreements for our proprietary loyalty
marketing solution with "Certified Masterminds" which sell and
support the technology in their respective markets.  The Company's
products aim to make Consumers' dollars go further when they spend
it with merchants in the SpendSmart network of merchants, as they
receive exclusive deals, earn rewards and ultimately build a
connection with their favorite merchants.

SpendSmart Networks incurred a net loss of $12.2 million on $4.03
million of total revenues for the year ended Dec. 31, 2014,
compared to a net loss of $14.09 million on $0 of total revenues
for the year ended Dec. 31, 2013.

As of Sept. 30, 2015, the Company had $8.52 million in total
assets, $4.48 million in total liabilities and $4.04 million in
total stockholders' equity.

EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has recurring net
losses since inception and has yet to establish a profitable
operation.  These factors among others raise substantial doubt
about the ability of the Company to continue as a going concern.


SPENDSMART NETWORKS: Names Luke Wallace Chief Operating Officer
---------------------------------------------------------------
Spendsmart Networks, Inc., appointed Luke Wallace as chief
operating officer effective Feb. 11, 2016, according to a document
filed with the Securities and Exchange Commission.

Mr. Wallace had been serving as the Company's vice president of
operations since February 2014.  Mr. Wallace was a co-founder of
the "SMS Masterminds" business that the Company purchased in 2014.
Mr. Wallace's annual base salary is $200,000 of which $160,000 is
paid in cash and $40,000 in options to purchase the Company's
common stock.

                    About SpendSmart Networks

SpendSmart Networks, Inc., provides proprietary loyalty systems
and a suite of digital engagement and marketing services that help
local merchants build relationships with consumers and drive
revenues.  These services are implemented and supported by a vast
network of certified digital marketing specialists, aka "Certified
Masterminds," who drive revenue and consumer relationships for
merchants via loyalty programs, mobile marketing, mobile commerce
and financial tools, such as prepaid card and reward systems.  We
enter into licensing agreements for our proprietary loyalty
marketing solution with "Certified Masterminds" which sell and
support the technology in their respective markets.  The Company's
products aim to make Consumers' dollars go further when they spend
it with merchants in the SpendSmart network of merchants, as they
receive exclusive deals, earn rewards and ultimately build a
connection with their favorite merchants.

SpendSmart Networks incurred a net loss of $12.2 million on $4.03
million of total revenues for the year ended Dec. 31, 2014,
compared to a net loss of $14.09 million on $0 of total revenues
for the year ended Dec. 31, 2013.

As of Sept. 30, 2015, the Company had $8.52 million in total
assets, $4.48 million in total liabilities and $4.04 million in
total stockholders' equity.

EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has recurring net
losses since inception and has yet to establish a profitable
operation.  These factors among others raise substantial doubt
about the ability of the Company to continue as a going concern.


STAR WEST GENERATION: S&P Rates $550MM Sr. Secured Debt 'B+'
------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B+' debt issue
rating to Star West Generation's $450 million senior secured term
loan due 2020 and $100 million senior secured revolving credit
facility due 2020. S&P also assigned a recovery rating of '2',
indicating its expectation of substantial recovery (70% to 90%;
upper half of the range) if a payment default occurs. The outlook
is stable.

Star West's portfolio consists of two natural gas-fired power
plants totaling 1,149 megawatts (MW). The two combined-cycle gas
turbine (CCGT) plants, Arlington Valley (579 MW), and Griffith (570
MW), are located in Arizona.

The rating is constrained by the project's lower debt service
coverage ratios (DSCRs) after presumed refinancing in 2020. At that
point, Star West's assets will be fully exposed to merchant
markets, as the term loan does not fully amortize by maturity. S&P
expects Arlington Valley to make up between 50% and 60% of the
portfolio's total margin; as such, if Arlington Valley experiences
operational issues, this could significantly pressure forecast
measures. However, most revenues are contracted through the term
loan maturity, offsetting this risk. Griffith has a summer tolling
agreement with Nevada Power Co. through 2017, and Arlington Valley
has a summer tolling agreement with an investment-grade,
investor-owned regulated utility through 2019.

The stable outlook reflects S&P's expectation of high availability
and steady cash flows through the term loan's maturity and the
tenure of the tolling agreements with DSCRs exceeding 1.5x thru
2019.  

Factors that might lead to a lower rating are sustained weaker
operational performance at the plants due to weaker availability,
such that DSCRs dropped below 1.2x. Also, any developments, such as
prolonged force majeure events that lock up distributions, could
pressure ratings.

Higher ratings are unlikely in the near term due to the significant
refinancing risk unless financial performance is stronger than
anticipated on a sustained basis. In this case, projected
consolidated DSCRs would need to consistently be above 1.5x, or the
tolling agreements would need to be extended or replaced beyond
expiration.


STOCKDALE TOWER: Court Awards $8.4MM in Damages to LBUSB
--------------------------------------------------------
Judge John A. Mendez of the United States District Court for the
Eastern District of California granted default judgment and awarded
$8,470,326.44 in damages in favor of LBUSB 2004-C6 Stockdale Office
Limited Partnership ("LBUSB") and against Terry and Peggy Moreland
("the Morelands").

In 2004, the Morelands personally guaranteed a loan made by UBS
Real Estate Investments, Inc. to Stockdale Tower I, LLC
("Stockdale") in the amount of $24,000,000.  The loan was secured
by a Deed of Trust executed by Stockdale over Stockdale Tower, a
commercial office building located at 5060 California Avenue,
Bakersfield, California.  In June 2010, the rights under the loan
were transferred to LBUSB.

When default occurred, the Morelands refused to pay and accused
LBUSB as well as the original lender and other financial
institutions of improperly securitizing the loan.  LBUSB in turn
sought payment from the Morelands under the guarantee.  By August
2013, LBUSB and the Morelands had ostensibly resolved the matter
through a Settlement Agreement and Mutual Release.  LBUSB intended
to sell the property, and the settlement agreement permitted the
Morelands to participate in the sale.  However, the agreement also
specifically prohibited the Morelands from interfering with the
sale and/or from preventing LBUSB from obtaining the maximum sale
price available for the property.

Bidding was set to open on October 20, 2014, but on October 14,
2014, the Morelands filed a notice of lis pendens and a new lawsuit
in Kern County Superior Court.  LBUSB was unable to sell the
property.

LBUSB thereafter filed a counterclaim against the Morelands.  The
court granted LBUSB's motion to expunge lis pendens as well as its
motion to dismiss the Morelands' complaint.  The court, however,
denied the Morelands' motion to dismiss the counterclaim.
Morelands failed to file an answer following that order.  LBUSB
moved for default judgment and an award for damages.

Judge Mendez found LBUSB's counterclaim to be meritorious and that
the Morelands were unable to offer any valid defense, even when
given the opportunity to do so.  The judge found that the
counterclaim establishes through well-pleaded facts that Stockdale
defaulted on the $24 million mortgage and the Morelands are liable
for that default because they personally guaranteed the loan.
Judge Mendez also held the Morelands' failure to answer was
culpable conduct and that LBUSB would suffer prejudice if judgment
was not rendered in its favor.  LBUSB was also awarded
$8,470,326.44 in damages.

The case is TERRY L. MORELAND, Plaintiff, v. U.S. BANK, N.A., AS
TRUSTEE FOR LB-USB COMMERCIAL MORTGAGE TRUST 2004-C6 COMMERCIAL
MORTGAGE PASS-THROUGH CERTIFICATES SERIES 2006-C6; LB-USB 2004-C6.
STOCKDALE OFFICE LIMITED PARTNERSHIP; LB-USB STOCKDATE OFFICE GP;
LNR PARTNERS CALIFORNIA MANAGER, LLC; LNR PARTNERS, LLC, and DOES
1-10, inclusive, Defendants. LBUSB 2004-C6 STOCKDALE OFFICE.
LIMITED PARTNERSHIP, Counter-Claimant, v. TERRY L. MORELAND; PEGGY
J. MORELAND, Counter-Defendants, No. 1:14-cv-01836-JAM-JLT (E.D.
Cal.).

A full-text copy of Judge Mendez's February 4, 2016 order is
available at http://is.gd/X5gQgZfrom Leagle.com.
      
Terry Moreland and Peggy J. Moreland are represented by:

          Charles T. Marshall, Esq.
          283 Escondido Blvd
          Escondido, CA 92025
          Tel: (760)300-4197
          
U.S. Bank, N.A., LB-UBS 2004-C6 Stockdale Office Limited
Partnership, LB-UBS Stockdale Office GP, LNR Partners California
Manager, LLC, LNR Partners, LLC, and LB-UBS 2004-C6 Stockdale
Office Limited Partnership are represented by:

          Anne K. Edwards, Esq.
          RODI POLLOCK PETTKER CHRISTIAN & PRAMOY
          444 South Flower Street, Suite 1700
          Los Angeles, CA 90071
          Tel: (213)550-5099
          Fax: (213)895-4921
          Email: ake@rodipollock.com

                    About Stockdale Tower 1

Bakersfield, California-based Stockdale Tower 1 LLC owned by Terry
Moreland and his wife Peggy, filed for Chapter 11 bankruptcy
(Bankr. E.D. Calif. Case No. 11-62167) on Nov. 7, 2011.  The
Stockdale Tower was set to be sold to the highest bidder several
times over the last few months in 2011, but those auctions were
delayed.

Judge W. Richard Lee presides over the Chapter 11 case.  Scott T.
Belden, Esq., and Jacob L. Eaton, Esq., at Klein, DeNatale,
Goldner, Cooper, Rosenlieb & Kimball, LLP, serve as the Debtor's
bankruptcy counsel.  The firm disclosed $18,151,072 in assets and
$17,870,212 in liabilities.

The U.S. Trustee failed to appoint an Official Committee of
Unsecured Creditors in the case.


SUNDEVIL POWER: Gets Approval to Tap Part of $45 Million DIP Loan
-----------------------------------------------------------------
Matt Chiappardi at Bankruptcy Law360 reported that a Delaware
federal judge agreed on Feb. 12, 2016, to give private equity-owned
Sundevil Power Holdings LLC the OK to tap $7.5 million of its $45
million stopgap-financing package from prepetition creditor Beal
Bank USA, allowing the electric wholesaler to continue its quest to
find a buyer for its operations.  During a hearing in Wilmington,
U.S. Bankruptcy Judge Kevin J. Carey said he would give interim
approval to the debtor-in-possession loan facility after Sundevil
addressed several minor issues raised by the U.S. Trustee's
Office.

                       About Sundevil Power

Merchant power generators Sundevil Power Holdings, LLC and SPH
Holdco LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case Nos. 16-10369 and 16-10370,
respectively), on Feb. 12, 2016.  The petitions were signed by
Blake M. Carlson as authorized signatory.

The Debtors estimated assets in the range of $100 million to $500
million and liabilities of at least $100 million.  

The Debtors have engaged Vinson & Elkins LLP as legal counsel,
Drinker Biddle & Reath LLP as Delaware counsel, and Garden City
Group as claims and noticing agent.

Judge Kevin J. Carey is assigned to the case.



SUNEDISON SEMICONDUCTOR: S&P Puts 'B-' Rating on CreditWatch Dev.
-----------------------------------------------------------------
Standard & Poor's Ratings Services said it placed its 'B-' rating
on St. Peters, Mo.-based SunEdison Semiconductor Ltd., as well as
the 'B' rating on the company's senior secured debt, on CreditWatch
with developing implications.

"The CreditWatch placement is based on SunEdison Semiconductor's
Feb. 18, 2016 announcement that its board of directors has
authorized a review of strategic alternatives following receipt of
unsolicited indications of interest from potential acquirers," said
Standard & Poor's credit analyst James Thomas.

The company has not disclosed the identities of the parties who
have expressed interest, and S&P could raise, lower, or affirm the
current rating in the event of a sale or merger depending on the
business and financial risk profiles of the combined entity.

S&P notes that all of SunEdison's senior secured credit facilities
have change of control provisions, which would likely be triggered
in the event of a major transaction.

S&P will monitor developments related to the announced strategic
review, and will resolve the CreditWatch listing when S&P has
additional clarity around any plans to sell the company or other
changes to SunEdison's corporate strategy or capital structure.


SWIFT ENERGY: Court Allows $75-Mil. DIP Financing
-------------------------------------------------
Swift Energy Company and its affiliated debtors obtained from Judge
Mary F. Walrath of the U.S. Bankruptcy Court for the District of
Delaware, a final order authorizing them to obtain postpetition
financing on a super-priority, secured basis and use cash
collateral.

The Court authorized the Debtors to obtain a non-amortizing senior
secured multi-draw term loan facility in an aggregate principal
amount not to exceed $75,000,000 ("DIP Facility").

The Debtor-in-Possession Credit Agreement, executed by Swift Energy
Company, as Borrower, Cantor Fitzgerald Securities, as
Administrative Agent and the Lenders signatory thereto, contain,
among others, these terms:

   (a) DIP Facility is to be used during the Bankruptcy Cases to
repay certain indebtedness and for general corporate purposes and
working capital of the Debtors during the Bankruptcy Cases (i) with
an aggregate principal amount of up to $15,000,000 to be available
for borrowing on the Closing Date, (ii) with an additional
aggregate principal amount of up to $15,000,000 to be available for
borrowing on the Final Order Funding Availability Date and (iii)
the remainder to be made available on the Third Borrowing Funding
Availability Date.

   (b) Interest on the Loans will accrue and be payable at a rate
per annum equal to the Alternative Base Rate for each Alternative
Base Rate Loan and the Adjusted Eurodollar Rate for each Eurodollar
Rate Loan.  Alternative Base Rate shall mean, for any day, a rate
per annum equal to the sum of (a) the greatest of (i) the Prime
Rate in effect on such day, (ii) the Federal Funds Rate in effect
on such day plus one half of one percent and (iii) the Eurodollar
Rate for a one month Interest Period on such day plus one percent.

   (c) The Debtors will comply with various milestones, including
obtaining confirmation of their Plan on or before March 30, 2016,
and the Plan becoming effective on or before April 19, 2016.

Judge Walrath acknowledged that the Debtors' need to obtain credit
pursuant to the DIP Facility is necessary to enable the Debtors to
continue operations to administer and preserve the value of their
estates.  Judge Walrath further acknowledged that the ability of
the Debtors to finance their operations, to maintain business
relationships with their vendors, suppliers, and customers, to pay
their employees, and otherwise to finance their operations requires
the availability of working capital from the DIP Facility. Judge
Walrath found that the Debtors do not have sufficient available
sources of working capital and financing to operate their
businesses or maintain their properties in the ordinary course of
business without the DIP Facility.

Any party with requisite standing may commence contested matter or
adversary proceeding raising any objection with respect to any
claim or security interest of the Prepetition Financing Parties on
or before (i) with respect to the Official Committee of Unsecured
Creditors, 60 calendar days which period will commence on the
earlier to occur of (a) termination of the Restructuring Support
Agreement or (b) the failure to obtain confirmation of the Plan
within 120 calendar days of the Petition Date; and (ii) with
respect to all other parties, 75 calendar days following the date
of entry of the Final Order.

Limited objections were filed by Y Bar Ranch, Ltd. and R.A. Bracken
Children's Partnership, Ltd., to the Debtors' Motion, and a
reservation of rights was submitted by the Official Committee of
Unsecured Creditors.

A full-text copy of the Court's Final DIP Order dated Feb. 2, 2016,
is available at http://is.gd/9fiW4p

The Administrative Agent can be reached at:

          CANTOR FITZGERALD SECURITIES
          110 East 59th Street
          New York, NY 10022
          Attn: Nils Horning
          Telecopy: 646-219-1180
          E-mail: NHorning@cantor.com

Y Bar Ranch, Ltd., is represented by:

          Christopher P. Simon, Esq.
          CROSS & SIMON, LLC
          1105 North Market Street, Suite 901
          Wilmington, DE 19801
          Telephone: (302)777-4200
          Facsimile: (302)777-4224
          E-mail: csimon@crosslaw.com

                  - and -

          David C. Person, Esq.
          PERSON, WHITWORTH, BORCHERS
          & MORALES, L.L.P.
          7744 Broadway, Suite 100
          San Antonio, TX 78209
          Telephone: (210)824-4411
          Facsimile: (210)824-3152
          E-mail: Cperson@personwhitworth.com

R.A. Bracken Children's Partnership, Ltd., et al., are represented
by:

          Kate Deringer Sallie
          RHOADS & SINON LLP
          One South Market Square, 12th Floor
          P.O. Box 1146
          Harrisburg, Pennsylvania 17108-1146
          Telephone: (717)233-5731
          Facsimile: (717)238-8623
          E-mail: ksallie@rhoads-sinon.com

                  - and -

          Albert M. Gutierrez, Esq.
          PERSON, WHITWORTH, BORCHERS
          & MORALES L.L.P.
          7744 Broadway, Suite 100
          San Antonio, TX 78209
          Telephone: (210)225-2299
          Facsimile: (210)225-2266
          E-mail: Agutierrez@personwhitworth.com

The Official Committee of Unsecured Creditors of Swift Energy
Company and its affiliated debtors is represented by:

          Kurt F. Gwynne, Esq.
          Emily K. Devan, Esq.
          REED SMITH LLP
          1201 Market St., Suite 1500
          Wilmington, DE 19801
          Telephone: (302)778-7500
          Facsimile: (302)778-7575
          E-mail: kgwynne@reedsmith.com
                  edevan@reedsmith.com

                  - and -

          Michael S. Stamer, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          One Bryant Park
          New York, NY 10036-6745
          Telephone: (212)872-1000
          Facsimile: (212)872-1002
          E-mail: mstamer@akingump.com

                  - and -

          Sarah Link Schultz, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          1700 Pacific Ave., Suite 4100
          Dallas, TX 75201-4624
          Telephone: (214)969-2800
          Facsimile: (214)969-4343
          E-mail: sschultz@akingump.com

                  - and -

          Joanna F. Newdeck, Esq.
          AKIN GUMP STRAUSS HAUER & FELD LLP
          1333 New Hampshire Ave., N.W.
          Washington, D.C. 20036-1564
          Telephone: (202)887-4000
          Facsimile: (202)887-4288
          E-mail: jnewdeck@akingump.com  

                    About Swift Energy Company

Headquartered in Houston, Texas, Swift Energy Company is an
independent energy company engaged in the exploration, development,
production and acquisition of oil and natural gas properties.  Its
primary assets and operations are focused in the Eagle Ford trend
of South Texas and the onshore and inland waters of Louisiana.

Swift Energy Company and eight of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 15-12669 to
15-12677) on Dec. 31, 2015, with a Chapter 11 plan of
Reorganization that, among other things, exchanges the
approximately $905.1 million outstanding on account of senior notes
obligations for 96% of the common equity in the Reorganized
Debtors.

The petitions were signed by Alton D. Heckaman, Jr., the executive
vice president and CFO.  Judge Mary F. Walrath is assigned to the
cases.

The Debtors disclosed total assets of $1.02 billion and total debt
of $1.34 billion as of Sept. 30, 2015.

The Debtors engaged Jones Day as general counsel; Richards, Layton
& Finger, P.A., as local counsel; Lazard Freres & Co, LLC as
investment banker; Alvarez & Marsal North America LLC as financial
advisor; and Kurtzman Carson Consultants LLC as claims and
noticing agent.

The Office of the U.S. Trustee appointed three creditors to the
Debtors' official committee of unsecured creditors.  Reed Smith
LLP represents the committee.


TAILORED BRANDS: S&P Assigns 'B' Corp. Credit Rating, Outlook Neg.
------------------------------------------------------------------
Standard & Poor's Ratings Services assigned its 'B' corporate
credit rating on Texas-based men's suiting and apparel retailer
Tailored Brands Inc.  The outlook is negative.

S&P affirmed its 'B' corporate credit rating on Men's Wearhouse
Inc. and revised the outlook to negative.

At the same time, S&P affirmed its 'B+' issue-level rating with a
'2' recovery rating on the term loan. The '2' recovery rating
indicates S&P's expectation for meaningful recovery in the event of
default, at the higher end of the 70% to 90% range. S&P also
affirmed its 'CCC+' issue-level rating with a '6' recovery
rating to the unsecured notes. The '6' recovery rating indicates
S&P's expectation for negligible (0% to 10%) recovery.

"Our ratings reflect the significant underperformance at one of the
company's key brands, Jos. A. Bank, and our view that a turnaround
of the brand is unlikely in the near term and will be a gradual
process," said credit analyst Andrew Bove. "Jos. A Bank, which
comprises about 25% of the company's revenue base, has started to
move away from its well-known promotions emphasizing bulk
purchases, to less aggressive promotions -- a strategy that has so
far not been resonating well with consumers. Same-store sales at
Jos. A. Bank have been deteriorating at an accelerated rate over
the past several quarters, and we expect weak sales trends to
continue over the next 12 months as the negative
traffic trends at Jos. A. Bank show no signs of moderating.  Jos. A
Bank will also aim to broaden its customer base by introducing new
merchandise targeted toward a younger demographic. However, we
believe the process will be gradual and we do not expect the
company to realize meaningful benefits from this initiative over
the next year."

The negative outlook reflects S&P's view that apparel industry
environment will remain challenging in the near term. S&P believes
the company's operating performance will continue to be pressured,
with meaningfully negative same-store sales trend persisting at
Jos. A. Bank over the next 12 months. S&P also expects
discretionary cash flow after dividend payment to remain negative
over the next 12 to 24 months.

S&P said, "We could lower the ratings if the Jos. A. Bank sales
decline becomes more severe and extended than our base-case
expectation, and/or operating performance at the company's legacy
brands begin to weaken meaningfully.  This could be a result of
Jos. A Bank losing its core customer from its change in pricing
strategy on a more permanent basis, along with increased
competition from department stores and off-price retailers further
pressuring traffic and margins at all brands.  Under this scenario,
revenues would decrease in the low-single digits in fiscal 2016 and
gross margin would be 50 basis points (bps) below our base-case
forecast, resulting in negative free operating cash
flow that could pressure liquidity. At that time, leverage would be
in the low-6.0x area.  Weakening performance at legacy brands could
also cause S&P to revise down its assessment of the business,
resulting in a lower rating.

S&P said, "Although unlikely in the near term, we could revise the
outlook back to stable if the company is able to turn around
negative operating trends at Jos. A. Bank much faster than expected
while experiencing continued good performance at the legacy brands.
Under this scenario, revenue growth in 2016 would be in the
mid-single digits and margins would expand by an additional 50 bps
over our base-case forecast. At that time, leverage would be in the
low- to mid-5.0x area, and we would expect leverage to stay at or
below this level on a sustained basis."


TLC HEALTH: '341' Meeting of Creditors Set for March 14
-------------------------------------------------------
The Office of the U.S. Trustee is set to hold a meeting of
creditors of TLC Health Network on March 14, 2016, at 12:00 p.m.,
according to a filing with the U.S. Bankruptcy Court for the
Western District of New York.

The meeting will take place at the Office of the U.S. Trustee,
Olympic Towers, Buffalo, New York City.

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 TLC Health Network

TLC Health Network filed a Chapter 11 petition (Bankr. W.D.N.Y.
Case No. 13-13294) on Dec. 16, 2013.  The petition was signed by
Timothy Cooper as Chairman of the Board.  The Debtor estimated
assets of at least $10 million and debt of at least $1 million.
Jeffrey A. Dove, Esq., at Menter, Rudin & Trivelpiece, P.C., serves
as the Debtor's counsel.  Damon & Morey LLP is the Debtor's special
health care law and corporate counsel.  The Bonadio Group is the
Debtor's accountants.  Howard P. Schultz & Associates, LLC is the
Debtor's appraiser.

The case is assigned to the Hon. Carl L. Bucki.

A three-member panel composed of Cannon Design, Chautauqua
Opportunities, Inc., and Jamestown Rehab Services has been
appointed as the official unsecured creditors committee.  Bond,
Schoeneck & King, PLLC is the counsel to the Committee.  The
Committee has tapped NextPoint LLC as financial advisor.

Gleichenhaus, Marchese & Weishaar, PC is the general counsel for
Linda Scharf, the Patient Care Ombudsman of TLC Health.


TONYA BROWN: Carlisle Wins Summary Judgment
-------------------------------------------
This case is before the Court to determine the effect of a Notice
of Trustee's abandonment of Plaintiff Tonya Brown's claims against
Carlisle McNellie Rini Kramer & Ulrich Co. LPA.

Tonya Brown filed an opposition to the motion for summary judgment.
Carlisle did not file a reply brief, and the time for doing so has
passed. Carlisle filed a motion to strike exhibits and objection to
inadmissible evidence pursuant to Fed. R. 56(C)(2) and Federal Rule
of Evidence 901, which is directed to the documents attached as
Exhibit A and Exhibit B to Ms. Brown's opposition. Ms. Brown filed
an opposition to Carlisle's motion to strike and objection.

In an Opinion and Order dated February 9, 2016, which is available
at http://is.gd/8IEjoVfrom Leagle.com, Magistrate Judge Terence P.
Kemp of the United States District Court for the Southern District
of Ohio, Eastern Division, granted Carlisle's motion for summary
judgment and denied its motion to strike.

The case is  Ronald Brown, et al., Plaintiffs, v. Florida Coastal
Partners, LLC, Defendants, Case No. 2:13-cv-1225 (S.D. Ohio).

Ronald Brown, Plaintiff, Pro Se.

Tonya Brown, Plaintiff, Pro Se.

Florida Coastal Partners, LLC, Defendant, is represented by Charles
Roland Griffith, Esq. -- chuckgriffith@griffithlaw.org – Griffith
Law

Charles R Griffith, Defendant, represented by Charles Roland
Griffith.

Carlisle McNellie Rini Kramer & Ulrich Co. LPA, Defendant, is
represented by Eric T Deighton, Esq. -- Carlisle, McNellie, Rini,
Kramer & Ulrich, CO, LPA.


TRUVEN HEALTH: S&P Puts 'B' CCR on CreditWatch Positive
-------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B' corporate credit
rating and issue-level ratings on Truven Health Analytics Inc. on
CreditWatch with positive implications.  The CreditWatch placement
follows IBM's announced plans to acquire Truven.

Truven, a health care analytics solutions and services provider, is
being acquired by U.S. technology and solutions provider
International Business Machines Corp. (IBM).

"We will likely resolve the CreditWatch placement on Truven and
raise the rating once the transaction has closed," said Standard &
Poor's credit analyst Jinsung Kim.

Afterwards, S&P will likely withdraw the corporate credit rating.
If the Truven's debt is repaid, S&P will also likely withdraw the
issue-level ratings on Truven.


UNIVERSITY GENERAL: Transfer PT Equipment, Workers to Dr. Foster
----------------------------------------------------------------
University General Health System, Inc., et al., sought and obtained
approval from Judge Letitia Z. Paul of the U.S. Bankruptcy Court
for the Southern District of Texas, Houston Division, of an
application to compromise their controversy with Clint Foster, C.W.
Foster Enterprises, Inc., F20 Enterprises, Inc., and Advanced
Functional Assessments, Inc., d/b/a C. Foster & Assoc.

University General Hospital, L.P., is party to several agreements
with Dr. Foster and/or one or more of the Foster Entities,
including an Asset Acquisition Agreement, a Management Services
Agreement, and a Profit Participation Agreement.

To compromise their controversy, UGH will transfer to the Foster
Entities all personal property, including, but not limited to,
physical therapy equipment, located in each of the PT Centers free
and clear of any ownership interest of UGH.  The parties agreed to
mutually terminate the MSA as of November 30, 2015, and the Debtors
assume and assign all leases covering the PT Centers to the Foster
Entities effective November 30, 2015.

The parties also agreed to mutually terminate the Profit Sharing
agreement as of November 30, 2015.  All employees of UGH working at
or for the PT Centers are deemed terminated by UGH and employed by
the Foster Entities effective as of December 1, 2015.  Dr. Foster
and the Foster Entities waive and release all claims under the AAA.
Claim Nos. 315 and 497 are withdrawn with prejudice.

UGH will pay Dr. Foster $22,498, representing the agreed
postpetition amounts owed to Dr. Foster and the Foster Entities, in
full and final satisfaction of all administrative claims held by
Dr. Foster and the Foster Entities.

                     About University General

University General Health System, Inc., with headquarters in
Houston, Texas, was a multi-specialty health care provider that
delivered concierge physician- and patient-oriented services. UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers,
physical therapy centers, and senior living centers.

UGHS owned the University General Hospital, a 70-bed, general
Acute care hospital in the heart of the Texas Medical Center in
Houston, Texas.

UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015.  The case is assigned to Judge Letitia Z. Paul.

The Debtors tapped John F Higgins, IV, Esq., Aaron James Power,
Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP, in
Houston, Texas, as counsel.  Upshot Services, LLC, is the claims
and noticing agent.  The Debtors also engaged Hammon Hanlon Camp,
LLC ("H2C") as their investment bankers.  The Debtors retained
Munsch Hardt Kopf & Harr, P.C. as special counsel to advise them
regarding healthcare issue related to the sale of substantially all
of their assets on an hourly fee basis.  Finally, the Debtors
tapped Martin & Martin LLP as accountants to prepare the Debtors'
federal tax returns.

U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors.  The
Committee retained Locke Lord LLP as its counsel and Solic Capital
Advisors, LLC as its financial advisor.

The Debtors on July 13, 2015, obtained final approval of a $16
million postpetition revolving credit facility from existing lender
Mid-Cap.

The Debtors won approval from the Bankruptcy Court to sell
substantially all of their assets to Foundation Surgical Hospital
Holdings, LLC for $33 million.  A November auction was cancelled a
scheduled after no competing bids were received by UGH.  The
proceeds from the sale will fund the distributions under the Plan.

University General Health System, Inc., announced that its Chapter
11 Plan of Liquidation became effective in accordance with its
terms on Feb. 4, 2016.


UPPER MIDWEST: Suit Against DJK, DJK-Burr Ridge Stayed
------------------------------------------------------
Judge Gary Feinerman of the United States District Court for the
Northern District of Illinois, Eastern Division, denied the motion
to dismiss filed by defendants DJK Real Estate Group, LLC, and DJK
Real Estate Group-Burr Ridge, LLC, granted their motion to abstain,
and stayed the case pending resolution of a state court suit.

A diversity suit was filed by Upper Midwest Sealcoat Manufacturing
alleging that DJK and DJK-Burr Ridge violated the terms of a
commercial real estate lease allowing Westfield Insurance Company,
the defendants' insurer, to sue Upper Midwest in the Circuit Court
of DuPage County, Illinois, for damages arising from its use of the
leased property.

DJK and DJK-Burr Ridge moved to dismiss or, in the alternative, to
abstain pending the resolution of the state court suit.  Upper
Midwest was later substituted by Michael Knight, the bankruptcy
trustee.

Judge Feinerman determined that the fact that Upper Midwest has
already suffered and continues to suffer harm through the
defendants' alleged breach of the lease agreement is sufficient to
establish an actual controversy ripe for resolution.

The judge also found that Upper Midwest met the jurisdictional
minimum because it is seeking to recover the value of a potential
adverse state court judgment that could exceed $500,000.  Finally,
contrary to the defendants' contention, Judge Feinerman found that
Upper Midwest does have a potential claim for damages.

Judge Feinerman, however, granted the defendants' motion to stay
under the Colorado River doctrine upon determining that the
concurrent state and federal proceedings are parallel and that
eight of the ten Colorado River factors favor abstention and
provide the "exceptional circumstances" necessary to abstain under
that doctrine.

The case is MICHAEL KNIGHT, as Chapter 11 Trustee for Upper Midwest
Sealcoat Manufacturing, LLC, Plaintiff, v. DJK REAL ESTATE GROUP,
LLC and DJK REAL ESTATE GROUP-BURR RIDGE, LLC, Defendants, No. 15 C
5960 (N.D. Ill.).

A full-text copy of Judge Feinerman's February 4, 2016 amended
memorandum opinion and order is available at http://is.gd/p0Cpdj
from Leagle.com.

Michael Knight is represented by:

          Laura Paige Gordon, Esq.
          Steven M. Canty, Esq.
          CHILTON YAMBERT & PORTER LLP
          325 Washington Street, Suite 400
          Waukegan, IL 60085
          Tel: (847)625-8200
          Fax: (847)625-8262
          Email: lgordon@cyp-law.com
                 scanty@cyp-law.com

DJK Real Estate Group, LLC d/b/a DJK Real Estate Investments, LLC
and DJK Real Estate Group-Burr Ridge, LLC d/b/a DJK Real Estate
Investments, LLC are represented by:

          Bozidar Robert Ostojic, Esq.
          LEAHY, EISENBERG & FRAENKEL
          33 W. Monroe Street, Suite 1100
          Chicago, IL 60603-5317
          Tel: (312)368-4554
          Fax: (312)368-4562
          Email: ro@lefltd.com


VISUALANT INC: Incurs $2 Million Net Loss in Fiscal Q1
------------------------------------------------------
Visualant, Incorporated filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.01 million on $1.28 million of revenue for the three months
ended Dec. 31, 2015, compared to a net loss of $3.15 million on
$1.84 million of revenue for the three months ended Dec. 31, 2014.

As of Dec. 31, 2015, the Company had $2.43 million in total assets,
$9.69 million in total liabilities, all current, and a total
stockholders' deficit of $7.25 million.

The Company had cash of $141,000 and net working capital deficit of
approximately $4,666,000 (excluding the derivative liability-
warrants of $4,051,000) as of Dec. 31, 2015.  The Company expects
losses to continue as it commercializes its ChromaID technology.
The Company's cash used in operations for the years ended
Sept. 30, 2015, and 2014 was ($240,000) and $(1,379,000),
respectively.  The Company believes that its cash on hand will be
sufficient to fund its operations through March 31, 2015.

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

                     http://is.gd/7gTLe1

                     About Visualant Inc.

Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on Oct. 8, 1998.  The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.

Visualant reported a net loss of $2.63 million on $6.29 million of
revenue for the year ended Sept. 30, 2015, compared to a net loss
of $1.01 million on $7.98 million of revenue for the year ended
Sept. 30, 2014.

PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Sept. 30, 2015, citing that Company has sustained a
net loss from operations and has an accumulated deficit since
inception.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.


WAYNE COUNTY, MI: Moody's Affirms Ba3 Rating on GOLT Debt
---------------------------------------------------------
Moody's Investors Services has affirmed the Ba3 rating on the
general obligation limited tax (GOLT) debt of Wayne County, MI. The
county has a total of $518 million of long-term GOLT debt
outstanding, of which $336 million is rated by Moody's.  An
additional $300 million of short-term GOLT delinquent tax
anticipation notes (DTANs) are outstanding.  Moody's does not have
a rating on the county's DTANs.

The Ba3 rating incorporates a recovering but still comparatively
weak economic profile, an overall narrow financial position that is
expected to improve with expenditure cuts, recent reductions to
long-term retirement liabilities and associated costs, high tax
base leverage when considering liabilities of overlapping
governments, and a manageable fixed cost burden.  The rating
further reflects the lack of a dedicated and unlimited levy to pay
debt service, which is a first budget obligation of general county
operations.

                          Rating Outlook

Revision of the outlook to stable from negative reflects diminished
near-term fiscal challenges given reductions in retirement
liabilities and other operating expenses.  The negative outlook had
incorporated substantial liquidity stress and the possibility of
reserve depletion in the absence of structural adjustments.  While
the county's financial position remains vulnerable to economic
conditions and statutory restraints on raising revenue, the
expenditure adjustments put in place stabilize current liquidity
and improve the county's capacity to accommodate additional
budgetary pressure, particularly looming and yet unknown costs
related to a stalled jail construction project.

Factors that Could Lead to an Upgrade

-- Strengthened reserves across the county's
    operating funds, which could occur given recent
    financial recovery actions

-- Sustained improvement in regional economic
    conditions that benefits revenue trends

Factors that Could Lead to a Downgrade

-- Renewed challenges to cost control efforts that
    narrows financial reserves and liquidity

-- Lack of improvement in regional economic conditions
    that stresses revenue and financial stabilization
    efforts

-- Growth in leverage or fixed cost burden

Legal Security

Wayne County's bonds are secured by its pledge and authority to
levy property taxes within statutory and constitutional limitations
to pay debt service. Debt service is not secured by a dedicated tax
levy.

Use of Proceeds. Not applicable.

Obligor Profile

Wayne County is one of three southeast Michigan counties that
together comprise the bulk of the Detroit metropolitan area.  The
county is home to the city of Detroit and a number of the largest
suburban communities in the state including the cities of Livonia
(Aa2) and Dearborn (Aa3).  With a population of 1.8 million, the
county remains one of the twenty largest in the country despite
multiple decades of contraction.

Methodology

The principal methodology used in this rating was US Local
Government General Obligation Debt published in January 2014.


WHISKEY ONE: Maria Ellena Chavez-Ruark Okayed as Claims Examiner
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Maryland approved the
appointment of Maria Ellena Chavez-Ruark as claims examiner in the
Chapter 11 case of Whiskey One Eight, LLC.

The application for the appointment of claims examiner was filed by
Judy A. Robbins, the U.S. Trustee for Region 4.  The U.S. Trustee
assured the Court that the claims examiner's connections with the
Debtor, creditors, and other parties-in-interests are limited.
Prior to the appointment of the claims examiner, the U.S. Trustee
consulted counsel for the Debtor, Theresa Polm, Andrew Zois,
Richard Polm, and FairMD, LLC, regarding the appointment of the
claims examiner.

                       About Whiskey One

Whiskey One Eight, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Md. Case No. 15-19885) on July 15, 2015.  Andrew Zois
signed the petition as managing member.  The Debtor disclosed total
assets of $18,008,600 and total liabilities of $5,100,057 as of the
Chapter 11 filing.

Lawrence Joseph Yumkas, Esq., at Yumkas, Vedmar & Sweeney, LLC as
the Debtor's counsel.  Judge David E. Rice presides over the case.


WOOD RESOURCE: '341' Meeting of Creditors Set for March 3
---------------------------------------------------------
The meeting of creditors of Wood Resource Recovery LLC is set to be
held on March 3, 2016, at 1:00 p.m., according to a filing with the
U.S. Bankruptcy Court for the Northern District of Florida.

The meeting will be held at the Jury Assembly Room, U.S.
Courthouse, 401 S.E. First Avenue, Gainesville, Florida.

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.


ZLOOP INC: Lists $17.2MM in Assets, $24.1MM in Debts
----------------------------------------------------
ZLOOP, Inc., et al., filed with the U.S. Bankruptcy Court for the
District of Delaware supplemental general notes pertaining to
interim amendments to original schedules and statements.

In its amended summary of schedules of assets and liabilities,
ZLOOP, Inc., disclosed:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $2,568,403
  B. Personal Property           $14,702,649
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                                        $0
  E. Creditors Holding
     Unsecured Priority
     Claims                                          $201,613
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                       $23,967,411
                                 -----------      -----------
        Total                    $17,271,052      $24,169,024

A copy of the schedules is available for free at:

     http://bankrupt.com/misc/ZLOOP_296_Jan29amendedSALs.pdf

                        About ZLOOP, Inc.

ZLOOP, Inc., and two affiliates sought Chapter 11 protection
(Bankr. D. Del. Case No. 15-11660) on Aug. 9, 2015.  

ZLOOP operates a proprietary, state of the art, 100% landfill free
eWaste recycling company headquartered in Hickory, North Carolina.

The Debtors tapped DLA Piper LLP as counsel.

As of the Petition Date, the Debtors' unaudited consolidated
balance sheet reflect total assets of approximately $25 million,
including the land and improvements, but excluding certain
commodity inventories that are the output of eWaste recycling, and
total liabilities of approximately $32 million.

On Sept. 2, 2015, the U.S. trustee overseeing the Debtors' Chapter
11 cases appointed Recycling Equipment Inc., E Recycling Systems
LLC and Carolina Metals Group to serve on the official committee
of unsecured creditors.  The committee is represented by Cole
Schotz P.C.


ZLOOP INC: Wants Keen-Summit to Dispose North Carolina Properties
-----------------------------------------------------------------
ZLoop, Inc., et al., seek authority from the U.S. Bankruptcy Court
for the District of Delaware to expand the scope of employment of
Keen-Summit Capital Partners LLC as real estate consultant and
advisor.

The Debtors' chief restructuring officer has determined that Keen's
engagement be expanded to include the disposition of the real
property, and any improvements: (a) owned by Debtor ZLOOP, Inc.,
located at (i) 816 13th St. NE, Hickory, NC; (ii) 9th Avenue,
Hickory, NC; and (iii) 1355 Highland Ave. NE, Hickory, NC; and (b)
owned by Debtor ZLOOP Knitting Mill, LLC, located at 838 14th St.
NE, Hickory, NC.

Under the terms of the services agreement between the Debtors and
Keen, the Debtors may designate additional property, upon the same
terms and conditions, without further application to the Court.

The terms of Keen's engagement, as reflected in the Services
Agreement and approved by the Keen Retention Order, will remain
unmodified.

Following the expiration of the term of the Services Agreement
without the consummation of the sale of or other Transaction
involving the Property, Keen-Summit will retain certain rights to a
Fee, and Miller may regain its exclusive right to broker the
Property, consistent with the terms of the Services Agreement.

As and when the Debtor closes a Transaction, whether the
Transaction is completed individually or as part of a package or as
part of a sale of all or a portion of Debtor's business or as part
of a plan of reorganization or as a stalking horse transaction or
as part of a private sale or auction, or an investment into Company
then Keen-Summit shall have earned compensation Transaction equal
to 5.5% of Gross Proceeds, with Keen-Summit retaining 4% of such
fee and Miller retaining 1.5% of such fee. Miller will also provide
to Company and Keen-Summit one prior prospect that it has been
working with.  If the Prior Prospect closes a Transaction under
this Agreement then Keen agrees to share 2.625% of its Transaction
Fee with Miller.

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

                        About ZLOOP, Inc.

ZLOOP, Inc., and two affiliates sought Chapter 11 protection
(Bankr. D. Del. Case No. 15-11660) on Aug. 9, 2015.  

ZLOOP operates a proprietary, state of the art, 100% landfill free
eWaste recycling company headquartered in Hickory, North Carolina.

The Debtors tapped DLA Piper LLP as counsel.

As of the Petition Date, the Debtors' unaudited consolidated
balance sheet reflect total assets of approximately $25 million,
including the land and improvements, but excluding certain
commodity inventories that are the output of eWaste recycling, and
total liabilities of approximately $32 million.

On Sept. 2, 2015, the U.S. trustee overseeing the Debtors' Chapter
11 cases appointed Recycling Equipment Inc., E Recycling Systems
LLC and Carolina Metals Group to serve on the official committee
of unsecured creditors.  The committee is represented by Cole
Schotz P.C.


[*] Ch. 15 Caseload Up Slightly from Pace of Last 2 Years
---------------------------------------------------------
Aleksandrs Rozens, writing for Bloomberg Brief - Distress &
Bankruptcy, reported that six foreign debtors have filed Chapter 15
bankruptcy petitions in 2016 as of Feb. 19, making this a slightly
busier start to the year than 2015 and 2014, which both saw five
filings in the same period.

According to the Bloomberg report, Canada continued to be a
dominant source of debtors filings these petitions, including
Argent Energy US Holdings, which said it was forced into bankruptcy
by "the global decline of oil and gas prices, coupled with the
oversupply of global oil."

The report also noted that two financial services businesses were
among this year's Chapter 15 debtors, one of which is Maple Bank,
which is a commercial bank based in Frankfurt, Germany, that chose
Delaware as its venue.  Two mining businesses were also among the
debtors to file Chapter 15s -- Eastern Continental Mining
Development Co., based in England and chose Delaware as its court
-- and Metinvest, which is based in the Netherlands.

The report further noted that Delaware overtook New York's Southern
District as the busiest court venue for Chapter 15 bankruptcies
filed so far this year.


[*] Martin Shkreli, Kaye Scholer Atty. Say SEC Case Can't Wait
--------------------------------------------------------------
Carmen Germaine at Bankruptcy Law360 reported that ex-CEO Martin
Shkreli and the Kaye Scholer LLP partner accused of committing
securities fraud with him fought back on Feb. 11, 2016, against
prosecutors' bid to halt the U.S. Securities and Exchange
Commission suit against them, saying the suit can't wait for their
criminal case.  Mr. Shkreli and Kaye Scholer partner Evan Greebel
each filed responses on Feb. 11, in New York federal court to
federal prosecutors' motion to stay the SEC civil suit until the
conclusion of the criminal case against the pair, saying pausing
the securities fraud suit is unfair.


[*] Oil Slump Puts Energy Co. Disclosures Under Microscope
----------------------------------------------------------
Keith Goldberg at Bankruptcy Law360 reported that with cratering
oil prices wreaking havoc on energy companies' financial health,
increased scrutiny from both the U.S. Securities and Exchange
Commission and potentially litigious investors is turning up the
heat on firms to ensure they're adequately disclosing how much
danger they're actually in, attorneys say.  The oil slump has
drained cash reserves, hammered stock prices, chilled development
and financing and forced many companies to pursue asset sales and
restructurings in order to survive.


[*] Scalia's Rapid-Fire Questioning Transformed Oral Arguments
--------------------------------------------------------------
Justice Antonin Gregory Scalia, the longest-serving member of the
current Supreme Court, died at age 79 on Feb. 13 at a Texas Ranch.
Justice Scalia was an Associate Justice of the Supreme Court of the
United States from 1986 until his death in 2016.  The funeral took
place Feb. 20 at the Basilica of the National Shrine of the
Immaculate Conception in Washington, D.C.

Emily Field at Bankruptcy Law360 reported that the incisive, often
biting, wit of the late Justice Scalia often elicited laughs in the
courtroom and outrage from the public, but his presence on the
bench forever transformed how advocates present their arguments to
the country's highest court.  Attorneys credit Justice Scalia with
introducing a lively questioning style that keeps attorneys on
their toes, often barely able to get a word.

Stewart Bishop at Law360 said that Justice Scalia's dissenting
opinions could at times be abrasive to opponents and allies alike.
Sometimes holding his colleagues' feet to the fire or chastising
lawmakers he thought were enacting vague legislation and passing
the buck to the courts.


[*] Sheppard Mullin Adds SF Finance Partner Colleen McDonald
------------------------------------------------------------
Colleen H. McDonald has joined Sheppard, Mullin, Richter & Hampton
LLP as a partner in the firm's Finance and Bankruptcy practice
group, based in the firm's San Francisco office.  Ms. McDonald
joins from Reed Smith.

"Colleen is a seasoned securitization lawyer with a robust
transactional finance practice.  Her substantial knowledge and
experience makes her a significant addition for the firm and our
clients, especially given our strong banking and mortgage finance
practice," said Guy N. Halgren, chairman of Sheppard Mullin.

"I am excited to join Sheppard Mullin, a prestige firm with a
storied finance practice.   In addition to the strength of the
firm's banking group and financial services team, I was attracted
by firm management's commitment to support and grow a
securitization expertise and further expand its national mortgage
finance team.  I have also been impressed by Sheppard Mullin's
collaborative culture and entrepreneurial spirit, which add to the
firm's outstanding platform as the place to continue to build my
practice," Ms. McDonald commented.

McDonald's practice focuses on securitization, structured finance,
commercial finance transactions and complex financial products.
She advises financial institutions regarding the acquisition and
sale of a variety of assets primarily involving newly originated,
seasoned and distressed residential mortgage loan pools, including
conventional, government insured and jumbo mortgage loans, on both
servicing retained and servicing released bases, and pools of
mortgage servicing rights relating to residential mortgage loans.
McDonald also has experience in sales of loans to agencies and
agency securitizations (agency swaps) and with warehouse
arrangements for conventional, government insured and jumbo
mortgage loans.

McDonald's securitization experience includes residential
mortgage-back securities and she has advised sellers, servicers and
investors regarding structuring, servicing and administering
private securitizations and securitizations with Freddie Mac,
Fannie Mae and Ginnie Mae.  Her securitization experience covers a
variety of different assets classes, including motor vehicle loans
and leases (including titling trusts), equipment leases, credit
cards receivables, trade receivables and consumer loans in both the
United States and Canada.

Ms. McDonald has represented underwriters and issuers in public
offerings, private placements, asset-backed commercial paper
programs, and medium-term note programs.  In addition, she has
advised a variety of investment banks, private equity funds and
hedge funds in utilizing securitization in a number of financing
transactions including acquisition financings.  In the structured
finance area, McDonald has represented both commercial lenders and
corporate borrowers in a variety of secured lending transactions,
including loans secured by pools of mortgage loans and REO
properties.  Her experience includes asset-based lending
arrangements such as charged-off receivables, copyrights, patents
and royalties, film financings, and future-flow transactions.
McDonald also advises on collateral dispositions, including stock
dispositions.

Sheppard Mullin has 100 attorneys based in San Francisco.  The
firm's Finance and Bankruptcy practice group includes 70 attorneys
firmwide


[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
                                                Total
                                               Share-      Total
                                    Total    Holders'    Working
                                   Assets      Equity    Capital
  Company         Ticker             ($MM)       ($MM)      ($MM)
  -------         ------           ------    --------    -------
ABSOLUTE SOFTWRE  ABT CN            108.3       (42.6)     (41.9)
ABSOLUTE SOFTWRE  OU1 GR            108.3       (42.6)     (41.9)
ABSOLUTE SOFTWRE  ALSWF US          108.3       (42.6)     (41.9)
ADV MICRO DEVICE  AMD* MM         3,109.0      (412.0)     917.0
ADVENT SOFTWARE   ADVS US           424.8       (50.1)    (110.8)
AEROJET ROCKETDY  AJRD US         2,034.9      (145.5)     108.5
AEROJET ROCKETDY  GCY TH          2,034.9      (145.5)     108.5
AEROJET ROCKETDY  GCY GR          2,034.9      (145.5)     108.5
AIR CANADA        ADH2 TH        12,755.0       (51.0)     531.0
AIR CANADA        ADH2 GR        12,755.0       (51.0)     531.0
AIR CANADA        ACEUR EU       12,755.0       (51.0)     531.0
AIR CANADA        ACDVF US       12,755.0       (51.0)     531.0
AIR CANADA        AC CN          12,755.0       (51.0)     531.0
AK STEEL HLDG     AKS* MM         4,084.4      (599.7)     763.6
AMER RESTAUR-LP   ICTPU US           33.5        (4.0)      (6.2)
AMYLIN PHARMACEU  AMLN US         1,998.7       (42.4)     263.0
ANGIE'S LIST INC  8AL GR            173.2       (19.8)     (33.1)
ANGIE'S LIST INC  ANGI US           173.2       (19.8)     (33.1)
ANGIE'S LIST INC  8AL TH            173.2       (19.8)     (33.1)
ARCH COAL INC     ACIIQ* MM       5,848.0      (605.4)     824.1
ARIAD PHARM       APS GR            576.1       (49.7)     213.9
ARIAD PHARM       ARIA SW           576.1       (49.7)     213.9
ARIAD PHARM       ARIACHF EU        576.1       (49.7)     213.9
ARIAD PHARM       ARIA US           576.1       (49.7)     213.9
ARIAD PHARM       ARIAEUR EU        576.1       (49.7)     213.9
ARIAD PHARM       APS TH            576.1       (49.7)     213.9
ASPEN TECHNOLOGY  AZPN US           276.4       (22.2)      (4.4)
ASPEN TECHNOLOGY  AST GR            276.4       (22.2)      (4.4)
AUTOZONE INC      AZ5 GR          8,217.5    (1,778.1)    (721.4)
AUTOZONE INC      AZOEUR EU       8,217.5    (1,778.1)    (721.4)
AUTOZONE INC      AZ5 QT          8,217.5    (1,778.1)    (721.4)
AUTOZONE INC      AZO US          8,217.5    (1,778.1)    (721.4)
AUTOZONE INC      AZ5 TH          8,217.5    (1,778.1)    (721.4)
AVID TECHNOLOGY   AVD GR            264.2      (327.6)    (158.4)
AVID TECHNOLOGY   AVID US           264.2      (327.6)    (158.4)
AVINTIV SPECIALT  POLGA US        1,991.4        (3.9)     322.1
AVON - BDR        AVON34 BZ       3,879.5    (1,056.4)     146.0
AVON PRODUCTS     AVP* MM         3,879.5    (1,056.4)     146.0
AVON PRODUCTS     AVP CI          3,879.5    (1,056.4)     146.0
AVON PRODUCTS     AVP US          3,879.5    (1,056.4)     146.0
AVON PRODUCTS     AVP TH          3,879.5    (1,056.4)     146.0
AVON PRODUCTS     AVP GR          3,879.5    (1,056.4)     146.0
BARRACUDA NETWOR  CUDAEUR EU        429.9       (30.5)     (27.7)
BARRACUDA NETWOR  7BM GR            429.9       (30.5)     (27.7)
BARRACUDA NETWOR  CUDA US           429.9       (30.5)     (27.7)
BENEFITFOCUS INC  BNFT US           172.4        (8.7)      28.3
BENEFITFOCUS INC  BTF GR            172.4        (8.7)      28.3
BERRY PLASTICS G  BP0 GR          7,710.0       (67.0)     646.0
BERRY PLASTICS G  BERY US         7,710.0       (67.0)     646.0
BLUE BIRD CORP    BLBD US           251.0      (121.5)       1.5
BLUE BIRD CORP    1291067D US       251.0      (121.5)       1.5
BLUE BUFFALO PET  BUFF US           479.1        (2.7)     290.6
BLUE BUFFALO PET  B6B TH            479.1        (2.7)     290.6
BLUE BUFFALO PET  B6B GR            479.1        (2.7)     290.6
BLUE BUFFALO PET  BUFFEUR EU        479.1        (2.7)     290.6
BOMBARDIER INC-B  BBDBN MM       22,903.0    (4,054.0)     282.0
BOMBARDIER-B OLD  BBDYB BB       22,903.0    (4,054.0)     282.0
BOMBARDIER-B W/I  BBD/W CN       22,903.0    (4,054.0)     282.0
BRINKER INTL      BKJ GR          1,579.9      (164.9)    (195.1)
BRINKER INTL      EAT US          1,579.9      (164.9)    (195.1)
BUFFALO COAL COR  BUC SJ             54.9       (10.1)      (4.5)
BURLINGTON STORE  BURL US         2,805.3      (121.9)     112.6
BURLINGTON STORE  BUI GR          2,805.3      (121.9)     112.6
CABLEVISION SY-A  CVY GR          6,745.7    (4,957.7)      39.4
CABLEVISION SY-A  CVCEUR EU       6,745.7    (4,957.7)      39.4
CABLEVISION SY-A  CVC US          6,745.7    (4,957.7)      39.4
CABLEVISION-W/I   CVC-W US        6,745.7    (4,957.7)      39.4
CABLEVISION-W/I   8441293Q US     6,745.7    (4,957.7)      39.4
CAMBIUM LEARNING  ABCD US           185.8       (72.7)     (12.7)
CASELLA WASTE     CWST US           660.7       (15.6)       4.9
CASELLA WASTE     WA3 GR            660.7       (15.6)       4.9
CENTENNIAL COMM   CYCL US         1,480.9      (925.9)     (52.1)
CHARTER COM-A     CHTR US        39,316.0       (46.0)  (1,627.0)
CHARTER COM-A     CKZA GR        39,316.0       (46.0)  (1,627.0)
CHARTER COM-A     CKZA TH        39,316.0       (46.0)  (1,627.0)
CHOICE HOTELS     CZH GR            717.0      (395.9)     102.9
CHOICE HOTELS     CHH US            717.0      (395.9)     102.9
CINCINNATI BELL   CBB US          1,460.2      (323.3)     (38.6)
CLEAR CHANNEL-A   C7C GR          6,133.3      (297.8)     433.3
CLEAR CHANNEL-A   CCO US          6,133.3      (297.8)     433.3
CLIFFS NATURAL R  CLF* MM         2,134.5    (1,811.6)     401.1
COLGATE-BDR       COLG34 BZ      11,958.0       (44.0)     850.0
COLGATE-PALMOLIV  CL* MM         11,958.0       (44.0)     850.0
COLGATE-PALMOLIV  CL US          11,958.0       (44.0)     850.0
COLGATE-PALMOLIV  CLCHF EU       11,958.0       (44.0)     850.0
COLGATE-PALMOLIV  CL SW          11,958.0       (44.0)     850.0
COLGATE-PALMOLIV  CPA QT         11,958.0       (44.0)     850.0
COLGATE-PALMOLIV  CPA TH         11,958.0       (44.0)     850.0
COLGATE-PALMOLIV  CLEUR EU       11,958.0       (44.0)     850.0
COLGATE-PALMOLIV  CPA GR         11,958.0       (44.0)     850.0
COMMUNICATION     8XC GR          2,622.8    (1,092.2)       -
COMMUNICATION     CSAL US         2,622.8    (1,092.2)       -
CPI CARD GROUP I  CPB GR            289.3      (207.8)      55.7
CPI CARD GROUP I  PMTS US           289.3      (207.8)      55.7
CPI CARD GROUP I  PNT CN            289.3      (207.8)      55.7
CYAN INC          YCN GR            112.1       (18.4)      56.9
CYAN INC          CYNI US           112.1       (18.4)      56.9
DELEK LOGISTICS   DKL US            361.8       (11.7)       8.2
DELEK LOGISTICS   D6L GR            361.8       (11.7)       8.2
DENNY'S CORP      DENN US           297.0       (60.6)     (65.1)
DENNY'S CORP      DE8 GR            297.0       (60.6)     (65.1)
DIRECTV           DTVEUR EU      25,321.0    (3,463.0)   1,360.0
DIRECTV           DTV US         25,321.0    (3,463.0)   1,360.0
DIRECTV           DTV CI         25,321.0    (3,463.0)   1,360.0
DOMINO'S PIZZA    EZV TH            603.2    (1,255.9)     125.1
DOMINO'S PIZZA    DPZ US            603.2    (1,255.9)     125.1
DOMINO'S PIZZA    EZV GR            603.2    (1,255.9)     125.1
DUN & BRADSTREET  DNB1EUR EU      2,082.4    (1,146.5)     (96.6)
DUN & BRADSTREET  DNB US          2,082.4    (1,146.5)     (96.6)
DUN & BRADSTREET  DB5 GR          2,082.4    (1,146.5)     (96.6)
DUN & BRADSTREET  DB5 TH          2,082.4    (1,146.5)     (96.6)
DUNKIN' BRANDS G  2DB TH          3,197.1      (220.7)     139.0
DUNKIN' BRANDS G  2DB GR          3,197.1      (220.7)     139.0
DUNKIN' BRANDS G  DNKN US         3,197.1      (220.7)     139.0
DURATA THERAPEUT  DRTX US            82.1       (16.1)      11.7
DURATA THERAPEUT  DRTXEUR EU         82.1       (16.1)      11.7
DURATA THERAPEUT  DTA GR             82.1       (16.1)      11.7
EDGE THERAPEUTIC  EU5 GR             58.5       (50.6)      47.1
EDGE THERAPEUTIC  EDGE US            58.5       (50.6)      47.1
EDGEN GROUP INC   EDG US            883.8        (0.8)     409.2
ENERGIZER HOLDIN  ENR US          1,617.5       (32.5)     639.3
ENERGIZER HOLDIN  ENR-WEUR EU     1,617.5       (32.5)     639.3
ENERGIZER HOLDIN  EGG GR          1,617.5       (32.5)     639.3
EOS PETRO INC     EOPT US             1.2       (27.9)     (29.0)
EPL OIL & GAS IN  EPL US          1,140.6      (388.7)    (257.6)
EPL OIL & GAS IN  EPA1 GR         1,140.6      (388.7)    (257.6)
EXELIXIS INC      EX9 GR            363.2       (74.2)     151.4
EXELIXIS INC      EXELEUR EU        363.2       (74.2)     151.4
EXELIXIS INC      EX9 TH            363.2       (74.2)     151.4
EXELIXIS INC      EXEL US           363.2       (74.2)     151.4
FREESCALE SEMICO  1FS QT          3,159.0    (3,079.0)   1,264.0
FREESCALE SEMICO  1FS GR          3,159.0    (3,079.0)   1,264.0
FREESCALE SEMICO  FSL US          3,159.0    (3,079.0)   1,264.0
FREESCALE SEMICO  1FS TH          3,159.0    (3,079.0)   1,264.0
FREESCALE SEMICO  FSLEUR EU       3,159.0    (3,079.0)   1,264.0
GAMING AND LEISU  GLPI US         2,516.1      (236.6)     (98.2)
GAMING AND LEISU  2GL GR          2,516.1      (236.6)     (98.2)
GARDA WRLD -CL A  GW CN           1,828.2      (378.3)     124.2
GARTNER INC       IT US           2,091.5      (159.6)    (173.7)
GARTNER INC       IT* MM          2,091.5      (159.6)    (173.7)
GARTNER INC       GGRA GR         2,091.5      (159.6)    (173.7)
GCP APPLIED TECH  43G GR            961.6      (224.1)     217.6
GCP APPLIED TECH  GCP US            961.6      (224.1)     217.6
GENTIVA HEALTH    GTIV US         1,225.2      (285.2)     130.0
GENTIVA HEALTH    GHT GR          1,225.2      (285.2)     130.0
GLG PARTNERS INC  GLG US            400.0      (285.6)     156.9
GLG PARTNERS-UTS  GLG/U US          400.0      (285.6)     156.9
GOLD RESERVE INC  GOD GR             15.0       (32.3)     (42.5)
GOLD RESERVE INC  GRZ CN             15.0       (32.3)     (42.5)
GOLD RESERVE INC  GDRZF US           15.0       (32.3)     (42.5)
GRAHAM PACKAGING  GRM US          2,947.5      (520.8)     298.5
GYMBOREE CORP/TH  GYMB US         1,242.0      (386.5)      30.8
H&R BLOCK INC     HRBEUR EU       2,289.9       (27.2)     160.2
H&R BLOCK INC     HRB GR          2,289.9       (27.2)     160.2
H&R BLOCK INC     HRB TH          2,289.9       (27.2)     160.2
H&R BLOCK INC     HRB US          2,289.9       (27.2)     160.2
HCA HOLDINGS INC  HCA US         32,744.0    (6,046.0)   3,716.0
HCA HOLDINGS INC  2BH TH         32,744.0    (6,046.0)   3,716.0
HCA HOLDINGS INC  HCAEUR EU      32,744.0    (6,046.0)   3,716.0
HCA HOLDINGS INC  2BH GR         32,744.0    (6,046.0)   3,716.0
HD SUPPLY HOLDIN  5HD GR          5,486.0      (126.0)   1,101.0
HD SUPPLY HOLDIN  HDS US          5,486.0      (126.0)   1,101.0
HECKMANN CORP-U   HEK/U US          582.6        (4.9)      50.0
HERBALIFE LTD     HLF US          2,421.5      (130.7)     461.6
HERBALIFE LTD     HOO GR          2,421.5      (130.7)     461.6
HERBALIFE LTD     HLFEUR EU       2,421.5      (130.7)     461.6
HOVNANIAN-A-WI    HOV-W US        2,602.3      (128.1)   1,612.1
HUGHES TELEMATIC  HUTCU US          110.2      (101.6)    (113.8)
IDEXX LABS        IX1 GR          1,475.0       (84.0)     (35.1)
IDEXX LABS        IDXX US         1,475.0       (84.0)     (35.1)
IDEXX LABS        IX1 TH          1,475.0       (84.0)     (35.1)
IMMUNOGEN INC     IMGN US           251.6       (16.7)     179.3
IMMUNOGEN INC     IMU GR            251.6       (16.7)     179.3
IMMUNOGEN INC     IMU TH            251.6       (16.7)     179.3
INFOR US INC      LWSN US         6,778.1      (460.0)    (305.9)
INNOVIVA INC      HVE GR            424.1      (342.6)     201.7
INNOVIVA INC      INVA US           424.1      (342.6)     201.7
INSTRUCTURE INC   INST US            64.2       (15.3)     (15.5)
INSTRUCTURE INC   1IN GR             64.2       (15.3)     (15.5)
INTERNATIONAL WI  ITWG US           345.4        (9.7)      99.8
INVENTIV HEALTH   VTIV US         2,205.7      (699.2)     112.4
IPCS INC          IPCS US           559.2       (33.0)      72.1
ISTA PHARMACEUTI  ISTA US           124.7       (64.8)       2.2
J CREW GROUP INC  JCG US          1,627.1      (759.0)     111.7
JACK IN THE BOX   JACK US         1,273.0       (60.1)    (103.2)
JACK IN THE BOX   JBX GR          1,273.0       (60.1)    (103.2)
JACK IN THE BOX   JACK1EUR EU     1,273.0       (60.1)    (103.2)
JUST ENERGY GROU  JE CN           1,274.3      (673.6)     (97.6)
JUST ENERGY GROU  1JE GR          1,274.3      (673.6)     (97.6)
JUST ENERGY GROU  JE US           1,274.3      (673.6)     (97.6)
KEMPHARM INC      KMPH US            61.4        (5.7)      52.8
KEMPHARM INC      1GD GR             61.4        (5.7)      52.8
L BRANDS INC      LTD GR          7,969.0      (657.0)   1,836.0
L BRANDS INC      LB* MM          7,969.0      (657.0)   1,836.0
L BRANDS INC      LB US           7,969.0      (657.0)   1,836.0
L BRANDS INC      LTD TH          7,969.0      (657.0)   1,836.0
L BRANDS INC      LBEUR EU        7,969.0      (657.0)   1,836.0
LEAP WIRELESS     LWI GR          4,662.9      (125.1)     346.9
LEAP WIRELESS     LWI TH          4,662.9      (125.1)     346.9
LEAP WIRELESS     LEAP US         4,662.9      (125.1)     346.9
LORILLARD INC     LLV TH          4,154.0    (2,134.0)   1,135.0
LORILLARD INC     LO US           4,154.0    (2,134.0)   1,135.0
LORILLARD INC     LLV GR          4,154.0    (2,134.0)   1,135.0
MADISON-A/NEW-WI  MSGN-W US         911.0    (1,213.9)     103.4
MAJESCOR RESOURC  MJXEUR EU           0.0        (0.1)      (0.1)
MALIBU BOATS-A    MBUU US           199.9        (1.4)      13.7
MALIBU BOATS-A    M05 GR            199.9        (1.4)      13.7
MANNKIND CORP     MNKD IT           278.0      (124.6)    (196.1)
MARRIOTT INTL-A   MAQ GR          6,082.0    (3,590.0)  (1,849.0)
MARRIOTT INTL-A   MAQ TH          6,082.0    (3,590.0)  (1,849.0)
MARRIOTT INTL-A   MAR US          6,082.0    (3,590.0)  (1,849.0)
MARRIOTT INTL-A   MAQ QT          6,082.0    (3,590.0)  (1,849.0)
MDC COMM-W/I      MDZ/W CN        1,590.2      (417.6)    (403.9)
MDC PARTNERS-A    MDCA US         1,590.2      (417.6)    (403.9)
MDC PARTNERS-A    MD7A GR         1,590.2      (417.6)    (403.9)
MDC PARTNERS-A    MDZ/A CN        1,590.2      (417.6)    (403.9)
MDC PARTNERS-EXC  MDZ/N CN        1,590.2      (417.6)    (403.9)
MEAD JOHNSON      0MJA GR         3,998.1      (592.5)   1,349.1
MEAD JOHNSON      MJNEUR EU       3,998.1      (592.5)   1,349.1
MEAD JOHNSON      0MJA TH         3,998.1      (592.5)   1,349.1
MEAD JOHNSON      MJN US          3,998.1      (592.5)   1,349.1
MERITOR INC       AID1 GR         2,050.0      (653.0)     118.0
MERITOR INC       MTOR US         2,050.0      (653.0)     118.0
MERRIMACK PHARMA  MP6 GR            102.7      (140.7)     (24.3)
MERRIMACK PHARMA  MACK US           102.7      (140.7)     (24.3)
MICHAELS COS INC  MIM GR          2,083.1    (1,909.9)     585.9
MICHAELS COS INC  MIK US          2,083.1    (1,909.9)     585.9
MIDSTATES PETROL  MPO1EUR EU      1,298.1      (816.0)      96.2
MONEYGRAM INTERN  MGI US          4,505.2      (222.8)     (19.0)
MOODY'S CORP      DUT GR          5,123.4      (333.0)   2,024.6
MOODY'S CORP      MCO US          5,123.4      (333.0)   2,024.6
MOODY'S CORP      MCOEUR EU       5,123.4      (333.0)   2,024.6
MOODY'S CORP      DUT TH          5,123.4      (333.0)   2,024.6
MOTOROLA SOLUTIO  MSI US          8,086.0      (298.0)   2,758.0
MOTOROLA SOLUTIO  MTLA TH         8,086.0      (298.0)   2,758.0
MOTOROLA SOLUTIO  MTLA GR         8,086.0      (298.0)   2,758.0
MOTOROLA SOLUTIO  MOT TE          8,086.0      (298.0)   2,758.0
MPG OFFICE TRUST  1052394D US     1,280.0      (437.3)       -
MSG NETWORKS- A   1M4 TH            911.0    (1,213.9)     103.4
MSG NETWORKS- A   1M4 GR            911.0    (1,213.9)     103.4
MSG NETWORKS- A   MSGN US           911.0    (1,213.9)     103.4
NATHANS FAMOUS    NATH US            81.0       (65.2)      57.4
NATHANS FAMOUS    NFA GR             81.0       (65.2)      57.4
NATIONAL CINEMED  NCMI US         1,006.2      (228.3)      65.4
NATIONAL CINEMED  XWM GR          1,006.2      (228.3)      65.4
NAVIDEA BIOPHARM  NAVB IT            17.5       (51.8)       8.7
NAVISTAR INTL     IHR TH          6,692.0    (5,160.0)     834.0
NAVISTAR INTL     IHR GR          6,692.0    (5,160.0)     834.0
NAVISTAR INTL     NAV US          6,692.0    (5,160.0)     834.0
NEW ENG RLTY-LP   NEN US            202.4       (30.1)       -
NTELOS HOLDINGS   NTLS US           668.4       (22.1)     150.8
OMEROS CORP       OMER US            41.4        (9.0)      17.2
OMEROS CORP       3O8 TH             41.4        (9.0)      17.2
OMEROS CORP       OMEREUR EU         41.4        (9.0)      17.2
OMEROS CORP       3O8 GR             41.4        (9.0)      17.2
OMTHERA PHARMACE  OMTH US            18.3        (8.5)     (12.0)
OUTERWALL INC     OUTR US         1,366.1       (22.1)      43.2
OUTERWALL INC     CS5 GR          1,366.1       (22.1)      43.2
PALM INC          PALM US         1,007.2        (6.2)     141.7
PBF LOGISTICS LP  PBFX US           432.7      (191.5)      27.8
PBF LOGISTICS LP  11P GR            432.7      (191.5)      27.8
PHILIP MORRIS IN  PM1EUR EU      33,956.0   (11,476.0)     418.0
PHILIP MORRIS IN  PM1CHF EU      33,956.0   (11,476.0)     418.0
PHILIP MORRIS IN  PM1 TE         33,956.0   (11,476.0)     418.0
PHILIP MORRIS IN  PMI SW         33,956.0   (11,476.0)     418.0
PHILIP MORRIS IN  PM US          33,956.0   (11,476.0)     418.0
PHILIP MORRIS IN  4I1 GR         33,956.0   (11,476.0)     418.0
PHILIP MORRIS IN  4I1 TH         33,956.0   (11,476.0)     418.0
PHILIP MORRIS IN  PMI EB         33,956.0   (11,476.0)     418.0
PHILIP MORRIS IN  PM FP          33,956.0   (11,476.0)     418.0
PHILIP MORRIS IN  PMI1 IX        33,956.0   (11,476.0)     418.0
PLANET FITNESS-A  PLNT US           701.1       (14.2)      (1.2)
PLANET FITNESS-A  3PL TH            701.1       (14.2)      (1.2)
PLANET FITNESS-A  3PL GR            701.1       (14.2)      (1.2)
PLAYBOY ENTERP-A  PLA/A US          165.8       (54.4)     (16.9)
PLAYBOY ENTERP-B  PLA US            165.8       (54.4)     (16.9)
PLY GEM HOLDINGS  PG6 GR          1,311.1       (80.8)     264.6
PLY GEM HOLDINGS  PGEM US         1,311.1       (80.8)     264.6
POLYMER GROUP-B   POLGB US        1,991.4        (3.9)     322.1
PROTECTION ONE    PONE US           562.9       (61.8)      (7.6)
PURETECH HEALTH   PRTCL EB            -           -          -
PURETECH HEALTH   PRTCL PO            -           -          -
PURETECH HEALTH   PRTCL B3            -           -          -
PURETECH HEALTH   PRTC LN             -           -          -
PURETECH HEALTH   PRTCGBX EU          -           -          -
PURETECH HEALTH   PRTCL IX            -           -          -
QUALITY DISTRIBU  QDZ GR            413.0       (22.9)     102.9
QUALITY DISTRIBU  QLTY US           413.0       (22.9)     102.9
QUINTILES TRANSN  QTS GR          3,926.3      (335.7)     817.8
QUINTILES TRANSN  Q US            3,926.3      (335.7)     817.8
RAYONIER ADV      RYAM US         1,288.0       (17.0)     195.0
RAYONIER ADV      RYQ GR          1,288.0       (17.0)     195.0
REGAL ENTERTAI-A  RGC US          2,409.1      (902.0)    (133.8)
REGAL ENTERTAI-A  RGC* MM         2,409.1      (902.0)    (133.8)
REGAL ENTERTAI-A  RETA GR         2,409.1      (902.0)    (133.8)
RENAISSANCE LEA   RLRN US            57.0       (28.2)     (31.4)
RENTECH NITROGEN  2RN GR            291.1      (138.0)      13.7
RENTECH NITROGEN  RNF US            291.1      (138.0)      13.7
RENTPATH LLC      PRM US            208.0       (91.7)       3.6
REVLON INC-A      REV US          1,924.5      (623.3)     334.4
REVLON INC-A      RVL1 GR         1,924.5      (623.3)     334.4
ROUNDY'S INC      RNDY US         1,095.7       (92.7)      59.7
ROUNDY'S INC      4R1 GR          1,095.7       (92.7)      59.7
RURAL/METRO CORP  RURL US           303.7       (92.1)      72.4
SALLY BEAUTY HOL  S7V GR          2,043.1      (321.7)     674.9
SALLY BEAUTY HOL  SBH US          2,043.1      (321.7)     674.9
SANCHEZ ENERGY C  SN* MM          1,532.2      (473.6)     171.9
SBA COMM CORP-A   SBJ TH          7,396.8    (1,697.7)      46.6
SBA COMM CORP-A   SBACEUR EU      7,396.8    (1,697.7)      46.6
SBA COMM CORP-A   SBAC US         7,396.8    (1,697.7)      46.6
SBA COMM CORP-A   SBJ GR          7,396.8    (1,697.7)      46.6
SCIENTIFIC GAM-A  SGMS US         8,615.1      (980.8)     655.1
SCIENTIFIC GAM-A  TJW GR          8,615.1      (980.8)     655.1
SEARS HOLDINGS    SHLD US        12,769.0    (1,293.0)     701.0
SEARS HOLDINGS    SEE TH         12,769.0    (1,293.0)     701.0
SEARS HOLDINGS    SEE GR         12,769.0    (1,293.0)     701.0
SILVER SPRING NE  9SI TH            457.7       (33.9)       6.5
SILVER SPRING NE  9SI GR            457.7       (33.9)       6.5
SILVER SPRING NE  SSNI US           457.7       (33.9)       6.5
SIRIUS XM CANADA  XSR CN            311.1      (147.2)    (189.0)
SIRIUS XM CANADA  SIICF US          311.1      (147.2)    (189.0)
SIRIUS XM HOLDIN  RDO GR          8,046.7      (166.5)  (1,934.6)
SIRIUS XM HOLDIN  RDO TH          8,046.7      (166.5)  (1,934.6)
SIRIUS XM HOLDIN  SIRI US         8,046.7      (166.5)  (1,934.6)
SONIC CORP        SONC US           616.1       (20.7)       7.4
SONIC CORP        SONCEUR EU        616.1       (20.7)       7.4
SONIC CORP        SO4 GR            616.1       (20.7)       7.4
SPORTSMAN'S WARE  SPWH US           343.4       (14.0)      91.8
SPORTSMAN'S WARE  06S GR            343.4       (14.0)      91.8
SUN BIOPHARMA IN  SNBP US             -           -          -
SUPERVALU INC     SVU US          4,643.0      (444.0)      81.0
SUPERVALU INC     SVU* MM         4,643.0      (444.0)      81.0
SUPERVALU INC     SJ1 TH          4,643.0      (444.0)      81.0
SUPERVALU INC     SJ1 GR          4,643.0      (444.0)      81.0
SYNERGY PHARMACE  SGYP US           144.0       (27.1)     123.4
SYNERGY PHARMACE  SGYPEUR EU        144.0       (27.1)     123.4
SYNERGY PHARMACE  S90 GR            144.0       (27.1)     123.4
TRANSDIGM GROUP   TDGCHF EU       8,330.0      (964.3)   1,204.3
TRANSDIGM GROUP   TDG SW          8,330.0      (964.3)   1,204.3
TRANSDIGM GROUP   TDG US          8,330.0      (964.3)   1,204.3
TRANSDIGM GROUP   T7D GR          8,330.0      (964.3)   1,204.3
TRINET GROUP INC  TNETEUR EU      1,609.6       (14.1)      54.4
TRINET GROUP INC  TN3 GR          1,609.6       (14.1)      54.4
TRINET GROUP INC  TNET US         1,609.6       (14.1)      54.4
TRINET GROUP INC  TN3 TH          1,609.6       (14.1)      54.4
UNISYS CORP       UISCHF EU       2,143.2    (1,378.6)     165.2
UNISYS CORP       UIS1 SW         2,143.2    (1,378.6)     165.2
UNISYS CORP       UIS US          2,143.2    (1,378.6)     165.2
UNISYS CORP       USY1 GR         2,143.2    (1,378.6)     165.2
UNISYS CORP       UISEUR EU       2,143.2    (1,378.6)     165.2
UNISYS CORP       USY1 TH         2,143.2    (1,378.6)     165.2
VECTOR GROUP LTD  VGR US          1,398.8       (56.8)     457.4
VECTOR GROUP LTD  VGR GR          1,398.8       (56.8)     457.4
VENOCO INC        VQ US             403.8      (354.3)     195.7
VERISIGN INC      VRSN US         2,357.7    (1,070.4)     464.9
VERISIGN INC      VRS GR          2,357.7    (1,070.4)     464.9
VERISIGN INC      VRS TH          2,357.7    (1,070.4)     464.9
VERIZON TELEMATI  HUTC US           110.2      (101.6)    (113.8)
VERSEON CORP      VSN LN              -           -          -
VIRGIN MOBILE-A   VM US             307.4      (244.2)    (138.3)
WEIGHT WATCHERS   WTWEUR EU       1,395.2    (1,337.7)    (193.6)
WEIGHT WATCHERS   WW6 GR          1,395.2    (1,337.7)    (193.6)
WEIGHT WATCHERS   WTW US          1,395.2    (1,337.7)    (193.6)
WEIGHT WATCHERS   WW6 TH          1,395.2    (1,337.7)    (193.6)
WEST CORP         WSTC US         3,612.3      (552.1)     243.1
WEST CORP         WT2 GR          3,612.3      (552.1)     243.1
WESTERN REFINING  WNRL US           412.0       (28.1)      66.3
WESTERN REFINING  WR2 GR            412.0       (28.1)      66.3
WINGSTOP INC      WING US           117.2       (14.3)       3.6
WINGSTOP INC      EWG GR            117.2       (14.3)       3.6
WINMARK CORP      GBZ GR             46.8       (36.0)      11.1
WINMARK CORP      WINA US            46.8       (36.0)      11.1
WYNN RESORTS LTD  WYR QT          9,981.2       (60.8)   1,234.7
WYNN RESORTS LTD  WYR GR          9,981.2       (60.8)   1,234.7
WYNN RESORTS LTD  WYR TH          9,981.2       (60.8)   1,234.7
WYNN RESORTS LTD  WYNN* MM        9,981.2       (60.8)   1,234.7
WYNN RESORTS LTD  WYNN US         9,981.2       (60.8)   1,234.7
WYNN RESORTS LTD  WYNNCHF EU      9,981.2       (60.8)   1,234.7
WYNN RESORTS LTD  WYNN SW         9,981.2       (60.8)   1,234.7
YRC WORLDWIDE IN  YRCWEUR EU      1,894.6      (379.4)     160.9
YRC WORLDWIDE IN  YEL1 GR         1,894.6      (379.4)     160.9
YRC WORLDWIDE IN  YEL1 TH         1,894.6      (379.4)     160.9
YRC WORLDWIDE IN  YRCW US         1,894.6      (379.4)     160.9


                            *********

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

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

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

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

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

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

                            *********

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

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

Copyright 2016.  All rights reserved.  ISSN: 1520-9474.

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

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

                   *** End of Transmission ***