TCR_Public/160516.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Monday, May 16, 2016, Vol. 20, No. 137

                            Headlines

1011778 B.C: Moody's Affirms B1 Corporate Family Rating
21ST CENTURY: Provides Preliminary 2015 Financial Results
36-60 ROUTE: Hires Delbello Donnellan as Attorney
ABC DISPOSAL: Files for Chapter 11 Bankruptcy to Restructure
ABEINSA HOLDING: Abengoa Sells NEA Israel's Interest for EUR78-Mil.

ABEINSA HOLDING: Hires DLA Piper as Attorneys
ABEINSA HOLDING: Sells HVT Equipment to Dept. of Energy
ABENGOA BIOENERGY: Bankruptcy Case Remains in Kansas
ABENGOA SA: Court Grants Recognition of Spanish Proceeding
ACTIVECARE INC: Delays Filing of First Quarter Form 10-Q

ADVANCED MICRO DEVICES: Board Member John Caldwell Named Chairman
ADVANCED MICRO: Names Darla Smith Chief Accounting Officer
AEMETIS INC: Incurs $5.11 Million Net Loss in First Quarter
AEROGROW INTERNATIONAL: SMG Growing Reports 40.3% Stake
AEROPOSTALE INC: Hires FTI Consulting as as Financial Advisor

AEROPOSTALE INC: Hires Prime Clerk as Administrative Advisor
AEROPOSTALE INC: Hires Prime Clerk as Claims and Noticing Agent
AEROPOSTALE INC: Hires Stifel Nicolaus as Investment Banker
AES CORP: S&P Assigns 'BB' Rating on Proposed $500MM Sr. Notes
AGRITECH WORLDWIDE: Incurs $745,000 Net Loss in First Quarter

AKORN INC: S&P Retains 'B' CCR & Revises CreditWatch to Positive
ALEXZA PHARMACEUTICALS: Reports 2016 First Quarter Results
AMERIFORGE GROUP: S&P Lowers CCR to 'CCC', Sees Covenant Breach
AMNEAL PHARMACEUTICALS: Moody's Affirms B1 Corporate Family Rating
AMPLIPHI BIOSCIENCES: Incurs $4.83-Mil. Net Loss in First Quarter

API HEAT: Moody's Cuts Corporate Family Rating to Caa1
ASPEN GROUP: Presented at Drexel Hamilton Micro-Cap Investor Forum
BALMORAL RACING: Loeb Winternitz, Yellen Complete Sale of Assets
BAMBI DE HUMACAO: Taps Alexis Fuentes-Hernandez as Bankr. Counsel
BASIC ENERGY: Further Amends Credit Agreement with U.S. Bank

BERRY PLASTICS: Has Exchange Offer for $400M Sr. Notes Due 2022
BGM PASADENA: Court Won't Stay Relief Orders Pending Appeal
BH SUTTON: Responds to Lender's Objection to LaMonica Hiring
BIND THERAPEUTICS: Prime Clerk Okayed as Claims & Noticing Agent
BIOFUELS POWER: To Have 2014 Financial Statements Re-Audited

BIOLIFE SOLUTIONS: Reports First Quarter 2016 Results
BIOLIFE SOLUTIONS: Stockholders Elect 6 Directors
BIOMBO INC: Ch 11 Trustee Taps Thompson Law as Litigation Counsel
BION ENVIRONMENTAL: Study Underscores Need to Reduce Ammonia
BLACK PRESS: Moody's Revises Outlook to Negative & Affirms B3 CFR

BLACKROCK INT'L: Taps BransonLaw PLLC as Bankruptcy Counsel
BMR HOLDINGS: U.S. Trustee Forms 2-Member Committee
BURCON NUTRASCIENCE: Issues $2M Convertible Note to Large Scale
CAPSTONE PEDIATRICS: Hires Dunham Hildebrand as Counsel
CAPSTONE PEDIATRICS: Taps Legacy Strategy as Consultant, Advisor

CASELLA WASTE: Moody's Assigns B1 Rating on $15MM NYSEFC Bonds
CCH JOHN EAGAN: Taps Robert P. Hein as Evictions Attorney
CHAPARRAL ENERGY: Moody's Lowers PDR to D-PD on Ch. 11 Filing
CHARTER COMMUNICATIONS: Moody's Raises CFR to Ba2; Outlook Stable
CHENIERE CORPUS: Moody's Assigns Ba3 Rating on $1BB Bond Offering

CLASSIC COMMUNITIES: Hires Cunningham Chernicoff as Bankr. Counsel
CM REED ALMEDA: Selling Property for $950K After Top Bid Cancelled
COATES INTERNATIONAL: Incurs $2.15 Million Net Loss in 1st Quarter
CONGREGATION ACHPRETVIA: Wants Sept. 13 Plan Filing Deadline
CONSUMER LAW: Exclusive Plan Filing Deadline Extended to Sept. 20

CROWN MEDIA: Suspending Filing of Reports with SEC
CYTORI THERAPEUTICS: Amends Form S-1 Prospectus with SEC
CYTORI THERAPEUTICS: Files Prospectus Statement with SEC
DEB STORES: Hires Rosner Law as Special Conflicts Counsel
DIAMOND BEACH: Bankr. Court's Valuation of Phase II Affirmed

DRUG STORES II: Taps Herrick Feinstein as Bankruptcy Counsel
DYNCORP INTERNATIONAL: S&P Assigns 'B' Rating on 1st-Lien Facility
EAST AFRICAN DRILLING: OEJP Asks Court to Dismiss Ch. 11 Case
ENERGY AND EXPLORATION: Emerges from Chapter 11 Restructuring
ENERGY XXI: Asks Court OK to Hire BDO USA as Auditor

ENERGY XXI: Employs Conyers Dill as Special Bermuda Counsel
ENERGY XXI: Employs KPMG LP as Accounting Advisor
ENERGY XXI: Hires Gray Reed as Special Corporate Counsel
ENERGY XXI: Hires Opportune LLP as Financial, Tax Advisor
ENERGY XXI: Hires Vinson & Elkins as Bankruptcy Counsel

FAIRWAY GROUP: Disclosure Statement Hearing Set for June 7
FAIRWAY GROUP: Moody's Assigns B1 Rating on $55MM DIP Term Loan
FAIRWAY GROUP: Substantial Stockholder Procedures Approved
FEDERATION EMPLOYMENT: Exclusive Plan Filing Extended to Sept. 19
FINJAN HOLDINGS: Secures $10.2M Series A Preferred Stock Financing

FIRST CORNERSTONE: Closed, First-Citizens Bank Assumes Deposits
GASTAR EXPLORATION: Prices Upsized Offering of Common Stock
GASTAR EXPLORATION: Proposes Public Offering of 40M Common Shares
GELTECH SOLUTIONS: Incurs $1.58 Million Net Loss in First Quarter
GOODYEAR TIRE: Moody's Assigns Ba3 Rating on Proposed $900MM Notes

GOODYEAR TIRE: S&P Assigns 'BB' Rating on Proposed $900MM Notes
GREAT BASIN: Incurs $33.6 Million Net Loss in First Quarter
GREAT BASIN: Inks Third Amendment to Registration Rights Agreement
GTT COMMUNICATIONS: Moody's Retains B2 CFR on Term Loan Add-On
GUIDED THERAPEUTICS: Two Directors Resign from Board

GYMBOREE CORPORATION: Moody's Affirms Caa1 CFR; Outlook Negative
HCSB FINANCIAL: Incurs $3.68 Million Net Loss in First Quarter
HCSB FINANCIAL: J. Patterson Joins as Bank EVP & COO
HECK INDUSTRIES: Cajun Ready Mix Buying Gonzales Batch Plant
HECK INDUSTRIES: Selling 10 Cement Trucks for $237,000

HEXION INC: Incurs $44 Million Net Loss in First Quarter
HIGH RIDGE MANAGEMENT: Compromises Controversy with Relator
HORSEHEAD HOLDING: U.S. Trustee Forms 7-Member Equity Committee
HYPNOTIC TAXI: Citibank Asks Court to Dismiss Cases of 15 Debtors
IMH FINANCIAL: Reports $5.85 Million Net Loss for First Quarter

INTERLEUKIN GENETICS: Incurs $1.51 Million Net Loss in 1st Quarter
INVENTIV HEALTH: Incurs $19.1 Million Net Loss in First Quarter
J & N ACQUISITIONS: Wants Exclusive Plan Filing Extended to June 13
JAMES YATES: Seeks to Sell Property for $1.79 Million
JEFFERIES LOANCORE: Moody's Affirms B1 Corp. Family Rating

JUMIO INC: Equity Committee Hires EisnerAmper as Financial Advisor
JUMIO INC: Equity Committee Hires K&L Gates as Gen. Bankr. Counsel
JUMIO INC: Equity Committee Taps Pachulski Stang as Co-Counsel
KALOBIOS PHARMACEUTICALS: Court OKs PIPE Litigation Settlement
KALOBIOS PHARMACEUTICALS: Hires Horne LLP as Accountants

LADDER CAPITAL: Moody's Assigns Ba2 CFR then Withdraws Rating
LAWRENCE SCHIFF: Ch 11 Trustee Taps William G. Schwab as Counsel
LEAFPROOF PRODUCTS: Hires Investors Reality as Broker
LEARNING CARE: S&P Revises Outlook to Pos. & Affirms 'B' CCR
LEHMAN BROTHERS: Order Sustaining Workers' Claims Objection Upheld

LEIDOS HOLDINGS: Moody's Affirms Ba1 Corporate Family Rating
LIFEPOINT HEALTH: Moody's Rates Proposed Sr. Notes Ba2
LINN ENERGY: Bankruptcy Court Approves First Day Motions
LINN ENERGY: Incurs $1.34 Billion Net Loss in First Quarter
LINN ENERGY: Moody's Cuts PDR to D-PD on Bankruptcy Filing

LINNCO LLC: Incurs $14.4 Million Net Loss in First Quarter
MAGNOLIA BREWING: Committee Taps Arch & Beam as Financial Advisor
MCD SPORTS: Wants to Hire LeClairRyan as Attorney
MID-STATES SUPPLY: Hires Continental Real Estate as Realtor
MIDSTATES PETROLEUM: U.S. Trustee Forms 3-Member Committee

MIRARCHI BROTHERS: U.S. Trustee Forms 3-Member Committee
MONTREIGN OPERATING: Moody's Assigns B3 CFR; Outlook Stable
MONTREIGN OPERATING: S&P Rates Proposed $400MM Facility 'B-'
MOUNTAIN PROVINCE: Posts C$18.8-Mil. Net Income for First Quarter
MUNISH SAWHNEY: Exclusive Plan Filing Period Extended to Aug. 8

NCL CORP: Moody's Affirms Ba3 Corporate Family Rating
NEPHROS INC: Incurs $836,000 Net Loss in First Quarter
NEWLEAD HOLDINGS: Perian Salviola Reports 6.3% Stake
NORANDA ALUMINUM: Minority Lenders Seeks Adequate Protection
NOVABAY PHARMACEUTICALS: Incurs $5.07 Million Net Loss in Q1

NUALA BARTON: Flower Design Has $7.25MM Backup Bid for Property
OAKFABCO INC: Exclusivity Plan Filing Deadline Moved to Aug. 9
OAKS OF PRAIRIE: Wants Aug. 4 Exclusive Plan Filing Deadline
OPTIMUMBANK HOLDINGS: Incurs $276,000 Net Loss in First Quarter
PACIFIC SUNWEAR: Auction of Assets Set for June 22

PENINSULA HOSPITAL: Trustee Hires PKF O'Connor as Tax Accountants
PENN VIRGINIA: Files for Bankruptcy to Cut $1.3 Billion in Debt
PICO HOLDINGS: Activist Bloggers Highlight Lavish Residence of CEO
PINZIMINIO TRATTORIA: Taps Cowan DiGiacomo as Accountant
PLAY AND LEARN OF MALTA: To Gives Up Day Care Center for $15,000

POSTROCK ENERGY: Ch 11 Trustee Hires Baker Tilly as Advisor
POSTROCK ENERGY: Creditors' Panel Taps Hall Estill as Counsel
POSTROCK ENERGY: Panel Hires Lowenstein Sandler as Counsel
PRINCIPLES OF FAITH: Seeks to Sell Property to Loveland Church
RAILYARD COMPANY: Cause Exists to Appoint Ch. 11 Trustee

REVSTONE INDUSTRIES: District Court Affirms Plan Confirmation Order
RIALTO HOLDINGS: Moody's Affirms B1 Corp. Family Rating
ROBERT SEARS: Court Grants Bid to Appoint Ch. 11 Trustee
ROZEL JEWELER'S: U.S. Trustee Unable to Appoint Committee
SANAH INVESTMENT: Hires Stanley D. Bowman as Bankr. Counsel

SANDRIDGE ENERGY: Needs More Time to File Form 10-Q
SEARS HOLDINGS: Stockholders Elect 10 Directors
SHORE PKWY II: Wants 90-Day Exclusive Plan Filing Extension
SIMPLY GOURMET: Hires LeClairRyan as Bankruptcy Counsel
SKYBRIDGE SPECTRUM: Receiver Joins Bid to Dismiss Ch. 11 Case

SKYBRIDGE SPECTRUM: Receiver Refuses Turn Over FCC Licenses
SOUTHERN UNIVERSITY: Moody's Lowers Rating to Ba1; Outlook Neg.
SPEEDYSIGNS.COM INC: Court Extends Exclusivity Period to Sept. 11
SPI ENERGY: Mr. Peng Beneficially Owns 20.6% of Ordinary Shares
ST. JAMES NURSING: U.S. Trustee Forms 2-Member Committee

ST. JUDE NURSING: U.S. Trustee Forms 2-Member Committee
STARWOOD PROPERTY: Moody's Affirms Ba3 Corp. Family Rating
STEPHEN HARRIS: Trustee Selling Assets to Pacifoco for $1.1MM
STEREOTAXIS INC: Incurs $2.27 Million Net Loss in First Quarter
STRATA SKIN: Reports First Quarter 2016 Financial Results

SUTTON 58 OWNER: Hires LaMonica Herbst & Maniscalco as Counsel
TENET HEALTCHARE: Stockholders Elect 12 Directors
THUNDERBOLT MANUFACTURING: Trustee Selling Property for $17,000
TOWN CENTER FLATS: Rents Not Part of Bankruptcy Estate, Court Says
TRACK GROUP: Reports Q2 and Year to Date Results for Fiscal 2016

TRISTREAM EAST: Creditors' Panel Hires McKool Smith as Counsel
ULTRA PETROLEUM: Common Stock Transfer Hearing Slated for June 13
ULTRA PETROLEUM: Hires Epiq as Claims & Noticing Agent
VANTAGE DRILLING: Reports First Quarter Results for 2016
VERITEQ CORP: Completes Merger With Brace Shop

VESTIS RETAIL: Hires A&G as Real Estate Advisor for Sport Chalet
VESTIS RETAIL: Hires Klee Tuchin as Counsel
VESTIS RETAIL: Hires Kurtzman Carson as Admin. Agent
VESTIS RETAIL: Hires Young Conaway as Delaware Counsel
VICTORIA TEODORESCU: Has $2.2MM Stalking Horse Bid for Property

VINCE INTERMEDIATE: S&P Affirms 'B' CCR; Outlook Negative
VISUALANT INC: Granted Tenth Patent re ChromaID Technology
VUZIX CORP: Incurs $4.16 Million Net Loss in First Quarter
WAFERGEN BIO-SYSTEMS: Incurs $4.4-Mil. Net Loss in First Quarter
WARREN RESOURCES: Moody's Cuts Rating to 'C' After Missed Payment

WILLMAN CONSTRUCTION: Chicago Regional Appointed to Committee
WOODVILLE LUMBER: Hires Locke Lord as Counsel
[*] Global Speculative-Grade Default Rate Up Again, Moody's Says
[^] BOND PRICING: For the Week from May 9 to 13, 2016

                            *********

1011778 B.C: Moody's Affirms B1 Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service changed the rating outlook for 1011778
B.C Unlimited Liability Company to positive from stable. In
addition, Moody's affirmed the company's B1 Corporate Family Rating
(CFR), B1-PD Probability of Default Rating (PDR), Ba3 first lien
bank ratings, Ba3 first lien note rating, and B3 second lien note
rating. Moody's also affirmed Tim Horton's B2 senior unsecured
legacy notes rating. The SGL-1 Speculative Grade Liquidity Rating
was also affirmed.

"The change in outlook to positive from stable reflects 1011778
B.C.'s steady improvement in operating performance, as a pipeline
of well accepted new product offerings and remodeled restaurants
have driven positive same store sales." stated Bill Fahy, Moody's
Senior Credit Officer. "These positive operating trends along with
a constant focus on costs and the steady repayment of funded debt
over and above required amortization generated improved earnings
and credit metrics with leverage on a debt to EBITDA basis of about
5.5 times and EBITA to interest coverage of approximately 2.9 times
for the LTM period ending March 31, 2016." stated Fahy.

RATINGS RATIONALE

The B1 Corporate Family Rating (CFR) reflects 1011778 B.C. 's
relatively high leverage, modest cash flow metrics, relatively
aggressive financial policy and significant remodeling requirements
of its franchisees. Moody's also believes that high levels of
promotional activities by competitors and a value focused consumer
will continue to pressure operating performance. However, the
ratings also reflect the brand recognition of both Burger King and
Tim Horton's, meaningful scale of the combined company, diversified
day part and food offerings which boosts returns on invested
capital and profit margins, and very good liquidity.

Ratings affirmed are:

1011778 B.C Unlimited Liability Company;

-- Corporate Family Rating rated B1

-- Probability of Default Rating rated B1-PD

-- $500 million Gtd senior secured 1st lien revolver rated Ba3
    (LGD3)

-- $5.14 billion Gtd senior secured 1st lien term loan rated Ba3
    (LGD3)

-- $1.25 billion Gtd senior secured 1st lien notes rated Ba3
    (LGD3)

-- $2.25 billion Gtd senior secured 2nd lien notes rated B3
    (LGD5)

-- SGL-1 Speculative Grade Liquidity Rating

Tim Horton's Inc.;

-- 4.2% Senior unsecured Series 1 notes rated B2 (LGD5)

-- 4.52% Senior unsecured Series 2 notes rated B2 (LGD5)

-- 2.85% Senior unsecured Series 3 notes rated B2 (LGD5)

Factors that could result in an upgrade include a sustained
strengthening of debt protection metrics with debt to EBITDA
migrating towards 4.5 times and EBITA coverage of interest moving
towards 3.0 times. A higher rating would also require maintaining
very good liquidity.

Factors that could result in a downgrade include an inability to
strengthen credit metrics with debt to EBITDA exceeding 5.5 times
or EBITA to interest approaching 2.0 times. A deterioration in
liquidity for any reason could also result in a downgrade.

1011778 B.C. Unlimited Liability Company, owns, operates and
franchises approximately 15,008 Burger King hamburger quick service
restaurants and 4,438 Tim Horton restaurants. Annual revenues are
about $4.0 billion, although systemwide sales are over $23.6
billion.


21ST CENTURY: Provides Preliminary 2015 Financial Results
---------------------------------------------------------
As previously disclosed, 21st Century Oncology Holdings, Inc. is in
the process of finalizing its Form 10-K for the fiscal year ended
Dec. 31, 2015.  The completion of the process has been delayed as a
result of the restatement of prior year financial results.  In the
interim, the Company is providing the following additional
preliminary results.  The preliminary results are based on
management's current expectations.  Actual results could differ
materially from such estimates.  Final adjustments and other
material developments may arise between the date hereof and the
date that the Company announces its 2015 year-end and first quarter
2016 results.

Fourth Quarter 2015 Preliminary Results

For the fourth quarter of 2015, the Company expects to report total
revenue between $262 million and $279 million and Pro Forma
Adjusted EBITDA between $35 million and $39 million.  Cash capital
expenditures for the same period are expected to be approximately
$6 million.

First Quarter 2016 Preliminary Results

For the first quarter of 2016, the Company expects to report total
revenue between $264 million and $281 million and Pro Forma
Adjusted EBITDA between $38 million and $42 million.  Cash capital
expenditures for the same period are expected to be approximately
$12 million.  The Company expects to report cash and cash
equivalents as of March 31, 2016 of $73 million.

                       About 21st Century

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

As of Sept. 30, 2015, the Company had $1.09 billion in total
assets, $1.33 billion in total liabilities, $370.47 million in
series A convertible redeemable preferred stock, $19.93 million in
noncontrolling interests and a total deficit of $623.11 million.

                            *     *     *

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

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


36-60 ROUTE: Hires Delbello Donnellan as Attorney
-------------------------------------------------
36-60 Route 303 Associates, LLC, asks the U.S. Bankruptcy Court for
the Southern District of New York for authorization to employ
DelBello, Donnellan, Weingarten, Wise & Wiederkehr, LLP, as its
attorney, effective as of the Filing Date.

DelBello Firm will:

      a. give advice to the Debtor with respect to its powers and
         duties as Debtor-in-Possession and the continued
         management of its property and affairs;

      b. negotiate with creditors of the Debtor and work out a
         plan of reorganization and take the necessary legal steps

         in order to effectuate such a plan including, if need be,

         negotiations with the creditors and other parties in
         interest;

      c. prepare the necessary answers, orders, reports and other
         legal papers required for the Debtor's protection from
         its creditors under Chapter 11 of the Bankruptcy Code;

      d. assist the Debtor in selling its real property;

      e. appear before the Bankruptcy Court to protect the
         interest of the Debtor and to represent the Debtor in all

         matters pending before the Court;

      f. attend meetings and negotiate with representatives of
         creditors and other parties in interest;

      g. advise the Debtor in connection with any potential
         refinancing of secured debt and any potential sale of the

         Debtor's assets;

      h. represent the Debtor in connection with obtaining post-
         petition financing, if necessary;

      i. take any necessary action to obtain approval of a
         disclosure statement and confirmation of a plan of
         reorganization; and

      j. perform all other legal services for the Debtor which may

         be necessary for the preservation of the Debtor’s estate

         and to promote the best interests of the Debtor, its
         creditors and the estate.

The DelBello Firm's hourly rates for matters related to these
Chapter 11 proceedings are:

         Attorneys                   $375-$595
         Paraprofessionals                $150

The DelBello Firm received a pre-petition retainer payment from a
third-party, Martin Tenenbaum, managing member of the Debtor, in
the amount of $25,000 (inclusive of the Chapter 11 filing fee).

Dawn Kirby, Esq., a partner at the DelBello Firm, assures the Court
that that the firm is a disinterested person within the meaning of
section 101(14) of the Bankruptcy Code in that its members and
associates (a) are not creditors, equity security holders or
insiders of the Debtor, (b) are not and were not within two years
before the Filing Date a director, officer or employee of the
Debtor, (c) do not have an interest materially adverse to the
interest of the estate, or any class of creditors or equity
security holders by reason of any direct or indirect relationship
to, connection with, or interest in the Debtor, or for any other
reason.

The DelBello Firm can be reached at:

         Dawn Kirby, Esq.
         DELBELLO DONNELLAN
         WEINGARTEN WISE & WIEDERKEHR, LLP
         One North Lexington Avenue
         White Plains, New York 10601
         Tel: (914) 681-0200

36-60 Route 303 Associates, LLC, owns a shopping center located at
36-60 Route 303, Valley Cottage, New York York.  It filed for
Chapter 11 bankruptcy protection on May 11, 2016.

No trustee, examiner or statutory committee has been appointed.


ABC DISPOSAL: Files for Chapter 11 Bankruptcy to Restructure
------------------------------------------------------------
ABC Disposal Service, Inc., a provider of waste disposal and
processing services, has filed a voluntary petition under Chapter
11 of the Bankruptcy Code, estimating assets and liabilities in the
range of $10 million to $50 million.  ABC's affiliates New Bedford
Waste Services, LLC, Solid Waste Services, Inc., Shawmut
Associates, LLC, A&L Enterprises, LLC, and ZERO Waste Solutions,
LLC also sought creditor protection.

After failing to negotiate a forbearance agreement with their
secured lender, the Debtors filed Chapter 11 cases in the U.S.
Bankruptcy Court for the District of Massachusetts to effectuate a
restructuring of their obligations, a recapitalization of their
businesses or a refinancing of their current obligations.

Michael A. Camara, vice president and chief executive officer of
ABC, said the Debtors have been unable to obtain the necessary
funding to refinance their existing credit facility, to provide
working capital, to purchase additional equipment, and to construct
the ZERO Waste recycling facility.  Due to the lack of funding, the
facility has not been completed.

In 2013, the Debtors entered into discussions with Webster Bank,
National Association, regarding approximately $50,000,000 in
financing; however, only a portion of that amount was provided.
The Debtors turned to alternative sources but failed to secure
additional funding.

According to Mr. Camara, the seasonal increase in demand put
further strain on the Debtors' working capital and, as a result,
the Debtors became unable to make their periodic debt payments.
Several of the Debtors' creditors initiated actions against the
Debtors or otherwise took steps to exercise control over the
Debtors' assets.  

Webster asserts to be owed approximately $20.1 million in
connection with a 2014 Loan.  BMO Harris Bank, N.A. asserts to be
owed approximately $3.7 million on account of vehicle loans.  BFS
Capital d/b/a BFS Financial Services asserts to be owed
approximately $1.6 million.

The Debtors said they owe their employees approximately $280,000.
ABC estimates its outstanding unsecured payables, excluding any
inter-company debts, total approximately $2.5 million.  New Bedford
Waste estimates that its outstanding unsecured payables, excluding
inter-company debts, total approximately $2.5 million.

                        Pending Lawsuits

BMO initiated an action against ABC, New Bedford Waste and certain
of their principals in Bristol County Superior Court captioned as
BMO Harris Bank v. ABC Disposal Service, Inc., et al, Civ. A. No.
1673-CV-0379, as a result of certain asserted prepetition defaults.
ABC, and New Bedford Waste as a guarantor under the Vehicle Loans,
have entered into a forbearance agreement with BMO which provided
for certain periodic payments to BMO and certain remedial actions.
In exchange BMO agreed to forbear from exercising its rights under
the Vehicle Loans and to stay the state court action.

BFS has commenced suit against ABC, New Bedford Waste and certain
of their Principals in a United States District Court proceeding
captioned as Small Business Term Loans, Inc. d/b/a BFS Capital v.
ABC Disposal Service, Inc., et al., Civ. A. No. 16-10454 asserting
breach of contract and guaranty claims in connection with the BFS
Loans.  BFS asserts liens upon all or substantially all the assets
of ABC, New Bedford Waste, and Solid Waste Services.   Each of the
defendants has filed an answer in the BFS Suit.  ABC and New
Bedford Waste deny any liability to BFS and have moved to add
counterclaims against BFS and its predecessor for, among other
things, violation of the Massachusetts usury statute, unjust
enrichment, unfair and deceptive trade practices pursuant to M.G.L.
ch. 93A, and civil conspiracy.

                         Cash Collateral

ABC and New Bedford Waste have filed a motion with the Court
seeking authority to use funds in which Webster and BFS may have an
interest in accordance with a budget.  ABC and New Bedford Waste
require the use of cash collateral to pay the necessary expenses to
operate their businesses including but not limited to payments to
landfills and transportation costs which are essential to their
waste hauling and disposal businesses, to fund payroll of their 200
employees and to pay the necessary and associated taxes related to
their operations.  The proposed use of cash collateral includes
payment of all expenses necessary to maintain their properties
including payment of required real estate taxes and insurance.

In order to provide the Lienholders with adequate protection on
account of the use of the cash collateral, the Debtors propose to
grant the Lienholders replacement liens on the same types of
post-petition property of the estates against which the Lienholders
held liens as of the Petition Date.  The Replacement Liens will
maintain the same priority, validity and enforceability as the
Lienholders' pre-petition liens.  The Replacement Liens will be
recognized only to the extent of the diminution in value of the
Lienholders' prepetition collateral after the Petition Date
resulting from the Debtors' use of the cash collateral during the
bankruptcy case.

The Debtors assert that the value of the Lienholders' secured
position will be adequately protected during their use of cash
collateral by way of the Replacement Liens, the Debtors'
maintenance of their real property interests, and the payment of
all associated real estate, taxes, insurance, and maintenance
costs.

A copy of the declaration in support of the bankruptcy petition is
available for free at:

      http://bankrupt.com/misc/12_ABC_Affidavit.pdf

                       About ABC Disposal

ABC Disposal Service, Inc., provides full service waste hauling,
disposal and recycling services, and sells, rents and services
compaction and baling equipment to a variety of industrial,
institutional, commercial and construction related customers.  

New Bedford Waste owns and operates municipal solid waste and
construction and demolition debris transfer stations in New
Bedford, Sandwich, and Rochester, Massachusetts which transfer and
process residential, commercial, industrial, and institutional and
construction wastes under approved state and local government
permits and licenses.

Solid Waste Services, Inc. is a Massachusetts corporation organized
in 1999 to hold an ownership interest in New Bedford Waste.

Shawmut Associates and A&L Enterprises are Massachusetts limited
liability companies which own and lease real estate to ABC and New
Bedford Waste in connection with their operations.

ZERO Waste Solutions, LLC is a Massachusetts limited liability
company formed in 2013 for the purposes of developing and operating
an advanced mixed waste recycling facility located on Shawmut
Associates' Rochester property to process and market recyclable
material and then turn unrecyclable material into compact, clean
burning, high yield fuel briquettes which have a variety of
industrial uses.

The principals of the Debtors are Laurinda F. Camara and her
children Susan M. Sebastiao, Kenneth J. Camara, Steven A. Camara,
and Michael A. Camara.  Each of the Principals owns 20% of the
stock in ABC.  Each of Susan M. Sebastiao, Kenneth J. Camara,
Steven A. Camara and Michael A. Camara own a 12.5% interest in New
Bedford Waste and a 25% interest in Shawmut Associates, A&L
Enterprises, and Solid Waste Services.  Solid Waste Services owns
the remaining 50% of the membership interests in New Bedford Waste.
New Bedford Waste owns 80% of the membership interests in ZERO
Waste.

ABC Disposal Service, Inc., New Bedford Waste Services, LLC, Solid
Waste Services, Inc., Shawmut Associates, LLC, A&L Enterprises,
LLC, and ZERO Waste Solutions, LLC each filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case Nos.
16-11787 to 16-11792, respectively) on May 11, 2016.  The petitions
were signed by Michael A. Camara as vice president/CEO.

Murphy & King Professional Corporation serves as the Debtors'
counsel.

The cases are pending joint administration before Judge Joan N.
Feeney.


ABEINSA HOLDING: Abengoa Sells NEA Israel's Interest for EUR78-Mil.
-------------------------------------------------------------------
The Honorable Kevin J. Carey of the U.S. Bankruptcy Court for the
District of Delaware authorizes Abengoa Solar LLC to consummate the
non-ordinary course of business sale of substantially all of the
assets of its non-debtor indirect subsidiaries, NEA Solar Power
Ltd. and NEA Solar Operation and Maintenance Ltd.

Abengoa Solar intends to sell the interests of its indirect
non-debtor subsidiaries (a) NEA Israel, holds in Negev Energy –
Ashalim Thermo-Solar Ltd. and Negev Energy-Ashalim-Finance Ltd.,
and (b) NEA Israel O&M, holds in Negev Energy – Ashalim Operation
& Maintenance Ltd., which are non-debtor indirect subsidiaries of
Abengoa Solar, to a group of nonaffiliated purchasers.

The Purchaser Parties are Estudios Y Explotacion De Recursos,
S.A.U, Ingenieria de Manutencion Asturiana,S.A., Noy Negev Energy,
Limited Partnership, and Shikun & Binui - Solel Boneh
Infrastracture Ltd.

The Sale Agreement contemplates of the sale of NEA Israel's
interest in the Ashalim Entities for EUR78,634,390, and the
Purchasers require the Ashalim Project to become debt free.  The
Sale also releases the Ashalim Entities from any obligations in
connection with the Ashalim Project development -- the project for
the financing, design, construction, operation, maintenance and
transfer to the State of Israel a concentrated solar energy thermal
power station with a guaranteed rated net power output of 110 MW
located at Plot A in the Ashalim area of the Negev Desert in
Israel.

Under the Sale Agreement, the SB Loan of EUR14,909,489, which is
the loan provided by Shikun & Binui - Renewable Energy Ltd. to the
Abengoa Parties (Abengoa S.A., NEA Solar Power Ltd., Abener
Energia, S.A., Teyma, Gestion de Contratos de Construccion e
Ingenieria, S.A., and NEA Solar Operation and Maintenance Ltd.)
under the SB Loan Agreement, will be repaid by the Purchasers
directly to SB Renewable, at which time any liabilities in
connection with the SB Loan will be discharged and released. The
Sale Agreement further provides that upon such repayment, the
equity bridge loan provided by NEA Israel to Ashalim Finance will
be cancelled.

The remainder of the Cash Consideration in the amount of
EUR63,724,902 will be transferred as a repayment of the remaining
equity bridge loans under the Abengoa Facility Agreement, which
shall be divided ratably as between NEA Solar O&M S.A. and NEA
Solar Investments LLC on account of outstanding obligations Ashalim
Finance owes to NEA Solar O&M S.A. and NEA Solar Investments LLC
under the Abengoa Facility Agreement.

Consequently, NEA Solar Power Ltd.'s debts for supplies, payroll,
and taxes in the approximate aggregate amount of $185,000 would be
satisfied from the NEA Solar Investments LLC's share of the Abengoa
Consideration which is in the approximate amount of €38 million,
and the excess of which, estimated to be between approximately
EUR32 million and EUR37.9 million, will be paid to the Debtor.

There will be no distribution made on NEA Solar Investments' share
of the Abengoa Consideration on account of NEA Solar Power Ltd.'s
intercompany obligation to Abengoa Solar S.A. of approximately
EUR5.9 million until further order of the Court or until such time
as an agreement is reached between the Debtor and the Creditors'
Committee.

The Sale will provide substantial tangible and direct benefits and
value to the Debtor and its estate and creditors as Abengoa
Solar’s estate will receive approximately €38 million from the
proceeds of the Sale by virtue of funds flowing upstream to Abengoa
Solar.  

Proposed Counsel to Debtors and Debtors in Possession:

       R. Craig Martin, Esq.
       DLA PIPER LLP (US)
       1201 North Market Street, Suite 2100
       Wilmington, Delaware 19801
       Telephone: (302) 468-5700
       Facsimile: (302) 394-2341
       Email: craig.martin@dlapiper.com  

       -- and --

       Richard A. Chesley, Esq.
       DLA PIPER LLP (US)
       203 North LaSalle Street, Suite 1900
       Chicago, Illinois 60601
       Telephone: (312) 369-4000
       Facsimile: (312) 236-7516
       Email: Richard.chesley@dlapiper.com

                 About Abeinsa Holding

Abeinsa Holding Inc., Abengoa Solar LLC, Abeinsa EPC LLC, Abencor
USA, LLC, Nicsa Industrial Supplies LLC, Abener Construction
Services LLC, Abeinsa Abener Teyma General Partnership, Abener
Teyma Mojave General Partnership, Abener Teyma Inabensa Mount
Signal Joint Venture, Teyma USA & Abener Engineering and
Construction Services General Partnership, Teyma Construction USA,
LLC, Abener North America Construction L.P., and Inabensa USA, LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead
Case No. 16-10790) on March 29, 2016.  The petitions were signed by
Javier Ramirez as treasurer.  

DLA Piper LLP (US) represents the Debtors as counsel.  Prime Clerk
serves as the Debtors' claims and noticing agent.

                About Abengoa S.A.

Spanish energy giant Abengoa S.A. is an engineering and clean
technology company with operations in more than 50 countries
worldwide that provides innovative solutions for a diverse range of
customers in the energy and environmental sectors.  Abengoa is one
of the world's top builders of power lines transporting energy
across Latin America and a top engineering and construction
business, making massive renewable-energy power plants worldwide.

As of the end of 2015, Abengoa, S.A. was the parent company of 687
other companies around the world, including 577 subsidiaries, 78
associates, 31 joint ventures, and 211 Spanish partnerships.
Additionally, the Abengoa Group held a number of other interests of
less than 20% in other entities.

On Nov. 25, 2015 in Spain, Abengoa S.A. announced its intention to
seek protection under Article 5bis of Spanish insolvency law, a
pre-insolvency statute that permits a company to enter into
negotiations with certain creditors for restricting of its
financial affairs.  The Spanish company is facing a March 28, 2016,
deadline to agree on a viability plan or restructuring plan with
its banks and bondholders, without which it could be forced to
declare bankruptcy.

On March 16, 2016, Abengoa presented its Business Plan and
Financial Restructuring Plan in Madrid to all of its stakeholders.

                  U.S. Bankruptcy

Abengoa, S.A., and 24 of its subsidiaries filed Chapter 15
petitions (Bankr. D. Del. Case Nos. 16-10754 to 16-10778) on March
28, 2016, to seek U.S. recognition of its restructuring proceedings
in Spain.  Christopher Morris signed the petitions as foreign
representative.  DLA Piper LLP (US) represents the Debtors as
counsel.

Involuntary petitions were filed against the three affiliated
entities -- Abengoa Bioenergy of Nebraska, LLC, Abengoa Bioenergy
Company, LLC, and Abengoa Bioenergy Biomass of Kansas, LLC –
under Chapter 7 of the Bankruptcy Code in the United States
Bankruptcy Court for the District of Nebraska and the United States
Bankruptcy Court for the District of Kansas.  The bankruptcy cases
for affiliate Abengoa Bioenergy of Nebraska, LLC and Abengoa
Bioenergy Company, LLC were converted to cases under chapter 11 of
the Bankruptcy Code and transferred to the United States Bankruptcy
Court for the Eastern District of Missouri.

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and 5 five
other U.S. units of Abengoa S.A., which collectively own, operate,
and/or service four ethanol plants in Ravenna, York, Colwich, and
Portales, each filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code in the United States
Bankruptcy Court for the Eastern District of Missouri.  The cases
are pending before the Honorable Kathy A.  Surratt-States and are
jointly administered under Case No. 16-41161.

Abeinsa Holding Inc., and 12 other affiliates, which are energy,
engineering and environmental companies and indirect subsidiaries
of Abengoa, filed Chapter 11 bankruptcy petitions (Bankr. D. Del.
Proposed Lead Case No. 16-10790) on March 29, 2016.


ABEINSA HOLDING: Hires DLA Piper as Attorneys
---------------------------------------------
Abeinsa Holding Inc., and its debtor-affiliates seek permission
from the U.S. Bankruptcy Court for the District of Delaware to
employ DLA Piper LLP as their attorneys, nunc pro tunc to March 29,
2016.

The Debtors require DLA:

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

     (b) attend meeting and negotiate with representatives of
creditors and other parties in interest and advise and consult of
the conduct of these Chapter 11 Case, including the legal and
administrative requirements of operating in Chapter 11;

     (c) take necessary action to protecting preserve the Debtors'
estates, including the prosecution of actions commenced under the
Bankruptcy Code on their behalf and objections to claims filed
against the estates;

     (d) prepare and prosecute on behalf of the Debtors' motions,
applications, answer, orders, reports and papers necessary to the
administration of the estates;

     (e) advise and assist the Debtors with respect to
restructuring alternatives, including selling their assets pursuant
to section 363 of the Bankruptcy Code and prepare and pursue
approval of a disclosure statement and confirmation of a Chapter 11
plan;

     (f) appear in court and protect the interest of the Debtors
before the Court; and

     (g) perform all other legal services for the Debtors which may
be necessary and proper in these Chapter 11 Cases.

DLA will be paid at these hourly rates:  

    Partners                  $555-$995
    Associates                $395-$890
    Para-professionals        $105-$365

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

Richard A. Chesley, partner of DLA Piper LLP (US), 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 following is provided in response to the request for additional
information set forth in D1 of the U.S. Trustee's Appendix B
Guidelines:

  - Due to the serious liquidity constraints within the Debtors,
for certain of the work performed in connection with the
preparation of these Chapter 11 Cases, DLA agreed to cap its fees
at the lesser of (i) $300,000 or (ii) 75% of DLA's standard hourly
rates. DLA's standard hourly rates change from time to time in
accordance with DLA's policies. In addition, certain other work in
connection with the preparation of these cases also received a
discount to DLA's standard rates.

   - The Debtors and DLA expect to develop a prospective budget and
staffing plan, recognizing that in the course of large chapter 11
case, unforeseeable fees and expenses that will need to be
addressed by the Debtors and DLA may arise.

DLA can be reached at:

      Richard A. Chesley
      DLA Piper LLP
      203 North LaSalle Street, Suite 1900
      Chicago, IL 60601
      T: +1 312 369 3430
      F: +1 312 630 5330
      E-mail: richard.chesley@dlapiper.com

                      About Abeinsa Holding

Abeinsa Holding Inc., Abengoa Solar LLC, Abeinsa EPC LLC, Abencor
USA, LLC, Nicsa Industrial Supplies LLC, Abener Construction
Services LLC, Abeinsa Abener Teyma General Partnership, Abener
Teyma Mojave General Partnership, Abener Teyma Inabensa Mount
Signal Joint Venture, Teyma USA & Abener Engineering and
Construction Services General Partnership, Teyma Construction USA,
LLC, Abener North America Construction L.P., and Inabensa USA, LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
16-10790) on March 29, 2016.  The petitions were signed by Javier
Ramirez as treasurer.

DLA Piper LLP (US) represents the Debtors as counsel.  Prime Clerk
serves as the Debtors' claims and noticing agent.

Andrew Vara, acting U.S. trustee for Region 3, appointed five
creditors of Abeinsa Holding Inc. and its affiliates to serve on
the official committee of unsecured creditors.


ABEINSA HOLDING: Sells HVT Equipment to Dept. of Energy
-------------------------------------------------------
Abengoa Solar LLC, seeks authority from the Bankruptcy Court to
enter into an agreement for sale of personal property between
Abengoa Solar Alliance for Sustainable Energy, LLC, the managing
and operating contractor for National Renewable Energy Laboratory,
on behalf of the Buyer, the United States Department of Energy, and
authorizing the private sale of equipment located at NREL's
facility.

The Debtor intends to sell a Hybrid Vapor Transport (HVT) System
located at the NREL site in Golden, Colorado, that has been
previously used for collaborative research in the performance of
Cooperative Research and Development Agreement CRD 08 279 between
the Parties.

The Debtor sells the personal property in an "as is, where is"
condition, for a Purchase Price of $11,812 plus return of the
Refund upon closing of the sale less the decontamination fee, with
net pay out to the Debtor of approximately $45,000.

Proposed Counsel to Debtors and Debtors in Possession:

       R. Craig Martin, Esq.
       DLA PIPER LLP (US)
       1201 North Market Street, Suite 2100
       Wilmington, Delaware 19801
       Telephone: (302) 468-5700
       Facsimile: (302) 394-2341
       Email: craig.martin@dlapiper.com  

       -- and --

       Richard A. Chesley, Esq.
       DLA PIPER LLP (US)
       203 North LaSalle Street, Suite 1900
       Chicago, Illinois 60601
       Telephone: (312) 369-4000
       Facsimile: (312) 236-7516
       Email: Richard.chesley@dlapiper.com

             About Abeinsa Holding

Abeinsa Holding Inc., Abengoa Solar LLC, Abeinsa EPC LLC, Abencor
USA, LLC, Nicsa Industrial Supplies LLC, Abener Construction
Services LLC, Abeinsa Abener Teyma General Partnership, Abener
Teyma Mojave General Partnership, Abener Teyma Inabensa Mount
Signal Joint Venture, Teyma USA & Abener Engineering and
Construction Services General Partnership, Teyma Construction USA,
LLC, Abener North America Construction L.P., and Inabensa USA, LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead
Case No. 16-10790) on March 29, 2016.  The petitions were signed by
Javier Ramirez as treasurer.  

DLA Piper LLP (US) represents the Debtors as counsel.  Prime Clerk
serves as the Debtors' claims and noticing agent.

             About Abengoa S.A.

Spanish energy giant Abengoa S.A. is an engineering and clean
technology company with operations in more than 50 countries
worldwide that provides innovative solutions for a diverse range of
customers in the energy and environmental sectors.  Abengoa is one
of the world's top builders of power lines transporting energy
across Latin America and a top engineering and construction
business, making massive renewable-energy power plants worldwide.

As of the end of 2015, Abengoa, S.A. was the parent company of 687
other companies around the world, including 577 subsidiaries, 78
associates, 31 joint ventures, and 211 Spanish partnerships.
Additionally, the Abengoa Group held a number of other interests of
less than 20% in other entities.

On Nov. 25, 2015 in Spain, Abengoa S.A. announced its intention to
seek protection under Article 5bis of Spanish insolvency law, a
pre-insolvency statute that permits a company to enter into
negotiations with certain creditors for restricting of its
financial affairs.  The Spanish company is facing a March 28, 2016,
deadline to agree on a viability plan or restructuring plan with
its banks and bondholders, without which it could be forced to
declare bankruptcy.

On March 16, 2016, Abengoa presented its Business Plan and
Financial Restructuring Plan in Madrid to all of its stakeholders.

            U.S. Bankruptcy

Abengoa, S.A., and 24 of its subsidiaries filed Chapter 15
petitions (Bankr. D. Del. Case Nos. 16-10754 to 16-10778) on March
28, 2016, to seek U.S. recognition of its restructuring proceedings
in Spain.  Christopher Morris signed the petitions as foreign
representative.  DLA Piper LLP (US) represents the Debtors as
counsel.

Involuntary petitions were filed against the three affiliated
entities -- Abengoa Bioenergy of Nebraska, LLC, Abengoa Bioenergy
Company, LLC, and Abengoa Bioenergy Biomass of Kansas, LLC –
under Chapter 7 of the Bankruptcy Code in the United States
Bankruptcy Court for the District of Nebraska and the United States
Bankruptcy Court for the District of Kansas.  The bankruptcy cases
for affiliate Abengoa Bioenergy of Nebraska, LLC and Abengoa
Bioenergy Company, LLC were converted to cases under chapter 11 of
the Bankruptcy Code and transferred to the United States Bankruptcy
Court for the Eastern District of Missouri.

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and 5 five
other U.S. units of Abengoa S.A., which collectively own, operate,
and/or service four ethanol plants in Ravenna, York, Colwich, and
Portales, each filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code in the United States
Bankruptcy Court for the Eastern District of Missouri.  The cases
are pending before the Honorable Kathy A.  Surratt-States and are
jointly administered under Case No. 16-41161.

Abeinsa Holding Inc., and 12 other affiliates, which are energy,
engineering and environmental companies and indirect subsidiaries
of Abengoa, filed Chapter 11 bankruptcy petitions (Bankr. D. Del.
Proposed Lead Case No. 16-10790) on March 29, 2016.


ABENGOA BIOENERGY: Bankruptcy Case Remains in Kansas
----------------------------------------------------
Judge Robert E. Nugent of the United States Bankruptcy Court for
the District of Kansas denied Abengoa Bioenergy Biomass of Kansas,
LLC's motion to transfer the case is IN RE: ABENGOA BIOENERGY
BIOMASS OF KANASAS, LLC, Chapter 11, Debtor, Case No. 16-10446
(Bankr. D. Kan.).

ABBK moved to transfer the case to the United States Bankruptcy
Court for the District of Delaware where cases involving its
indirect parent companies and other affiliates are pending.

Judge Nugent concluded that ABBK has not demonstrated by a
preponderance of the evidence that the case should be transferred
on either convenience grounds or the interests of justice.

A full-text copy of Judge Nugent's April 25, 2016 order is
available at http://is.gd/z5SZrZfrom Leagle.com.

Abengoa Bioenergy Biomass of Kansas LLC is represented by:

          Robert Craig Martin, Esq.
          Christine L. Schlomann, Esq.
          ARMSTRONG TEASDALE LLP

Brahma Group, Inc. is represented by:

          W. Rick Griffin, Esq.
          MARTIN PRINGLE OLIVER WALLACE & BAUER
          9401 Indian Creek Pkwy
          Building 40, Suite 1150
          Overland Park, KS 66210
          Tel: (913)491-5500
          Email: megriffin@martinpringle.com

            -- and --

          Samantha M Woods, Esq.
          MARTIN PRINGLE OLIVER WALLACE & BAUER
          100 N. Broadway Suite 500
          Wichita, KS 67202
          Tel: (316)265-9311
          Email: smwoods@martinpringle.com

CRB Builders LLC is represented by:

          Robert M. Pitkin, Esq.
          Danne W Webb, Esq.
          HORN AYLWARD & BANDY LLC
          2600 Grand Blvd, Suite 1100
          Kansas City, MO 64108
          Tel: (816)421-0700
          Email: rpitkin@hab-law.com
                 dwebb@hab-law.com

U.S. Trustee is represented by:

          Richard A. Wieland, Esq.
          OFFICE OF THE U.S. TRUSTEE
          301 North Main Street, Suite 1150
          Wichita, KS 67202
          Tel: (316)269-6637
          Fax: (316)269-6182


ABENGOA SA: Court Grants Recognition of Spanish Proceeding
----------------------------------------------------------
Judge Kevin Carey of the U.S. Bankruptcy Court for the District of
Delaware issued an order recognizing the Spanish Proceeding of
Abengoa S.A., as a foreign main proceeding in accordance with
Chapter 15 of the U.S. Bankruptcy Code and granted the Foreign
Debtors the protection of U.S. Bankruptcy Code, including, without
limitation, the automatic stay.

Judge Carey specifically orders, inter alia, that:

   a. No person or entity may (a) commence or continue any legal
proceeding or action against the Foreign Debtors, or their assets
located in the United States, (b) enforce any judicial,
quasi-judicial, administrative or regulatory judgment, assessment
or order or arbitration award against the Foreign Debtors, (c)
commence or continue any legal proceeding or action to create,
perfect, or enforce any lien, setoff, or other claim against the
Foreign Debtors or against any of their assets located in the
United States, and (d) exercise any control over the Foreign
Debtors' assets located in the United States except as authorized
by the Foreign Debtor that owns the asset in writing.

   b. The Foreign Representative is the rights, powers,
protections, privileges, and immunities of a trustee in a
bankruptcy in the United States during these chapter 15 cases.

   c. The right to transfer, encumber, or otherwise dispose of the
Foreign Debtors' assets absent the express written consent of the
Foreign Debtors is hereby suspended.

   d. The Foreign Debtors are entrusted with the right to operate
the Foreign Debtors' business, exercise the rights and power of a
trustee, and they are entitled to administer and realize all or
part of the Foreign Debtors' assets within the territorial
jurisdiction of the United States.

In its response to the Sureties' objections, Abengoa, et al.'s
Foreign Representative, Christopher Morris, argued that the
objections are about the Sureties seeking to place themselves in a
better position in the Foreign Debtors' restructuring efforts and
not about the proper application of Chapter 15.

Mr. Morris explained that he merely seeks recognition of the
Spanish Proceeding as a main proceeding, which entitles the Foreign
Debtors to the U.S. automatic stay within the territorial
boundaries of the United States. Differences in the law are simply
no impediment to recognition considering that the Spanish Court has
supervision over the Foreign Debtors and any plan or restructuring
agreement that is ultimately presented for final homologation will
be subject to objections by creditors, where the Spanish Court
would address any such objections, he further explained.

Moreover, Mr. Morris pointed out that the Standstill Agreement
provides that the Foreign Debtors shall "co-operate with and
actively assist the Creditors to negotiate the terms and conditions
of the Restructuring . . . ."  Thus, the proper recourse is for the
Sureties to address their rights in the Spanish Proceeding to
ensure they are given the legal rights afforded them under Spanish
law and not use an opposition to recognition as a means to try to
negotiate a preferred position for themselves to the detriment of
the Foreign Debtors' restructuring efforts, Mr. Morris said.

Attorneys for Foreign Representative of Foreign Debtors:

       R. Craig Martin, Esq.
       DLA PIPER LLP (US)
       1201 North Market Street, Suite 2100
       Wilmington, Delaware 19801
       Telephone: (302) 468-5700
       Facsimile: (302) 394-2341
       Email: craig.martin@dlapiper.com  

       -- and --

       Richard A. Chesley, Esq.
       Oksana Koltko Rosaluk, Esq.
       DLA PIPER LLP (US)
       203 North LaSalle Street, Suite 1900
       Chicago, Illinois 60601
       Telephone: (312) 369-4000
       Facsimile: (312) 236-7516
       Email: Richard.chesley@dlapiper.com
       Oksana.KoltkoRosaluk@dlapiper.com

              About Abengoa S.A.

Spanish energy giant Abengoa S.A. is a leading engineering and
clean technology company with operations in more than 50 countries
worldwide that provides innovative solutions for a diverse range of
customers in the energy and environmental sectors.  Abengoa is one
of the world's top builders of power lines transporting energy
across Latin America and a top engineering and construction
business, making massive renewable-energy power plants worldwide.

As of the end of 2015, Abengoa, S.A. was the parent company of 687
other companies around the world, including 577 subsidiaries, 78
associates, 31 joint ventures, and 211 Spanish partnerships.
Additionally, the Abengoa Group held a number of other interests of
less than 20% in other entities.

On Nov. 25, 2015 in Spain, Abengoa S.A. announced its intention to
seek protection under Article 5bis of Spanish insolvency law, a
pre-insolvency statute that permits a company to enter into
negotiations with certain creditors for restricting of its
financial affairs.  The Spanish company is facing a March 28, 2016,
deadline to agree on a viability plan or restructuring plan with
its banks and bondholders, without which it could be forced to
declare bankruptcy.

On March 16, 2016, Abengoa presented its Business Plan and
Financial Restructuring Plan in Madrid to all of its stakeholders.

             U.S. Bankruptcies

Abengoa, S.A., and 24 of its subsidiaries filed Chapter 15
petitions (Bankr. D. Del. Case Nos. 16-10754 to 16-10778) on March
28, 2016, to seek U.S. recognition of its restructuring proceedings
in Spain.  Christopher Morris signed the petitions as foreign
representative.  DLA Piper LLP (US) represents the Debtors as
counsel.

Gavilon Grain, LLC, et al., on Feb. 1, 2016, filed an involuntary
Chapter 7 petition for Abengoa Bioenergy of Nebraska, LLC ("ABNE")
and on Feb. 11, 2016, filed an involuntary Chapter 7 petition for
Abengoa Bioenergy Company, LLC ("ABC").  ABC's involuntary Chapter
7 case is Bankr. D. Kan. Case No. 16-20178. ABNE's involuntary case
is Bankr. D. Neb. Case No. 16-80141.  An order for relief has not
been entered, and no interim Chapter 7 trustee has been appointed
in the Involuntary Cases.  The petitioning creditors are
represented by McGrath, North, Mullin & Kratz, P.C.

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and 5 five
other U.S. units of Abengoa S.A., which collectively own, operate,
and/or service four ethanol plants in Ravenna, York, Colwich, and
Portales, each filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code in the United States
Bankruptcy Court for the Eastern District of Missouri.  The cases
are pending before the Honorable Kathy A. Surratt-States and are
jointly administered under Case No. 16-41161.

Abeinsa Holding Inc., and 12 other affiliates, which are energy,
engineering and environmental companies and indirect subsidiaries
of Abengoa, filed Chapter 11 bankruptcy petitions (Bankr. D. Del.
Proposed Lead Case No. 16-10790) on March 29, 2016.


ACTIVECARE INC: Delays Filing of First Quarter Form 10-Q
--------------------------------------------------------
ActiveCare, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
March 31, 2016.  The Company said it needs additional time to
complete the presentation of its financial statements and the
analysis thereof.

                      About ActiveCare

South West Valley City, Utah-based ActiveCare, Inc., is organized
into three business segments based primarily on the nature of the
Company's products.  The Stains and Reagents segment is engaged in
the business of manufacturing and marketing medical diagnostic
stains, solutions and related equipment to hospitals and medical
testing labs.  The CareServices segment is engaged in the business
of developing, distributing and marketing mobile health monitoring
and concierge services to distributors and customers.  The Chronic
Illness Monitoring segment is primarily engaged in the monitoring
of diabetic patients on a real time basis.

The Company's business plan is to develop and market products for
monitoring the health of and providing assistance to mobile and
homebound seniors and the chronically ill, including those who may
require a personal assistant to check on them during the day to
ensure their safety and well being.

ActiveCare reported a net loss attributable to common stockholders
of $12.8 million on $6.59 million of chronic illness monitoring
revenues for the year ended Sept. 30, 2015, compared with a net
loss attributable to common stockholders of $16.4 million on $6.10
million of chronic illness monitoring revenues for the year ended
Sept. 30, 2014.

As of Dec. 31, 2015, the Company had $2.44 million in total assets,
$12.8 million in total liabilities and a total stockholders'
deficit of $10.4 million.

Tanner LLC, in Salt Lake City, Utah, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Sept. 30, 2015, citing that the Company has recurring losses,
negative cash flows from operating activities, negative working
capital, negative total equity, and certain debt that is in
default.  These conditions, among others, raise substantial doubt
about its ability to continue as a going concern.


ADVANCED MICRO DEVICES: Board Member John Caldwell Named Chairman
-----------------------------------------------------------------
Advanced Micro Devices Inc. announced that its Board of Directors
has appointed Board member John Caldwell as Chairman of the Board
and Chair of the Nominating and Corporate Governance Committee (the
"NCG").  Caldwell succeeds Bruce Claflin as Chairman of the Board.
Claflin has been Chairman of the Board since March 2009 and will
continue to serve as an AMD Board member.

"I am honored to be named chairman of AMD's Board," said John
Caldwell.  "It is an exciting time to be part of AMD as we execute
on our transformative strategy - bringing innovative products to
market and delivering increased value to our shareholders.  On
behalf of our Board of Directors, I would like to recognize Bruce
Claflin for his leadership and for his continuing contribution to
our company."

Caldwell joined AMD's Board in 2006 and has held a variety of
Committee positions including most recently Compensation and
Leadership Resources Committee Chair and Nominating and Corporate
Governance Committee membership.  Caldwell brings extensive board
and executive level experience.  In his career, he has served as a
CEO of three technology companies and been on the board of seven
public technology companies.

Mr. Caldwell will receive an annual cash retainer of $112,500 for
his services as Chairman of the Board, $10,000 for his services as
Chair of the NCG, $10,000 for his services as a member of the NCG
and $20,000 for his services as a member of the Audit and Finance
Committee.  Mr. Caldwell will also receive an annual restricted
stock unit award with a grant value of $277,500.  Outside director
compensation is described in the Company's definitive proxy
statement filed with the Securities and Exchange Commission on
March 24, 2016.

                    About Advanced Micro Devices

Sunnyvale, California-based Advanced Micro Devices, Inc., is a
global semiconductor company.  The Company's products include x86
microprocessors and graphics.

Advanced Micro incurred a net loss of $660 million on $3.99 billion
of net revenue for the year ended Dec. 26, 2015, compared to a net
loss of $403 million on $5.50 billion of net revenue for the year
ended Dec. 27, 2014.

                          *     *     *

As reported by the TCR on Oct. 22, 2015, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Sunnyvale,
Calif.-based Advanced Micro Devices Inc. to 'CCC+' from 'B-'.  
"The downgrade reflects our expectation that AMD will experience a
more gradual return to revenue growth, ongoing competitive
challenges to restore operating profitability, and more severe
operating losses and negative free cash flow through 2016 than we
had previously forecast, despite recent improvements to its
liquidity," said Standard & Poor's credit analyst John Moore.

As reported by the TCR on March 16, 2016, Fitch Ratings has
downgraded and withdrawn the ratings for Advanced Micro Devices,
Inc. (AMD) including the Long-term Issuer Default Rating (IDR) to
'CCC' from 'B-'.  The downgrade reflects prospects for negative
free cash flow (FCF) over the intermediate term and the consequent
liquidity issues and refinancing risk that could develop as the
2019 and 2020 debt maturities approach.

In July 2015, Moody's Investors Service lowered Advanced Micro
Devices, Inc's ("AMD") corporate family rating to Caa1 from B3, and
the ratings on the senior unsecured notes to Caa2 from Caa1.  The
downgrade of the corporate family rating to Caa1 reflects AMD's
prospects for ongoing operating losses over the next year and
negative free cash flow.


ADVANCED MICRO: Names Darla Smith Chief Accounting Officer
----------------------------------------------------------
Advanced Micro Devices, Inc., appointed Darla M. Smith as chief
accounting officer effective May 12, 2016, according to a Form 8-K
report filed with the Securities and Exchange Commission.

Ms. Smith, 50, joined the Company in January 2006 and has served as
corporate vice president of Finance and corporate controller since
January 2013.  Ms. Smith was appointed assistant treasurer in March
2014 and has provided oversight for the Tax and Treasury functions
since June 2015.  From March 2010 until January 2013, Ms. Smith
served as corporate vice president of Finance, Global Business
Units and Technology and Engineering where she was responsible for
partnering with operations to drive Company results.  Prior to
this, Ms. Smith served as the assistant corporate controller.  Ms.
Smith holds a bachelor's degree in accounting and a master's degree
in business administration.

                  About Advanced Micro Devices

Sunnyvale, California-based Advanced Micro Devices, Inc., is a
global semiconductor company.  The Company's products include x86
microprocessors and graphics.

Advanced Micro incurred a net loss of $660 million on $3.99 billion
of net revenue for the year ended Dec. 26, 2015, compared to a net
loss of $403 million on $5.50 billion of net revenue for the year
ended Dec. 27, 2014.

                          *     *     *

As reported by the TCR on Oct. 22, 2015, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on Sunnyvale,
Calif.-based Advanced Micro Devices Inc. to 'CCC+' from 'B-'.  
"The downgrade reflects our expectation that AMD will experience a
more gradual return to revenue growth, ongoing competitive
challenges to restore operating profitability, and more severe
operating losses and negative free cash flow through 2016 than we
had previously forecast, despite recent improvements to its
liquidity," said Standard & Poor's credit analyst John Moore.

As reported by the TCR on March 16, 2016, Fitch Ratings has
downgraded and withdrawn the ratings for Advanced Micro Devices,
Inc. (AMD) including the Long-term Issuer Default Rating (IDR) to
'CCC' from 'B-'.  The downgrade reflects prospects for negative
free cash flow (FCF) over the intermediate term and the consequent
liquidity issues and refinancing risk that could develop as the
2019 and 2020 debt maturities approach.

In July 2015, Moody's Investors Service lowered Advanced Micro
Devices, Inc's ("AMD") corporate family rating to Caa1 from B3, and
the ratings on the senior unsecured notes to Caa2 from Caa1.  The
downgrade of the corporate family rating to Caa1 reflects AMD's
prospects for ongoing operating losses over the next year and
negative free cash flow.


AEMETIS INC: Incurs $5.11 Million Net Loss in First Quarter
-----------------------------------------------------------
Aemetis, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $5.11
million on $33.32 million of revenues for the three months ended
March 31, 2016, compared to a net loss of $8.64 million on $34.72
million of revenues for the same period in 2015.

As of March 31, 2016, Aemetis had $80.53 million in total assets,
$120.50 million in total liabilities and a total stockholders'
deficit of $39.96 million.

On May 5, 2016, the Company entered into a definitive agreement to
acquire Edeniq.  Edeniq has developed patented innovations that
unlock cellulosic and starch sugars through a combination of
patented mechanical and biological processes.  In 2015, Edeniq
generated about $20 million in revenues and about $6 million of
EBITDA.

"The overall ethanol market improvement we saw at the end of the
first quarter, combined with the pending acquisition of Edeniq,
positions Aemetis for positive margin growth in the second half of
2016," stated Eric McAfee, Chairman and CEO of Aemetis, Inc.

Adjusted EBITDA for the first quarter of 2016 was $244,000 compared
to Adjusted EBITDA loss of $2.7 million for the same period in
2015.

Cash at the end of the first quarter of 2016 was $325,000 compared
to $283,000 at the end of the fourth quarter of 2015.

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

                     https://is.gd/Hw0X9N

                        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.

Aemetis reported a net loss of $27.1 million on $147 million of
revenues for the year ended Dec. 31, 2015, compared to net income
of $7.13 million on $207.7 million of revenues for the year ended
Dec. 31, 2014.


AEROGROW INTERNATIONAL: SMG Growing Reports 40.3% Stake
-------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, SMG Growing Media, Inc., and The Scotts Miracle-Gro
Company disclosed that as of May 9, 2016, they beneficially own
4,171,591 shares of common stock of AeroGrow International, Inc.,
representing 40.3 percent of the shares outstanding.

On May 9, 2016, AeroGrow issued 196,044 shares of Common Stock to
SMG, which were issued as payment of interest under the 2015 Loan
Agreement.  No funds were used to acquire the Common Stock pursuant
to such issuances.

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

                      https://is.gd/S7XsCa

                         About AeroGrow
  
Boulder, Colo.-based AeroGrow International, Inc., is a developer,
marketer, direct-seller, and wholesaler of advanced indoor garden
systems designed for consumer use and priced to appeal to the
gardening, cooking, and healthy eating, and home and office decor
markets.

AeroGrow reported a net loss attributable to common shareholders of
$1.5 million on $17.9 million of net revenue for the year ended
March 31, 2015, compared with a net loss attributable to common
shareholders of $4.1 million on $9.3 million of of net revenue for
the year ended March 31, 2014.

As of Dec. 31, 2015, the Company had $15.04 million in total
assets, $12.5 million in total liabilities, all current, and $2.58
million in total stockholders' equity


AEROPOSTALE INC: Hires FTI Consulting as as Financial Advisor
-------------------------------------------------------------
Aeropostale, Inc., and its debtor-affiliates seek permission from
the U.S. Bankruptcy Court for the Southern District of New York to
employ FTI Consulting, Inc., nunc pro tunc to the Commencement
Date.

The Debtors require FTI to:

A. Phase I Scope of Services:
       
   -- assess the profitability of the Debtors' stores and develop
scenarios for optimizing the Debtors' store fleet;

   -- assess the Debtors' business performance by segment and
developed potential scenarios to optimize EBITDA and cash flow,
and

   -- provide the Debtors with recommendation relating to the
Debtors' store portfolio and business segments

B. Phase II Scope of Services

   -- assist with the development of weekly cash flow forecasts and
reports and related liquidity forecasting tools to evaluate the
Debtors' cash flow under a variety of scenarios;

   -- assist with developing tactics and strategies for negotiating
with vendors and other constituencies;

   -- assist with sizing DIP financing, and presenting cash flows
to potential lenders;

   -- assist with developing accounting and operating procedure to
segregate prepetition and postpetition business transactions;

   -- support the preparation of first day motions and developing
procedures and processes necessary to implement such motions;

   -- work with the Debtors to develop chapter 11 communications;

   -- work in close coordination with the Company and other
advisors to develop and execute a communication plan that seeks to
preserve business continuity by explaining restructuring milestones
to and address the concerns of stakeholders including employees,
customers, suppliers, landlords, investors, and the media;

   -- draft communications material, including key messages, press
releases, media statements, letters, emails talking points video
messages, question-and-answer documents , and working with the
Company representatives to secure the necessary approvals from
Company management and advisors;

   -- develop training materials and assist in training Company
personnel with respect to chapter 11 procedures;

   -- develop a dedicated website to post restructuring-related
content;

   -- develop appropriate training materials to prepare Company
spokepeople to confidently communicate key messages to employees,
customers, suppliers and other key stakeholders;

   -- assist in the development of call routing processes and/or a
call centre to ensure all inbound inquiries from employees,
customers, suppliers, landlords, investors, media and other
stakeholders are appropriately triaged and addressed;

   -- speak with media on related issues on the Company's behalf.

   -- prepare the Debtors with respect to financial related
disclosures required by the Court;

   -- assist in the development of a Key Employee Incentive Plan,
if needed; and

   -- provide independent contractor to serve as the interim Chief
Information Officer of Aeropostale.

FTI will be paid at these hourly rates:

     (A) Hourly Fees: Fees for service rendered by FTI pursuant to
the Engagement Letter are based upon time incurred in providing
such services, multiplied by FTI's standard hourly rates. These
hourly rates differ between the Corporate Finance and Strategic
Communications groups:

         Senior Managing Director                    $800-$975
         Directors/Managing Director                 $595-$795
         Consultants/Senior Consultants              $315-$570
         Administrative/Paraprofessionals            $125-$250

The Strategic Communication group utilizes this rate schedule for
restructuring services:

         Senior Managing Director                    $650-$750
         Directors/Managing Director                 $450-$650
         Consultants/Senior Consultants              $250-$400
         Administrative/Paraprofessionals            $125

     (B) Expenses: The Debtors will reimburse FTI for reasonable
and customary out-of-pocket expenses incurred during the
engagement, such as telephone, overnight mail, messenger, travel,
meals, accommodations and other expenses specifically related to
the engagement;

     (C) Court Testimony: In addition, if FTI and/or any of its
employees are required to testify or provide evidence at or in
connection with any judicial or administrative proceeding relating
to this matter, the Debtors will compensate FTI at its regular
hourly rates and reimburse FTI for reasonable allocated and direct
expenses (including counsel fees) with respect thereto.

     (D) Chief Information Officer: For services of the Chief
Information Officer, FTI charges the Debtors a monthly rate of
$55,000 per month

     (E) Investor Relations Support. FTI charges the Debtors a
quarterly fee of $19,500 for investor relationship services.

Prior to the Commencement Date, the Debtors provide FTI with a
retainer of $250,000.  The Retainer will be credited against any
amounts due at the termination of the Engagement Letter and any
unused excess will be returned to the Debtors upon the satisfaction
of all obligations owed to thereunder.

Gina Gutzeit, Senior Managing Director at FTI Consulting, Inc.,
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 Debtor and its estates.

FTI Consulting, Inc., can be reached at:

       Gina Gutzeit
       FTI Consulting, Inc.
       Three Tiime Square, 9th Floor
       New York, NY, 10036
       Tel: +1 212 247 1010
       Fax: +1 212 841 9350
       E-mail: gina.gutzeit@fticonsulting.com

                      About Aeropostale, Inc.

Aeropostale, Inc. is a specialty retailer of casual apparel and
accessories, principally serving young women and men through its
Aeropostale(R) and Aeropostale Factory(TM) stores and website and 4
to 12 year-olds through its P.S. from Aeropostale stores and
website.  

Aeropostale, Inc. and several affiliates sought Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 16-11275) on May 4,
2016.  Hon. Sean H. Lane presides over the case.  Ray C. Schrock,
P.C., Jacqueline Marcus, Esq., and Garrett A. Fail, Esq., at Weil,
Gotshal & Manges LLP, serve as Chapter 11 counsel to the Debtors.
FTI Consulting Inc. serves as restructuring advisor.  Stifel,
Nicolaus & Company, Inc. and Miller Buckfire & Company LLC serve as
investment banker.  RCS Real Estate Advisors serves as real estate
advisor.  Prime Clerk LLC serves claims and noticing agent.
Stikeman Elliot LLP serves as Canadian counsel.  Togut, Segal &
Segal serves as conflicts counsel.

As of Jan. 30, 2016, Aeropostale had total assets of $354.38
million and total liabilities of $390.02 million.

The petitions were signed by Marc G. Schuback, Senior vice
president, general counsel and secretary.

An official committee of unsecured creditors has been appointed in
the case.


AEROPOSTALE INC: Hires Prime Clerk as Administrative Advisor
------------------------------------------------------------
Aeropostale, Inc., Inc., and its debtor-affiliates seek permission
from the U.S. Bankruptcy Court for the Southern District of New
York to employ Prime Clerk LLC as Administrative Advisor, nunc pro
tunc to the Commencement Date.

The Debtors require Prime Clerk to:

     (i) assist with, among other things, solicitation, balloting
and tabulation of votes, and prepare any related reports, as
required in support of confirmation of a chapter 11 plan, and in
connection with such services, process requests for documents from
parties in interest, including, if applicable, brokerage firms,
bank back-offices and institutional holders;

    (ii) prepare an official ballot certification and, if
necessary, testify in support of the ballot tabulation results;

   (iii) assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;

    (iv) provide a confidential data room, if requested;

     (v) manage and coordinate any distributions pursuant to a
chapter 11 plan; and

    (vi) provide such other processing, solicitation, balloting,
and other administrative services described in the Engagement
Agreement, to the extent not included in the Section 156(c)
Application, as may be requested from time to time by the Debtors,
the Court,or the Office of the Clerk of the Bankruptcy Court.

Prime Clerk will be paid at these rates:

A. Claim and Noticing Rates:

    Analyst                                         $25-$45
    Technology Consultant                           $70-$95
    Consultant/Senior Consultant                    $90-$170
    Director                                        $175-$190
    Chief Operating Officer and Executive V-Pres    No Charge

B. Solicitation, Balloting and Tabulation Rates
    
    Solicitation Consultant                         $190
    Director of Solicitation                        $210  

C. Printing and Noticing Services

    Printing                                        $0.10/page
    Customization/Envelope Printing                 $0.05 each
    Document folding and inserting                  No charge
    Postage/Overnight Delivery                  Preferred Rates
    E-mail Noticing                                 No charge
    Fax Noticing                                    $0.08/page
    Proof of Claim Acknowledgement Card             $0.10/page
    Envelopes                                   Varies by Size

D. Newspaper and Legal Notice Publishing

    Coordinate and publish legal notices            On request
    
E. Case Website

    Case Website setup                             No charge
    Case Website hosting                           No charge
    Update case docket and claims register         No charge

F. Client Access

    Access to secure client login (unlimited user) No charge
    Client customizable reports on demand or
    via scheduled email delivery
    (unlimited quantity)                           No charge
    Real time dashboard analytics measuring claim
    and ballot information and
    document processing status                     No charge

G. Data Administration and Management

    Inputing proofs of claim and ballots  Standard hourly rates
    Electronic Imaging                         $0.10 per image
    Data Storage, maintenance and security    $.10/record/month
    Virtual Data Rooms                             on request

H. On-line Claim Filing Services
    On-line claim filing                           no charge

I. Call Centre Services

   Case-Specific voice-mail box                    no charge
   Interactive Voice Response ("IVR")              no charge
   Monthly maintenance                             no charge
   Call centre personnel                  Standard Hourly rates
   Live chat                              Standard Hourly rates

J. Disbursement Services

   Check Issuance and/or Form 1099         Available on request
   W-9 mailing and maintenance of
   TIN database                           Standard Hourly rates

Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Michael J. Frishberg, Co-President and Chief Operating Officer of
Prime Clerk LLC, 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.

Prime Clerk may be reached at:

         Michael J. Frishberg
         830 Third Avenue, 9th Floor
         New York, New York 10022
         Tel.: 212 257 5450
         E-mail: mfrishberg@primeclerk.com

                      About Aeropostale, Inc.

Aeropostale, Inc. is a specialty retailer of casual apparel and
accessories, principally serving young women and men through its
Aeropostale(R) and Aeropostale Factory(TM) stores and website and 4
to 12 year-olds through its P.S. from Aeropostale stores and
website.  

Aeropostale, Inc. and several affiliates sought Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 16-11275) on May 4,
2016.  Hon. Sean H. Lane presides over the case.  Ray C. Schrock,
P.C., Jacqueline Marcus, Esq., and Garrett A. Fail, Esq., at Weil,
Gotshal & Manges LLP, serve as Chapter 11 counsel to the Debtors.
FTI Consulting Inc. serves as restructuring advisor.  Stifel,
Nicolaus & Company, Inc. and Miller Buckfire & Company LLC serve as
investment banker.  RCS Real Estate Advisors serves as real estate
advisor.  Prime Clerk LLC serves claims and noticing agent.
Stikeman Elliot LLP serves as Canadian counsel.  Togut, Segal &
Segal serves as conflicts counsel.

As of Jan. 30, 2016, Aeropostale had total assets of $354.38
million and total liabilities of $390.02 million.

The petitions were signed by Marc G. Schuback, Senior vice
president, general counsel and secretary.

An official committee of unsecured creditors has been appointed in
the case.


AEROPOSTALE INC: Hires Prime Clerk as Claims and Noticing Agent
---------------------------------------------------------------
Aeropostale, Inc., and its debtor-affiliates seek permission from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Prime Clerk LLC as Claims and Noticing Agent.

The Debtors require Prime Clerk to:

     (i) prepare and serve required notices and documents in these
chapter 11 cases in accordance with the Bankruptcy Code and the
Bankruptcy Rule in the form and manner directed by the Debtors
and/or the Court, including (a) notice of the commencement of these
chapter 11 cases and the initial meeting of creditors under section
341(a) of the Bankruptcy Code, (b) notice of any claims bar date,
(c) notices of transfers of claims, (d) notices of objections to
claims and objections to transfer of claims, (e) notices of any
hearings on a disclosure statement and confirmation of the Debtors'
plan or plans of reorganization, including under Bankruptcy Rule
3017(d), (f) notice of the effective date of any plan and (g) all
other notices, orders, pleadings, publications and other documents
as the Debtors or Court may deem necessary or appropriate for an
orderly administration of these chapter 11 cases.

    (ii) maintain an official copy of the Debtors' schedules of
assets and liabilities and statements of financial affairs, listing
the Debtors' known creditors and the amounts owed thereto;

   (iii) maintain (a) a list of all potential creditors, equity
holders and other parties-in-interest and (b) a "core" mailing list
consisting of all parties described in Bankruptcy Rule 2002(i), (j)
and (k) and those parties that have file a notice of appearance
pursuant to Bankruptcy Rule 9010; (c) update and make said lists
available upon request by a party-in-interest of the Clerk;

    (iv) furnish a notice to all potential creditors of the
deadlines for filing proofs of claims and form for filing a proof
of claim, after such notice and form are approved by the Court, and
notify said potential creditors of the existence, amount and
classification of their respective claims, as set forth in the
Schedules, which may be effected by inclusion of such information
(or the lack thereof, in cases where the Schedules indicate no debt
due to subject party) on a customized proof of claim form provided
to potential creditors;

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

    (vi) for all notices, motions, orders or other pleadings of
documents served, prepare and file or cause to be filed with the
Clerk an affidavit or certificate of service within seven business
days of service, which includes (a) either a copy of the notice
served or the docket number(s) and title(s) of the pleading(s)
served, (b) a list of persons to whom it was mailed (in
alphabetical order) with their addresses, (c) the manner of service
and (d) the date served;

   (vii) process all proof of claim received, including those
received by the Clerk, check said processing for accuracy and
maintain the original proofs of claim in a secure area;

  (viii) provide an electronic interface for filing proofs of
claim;

    (ix) maintain the official claims register for each Debtor on
behalf of the Clerk on a case-specific website; upon the Clerk's
request, provide the Clerk with certified, duplicate unofficial
Claims Registers; and specify in the Claims Registers the following
information for each claim docketed; (a) the claim number assigned,
(b) the date received, (c) the name and address of the claimant and
agent, if applicable, who filed the claim, (d) the amount asserted,
(e) the asserted classification(s) of the claim (e.g., secured,
unsecured, priority, etc.), (f) the applicable Debtor and (g) any
disposition of the claim;

     (x) provide public access to the Claims Registers, including
complete proofs of claim with attachments, if any, without charge;

    (xi) implement necessary security measures to ensure the
completeness and integrity of the Claims Registers and the
safekeeping of the original claims;

   (xii) record all transfer of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);

  (xiii) relocate, by messenger or overnight delivery, all of the
Court-filed proofs of claim to the offices of Prime Clerk, not less
than weekly;

   (xiv) upon completion of the docketing process for all claims
received to date for each case, turn over to the Clerk copies of
the Claims Registers for the Clerk's review (upon the Clerk's
request);

    (xv) monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders filed and
make necessary notations on and/or changes to the Claims Register
and any services or mailing lists, including to identify and
eliminate duplicative names and addresses from such lists;

   (xvi) identify and correct any incomplete or incorrect addresses
in any mailing or service lists;

  (xvii) assist in the dissemination of information to the public
and respond to requests for administrative information regarding
these chapter 11 cases as directed by the Debtors or the Court,
including through the use of as website and/or call center;

(xviii) if these chapter 11 cases are converted to cases under
chapter 7 of the Bankruptcy Code, contact the Clerk within three
days of notice to Prime Clerk of entry of the order converting the
cases;  

   (xix) 30 days prior to the close of these chapter 11 cases, to
the extent practicable, request that the Debtors submit to the
Court a proposed order dismissing Prime Clerk as Claims and
Noticing Agent and terminating its services in such capacity upon
completion of its duties and responsibilities and upon the closing
of these chapter 11 cases;

    (xx) within seven days of notice to Prime Clerk of entry of an
order closing these chapter 11 cases, provide to the Court the
final version of the Claims Registers as of the date immediately
before the close of the chapter 11 cases; and

   (xxi) at the close of these chapter 11 cases, box and transport
all original documents, in proper format, as provided by the Clerk,
to (a) the Federal Archives Record Administration, located at
Central Plains Region, 200 Space Centre Drive, Lee's Summit, MO
64064 or (b) any other location requested by the Clerk.

Prime Clerk will be paid at these rates:

A. Claim and Noticing Rates:

    Analyst                                         $25-$45
    Technology Consultant                           $35-$95
    Consultant/Senior Consultant                    $65-$170
    Director                                        $175-$190
    Chief Operating Officer and Executive V-Pres    No Charge

B. Solicitation, Balloting and Tabulation Rates
    
    Solicitation Consultant                         $190
    Director of Solicitation                        $210  

C. Printing and Noticing Services

    Printing                                        $0.10/page
    Customization/Envelope Printing                 $0.05 each
    Document folding and inserting                  No charge
    Postage/Overnight Delivery                  Preferred Rates
    E-mail Noticing                                 No charge
    Fax Noticing                                    $0.08/page
    Proof of Claim Acknowledgement Card             $0.10/page
    Envelopes                                   Varies by Size

D. Newspaper and Legal Notice Publishing

    Coordinate and publish legal notices            On request
    
E. Case Website

    Case Website setup                             No charge
    Case Website hosting                           No charge
    Update case docket and claims register         No charge

F. Client Access

    Access to secure client login (unlimited user) No charge
    Client customizable reports on demand or
    via scheduled email delivery
    (unlimited quantity)                           No charge
    Real time dashboard analytics measuring claim
    and ballot information and
    document processing status                     No charge

G. Data Administration and Management

    Inputing proofs of claim and ballots  Standard hourly rates
    Electronic Imaging                         $0.10 per image
    Data Storage, maintenance and security    $.10/record/month
    Virtual Data Rooms                             on request

H. On-line Claim Filing Services
    On-line claim filing                           no charge

I. Call Centre Services

   Case-Specific voice-mail box                    no charge
   Interactive Voice Response ("IVR")              no charge
   Monthly maintenance                             no charge
   Call centre personnel                  Standard Hourly rates
   Live chat                              Standard Hourly rates

J. Disbursement Services

   Check Issuance and/or Form 1099         Available on request
   W-9 mailing and maintenance of
   TIN database                           Standard Hourly rates
                           
The Debtors respectfully request that the undisputed fees and
expenses incurred by Prime Clerk  in the performance of the above
services be treated as administrative expenses of the Debtors'
chapter 11 estates pursuant to 26 U.S.C. 156(c) and Section
503(b)(1)(A) of the Bankruptcy Code, and be paid in the ordinary
course of business without further application or order of the
Court.

If any disputes arises relating to the Engagement Agreement or
monthly invoices, the parties shall meet and confer in an attempt
to resolve the dispute; if the resolution is not achieved, the
parties may seek resolution of the matter from the Court.

Prior to the Petition Date, the Debtors provided Prime Clerk a
retainer in the amount of $25,000. Prime Clerk seeks to apply the
retainer to all prepetition invoices, and thereafter, to seek to
have the retainer replenished to the original retainer amount, and
thereafter, to hold the retainer under the Engagement Agreement
during these chapter 11 cases as security for the payment of fees
and expenses incurred under the Engagement Agreement.

Additionally, under the terms of the Engagement Agreement, the
parties agreed to certain indemnification terms.

Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Michael J. Frishberg, Co-President and Chief Operating Officer of
Prime Clerk LLC, 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.

Prime Clerk may be reached at:

         Michael J. Frishberg
         830 Third Avenue, 9th Floor
         New York, New York 10022
         Tel: 212 257 5450
         E-mail: mfrishberg@primeclerk.com

                      About Aeropostale, Inc.

Aeropostale, Inc. is a specialty retailer of casual apparel and
accessories, principally serving young women and men through its
Aeropostale(R) and Aeropostale Factory(TM) stores and website and 4
to 12 year-olds through its P.S. from Aeropostale stores and
website.  

Aeropostale, Inc. and several affiliates sought Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 16-11275) on May 4,
2016.  Hon. Sean H. Lane presides over the case.  Ray C. Schrock,
P.C., Jacqueline Marcus, Esq., and Garrett A. Fail, Esq., at Weil,
Gotshal & Manges LLP, serve as Chapter 11 counsel to the Debtors.
FTI Consulting Inc. serves as restructuring advisor.  Stifel,
Nicolaus & Company, Inc. and Miller Buckfire & Company LLC serve as
investment banker.  RCS Real Estate Advisors serves as real estate
advisor.  Prime Clerk LLC serves claims and noticing agent.
Stikeman Elliot LLP serves as Canadian counsel.  Togut, Segal &
Segal serves as conflicts counsel.

As of Jan. 30, 2016, Aeropostale had total assets of $354.38
million and total liabilities of $390.02 million.

The petitions were signed by Marc G. Schuback, Senior vice
president, general counsel and secretary.

An official committee of unsecured creditors has been appointed in
the case.


AEROPOSTALE INC: Hires Stifel Nicolaus as Investment Banker
-----------------------------------------------------------
Aeropostale, Inc., and its debtor-affiliates seek permission from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Stifel, Nicolaus & Co., Inc. as investment banker, nunc pro
tunc to the Chapter 11 filing date.

The Debtors require Stifel to:

A. Board Presentations and General Services

   -- make strategic alternatives presentation to the Board of
Directors of the Debtors;

   -- familiarize itself with the business, operations, properties,
financial condition and prospects of the Debtors;

   -- review and test forecast to access liquidity across a range
of scenarios;

   -- evaluate potential debt capacity across a range of
scenarios;

   -- review and discuss with the Debtors its credit documents and
potential amendments thereto;

   -- analyze the Debtors' ability to implement exchange and
financing alternatives;

   -- evaluate potential capital structures, financing and
corporate transactions, including as related to the financial
aspects of potential divestiture, sale and other transactions; and

   -- prepare strategic investment banking analyses for the
Debtors, including financial market analyses and analyses of
potential courses of action and their likelihood of success.

   -- advise and assist the Debtors in developing a framework for,
and structuring and effecting of, the financial aspects of the
transactions defend below, including by means of related advice and
consultation to the Debtors and updates to the Board.

B. Restructuring Services

   -- assist in structuring any new securities to be issued in
connection with the Restructuring

   -- participate or otherwise assist in negotiations with entities
or groups affected by the Restructuring;

   -- assist in developing and seeing approval of the Debtors'
Restructuring; and

   -- participate in hearings before the court in connection with
Stifel's other services, including related testimony, in
coordination with the Debtor's counsel.

C. Financing Services

   -- assist in structuring and effecting a financing;

   -- identify and contact potential Investors;

   -- participate or otherwise assist in negotiations with
Investors; and

   -- assist in the preparation and development of a Financing
Offering Memorandum for use in soliciting potential Investors.

D. Sale of Services

   -- if the Debtors pursue a Sale:

      * assist with the Sale

      * identify and contact potential acquirers;

      * participate or otherwise assist in negotiations with
        acquirers;

      * consider with the Debtors the appropriateness of delivering
an opinion to the Board as to the fairness to the Debtors, from a
financial point of view of the consideration to be received by the
Company in connection with a Sale consummated prior to the
commencement of any Bankruptcy Case, and, only if appropriate and
customary in the circumstances, delivering and Opinion; and

      * assist in the preparation and development of a sale
memorandum for use in soliciting potential acquirers.  

The Debtors have agreed to pay Stifel the compensation and
reimburse related expenses set forth in the Engagement Letter:

    (i) Monthly Fee: $150,000

   (ii) Financing Fee

        (a) 1% of debtor-in-possession and other first-lien
            secured Financing; plus

        (b) 3% of the other indebtedness Financing; plus

        (c) 5% of other Financing, including equity, except
            publicly offered equity or equity-linked Financing,
            for which the fees is 7%. Any public offering would
            be subject to agreement upon and court approval of
            further related terms.

  (iii) Sale Fee: The greater of $1,000,000 and 2% of Aggregate
        Consideration. But there will be no Sale Fee for Sale of
        GoJane alone.

   (iv) Restructuring Fee: $4,000,000

    (v) Credits:

        (a) $50,000 of each Monthly Fee of $150,000 paid will be
            credited against any Sale Fee or Restructuring Fee

        (b) 50% of any Financing Fee paid will be credited
            against any Sale Fee or Restructuring Fee.

        (c) 50% of any Sale Fee paid will be credited against any
            Restructuring Fee.

   (vi) Cap. $5,750,000 is the maximum aggregate fees due Stifel,
        other than Financing Fees for equity Financing and other
        non-indebtedness Financing.

  (vii) Expense Reimbursement: Reimbursement for reasonable
        expenses incurred by Stifel in this engagement, including
        its legal expenses, if any.

Michael J. Kollender, Managing Director at Stifel, Nicolaus & Co.,
Inc., 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 Debtor and its
estates.

Stifel can be reached at:

      Michael J. Kollender
      787 Seventh Avenue
      New York, NY 10019
      Tel.: (855)300-7137
      
                      About Aeropostale, Inc.

Aeropostale, Inc. is a specialty retailer of casual apparel and
accessories, principally serving young women and men through its
Aeropostale(R) and Aeropostale Factory(TM) stores and website and 4
to 12 year-olds through its P.S. from Aeropostale stores and
website.  

Aeropostale, Inc. and several affiliates sought Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Case No. 16-11275) on May 4,
2016.  Hon. Sean H. Lane presides over the case.  Ray C. Schrock,
P.C., Jacqueline Marcus, Esq., and Garrett A. Fail, Esq., at Weil,
Gotshal & Manges LLP, serve as Chapter 11 counsel to the Debtors.
FTI Consulting Inc. serves as restructuring advisor.  Stifel,
Nicolaus & Company, Inc. and Miller Buckfire & Company LLC serve as
investment banker.  RCS Real Estate Advisors serves as real estate
advisor.  Prime Clerk LLC serves claims and noticing agent.
Stikeman Elliot LLP serves as Canadian counsel.  Togut, Segal &
Segal serves as conflicts counsel.

As of Jan. 30, 2016, Aeropostale had total assets of $354.38
million and total liabilities of $390.02 million.

The petitions were signed by Marc G. Schuback, Senior vice
president, general counsel and secretary.

An official committee of unsecured creditors has been appointed in
the case.


AES CORP: S&P Assigns 'BB' Rating on Proposed $500MM Sr. Notes
--------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '3'
recovery rating to The AES Corp.'s proposed $500 million senior
unsecured notes due 2026.  The '3' recovery rating reflects S&P's
expectation of meaningful (50%-70%; lower half of the range)
recovery in the event of default.

The company intends to use net proceeds from the issuance primarily
to retire debt maturities coming due in 2019.  As of March 31,
2016, AES had about $5 billion of recourse and imputed debt.  AES
is a publicly traded project developer that owns interest in and
receives distributions from numerous subsidiaries involved in
regulated and unregulated power generation and sales.

The 'BB' corporate credit rating on AES is based on S&P's
assessment of a satisfactory business risk profile and aggressive
financial risk profile.  The outlook is stable.

RATINGS LIST

AES Corp. (The)
Corporate Credit Rating           BB/Stable/--

New Rating

AES Corp. (The)
Senior Unsecured
$500 Mil. Sr Notes Due 2026       BB
   Recovery Rating                 3L


AGRITECH WORLDWIDE: Incurs $745,000 Net Loss in First Quarter
-------------------------------------------------------------
Agritech Worldwide, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common stockholders of $745,220 on $269,018 of
total revenues for the three months ended March 31, 2016, compared
with a net loss attributable to common stockholders of $7.70
million on $214,743 of total revenues for the same period in 2015.

As of March 31, 2016, Agritech had $921,000 in total assets, $5.17
million in total liabilities, and a total stockholders' deficit of
$4.25 million.

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

                       https://is.gd/Omeg5h

                          About Agritech

Agritech Worldwide, Inc., formerly known as Z Trim Holdings, Inc.,
is a functional food ingredient company which provides custom
product solutions that help answer the food industry's problems.

Agritech reported a net loss attributable to common stockholders of
$24.25 million on $1.15 million of total revenues for the year
ended Dec. 31, 2015, compared to a net loss attributable to common
stockholders of $5.57 million on $1.01 million of total revenues
for the year ended Dec. 31, 2014.

M&K CPAS, PLLC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company does not have enough
cash on hand to meet its current liabilities and has had
reoccurring losses as of December 31, 2015.  These conditions raise
substantial doubt about its ability to cont inue as a going
concern.


AKORN INC: S&P Retains 'B' CCR & Revises CreditWatch to Positive
----------------------------------------------------------------
S&P Global Ratings revised the CreditWatch implications on Akorn
Inc. to positive from developing.  The corporate credit rating
remains 'B'.

The revised CreditWatch implications reflect the potential for an
upgrade following a review of the company's financial statements.
Yesterday, the company filed its SEC form 10-K, which includes the
company's financials for the year ended Dec. 31, 2014, ending a
12-month period with no financial filings.  The company plans to
file its SEC form 10-Q for the period ended March 31, 2016, on
May 16, and provide the market with a business update the next
day.

S&P will resolve the CreditWatch following a review of the 10-Q for
the period ended March 31, 2016.


ALEXZA PHARMACEUTICALS: Reports 2016 First Quarter Results
----------------------------------------------------------
Alexza Pharmaceuticals, Inc., reported a net loss of $3.36 million
on $720,000 of revenue for the three months ended March 31, 2016,
compared to a net loss of $404,000 on $705,000 of revenue for the
same period in 2015.

As of March 31, 2016, Alexza had $10.58 million in total assets,
$84.9 million in total liabilities, and a total stockholders'
deficit of $74.33 million.

Alexza believes that, based on its cash and cash equivalent
balances at March 31, 2016, the additional $2.3 million drawn in
April and May 2016 under the amended and restated note issued
May 9, 2016, and the Company's expected cash usage, it has
sufficient capital resources to meet its anticipated cash needs to
the end of June 2016.  Changing circumstances may cause the Company
to consume capital significantly faster or slower than currently
anticipated, or to alter the Company's operations.

Alexza and Grupo Ferrer Internacional, S.A. previously announced
that they have entered into a definitive agreement under which
Ferrer Pharma Inc., a wholly-owned subsidiary of Ferrer, will
acquire Alexza for $0.90 per share in cash.  In addition to the
upfront cash payment, Alexza stockholders will receive a contingent
value rights to receive cash payments in four payment categories if
specified milestones are achieved following the closing.  The
transaction is expected to close in the second quarter of 2016 and
is subject to customary closing conditions.

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

                       https://is.gd/PK7w4n

               About Alexza Pharmaceuticals, Inc.

Alexza Pharmaceuticals is focused on the research, development, and
commercialization of novel, proprietary products for the acute
treatment of central nervous system conditions.  Alexza's products
and development pipeline are based on the Staccato(R) system, a
hand-held inhaler designed to deliver a pure drug aerosol to the
deep lung, providing rapid systemic delivery and therapeutic onset,
in a simple, non-invasive manner.  Active pipeline product
candidates include AZ-002 (Staccato alprazolam) for the management
of epilepsy in patients with acute repetitive seizures and AZ-007
(Staccato zaleplon) for the treatment of patients with middle of
the night insomnia.

Alexza reported a net loss of $21.31 million on $5.02 million of
total revenues for the year ended Dec. 31, 2015, compared to a net
loss of $36.73 million on $5.56 million of total revenues for the
year ended Dec. 31, 2014.  

OUM & CO. LLP, in San Francisco, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has recurring
losses from operations and has a net capital deficiency that raise
substantial doubt about its ability to continue as a going concern.


AMERIFORGE GROUP: S&P Lowers CCR to 'CCC', Sees Covenant Breach
---------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Houston-based Ameriforge Group Inc. (doing business as AFGlobal
Corp.) to 'CCC' from 'B'.  The downgrade reflects S&P's expectation
that credit measures will quickly deteriorate over the next year
such that funds from operations (FFO) to debt will be below 2% and
debt to EBITDA will increase well over 10x.  The outlook is
negative.

"In addition, we lowered our issue-level rating on the company's
first-lien senior secured term loan to 'CCC' from 'B+' and revised
the recovery rating to '4' from '2', indicating our expectation for
an average (30% to 50%, higher half of the range) recovery in the
event of a payment default.  At the same time, we lowered our
issue-level rating on the company's second-lien term loan debt to
'CC' from 'B-' and revised the recovery rating to '6' from '5',
indicating our expectation of a negligible (0% to 10%) recovery in
the event of a payment default," S&P said.

"The negative outlook reflects our expectations that liquidity
could continue to weaken as a result of continued weak market
conditions, the potential for Ameriforge to breach covenants, and
negative cash generation," said S&P Global Ratings credit analyst
David Lagasse.  "Additionally, given our expectation that debt
levels will be at unsustainable levels, we see a heightened risk of
a distressed debt exchange or other debt restructuring," he added.

S&P could lower the rating if the company commences a debt
restructuring it views as distressed, which would likely occur if
market conditions and resulting liquidity are expected to remain
stretched.

S&P could raise ratings if it considers a debt exchange or other
restructuring unlikely.  This would likely occur in conjunction
with a sustained improvement in crude oil and natural gas prices
that drives higher capital spending in the E&P industry.  

   -- Standard & Poor's simulated default scenario for Ameriforge
      assumes a sustained period of low commodity prices and
      resulting decline in spending by the exploration and
      production sector (consistent with the conditions of the
      past defaults in this sector).

   -- To value Ameriforge, we applied a 5.5x multiple to the
      estimated distressed run-rate EBITDA of $50 million, which
      results in a gross enterprise value of about $275 million.

   -- S&P's recovery analysis incorporates the company's revolving

      credit facility, which S&P assumes is limited to $30 million

      based on compliance with financial covenants.

   -- Simulated default year: 2017

   -- Net enterprise value (after 5% administrative costs):
      $261 million

   -- Valuation split in % (collateral/noncollateral):
      $238 million/$23 million

   -- Senior secured first-lien claims (including revolving credit

      facility claims: $566 million

   -- Recovery expectation: 30% to 50% (higher half of range)

   -- Senior secured second-lien claims: $199 million

   -- Recovery expectation: 0% to 10%

Note: All debt amounts include six months of prepetition interest



AMNEAL PHARMACEUTICALS: Moody's Affirms B1 Corporate Family Rating
------------------------------------------------------------------
Moody's Investors Service, affirmed the ratings of Amneal
Pharmaceuticals LLC ("Amneal") including the B1 Corporate Family
Rating and the B1-PD Probability of Default Rating. Moody's also
affirmed the B1 on the senior secured credit facility. The
affirmation follows the announcement that the company will upsize
its existing term loan by $225 million to fund a shareholder
dividend and repay amounts outstanding on the ABL facility. The
outlook is stable.

Despite increasing adjusted debt/EBITDA to around 4.5x to fund a
shareholder dividend, the affirmation reflects Moody's expectation
leverage will decline back to the 4.0x range by the end of 2016 due
to EBITDA expansion fueled by new product launches.

Ratings affirmed:

Corporate Family Rating, at B1

Probability of Default Rating, at B1-PD

Senior secured term loan, at B1 (LGD4)

The outlook is stable.

RATINGS RATIONALE

The B1 Corporate Family Rating reflects Amneal's modest scale by
revenue in the highly competitive generic pharmaceutical industry.
The rating is also constrained by the company's limited cash flow
which has been constrained by high expansion-related capital
expenditures and working capital investment as well as Amneal's
high distributions for shareholder taxes. The rating is also
constrained by the expectation that the company will continue to
pay dividends to shareholders from time to time.

The ratings are supported by Amneal's moderate financial leverage
with debt/EBITDA expected to remain around 4.0x or below. The
ratings are also supported by Amneal's significant manufacturing
capacity in the US and India, its diverse dosage-form development
and manufacturing capabilities, including in-house active
pharmaceutical ingredient (API) production, as well as the
company's proven ability to launch and supply
difficult-to-manufacture products. The company has a significant
portfolio of new drugs on file with the FDA and in development that
will drive future growth. The ratings are also supported by the
company's strong quality track record and good liquidity.

Though not anticipated in the near-term, Moody's could upgrade the
ratings if Amneal continues to expand revenue and EBITDA and
successfully executes its growth strategy. An upgrade could be
considered if the company is expected to maintain adjusted debt to
EBITDA below 3.5 times and generate free cash flow to debt of at
least 10%.

The ratings could be downgraded if Moody's expects adjusted debt to
EBITDA to be sustained above 4.5x. This could occur from
acquisitions, shareholder dividends or operating disruption from
supply issues or difficulty in getting new products approved and
launched. The weakening of liquidity due to an overly aggressive
growth strategy could also lead to a downgrade.

Amneal Pharmaceuticals LLC ("Amneal"), founded in 2002 and
headquartered in Bridgewater, NJ, is a generic pharmaceutical
manufacturer with facilities in New York, New Jersey, and India.
The company generates most of its revenue in the US but is actively
pursuing expansion into international generic markets. Amneal
recorded net revenue of $875 million for the twelve months ended
March 30, 2016. The company is owned by the founders of Amneal
Pharmaceuticals and the principals of Tarsadia Investments, LLC.


AMPLIPHI BIOSCIENCES: Incurs $4.83-Mil. Net Loss in First Quarter
-----------------------------------------------------------------
Ampliphi Biosciences Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss attributable to common stockholders of $4.83 million on
$106,000 of revenue for the three months ended March 31, 2016,
compared to a net loss attributable to common stockholders of
$14.83 million on $102,000 of revenue for the same period in 2015.

"We have made significant progress in 2016, effectively executing
on our clinical development and business strategies," said M. Scott
Salka, CEO of AmpliPhi Biosciences.  "We acquired additional
bacteriophage assets, presented in vitro data for AB-PA01 for
Pseudomonas aeruginosa, dosed our first patient and successfully
completed the first cohort in our Phase I clinical trial of AB-SA01
for the treatment of Staphylococcus aureus infections in patients
with chronic rhinosinusitis.  We also saw our outstanding Series B
Preferred stock be converted to Common, thereby streamlining our
capital structure."

As of March 31, 2016, AmpliPhi had $28.26 million in total assets,
$5.74 million in total liabilities, $13.61 million in series B
redeemable convertible preferred stock and total stockholders'
equity of $8.89 million.

The Company has prepared these consolidated financial statements on
a going concern basis, which assumes that the Company will realize
its assets and satisfy its liabilities in the normal course of
business.  However, the Company has incurred net losses since its
inception, has negative operating cash flows and has an accumulated
deficit of $365.6 million as of March 31, 2016, $50.1 million of
which has been accumulated since January of 2011, when the Company
began its focus on bacteriophage development.  These circumstances
raise substantial doubt about the Company's ability to continue as
a going concern.

As of March 31, 2016, the Company had cash and cash equivalents of
$6.2 million.  Management believes that the Company's existing
resources will be sufficient to fund its  planned operations into
the third quarter of 2016.

"The Company's ability to raise additional funds will depend, in
part, on the status of its product development activities and other
business operations, as well as factors related to financial,
economic, and market conditions, many of which are beyond its
control.  The Company cannot be certain that sufficient funds will
be available to it when required or on acceptable terms, if at all.
If adequate funds are not available on a timely basis or on
acceptable terms, the Company may be required to significantly
reduce or refocus its operations or to obtain funds through
additional arrangements that may require the Company to relinquish
rights to certain of its products, technologies or potential
markets, any of which could delay or require that it curtail or
eliminate some or all of its development programs or otherwise have
a material adverse effect on the business, financial condition and
results of operations."

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

                      https://is.gd/z3LxQV

                         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.

Ampliphi Biosciences reported a net loss attributable to common
stockholders of $10.79 million on $475,000 of revenue for the year
ended Dec. 31, 2015, compared to net income attributable to common
stockholders of $21.8 million on $409,000 of revenue for the year
ended Dec. 31, 2014.

Ernst & Young LLP, in Richmond, Virginia, issued a "going concern"
qualification on the Company's consolidated financial statements
for the year ended Dec. 31, 2015, citing that the Company has
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.


API HEAT: Moody's Cuts Corporate Family Rating to Caa1
------------------------------------------------------
Moody's Investors Service downgraded API Heat Transfer ThermaSys
Corporation's ("API") Corporate Family Rating to Caa1 from B3,
Probability of Default Rating to Caa1-PD from B3-PD and the rating
on the company's first lien senior secured credit facilities,
consisting of a $265 million term loan due 2019 and a $35 million
revolver expiring in 2018, to B2 from B1. The rating outlook is
stable.

The rating action reflects the challenging operating conditions in
API's oil and gas and general industrial end markets, and the
resulting reduced demand for the company's products, which caused
significant declines in revenues and new bookings across its
operating segments. Reduced demand conditions coupled with
unfavorable foreign exchange rates have contributed to a
significant weakening in API's earnings and credit metrics over the
past year. According to Moody's Analyst Natalia Gluschuk, "a
weakened liquidity position was also an important factor in our
decision to lower the rating."

"API's leverage, as measured by Moody's-adjusted debt to EBITDA,
increased from 6.3x at December 31, 2014 to 8.3x at 2015 year end,
and rose further to above 9.0x during the first quarter of 2016.
Adjusted EBITA to interest coverage has declined from 1.6x in 2014
to approximately 1.0x at the end of the first quarter of 2016. In
our view, the weakness in end markets will continue to pressure
API's revenues and earnings generation and key credit metrics over
the next 12 to 18 months, despite management's strategic growth
initiatives and various cost savings efforts. The company's
effective revolver availability has declined because of a springing
covenant that currently exceeds the maximum permitted level, and
Moody's expects free cash flow to be modest."

The following rating actions have been taken:

Corporate Family Rating, downgraded to Caa1 from B3;

Probability of Default Rating, downgraded to Caa1-PD from B3-PD;

$265 million first lien senior secured term loan due 2019,
downgraded to B2 (LGD2) from B1 (LGD3);

$35 million first lien revolving credit facility expiring in 2018,
downgraded to B2 (LGD2) from B1 (LGD3);

Rating outlook is stable.

RATINGS RATIONALE

The Caa1 Corporate Family Rating reflects API's very high debt
leverage, the cyclicality of its end markets and the associated
potential volatility in revenues and earnings. The rating also
reflects the company's small size relative to rated manufacturer
peers, risks related to ongoing integration and business
restructuring initiatives, and long-term risks associated with
potential shareholder friendly actions given the private equity
ownership. API's rating is supported by its broad product portfolio
of heat exchanger offerings, global geographic footprint and
production capabilities, as well as the diversity of served end
markets that include the mobile power generation, process,
hydraulics, oil and gas industries. Additionally, the company
benefits from its solid market position in the highly fragmented
global heat exchanger market, and barriers to entry such as product
capabilities, long-standing customer relationships and required
capital investments.

API has adequate liquidity, supported by a lack of near term debt
maturities. At the same time, liquidity is constrained by
relatively weak free cash flow generation and by low effective
revolver availability of only $7 million given that the company's
senior secured net leverage is currently above the maximum
permitted springing covenant level.

"The stable rating outlook reflects our view that the company will
minimize the negative impact on its revenues and earnings from the
weakness in the end markets with strategic business initiatives,
synergy realization and cost cutting efforts."

The ratings could be upgraded if operating conditions in the
company's end markets experience recovering trends, if the company
realizes sufficient improvement in earnings and free cash flow
generation that would allow adjusted leverage to decline below 7.0x
and EBITA to interest coverage to improve above 1.25x on a
sustainable basis. Additionally, a ratings upgrade would require a
strengthening in liquidity.

The ratings could be downgraded if the company's operating
performance deteriorates as a result of continued challenging end
market conditions, causing further margin or revenue pressure and
an increase in leverage, or if liquidity were to weaken
materially.

API Heat Transfer ThermaSys Corporation, headquartered in Buffalo,
NY, is a designer and manufacturer of industrial heat exchangers.
The company was formed following the combination of two legacy
entities: API Group Holdings, LLC and ThermaSys Group Holding in
April 2012. API offers a broad range of heat transfer products
through its five business segments: Air-Cooled Group, Shell & Tube
Group, Plate & Thermal Systems Group, Thermal Transfer Products,
and ThermaSys Tubing. The company is majority owned by private
equity sponsor Wellspring Capital Partners. In the last twelve
months ending March 31, 2016, API generated approximately $323
million in revenues.


ASPEN GROUP: Presented at Drexel Hamilton Micro-Cap Investor Forum
------------------------------------------------------------------
Mr. Michael Mathews, the chairman of the Board and chief executive
officer of Aspen Group, Inc. presented at the Drexel Hamilton
Micro-Cap Investor Forum in New York City on May 12, 2016.  A copy
of the presentation is available for free at https://is.gd/46gOHm

                         About Aspen Group

Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management.  On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc.  On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive.  On
March 13, 2012, the Company was recapitalized in a reverse merger.

Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education.  Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.

Aspen Group reported a net loss of $4.2 million on $5.2 million of
revenues for the year ended April 30, 2015, compared to a net loss
of $5.3 million on $3.9 million of revenues for the year ended
April 30, 2014.

As of Jan. 31, 2016, Aspen had $5.12 million in total assets, $4.39
million in total liabilities and $733,628 in total stockholders'
equity.


BALMORAL RACING: Loeb Winternitz, Yellen Complete Sale of Assets
----------------------------------------------------------------
Loeb Winternitz Industrial Auctioneers and Yellen Partners on May
13 announced the completion of the Maywood Park personal property
auction, and the Court approval for the sale in its entirety of the
Balmoral Racing Club real estate and personal property assets after
a decision by the Bankruptcy Court, Northern District of IL.

Two last-minute bulk purchase offers were submitted directly to the
Debtors during the Balmoral Park auction on Wednesday, April 27.
The piecemeal auction was adjourned upon conclusion pending a
decision by the Court, which was handed down on Wednesday, May 4.

The accepted offer was made by HITS, Inc., a special events
management company focusing on producing hunter/jumper horse shows,
and triathlon/running races throughout the United States, with the
expressed interest in utilizing the facility for equestrian
events.

"I'm proud of the efforts we put forth related to both Race
Tracks," stated Charles J. Winternitz, president of Loeb Winternitz
Industrial Auctioneers.  "Almost 1,000 bidders participated in the
auctions, and the piecemeal sale generated recovery values well
above pre-auction estimates.  The bulk sale of the Balmoral Racing
Club assets got a little intense, but the result was worth it for
the creditors, new job creation, and the town of Crete.  We wish
HITS, Inc. much success."

Working in partnership, Loeb Winternitz and Yellen Partners were
able to fully prepare the sites and complete the auctions while
simultaneously allowing the discussions among bulk bidders, the
debtors, and the creditors to take place.

"We are proud to have participated in the sale of these venerable
Chicago landmarks and especially happy to have helped reach such a
good result for interested parties," said Brian Yellen, president
of Yellen Partners.

Balmoral Park, located just south of Crete, Illinois, ceased live
horse racing in December of 2015.  Originally Lincoln Fields from
1926 to 1968 hosting thoroughbred racing, and subsequently,
Balmoral Park hosting harness racing.  Maywood Park, located in
Melrose Park, also held its last races in Fall 2015 after nearly 70
years of operation.  Both tracks filed chapter 11 bankruptcy after
judgment was entered against the tracks in a suit brought by four
riverboat casinos.  During the course of the chapter 11 cases, the
Illinois Racing Board awarded harness racing dates exclusively to
Hawthorn Race Course, leaving Maywood and Balmoral with no licenses
to race in 2016.

The bulk offers were only made on the Balmoral Park facility and do
not include the assets of Maywood Park Trotting Association, which
were sold via online auction on April 28.

The auctions were held by order of the U.S. Bankruptcy Court,
Northern District of IL, Eastern Division, Case Numbers: 14-45711 -
Assets of Balmoral Park Racing Club, Inc. and 14-45718 - Assets of
Maywood Park Trotting Association, Inc.

                     About Loeb Winternitz

Loeb Winternitz Industrial Auctioneers -- http://www.loebwinternitz
-- is a full service auction division specializing in Webcast and
Online Only auction asset disposition services.  It is a subsidiary
of Loeb.

                    About Yellen Partners, LLC

Yellen Partners, LLC -- http://www.yellenpartners.com-- is a
specialized, hands-on provider of asset monetization solutions
focused on the acquisition and disposition of retail and wholesale
inventories, as well as healthcare and industrial machinery and
equipment, for businesses seeking to continue operations or sell
assets as a going concern.  Core activities include sourcing,
acquiring and monetizing distressed and other surplus assets
through transaction strategies, including, but not limited to,
retail store closings, orderly liquidations of wholesale
inventories and specialty assets, as well as private treaty sales
and on-site and on-line auctions.

                    About Balmoral Racing Club

Balmoral Racing Club, Inc., and Maywood Park Trotting Association,
Inc. operate pari-mutuel wagering at the Balmoral Park and Maywood
Park racetracks in Illinois under a license granted by the State of
Illinois pursuant to the Illinois Horse Racing Act of 1975.

Balmoral Racing Club (Bankr. N.D. Ill. Case No. 14-45711) and
Maywood Park Trotting Association (Bankr. N.D. Ill. Case No.
14-45718) filed for Chapter 11 bankruptcy protection on Dec. 24,
2014, to continue operations into 2015 and protect themselves
against property seizure.  Both cases were consolidated on December
31, 2014.

Alexander F. Brougham, Esq., Chad H. Gettleman, Esq., and Nathan Q.
Rugg, Esq., at Adelman & Gettleman, Ltd., serve as the Debtors'
bankruptcy counsel.

Neither a trustee nor a committee of unsecured creditors has been
appointed in the Chapter 11 Cases.


BAMBI DE HUMACAO: Taps Alexis Fuentes-Hernandez as Bankr. Counsel
-----------------------------------------------------------------
Bambi De Humacao, Inc., seeks authorization from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Alexis
Fuentes-Hernandez, Esq., at the Fuentes Law Offices, LLC, as
bankruptcy counsel.

The Debtor has advanced to the firm a $1,943.87 retainer.  Mr.
Fuentes-Hernandez charges $250 per hour, plus expenses.

Upon the exhaustion of the retainer, the billing will continue, and
any compensation will be processed through the pertinent
application(s) to be filed with the Court.  The $1,943.87 retainer
is residual of the $15,000 retainer that the Debtor advanced to the
undersigned in its prior bankruptcy.

Mr. Fuentes-Hernandez assures the Court that he is a disinterested
person, as defined in 11 U.S.C. Section 101(14), and that he has no
prior connections with Debtor, any creditor, or other party in
interest, their respective attorneys and accountants, the U.S.
Trustee or any person employed in the office of the U.S. Trustee.

Headquartered in Caguas, Puerto Rico, Bambi De Humacao Inc. filed
for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No.
16-03316) on April 27, 2016, listing $1.03 million in total assets
and $1.46 million in total liabilities.  The petition was signed by
Milagros Ortiz Baerga, president.

Judge Enrique S. Lamoutte Inclan presides over the case.

Alexis Fuentes Hernandez, Esq., at Fuentes Law Offices, LLC, serves
as the Debtor's bankruptcy counsel.


BASIC ENERGY: Further Amends Credit Agreement with U.S. Bank
------------------------------------------------------------
Basic Energy Services, Inc., entered into Amendment No. 3 to Term
Loan Credit Agreement with a syndicate of lenders and U.S. Bank
National Association, as administrative agent for the lenders,
according to a Form 8-K report filed with the Securities and
Exchange Commission.

Pursuant to Amendment No. 3, among other things:

    (i) the obligation of each delayed draw term loan lender to
        fund its delayed draw term loan under the Term Loan
        Agreement is now subject to satisfaction of certain
        conditions precedent on or prior to Oct. 31, 2016, a date
        which is extended from April 29, 2016, as originally set
        forth in the Term Loan Agreement;

   (ii) the delayed draw availability period and the delayed draw
        commitment termination date were extended to reference
        Oct. 31, 2016; and

  (iii) the term prohibiting Basic from soliciting alternative
        debt financing arrangements was extended to reference
        Oct. 31, 2016.

A copy of Amendment No. 3 is available for free at:

                     https://is.gd/jfz5BE

                      About Basic Energy

Energy Services, Inc. provides a wide range of well site services
in the United States to oil and natural gas drilling and producing
companies, including completion and remedial services, fluid
services, well servicing and contract drilling.  These services are
fundamental to establishing and maintaining the flow of oil and
natural gas throughout the productive life of a well.  The
Company's broad range of services enables us to meet multiple needs
of our customers at the well site.

Basic Energy reported a net loss of $241.74 million in 2015
compared to a net loss of $8.34 million in 2014.

"If we are unable to generate sufficient cash flow or are otherwise
unable to obtain the funds required to make principal and interest
payments on our indebtedness, or if we otherwise fail to comply
with the various covenants in instruments governing any existing or
future indebtedness, we could be in default under the terms of such
instruments.  In the event of a default, the holders of our
indebtedness could elect to declare all the funds borrowed under
those instruments to be due and payable together with accrued and
unpaid interest, secured lenders could foreclose on any of our
assets securing their loans and we or one or more of our
subsidiaries could be forced into bankruptcy or liquidation. If our
indebtedness is accelerated, or we enter into bankruptcy, we may be
unable to pay all of our indebtedness in full.  Any of the
foregoing consequences could restrict our ability to grow our
business and cause the value of our common stock to decline," the
Company warned in its annual report for the year ended Dec. 31,
2015.

As of March 31, 2016, Basic Energy had $1.16 billion in total
assets, $1.14 billion in total liabilities and $25.20 million in
total stockholders' equity.

                          *    *    *

As reported by the TCR on March 30, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on Fort Worth-based
Basic Energy Services Inc. to 'CCC+' from 'B-'.  The outlook is
negative.

The TCR reported on March 14, 2016, that Moody's Investors Service
downgraded Basic Energy Services, Inc.'s Corporate Family Rating
(CFR) to Caa3 from Caa1, its senior unsecured notes rating to Ca
from Caa2, and lowered its Speculative Grade Liquidity Rating to
SGL-4 from SGL-3.  The outlook remains negative.


BERRY PLASTICS: Has Exchange Offer for $400M Sr. Notes Due 2022
---------------------------------------------------------------
Berry Plastics Group, Inc., announced the commencement by Berry
Plastics Corporation, Berry's wholly owned subsidiary, of an offer
to exchange $400 million of the Issuer's 6.00 percent Second
Priority Senior Notes due 2022 that have been registered under the
Securities Act of 1933 for $400 million of the Issuer's outstanding
6.00 percent Second Priority Senior Notes due 2022 that were issued
on Oct. 1, 2015, in a private placement.  The exchange offer is
being conducted upon the terms and subject to the conditions set
forth in a prospectus dated May 12, 2016, and the related letter of
transmittal.

The Exchange Notes are identical in all material respects to the
Outstanding Notes, except that (i) the Exchange Notes will be
registered under the Securities Act of 1933, (ii) the Exchange
Notes bear a different CUSIP number from the Outstanding Notes,
(iii) the Exchange Notes will not be subject to transfer
restrictions or entitled to registration rights, and (iv) the
holders of the Exchange Notes will not be entitled to certain
rights under the registration rights agreement, including the
provisions for an increase in the interest rate on the Outstanding
Notes in some circumstances relating to the timing of the exchange
offer.

The exchange offer is limited to holders of the Outstanding Notes.
The exchange offer is scheduled to expire at 5:00 p.m. Eastern Time
on June 13, 2016, unless extended.  Outstanding Notes tendered
pursuant to the exchange offer may be withdrawn at any time prior
to the expiration date by following the procedures set forth in the
exchange offer prospectus and the related letter of transmittal.

Copies of the prospectus and the related letter of transmittal may
be obtained from U.S. Bank National Association, which is serving
as the exchange agent for the exchange offer.  The address,
telephone and facsimile number of U.S. Bank National Association
are as follows:

By Hand, Overnight Mail, Courier, or Registered or Certified Mail:

    U.S. Bank National Association
    Attn: Corporation Actions
    111 Fillmore Avenue
    St. Paul, MN 55107-1402
    Reference: Berry Plastics Corporation

By Facsimile:

   (615) 466-7367
   Attention: Corporate Actions
   Reference: Berry Plastics Corporation

For Information or Confirmation by Telephone:

   1-800-934-6802

                      About Berry Plastics

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

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

As of Jan. 2, 2016, the Company had $7.71 billion in total assets,
$7.77 billion in total liabilities, $12 million in redeemable
non-controlling interest and a $79 million stockholders' deficit.

                           *     *     *

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

The TCR reported on Feb. 23, 2016, that Standard & Poor's Ratings
Services 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.


BGM PASADENA: Court Won't Stay Relief Orders Pending Appeal
-----------------------------------------------------------
Judge Sheri Bluebond of the United States Bankruptcy Court for the
Central District of California, Los Angeles Division, BGM Pasadena,
LLC's motion seeking a stay pending appeal of the bankruptcy
court's April 21, 2016 stay relief orders.

The stay relief orders pertain to two orders of the bankruptcy
court granting relief from the automatic stay authorizing secured
creditor Pasadena Apts-7, LLC to exercise its rights and remedies
with regard to the real property located at 210, 244-248 S. Orange
Grove Boulevard in Pasadena, California, and a related Rose Parade
easement.  The court did not waive the provisions of Fed. R. Bankr.
Proc. 4001(a)(3) in connection with the issuance of these orders.
Accordingly, absent the issuance of some form of injunctive relief,
the stay relief orders are scheduled to become effective on May 5,
2016.  BGM Pasadena filed the motion on April 22, 2016.

Judge Bluebond's denial of the motion came after review and
consideration of the motion, the accompanying Request for Judicial
Notice in Support of Emergency Motion for Stay Pending Appeal, the
Secured Creditor's opposition thereto, a joinder in that opposition
filed by senior secured creditor Cantor Group, LLC, as successor to
Citizens Business Bank, and the Court's records and files in this
chapter 11 case.

A full-text copy of Judge Bluebond's April 27, 2016 memorandum
decision is available at http://is.gd/VDi8Kdfrom Leagle.com.

The case is In re: BGM Pasadena, LLC, Chapter 11, Debtor(s), Case
No. 2:15-bk-27833-BB (Bankr. C.D. Cal.).

BGM Pasadena, LLC, Delaware limited liability company is
represented by:

          Lisa Lenherr, Esq.
          James A Tiemstra, Esq.
          TIEMSTRA LAW GROUP PC
          1111 Broadway, Suite 1501
          Oakland, CA 94607-4036
          Tel: (510)987-8000
          Fax: (510)987-7219

United States Trustee, U.S. Trustee, is represented by:

          Ron Maroko, Esq.
          Hatty K Yip, Esq.
          OFFICE OF THE US TRUSTEE
          915 Wilshire Blvd., Suite 1850
          Los Angeles, CA 90017
          Tel: (213)894-6811

                    About BGM Pasadena

BGM Pasadena, LLC, a single asset real estate, filed Chapter 11
bankruptcy petition (Bankr. C.D. Calif. Case No. 15-27833) on Nov.
20, 2015.  Greg Galletly, signed the petition as manager.  The
Debtor estimated assets in the range of $10 million to $50 million
and liabilities of at least $1 million.  Tiemstra Law Group PC
represents the Debtor as counsel.  Judge Richard M Neiter has been
assigned the case.


BH SUTTON: Responds to Lender's Objection to LaMonica Hiring
------------------------------------------------------------
Sutton 58 Associates LLC objected to the request of BH Sutton Mezz
LLC and its debtor-affiliates to hire LaMonica Herbst & Maniscalco,
LLP as its Chapter 11 counsel.  Accordingly, the Debtors filed with
the U.S. Bankruptcy Court for the Southern District of New York a
response to the objection.

The Debtors tell the Court that since late March, LH&M has provided
additional information requested by Sutton 58 and its counsel on
numerous occasions. Despite answering all of the questions raised
by Sutton 58, Sutton 58 refused to withdraw the Preliminary
Objection.

In addition, LH&M filed a Supplemental Affidavit in further support
of the Employment Application and a "Lar Dan" Declaration of Philip
Pilevskhy on behalf of Prime Alliance Group, Ltd. in further
support of the Employment Application.

Sutton 58 still refused to withdraw the Preliminary Objection and
instead filed a Further Objection.  

The Debtors contend that, as demonstrated in the Employment
Application, Supplemental Affidavit and Pilevsky Declaration, LH&M
neither holds nor represents an interest adviser to Sutton Mezz'z
estate.  No basis exists to deny the Employment Application and the
Objections should be overruled.

BH Sutton Mezz LLC is represented by:

         Joseph S. Maniscalco, Esq.
         LaMOnica Herbst & Maniscalco, LLP
         3305 Jerusalem Avenue, Suite 201
         Wantagh, NY 11793
         Telephone: (516)826-6500

                   About BH Sutton Mezz LLC and
                     Sutton 58 Associates LLC

New York City-based BH Sutton Mezz LLC filed for Chapter
11
protection (Bankr. S.D.N.Y. Case No. 16-10455) on Feb. 26,
2016. 
The petition was signed by Herman Carlinsky, president.
The Hon. Sean H. Lane presides over the case.  Joseph S.
Maniscalco, Esq., at Lamonica Herbst & Maniscalco, LLP, represents
BH Sutton in its restructuring effort.  The Debtor estimated assets
at $100 million to $500 million and debts at $10 million to $50
million.

Sutton 58 Owner LLC filed a separate Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 16-10834) on April 6, 2016.  Sutton Owner
estimated assets at $100 million to $500 million and debts at $100
million to $500 million.  Sutton Owner's business consists of the
ownership and operation of these real properties: (a) 428, 430 and
432 East 58th Street, New York, New York, 10022, including all air
rights and inclusionary air rights related thereto; and (b) the
cooperative apartments identified as 1R, 2D and 2N located at 504
Merrick Road, Lynbrook, New York 11583.  Sutton Owner seeks to
retain Joseph S. Maniscalco, Esq., and Jordan C. Pilevsky, Esq., at
Lamonica Herbst & Maniscalco, LLP as its counsel.

Both cases are jointly administered.


BIND THERAPEUTICS: Prime Clerk Okayed as Claims & Noticing Agent
----------------------------------------------------------------
Bind Therapeutics, Inc., et al., sought and obtained permission
from the U.S. Bankruptcy Court for the District of Delaware to
employ Prime Clerk LLC as claims and noticing agent to the Debtors,
nunc pro tunc to May 1, 2016.

BIND Therapeutics requires Prime Clerk to:

   (a) prepare and serve required notices and documents in the
       chapter 11 cases in accordance with the Bankruptcy Code
       and the Bankruptcy Rules in the form and manner directed
       by the Debtors and/or the Court, including (i) notice of
       the commencement of the chapter 11 cases and the initial
       meeting of creditors under Bankruptcy Code § 341(a), (ii)
       notice of any claims bar date, (iii) notices of transfers
       of claims, (iv) notices of objections to claims and
       objections to transfers of claims, (v) notices of any
       hearings on a disclosure statement and confirmation of the
       Debtors' plan or plans of reorganization, including under
       Bankruptcy Rule 3017(d), (vi) notice of the effective date
       of any plan and (vii) all other notices, orders,
       pleadings, publications and other documents as the Debtors
       or Court may deem necessary or appropriate for an orderly
       administration of the chapter 11 cases;

   (b) maintain an official copy of the Debtors' schedules of
       assets and liabilities and statements of financial affairs
       (collectively, the "Schedules"), listing the Debtors'
       known creditors and the amounts owed thereto;

   (c) maintain (i) a list of all potential creditors, equity
       holders and other parties-in-interest and (ii) a "core"
       mailing list consisting of all parties described in
       Bankruptcy Rule 2002(i), (j) and (k) and those parties
       that have filed a notice of appearance pursuant to
       Bankruptcy Rule 9010; update and make said lists available
       upon request by a party-in-interest or the Clerk;

   (d) furnish a notice to all potential creditors of the last
       date for filing proofs of claim and a form for filing a
       proof of claim, after such notice and form are approved by
       the Court, and notify said potential creditors of the
       existence, amount and classification of their respective
       claims as set forth in the Schedules, which may be
       effected by inclusion of such information (or the lack
       thereof, in cases where the Schedules indicate no debt due
       to the subject party) on a customized proof of claim form
       provided to potential creditors;

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

   (f) for all notices, motions, orders or other pleadings or
       documents served, prepare and file or cause to be filed
       with the Clerk an affidavit or certificate of service
       within seven (7) business days of service which includes
       (i) either a copy of the notice served or the docket
       number(s) and title(s) of the pleading(s) served, (ii) a
       list of persons to whom it was mailed (in alphabetical
       order) with their addresses, (iii) the manner of service
       and (iv) the date served;

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

   (h) maintain the official claims register for each Debtor
       (collectively, the "Claims Registers") on behalf of the
       Clerk; upon the Clerk's request, provide the Clerk with
       certified, duplicate unofficial Claims Registers; and
       specify in the Claims Registers the following information
       for each claim docketed: (i) the claim number assigned,
       (ii) the date received, (iii) the name and address of the
       claimant and agent, if applicable, who filed the claim,
       (iv) the amount asserted, (v) the asserted
       classification(s) of the claim (e.g., secured, unsecured,
       priority, etc.), (vi) the applicable Debtor and (vii) any
       disposition of the claim;

   (i) implement necessary security measures to ensure the
       completeness and integrity of the Claims Registers and the
       safekeeping of the original claims;

   (j) record all transfers of claims and provide any notices of
       such transfers as required by Bankruptcy Rule 3001(e);

   (k) relocate, by messenger or overnight delivery, all of the
       court-filed proofs of claim to the offices of Prime Clerk,
       not less than weekly;

   (l) upon completion of the docketing process for all claims
       received to date for each case, turn over to the Clerk
       copies of the Claims Registers for the Clerk's review
       (upon the Clerk's request);

   (m) monitor the Court's docket for all notices of appearance,
       address changes, and claims-related pleadings and orders
       filed and make necessary notations on and/or changes to
       the claims register and any service or mailing lists,
       including to identify and eliminate duplicative names and
       addresses from such lists;

   (n) identify and correct any incomplete or incorrect addresses
       in any mailing or service lists;

   (o) assist in the dissemination of information to the public
       and respond to requests for administrative information
       regarding these chapter 11 cases as directed by the
       Debtors or the Court, including through the use of a case
       website and/or call center;

   (p) monitor the Court's docket in these chapter 11 cases and,
       when filings are made in error or containing errors, alert
       the filing party of such error and work with them to
       correct any such error;

   (q) if these chapter 11 cases are converted to cases under
       chapter 7 of the Bankruptcy Code, contact the Clerk's
       office within three (3) days of notice to Prime Clerk of
       entry of the order converting the cases;

   (r) 30 days prior to the close of these chapter 11 cases, to
       the extent practicable, request that the Debtors submit to
       the Court a proposed order dismissing Prime Clerk as
       Claims and Noticing Agent and terminating its services in
       such capacity upon completion of its duties and
       responsibilities and upon the closing of these chapter 11
       cases;

   (s) within seven (7) days of notice to Prime Clerk of entry of
       an order closing the chapter 11 cases, provide to the
       Court the final version of the Claims Registers as of the
       date immediately before the close of the chapter 11 cases;
       and

   (t) at the close of these chapter 11 cases, (i) box and
       transport all original documents, in proper format, as
       provided by the Clerk's office, to (A) the Philadelphia
       Federal  Records  Center,  14700  Townsend  Road,
       Philadelphia, PA 19154 or (B) any other location requested
       by the Clerk's office; and (ii) docket a completed SF-135
       Form indicating the accession and location numbers of the
       archived claims.

Prime Clerk will be paid at these hourly rates:

     Claim and Noticing Rates

       Analyst                           $30-$45
       Technology Consultant             $65-$95
       Consultant/Senior Consultant      $70-$165
       Director                          $170-$190
       Michael J. Frishberg              No charge

     Solicitation, Balloting and Tabulation Rates

       Solicitation Consultant           $185
       Director of Solicitation          $210

Prior to the Petition Date, the Debtors provided Prime Clerk a
retainer in the amount of $20,000. Prime Clerk seeks to first apply
the retainer to all prepetition invoices, and thereafter, to have
the retainer replenished to the original retainer amount, and
thereafter, to hold the retainer under the Engagement Agreement
during these chapter 11 cases as security for the payment of fees
and expenses incurred under the Engagement Agreement.

Prime Clerk will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Michael J. Frishberg, Co-President and Chief Operating Officer of
Prime Clerk LLC, 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.

Prime Clerk can be reached at:

     Michael J. Frishberg
     PRIME CLERK LLC
     830 3rd Avenue, 9th Floor
     New York, NY 10022
     Tel: (212) 257-5450
     Fax: (212) 257-5452
     E-mail: mfrishberg@primeclerk.com

                   About BIND Therapeutics

BIND Therapeutics is a biotechnology company developing novel
targeted therapeutics, primarily for the treatment of cancer.

BIND Therapeutics, Inc., aka BIND Biosciences, Inc., and BIND
Biosciences Security Corporation filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case Nos. 16-11084 and 16-11085) on May
1, 2016.

Peter M. Gilhuly, Esq., Kimberly A. Posin, Esq., and Adam E.
Malatesta, Esq., at Latham & Watkins LLP, and John Henry Knight,
Esq., and Amanda R. Steele, Esq., at Richards, Layton & Finger,
P.A., serve as Chapter 11 counsel.

The Debtors' financial advisor is Cowen and Company, LLC.  Prime
Clerk LLC serves as claims and noticing agent.  In its petition,
the Debtors estimated $10 million to $50 million in both assets and
liabilities.

The petitions were signed by Andrew Hircsh, president and chief
executive officer.


BIOFUELS POWER: To Have 2014 Financial Statements Re-Audited
------------------------------------------------------------
Biofuels Power Corporation filed on Nov. 18, 2015, a Current Report
on Form 8-K with the Securities and Exchange Commission disclosing
the resignation of Clay Thomas PC as the Company's independent
auditor and the appointment of Briggs & Veselka Co. to serve as its
independent auditor for the year ended Dec. 31, 2015, and all
subsequent periods.

On April 20, 2016, the Company filed an Annual Report on Form 10-K
with the SEC which included a "Report of Independent Registered
Public Accounting Firm" for the year ended Dec. 31, 2014, signed by
Clay Thomas PC.  At the time of the filing, the Company was unaware
that the Public Company Accounting Oversight Board had revoked the
registration of Clay Thomas PC and Clay Thomas CPA effective Feb.
18, 2016.

"We have just become aware of the PCAOB's order dated February 18,
2016.  On May 10, 2016 our board of directors concluded that our
consolidated balance sheet as of December 31, 2014 and the related
statements of operations, stockholders' equity (deficit) and cash
flows for the years ended December 31, 2014 should no longer be
relied upon.  Concurrently, our board engaged our current auditor,
Briggs & Veselka Co., to re-audit our financial statements for the
year ended December 31, 2014."

Upon completion of the re-audit, the Company will file an Amended
Report on Form 10-K/A with the Securities and Exchange Commission.

                      About Biofuels Power

Humble, Tex.-based Biofuels Power Corporation is a distributed
energy company that is pioneering the use of biodiesel to fuel
small electric generating facilities that are located in close
proximity to end-users.  BPC's first power plant is currently
located near Houston, Texas in the city of Oak Ridge North.

Biofuels Power reported a net loss of $908,305 on $0 of sales for
the year ended Dec. 31, 2015, compared to a net loss of $1.08
million on $0 of sales for the year ended Dec. 31, 2014.

As of Dec. 31, 2015, Biofuels Power had $2.21 million in total
assets, $8.41 million in total liabilities and a total
stockholders' deficit of $6.20 million.

Briggs & Veselka Co., in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has suffered
significant losses and will require additional capital to develop
its business until the Company either (1) achieves a level of
revenues adequate to generate sufficient cash flows from
operations; or (2) obtains additional financing necessary to
support its working capital requirements.  These conditions raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.


BIOLIFE SOLUTIONS: Reports First Quarter 2016 Results
-----------------------------------------------------
BioLife Solutions, Inc., reported a net loss of $1.49 million on
$1.85 million of product revenue for the three months ended March
31, 2016, compared to a net loss of $1.15 million on $1.50 million
of product revenue for the same period in 2015.

As of March 31, 2016, Biolife had $10.8 million in total assets,
$2.24 million in total liabilities, and $8.52 million in total
shareholders' equity.

On May 12, 2016, the Company entered into a $4 million unsecured
credit facility with its largest shareholder, WAVI Holding AG.
Under the commitment letter, WAVI has agreed to make a series of
four $1 million advances on June 1, 2016, Sept. 1, 2016, Dec. 1,
2016, and March 1, 2017.  The related promissory note is unsecured,
carries an annual interest rate of 10%, and matures on June 1,
2017.  In addition, the Company have agreed not to permit any liens
on its assets, subject to certain exceptions.  As partial
compensation for WAVI entering into the commitment letter, the
Company issued WAVI a common stock purchase warrant exercisable to
purchase up to 550,000 shares of common stock at an exercise price
of $1.75 per share.  The warrant expires on May 12, 2021.

Mike Rice, BioLife president & CEO, commented, "We continued to
execute our growth plan in the first quarter of 2016, with our core
biopreservation media product business experiencing another solid
quarter.  We fully expect continued growth in our core business.
With respect to evo and biologistex, we now have a fully developed
product and inventory.  Our new relationship with MNX should
provide expanded awareness of evo and our biologistex cold chain
SaaS, as we integrate MNX services in our app and leverage the
relationships of their sales team.  We remain confident that we
will secure customers this year and that biologistex will
contribute revenue later this year and into the first quarter of
2017."

Regarding the credit facility the Company executed with its largest
shareholder, Rice continued, "Our entire team is thankful for the
outstanding support our largest shareholder has provided BioLife
since 2002, and especially now with this new loan facility, as we
continue to pursue customer adoption of evo and biologistex."

The Company ended the first quarter with $1.7 million in cash and
anticipate that it will continue to use cash in 2016.  The Company
believes the recently entered into $4 million credit facility will
provide sufficient capital to enable the Company to reach positive
cash flow from operations next year.

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

                      https://is.gd/fIvYwM

                    About BioLife Solutions

Bothell, Washington-based BioLife Solutions, Inc., develops and
markets patented hypothermic storage and cryo-preservation
solutions for cells, tissues, and organs, and provides contracted
research and development and consulting services related to
optimization of biopreservation processes and protocols.

BioLife reported a net loss of $4.99 million on $6.44 million of
product sales for the year ended Dec. 31, 2015, compared to a net
loss of $3.30 million on $6.19 million of product sales for the
year ended Dec. 31, 2014.


BIOLIFE SOLUTIONS: Stockholders Elect 6 Directors
-------------------------------------------------
On May 10, 2016, BioLife Solutions, Inc., held its 2016 annual
meeting of stockholders at its principal executive office in
Bothell, Washington, at which the stockholders:

   (a) elected Michael Rice, Raymond Cohen, Andrew Hinson, Joseph
       Schick, Rick Stewart and Thomas Girschweiler as directors
       to hold office until the 2017 Annual Meeting;

   (b) approved the Compensation of Named Executive Officers;
       and
  
   (c) ratified the appointment of Peterson Sullivan LLP as the
       Company's independent registered public accounting firm for
       2016.
  
                    About BioLife Solutions

Bothell, Washington-based BioLife Solutions, Inc., develops and
markets patented hypothermic storage and cryo-preservation
solutions for cells, tissues, and organs, and provides contracted
research and development and consulting services related to
optimization of biopreservation processes and protocols.

BioLife reported a net loss of $4.99 million on $6.44 million of
product sales for the year ended Dec. 31, 2015, compared to a net
loss of $3.30 million on $6.19 million of product sales for the
year ended Dec. 31, 2014.

As of Dec. 31, 2015, Biolife had $12.36 million in total assets,
$2.51 million in total liabilities and $9.85 million in total
shareholders' equity.


BIOMBO INC: Ch 11 Trustee Taps Thompson Law as Litigation Counsel
-----------------------------------------------------------------
Deborah J. Piazza, as Chapter 11 trustee, asks the U.S. Bankruptcy
Court for permission to retain Thompson Law Group, P.C., as special
litigation counsel to the Chapter 11 Trustee.

The Firm will:

      -- represent the Chapter 11 Trustee in connection with  
         litigation against the Village of Sleepy Hollow, in which

         the Village obtained a judgment of $94,500 against Shippy

         Realty Corporation, one of the Debtors, in the Justice
         Court for the Village of Sleepy Hollow.  The judgment
         purports to be secured by an escrow account in the
         current approximate amount of $177,000 being held by New
         York Title Research Corporation, pending a conclusion of
         the litigation; and

      -- represent the Chapter 11 Trustee in connection with
         litigation against Luis Urgiles, a tenant in an apartment

         at 148 Cortlandt Street, a property owned by 146-148
         Cortlandt Street, LLC, one of the Debtors.  Mr. Urgiles
         has not made rent payments for years.  Prior to the
         Petition Date, the Firm prepared and served a 30-day
         notice to vacate and will be commencing summary
         proceedings against Mr. Urgiles in the Village of Sleepy
         Hollow Justice Court, Westchester.

In connection with the Sleepy Hollow Litigation, the Firm will work
on a contingency fee basis such that the Firm will receive 20% of
any portion of the escrow that is returned to the Debtors'
estates.

In connection with the Summary Proceedings, the Firm will work on a
reduced hourly fee rate.  The usual hourly rates for various
attorneys and paraprofessionals who will be rendering services on
behalf of the Chapter 11 Trustee in connection with the Summary
Proceedings ranges from $350 to $450 per hour.  Ms. Thompson's
current hourly rate is $450, but she has agreed to provide services
to the Chapter 11 Trustee at a flat rate of $300 per hour for her
services in connection with the Summary Proceedings until they are
concluded.

Janese N. Thompson, Esq., a principal at the Firm, assures the
Court that the Firm is a disinterested person within the meaning of
Section 101(14) of the Bankruptcy Code, has no interest adverse to,
and no connections to, the Chapter 11 Trustee, the Debtors'
estates, their creditors or any other party-in-interest herein or
their respective attorneys and accountants with respect to matters
for which the Firm is to be engaged.

The Firm can be reached at:

      Janese N. Thompson, Esq.
      Thompson Law Group, P.C.
      Deborah A. Piazza, Esq., Chapter 11 Trustee
      395 South End Avenue, Suite 30E
      New York, New York 10280
      
On Feb. 26, 2016, Tarrytown, New York-based Biombo, Inc. (Bankr.
S.D.N.Y. Case No. 16-22248), Cortlandt St. LLC (Bankr. S.D.N.Y.
Case No. 16-22256), 144 Cortlandt St. LLC (Bankr. S.D.N.Y. Case No.
16-22254), 146-148 Cortlandt Street, LLC (Bankr. S.D.N.Y. Case No.
16-22255), Shippy Realty Corporation (Bankr. S.D.N.Y. Case No.
16-22249), Dari Realty Corp. (Bankr. S.D.N.Y. Case No. 16-22250),
and Dashley Corp. (Bankr. S.D.N.Y. Case No. 16-22253) each filed
for Chapter 11 bankruptcy protection.  Biombo estimated its assets
and liabilities at between $1 million and $10 million.  The
petition was signed by Cirilo Rodriguez, president.  Judge Robert
D. Drain presides over the case.

Bruce R. Alter, Esq., at Alter & Brescia, LLP, serves as the
Debtors' bankruptcy counsel.

On March 4, 2016, the Court entered an order approving the joint
administration of the Debtors' Chapter 11 cases.  The Debtors'
principal has a pending Chapter 11 case (Bankr. S.D.N.Y. Case No.
16-22348) but the Chapter 11 Trustee is not the trustee of his
case.

An initial review of documents filed in these cases reveals that
the Debtors' main assets consist of real property in Westchester
County, New York.  These cases represent at least the third time
some or all of the Debtors filed for Chapter 11 relief to use the
Court's jurisdiction to preserve their assets.  The first case was
Case No. 14-22256 which was previously dismissed.  The second case,
Case No. 14-23719 was dismissed with the consent of the Debtors'
mortgagee, 100 Mile Fund LLC, after the Debtors, in their capacity
as obligors, and the Debtors' principal, Cirilo Rodriguez, in his
capacity as guarantor, agreed to a $9.50 million loan agreement and
related guaranty with 100 Mile.

On April 1, 2016, the Court entered an order directing the
appointment of a Chapter 11 Trustee.  On April 5, 2016, a court
order was entered approving the appointment of Deborah J. Piazza as
the Chapter 11 Trustee.


BION ENVIRONMENTAL: Study Underscores Need to Reduce Ammonia
------------------------------------------------------------
Bion Environmental Technologies, Inc., announced that a Colorado
State University (CSU) study has determined that ammonia emissions
from livestock waste and nitrogen fertilizers have surpassed
nitrates (NOx) from fossil fuel emissions "as the dominant source
of disruption to the nitrogen cycle".

The peer-reviewed study, published online May 9 in Proceedings of
the National Academy of Sciences, was led by the head of CSU's
Department of Atmospheric Science and includes collaborators from
several offices of the US Environmental Protection Agency, the
National Park Service and the National Atmospheric Deposition
Program.  Among the report's conclusions: "future progress toward
reducing U.S. nitrogen deposition will be increasingly difficult
without a reduction in ammonia emissions".

Bion's technology platform provides dramatic reductions of ammonia
emissions from livestock waste.  Bion recognized early in its R&D
process that a substantial amount of nitrogen in the livestock
waste stream escapes through the volatilization of ammonia. Ammonia
is a precursor to the formation of particulate matter that is
harmful to humans.  Moreover, the reactive nitrogen in ammonia is
subsequently redeposited in the watershed through atmospheric
deposition, where it contributes to nutrient runoff that fuels
toxic algal blooms and dead zones, contamination of aquifers and
drinking water, soil acidification and loss of biodiversity.

Bion's 2nd generation technology platform utilizes biological
processes that largely eliminate ammonia emissions, producing
harmless nitrogen gas instead.

Bion's 3rd generation platform utilizes an ammonia recovery process
(patent applied for September 2015) to capture ammonia, which is
then processed into value-added stable fertilizer.

NOx emissions (nitrogen oxides) from fossil fuel combustion,
including automobile and power plant emissions, have been regulated
by US EPA for decades, resulting in substantial decreases of this
pollutant.  It has also resulted in billions of dollars in spending
on pollution control technologies such as smokestack scrubbers and
catalytic converters.  But while nitrate levels were dropping,
ammonia emissions (which are not regulated at this time) from
agriculture were increasing. According to the CSU press release,
"the researchers describe a slow, measurable shift in sources of
nitrogen deposition - reactive nitrogen moving from the atmosphere
to the biosphere - that continues to wreak havoc on ecosystems."

Craig Scott, Bion's communications director, stated, "We are
gratified that the CSU study validates what we have said for 25
years: that ammonia emissions from livestock waste are one of the
largest sources of excess nutrients in many U.S. watersheds.  Over
the years, Bion has been far 'ahead of the curve' on this and many
other issues related to the environmental impacts from livestock
waste."

Mr. Scott added, "Although beyond the scope of this study, it is
important to note that the only way to mitigate atmospheric
deposition of nitrogen from livestock waste is to stop the ammonia
emissions from occurring in the first place, as had to be done with
NOx emissions from fossil fuels.  Once the ammonia has reached the
atmosphere, much of the damage is done; and with respect to its
contribution to nutrient runoff, only a portion of that nitrogen
can be captured downstream from where it is redeposited, and it is
very expensive to do so.  Bion's comprehensive treatment technology
can provide more effective solutions to air- and water-borne
nutrients from livestock waste, as well as greenhouse gases and
pathogens, for substantially less than we spend today on water
treatment alone."

                     About Bion Environmental

Bion Environmental Technologies Inc.'s patented and proprietary
technology provides a comprehensive environmental solution to a
significant source of pollution in US agriculture, large scale
livestock facilities known as Confined Animal Feeding Operations.
Bion's technology produces substantial reductions of nutrient
releases (primarily nitrogen and phosphorus) to both water and air
(including ammonia, which is subsequently re-deposited to the
ground) from livestock waste streams based upon the Company's
operations and research to date (and third party peer review).

Bion Environmental reported a net loss of $5.6 million on $3,658 of
revenue for the year ended June 30, 2015, compared to a net loss of
$5.8 million on $5,931 of revenue for the year ended
June 30, 2014.

As of March 31, 2016, Bion had $1.87 million in total assets, $14
million in total liabilities and a total deficit of $12.12
million.

GHP Horwath, P.C., in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2015, citing that the Company has not generated
significant revenue and has suffered recurring losses from
operations.  These factors raise substantial doubt about its
ability to continue as a going concern.


BLACK PRESS: Moody's Revises Outlook to Negative & Affirms B3 CFR
-----------------------------------------------------------------
Moody's Investors Service revised the ratings outlooks of Black
Press Ltd. and its subsidiaries, Sound Publishing Holdings Inc. and
Black Press Group Ltd., to negative from stable.  Moody's also
affirmed Black Press' B3 corporate family rating, B3-PD probability
of default rating, Ba3 rating on the revolving credit facility of
Sound Publishing, and B1 ratings on the first lien term loans of
Sound Publishing and Black Press Group.

"The outlook change is a function of refinancing risks facing the
company on its June 2018 debt maturities given ongoing revenue
declines in the newspaper publishing industry," said Peter Adu, a
Moody's AVP-Analyst.

Ratings Affirmed:

Issuer: Black Press Ltd
  Corporate Family Rating, B3
  Probability of Default Rating, B3-PD

Issuer: Sound Publishing Holdings Inc.
  US$10 million super priority revolver due 2016, Ba3 (LGD1)
  US$50 million (face value) first lien term loan due 2018, B1
   (LGD2)

Issuer: Black Press Group Ltd
  C$97.5 million (face value) first lien term loan due 2018, B1
   (LGD2)

Outlooks:

Changed to Negative from Stable

RATINGS RATIONALE

Black Press' B3 CFR primarily reflects its high business risk
resulting from secular newspaper industry pressures and
vulnerability to cyclical advertising spending but mitigated by its
focus on community newspapers, which have not lost as much revenue
as urban papers, good market position in Western Canada, consistent
positive free cash flow generation despite declining demand, and
moderate leverage (adjusted Debt/EBITDA around 4x for the
restricted group).  Despite industry challenges, the rating assumes
the company will maintain acceptable credit metrics through the
next 12 to 18 months, given its demonstrated discipline around cost
reduction and debt repayment.  Also, assets outside the restricted
group that represent about 30% of consolidated EBITDA (primarily
the Hawaii operations) add a measure of diversity to Black Press'
asset base.  The rating assumes that the company will shortly renew
its unused revolving credit facility that expires in June 2016 and
will address its June 2018 maturities in a timely manner.

Black Press has adequate liquidity, with cash balances of C$5
million at February 2016, Moody's expectation of positive annual
free cash flow around C$20 million and dividends of C$4 million
from its unrestricted subsidiary, Oahu Publications, Inc. (OPI),
sufficient to cover scheduled mandatory term loan amortizations of
almost C$25 million.  Moody's has not given consideration to the
company's US$10 million unused revolving credit facility that
matures in June 2016 in the liquidity assessment as the company has
not yet completed the renewal.  The company is subject to total
leverage and interest coverage covenants and Moody's expects it to
maintain covenant cushion above 40% through the next 4 quarters.
Black Press has some flexibility to generate liquidity from asset
sales as its OPI subsidiary is unrestricted.

The outlook is negative to reflect refinancing risk for the June
2018 maturities due to secular print revenue declines of the
newspaper industry.

An upgrade in Black Press' rating could be considered once the
company successful refinances its 2018 maturities, at least
stabilizes revenue and sustains adjusted Debt/EBITDA below 4x and
adjusted (EBITDA -- Capex)/Interest above 2x.  Black Press' ratings
could be downgraded if it fails to address the 2018 maturities in a
timely manner, if liquidity deteriorates or adjusted Debt/EBITDA is
likely to be sustained above 5x.

The principal methodology used in these ratings was the Global
Publishing Industry published in December 2011.

Black Press Ltd. is a privately-held free distribution community
newspaper and printing company that publishes more than 150 daily
and weekly newspapers in British Columbia, Alberta, Washington
State and Ohio.  The restricted group's revenue for the fiscal year
ended February 2016 was about C$300 million.  Black Press is 81%
owned by the David Black family and 19% by Torstar Corporation.



BLACKROCK INT'L: Taps BransonLaw PLLC as Bankruptcy Counsel
-----------------------------------------------------------
Blackrock International Holdings, Inc., asks for authorization from
the U.S. Bankruptcy Court for the Middle District of Florida to
employ Jeffrey S. Ainsworth, Esq., and BransonLaw, PLLC, as
bankruptcy counsel.

The Firm will:

      a. prosecute and defend any causes of action on behalf of
         the Debtor; prepare, on behalf of the Debtor, all
         necessary applications, motions, reports and other legal
         papers;

      b. assist in the formulation of a plan of reorganization and

         preparation of disclosure statement; and

      c. provide all other services of a legal nature.

Services will be billed at the standard hourly rates of the
attorneys and paralegals of the Firm, which rates range from $350
to $100.  The Firm will apply its advance fee to its periodic
billings subject to interim and final applications for compensation
and approval by the Court, and at an appropriate time, the Firm may
make application for an award of additional compensation.  Prior to
the commencement of this case, the Damien Pell, on behalf of the
Debtor, paid an advanced fee of $11,563 for post-petition services
and expenses in connection with the case and the filing fee of
$1,717.  The Debtor, through Damien Pell, has previously paid the
Firm $1,720 on a current basis, for services rendered and costs
incurred prior to the commencement of this case, including the
preparation of the petition.

Mr. Ainsworth assures the Court that the Firm neither holds nor
represents any interest adverse to the estate, has no connection
with the creditors, any party in interest, its respective attorneys
and accountants, the U.S. Trustee, or any other persons employed by
the U.S. Trustee.  The Firm is not a creditor of this estate.

The Firm can be reached at:

      Jeffrey S. Ainsworth, Esq.
      BransonLaw PLLC
      1501 E. Concord Street
      Orlando, Florida 32803
      Tel: (407) 894-6834
      Fax: (407) 894-8559
      E-mail: jeff@bransonlaw.com

Blackrock International Holdings, Inc., filed for Chapter 11
bankruptcy protection (Bankr. M.D. Fla. Case No. 16-02695) on April
25, 2016.


BMR HOLDINGS: U.S. Trustee Forms 2-Member Committee
---------------------------------------------------
Guy Gebhardt, acting U.S. trustee for Region 21, on May 13, 2016,
appointed two creditors of BMR Holdings, LLC to serve on the
official committee of unsecured creditors.

The committee members are:

     (1) Stephen Goldfield
         Tees by Tina
         17633 Gunn Highway
         Suite 132
         Odessa, FL 33556
         E-mail: stephen@tinastephensgroup.com
         *Chairperson
         (813) 792-9219 Ext. 1001

     (2) Larry Palnick
         Krazy Larry, Inc.
         237 West 37th Street
         8th Floor
         New York, NY 10018
         E-mail: krazylarry212@yahoo.com
         (212) 382-1305

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 BMR Holdings

BMR Holdings, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the Middle District of Florida (Tampa) (Case No.
16-02944) on April 6, 2016.  The petition was signed by Michael
Levich, manager.

The Debtor is represented by Stephen R. Leslie, Esq., at Stichter,
Riedel, Blain & Postler, P.A.

The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.


BURCON NUTRASCIENCE: Issues $2M Convertible Note to Large Scale
---------------------------------------------------------------
Burcon NutraScience Corporation announced that, pursuant to a
convertible note purchase agreement it entered into on April 7,
2016, with Large Scale Investments Limited, it has received funding
from the Lender and issued a convertible note to the Lender for the
principal amount of $2,000,000.  The Lender is a wholly-owned
subsidiary of ITC Corporation Limited.  The terms of the Agreement
and the Note were disclosed in a press release of Burcon dated
April 7, 2016.  Burcon has also filed a material change report on
April 8, 2016, containing the prescribed disclosure under
Multilateral Instrument 61-101 Protection of Minority Security
Holders in Special Transactions.

The net proceeds from the issuance of the Note will be used for
continued research and development of Burcon's protein extraction
and purification technologies, commercialization of Burcon's pea
protein technology, continued work on Burcon's intellectual
property portfolio and general corporate purposes

                     About Burcon NutraScience        

Headquartered in Vancouver, Canada, Burcon NutraScience
Corporation has developed a portfolio of composition, application,
and process patents originating from its core protein extraction
and purification technology.  The Company's patented processes
utilize inexpensive oilseed meals and other plant-based sources
for the production of purified plant proteins that exhibit certain
nutritional, functional and nutraceutical profiles.

For the nine months ended Dec. 31, 2015, the Company reported a
loss and comprehensive loss of C$4.95 million on C$73,240 of
revenue compared to a loss and comprehensive loss of C$5.04 million
on C$79,879 of revenue for the nine months ended Dec. 31, 2014.

As of Dec. 31, 2015, Burcon had C$5.56 million in total assets,
C$374,211 in liabilities and $5.18 million in shareholders'
equity.

"As at December 31, 2015, the Company had minimal revenues from its
technology, had an accumulated deficit of C$75,940,041, and had
relied on equity financings, private placements, rights offerings
and other equity transactions to provide the financing necessary to
undertake its research and development activities.  As at December
31, 2015, the Company had cash and cash equivalents of C$1,908,210
and short-term investments of C$1,384,000.  These conditions
indicate existence of a material uncertainty that casts substantial
doubt about the ability of the Company to meet its obligations as
they become due and, accordingly, its ability to continue as a
going concern," the Company stated in its quarterly report for the
period ended Dec. 31, 2015.


CAPSTONE PEDIATRICS: Hires Dunham Hildebrand as Counsel
-------------------------------------------------------
Capstone Pediatrics, PLLC, asks for authorization from the U.S.
Bankruptcy Court for the Middle District of Tennessee to employ
Dunham Hildebrand, PLLC, as the Debtor's counsel in this case, to
replace Emerge Law PLC.

Objections to the motion must be filed by June 3, 2016.  A hearing
on the motion will be held on June 14, 2016.

On March 21, 2016, the Court approved the employment of Emerge Law
PLC.  On the petition date and at the time of the Debtor's
application to employ Emerge Law, undersigned counsel Griffin S.
Dunham, Esq., acted as primary counsel for the Debtor.  Mr. Dunham
has since started his own Firm and has continued to represent the
Debtor.  The Debtor assures the Court that there is no conflict of
interest between Emerge Law and the Firm, and the Debtor's
transition to the Firm was seamless by agreement of all the
parties.

The Firm has been and will be employed to provide various legal
services for the Debtor, including, but not limited to:

      a. render legal advice with respect to the rights, powers
         and duties of the Debtor in the management of its
         property;

      b. investigate and, if necessary, institute legal action on
         behalf of the Debtor to collect and recover assets of the

         estate of the Debtor;

      c. prepare all necessary pleadings, orders and reports with
         respect to this proceeding and to render all other legal
         services as may be necessary or proper;

      d. assist and counsel the Debtor in the preparation,
         presentation and confirmation of its disclosure statement

         and plan of reorganization;

      e. represent the Debtor in any forum as may be necessary to
         protect the interests of the Debtor; and

      f. perform all other legal services that may be necessary
         and appropriate in the general administration of this
         estate.

The Debtor and the Firm do not believe that there is any actual or
potential conflict of interest affecting the Firm's representation
of the Debtor.  The Firm does not currently, and has not
previously, represented any creditor of the Debtor or any party in
interest.

The Firm will charge for its legal services on an hourly basis in
accordance with its ordinary and customary hourly rates in effect
on the date of services are rendered.  The Firm's current standard
hourly rates are:

         Members and Counsel          $250-$300
         Paralegals                     $150

The Firm's standard hourly rates are subject to adjustment as of
Jan. 1 of each year.  In addition to seeking payment for legal
services, the Firm will charge for all expenses actually incurred
on behalf of the Debtor.

With the Debtor's consent, Emerge Law transferred to the Firm the
$20,000 retainer being held for services performed in connection
with this case.  The Firm proposes to continue holding this firm as
security for payment of fees accrued in connection with the
representation of the Debtor.

Griffin S. Dunham, Esq., a member at Dunham Hildebrand, assures the
Court that the Firm does not represent any interest adverse to the
Debtor or the Debtor's estate in the matter upon which it is to be
engaged.  According to Mr. Dunham, the Firm is a disinterested
person under Bankruptcy Code Sections 101(14) and 327.  To the best
of the Debtor's knowledge and the Firm's knowledge, the Firm has no
disqualifying connection with the Debtor or the estate, the
Debtor's creditors, or any other party in interest, its respective
attorneys and accountants, the U.S. Trustee or any person employed
in the office of the U.S. Trustee.

The Firm can be reached at:

         Griffin S. Dunham, Esq.
         Henry E. Hildebrand, IV, Esq.
         DUNHAM HILDEBRAND, PLLC
         1704 Charlotte Avenue, Suite 105
         Nashville, Tennessee 37203
         Tel: (615) 933-5850
         E-mail: griffin@dhnashville.com

                     About Capstone Pediatrics

Capstone Pediatrics, PLLC, aka Centennial Pediatrics, is a
physician-owned pediatric practice headquartered in Nashville,
Tennessee.  The Company was formerly known as Centennial
Pediatrics.  It was acquired by Dr. Gary Griffieth and his sister,
Winnie Toler, in late 2013 from Dr. Edward Hamilton, who was
convicted on a misdemeanor fraud.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Tenn. Case No. 15-09031) on Dec. 18, 2015, estimating its assets at
between $1 million and $10 million and liabilities at between $10
million and $50 million.  The petition was signed by Gary G.
Griffieth, chief executive officer.  Judge Randal S Mashburn
presides over the case.  Griffin S Dunham, Esq., at Emerge Law PLC
serves as the Debtor's bankruptcy counsel.


CAPSTONE PEDIATRICS: Taps Legacy Strategy as Consultant, Advisor
----------------------------------------------------------------
Capstone Pediatrics, PLLC, seeks authorization from the U.S.
Bankruptcy Court for the Middle District of Tennessee to employ
Stephen Tisdell, principal at Legacy Strategy Group, to consult
with the Debtor and serve in an advisory capacity in this case.

Objections to the motion must be filed by June 3, 2016.  A hearing
on the motion will be held on June 14, 2016.

In exchange for general advisory services in relation to business
matters that arise from time-to-time, Mr. Tisdell will be
compensated on a flat-fee basis of $3,000 per month, plus
reasonable expenses actually incurred.

Mr. Tisdell will also consider the Debtor's financial situation and
provide consulting services based on the Debtor's cash position.
In addition, Mr. Tisdell will be involved to assist the Debtor, and
counsel for the Debtor, structure a plan of reorganization that
will be sustainable, viable, and feasible.

Mr. Tisdell assures the Court that he does not have an interest
adverse to the Debtor or to the estate, that he is disinterested
within the meaning of 11 U.S.C. Sections 101(14) and 327.

                     About Capstone Pediatrics

Capstone Pediatrics, PLLC, aka Centennial Pediatrics, is a
physician-owned pediatric practice headquartered in Nashville,
Tennessee.  The Company was formerly known as Centennial
Pediatrics.  It was acquired by Dr. Gary Griffieth and his sister,
Winnie Toler, in late 2013 from Dr. Edward Hamilton, who was
convicted on a misdemeanor fraud.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Tenn. Case No. 15-09031) on Dec. 18, 2015, estimating its assets at
between $1 million and $10 million and liabilities at between $10
million and $50 million.  The petition was signed by Gary G.
Griffieth, chief executive officer.  Judge Randal S Mashburn
presides over the case.  Griffin S Dunham, Esq., at Emerge Law PLC
serves as the Debtor's bankruptcy counsel.


CASELLA WASTE: Moody's Assigns B1 Rating on $15MM NYSEFC Bonds
--------------------------------------------------------------
Moody's Investor Services assigned a B1 rating to the $15 million
New York State Environmental Facilities Corporation Solid Waste
Disposal Revenue Bonds (NYSEFC) which are guaranteed by Casella
Waste Systems, Inc.  All other ratings are unaffected, including
the B3 Corporate Family Rating (CFR).  A portion of the bond
proceeds will be used to repay Casella's asset-backed revolver
(ABL) for expenditures already made with the remainder held as
restricted cash until utilized for qualifying expenditures over the
next several quarters.  The rating outlook is stable.

RATINGS RATIONALE

Casella's B3 CFR reflects improving but still elevated
debt-to-EBITDA (5.6x for the latest twelve months ended December
31, 2015), weak EBIT-to-interest coverage (below 1x) and modest
scale with a regional focus.  Margins, after improving solidly in
2014, fell slightly in 2015 as they remain hindered by
under-utilization of disposal assets.  Ongoing operational
improvement initiatives, including sourcing incremental waste
volumes to the company's Western New York and Pennsylvania
landfills, as well as heightened focus on collection route
efficiencies continue to drive higher returns and cash flow.  In
addition, the transition to a new pricing structure for the
recycling operations is boosting operating income.

Liquidity is adequate as denoted by the SGL-3 rating.  Casella's
modest cash position is supported by improving free cash flow
generation that is being driven by stronger margins -
year-over-year pricing growth in the collection and disposal lines
of business -- and capital expenditures as a percentage of revenues
settling into the 8-10% range.  The company's ABL (unrated)
provides borrowings up to $190 million based on a borrowing base
formula.  As of March 31, 2016, availability was nearly $44 million
after deducting revolver borrowings and outstanding letters of
credit.  Moody's expects availability to steadily increase through
2016 with the planned pay down (roughly $11 million) from these
bond proceeds as well as the application of free cash flow to the
outstanding revolver balance.  The ABL requires Casella to maintain
a minimum EBITDA at all times.  In addition, if availability falls
below a minimum threshold, maximum first-lien leverage and minimum
fixed charge coverage covenants are then tested.

The stable outlook reflects Moody's expectations for revenue growth
in excess of 5% over the next 12 -- 18 months driven by stronger
pricing, improving volumes led by a pick-up in construction and
demolition revenues and rising tipping fees as a result of reduced
landfill capacity in the Northeast US.  The majority of expected
free cash flow - $20 million range for 2016 - is anticipated to be
utilized to pay down the ABL with occasional prepayments on the
higher-coupon (7.75%) senior subordinated notes, improving
prospects for future free cash flow.

Meaningful and profitable expansion of the company's operating
footprint beyond New England and New York could lead to a ratings
upgrade.  Additionally, debt-to-EBITDA near 5x, free cash
flow-to-debt in the mid-single digits and EBIT-to-interest
approaching 1.5x could result in upward rating pressure.  A
material decline in revenues, free cash flow turning negative for
an extended period of time or a material erosion in the liquidity
position could lead to a downgrade.

The two-notch differential from the B3 CFR reflects the effective
priority and proportion of these bonds relative to the $366 million
of subordinated notes outstanding, which will absorb first loss in
default.

Rating Assigned:

  Senior Unsecured Solid Waste Disposal Revenue Bonds of B1 (LGD2)

The principal methodology used in this rating was Environmental
Services and Waste Management Companies published in June 2014.
Headquartered in Rutland, Vermont, Casella is a Northeast US
regional, vertically-integrated solid waste management services
company.  Latest twelve month revenues as of March 31, 2016, were
approximately $555 million.



CCH JOHN EAGAN: Taps Robert P. Hein as Evictions Attorney
---------------------------------------------------------
CCH John Eagan II Homes, L.P., seeks permission from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Robert P. Hein, Esq., of Robert P. Hein, P.C. and Fowler, Hein,
Cheatwood & Williams, P.A., nunc pro tunc to Dec. 7, 2015, as the
Debtor's special counsel evictions attorney.

The Debtor needs the services of special counsel in the Atlanta
area to handle contested1 evictions matters against non-paying
tenants.

The Debtor has budgeted $1,700 per month for eviction services in
its three month budget for the period of May 1, 2016 - July 301,
2016, which the Court has approved.  This figure includes payments
to a non-lawyer eviction company to file and process non-contested
eviction filings as well as to pay the Firm's monthly invoices to
handle contested eviction matters.

The Firm has performed legal eviction services for the Debtor
during the course of this case, and has billed the Debtor the sum
of $1,699.50 that has not yet been paid.

The Debtor requests that the Court authorize it to pay the Firm the
outstanding sum.

Robert Hein, Esq., a principal at the Firm, assures the Court that
the Firm doesn't represent any interest adverse to the Debtor, the
Debtor's estate, the Debtor's creditors or any other parties in
interest in this case, the Office of the U.S. Trustee or any person
employed by the Office of the U.S. Trustee.

According to the Firm's fees and pricing schedule, the Firm will be
paid:

Filing Fees for Dispossessory         $30 per case, plus      
Warrants                              applicable court costs for
                                      the county's filing fee

Writ Application Fee                  $25 per case, plus
                                      applicable court costs for
                                      the county's court costs to
                                      apply for writ

Marshal's or Sheriff's                Applicable fee charged by
Eviction Fee                          the county

Labor Fees for Eviction               Eviction labor services are
                                      provided by Eviction
                                      Services, Inc., and billed
                                      directly to clients at
                                      $92.50 minimum trip charge
                                      for "lock-outs" and $85 per
                                      half-hour ($170 per hour)
                                      for full labor crew.

Routine Dispossessory Court           Fulton, Dekalb, Gwinnett,
Appearances                           Cobb, and Clayton: $90 per
                                      case per calendar.  Call
                                      for quote on other counties
                                      inside and outside Metro
                                      are.  "Routine" cases are
                                      those which require only
                                      one court appearance for
                                      trial.  Douglas and
                                      Rockdale: $210 for the
                                      first case and $90 for
                                      subsequent cases on the
                                      same calendar

Non-Routine Dispossessory             $235 per hour.  "Non-
Court Appearances                     Routine" cases are those
                                      which require more than one
                                      court appearance, extensive
                                      preparation for trial,
                                      review of documentation,
                                      defense of counterclaims,
                                      etc.

Satisfactions of Judgment             $70 per resident, minimum
                                      charge

Other Hourly Matters                  $235

     -- Bankruptcy Stays and Motions
     -- Lease Review
     -- Non-routine Landlord/Tenant
     -- Defense of Resident Lawsuits
     -- Housing Code Violations
     -- Sign Ordinance Violations

Fair Housing and Employment Law

     -- Fair Housing Claims            $285 per hour
     -- EEOC Claims and Complaints     $285 per hour
     -- Personnel Policies and         Call for quote.
        Procedures Manuals and
        Associate Handbooks

Mold Litigation Defense               $285 per hour
                                      
Seminars and Training
      
     -- Fair Housing and
        Accessibility Issues

     -- Landlord and Tenant and
        Eviction Issues
   
     -- Premises Liability
        (including Crimes
        committed on property)

     -- Hiring, Firing and            Call for quote which
        Employment Law                includes written materials   
                                   
                                      and certificates of
                                      attendance.
   
The Firm can be reached at:

      Robert P. Hein, P.C.
      FOWLER, HEIN, CHEATWOOD & WILLIAMS, P.A.
      Suite 220, Park Central
      2970 Clairmont Road
      Atlanta, Georgia 30329-1634
      Tel: (404) 633-5114
      Fax: (404) 325-9721

                      About CCH John Eagan
     
Headquartered in Palm Beach Gardens, Florida, CCH John Eagan II
Homes, L.P., owns and operates a 180 unit multifamily apartment
complex in Atlanta, Georgia commonly known as Magnolia Park
Apartments – Phase II.  The petition was signed by Yashpal
Kakkar, managing member, CCH John Eagan II Partners, LLC, GP.

It filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla.
Case No. 15-31082) on Dec. 1, 2015, estimating its assets at
between $1 million and $10 million and liabilities at between $10
million and $50 million.

Judge Erik P. Kimball presides over the case.

Eric A Rosen, Esq., at Fowler White Burnett, P.A., serves as the
Debtor's bankruptcy counsel.


CHAPARRAL ENERGY: Moody's Lowers PDR to D-PD on Ch. 11 Filing
-------------------------------------------------------------
Moody's Investors Service downgraded Chaparral Energy, Inc.'s
Probability of Default Rating (PDR) to D-PD from C-PD and affirmed
its other ratings following the company's announcement that it had
filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code in the U.S. Bankruptcy Court for the
District of Delaware on May 9, 2016.  The outlook remains stable.

Moody's will withdraw all ratings for the company in the near
future.

Downgrades:

Issuer: Chaparral Energy, Inc.
  Probability of Default Rating, Downgraded to D-PD from C-PD
  Ratings and outlook affirmed:

Issuer: Chaparral Energy, Inc.
  Corporate Family Rating, at C
  Senior Unsecured notes, at C (LGD 6)
  Outlook, Stable

Rating unchanged:
  Speculative Grade Liquidity Rating, at SGL-4

RATINGS RATIONALE

A bankruptcy filing by Chaparral has resulted in its PDR being
downgraded to D-PD.  The company's other ratings have been
affirmed, which reflects Moody's view on the potential overall
family recovery.  Shortly following this rating action, Moody's
will withdraw Chaparral's ratings.

The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
December 2011.

Chaparral Energy, Inc. is an independent exploration and production
company headquartered in Oklahoma City, Oklahoma.



CHARTER COMMUNICATIONS: Moody's Raises CFR to Ba2; Outlook Stable
-----------------------------------------------------------------
Moody's Investors Service upgraded Charter Communications Inc.'s
Corporate Family Rating to Ba2 from Ba3, Probability of Default
rating to Ba2-PD from Ba3-PD and revised the rating outlook to
stable from review for upgrade following the Federal Communications
Commission's announcement that it has formally approved the
acquisition of Time Warner Cable, Inc. and Bright House Networks by
Charter.  Moody's also downgraded Charter Communications Operating,
LLC's ("CCO"- a wholly-owned subsidiary of Charter) Baa3 senior
secured bank credit facility rating to Ba1 and confirmed CCO
Holdings, LLC's ("CCOH" - a wholly-owned subsidiary of Charter) B1
senior unsecured debt ratings. Concurrently, Moody's downgraded
TWC's senior unsecured long-term debt ratings to Ba1 from Baa2.
Moody's ratings for TWC senior unsecured debt anticipates that
those notes will be secured at the close of the acquisition.  In
addition, TWC's commercial paper rating was lowered to Not Prime
from Prime-2 and will be withdrawn at the time of closing.  This
concludes the review for upgrade of Charter's ratings and review
for downgrade for TWC's debt ratings initiated on May 26, 2015,
following Charter's agreement to acquire TWC for approximately $80
billion.  The Speculative Grade Liquidity (SGL) rating is unchanged
at SGL-2.

Upgrades:

Issuer: Charter Communications Inc.
  Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD
  Corporate Family Rating, Upgraded to Ba2 from Ba3

Downgrades:

Issuer: Charter Communications Operating, LLC
  Senior Secured Bank Credit Facility, Downgraded to Ba1 (LGD3)
   from Baa3 (LGD2)

Issuer: Time Warner Cable Enterprises LLC
  Senior Unsecured Regular Bond/Debenture, Downgraded to Ba1
   (LGD3) from Baa2

Issuer: Time Warner Cable, Inc.
  Backed Senior Unsecured Regular Bond/Debenture (Foreign
   Currency), Downgraded to Ba1 (LGD3) from Baa2
  Senior Unsecured Regular Bond/Debenture (Foreign Currency),
   Downgraded to Ba1 (LGD3) from Baa2
  Backed Senior Unsecured Regular Bond/Debenture (Local Currency),

   Downgraded to Ba1 (LGD3) from Baa2
  Senior Unsecured Regular Bond/Debenture (Local Currency),
   Downgraded to Ba1 (LGD3) from Baa2

Issuer: Time Warner Cable, Inc.
  Senior Unsecured Commercial Paper, Downgraded to NP from P-2

Confirmations:

Issuer: CCO Holdings, LLC
  Senior Unsecured Regular Bond/Debenture, Confirmed at B1, to
   (LGD6) from (LGD5)
  Backed Senior Unsecured Regular Bond/Debenture, Confirmed at B1,

   to (LGD6) from (LGD5)
  Backed Senior Unsecured Shelf, Confirmed at (P)B1

Issuer: Charter Communications Inc.
  Senior Unsecured Shelf, Confirmed at (P)B1

Outlook Actions:

Issuer: CCO Holdings, LLC
  Outlook, Changed To Stable From Rating Under Review

Issuer: Charter Communications Inc.
  Outlook, Changed To Stable From Rating Under Review

Issuer: Charter Communications Operating, LLC
  Outlook, Changed To Stable From Rating Under Review

Issuer: Time Warner Cable Enterprises LLC
  Outlook, Changed To Stable From Rating Under Review

Issuer: Time Warner Cable, Inc.
  Outlook, Changed To Stable From Rating Under Review

                          RATINGS RATIONALE

When Charter announced the acquisitions of TWC and BHN in 2015,
Moody's stated that the company's CFR would be upgraded following
completion of the acquisitions and if debt-to-EBITDA for the
combined entity is expected to be sustained below 4.5x
(incorporating Moody's standard adjustments).  On a pro forma
basis, adjusted leverage for the combined company was approximately
4.7x as of 12/31/2015 and based on our expectations for continued
steady revenue and EBITDA growth going forward, we estimate that
gross adjusted leverage will decline to under 4.5x within the next
12 months.  On a consolidated basis, 2015 and Q1-2016 operating
performance have tracked very close to Moody's initial forecast,
based on which the Charter's ratings were placed on review for
upgrade and TWC's debt ratings were placed on review for downgrade,
and the final capital structure post-closing is expected to be in
line with Moody's assumptions and expectations for the credit
ratings at closing.

The incremental scale achieved through the transaction and the
large equity consideration in the deal are key drivers of the Ba2
CFR.  The Charter component of the combined company will gain
significant leverage with respect to the procurement of content and
capital equipment, which should yield a meaningful cost savings
opportunity.  The increased scale will also allow for more robust
product capability investments, as development costs will now be
spread across a much larger subscriber and revenue base. The
company's market position should remain solidly positioned, with a
leading broadband infrastructure and growing commercial
opportunity.  The Ba2 CFR is supported by Charter's number two
market position (behind only Comcast Corporation -- A3, Stable)
with approximately 17 million video customers, 21 million high
speed data customers and 11 million telephony customers.  The three
companies combined revenue for 2015 was approximately $37 billion
and combined EBITDA was roughly $13 billion (Moody's adjusted).

The secured bank debt and secured notes in the combined entity's
capital structure (at CCO) are expected to be over 70% of the total
debt in the capital structure and therefore only gets one notch up
from the CFR to Ba1.  As the unsecured notes residing at CCOH, an
intermediate holding company, represent only around a quarter of
the total debt, they would take a disproportionate share of any
loss and therefore are notched down two levels from the CFR to B1.
Notably, the secured debt would be notched up to Baa3 if the ratio
of secured to unsecured debt changes to 50%. However, we don't
anticipate significant changes to the company's capital structure
mix to occur over the intermediate term.

The SGL-2 rating reflects Moody's expectation for good liquidity
over the next 12-18 months.  After completion of the TWC and BHN
acquisitions, Charter will have access to a $3 billion revolving
credit facility maturing in May 2021.  Pro forma for 2015, the
combined entity generated free cash flow of approximately $2.4
billion and going forward Moody's expects Charter will generate
free cash flows of over $2.5 billion.  Moody's expects Charter will
generate sufficient free cash flows to fund its operating needs,
capex and mandatory term loan amortizations.  Further, the company
is expected to remain in compliance with its 6.0x consolidated
leverage ratio at CCOH and 5.0x consolidated leverage ratio at CCO
and 4.0x first lien leverage ratio also at CCO.

The stable outlook reflects our expectation that Charter's
debt-to-EBITDA (incorporating Moody's standard adjustments) will be
sustained below 4.5x over the rating horizon and the company will
continue to generate positive free cash flow and maintain good
liquidity.

What Could Change the Rating - Down

Moody's would likely downgrade ratings if another sizeable debt
funded acquisition, ongoing basic subscriber losses, declining
penetration rates, and/or a reversion to more aggressive financial
policies contributed to expectations for sustained leverage above
4.5x debt-to-EBITDA or sustained low single digit or worse free
cash flow-to-debt.

What Could Change the Rating - Up

Moody's would consider an upgrade with continued improvements in
both financial and operating metrics and a commitment to a better
credit profile.  Specifically, Moody's could upgrade the CFR based
on expectations for sustained leverage below 4.0x debt-to-EBITDA
and free cash flow-to-debt in excess of 5%, along with maintenance
of good liquidity.  A higher rating would require clarity on fiscal
policy, as well as product penetration levels more in line with
industry averages and growth in revenue and EBITDA per homes
passed.

One of the largest domestic cable multiple system operators serving
approximately 17 million video subscribers (pro forma for TWC and
BHN acquisitions), Charter Communications, Inc. maintains its
headquarters in Stamford, Connecticut.  Pro forma annual revenue is
approximately $37 billion.

The principal methodology used in these ratings was Global Pay
Television - Cable and Direct-to-Home Satellite Operators published
in April 2013.



CHENIERE CORPUS: Moody's Assigns Ba3 Rating on $1BB Bond Offering
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Cheniere Corpus
Christi Holdings, LLC's (CCH or the Project) proposed $1.0 billion
senior secured bond offering.  The rating outlook for CCH is
stable.  This is the first time Moody's is assigning a public
rating at CCH.

Proceeds from the bond offering will be used to repay and/or reduce
commitments under CCH's existing $8.4 billion senior secured term
loan facility due May 2022.

CCH owns Corpus Christi Liquefaction, LLC (CCL), currently a two
train liquefied natural gas (LNG) project under construction with a
capacity of 9.0 million tonnes per annum (mtpa) and Cheniere Corpus
Christi Pipeline, L.P. (CCP), a 23-mile long natural gas pipeline
which will bring feedstock to CCL from various intrastate and
interstate pipelines.  CCH, CCL and CCP are owned by Cheniere
Energy Inc. (Cheniere: not rated).

  CCH's senior secured notes will be guaranteed by CCL, CCP and
   Corpus Christi Pipeline GP, LLC (CCP GP).

Rating Rationale

CCH's Ba3 senior secured rating is supported by fixed capacity type
payments under 20-year Sale and Purchase Agreements (SPA) between
CCL and six separate investment grade shippers that provide
significant and predictable future cash flows.  Moreover, the
rating considers the lump sum Engineering, Procurement, and
Construction (EPC) contract with a subsidiary of Bechtel
Corporation (Bechtel) and Bechtel's global experience in building
similar large LNG liquefaction facilities.  That said, the Ba3
rating incorporates construction risk, the complexities around the
consolidated capital structure, additionally sizable equity
contribution requirements from Cheniere and operating period
execution risks.

Anticipated cash flows under contractual arrangements with the
shippers support CCH's Ba3 rating.  These contracts account for
approximately 7.65 million ton per annum (mtpa) or 85% of CCL's
expected nameplate capacity.  Required payments include capacity
payments and variable production based payments.  Capacity payments
alone are expected to generate revenues of approximately $1.4
billion annually beginning in 2021, the first full-year of
operations of both trains.  Moody's calculates that this amount
appears sufficient to easily cover expected operating and
maintenance expenses (estimated to be approximately $350 million)
and interest ($550 million) under our base case.  The weighted
average credit rating of CCL's shippers (weighted by shippers'
contractual volumes) is Baa2.

EPC Assessment

Additional support for CCH's Ba3 rating comes from the turnkey EPC
contract with a subsidiary of Bechtel Corporation for Trains 1&2
that provide significant construction-related protections and
utilizes known and proven technology.  Contractual protections
include a guaranteed production capacity and a minimum acceptable
capacity, which ensures that CCL should meet its contractual
obligations.  Moody's believes that the guaranteed completion dates
under the Bechtel contract are conservative compared to the
commercial operation requirements under the offtake contracts.

While the turnkey contract reduces construction risk, CCH
represents a very sizeable and multi-year construction project. The
history of large scale projects are mixed even for projects that
have EPC contracts with reputable contractors and cost overruns,
delays and recurring mechanical issues are possible.  As such, the
rating at CCH is likely capped at the Ba3 rating level during much
of the construction period.  The current expectation is for CCL's
Train 1 to reach substantial completion in 2019 and Train 2 to
reach substantial completion no later than 2020.

CCL is currently being developed for up to three trains.  While
construction has begun on Trains 1 and 2, Train 3 is not yet under
construction.  Cheniere has obtained authorization to construct and
operate Train 3 and has entered into a EPC contract with Bechtel
for its construction.  Moreover, a seventh SPA has been entered
into which would commence with the commercial operation of Train 3.
However, with Train 3 not under construction, the existence of the
seventh SPA exposes CCL to potential incremental liabilities
beginning mid-2022.  That said, Moody's views these potential
liabilities as being manageable.

Capital structure complexities

The Ba3 rating considers the complexities around the issuer and its
affiliate's capital structure and near-term equity funding
requirements from Cheniere.  Terms of CCH's senior secured term
loan facility require 25% of total project costs to be funded with
equity or cash flow generated during operation.  Given the
project's total expected costs, Cheniere's total equity requirement
is approximately $3.0 billion while funded senior debt will exceed
$8.0 billion.  To date, Cheniere has contributed approximately $1.7
billion of equity, including development costs, and will need to
contribute incremental equity on a pro-rata basis with debt
drawdowns over the near-term to maintain the 25% equity
capitalization.

Cheniere's equity funding requirement could begin as soon as
December 2016.  Cheniere intends to fund the equity requirement
with available corporate-level cash, which totaled $1.1 billion at
March 31, 2016, near-term operating cash flow or additional
Cheniere-level capital raises.  CCH's Ba3 rating assumes that
Cheniere provides the required equity contribution as needed and
therefore funding, when completed, will not have positive rating
ramifications.  However, the failure by Cheniere to make the
required equity contributions would prohibit CCH from accessing
debt funding and would have negative rating consequences for CCH.

Cheniere raised approximately $1.0 billion of the $1.7 billion
contributed to CCH to date through a May 2015 convertible note
offering with an affiliate of EIG Global Energy Partners, LLC (EIG)
(the EIG Notes).  Terms of the EIG Notes, include among other
things, a ten-year bullet maturity, interest paid-in-kind (PIK)
until CCL achieves commercial operation, and the ability to convert
to Cheniere equity conditioned upon Cheniere's market
capitalization meeting predetermined levels.  The failure to meet
the market capitalization requirement would result in a sizable
debt obligation that would need to be refinanced in 2025.  While a
low probability event, an event of default under the EIG Notes that
results in the noteholders taking control of the indirect equity
ownership interest in CCH could indirectly trigger a mandatory
prepayment under CCH's financing documents and, prior to completion
of the first two trains, a change of control event of default under
CCH's term loan facility.

Financial analysis and assessments

The Ba3 rating considered the consolidated profile of CCH as well
as financial scenarios where the EIG Notes do not convert,
partially convert (approximately 60% of principal converts to
Cheniere equity) and lastly, fully convert to Cheniere equity.
These scenarios did not consider revenue from the seventh SPA.

The various financial scenarios tested all suggest contracted cash
flows will be sufficient to repay CCH's debt in full while
maintaining adequate coverage and providing significant upstream
cash flows.  That said, there is sufficient uncertainty at this
time around CCH's financial structure and policy, including the
ability to convert the EIG Notes to Cheniere equity and debt
amortization at CCH.

Moody's financial sensitivity assumed, among other things, 50%
facility usage and higher financing and operating costs vis-à-vis
management's base case.  Under Moody's scenario, debt service
coverage ratio (DSCR) and funds from operation (FFO) to debt
averaged approximately 1.4 times and 12% annually, respectively, at
CCH over the 2021-2034 timeframe.  Under a consolidated scenario
that assumed the EIG Notes do not convert to Cheniere equity,
Moody's calculates consolidated DSCR, including interest expense on
the EIG Notes, at approximately 1.2 times and FFO to debt at
approximately 6% during the same timeframe.  Lastly, the same
consolidated metrics are approximately 1.3 times and 9%,
respectively, when one assumes a partial conversion of the EIG
Notes to Cheniere equity.

Other factors / Considerations

An ongoing challenge facing CCH incorporated into the rating
assignment is the current weak pricing environment for spot LNG,
owing in part by the decline in price for oil, the reduced regional
demand in Asia and a wave of new LNG capacity coming online around
the world.  While a concern that most likely impacts profitability
prospects at Cheniere, the CCH rating incorporates the view that
shippers will honor the terms of their respective SPA's through the
20-year term.

CCH's senior secured notes will be guaranteed by CCL, CCP and CCP
GP and bondholders will be provided first lien security interests
in the assets and equity of each CCH, CCL, CCP and CCP GP on a pari
passu basis with CCH's senior secured bank loan lenders.

Rating Outlook

CCH's stable rating outlook reflect the expectation that Cheniere
will provide equity funding as required and that construction will
be completed on time and on budget.

CCH's rating is unlikely to be upgraded in the near-term given the
multi-year construction period.  Over the longer-term, positive
trends that could lead to an upgrade include successful
construction completion, attainment of commercial operation, and
good operational performance.  The communication of a financial
strategy that includes meaningful debt amortization is also a
rating consideration.

Conversely, CCH's rating could be pressured should it encounter
significant construction cost overruns or delays, major operating
problems or if there is material offtaker credit deterioration.
Moreover, CCH's rating would be downgraded should Cheniere be
unable to provide the required equity funding.  While certain
ring-fencing mechanisms have been implemented, CCH's rating could
also face negative rating action if Cheniere experiences
significant financial stress.

The principal methodology used in this rating was Generic Project
Finance Methodology published in December 2010.



CLASSIC COMMUNITIES: Hires Cunningham Chernicoff as Bankr. Counsel
------------------------------------------------------------------
Classic Communities Corporation seeks permission from the U.S.
Bankruptcy Court for the Middle District of Pennsylvania to employ
Cunningham, Chernicoff & Warshawsky, P.C., to represent it with
respect to its Chapter 11 case and related matters.

The professional services to be rendered by CC&W include, but are
not limited to:

      a. giving the Debtor legal advice regarding its powers and
         duties as debtor-in-possession in the continued operation

         of its business and management of its property;

      b. preparation and filing on behalf of the Debtor, as
         debtor-in-possession, the original Petition and
         schedules, and all necessary applications, complaints,
         answers, orders, reports and other legal papers; and

      c. performance of all other legal services for the Debtor,
         as debtor-in-possession, which may be necessary.

In the year prior to the filing of this Petition, the Debtor paid
the sum of $171,429.45.  In the 90 days prior to the filing of the
Petition, the Debtor paid a total of $59,571.81.  All of the
payments were made on account of current services performed for the
Debtor.  

Because of the extensive legal services required, the Debtor
desires to employ CC&W on a general pre-Petition retainer of
$63,696.86.

All charges will be billed at the CC&W's standard hourly billing
rates:

         Robert E. Chernicoff, Esq.          $350
         Partners                          $200-$300
         Associate Attorneys               $150-$200
         Paralegals                          $100

Robert E. Chernicoff, Esq., a shareholder at CC&W, assures the
Court that the firm has no connection to any party in this Chapter
11 case, including without limitation to the Debtor, its creditors,
or any other parties in interest.  CC&W is not a creditor to the
Debtor, and is disinterested.

Headquartered in Harrisburg, Pennsylvania, Classic Communities
Corporation filed for Chapter 11 bankruptcy protection (Bankr. M.D.
Pa. Case No. 16-02022) on May 10, 2016, estimating its assets and
liabilities at between $10 million and $50 million each.  The
petition was signed by Douglas Halbert, president.  Judge Mary D.
France presides over the case.  Robert E Chernicoff, Esq., at
Cunningham, Chernicoff & Warshawsky, P.C., serves as the Debtor's
bankruptcy counsel.


CM REED ALMEDA: Selling Property for $950K After Top Bid Cancelled
------------------------------------------------------------------
CM Reed Almeda 1-3062, LLC, on May 11, 2016, filed with the U.S.
Bankruptcy Court for the District of Nevada a motion to sell a
tract of land located in Houston, Harris County, Texas, consisting
of approximately 16.0638 acres of land situated at or near the
intersection of Reed and Almeda Streets, Houston, Harris County
Texas, to Reed/Almeda Siding LLCfor $950,000.

The Debtor has been marketing Property since the filing of the case
in 2013.  The Court approved bid procedures and the Debtor received
a qualifying bid and did conduct an auction on Feb. 9, 2016.  The
Debtor held an auction for the property on Feb. 9, 2016 and the
winning bidder was Dangs Enterprises, Inc., at a price of
$1,650,000.  Unfortunately, Dangs defaulted on the contract to
purchase the property approximately one hour prior to the closing.
Since that time, the Debtor has contacted all parties who expressed
an interest in the property and conducted a mini auction.  The
winning bidder was Reed/Almeda Siding LLC, who submitted the
contract for a sales price of $950,000.

The sale of the Property pursuant to the contract will provide the
funds to pay the Debtor's creditors. The Debtor obtained the
Property not with the intention to develop but solely as a result
of a foreclosure on a loan.

                    About CM Reed Almeda 1-3062

CM Reed Almeda 1-3062, LLC, is a Nevada entity owned by DCR
Liquidating Trust, a liquidating trust established pursuant to a
plan of reorganization in the Chapter 11 bankruptcy proceedings of
Desert Capital REIT, Inc. (Bankr. D. Nev. Case No. 11-16624).  

CM Reed Almeda 1-3062, LLC, sought Chapter 11 protection (Bankr. D.
Nev. Case No. 13-19117) on Oct. 29, 2013.  The Debtor has been
marketing property that it owns in Houston, Texas, since the filing
of the case in 2013.

The 2013 case is assigned to Judge Laurel E. Davis.

The Debtor estimated $1 million to $10 million in assets and debt.

The Debtor's attorneys:

         GARMAN TURNER GORDON LLP
         Gerald M. Gordon, Esq.
         Mark M. Weisenmiller, Esq.
         650 White Drive, Suite 100
         Las Vegas, NV 89119
         Telephone: (725) 777-3000
         Facsimile: (725) 777-3112
         E-mail: ggordon@gtg.legal
                 mweisenmiller@gtg.legal

                    - and -

         HELLER, DRAPER, PATRICK, HORN & DABNEY, L.L.C.
         Douglas S. Draper, Esq.
         650 Poydras St., Suite 2500
         New Orleans, LA 70130
         Telephone: (504) 299-3333
         Facsimile (504) 299-3399
         E-mail: ddraper@hellerdraper.com


COATES INTERNATIONAL: Incurs $2.15 Million Net Loss in 1st Quarter
------------------------------------------------------------------
Coates International, Ltd., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.15 million on $4,800 of total revenues for the three months
ended March 31, 2016, compared to a net loss of $2.81 million on
$4,800 of total revenues for the same period in 2015.

As of March 31, 2016, Coates had $2.42 million in total assets,
$7.56 million in total liabilities, and a total stockholders'
deficiency of $5.14 million.

"Our cash position at March 31, 2016 was $42,560, an increase of
$13,353 from the cash position of $29,207 at December 31, 2015.  We
had negative working capital of ($5,336,365) at March 31, 2016
which represents an improvement in our working capital of $139,593
compared to the ($5,475,958) of negative working capital at
December 31, 2015.  Our current liabilities of $5,609,002 at March
31, 2016, decreased by $123,298 from $5,732,300 at December 31,
2015.  This net decrease primarily resulted from (i) a $121,078 net
decrease in the derivative liability related to convertible
promissory notes, (ii) a $102,351, decrease in the carrying amount
of convertible notes, net of unamortized discount, (iii) repayment
of the $19,349 current portion of a finance lease obligation and
(iv) net repayment of $10,000 of promissory notes to related
parties, partially offset by (v) a $79,310 increase in deferred
compensation payable and (vi) a $50,170 increase in accounts
payable and accrued liabilities."

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

                     https://is.gd/NfglbD

                         About Coates

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

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

Coates International reported a net loss of $10.2 million on
$94,200 of total revenues for the year ended Dec. 31, 2015,
compared to a net loss of $12.8 million on $19,200 of
total revenues for the year ended Dec. 31, 2014.

Cowan, Gunteski & Co., P.A., in Tinton Falls, New Jersey, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company continues to have negative cash flows from operations,
recurring losses from operations, and a stockholders' deficiency.
These conditions raise substantial doubt about its ability to
continue as a going concern.


CONGREGATION ACHPRETVIA: Wants Sept. 13 Plan Filing Deadline
------------------------------------------------------------
Congregation Achpretvia Tal Chaim Sharhayu Shor, Inc., filed with
the U.S. Bankruptcy Court for the Southern District of New York a
motion to extend the time within which the Debtor has the exclusive
right to file a plan of reorganization and to solicit acceptances
with respect thereto for 120 days through and including Sept. 13,
2016, and Nov. 10, 2016, respectively.

A hearing on the motion is set for June 21, 2016, at 10:00 a.m.
(prevailing Eastern Time).  Objections to the motion must be filed
by June 14, 2016 at 5:00 p.m. (prevailing Eastern Time).

The current Exclusivity Period and Acceptance Period expire on May
16, 2016, and July 13, 2016, respectively.

The Debtor submits that these two unresolved contingencies warrant
an extension of the Debtor's Exclusive Periods.  First, for the
Debtor to even file a plan, it must be determined that it filed its
case in good faith and can remain in bankruptcy.  Second, for the
Debtor to file a confirmable plan, it must also be determined
whether 163 East 69 Realty LLC is a creditor or whether the
contract for the sale of the real property and improvements located
at 163 East 69th Street, New York, can be rescinded.  Accordingly,
the Debtor submits that these two issues must be resolved before it
can file a plan and that it is appropriate that the Debtor's
Exclusive Period be extended, so that the Debtor does not have to
use estate resources in filing a plan that may not proceed due to
the unresolved contingencies.

On Nov. 10, 2015, 163 East 69 Realty commenced an action relating
to the contract against the Congregation, seeking specific
performance directing the Congregation to commence an action in the
Supreme Court of the State of New York for authorization from the
Supreme Court and the New York State Attorney General to sell the
Property pursuant to the Prepetition Contract.  As of the
commencement of the State Court Action, the Prepetition Contract
was neither approved by the Supreme Court nor by the Office of the
New York State Attorney General.  

The outcome will affect any plan to be proposed by the Debtor.  The
Debtor is not using exclusivity as a ploy to slow down the progress
of the Debtor's Chapter 11 case, but rather, is moving as
expeditiously as possible towards resolving these two contingencies
so that it can file a plan.  However, the Debtor is currently not
in a position to file a plan while it awaits the Court's
determination on the motion to dismiss and a determination as to
the validity of the Prepetition Contract.

                  About Congregation Achpretvia

Congregation Achpretvia Tal Chaim Sharhayu Shor, Inc., in
Brooklyn,
New York, filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 16-10092) on Jan. 15, 2016.  Judge Michael E.
Wiles presides over the case.  Arnold Mitchell Greene, Esq., at
Robinson Brog Leinwand Greene Genovese & Gluck P.C., serves as the
Debtor's counsel.  In its petition, the Congregation listed total
assets of $18 million and total liabilities of $472,502.  The
petition was signed by Harold Friedlander, vice president.


CONSUMER LAW: Exclusive Plan Filing Deadline Extended to Sept. 20
-----------------------------------------------------------------
The Hon. Tamara O. Mitchell of the U.S. Bankruptcy Court for the
Northern District of Alabama has extended, at the behest of
Consumer Law and Mass Tort Litigation Group, LLC, the exclusive
period for the Debtor to file a plan of reorganization by 120 days,
until Sept. 20, 2016.

As reported by the Troubled Company Reporter on April 28, 2016, the
Debtor's Exclusivity Period was set to expire after May 23, 2016.
The Debtor sought the extension, saying that SPUSV5, 1540 Broadway,
LLC -- the NYC Landlord -- filed its proof of claim against the
Debtor on Jan. 19, 2016, in the amount of $10,587,893.81 for
"Judgment and Breach of Lease Damages."  The Debtor reached a
comprehensive agreement with the NYC Landlord, subject to
documentation and bankruptcy court approval.  Based on the
anticipated settlement, the Debtor's plan and disclosure statement
need to be modified.  The Debtor expects to have a modified plan
confirmed within a reasonable period of time.

                       About Consumer Law

Consumer Law and Mass Tort Litigation Group, LLC, fka Whatley,
Drake & Kallas, LLC, based in Birmingham, Alabama, filed a Chapter
11 petition (Bankr. N.D. Ala. Case No. 15-04791) on November 25,
2015, listing $1 million to $10 million in both assets and
liabilities.  The petition was signed by Joe R. Whatley Jr.,
managing member.

Hon. Tamara O Mitchell presides over the case.  Heather A Lee,
Esq., at Burr & Forman LLP, serves as counsel to the Debtor.

No committee of unsecured creditors has been appointed in the case.


CROWN MEDIA: Suspending Filing of Reports with SEC
--------------------------------------------------
Crown Media Holdings, Inc. filed a Form 15 with the Securities and
Exchange Commission notifying the termination of registration of
its Class A common stock under Section 12(g) of the Securities
Exchange Act of 1934.  As a result of the Form 15 filing, the
Company is not anymore obliged to file periodic reports with the
SEC.

                        About Crown Media

Crown Media Holdings, Inc., is the corporate parent for the
portfolio of cable networks and related businesses under Crown
Media Family Networks.  The company currently operates and
distributes Hallmark Channel in both high definition (HD) and
standard definition (SD) to 86 million subscribers in the U.S.
Hallmark Channel is the nation's leading destination for quality
family programming with an ambitious slate of TV movies and
specials; original scripted series, including Cedar Cove, When
Calls the Heart, and Signed, Sealed, Delivered; as well as some of
television's most beloved sitcoms and series.  Hallmark Channel's
sibling network, Hallmark Movie Channel, is available in 54
million homes in HD and SD. One of America's fastest-growing cable
networks, Hallmark Movie Channel provides family-friendly original
movies with a mix of original films, classic theatrical releases,
and presentations from the acclaimed Hallmark Hall of Fame
library.  In addition, Crown Media Family Networks includes the
online offerings of http://www.HallmarkChannel.com/and
http://www.HallmarkMovieChannel.com/       

Crown Media reported net income of $86.1 million on $479 million of
net total revenue for the year ended Dec. 31, 2015, compared to net
income of $94.5 million on $416 million of net total revenue for
the year ended Dec. 31, 2014.  As of Dec. 31, 2015, Crown Media had
$1.08 billion in total assets, $509 million in total liabilities
and $580 million in total stockholders' equity.

                        Bankruptcy Warning

"If our operating performance declines, we may in the future need
to seek waivers from the required lenders under our 2015 Credit
Agreement to avoid being in default.  We cannot assure that such
waivers will be granted or that we will otherwise be able to avoid
a default.  If we are unable to generate sufficient cash flow and
are otherwise unable to obtain funds necessary to meet required
payments of principal, premium, if any, or interest on such
indebtedness, or if we otherwise fail to comply with the various
covenants, including financial and operating covenants, in the
instruments governing our indebtedness, including our 2015 Credit
Agreement, we could be in default under the terms of the agreements
governing such indebtedness.  In the event of such default, the
holders of such indebtedness could elect to declare all of the
funds borrowed thereunder to be due and payable, together with any
accrued and unpaid interest, the lenders under our 2015 Credit
Agreement could elect to terminate their commitments, cease making
further loans, foreclose on our assets pledged to such lenders to
secure our obligations under the 2015 Credit Agreement, in each
case, which could force us into voluntary or involuntary bankruptcy
or cause us to discontinue operations or seek a purchaser of our
business or assets.  In addition, a default under our 2015 Credit
Agreement would trigger a cross default under our other agreements
and could trigger a cross default under any agreements governing
our future indebtedness," the Company stated in its annual report
for the year ended Dec. 31, 2015.

                           *     *     *

As reported by the TCR on July 3, 2015, Standard & Poor's Ratings
Services said that it raised its corporate credit rating on Crown
Media Holdings Inc. to 'BB-' from 'B+'.  "The upgrade reflects
Crown Media's improved financial risk profile," said Standard &
Poor's credit analyst Naveen Sarma.

As reported by the TCR on July 2, 2014, Moody's Investors Service
upgraded the Corporate Family Rating (CFR) of Crown Media
Holdings, Inc. to B1 from B2, its Probability of Default Rating to
B1-PD from B2-PD, and instrument ratings.  The outlook is stable.
The upgrade incorporates evidence of traction with the original
programming strategy and better than expected performance, which,
combined with debt reduction, improved the credit profile.


CYTORI THERAPEUTICS: Amends Form S-1 Prospectus with SEC
--------------------------------------------------------
Cytori Therapeutics, Inc., filed an amendment to its registration
statement on Form S-1 relating to the distribution to holders of
the Company's common stock, at no charge, non-transferable
subscription rights to purchase 5,000,000 units consisting of an
aggregate of up to 5,000,000 shares of common stock and warrants to
purchase up to 2,500,000 shares of common stock at a subscription
price of $4.00 Per Unit.
  
Each whole Warrant entitles the holder to purchase one share of
common stock at an exercise price of $4.80 per share from the date
of issuance through its expiration 30 months from the date of
issuance.  The Warrants will be exercisable for cash, or, solely
during any period when a registration statement for the exercise of
the Warrants is not in effect, on a cashless basis.  The Company
has applied to list, the Warrants on NASDAQ under the symbol
"CYTXW," although there is no assurance that a sufficient number of
Subscription Rights will be exercised so that the Warrants will
meet the minimum listing criteria to be accepted for listing on
NASDAQ.  The Company may redeem the Warrants for $0.01 per Warrant
if our common stock closes above $12.00 per share for ten
consecutive trading days, provided that we may not do so prior to
the first anniversary of closing of the Rights Offering.

The Company has not entered into any standby purchase agreement or
other similar arrangement in connection with the Rights Offering.
The Rights Offering is being conducted on a best-efforts basis and
there is no minimum amount of proceeds necessary to be received in
order for the Company to close the Rights Offering.
  
The Subscription Rights will expire at 5:00 p.m., Eastern Time, on
June 9, 2016.

The Company has engaged Maxim Group LLC to act as dealer-manager in
the Rights Offering.

A full-text copy of the Form S-1/A is available for free at:

                    https://is.gd/gjCU7S

                        About Cytori

Based in San Diego, California, Cytori Therapeutics (NASDAQ: CYTX)
-- http://www.cytori.com/-- is an emerging leader in providing    

patients and physicians around the world with medical
technologies, which harness the potential of adult regenerative
cells from adipose tissue.  The Company's StemSource(R) product
line is sold globally for cell banking and research applications.

Cytori reported a net loss allocable to common stockholders of
$19.4 million on $4.83 million of product revenues for the year
ended Dec. 31, 2015, compared to a net loss allocable to common
stockholders of $38.5 million on $4.95 million of product revenues
for the year ended Dec. 31, 2015.

As of Dec. 31, 2015, Cytori had $37.7 million in total assets,
$25.5 million in total liabilities, and $12.2 million in total
stockholders' equity.

KPMG LLP, in San Diego, California, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company's recurring losses
from operations and liquidity position raises substantial doubt
about its ability to continue as a going concern.


CYTORI THERAPEUTICS: Files Prospectus Statement with SEC
--------------------------------------------------------
Cytori Therapeutics filed with the Securities and Exchange
Commission a free writing prospectus statement which highlights
basic information about the Company and the offering to holders of
its common stock, at no charge, non-transferable subscription
rights to purchase units.   The  Company has filed a registration
statement (including a preliminary prospectus) with the SEC for the
offering to which the presentation relates.  The registration
statement has not yet become effective.  A copy of the FWP is
available for free at https://is.gd/InLRHm

                            About Cytori

Based in San Diego, California, Cytori Therapeutics (NASDAQ: CYTX)
-- http://www.cytori.com/-- is an emerging leader in providing    

patients and physicians around the world with medical
technologies, which harness the potential of adult regenerative
cells from adipose tissue.  The Company's StemSource(R) product
line is sold globally for cell banking and research applications.

Cytori reported a net loss allocable to common stockholders of
$19.4 million on $4.83 million of product revenues for the year
ended Dec. 31, 2015, compared to a net loss allocable to common
stockholders of $38.5 million on $4.95 million of product revenues
for the year ended Dec. 31, 2015.

As of Dec. 31, 2015, Cytori had $37.7 million in total assets,
$25.5 million in total liabilities, and $12.2 million in total
stockholders' equity.

KPMG LLP, in San Diego, California, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company's recurring losses
from operations and liquidity position raises substantial doubt
about its ability to continue as a going concern.


DEB STORES: Hires Rosner Law as Special Conflicts Counsel
---------------------------------------------------------
Deb Stores Holding LLC, et al., ask for permission from the U.S.
Bankruptcy Court for the District of Delaware to employ The Rosner
Law Group LLC as special conflicts counsel to the Debtors, nunc pro
tunc to April 19, 2016.

Objections must be filed by May 25, 2016, at 4:00 p.m. (Eastern
time).  A hearing on the motion is set for June 7, 2016, at 11:00
a.m. (Eastern time).

RLG will serve as conflicts counsel to the Debtors to analyze,
prosecute and settle target actions that ASK LLP will not prosecute
due to perceived or actual conflicts of interest.  RLG will pursue
certain avoidance actions against these entities: Louise Paris,
Ltd.; Milberg Factors, Inc., 2253 Apparel, Inc. dba Celebrity Pink
and Heart and Hips, Inc.

RLG will be paid:

      a. Analysis Fee.  RLG's compensation for avoidance claims
         analysis is included as part of the contingency fee;

      b. Contingency Fees

         i. Pre Suit.  RLG will earn legal fees on a contingency
            basis of 15% of the cash value plus the cash
            equivalent value of any claim waiver obtained on all
            target actions it pursues on behalf of the estates.
            Claims can be administrative, priority, and general
            unsecured.  RLG's legal fee will include the value of
            any claim waiver only to the extent such claim is a
            liquidated and agreed to amount that otherwise would
            be paid but for the waiver obtained as part of the
            settlement;

        ii. Post Suit.  RLG will earn legal fees on a contingency
            basis of 25% of the cash value plus the cash
            equivalent value of any claim waiver obtained on all
            target actions it pursues on behalf of the estates.
            Claims can be administrative, priority, and general
            unsecured.  RLG's legal fees will include the value
            of any claim waiver only to the extent such claim is
            a liquidated and agreed to amount that otherwise
            would be paid but for the waiver obtained as part of
            the settlement;

       iii. Post Judgment.  RLG will earn legal fees on a
            contingency basis of 28% of the cash value plus the
            cash equivalent value of any claim waiver obtained on
            all target actions it pursues on behalf of the
            estates.  Claims can be administrative, priority, and
            general unsecured.  RLG's legal fees will include the
            value of any claim waiver only to the extent the
            claim is a liquidated and agreed to amount that
            otherwise would be paid but for the waiver obtained
            as part of the settlement; and

      c. RLG will advance all fees and expenses, including filing
         fees, and seek reimbursement only from collections.  
         Thus, if there is insufficient cash recovery to cover
         the entire out of pocket expenses, RLG will not seek
         reimbursement of any deficiency.  RLG will store all
         physical and electronic records without any charge.

Frederick B. Rosner, Esq., sole member of RLG, assures the Court
that RLG nor any associate thereof holds or represents any interest
adverse to the Debtors in the matters upon which RLG is to be
employed.  Mr. Rosner believes that RLG is a "disinterested person"
as that term is defined in section 101(14) of the Bankruptcy Code.

RLG can be reached at:

      Frederick B. Rosner, Esq.
      Scott J. Leonhardt, Esq.
      Julia B. Klein, Esq.
      The Rosner Law Group LLC
      824 Market Street, Suite 810
      Wilmington, DE 19801
      Tel: (302) 777-1111
      E-mail: rosner@teamrosner.com
              leanhardt@teamronser.com
              klein@teamrosner.com
      Website: www.teamrosner.com

                         About Deb Stores

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

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

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

The Debtors' Chapter 11 cases have been consolidated for procedural
purposes only.

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

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

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


DIAMOND BEACH: Bankr. Court's Valuation of Phase II Affirmed
------------------------------------------------------------
Judge Andrew S. Hanen of the United States District Court for the
Southern District of Texas, Brownsville Division, affirmed the
judgment of the bankruptcy court involving the valuation of Phase
II of Diamond Beach VP, LP, a luxury condominium project in
Galveston, Texas.

The appellant, Randall Davis, appealed the judgment of the United
States Bankruptcy Court for the Southern District of Texas which,
in Davis' opinion, values the unfinished condominium complex too
low—thereby increasing the amount of the deficiency judgment
Davis must pay International Bank of Commerce.

A full-text copy of Judge Hanen's April 29, 2016  memorandum
opinion and order is available at http://is.gd/AQytg5from
Leagle.com.

The bankruptcy case is IN RE: DIAMOND BEACH VP, LP, Debtor, Case
No. 1:14-cv-00046 (Bankr. S.D. Tex.).

The appealed case is RANDALL J. DAVIS, Appellant, v. INTERNATIONAL
BANK OF COMMERCE, Appellee, Adversary Proceeding No. 12-01006 (S.D.
Tex.).

Diamond Beach VP, LP, In Re, is represented by:

          Edward L Rothberg, Esq.
          Melissa A Haselden, Esq.
          Terry Josh Judd, Esq.
          HOOVER SLOVACEK, LLP
          Galleria Tower II
          5051 Westheimer, Suite 1200
          Houston, TX 77056
          Tel: (713)977-8686
          Fax: (713)977-5395
          Email: rothberg@hooverslovacek.com
                 haselden@hooverslovacek.com
                 judd@hooverslovacek.com

Randall J Davis, Diamond Beach VP, LP are represented by:

          Jeffrey T Nobles, Esq.
          DEANS & LYONS, LLP
          325 North Saint Paul Street Suite 1500
          Dallas, TX 75201
          Tel: (214)736-7861
          Fax: (214)965-8505
          Email: jnobles@deanslyons.com

            -- and --

          Meagan Wilder Glover, Esq.
          GRAY REED & MCGRAW, P.C.
          1300 Post Oak Blvd., Suite 2000
          Houston, TX 77056
          Tel: (713)986-7000
          Fax: (713)986-7100
          Email: mglover@grayreed.com

            -- and --

          Trent L Rosenthal, Esq.
          BEIRNE, MAYNARD & PARSONS
          1300 Post Oak Boulevard, Suite 2500
          Houston, TX 77056
          Tel: (713)623-0887
          Fax: (713)960-1527

International Bank of Commerce is represented by:

          John F Higgins, IV, Esq.
          PORTER HEDGES LLP
          1000 Main Street, 36th Floor
          Houston, TX 77002
          Tel: (713)226-6000
          Fax: (713)228-1331
          Email: jhiggins@porterhedges.com

                    About Diamond Beach VP

Houston, Texas-based Diamond Beach VP, LP, filed a Chapter 11
petition (Bankr. S.D. Tex. Case No. 12-10175) in Brownsville on
April 2, 2012.  The Debtor, a Single Asset Real Estate as defined
in 11 U.S.C. Sec. 101 (51B), disclosed $30.05 million in assets
and $28.24 million in liabilities in its schedules.

The Debtor owns the Diamond Beach Condominiums located at
Galveston, Texas.  The Debtor valued the property at $29.4 million
in its schedules.  The property serves as collateral to secured
loans of $29.57 provided by International Bank of Commerce.

Judge Richard S. Schmidt oversees the case.  Edward L. Rothberg,
Esq., at Hoover Slovacek, LLP, serves as the Debtor's counsel.
The petition was signed by Randall J. Davis, as manager of the
Debtor's general partner.

IBC filed a motion to dismiss the Chapter 11 case in order to start
foreclosure on the project.  The parties later reached a
settlement.

IBC also sought to transfer the case to the Galveston Division.
If the Plan is confirmed, IBC agreed to withdraw this motion from
consideration by the Court.

A related entity, Sapphire VP LP, owner of Sapphire Condominiums
located at South Padre Island, Texas, filed a Chapter 11 petition
(Bankr. S.D. Tex. Case No. 12-10173) in Brownsville on April 2,
2012.  IBC objected to Diamond Beach's request for joint
administration.  If the Plan is confirmed, the Debtor will
withdraw this motion from consideration by the Court.


DRUG STORES II: Taps Herrick Feinstein as Bankruptcy Counsel
------------------------------------------------------------
Drug Stores II Limited Liability Company asks for authorization
from the U.S. Bankruptcy Court for the District of New Jersey to
employ Herrick, Feinstein LLP as bankruptcy counsel.

Herrick Feinstein will:

      a. advise the Debtor with respect to its powers and duties
         as debtor and debtor in possession in the continued
         management and operation of its business and properties;

      b. attend meetings and negotiate with representatives of
         creditors and other parties in interest and advise and
         consult on the conduct of the bankruptcy case, including
         all of the legal and administrative requirements of
         operating in Chapter 11;

      c. take all necessary actions to protect and preserve the
         Debtor's estates, including the prosecution of actions on

         their behalf, the defense of any actions commenced
         against its estate, negotiations concerning all
         litigation in which the Debtor may be involved and
         objections to claims filed against the estate;

      d. prepare on behalf of the Debtor all motions,
         applications, answers, orders, reports and papers
         necessary to the administration of the estates;

      e. negotiate and prepare on the Debtor's behalf plan(s) of
         reorganization, disclosure statement(s) and all related
         agreements and documents and take any necessary action on

         behalf of the Debtor to obtain confirmation of the
         plan(s);

      f. advise and assist the Debtor in connection with any sales

         of the Debtor's assets;

      g. appear before the bankruptcy court, any appellate courts,

         and the U.S. Trustee, and protect the interests of the
         Debtor's estate before the courts and the U.S. Trustee;
         and

      h. perform all other necessary legal services and provide
         all other necessary legal advice to the Debtor in
         connection with its Chapter 11 case.

The individuals designated to represent the Debtor and their hourly
rates are:

         Stephen B. Selbst, Esq., Partner         $725
         Hanh V. Huynh, Esq., Counsel             $525

Prior to the Petition Date, Herrick Feinstein received an aggregate
of $150,000 from the Debtor as a retainer for fees and expenses to
be incurred in connection with the Debtor's Chapter 11 case.
Herrick Feinstein received $50,000 on each of Jan. 25, 2016; Feb.
2, 2016; and Feb. 4, 2016.  The Retainer was deposited in and
allocated to the Debtor at an account with Herrick Feinstein.  The
firm has moved, or shortly will move, the Retainer into a client
trust account.  Herrick Feinstein will provide proof to the U.S.
Trustee that the Retainer has been transferred to a client trust
account and will file a supplemental certification affirming the
same.

Furthermore, Herrick Feinstein has waived all fees and expenses due
and owing from the Debtor as of the Petition Date, in the total
amount of $370,736.77.

Prepetition, Herrick Feinstein represented the Debtor in connection
with the defense of certain litigation commenced against the Debtor
in the District of Massachusetts.  The firm also represented the
Debtor and certain of its affiliates in connection with general
corporate matters, and is currently representing certain affiliates
of the Debtor in connection with negotiations with The Provident
Bank on a global resolution of the parties' disputes.  The Debtor
had unpaid fees and expenses owed to Herrick as of the Petition
Date in the amount of $370,736.77, but all the unpaid fees and
expenses have been waived by Herrick Feinstein as of the Petition
Date.

Stephen B. Selbst, Esq., a partner at Herrick Feinstein, assures
the Court that the firm does not hold an adverse interest to the
estate, does not represent an adverse interest to the estate, and
is a disinterested person under 11 U.S.C. Section 101(14).

                       About Drug Stores

East Windsor, New Jersey-based Drug Stores II, Limited Liability
Company -- dba Innovo Specialty Compounding Solutions, Innovo
Specialty Pharmacy, and Health Shoppe Pharmacy -- filed for Chapter
11 bankruptcy protection (Bankr. D. N.J. Case No. 16-12198) on Feb.
6, 2016, estimating its assets and liabilities at between $1
million and $10 million each.  The petition was signed by Piushbhai
Patel, president.

Judge Kathryn C. Ferguson presides over the case.

Justin B. Singer, Esq., at Herrick Feinstein LLP serves as the
bankruptcy counsel.


DYNCORP INTERNATIONAL: S&P Assigns 'B' Rating on 1st-Lien Facility
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '1'
recovery rating to DynCorp International Inc.'s (DI) amended
first-lien credit facility, which comprises a $24.8 million class A
revolver due July 7, 2016, a $107.3 million class B revolver due
July 7, 2019, and a $207.3 million term loan B-2 due July 7, 2020.
The '1' recovery rating indicates S&P's expectation for full
(90%-100%) recovery in a default scenario.

At the same time, S&P assigned its 'CCC-' issue-level rating and
'6' recovery rating to the company's proposed 11.875% senior
secured second-lien notes due 2020, which the company is offering
in exchange (plus $45 million in cash) for its $455 million 10.375%
unsecured notes due 2017.  The '6' recovery rating indicates S&P's
expectations of minimal (0-10%) recovery in a default scenario.

The amended credit facility and note exchange are part of the
company's plans to refinance its existing capital structure and
extend its debt maturities.  The issue-level ratings are based on
S&P's belief that we will likely upgrade DI to 'CCC+' once the
transactions close.

All of S&P's other ratings on DI remain on CreditWatch, where it
placed them with positive implications on May 4, 2016, pending the
completion of the proposed refinancing.  The likely upgrade
reflects S&P's assessment that, although the transactions will
improve the company's liquidity, S&P still believes it will have an
unsustainable capital structure.

RECOVERY ANALYSIS

Key analytical factors:

   -- S&P's recovery analysis assumes that the proposed
      refinancing is completed as planned and that all of the
      existing unsecured notes are exchanged.  It also assumes
      that the class A revolver expires as scheduled in July 2016
      and is not extended and that the commitments under the class

      B revolver are reduced by 20% to $85.8 million in June 2016
      as stipulated in the support agreement.

   -- S&P assumes that the company defaults in 2017 before it
      makes the required $22.5 million payment on its term loan.
      S&P's default scenario assumes that the company loses the
      INL Air Wing contract and this loss is not offset by new
      business or growth on existing contracts, resulting in a
      significant decline in revenue and earnings that leads to a
      payment default.

   -- S&P believes that DI's business model would remain viable
      due to its remaining government contracts and wide range of
      capabilities.  Therefore, S&P believes that debtholders
      would receive the maximum value from a reorganization of the

      company as opposed to a liquidation.

   -- Other key default assumptions include: LIBOR increases to
      200 basis points (bps); the class B revolver is 85% drawn z
      the letters of credit at default are estimated to be
      $43 million and remain outstanding but undrawn); a 100 bps
      increase in the costs of borrowing on the revolver and term
      loan resulting from credit deterioration; and all debt has
      six months of interest outstanding at the point of default.

Simulated default and valuation assumptions
   -- Simulated year of default: 2017
   -- EBITDA at emergence: $71 million
   -- EBITDA multiple: 4x

Simplified waterfall
   -- Net enterprise value (after 7% admin. costs): $266 million
   -- Valuation split (obligors/nonobligors): 100%/0%
   -- Value available to first-lien debt claims
      (collateral/noncollateral):
   -- $266 million/$0
   -- Secured first-lien debt claims: $256 million
   -- Recovery expectations: 90%-100%
   -- Value available to second-lien debt claims
      (collateral/noncollateral):
   -- $10 million/$0
   -- Secured second-lien debt claims: $441 million
      -- Recovery expectations: 0%-10%
   -- Secured third-lien debt claims: $32 million
      -- Recovery expectations: Not applicable
      -- Recovery expectations: Not applicable

Note: All debt amounts include six months of prepetition interest.
Collateral value equals asset pledge from obligors after priority
claims plus equity pledge from nonobligors after nonobligor debt.

RATINGS LIST

DynCorp International Inc.
Corporate Credit Rating               CCC/Watch Pos/--

Ratings Assigned

DynCorp International Inc.
$24.8M Class A Revolver               B
Due 7/7/16
  Recovery Rating                      1
$107.3M Class B Revolver              B
Due 7/7/19
  Recovery Rating                      1
$207.3M Trm Ln B-2 Due 7/7/2020       B
  Recovery Rating                      1
11.875% 2nd-Ln Nts due 11/30/2020     CCC-
  Recovery Rating                      6



EAST AFRICAN DRILLING: OEJP Asks Court to Dismiss Ch. 11 Case
-------------------------------------------------------------
OEJP, LLC, asks the Bankruptcy Court to dismiss the East African
Drilling, Ltd.'s Chapter 11 case, among other things, because it is
a bad faith filing.

OEJP narrates that counsel for the Debtor advised the Court during
the State Court Litigation that "the Debtor's funds and business
activities have ceased as a result of its lender Assured Risk
Transfer, LLC's actions including foreclosure of its security
interest in Rig 102 which is the subject of the State Court's Oct.
16, 2015 Temporary Injunction and Order for Issuance of Writs of
Sequestration and Attachments."

According to OEJP, since the Debtor cannot post bond to stay
execution pending appeal after the Debtor lost in the State Court
proceeding, the Debtor now seeks refuge in bankruptcy court -- a
litigation tactic to attempt to re-litigate matters already
determined -- with nothing to reorganize.

OEJP further relays that there is no legitimate purpose to the
Debtor's Chapter 11 filing considering that there is no going
concern to speak of since the Debtor has no operations and there
are no employees to protect. Also, the Debtor does not have any
cash or income to fund the administration of this Chapter 11 case,
therefore there is no bankruptcy purpose but rather only an abuse
of the bankruptcy system.

Moreover, OEJP further tells the Court that the Debtor has
initiated its bankruptcy filing only to obtain the automatic stay
so that its purported secured lender, who failed to perfect its
lien on the Debtor's asset, can avoid posting a supercedeas bond to
stay collection efforts of OEJP that owns a valid judgment in
excess of $5 million against the Debtor.

OEJP, LLC is represented by:

       J.B. (Trey) Henderson III, Esq.
       Reed W. Burritt, Esq.
       DOYLE RESTREPO HARVIN & ROBBINS, L.L.P.
       The Lyric Centre
       440 Louisiana Street, Suite 2300
       Houston, Texas 77002
       Telephone: (713) 228-5100
       Facsimile: (713) 228-6138
       Email: thenderson@drhrlaw.com
              rburritt@drhrlaw.com

            About East African Drilling

East African Drilling LTD. filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Tex. Case No. 16-31447) on March 25, 2016.  The
petition was signed by Shane Reeves as restructuring officer.  The
Debtor disclosed total assets of $10 million and total debts of
$45.35 million.  James B. Jameson, Esq., represents the Debtor as
counsel.  Judge Karen K. Brown has been assigned the case.


ENERGY AND EXPLORATION: Emerges from Chapter 11 Restructuring
-------------------------------------------------------------
Energy and Exploration Partners, LLC and its debtor affiliates
("ENXP" or the "Company") on May 13 disclosed that they have
officially concluded their chapter 11 financial reorganization
after completing all required actions and satisfying the remaining
conditions to effectiveness of their Plan of Reorganization, which
was confirmed by the US Bankruptcy Court for the Northern District
of Texas (Fort Worth) by order dated April 26, 2016.  By working
constructively with its creditors, ENXP emerges from chapter 11
having reduced its total debt by $1.1 billion and with a new
capital structure that provides operational flexibility for the
Company to enhance exploration and development of its assets in the
East Texas stacked play.  ENXP emerges from chapter 11 five months
after filing for bankruptcy protection, and with significant
support from its new owners.

In conjunction with its emergence from chapter 11, ENXP also closed
on its new $90 million senior secured credit facility, which will
provide sufficient liquidity for ENXP after satisfying the
Company's debtor-in-possession obligations and other restructuring
related expenses.  All interest expenses related to this credit
facility will be payable in kind.  The new credit facility gives
ENXP adequate liquidity and flexibility to further invest in its
business and to fund its strategic plan.

With the restructuring completed, ENXP can now also dedicate
resources to invest in targeted projects to enhance current
production volumes and develop other long-term growth options on
its East Texas assets.  Investments will be based on a prudent
allocation of capital that acknowledges the current economic
environment facing the industry.

Appointment of Interim CEO

Dr. Peter Hill has been appointed to the role of interim Chief
Executive Officer of ENXP.  He succeeds Mr. B. Hunt Pettit, who
left the Company in April 2016, after founding ENXP in 2006. Dr.
Hill has over 40 years of experience in the international oil and
gas industry.  Since starting his career, Dr. Hill has worked for
British Petroleum in various senior positions, including Chief
Geologist, Chief of Staff for BP Exploration, and Regional Director
for Central and South America, and subsequently held chief
executive roles with and served on the boards of directors of a
number of exploration and production companies.  Dr. Hill has a
B.Sc. (Honors) and a Ph.D. in Geology.

"With this restructuring we have accomplished a great deal," said
Dr. Hill.  "With a stronger balance sheet, access to liquidity and
a renewed sense of purpose and focus on simplification, execution
and development, I am confident we can capitalize on the value this
enterprise is capable of achieving.  I want to extend our genuine
gratitude to our employees, vendors and customers for their
dedication and hard work under very difficult circumstances.
Thanks to their performance, we maintained operations without
interruption and retained the institutional knowledge and expertise
needed to move forward."

ENXP has been advised throughout this process by the law firm of
Bracewell LLP, investment bank Evercore, financial advisor AP
Services, LLC, as well as Prime Clerk LLC and EnerCom, Inc.

                   About Energy & Exploration

Energy & Exploration Partners, Inc., Energy & Exploration Partners,
LLC and Energy & Exploration Partners Operating GP, LLC filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Proposed Lead
Case No. 15-44931) on Dec. 7, 2015.  John R. Castellano signed the
petition as interim chief financial officer.  Judge Russell F.
Nelms has been assigned the case.

The Debtors own approximately 61,323 net acres in Texas and
Wyoming.  In Texas, the Debtors' operations are located throughout
Madison, Grimes, Leon, Houston and Walker Counties, where the
Debtors are pursuing opportunities in the Buda-Rose stacked
comingled play, the Woodbine sandstone, the Eagle Ford shale and
other stacked formations in the region.  As of the Petition Date,
the Debtors employ approximately 59 people across their various
operations.

The Debtors have engaged Bracewell & Giuliani, LLP as counsel,
Evercore Group LLC as financial advisor, AP Services, LLC as
restructuring advisor, Ernst & Young as tax advisor, Hein &
Associates as independent auditor and Prime Clerk LLC as notice,
claims and balloting agent.

                           *     *     *

Under Energy & Exploration Partners, Inc., et al.'s First Amended
Plan of Reorganization, holders of Class 5 - General Unsecured
Claims are projected to recover 4.6% of their total allowed claims.
The Debtors, on the Effective Date, will transfer $2,250,000 to
the Creditor Trust, which amount will be used to (a) administer the
Credit Trust Assets for the benefit of Holders of Allowed General
Unsecured Claims and pay all Creditor Trust Expenses; and (b) to
fund distributions to Holders of Class A Interests.


ENERGY XXI: Asks Court OK to Hire BDO USA as Auditor
----------------------------------------------------
Energy XXI Ltd, et al., seek permission from the U.S. Bankruptcy
Court for the Southern District of Texas to employ BDO USA, LLP, as
auditor for the Debtors, nunc pro tunc to the Petition Date.

BDO USA's anticipated services in these chapter 11 cases include:

a. EPL Oil & Gas, Inc.

      (i) perform an audit of Consolidated Financial Statements of

          the Company as of and for the year ending June 30, 2016;

     (ii) perform Quarterly Reviews -- review services for (i) the

          quarter ended March 31, 2016, to be included in the
          Company's Form 10-Q and (ii) the quarter ending June 30,

          2016, to be included in an unaudited note to the annual
          consolidated financial statements to be included in the
          Company's Form 10-K;

    (iii) provide services associated with SEC registration
          statements, periodic reports, and other documents filed
          with the SEC, or other documents issued in connection
          with securities offerings, and assistance in responding
          to SEC comment letters; and

     (iv) provide consultations on accounting matters, including
          bankruptcy accounting matters and bankruptcy retention
          and billing.

b. Energy XXI Ltd.

      (i) provide an Integrated Audit of Consolidated Financial
          Statements and Internal Control Over Financial Reporting

          of the Company as of and for the year ending June 30,
          2016;

     (ii) perform Quarterly Reviews of the Company -- review
          services for (i) the quarter ended March 31, 2016, to be

          included in the Company's Form 10-Q and (ii) the quarter

          ending June 30, 2016, to be included in an unaudited
          note to the annual consolidated financial statements to
          be included in the Company's Form 10-K;

    (iii) provide services associated with SEC registration
          statements, periodic reports, and other documents filed
          with the SEC, or other documents issued in connection
          with securities offerings, and assistance in responding
          to SEC comment letters;

     (iv) perform an Employee Benefit Plan Audit for the year
          ending June 30, 2016 -- Energy XXI Service Plan; and

      (v) provide consultations on accounting matters, including
          bankruptcy accounting matters and bankruptcy retention
          and billing.

c. Energy XXI Gulf Coast, Inc.

      (i) perform an Audit of Consolidated Financial Statements -
          Energy XXI Gulf Coast, Inc., and subsidiaries as of and
          for the year ending June 30, 2016;

     (ii) provide services associated with SEC registration
          statements, periodic reports, and other documents filed
          with the SEC, or other documents issued in connection
          with securities offerings, and assistance in responding
          to SEC comment letters; and

    (iii) provide consultations on accounting matters, including
          bankruptcy accounting matters and bankruptcy retention
          and billing.

BDO USA will also be available to provide such other accounting and
auditing services as the Debtors and its management team may deem
necessary.

BDO USA will charge the Debtors based on its agreed discounted
hourly rates:

          Partners                     $385-$585
          Senior Director                 $350
          Senior Managers                 $280
          Managers                        $265
          Seniors                      $175-$195
          Associates                   $115-$125

Rocky Horvath, a partner at BDO USA, assures the Court that neither
the firm nor any members of the firm had any business,
professional, or other connection with the Debtors or any
other party in interest.  Mr. Horvath says tat no partner or
employee of BDO USA has been a director, officer, or employee of
the Debtors within two years of the Petition Date as specified in
subparagraph (B) of 11 U.S.C. Section 101(14).

BDO USA can be reached at:

          Rocky Horvath
          BDO USA, LLP
          2929 Allen Parkway, 20th Floor
          Houston, TX 77019-7100
          Tel: (713) 960-1706
          Fax: (713) 960-9549
          Website: www.bdo.com

                        About Energy XXI

Energy XXI Ltd was incorporated in Bermuda on July 25, 2005.  With
its principal operating subsidiary headquartered in Houston,
Texas,
Energy XXI is engaged in the acquisition, exploration, development
and operation of oil and natural gas properties onshore in
Louisiana and Texas and in the Gulf of Mexico Shelf.  It is listed
on the NASDAQ Global Select Market under the symbol "EXXI".

Energy XXI Ltd and 25 of its affiliates filed on April 14, 2016,
bankruptcy petitions in the U.S. Bankruptcy Court for the Southern
District of Texas (Bankr. S.D. Tex. Lead Case No. 16-31928).  The
petitions were signed by Bruce W. Busmire, the CFO.  Judge Karen
K.
Brown is assigned to the cases.

Energy XXI Ltd on April 14, 2016, also filed a winding-up petition
commencing an official liquidation proceeding under the laws of
Bermuda before the Supreme Court of Bermuda.

The Debtors sought bankruptcy protection after reaching a deal
with
lenders on the filing of a restructuring plan that would convert
$1.45 billion owed to second lien noteholders into equity of the
reorganized company.

The Debtors have hired Vinson & Elkins LLP as counsel, Gray Reed &
McGraw, P.C. as special counsel, Conyers Dill & Pearman as Bermuda
counsel, Locke Lord LLP as regulatory counsel, PJT Partners LP as
investment banker, Opportune LLP as financial advisor, Epiq
Systems, Inc., as notice and claims agent.


ENERGY XXI: Employs Conyers Dill as Special Bermuda Counsel
-----------------------------------------------------------
Energy XXI Ltd, et al., ask for permission from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Conyers Dill &
Pearman Limited as special Bermuda counsel, nunc pro tunc to the
Petition Date, to advise and represent them on all aspects of
Bermuda restructuring and insolvency law.

By separate application, the Debtors seek to employ the law firm of
Vinson & Elkins LLP to serve as its counsel in these Chapter 11
cases.  Conyers Dill will not serve as counsel to the Debtors with
respect to matters pertaining to United States bankruptcy law, and
while certain aspects of the representation will necessarily
involve Conyers Dill and V&E, the Debtors believe that the services
Conyers Dill will provide will be complementary rather than
duplicative of the services to be performed by V&E.  The Debtors
are mindful of the need to avoid duplication of services, and
appropriate procedures will be implemented to ensure that there is
minimal duplication of effort as a result of Conyers Dill's role as
special Bermuda counsel.

Debtor Energy XXI Ltd is a Bermuda corporation.  The filing of
Chapter 11 cases in the U.S. required the commencement of parallel
winding up proceedings in Bermuda pursuant to the Bermuda Companies
Act 1981, and the appointment of a provisional liquidator.  Energy
XXI has commenced a parallel winding up
proceeding in Bermuda and a provisional liquidator was appointed on
April 15, 2016.  Moreover, an important aspect of the restructuring
term sheet accompanying the Debtors' restructuring
support agreement is the treatment of the Energy XXI preferred and
common stock, as well as the commencement of the parallel
proceeding to implement the transaction steps.  An ongoing review
and analysis of various laws of Bermuda will be necessary.  The
Debtors will require counsel well versed in the local laws of
Bermuda.

Conyers Dill's current hourly rates for matters related to these
Chapter 11 cases range from $600 to $800 per hour for attorneys and
are $100 per hour for paraprofessionals and other time keepers.
Robin Mayor is expected to have primary responsibility for
providing services to the Debtors and will be paid an hourly rate
of $800.

A total of $75,000 in retainer was paid in advance by the Debtors
prior to the Petition Date to Conyers Dill.  As of the Petition
Date, Conyers Dill has been paid for all professional services and
expenses rendered to the Debtors prior to the Petition Date, and
the remaining amount of the Retainer was $43,153.39.

Robin J. Mayor, Director and Head of Insolvency & Restructuring in
the Bermuda office of Conyers Dill, assures the Court that the firm
has not and currently does not represent any interested party
(other than Debtors) with respect to these Chapter 11 cases.  Mr.
Mayor says that Conyers Dill does not hold or represent an interest
adverse to the Debtors' estates that would otherwise render Conyers
Dill ineligible to serve as special Bermuda counsel for the Debtors
pursuant to the provisions of Section 327(e) of the Bankruptcy
Code.

Conyers Dill can be reached at:

      Robin J. Mayor
      Conyers Dill & Pearman Limited
      Clarendon House, 2 Church Street
      P.O. Box HM 666
      Hamilton HM CX, Bermuda
      Tel: (441) 295-1422
      Fax: (441) 292-4720
      E-mail: Robin.Mayor@conyersdill.com
      Website: conyersdill.com

                        About Energy XXI

Energy XXI Ltd was incorporated in Bermuda on July 25, 2005.  With
its principal operating subsidiary headquartered in Houston,
Texas,
Energy XXI is engaged in the acquisition, exploration, development
and operation of oil and natural gas properties onshore in
Louisiana and Texas and in the Gulf of Mexico Shelf.  It is listed
on the NASDAQ Global Select Market under the symbol "EXXI".

Energy XXI Ltd and 25 of its affiliates filed on April 14, 2016,
bankruptcy petitions in the U.S. Bankruptcy Court for the Southern
District of Texas (Bankr. S.D. Tex. Lead Case No. 16-31928).  The
petitions were signed by Bruce W. Busmire, the CFO.  Judge Karen
K.
Brown is assigned to the cases.

Energy XXI Ltd on April 14, 2016, also filed a winding-up petition
commencing an official liquidation proceeding under the laws of
Bermuda before the Supreme Court of Bermuda.

The Debtors sought bankruptcy protection after reaching a deal
with
lenders on the filing of a restructuring plan that would convert
$1.45 billion owed to second lien noteholders into equity of the
reorganized company.

The Debtors have hired Vinson & Elkins LLP as counsel, Gray Reed &
McGraw, P.C. as special counsel, Conyers Dill & Pearman as Bermuda
counsel, Locke Lord LLP as regulatory counsel, PJT Partners LP as
investment banker, Opportune LLP as financial advisor, Epiq
Systems, Inc., as notice and claims agent.


ENERGY XXI: Employs KPMG LP as Accounting Advisor
-------------------------------------------------
Energy XXI Ltd, et al., ask for authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to employ KPMG
LP as accounting advisor, nunc pro tunc to the Petition Date, to
provide other consulting, advice, research, planning, and analysis
regarding accounting advisory services as may be necessary,
desirable, or requested from time to time.

KPMG will provide, among other things, these accounting advisory
services:

   1. Accounting Advisory Services

      i. provide technical accounting and financial reporting
         advisory services, including:

            a. meet with the Debtors' personnel to identify the
               accounting issues under consideration;

            b. understand the Debtors' proposed accounting
               position, the potential viewpoints and alternatives

               related to the various accounting issues and the
               positions taken;

            c. perform research of accounting literature,
               accounting practice, and the experience of selected

               KPMG personnel for similar transactions and
               summarize the results; and

            d. communicate results per the Debtors' requested
               format, which may consist of:

                  1. KPMG comments on white papers or other
                     documentation drafted;

                  2. KPMG memorandums or presentations,
                     accompanied by summaries based on the
                     Debtors' accounting records; or

                  3. discussions with Debtors.

The hourly rates for accounting advisory services to be rendered by
KPMG are:

         Partners and Managing Directors        $750
         Senior Managers and Directors          $650
         Managers                               $550
         Senior Associates                      $450

The Debtors believe that the services provided by KPMG will not
duplicate the services that other professionals will be providing
to the Debtors in these Chapter 11 cases.  KPMG will carry out
unique functions and will use reasonable efforts to coordinate
with the Debtors and the other professionals retained in these
Chapter 11 cases to avoid the unnecessary duplication of services.

Erik Lange, Certified Public Accountant and a partner of KPMG,
assures the Court that the firm is a disinterested person as that
term is defined in Section 101(14) of the Bankruptcy Code, as
modified by Section 1107(b) of the Bankruptcy Code.

KPMG can be reached at:

         Erik Lange
         KPMG LLP
         345 Park Avenue
         New York, NY 10154
         Tel: (212) 758-9700
         Fax: (212) 758-9819
         Website: www.us.kpmg.com

                           About Energy XXI

Energy XXI Ltd was incorporated in Bermuda on July 25, 2005.  With
its principal operating subsidiary headquartered in Houston,
Texas,
Energy XXI is engaged in the acquisition, exploration, development
and operation of oil and natural gas properties onshore in
Louisiana and Texas and in the Gulf of Mexico Shelf.  It is listed
on the NASDAQ Global Select Market under the symbol "EXXI".

Energy XXI Ltd and 25 of its affiliates filed on April 14, 2016,
bankruptcy petitions in the U.S. Bankruptcy Court for the Southern
District of Texas (Bankr. S.D. Tex. Lead Case No. 16-31928).  The
petitions were signed by Bruce W. Busmire, the CFO.  Judge Karen
K.
Brown is assigned to the cases.

Energy XXI Ltd on April 14, 2016, also filed a winding-up petition
commencing an official liquidation proceeding under the laws of
Bermuda before the Supreme Court of Bermuda.

The Debtors sought bankruptcy protection after reaching a deal
with
lenders on the filing of a restructuring plan that would convert
$1.45 billion owed to second lien noteholders into equity of the
reorganized company.

The Debtors have hired Vinson & Elkins LLP as counsel, Gray Reed &
McGraw, P.C. as special counsel, Conyers Dill & Pearman as Bermuda
counsel, Locke Lord LLP as regulatory counsel, PJT Partners LP as
investment banker, Opportune LLP as financial advisor, Epiq
Systems, Inc., as notice and claims agent.


ENERGY XXI: Hires Gray Reed as Special Corporate Counsel
--------------------------------------------------------
Energy XXI Ltd, et al., ask for permission from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Gray Reed &
McGraw, P.C., as special corporate counsel, nunc pro tunc to the
Petition Date.

The Debtors seek the authority to employ and retain Gray Reed to
represent the Debtors in legal, non-bankruptcy matters as the
Debtors may request, including (a) general corporate matters and
(b) financial matters, all pertaining to the Debtors' first lien
credit agreement and other collateral matters relating to secured
indebtedness.

Current standard hourly rates of the individuals within Gray Reed
are:

      Attorneys                 $250-$850
      Other Professionals       $150-$225

The Debtors believe that the services provided by Gray Reed will
not duplicate the services that Vinson & Elkins LLP and the other
professionals will be providing to the Debtors in these Chapter 11
cases.  Gray Reed will carry out unique functions and will use
appropriate efforts to coordinate with the Debtors, V&E and the
other professionals retained in these Chapter 11 cases to avoid the
unnecessary duplication of services..

Jeffrey D. Hopkins, Esq. -- jhopkins@grayreed.com -- a member at
Gray Reed, says that as of the Petition Date, Gray Reed is owed
$25,322.08 for professional services and expenses rendered to the
Debtors prior to the Petition Date.  During the 90-day period
before the Petition Date, Gray Reed invoiced the Debtors for an
aggregate total of $66,727.98, and the Debtors paid Gray Reed
(through cash payment), $41,405.90 on March 11, 2016.

Mr. Hopkins assures the Court that neither he, Gray Reed, nor any
partner or associate of the firm have any connection with the
Debtors, their creditors, or any other parties in interest, their
respective attorneys and accountants, the Office of the U.S.
Trustee, any person employed in the Office of the U.S. Trustee, or
any bankruptcy judge currently serving on the U.S. Bankruptcy Court
for the Southern District of Texas.  Gray Reed, says Mr. Hopkins,
does not hold or represent any interest adverse to the Debtor with
respect to the matters for which the firm is to be retained and
employed.

                        About Energy XXI

Energy XXI Ltd was incorporated in Bermuda on July 25, 2005.  With
its principal operating subsidiary headquartered in Houston,
Texas,
Energy XXI is engaged in the acquisition, exploration, development
and operation of oil and natural gas properties onshore in
Louisiana and Texas and in the Gulf of Mexico Shelf.  It is listed
on the NASDAQ Global Select Market under the symbol "EXXI".

Energy XXI Ltd and 25 of its affiliates filed on April 14, 2016,
bankruptcy petitions in the U.S. Bankruptcy Court for the Southern
District of Texas (Bankr. S.D. Tex. Lead Case No. 16-31928).  The
petitions were signed by Bruce W. Busmire, the CFO.  Judge Karen
K.
Brown is assigned to the cases.

Energy XXI Ltd on April 14, 2016, also filed a winding-up petition
commencing an official liquidation proceeding under the laws of
Bermuda before the Supreme Court of Bermuda.

The Debtors sought bankruptcy protection after reaching a deal
with
lenders on the filing of a restructuring plan that would convert
$1.45 billion owed to second lien noteholders into equity of the
reorganized company.

The Debtors have hired Vinson & Elkins LLP as counsel, Gray Reed &
McGraw, P.C. as special counsel, Conyers Dill & Pearman as Bermuda
counsel, Locke Lord LLP as regulatory counsel, PJT Partners LP as
investment banker, Opportune LLP as financial advisor, Epiq
Systems, Inc., as notice and claims agent.


ENERGY XXI: Hires Opportune LLP as Financial, Tax Advisor
---------------------------------------------------------
Energy XXI Ltd, et al., ask for authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Opportune LLP as financial advisor and tax advisor, nunc pro tunc
to the Petition Date.

Opportune will provide:

      1. financial advisory services:

         a. assistance in the preparation of financial related
            disclosures required by the Court, including but not
            limited to Schedules of Assets and Liabilities,
            Statements of Financial Affairs and Monthly Operating
            Reports; and

         b. assistance with information and analyses required
            pursuant to cash collateral documents;

         c. assistance with the identification and implementation
            of short-term cash management procedures;

         d. assistance with the identification of executory
            contracts and leases and performance of cost/benefit
            evaluations with respect to the affirmation or
            rejection of each;

         e. assistance to management and counsel focused on the
            coordination of resources related to the ongoing
            reorganization effort;

         f. assistance in the preparation of financial information

            for distribution to creditors and others, including,
            but not limited to, cash flow projections and budgets,

            cash receipts and disbursement analysis, analysis of
            various asset and liability accounts, and analysis of
            proposed transactions for which Court approval is
            sought;

         g. attendance at meetings and assistance in discussion
            with potential investors, banks, and other secured
            lenders, any official committee(s) appointed in these
            Chapter 11 cases, the U.S. Trustee, other parties in
            interest and professionals hired by same, as
            requested;

         h. analysis of creditor claims by type, entity, and
            individual claim, including assistance with
            development of databases to track the claims;

         i. assistance in the preparation of information and
            analysis necessary for the confirmation of a plan of
            reorganization in these Chapter 11 cases, including
            information contained in the plan and disclosure
            statement;

         j. assistance in the analysis and preparation of
            information necessary to assess the tax attributes
            related to the confirmation of a plan of
            reorganization in these Chapter 11 cases, including
            the development of the related tax consequences
            contained in the disclosure statement;

         k. litigation advisory services with respect to
            accounting and tax matters, along with expert witness
            testimony on case related issues; and

         l. rendering other general business consulting or other
            assistance management or counsel may deem necessary
            and consistent with the role of a financial advisor to

            the extent that it would not be duplicative of
            services provided by other professionals; and

      2. Tax Advisory Services

         a. quarterly assistance in reporting income tax
            consequences of company activities in the appropriate
            financial statements, including documentation of basis

            of presentation for examination by the company's
            employees, counsel, and external auditors; and

         b. other tax reporting and tax consulting services
            desired by the Debtors.

For its financial advisory services, Opportune will be paid at
these hourly rates:

            Partner                       $835
            Managing Director             $715
            Director                      $605
            Manager                       $540
            Senior Consultant             $420
            Consultant                    $335

Opportune received an initial retainer of $250,000 on Feb. 24,
2016, from the Debtors related to its financial advisory work.
Pursuant to the financial advisor engagement letter, the Retainer
will be carried by Opportune and credited against any amounts due
at the termination of the engagement, with any remaining amount of
the Retainer returned to the Debtors.  According to Opportune's
books and records, during the 90-day period prior to the Petition
Date, Opportune received approximately $1.1 million from the
Debtors for professional services performed and expenses incurred.
As of the Petition Date, no amounts were due or outstanding under
the engagement letters.

For its tax advisory services, Opportune will be paid at these
hourly rates:

            Partner                       $475
            Managing Director             $425
            Manager                       $315
            Consultant                    $215

The Debtors believe that the services provided by Opportune will
not duplicate the services that other professionals will be
providing to the Debtors in these Chapter 11 cases.

David Baggett, Managing Partner of Opportune, assures the Court
that the firm is a disinterested person as that term is defined in
Section 101(14) of the Bankruptcy Code, in that Opportune: (i) is
not a creditor, equity security holder, or insider of the Debtors;
(ii) was not, within two years before the Petition Date, a
director, officer, or employee of the Debtors; and (iii) does not
have an interest materially adverse to the interest of the Debtors'
estate or of any class of creditors or equity security holders.

Opportune can be reached at:

            David Baggett, Managing Partner
            OPPORTUNE LLP
            711 Louisiana Street, Suite 3100
            Houston, Texas 77002
            Tel: (713) 490-5050
            Fax: (713) 490-0355
            Website: www.opportune.com

                           About Energy XXI

Energy XXI Ltd was incorporated in Bermuda on July 25, 2005.  With
its principal operating subsidiary headquartered in Houston,
Texas,
Energy XXI is engaged in the acquisition, exploration, development
and operation of oil and natural gas properties onshore in
Louisiana and Texas and in the Gulf of Mexico Shelf.  It is listed
on the NASDAQ Global Select Market under the symbol "EXXI".

Energy XXI Ltd and 25 of its affiliates filed on April 14, 2016,
bankruptcy petitions in the U.S. Bankruptcy Court for the Southern
District of Texas (Bankr. S.D. Tex. Lead Case No. 16-31928).  The
petitions were signed by Bruce W. Busmire, the CFO.  Judge Karen
K.
Brown is assigned to the cases.

Energy XXI Ltd on April 14, 2016, also filed a winding-up petition
commencing an official liquidation proceeding under the laws of
Bermuda before the Supreme Court of Bermuda.

The Debtors sought bankruptcy protection after reaching a deal
with
lenders on the filing of a restructuring plan that would convert
$1.45 billion owed to second lien noteholders into equity of the
reorganized company.

The Debtors have hired Vinson & Elkins LLP as counsel, Gray Reed &
McGraw, P.C. as special counsel, Conyers Dill & Pearman as Bermuda
counsel, Locke Lord LLP as regulatory counsel, PJT Partners LP as
investment banker, Opportune LLP as financial advisor, Epiq
Systems, Inc., as notice and claims agent.


ENERGY XXI: Hires Vinson & Elkins as Bankruptcy Counsel
-------------------------------------------------------
Energy XXI Ltd, et al., ask for authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Vinson & Elkins L.L.P. as bankruptcy counsel, nunc pro tunc to
April 14, 2016, the Petition Date.

V&E will, among other things, render these legal services:

      a. provide legal advice with respect to the Debtors' powers
         and duties as debtors in possession in the operation of
         their businesses and the management of estate property;

      b. take all necessary steps to protect and preserve the
         Debtors' bankruptcy estates;

      c. serve as counsel of record for the Debtors in all aspects

         of these Chapter 11 cases, including, without limitation,

         the prosecution of actions on behalf of the Debtors, the
         defense of any actions commenced against the Debtors, and

         objections to claims filed against the Debtors' estates;

      d. prepare on behalf of the Debtors all necessary motions,
         answers, orders, reports, and other legal papers in
         connection with the administration of their bankruptcy
         estates;

      e. assist in the confirmation of the Debtors' Chapter 11
         plan and disclosure statement;

      f. advise the Debtors regarding tax matters;

      g. represent the Debtors in connection with obtaining
         authority to continue using cash collateral;

      h. advise the Debtors with respect to corporate and
         litigation matters;

      i. consult with the U.S. Trustee for the Southern District
         of Texas, the Committee, any other committees appointed
         in these Chapter 11 cases, and all other creditors and
         parties in interest concerning the administration of
         these Chapter 11 cases; and

      j. provide representation and all other legal services
         required by the Debtors in discharging their duties as
         debtors in possession or otherwise in connection with
         these Chapter 11 cases.

V&E's current hourly rates for matters related to these Chapter 11
cases range from $365 to $1,200 per hour for attorneys and from
$125 to $355 per hour for paraprofessionals and other time
keepers.

Per the terms of the engagement letter, on Feb. 23, 2016, the
Debtors paid $1 million to V&E.  Those funds constituted an advance
payment retainer under the terms of the engagement letter.  After
Feb. 23, 2016, the Debtors paid V&E additional advance payment
retainers totaling $6,730,349.83.

As of the Petition Date, the balance of V&E's advance payment
retainer trust account is $2,933,174.24.  The funds will be held in
the advance payment retainer trust account during the pendency of
these Chapter 11 cases, subject to further Order of this Court.

David S. Meyer, Esq. -- dmeyer@velaw.com -- a partner at V&E, tells
the Court that
V&E previously has represented, currently represents, and might in
the future represent entities that are claimants in these Chapter
11 cases; however, the firm's representation of those entities is
in matters that are unrelated to the Debtors.  V&E has not, does
not, and will not represent any of the entities or individuals or
any of their respective subsidiaries or affiliates, in matters
related to these Chapter 11 cases.  V&E has not represented the
Debtors in connection with these Chapter 11 cases prior to February
2016.

                        About Energy XXI

Energy XXI Ltd was incorporated in Bermuda on July 25, 2005.  With
its principal operating subsidiary headquartered in Houston,
Texas,
Energy XXI is engaged in the acquisition, exploration, development
and operation of oil and natural gas properties onshore in
Louisiana and Texas and in the Gulf of Mexico Shelf.  It is listed
on the NASDAQ Global Select Market under the symbol "EXXI".

Energy XXI Ltd and 25 of its affiliates filed on April 14, 2016,
bankruptcy petitions in the U.S. Bankruptcy Court for the Southern
District of Texas (Bankr. S.D. Tex. Lead Case No. 16-31928).  The
petitions were signed by Bruce W. Busmire, the CFO.  Judge Karen
K.
Brown is assigned to the cases.

Energy XXI Ltd on April 14, 2016, also filed a winding-up petition
commencing an official liquidation proceeding under the laws of
Bermuda before the Supreme Court of Bermuda.

The Debtors sought bankruptcy protection after reaching a deal
with
lenders on the filing of a restructuring plan that would convert
$1.45 billion owed to second lien noteholders into equity of the
reorganized company.

The Debtors have hired Vinson & Elkins LLP as counsel, Gray Reed &
McGraw, P.C. as special counsel, Conyers Dill & Pearman as Bermuda
counsel, Locke Lord LLP as regulatory counsel, PJT Partners LP as
investment banker, Opportune LLP as financial advisor, Epiq
Systems, Inc., as notice and claims agent.


FAIRWAY GROUP: Disclosure Statement Hearing Set for June 7
----------------------------------------------------------
The Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York will hold a hearing on June 7, 2016,
at 10:00 a.m. (prevailing Eastern Time) to consider the adequacy of
the disclosure statement dated May 2, 2016, explaining the Chapter
11 plan of reorganization filed by Fairway Group Holdings Corp. and
its debtor-affiliates, and confirm the Debtors' plan.  Objections,
if any, are due May 31, 2016, at 5:00 p.m. (prevailing Eastern
Time).

Deadline for the submission to accept or reject the Debtors' plan
is May 12, 2016, at 5:00 p.m. (prevailing Eastern Time).

The Debtors' plan provides that holders of allowed prepetition
general unsecured claims, including trade, landlord and employees
claims against the Debtors, will be paid, or otherwise treated, in
the ordinary course as if the Debtors had not commenced these
Chapter 11 cases.  The Debtors' senior secured lenders will receive
their pro-rata share of:

   i) 90% of new common stock in reorganized holdings;
  ii) a $45 million last out exit term loan; and
iii) a $39 million unsecured subordinated loan.

All existing shares of class A common stock and class B common
stock in Fairway Group Holdings Corp. will be cancelled under the
plan and holders of these interests will not receive any
distributions.

The plan is a "prepackaged" plan of reorganization.  Only holders
of class 3 claims, the secured loan claims arising under the
Debtors' prepetition credit agreement, are entitled to vote to
accept or reject the plan.  All other classes of claims are either
deemed to accept or deemed to reject the plan.

On May 2, 2016, the Debtors commenced solicitation of votes to
accept the plan from holders of class 3 claims of record as of
April 29, 2016.

                           About Fairway

Headquartered in New York, Fairway Group Holdings Corp. is a food
retailer offering customers a differentiated one-stop shopping
experience "Like No Other Market".  Fairway claims to have
established itself as a leading food retailing destination in the
Greater New York City metropolitan area, with stores that emphasize
an extensive selection of fresh, natural and organic products,
prepared foods and hard-to-find specialty and gourmet offerings,
along with a full assortment of conventional groceries.

Fairway operates 15 locations in the Greater New York City
metropolitan area, including four Fairway Wines & Spirits
locations.  Seven Fairway stores are located in New York City and
the remainder of Fairway's stores are located in New York (outside
of New York City), New Jersey and Connecticut.

Fairway Group, et al., filed Chapter 11 bankruptcy petitions
(Bankr. S.D.N.Y. Proposed Lead Case No. 16-11241) on May 2, 2016.
The petitions were signed by Edward C. Arditte as co-president and
chief financial officer.

The Debtors have engaged Weil, Gotshal & Manges LLP as counsel,
Norton Rose Fulbright US LLP as special corporate counsel, Curtis,
Mallet-Prevost, Colt & Mosle LLP as conflicts counsel, Alvarez &
Marsal as financial advisor and Prime Clerk LLC as claims and
noticing agent.


FAIRWAY GROUP: Moody's Assigns B1 Rating on $55MM DIP Term Loan
---------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to the $55 million
super priority senior secured term loan (DIP term loan) and the $31
million super priority senior secured revolving credit facility
available for issuance of letters of credit (DIP revolver) of
Fairway Group Acquisition Company (Fairway) as Debtor-in-Possession
(DIP).  Both DIP credit facilities mature the earliest of (i) July
29, 2016; (ii) the consummation of any sale of all or substantially
all of the debtors' assets; (iii) the acceleration of the DIP Loans
and the termination of the DIP commitments upon an event of
default; and (iv) the effective date of a prepackaged plan.

Fairway is a grocery store operator with 15 grocery stores and 4
wine stores in New York, New Jersey and Connecticut.  Revenues
totaled $764 million for the LTM period ending Dec. 27, 2015.
Moody's withdrew all previous ratings for Fairway on May 3, 2016.
The current ratings are being assigned on a point-in-time basis and
will not be monitored going forward and therefore no outlook will
be assigned.

Ratings assigned to Fairway as Debtor-in-Possession are:

   -- $55 million super priority senior secured term loan, rated
      B1
   -- $31 million super priority senior secured revolving credit
      facility, rated B1

RATINGS RATIONALE

The ratings reflect the size of the DIP facilities versus an
estimated recovery value under either a reorganization or
liquidation scenario.  Other key considerations include: the
structural features of the DIP facility, the nature of the
bankruptcy and reorganization and the DIP size as a percentage of
pre-petition debt.

Several factors that led to Fairway's financial problems and
subsequent prepackaged chapter 11 filing include a very high debt
burden relative to its profitability and cash flows, increasing
promotional business environment, intense price competition with
bigger and better capitalized competitors, very weak liquidity and
aggressive new store growth which strained capital resources.
Fairway's operations are highly concentrated geographically and the
combination of small size and close proximity of its stores makes
it vulnerable to competitive openings.

"We remain concerned that the industry and business challenges
previously outlined will remain over the intermediate term thereby
creating a challenging task for management to improve same store
sales and profitability in a highly competitive and promotional
environment", Mickey Chadha Vice President at Moody's Investors
Service said.  "However, the company's stores are relatively new
with low maintenance capital expenditure requirements and the
company has a good local market presence with good brand
awareness", Chadha further stated.

As a result, the primary source of liquidity during the term of the
DIP facilities will be cash provided by borrowings under the DIP
credit facilities.  Liquidity could be further strained if supply
is disrupted or if vendors insist on tighter terms. However,
according to the court order, if vendors accept payment
post-petition, they agree to continue to provide goods and/or
services to the debtors, on terms that are as good as or better
than the terms and conditions (including credit terms) that existed
180 days prior to the filing date (May 2nd, 2016), or on other
terms satisfactory to the debtors in the reasonable exercise of
their business judgment.

The company has reached an agreement with its senior secured
lenders holding more than 70% of the company's senior secured debt
on the terms of a reorganization that will eliminate approximately
$140 million of senior secured debt and provide financing to
restructure the Company's balance sheet.  In accordance with the
Prepackaged Plan, holders of general unsecured claims, including
suppliers, employees, unions and all other trade creditors will
receive full payment of existing obligations in the ordinary course
of business with no impairment.  The five collective bargaining
agreements between Fairway and each of the unions will be assumed
under the Prepackaged Plan and will remain in effect.

As a part of the Prepackaged Plan, the company entered into an
agreement with holders of the company's senior secured loans.  The
supporting lenders agreed to vote in favor of the company's
Prepackaged Plan and exchange their loans for common equity and $84
million of new exit debt of the reorganized company.  In addition,
the DIP facilities will also be refinanced with new exit
financing.

The bankruptcy process will enable the company to reduce costs and
improve liquidity by giving it the ability to reject unfavorable
leases, renegotiate contracts and moving to a more manageable
capital structure.  Fairway Lake Grove LLC which operates the Lake
Grove store in New York is not part of the bankruptcy filing as the
company pursues other strategic alternatives for this store.

Both the DIP credit facilities contain upstream guarantees from all
operating subsidiaries.  The credit facilities benefit from a
security package that includes a first lien on all assets of the
company and its subsidiaries including capital stock and first
priority priming liens on all assets securing pre-petition debt and
the reporting requirements to DIP lenders outlined in the DIP
credit agreement are adequate.

With regards to the collateral coverage available to the DIP
lenders, Fairway's business model results in a relatively low level
of tangible asset value overall.  The use of operating leases
limits real estate ownership while the value of inventories is
limited by its perishable nature.  On a going concern basis Moody's
estimates coverage for the DIP facilities to be at least 1.0x.
While this would be sufficient to cover the outstandings under the
DIP facilities the coverage is weak.

The DIP credit agreement does not contain any financial covenants.
However, it does contain a number of negative covenants which
include limitations on indebtedness, liens, guarantees, negative
pledges, restricted payments, subsidiary distributions,
investments, fundamental changes, disposition of assets,
acquisitions, disposal of subsidiary interests, sale and
lease-backs, transactions with affiliates, conduct of business and
deposit accounts.

The principal methodology used in these ratings was
Debtor-In-Possession Lending published in March 2009.



FAIRWAY GROUP: Substantial Stockholder Procedures Approved
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
entered an order establishing procedures that, in certain
circumstances, restrict transactions involving, and require notices
of the holdings of and proposed transactions by, any person or
group of persons that is or, as a result of such transaction, would
become a substantial stockholder of common stock issued by Fairway
Group Holdings Corp. ("holdings") and its debtor-affiliates.

For the purpose of the procedures, a "substantial stockholder" is
any person or entity that beneficially owns, directly or
indirectly, at least 2,095,000 shares of any class of common stock
or at least 675,00 shares of Class B common stock of holdings.

                           About Fairway

Headquartered in New York, Fairway Group Holdings Corp. is a food
retailer offering customers a differentiated one-stop shopping
experience "Like No Other Market".  Fairway claims to have
established itself as a leading food retailing destination in the
Greater New York City metropolitan area, with stores that emphasize
an extensive selection of fresh, natural and organic products,
prepared foods and hard-to-find specialty and gourmet offerings,
along with a full assortment of conventional groceries.

Fairway operates 15 locations in the Greater New York City
metropolitan area, including four Fairway Wines & Spirits
locations.  Seven Fairway stores are located in New York City and
the remainder of Fairway's stores are located in New York (outside
of New York City), New Jersey and Connecticut.

Fairway Group, et al., filed Chapter 11 bankruptcy petitions
(Bankr. S.D.N.Y. Proposed Lead Case No. 16-11241) on May 2, 2016.
The petitions were signed by Edward C. Arditte as co-president and
chief financial officer.

The Debtors have engaged Weil, Gotshal & Manges LLP as counsel,
Norton Rose Fulbright US LLP as special corporate counsel, Curtis,
Mallet-Prevost, Colt & Mosle LLP as conflicts counsel,  Alvarez &
Marsal as financial advisor and Prime Clerk LLC as claims and
noticing agent.


FEDERATION EMPLOYMENT: Exclusive Plan Filing Extended to Sept. 19
-----------------------------------------------------------------
The Hon. Robert E. Grossman of the U.S. Bankruptcy Court for the
Southern District of New York has extended, at the behest of
Federation Employment and Guidance Service, Inc. dba FEGS, the
exclusive periods within which only the Debtor may file a Chapter
11 plan through and including Sept. 19, 2016, and the exclusive
period within which only the Debtor may solicit acceptances to such
plan through and including Nov. 18, 2016.

As reported by the Troubled Company Reporter on April 26, 2016, the
Debtor sought the extensions, saying that it has prepared a draft
plan of liquidation which has been shared with the Unsecured
Creditors' Committee.  While significant progress has been made in
the plan process, the Debtor is not anticipating being able to
conclude that process before the expiration of the current
Exclusivity Periods.  The Debtor stated that since entry of the
third order extending the Exclusivity Periods on March 15, 2016,
the Debtor has been actively working toward the complete wind-down
of its remaining operations while simultaneously engaging in a
process to monetize and otherwise dispose of its real estate
portfolio.

                            About FEGS

Established in 1934 amidst the Great Depression, Federation
Employment & Guidance Service, Inc. ("FEGS") is a not-for-profit
provider of various health and social services to more than
120,000
individuals annually in the areas of behavioral health,
disabilities, housing, home care, employment/workforce, education,
youth and family services.  At its peak, FEGs' network of programs
operated over 350 locations throughout metropolitan New York and
Long Island and employed 2,217 highly skilled professionals.

FEGS sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case
No. 15-71074) in Central Islip, New York on March 18, 2015.

The Debtor disclosed $86,697,814 in assets and $45,572,524 in
liabilities as of the Chapter 11 filing.

The Debtor filed applications to hire Garfunkel, Wild, P.C., as
general bankruptcy counsel; Togut, Segal & Segal, LLP, as
co-counsel; JL Consulting LLC as Restructuring Advisor, as
restructuring advisor; Crowe Horwath, LLP as accountants; and Rust
Consulting/Omni Bankruptcy as claims and noticing agent.

The U.S. Trustee for Region 2 appointed three members to the
Official Committee of Unsecured Creditors.  The Committee tapped
Pachulski Stang Ziehl & Jones LLP as its counsel.


FINJAN HOLDINGS: Secures $10.2M Series A Preferred Stock Financing
------------------------------------------------------------------
Finjan Holdings, Inc., announced it has secured a $10.2 million
Series A Preferred Stock financing in a private placement
transaction led by Halcyon Long Duration Recoveries Investments I
LLC, an affiliate of both funds managed by Halcyon Long Duration
Recoveries Management LP and its affiliates and Soryn IP Group,
LLC.

Finjan will issue 102,000 shares of Series A Preferred Stock at a
price of $100 per share to Halcyon LDRII in this transaction, a
non-dilutive financing for common shareholders of Finjan.  No
warrants were issued in connection with the transaction.  The
Series A Preferred Stock contains certain optional and mandatory
redemptive provisions, does not accrue an annual cash dividend, and
carries participation rights in certain of the Company's revenue
streams until securities are retired . A more complete summary of
the financing is available with the Securities and Exchange
Commission at https://is.gd/LZ2Tre

"Finjan has a rich 20-year history in developing cybersecurity
technology which is captured in our valuable and durable portfolio
of patents," said Phil Hartstein, president and CEO of Finjan
Holdings.  "As a result of this non-convertible Series A financing,
the investment flows directly onto our balance sheet and ensures we
continue to operate our business and pursue licensing and
enforcement efforts at a vigorous pace.  This equity partnership
with Halcyon and Soryn represents the Company's first capital raise
since going public and reflects more than just financing as it
renews confidence in the foundation of Finjan's historical
licensing and enforcement results and supports ongoing
operations."

"We are very pleased to announce this financing of Finjan, an
historical innovator in the cybersecurity space," highlighted
Michael Gulliford, the founder & managing principal of Soryn.
"Finjan continues to transform by introducing new products,
investing in start-ups and establishing industry wide best
practices for patent licensing.  We have been, and continue to be,
extremely impressed with Finjan's management, technology and
intellectual property."

B. Riley & Company, LLC acted as placement agent for the
transaction. Morgan, Lewis & Bockius, LLP acted as legal counsel to
B. Riley.

The Series A Preferred shares have not been registered under the
United States Securities Act of 1933 and may not be offered or sold
in the United States absent registration or an applicable exemption
from registration requirements.

          Analyst and Investor Call with Management

A conference call to discuss the recent financing along with first
quarter 2016 results is scheduled for 1:30 p.m. Pacific Daylight
Time on May 16, 2016.  Analysts, investors, and other interested
parties may access the conference call by dialing 1-855-327-6837.
International callers can access the call by dialing
1-631-891-4304.  An archived audio replay of the conference call
will be available for 2 weeks beginning at 4:30 pm Pacific Time on
May 16, 2016 and can be accessed by dialing 1-877-870-5176 and
providing access code 10001218.  International callers can access
the replay by dialing 1-858-384-5517.  The call will also be
archived on Finjan's investor relations website.

                         About Finjan

Finjan, formerly known as Converted Organics, is a leading online
security and technology company which owns a portfolio of patents,
related to software that proactively detects malicious code and
thereby protects end-users from identity and data theft, spyware,
malware, phishing, trojans and other online threats.  Founded in
1997, Finjan is one of the first companies to develop and patent
technology and software that is capable of detecting previously
unknown and emerging threats on a real-time, behavior-based basis,
in contrast to signature-based methods of intercepting only known
threats to computers, which were previously standard in the online
security industry.

Finjan Holdings reported a net loss of $12.6 million in 2015, a
net loss of $10.5 million in 2014 and a net loss of $6.07 million
in 2013.

As of March 31, 2016, Finjan Holdings had $8.10 million in total
assets, $2.78 million in total liabilities and $5.32 million in
total stockholders' equity.


FIRST CORNERSTONE: Closed, First-Citizens Bank Assumes Deposits
---------------------------------------------------------------
First CornerStone Bank, King of Prussia, Pennsylvania, was closed
May 6 by the Pennsylvania Department of Banking and Securities,
which appointed the Federal Deposit Insurance Corporation (FDIC) as
receiver. To protect the depositors, the FDIC entered into a
purchase and assumption agreement with First-Citizens Bank & Trust
Company, Raleigh, North Carolina, to assume all of the deposits of
First CornerStone Bank.

The six branches of First CornerStone Bank will reopen as branches
of First-Citizens Bank & Trust Company during normal business
hours. Depositors of First CornerStone Bank will automatically
become depositors of First-Citizens Bank & Trust Company. Deposits
will continue to be insured by the FDIC, so there is no need for
customers to change their banking relationship in order to retain
their deposit insurance coverage up to applicable limits. Customers
of First CornerStone Bank should continue to use their current
branch until they receive notice from First-Citizens Bank & Trust
Company that systems conversions have been completed to allow
full-service banking at all branches of First-Citizens Bank & Trust
Company.

Depositors of First CornerStone Bank can continue to access their
money by writing checks or using ATM or debit cards. Checks drawn
on the bank will continue to be processed. Loan customers should
continue to make their payments as usual.

As of March 31, 2016, First CornerStone Bank had approximately
$103.3 million in total assets and $101.0 million in total
deposits. In addition to assuming all of the deposits of First
CornerStone Bank, First-Citizens Bank & Trust Company agreed to
purchase essentially all of the failed bank's assets.

Customers with questions about Friday's transaction should call the
FDIC toll-free at 1-800-889-4976. The phone number will be
operational this evening until 9:00 p.m., Eastern Time (ET); on
Saturday from 9:00 a.m. to 6:00 p.m., ET; on Sunday from noon to
6:00 p.m., ET; on Monday from 8:00 a.m. to 8:00 p.m., ET; and
thereafter from 9:00 a.m. to 5:00 p.m., ET. Interested parties also
can visit the FDIC's Web site at
https://fdic.gov/bank/individual/failed/firstcornerstone.html.

The FDIC estimates that the cost to the Deposit Insurance Fund
(DIF) will be $10.8 million. Compared to other alternatives,
First-Citizens Bank & Trust Company's acquisition was the least
costly resolution for the FDIC's DIF. First CornerStone Bank is the
third FDIC-insured institution in the nation to fail this year, and
the first in Pennsylvania. The last FDIC-insured institution closed
in the state was Vantage Point Bank, Horsham, PA, on February 28,
2014.


GASTAR EXPLORATION: Prices Upsized Offering of Common Stock
-----------------------------------------------------------
Gastar Exploration Inc. announced that it has priced a public
offering of 50,000,000 shares of its common stock at a price to the
public of $0.95 per share pursuant to an effective shelf
registration statement previously filed with the Securities and
Exchange Commission.  The offering was upsized from the previously
announced offering of 40,000,000 shares of common stock.  Gastar
has also granted the underwriters a 30-day option to purchase up to
an additional 7,500,000 shares of common stock.  Gastar expects to
receive net proceeds of approximately $44.6 million (or
approximately $51.4 million if the underwriters exercise their
option to purchase additional shares), after deducting estimated
fees and expenses (including underwriter discounts and
commissions).

Gastar intends to use the net proceeds from the offering for
general corporate purposes, including funding an expanded drilling
program on its STACK Play acreage in Oklahoma.  Gastar expects the
offering to close on May 17, 2016, subject to customary closing
conditions.

Seaport Global Securities LLC and Johnson Rice & Company L.L.C. are
acting as joint book-running managers for the offering.

A copy of the prospectus supplement and accompanying base
prospectus relating to these securities may be obtained, when
available, from:

         Seaport Global Securities LLC
         360 Madison Avenue, 21st Floor
         New York, NY 10117
         E-mail: amcadams@seaportglobal.com
         Telephone: 646-264-5629
  
         Johnson Rice & Company L.L.C.
         639 Loyola Avenue, Suite 2775
         New Orleans, Louisiana 70113
         E-mail: ecm@jrco.com
         Telephone: (800) 443-5924

                     About Gastar Exploration

Gastar Exploration Inc. is an independent energy company engaged in
the exploration, development and production of oil, condensate,
natural gas and natural gas liquids in the United States.  Gastar's
principal business activities include the identification,
acquisition, and subsequent exploration and development of oil and
natural gas properties with an emphasis on unconventional reserves,
such as shale resource plays.  In Oklahoma, Gastar is developing
the primarily oil-bearing reservoirs of the Hunton Limestone
horizontal play and is testing other prospective formations on the
same acreage, including the Meramec Shale and the Woodford Shale,
which is referred to as the STACK Play and emerging prospective
plays in the shallow Oswego formation and in the Osage formation, a
deeper bench of the Mississippi Lime located below the Meramec
Shale.  In West Virginia, Gastar has developed liquids-rich natural
gas in the Marcellus Shale and has drilled and completed two
successful dry gas Utica Shale/Point Pleasant wells on its acreage.
Gastar has entered into a definitive PSA to sell substantially all
of its assets and proved reserves and a significant portion of its
undeveloped acreage in the Appalachian Basin.  For more
information, visit Gastar's website at www.gastar.com.

As of March 31, 2016, Gastar had $350 million in total assets,
$542.90 million in total liabilities and a total stockholders'
deficit of $193 million.

Gastar Exploration reported a net loss attributable to common
stockholders of $473.98 million for the year ended Dec. 31, 2015,
compared to net income attributable to common stockholders of
$36.52 million for the year ended Dec. 31, 2014.

                      *    *      *

As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on U.S.-based oil and
gas exploration and production (E&P) company Gastar Exploration
Inc. to 'CCC-' from 'CCC+'.  The downgrade follows Gastar's
announcement that it had just $29 million of cash on hand and a
fully drawn revolver.  The company's borrowing base current stands
at $180 million, but will be reduced to $100 million at the earlier
of the close of the Appalachian asset sale or April 10, 2016.
Proceeds from the Appalachian asset sale are expected to be $80
million.


GASTAR EXPLORATION: Proposes Public Offering of 40M Common Shares
-----------------------------------------------------------------
Gastar Exploration Inc. intends to offer, subject to market and
other conditions, 40,000,000 shares of its common stock, par value
$0.001 per share, in a public offering pursuant to an effective
shelf registration statement previously filed with the Securities
and Exchange Commission.  In connection with the offering, Gastar
intends to grant the underwriters a 30-day option to purchase up to
an additional 6,000,000 shares of common stock.  Gastar intends to
use the net proceeds from the offering for general corporate
purposes, including funding an expanded drilling program on its
STACK Play acreage in Oklahoma.

Seaport Global Securities LLC and Johnson Rice & Company L.L.C. are
acting as joint book-running managers for the offering.

A copy of the prospectus supplement and accompanying base
prospectus relating to these securities may be obtained, when
available, from:

         Seaport Global Securities LLC
         360 Madison Avenue, 21st Floor
         New York, NY 10117
         E-mail: amcadams@seaportglobal.com
         Tel: 646-264-5629

         Johnson Rice & Company L.L.C.
         639 Loyola Avenue, Suite 2775
         New Orleans, Louisiana 70113
         E-mail: ecm@jrco.com
         Tel: (800) 443-5924

                   About Gastar Exploration

Gastar Exploration Inc. is an independent energy company engaged in
the exploration, development and production of oil, condensate,
natural gas and natural gas liquids in the United States.  Gastar's
principal business activities include the identification,
acquisition, and subsequent exploration and development of oil and
natural gas properties with an emphasis on unconventional reserves,
such as shale resource plays.  In Oklahoma, Gastar is developing
the primarily oil-bearing reservoirs of the Hunton Limestone
horizontal play and is testing other prospective formations on the
same acreage, including the Meramec Shale and the Woodford Shale,
which is referred to as the STACK Play and emerging prospective
plays in the shallow Oswego formation and in the Osage formation, a
deeper bench of the Mississippi Lime located below the Meramec
Shale.  In West Virginia, Gastar has developed liquids-rich natural
gas in the Marcellus Shale and has drilled and completed two
successful dry gas Utica Shale/Point Pleasant wells on its acreage.
Gastar has entered into a definitive PSA to sell substantially all
of its assets and proved reserves and a significant portion of its
undeveloped acreage in the Appalachian Basin.  For more
information, visit Gastar's Web site at http://www.gastar.com/

Gastar Exploration reported a net loss attributable to common
stockholders of $473.98 million for the year ended Dec. 31, 2015,
compared to net income attributable to common stockholders of
$36.52 million for the year ended Dec. 31, 2014.

                      *    *      *

As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on U.S.-based oil and
gas exploration and production (E&P) company Gastar Exploration
Inc. to 'CCC-' from 'CCC+'.  The downgrade follows Gastar's
announcement that it had just $29 million of cash on hand and a
fully drawn revolver.  The company's borrowing base current stands
at $180 million, but will be reduced to $100 million at the earlier
of the close of the Appalachian asset sale or April 10, 2016.
Proceeds from the Appalachian asset sale are expected to be $80
million.


GELTECH SOLUTIONS: Incurs $1.58 Million Net Loss in First Quarter
-----------------------------------------------------------------
GelTech Solutions, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.58 million on $218,000 of sales for the three months ended
March 31, 2016, compared to a net loss of $1.68 million on $100,000
of sales for the same period in 2015.

As of March 31, 2016, GelTech had $1.74 million in total assets,
$6.80 million in total liabilities and a total stockholders'
deficit of $5.06 million.

As of May 11, 2016, the Company had approximately $180,000 in
available cash.

In August 2015, GelTech signed a $10 million Purchase Agreement
with Lincoln Park.  The Company also entered into a Registration
Rights Agreement with Lincoln Park whereby the Company agreed to
file a registration statement related to the transaction with the
SEC covering the shares that may be issued to Lincoln Park under
the Purchase Agreement.

Under the terms and subject to the conditions of the Purchase
Agreement, GelTech has the right to sell, and Lincoln Park is
obligated to purchase, up to $10 million in shares of the Company's
common stock, subject to certain limitations, from time to time,
over the 30-month period commencing on the date that a registration
statement, which the Company agreed to file with the SEC pursuant
to the Registration Rights Agreement, is declared effective by the
SEC. The Company filed the registration statement with the SEC on
Oct. 5, 2015, and it was declared effective by the SEC on Oct. 16,
2015.  Failure of the Company's stock price to increase will impact
its ability to meet its working capital needs through Lincoln
Park.

"Until we generate sufficient revenue to sustain the business, our
operations will continue to rely on Mr. Michael Reger's investments
and the Purchase Agreement with Lincoln Park.  If Mr. Reger were to
cease providing us with working capital, our stock price were to
fall below the floor price in the Purchase Agreement with Lincoln
Park or we are unable to generate substantial cash flows from sales
of its products or complete financings, the Company may not be able
to remain operational.  Although we do not anticipate the need to
purchase any additional material capital assets in order to carry
out our business, it may be necessary for us to purchase additional
support vehicles or mixing base equipment in the future, depending
on demand."

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

                     https://is.gd/xXWFmU

                         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.

For the year ended June 30, 2015, the Company reported a net loss
of $5.51 million on $800,365 of sales compared to a net loss of
$7.11 million on $814,587 of sales for the year ended June 30,
2014.

The Company's auditors Salberg & Company, P.A., in Boca Raton,
Florida, issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has a net loss and net cash used in operating
activities in of $2,638,580 and $2,146,501, respectively, for the
six months ended Dec. 31, 2015, and has an accumulated deficit and
stockholders' deficit of $43,285,883 and $4,482,416, respectively,
at Dec. 31, 2015.  These matters raise substantial doubt about the
Company's ability to continue as a going concern.


GOODYEAR TIRE: Moody's Assigns Ba3 Rating on Proposed $900MM Notes
------------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to the proposed
$900 million issuance of senior unsecured notes by The Goodyear
Tire & Rubber Company.  The net proceeds from the notes, together
with current cash and cash equivalents, are expected to be used to
redeem in full the 6.5% $900 million of senior unsecured Notes due
2021 at a redemption price equal to 104.875% of the principal
amount thereof, plus accrued and unpaid interest to the redemption
date.

Rating Assigned:

The Goodyear Tire & Rubber Company
  New Senior unsecured guaranteed notes due 2026, at Ba3 (LGD4).

Moody's maintains these ratings for Goodyear and its subsidiaries:

The Goodyear Tire & Rubber Company
  Corporate Family Rating, at Ba2;
  Probability of Default Rating, at Ba2-PD;
  $600 million (remaining amount) second lien term loan due 2019,
   at Baa3 (LGD2);
  8.75% senior unsecured guaranteed notes due 2020, at Ba3 (LGD4);
  7.0% senior unsecured guaranteed notes due 2022, at Ba3 (LGD4);
  7.0% senior unsecured unguaranteed notes due 2028, at B1 (LGD6);
  5.125% senior unsecured guaranteed notes due 2023, at Ba3
   (LGD4);
  6.5% senior unsecured guaranteed notes due 2021, at Ba3 (LGD4),
  (This rating will be withdrawn upon its refinancing);
  Speculative Grade Liquidity Rating, at SGL-1.

Goodyear Dunlop Tires Europe B.V.
  3.75% senior unsecured Euro notes due 2023, at Ba1 (LGD2).

                         RATINGS RATIONALE

Moody's expects the current transaction will generate interest
savings for the company and better position the company's credit
metrics within the assigned rating.  Goodyear continues to
demonstrated strong operating performance with its first quarter
2016 segment operating income improving 8% over the prior year
quarter (14% after adjusting for the deconsolidation of Venezuela).
Moody's looks for Goodyear's operations to generate strong cash
flow resulting in continued debt reduction supportive of previously
established positive rating action drivers.

A higher rating or outlook over the near term is unlikely as
Goodyear's credit metrics gradually strengthen within the assigned
rating range.  Over the intermediate term, a higher rating or
outlook could result from sustained industry conditions which
support improvement in profit margins and debt reduction.  A higher
rating or outlook could result from EBITA/interest at or above
4.0x, and debt/EBITDA at or about 2.0x while maintaining at least a
good liquidity profile.

A lower rating outlook or rating could result if industry
conditions deteriorate through weakening volume trends, competitive
pressures, or increasing raw material costs which are not offset by
improved product mix, pricing, or restructuring actions.  A lower
rating outlook or rating could result from deteriorating EBITA
margins, the inability to generate positive free cash flow
sufficient to maintain debt/EBITDA at 3x, or EBITA/Interest at 3x.
Ratings pressure could also arise from a meaningful decline in the
company's liquidity profile.

The principal methodology used in this rating was Global Automotive
Supplier Industry published in May 2013.

The Goodyear Tire & Rubber Company, based in Akron, OH, is one of
the world's largest tire companies with 49 manufacturing facilities
in 22 countries around the world.  Revenues for the LTM period
ending March 31, 2016, were approximately $16.1 billion.



GOODYEAR TIRE: S&P Assigns 'BB' Rating on Proposed $900MM Notes
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '4'
recovery rating to Akron, Ohio-based The Goodyear Tire & Rubber
Co.'s proposed $900 million senior unsecured notes.  The '4'
recovery rating indicates S&P's expectation that lenders would
receive average recovery (30%-50%; upper half of the range) in the
event of a payment default.

Goodyear will use the net proceeds from this offering, which it
estimates will be about $887 million, to fully redeem its 6.5%
senior notes due 2021 at a redemption price equal to 104.875% of
the principal, plus accrued and unpaid interest up to the
redemption date.

The proposed notes are senior unsecured obligations of Goodyear and
its guarantors, ranking equal in right of payment with the
company's existing and future unsubordinated debt.  The notes will
also be effectively subordinated to all of the company and its
subsidiary guarantors' existing and future secured debt to the
extent of the collateral securing the debt.

S&P's ratings on Goodyear reflect the company's high leverage and
substantial competition in both the replacement and original
equipment tire markets.

RATINGS LIST

The Goodyear Tire & Rubber Co.
Corporate Credit Rating              BB/Stable/--

New Ratings

The Goodyear Tire & Rubber Co.
Prpsd $900M Sr Unsecd Nts            BB
  Recovery Rating                     4H



GREAT BASIN: Incurs $33.6 Million Net Loss in First Quarter
-----------------------------------------------------------
Great Basin Scientific, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $33.7 million on $731,000 of revenues for the three
months ended March 31, 2016, compared to a net loss of $71.2
million on $459,000 of revenues for the same period in 2015.

As of March 31, 2016, Great Basin had $27.6 million in total
assets, $70.99 million in total liabilities, and a total
stockholders' deficit of $43.4 million.

"We have funded our operations to date primarily with net proceeds
from our IPO, our follow-on public offerings, cash exercises of
warrants, sales of our preferred stock, convertible notes, and
revenues from operations.  As of December 31, 2015 and March 31,
2016, we had approximately $4.8 million and $2.3 million,
respectively, in cash.  In addition, we have $13.8 million in
restricted cash that will be released in equal amounts throughout
2016 as certain equity conditions are met.  The cash will be used
to finance the continued growth in product sales, to invest in
further product development and to meet ongoing corporate needs.

"In February 2016, the Company completed a follow-on public
offering, whereby the Company sold 39,200,000 units at a price of
$0.16 per unit for net proceeds of $5.0 million after deducting
underwriting commissions and offering costs.  Each 35 units
consists of one share of our common stock and 52.5 Series E
Warrants.

"We have limited liquidity and have not yet established a
stabilized source of revenue sufficient to cover operating costs,
based on our current estimated burn rate.  Accordingly, as
discussed herein, our continuation as a going concern is dependent
upon our ability to generate greater revenue through increased
sales and/or our ability to raise additional funds through the
capital markets."

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

                     https://is.gd/qv17eA

                       About Great Basin

Great Basin Scientific is a molecular diagnostic testing company
focused on the development and commercialization of its patented,
molecular diagnostic platform designed to test for infectious
disease, especially hospital-acquired infections.  The Company
believes that small to medium sized hospital laboratories, those
under 400 beds, are in need of simpler and more affordable
molecular diagnostic testing methods.  The Company markets a system
that combines both affordability and ease-of-use, when compared to
other commercially available molecular testing methods, which the
Company believes will accelerate the adoption of molecular testing
in small to medium sized hospitals.  The Company's system includes
an analyzer, which it provides for its customers' use without
charge in the United States, and a diagnostic cartridge, which the
Company sells to its customers.

Great Basin reported a net loss of $57.9 million in 2015 following
a net loss of $21.7 million in 2014.

Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has incurred substantial losses from operations causing
negative working capital and negative operating cash flows.  These
issues raise substantial doubt about its ability to continue as a
going concern.


GREAT BASIN: Inks Third Amendment to Registration Rights Agreement
------------------------------------------------------------------
As previously disclosed on the Current Report on Form 8-K filed
with the Securities and Exchange Commission on Dec. 29, 2015, on
Dec. 28, 2015, Great Basin Scientific, Inc. entered into a
Securities Purchase Agreement in relation to the issuance and sale
by the Company to certain buyers as set forth in the Schedule of
Buyers attached to the SPA of $22.1 million aggregate principal
amount of senior secured convertible notes and related Series D
common stock purchase warrants exercisable to acquire 3,503,116
shares of common stock.

In accordance with the terms of the SPA, the Company agreed to
provide certain registration rights under the United States
Securities Act of 1933, as amended and the rules and regulations
thereunder pursuant to the Registration Rights Agreement by and
between the Company the Buyers entered into Dec. 30, 2015.

On May 11, 2016, the Company and certain of the Buyers holding
enough of the Notes and Warrants to constitute the Required Holders
under Section 10 of the Registration Rights Agreement entered into
Amendment Agreement No.3 to the Registration Rights Agreement.  In
the Third Amendment Agreement, the Company and the Buyers agreed to
extend the deadline for bringing the initial registration statement
effective registering the Company's shares of common stock issuable
upon conversion of the Notes and exercise of the Warrants to the
date which is the earlier of May 31, 2016, and the fifth business
day after the date the Company is notified (orally or in writing,
whichever is earlier) by the SEC that such initial registration
statement will not be subject to further review.

Under the Third Amendment Agreement, the Buyers also waived (i) any
breach of the Registration Rights Agreement prior to May 11, 2016
under Section 2(a) of the Registration Rights Agreement for the
Company's failure to have the initial registration statement
brought effective by the initial effectiveness deadline, prior to
the date of Third Amendment Agreement and (ii) the Holder's right
to Registration Delay Payments (as defined under the Registration
Rights Agreement) prior to the date of the Third Amendment
Agreement for the Company's failure to have the initial
registration statement brought effective by the initial
effectiveness deadline.

                          About Great Basin

Great Basin Scientific is a molecular diagnostic testing company
focused on the development and commercialization of its patented,
molecular diagnostic platform designed to test for infectious
disease, especially hospital-acquired infections.  The Company
believes that small to medium sized hospital laboratories, those
under 400 beds, are in need of simpler and more affordable
molecular diagnostic testing methods.  The Company markets a system
that combines both affordability and ease-of-use, when compared to
other commercially available molecular testing methods, which the
Company believes will accelerate the adoption of molecular testing
in small to medium sized hospitals.  The Company's system includes
an analyzer, which it provides for its customers' use without
charge in the United States, and a diagnostic cartridge, which the
Company sells to its customers.

Great Basin reported a net loss of $57.9 million in 2015 following
a net loss of $21.7 million in 2014.

As of March 31, 2016, Great Basin had $27.59 million in total
assets, $70.99 million in total liabilities and a total
stockholders' deficit of $43.40 million.

Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going
concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has incurred substantial losses from operations causing
negative working capital and negative operating cash flows.  These
issues raise substantial doubt about its ability to continue as a
going concern.


GTT COMMUNICATIONS: Moody's Retains B2 CFR on Term Loan Add-On
--------------------------------------------------------------
Moody's Investors Service said GTT Communications, Inc.'s recent
add-on to its term loan is credit neutral and does not immediately
impact the company's B2 corporate family rating.  On May 5, the
company announced its plan to issue a $30 million add-on which will
be subject to the same terms and conditions to its existing $400
million term loan.  The proceeds of the transaction will be used
mainly to pay down the $19 million currently drawn on the company's
revolving credit facility.

The impact of the transaction is neutral to the company's credit
profile.  Paying down the revolver enhances GTT's liquidity as the
full $50 million is now available; however, leverage will remain
elevated above our initial estimates, mainly due to the purchase of
Telnes in February.  Moody's expects leverage to decline over the
next 12-18 months resulting from growth in EBITDA as the company
realizes synergies from its recent acquisitions: MegaPath, One
Source Networks, and Telnes.

Based in McLean, VA., GTT Communications, Inc. is a multinational
Tier 1 internet service provider which also offers global
enterprise network services.  The company operates a global IP
backbone and offers networking and cloud based solutions to its
enterprise and carrier clients.  Pro forma for the acquisitions,
GTT will generate approximately $450-500 million in annual
revenues.



GUIDED THERAPEUTICS: Two Directors Resign from Board
----------------------------------------------------
On May 5, 2016 and May 9, 2016 respectively, Jonathan Niloff, age
62, and Linda Rosenstock, age 65, formally announced their
decisions not to stand for reelection to Guided Therapeutics, Inc.'
board of directors at the Company's 2016 annual meeting of
stockholders.  Dr. Niloff was appointed to the board in 2010 and
Dr. Rosenstock was appointed in 2012.  Both of their decisions to
resign were for personal reasons and were not a result of any
disagreement with the Company on any matter relating to the
Company's operations, policies or practices, according to a
regulatory filing with the Securities and Exchange Commission.

                 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.

Guided Therapeutics reported a net loss attributable to common
stockholders of $9.50 million on $42,000 of contract and grant
revenue for the year ended Dec. 31, 2015, compared to a net loss
attributable to common stockholders of $10.03 million on $65,000
of contract and grant revenue for the year ended Dec. 31, 2014.

As of Dec. 31, 2015, Guided Therapeutics had $2.56 million in total
assets, $8.12 million in total liabilities and a $5.56 million
total stockholders' deficit.


GYMBOREE CORPORATION: Moody's Affirms Caa1 CFR; Outlook Negative
----------------------------------------------------------------
Moody's Investors Service affirmed The Gymboree Corporation's Caa1
Corporate Family Rating to reflect improved operating performance
and debt reduction.  However, the company's Probability of Default
Rating was changed to Caa1-PD/LD from Caa1-PD to reflect that
recent open market repurchases of debt at a significant discount to
par value resulted in a material economic loss to lenders, and
therefore, constitutes a distressed exchange under Moody's
definition of default.  Concurrently, Moody's downgraded the
company's Secured Term Loan rating to Caa1 from B3, and affirmed
the Caa3 Unsecured Note rating.  The Company's Speculative Grade
Liquidity rating was downgraded to SGL-3 from SGL-2, and the
ratings outlook was changed to negative from stable.

These actions were taken:

The Gymboree Corporation
   -- Corporate Family Rating affirmed at Caa1
   -- Probability of Default Rating changed to Caa1-PD/LD from
      Caa1-PD
   -- Secured Term Loan due February 2018 downgraded to Caa1
      (LGD3) from B3 (LGD 3)
   -- Senior Unsecured Notes due December 2018 affirmed at Caa3
      (LGD 5)
   -- Speculative Grade Liquidity rating downgraded to SGL-3 from
      SGL-2
   -- The ratings outlook was changed to negative from stable

RATINGS RATIONALE

The affirmation of the Caa1 CFR reflects Gymboree's improved
performance and debt protection measures, which stem from both
profitable growth and recent debt reduction through open market
repurchases at a significant discount.  Gymboree's revenue grew
4.5% in the fourth quarter of 2015, led by positive comparable
sales in each brand -- Janey and Jack led the way with 11% growth,
followed by Gymboree at 6% and Crazy 8 at 1%.  Gymboree's EBITDA
grew 47% in the quarter due to sales growth and margin improvement
stemming from improved inventory management, markdown optimization,
and cost reduction initiatives.  Thus, lease-adjusted debt/EBITDA,
while still high, improved to 7.3x from 7.9x in 2014.  Moody's
expects further improvement over the next twelve months due to
additional open market and privately negotiated debt repurchases
completed in Q1 and continued profitable growth.

The PDR change to Caa1-PD/LD from Caa1-PD reflects the company's
discounted debt repurchases completed in Q4 and Q1 and subsequent
offer to purchase additional notes at a discount.  In the fourth
quarter of 2015 and first quarter of 2016, through open market and
privately negotiated transactions, the company used $41.5 million
of cash to retire $135.4 million of its 2018 notes.  The repurchase
at such a significant discount to par value constitutes a
distressed exchange under Moody's definition of default.  This
policy is intended to capture events whereby issuers fail to meet
debt service obligations outlined in their original debt
agreements.  Moody's will remove the "/LD" (limited default)
designation from Gymboree's PDR after three days.  These
transactions do not constitute an event of default under any of the
company's debt agreements.

The downgrade of Gymboree's Secured Term Loan rating reflects the
increase in senior debt ahead of it in the capital structure in the
form of the additional $50 million ABL Term Loan entered into on
April 22, 2016, and the reduction in more junior debt due to the
note purchase and retirement.  Proceeds from the new ABL Term Loan
will be used for general corporate purposes, including additional
note repurchases.

The Speculative Grade Liquidity rating downgrade to SGL-3 reflects
reduced availability under the company's ABL revolver, as borrowing
has recently increased, to $48 million from $19 million at fiscal
year-end, to fund debt repurchases.  Nevertheless, Moody's expects
liquidity to be adequate over the next twelve months, supported by
modest balance sheet cash and with cash flow and revolver
availability remaining sufficient to cover cash flow needs over
this timeframe.

The outlook change to negative reflects the company's need to
accelerate improvement in operations and improve liquidity by
addressing debt maturities that begin in December 2017.

The ratings could be downgraded if the probability of a default
increases over the very near term due to inability to refinance its
maturing debt.  Weakening operating performance and debt protection
metrics could also lead to a ratings downgrade.

The outlook could return to stable if the company addresses its
near term refinancing risk while maintaining adequate liquidity. An
upgrade would require successful refinancing of its full capital
structure, as well as improved operating performance such that
lease-adjusted debt/EBITDAR falls below 7 times and EBITA/interest
expense is sustained above 1.25 times.

Headquartered in San Francisco, California, The Gymboree
Corporation is a leading retailer of infant and toddler apparel.
The company designs and distributes infant and toddler apparel
through its stores, which operate under the "Gymboree", "Gymboree
Outlet", "Janie and Jack" and "Crazy 8" brands in the United
States, and Canada, as well as through its on-line stores. Revenues
exceed $1.2 billion.  The company is owned by affiliates of Bain
Capital Partners LLC.

The principal methodology used in these ratings was Retail Industry
published in October 2015.



HCSB FINANCIAL: Incurs $3.68 Million Net Loss in First Quarter
--------------------------------------------------------------
HCSB Financial Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
available to common shareholders of $3.68 million on $2.98 million
of total interest income for the three months ended March 31, 2016,
compared to a net loss available to common shareholders of $95,000
on $3.34 million in total interest income for the same period in
2015.

As of March 31, 2016, HCSB Financial had $363 million in total
assets, $378 million in total liabilities and a total shareholders'
deficit of $14.6 million.

As of March 31, 2016, the Company had no available lines of credit;
however, the Bank's greatest source of liquidity resides in its
unpledged securities portfolio.  The book and market values of
unpledged securities available-for-sale totaled $43.6 million and
$43.0 million, respectively, at March 31, 2016.  This source of
liquidity may be adversely impacted by changing market conditions,
reduced access to borrowing lines, or increased collateral pledge
requirements imposed by lenders.  The Bank has implemented a plan
to address these risks and strengthen its liquidity position.  To
accomplish the goals of this liquidity plan, the Bank will maintain
cash liquidity at a minimum of 4% of total outstanding deposits and
borrowings. In addition to cash liquidity, the Bank will also
maintain a minimum of 15% off balance sheet liquidity.  These
objectives have been established by extensive contingency funding
stress testing and analytics that indicate these target minimum
levels of liquidity to be appropriate and prudent.

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

                      https://is.gd/gJFuKq

                      About HCSB Financial

Loris, South Carolina-based HCSB Financial Corporation was
incorporated on June 10, 1999, to become a holding company for
Horry County State Bank.  The Bank is a state chartered bank which
commenced operations on Jan. 4, 1988.  From its 13 branch
locations, the Bank offers a full range of deposit services,
including checking accounts, savings accounts, certificates of
deposit, money market accounts, and IRAs, as well as a broad range
of non-deposit investment services.  During the third quarter of
2011, the Bank closed its Covenant Towers branch located at Myrtle
Beach.  All deposits were transferred to the Bank's Myrtle Beach
branch and the Bank does not expect any disruption of service in
that market for its customers.

HCSB Financial reported a net loss available to common shareholders
of $1.75 million on $13.7 million of total interest income for the
year ended Dec. 31, 2015, compared to a net loss available to
common shareholders of $1.40 million on $16.09 million of total
interest income for the year ended Dec. 31, 2014.

As of Dec. 31, 2015, HCSB Financial had $362 million in total
assets, $374 million in total liabilities and a total shareholders'
deficit of $12.3 million.

Elliott Davis Decosimo, LLC, in Columbia, South Carolina, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has suffered recurring losses that have eroded regulatory
capital ratios and the Company's wholly owned subsidiary, Horry
County State Bank, is under a regulatory Consent Order with the
Federal Deposit Insurance Corporation (FDIC) that requires, among
other provisions, capital ratios to be maintained at certain
levels.  As of December 31, 2015, the Company's subsidiary is
considered significantly undercapitalized based on its regulatory
capital levels.  These considerations raise substantial doubt about
the Company's ability to continue as a going concern.  The Company
also has deferred interest payments on its junior subordinated
debentures for 20 consecutive quarters as of December 31, 2015.
Under the terms of the debentures, the Company may defer payments
for up to 20 consecutive quarters without creating a default.
Payment for the 20th quarterly interest deferral period was due in
March 2016.  The Company failed to pay the deferred and compounded
interest at the end of the deferral period, and the trustees of the
corresponding trusts, have the right, after any applicable grace
period, to exercise various remedies, including demanding immediate
payment in full of the entire outstanding principal amount of the
debentures.  The balance of the debentures and accrued interest as
of December 31, 2015 were $6,186,000 and $901,000, respectively.
These events also raise substantial doubt about the Company's
ability to continue as a going concern as of December 31, 2015.


HCSB FINANCIAL: J. Patterson Joins as Bank EVP & COO
----------------------------------------------------
Horry County State Bank announced the addition of J. Rick Patterson
as executive vice president and chief operating officer. In this
role, Mr. Patterson will oversee all commercial and retail banking
activities for the Bank, as well as loan and deposit operations.
He will be based out of the Horry County State Bank office in
Myrtle Beach.

Patterson comes to Horry County State Bank with 36 years of banking
experience, most recently as executive vice president and Chief
Banking Officer at Yadkin Bank.  In his previous role, he was
responsible for oversight and management of the bank's commercial
and retail activities, to include its expansive North and South
Carolina branch network.  Prior to that, he was the South Carolina
Community Banking Director for Wachovia Bank, managing all
community banking activities for the company throughout the state.

Notably, Patterson also actively serves as an official in the
National Football League, a position he has held for the past 20
years, and one of only two active NFL officials from South
Carolina.  Patterson has officiated in two Super Bowls, an honor
reserved for those with the highest performance ratings.

Patterson served as the chairman of the Cherokee County Community
Foundation in 2015 and currently serves as a Trustee and chairman
of the finance committee at Limestone College.

"We are excited to have Rick on our executive team as Chief
Operating Officer.  With his banking experience and deep knowledge
of our South Carolina markets, we will ensure that our customer
experience is leading the way among community banks in our region,"
said Jan Hollar, chief executive officer at Horry County State
Bank.

A native of Gaffney, South Carolina, Patterson resides with his
family in Surfside Beach, South Carolina.

Under the terms of his employment agreement, Mr. Patterson will be
entitled to an annual base salary of $200,000 per year, and the
board of directors of the Company (or an appropriate committee
thereof) will review Mr. Patterson's base salary at least annually
for adjustment based on his performance.  Mr. Patterson will be
eligible to receive an annual cash bonus of up to 20% of his annual
base salary if he achieves certain performance levels established
from time to time by the board of directors, and he will be
eligible to participate in the Company's long-term equity incentive
program and for the grant of stock options, restricted stock, and
other awards thereunder or under any similar plan adopted by the
Company.  The board of directors anticipates adopting an
appropriate equity incentive plan in which the Company's and the
Bank's employees will be eligible to participate and granting to
Mr. Patterson significant to-be-determined equity awards under such
plan.  Additionally, Mr. Patterson will participate in the
Company's retirement, welfare, and other benefit programs and be
entitled to reimbursement for travel and business expenses, as well
as a monthly automobile allowance.

On May 11, 2016, the Bank received the necessary nonobjection from
the FDIC for Mr. Patterson to serve as the executive vice president
and chief operating officer of the Bank.

               Terminates Relationship with CFO

On May 13, 2016, HCSB Financial Corporation announced that the
employment relationship between the Company, Horry County State
Bank, a South Carolina state bank and wholly owned subsidiary of
the Company, and Edward L. Loehr, Jr., the Company's and the Bank's
chief financial officer, will terminate on July 31, 2016. In the
interim, Mr. Loehr will assist the Company and the Bank with
transition matters as an non-executive employee, and Jan H. Hollar,
the Company's and the Bank's chief executive officer, will serve as
the Company's principal accounting officer.

                       About HCSB Financial

Loris, South Carolina-based HCSB Financial Corporation was
incorporated on June 10, 1999, to become a holding company for
Horry County State Bank.  The Bank is a state chartered bank which
commenced operations on Jan. 4, 1988.  From its 13 branch
locations, the Bank offers a full range of deposit services,
including checking accounts, savings accounts, certificates of
deposit, money market accounts, and IRAs, as well as a broad range
of non-deposit investment services.  During the third quarter of
2011, the Bank closed its Covenant Towers branch located at Myrtle
Beach.  All deposits were transferred to the Bank's Myrtle Beach
branch and the Bank does not expect any disruption of service in
that market for its customers.

HCSB Financial reported a net loss available to common shareholders
of $1.75 million on $13.7 million of total interest income for the
year ended Dec. 31, 2015, compared to a net loss available to
common shareholders of $1.40 million on $16.09 million of total
interest income for the year ended Dec. 31, 2014.

As of Dec. 31, 2015, HCSB Financial had $362 million in total
assets, $374 million in total liabilities and a total shareholders'
deficit of $12.3 million.

Elliott Davis Decosimo, LLC, in Columbia, South Carolina, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has suffered recurring losses that have eroded regulatory
capital ratios and the Company's wholly owned subsidiary, Horry
County State Bank, is under a regulatory Consent Order with the
Federal Deposit Insurance Corporation (FDIC) that requires, among
other provisions, capital ratios to be maintained at certain
levels.  As of December 31, 2015, the Company's subsidiary is
considered significantly undercapitalized based on its regulatory
capital levels.  These considerations raise substantial doubt about
the Company's ability to continue as a going concern.  The Company
also has deferred interest payments on its junior subordinated
debentures for 20 consecutive quarters as of Dec. 31, 2015.  Under
the terms of the debentures, the Company may defer payments for up
to 20 consecutive quarters without creating a default.  Payment for
the 20th quarterly interest deferral period was due in March 2016.
The Company failed to pay the deferred and compounded interest at
the end of the deferral period, and the trustees of the
corresponding trusts, have the right, after any applicable grace
period, to exercise various remedies, including demanding immediate
payment in full of the entire outstanding principal amount of the
debentures.  The balance of the debentures and accrued interest as
of December 31, 2015 were $6,186,000 and $901,000, respectively.
These events also raise substantial doubt about the Company's
ability to continue as a going concern as of December 31, 2015.


HECK INDUSTRIES: Cajun Ready Mix Buying Gonzales Batch Plant
------------------------------------------------------------
Concrete supplier Heck Industries, Inc., on May 11, 2016, filed
with the U.S. Bankruptcy Court for the Middle District of Louisiana
an amended motion to sell a cement batch plant and certain assets
related thereto to allow some reprieve from its current cash flow
problems and enable it to sustain operations until collections of
its accounts receivable stabilizes.

The Debtor owns various equipment used in connection with its
cement supply operations, including a cement batch plant and
related assets located on property bearing municipal address 38429
LA-30, Gonzales, Louisiana 70737 ("Gonzales Batch Plant").

The Debtor desires to proceed forward with the sale of its Gonzales
Batch Plant to Cajun Ready Mix Concrete, LLC ("Cajun"). Prior to
the Petition Date, on April 7, 2016, the Debtor and Cajun entered
into an Agreement to Purchase Assets, in which the Debtor agreed,
through arm's-length negotiations, to sell the Gonzales Batch Plant
to Cajun for a lump sum cash payment of $300,000.

The Debtor maintains that the indebtedness to Investar Bank is
approximately $3,000,000 on account of prepetition loans.

The sale of the property will generate immediate cash for the
Debtor to allow it to fund its immediate obligations and maintain
operations until its accounts receivable collections stabilizes.

The Debtor is required to make payments to the bank in excess of
$46,000 within approximately 10 days; and, will also be required to
pay its monthly loan obligations of approximately $16,000 shortly
thereafter.  In addition, due to the strain on the Debtor's cash
flow and thus slow payment to vendors, a number of the Debtor's
vendors now require COD payments to be made.  Although Investar may
assert that it holds a lien which would attach to the sale
proceeds, the Debtor intends to work with Investar to reach an
agreement through which the sale proceeds can be used to sustain
its operations for benefit of all parties; or, in the alternative
to seek relief from this Court allowing the Debtor to utilize the
proceeds for this purpose.

                       About Heck Industries

Heck Industries, Inc., sought Chapter 11 protection (Bankr. M.D.
La. Case No. 16-10516) on April 29, 2016, in Baton Rouge,
Louisiana.  Hon. Douglas D. Dodd is the case judge.

The Debtor is the owner of a concrete supply business which has
operated throughout Louisiana since 1957.  The Debtor's chapter 11
case was precipitated by a severe strain on collection of its
accounts receivable due to, among other things, unfortunate weather
conditions hampering the Debtor's ability to complete numerous jobs
awarded to it.

The Debtor estimated $1 million to $10 million in assets and debt.

The Debtor's attorneys:

         STEFFES, VINGIELLO & McKENZIE, L.L.C.
         William E. Steffes
         Noel Steffes Melancon
         Barbara B. Parsons
         13702 Coursey Blvd.Building 3
         Baton Rouge, Louisiana 70817
         Telephone: 225-751-1751
         Fax: 225-751-1998
         E-mail: nmelancon@steffeslaw.com


HECK INDUSTRIES: Selling 10 Cement Trucks for $237,000
------------------------------------------------------
Concrete supplier Heck Industries, Inc., on May 11, 2016, filed
with the U.S. Bankruptcy Court for the Middle District of Louisiana
an amended motion to sell 10 cement trucks to reduce indebtedness
to its senior lender, Investar Bank.  The Debtor desires to sell
the Cement Trucks to Randy Weeks, a resident of the State of
Georgia. Prior to the Petition Date, through arms-length
negotiations, the Debtor agreed to sell the Cement Trucks to Weeks
for a lump sum payment of $237,000.  Collectively, the sale price
is consistent with appraised values given to the 9 trucks in which
Investar claims an interest.  Mr. Weeks has advised the Debtor that
he is prepared to close by May 13, 2016.

                       About Heck Industries

Heck Industries, Inc., sought Chapter 11 protection (Bankr. M.D.
La. Case No. 16-10516) on April 29, 2016, in Baton Rouge,
Louisiana.  Hon. Douglas D. Dodd is the case judge.

The Debtor is the owner of a concrete supply business which has
operated throughout Louisiana since 1957.  The Debtor's chapter 11
case was precipitated by a severe strain on collection of its
accounts receivable due to, among other things, unfortunate weather
conditions hampering the Debtor's ability to complete numerous jobs
awarded to it.

The Debtor estimated $1 million to $10 million in assets and debt.

The Debtor's attorneys:

         STEFFES, VINGIELLO & McKENZIE, L.L.C.
         William E. Steffes
         Noel Steffes Melancon
         Barbara B. Parsons
         13702 Coursey Blvd.Building 3
         Baton Rouge, Louisiana 70817
         Telephone: 225-751-1751
         Fax: 225-751-1998
         E-mail: nmelancon@steffeslaw.com


HEXION INC: Incurs $44 Million Net Loss in First Quarter
--------------------------------------------------------
Hexion Inc. filed with the Securities and Exchange Commission its
quarterly report on Form 10-Q disclosing a net loss of $44 million
on $909 million of net sales for the three months ended March 31,
2016, compared to a net loss of $34 million on $1.07 billion of net
sales for the same period in 2015.

As of March 31, 2016, Hexion had $2.37 billion in total assets,
$4.86 billion in total liabilities, and a total deficit of $2.49
billion.

"We continued to implement our strategic growth initiatives and
structural cost savings in the first quarter of 2016," said Craig
O. Morrison, Chairman, president and CEO.  "During the quarter, we
posted gains in our specialty epoxy resins and Versatic Acids and
Derivatives businesses, which were partially offset by weaker
oilfield proppant results, as well as the negative impact of
foreign currency translation.  We also continued to post higher
volumes in our North American forest products resins business,
which were offset by the impact of an extended turnaround from a
key formaldehyde customer and economic volatility in Latin America
during the first quarter of 2016."

Mr. Morrison added: "On a constant currency basis, our first
quarter 2016 EBITDA was up two percent compared to the prior year
reflecting our cost savings initiatives and the benefit of our
diversified end markets.  Going forward, we expect to benefit from
the recent investments we have made in our formaldehyde business
and the continued growth of our specialty product portfolio."

In late 2015, Hexion identified approximately $35 million in
additional productivity and cost reduction programs, which the
Company will begin executing in 2016.  As of March 31, 2016, Hexion
had approximately $38 million in total in process cost savings, the
majority of which we expect to be achieved over the next 12 to 24
months.

At March 31, 2016, Hexion had total debt of approximately $3.8
billion, which is unchanged compared to Dec. 31, 2015.  In
addition, at March 31, 2016, the Company had $418 million in
liquidity comprised of $109 million of unrestricted cash and cash
equivalents, $262 million of borrowings available under the
Company's asset-backed loan facility and $47 million of time drafts
and availability under credit facilities at certain international
subsidiaries.

On March 18, 2016, Hexion entered into a definitive agreement for
the sale of its Performance Adhesives, Powder Coatings, Additives &
Acrylic Coatings and Monomers businesses to Synthomer plc for a
purchase price of approximately $226 million.  The sale is subject
to customary closing conditions, including works council
consultation.  The transaction is expected to close in the second
quarter of 2016.

Hexion expects to have adequate liquidity to fund its ongoing
operations for the next twelve months from cash on its balance
sheet, cash flows provided by operating activities and amounts
available for borrowings under its credit facilities.

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

                      https://is.gd/vxaPnj

                        About Hexion Inc.

Hexion Inc., formerly known as Momentive Specialty Chemicals, Inc.,
headquartered in Columbus, Ohio, is a producer of thermoset resins
(epoxy, formaldehyde and acrylic).  The company is also a supplier
of specialty resins for inks and specialty coatings sold to a
diverse customer base as well as a producer of commodities such as
formaldehyde, bisphenol A, epichlorohydrin, versatic acid and
related derivatives.

Hexion reported a net loss attributable to the Company of $40
million on $4.14 billion of net sales for the year ended Dec. 31,
2015, compared to a net loss attributable to the Company of $223
million on $5.13 billion of net sales for the year ended Dec. 31,
2014.

                          *     *     *

The TCR reported on Oct. 3, 2014, that Standard & Poor's Ratings
Services lowered its corporate credit rating on Momentive
Specialty by one notch to 'CCC+' from 'B-'.  "The downgrade
follows MSC's significant use of cash in the first half of 2014 and
our expectation that lackluster cash flow from operations and
elevated capital spending will cause free operating cash flow to be
significantly negative in 2014 and 2015," said Standard & Poor's
credit analyst Cynthia Werneth.

As reported by the TCR on Dec. 15, 2014, Moody's Investors Service
lowered the Corporate Family Rating of Momentive to 'Caa1' from
'B3'.  "Due to elevated leverage, heavy capital spending on new
capacity in 2014 and 2015, and the lack of meaningful improvement
in financial performance, Moody's have lowered Momentive
Specialty's rating," stated John Rogers, senior vice president at
Moody's.


HIGH RIDGE MANAGEMENT: Compromises Controversy with Relator
-----------------------------------------------------------
High Ridge Management Corp. and Hollywood Pavilion, LLC, asks the
Bankruptcy Court to approve the settlement entered into with
Jeffrey Byrd on behalf of the United States, to settle the claims
filed by Relator against the Debtors' estates.

According to the Debtors, prior to the Petition Date, Relator filed
Case No. 07-61424-CIV-MORENO in the United States District Court
for the Southern District of Florida under the qui tam provisions
of the False Claims Act, seeking, among other things, to recover up
to treble damages and civil penalties for violations of the Federal
False Claims Act, where Relator asserts a claim in the amount of
$126,033,264 against the Debtor Pavilion, and a claim in the amount
of $9,818,100 against the Debtor High Ridge.

The Debtors tell the Court that in order to avoid litigation of the
Relator's Qui Tam Action, which would be costly, time consuming,
and would delay the Debtors' ability to confirm a plan, and would
certainly delay the Debtors' ability to make distributions on a
confirmed plan -- the distribution to creditors would also be
reduced by the amount of administrative expenses that are increased
as a result of continuing the litigation -- the parties have agreed
to resolve the matter in accordance with the Settlement Agreement.

More specifically, the parties have agreed as follows:

   a. The Debtors' Claim will be satisfied in the Debtors'
bankruptcy cases by the payment of $500,000 from the Hollywood
Pavilion bankruptcy estate, with $450,000 being paid directly to
the United States, and $50,000 being paid directly to Relator's qui
tam counsel, Nolan Auerbach & White.

   b. Within 10 business days of receipt of the full Settlement
Payment from the Hollywood Pavilion bankruptcy estate, Relator will
file a voluntary dismissal with prejudice in the Relator's Qui Tam
Action with respect to High Ridge and Hollywood Pavilion.

   c. The Parties agree to take all actions reasonably necessary to
facilitate the Settlement. Further, Relator shall support, and vote
in favor of, any plan(s) of reorganization filed by the Debtors
that is consistent with the Settlement.

   d. The United States has agreed that after receiving the
Settlement Payment, it will file a consent to the dismissal of
Relator's Qui Tam Action as to both High Ridge and Pavilion, with
prejudice, as to both Relator and the United States.

   e. Relator will also release High Ridge, Hollywood Pavilion,
HHRC, Leonore Kallen, Karen Kallen-Zury4, Tamir Zury, Philip S.
Kallen, Kenneth J. Kallen, and the Leonore Kallen 2007 Dynasty
Trust, any and all of the trusts created thereunder, including, but
not limited to, the Trust f/b/o Karen Kallen-Zury and the trustees
and beneficiaries of such trusts and all of their respective
attorneys, successors, and assigns.

The Debtor’s Motion has been scheduled for a hearing on May 17,
2016.

High Ridge Management Corp. and Hollywood Pavilion, LLC are
represented by:

       Jerry M. Markowitz, Esq.
       Grace E. Robson, Esq.
       MARKOWITZ RINGEL TRUSTY & HARTOG, P.A.
       101 NE Third Avenue, Suite 1210
       Fort Lauderdale, FL 33301
       Telephone: (954) 767-0030
       Facsimile: (954) 767-0035
       Email: jmarkowitz@mrthlaw.com

       -- and --

       9130 So. Dadeland Boulevard, Suite 1800
       Miami, FL 33156
       Telephone: (305) 670-5000
       Facsimile: (305) 670-5011
       Email: jmarkowitz@mrthlaw.com
              grobson@mrthlaw.com

             About High Ridge

High Ridge Management Corp., Hollywood Pavilion and Hollywood Hills
Rehabilitation Center LLC, sought Chapter 11 protection (Banrk.
S.D. Fla. Lead Case No. 15-16388) in Fort Lauderdale, Florida, on
April 8, 2015.  Judge John K Olson presides over the jointly
administered cases.

High Ridge estimated $10 million to $50 million in assets and
debt.

High Ridge owns real property located at 1200 North 35th Avenue and
1201 North 37th Avenue, Hollywood, Florida, and is the landlord of
Pavilion and Hollywood Hills.  Before executing a management
agreement with Larkin Community Hospital, Pavilion was operating a
50-bed Florida-licensed mental health hospital on the real
property.  Before the appointment of a receiver, Hollywood Hills
operated a 152-bed Florida-licensed nursing home on the real
property.

High Ridge is the 100 percent owner of the membership interests in
Hollywood Hills and Pavilion.  Prior to Jan. 14, 2014, when a
receiver was appointed, High Ridge managed the operations for
Pavilion and Hollywood Hills.

Timothy R Bow, Esq., and Grace E. Robson, Esq., at Markowitz Ringel
Trusty + Hartog, P.A., in Fort Lauderdale, Florida, serve as the
Debtors' counsel.


HORSEHEAD HOLDING: U.S. Trustee Forms 7-Member Equity Committee
---------------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on May 13 appointed
Aquamarine Capital and six others to serve on Horsehead Holding
Corp.'s committee of equity security holders.

The committee members are:

     (1) Aquamarine Capital
         Attn: Guy Spier
         1345 6th Ave., 2nd Fl.
         New York, NY 10105
         Phone: 212-716-1350
         Fax: 212-716-1351

     (2) Legoix Sil/Rolnik Capital Sil
         Attn: Francisco Rodriguez Prada c/ Alsasua
         76 Bajo. 28023, Madrid, Spain
         Phone: +34 669997786
         Fax: +34 973728555

     (3) Rule One Capital
         Attn: Phil Town
         811 Bear Creek Rd.
         Moreland, GA 30259,
         Phone: 646-884-2434

     (4) Cinco Ventures
         Attn: Andrew Wilkinson & Chris Sparling
         101-524 Yates St., Victoria, BC
         V8W 1K8, Canada
         Phone: 250-884-5375

     (5) Paul L. Lavergne
         805 Ponce de Leon Ave.
         Excelsior Tower, Apt. 1202
         San Juan, PR 00907
         Phone: 787-934-8997

     (6) Samuel J. Burrow III
         2711 Rundolph Rd., Ste. 600
         Charlotte, NC 28207,
         Phone: 704-334-7202
         Fax: 704-372-6974

     (7) Gense (George) Hu
         2116 Bridle Ridge Ct.
         San Jose, CA 95138
         Phone: 408-858-8555                  

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.


HYPNOTIC TAXI: Citibank Asks Court to Dismiss Cases of 15 Debtors
-----------------------------------------------------------------
Citibank, N.A. filed a motion requesting the Bankruptcy Court for
an order lifting the stay, or alternatively, dismissing the cases
of Bourbon Taxi LLC, Butterfly Taxi LLC, Candy Apple Taxi LLC,
Chianti Taxi LLC, Dorit Transit LLC, France Taxi LLC, Hennessey
Taxi Inc., Iceberg Taxi Inc., Merlot Taxi LLC, Milkyway Cab Inc.,
Pinot Noir Taxi LLC, Pointer Taxi LLC, Pudding Taxi Inc., Stoli
Taxi LLC and VSOP Taxi Inc.

Citibank’s Motion provides that: "In each of the fifteen cases at
issue, Citibank holds the only secured claim and represents
approximately 97% of the total claims, and thus, each of these
bankruptcy cases arises out of a two-party dispute. Specifically,
other than Citibank's claim and Evgeny Freidman's contingent claim
-- based on his guaranty of the Debtors' obligations to Citibank,
the claims in these cases consist of a de minimis claim by Windels
Marx Lane & Mittendorf and claims that are required to be paid by
the Management Companies... The Debtors' only assets are the
Medallions. . . the subject of a seizure order in Adversary
Proceeding No. 15-01185 (CEC) as a result of defaults under, inter
alia, the Medallion Loans. The Debtors' current financial situation
primarily involves only their dispute with Citibank, which can be
resolved in the Adversary proceeding. . . The Debtors have no cash
flow and they have no employees to protect."

The Official Committee of Unsecured Creditors complains that
Citibank ignores the potential impact that foreclosing on dozens of
Medallions could have on the ability to pay claims of general
unsecured creditors, including personal injury claimants, as well
as the fact that the Debtors filed a plan of reorganization, albeit
patently preliminary and in need of negotiation and modification,
but nevertheless, a comprehensive plan is dependent upon all the
Debtors keeping their Medallions available as one of the funding
sources for the reorganization and the payment of claims.

The Debtors complain why Citibank waited to file the Motion until
eight months after the commencement of the Debtors' cases, and just
after the Debtors proposed a joint plan of reorganization, however,
regardless of Citibank's motive in filing the Motion eight months
after the cases were filed, the belated Motion should be denied for
myriad reasons, including the following:

   (a) Under the equitable doctrine of laches, Citibank is barred
from prosecuting the Motion based upon the underlying facts because
Citibank actively participated in these cases for eight months, at
the expense of the Debtors, their creditors and all other parties
in interest.

   (b) Citibank has failed to show cause for dismissal or lifting
the stay because the Debtors in the Fifteen Cases not only have
prepetition creditors, but also share equal responsibility in
paying the accumulated administrative cost of prosecuting all of
the Debtors' cases, much of which was incurred in dealing with
Citibank's litigiousness, hence, these cases do not fall under a
two party dispute.

   (c) Dismissal would not be in the best interests of the Debtors
or their creditors and would derail the Debtors' attempted
reorganization because the Debtors in the Fifteen Cases are
essential to this Plan, which is to be funded by the excess fees
generated by the lease of the medallions of those fifteen Debtors,
so that if the Fifteen Cases are dismissed or if Citibank is
permitted to seize those Debtors' medallions, the creditors of the
remaining seven Debtors will undoubtedly be adversely affected.   

Citibank refutes the Debtors' assertions arguing that it has
assembled and analyzed information regarding claims in all 22 cases
prior to its filing of the motion to dismiss, albeit the Debtors
failure to provide for information concerning the unsecured claims
of certain insurance companies. Likewise, Citibank argues that
Citibank's loans has been made to separate debtor that have not
been cross collateralized, therefore, the purported "prejudice" to
entities that are not creditors in the Fifteen Cases is not a
legally cognizable basis for staying Citibank's loan enforcement
rights. In addition, the fact that the Debtors have now filed
documents entitled "Plan" and "Disclosure Statement" does not
justify continuing a stay of Citibank's rights since the Proposed
Plan is patently unconfirmable as set forth in the Objections filed
by, inter alia, Citibank, the Committee and the U.S. Trustee.

Hypnotic Taxi LLC and its affiliated debtors are represented by:

       Fred Stevens, Esq.
       Stephanie R. Sweeney, Esq.
       KLESTADT WINTERS JURELLER SOUTHARD & STEVENS, LLP
       200 West 41st Street, 17th Floor
       New York, New York 10036-7203
       Telephone: (212) 972-3000
       Facsimile: (212) 972-2245
       Email: fstevens@klestadt.com
              ssweeney@klestadt.com

Citibank, N.A. is represented by:

       Nathan Schwed, Esq.
       Jantra Van Roy, Esq.
       Robert Guttmann, Esq.
       ZEICHNER ELLMAN & KRAUSE LLP
       1211 Avenue of Americas
       New York, New York 10036
       Telephone: (212) 223-0400
       Email: nschwed@zeklaw.com
              jvanroy@zeklaw.com
              rguttmann@zeklaw.com

The Official Committee of Unsecured Creditors is represented by:

       Allen G. Kadish, Esq.
       Jeffrey Traurig, Esq.
       DICONZA TRAURIG KADISH LLP
       630 Third Avenue
       New York, New York 10017
       Telephone: (212) 682-4940
       Facsimile: (212) 682-4942
       Email: akadish@dtklawgroup.com
              jtraurig@dtklawgroup.com

             About Hypnotic Taxi

Hypnotic Taxi LLC and 21 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. E.D.N.Y. Lead Case No. 15-43300) on
July 22, 2015.  The petition was signed by Evgeny Freidman as sole
and managing member.

The Debtors are either limited liability companies or corporations
organized under the laws of the State of New York.  The Debtors
maintain an office at 330 Butler Street, Brooklyn, New York 11217.
The Debtors each own either two or three New York City Medallions
issued by the New York City Taxi and Limousine Commission ("TLC")
and related Taxi Vehicles.  The Debtors collectively own 46
Medallions and Taxi Vehicles.

Klestadt Winters Jureller Southard & Stevens LLP serves as the
Debtors' counsel.  Judge Carla E. Craig presides over the case.

The Debtors each own either two or three medallions issued by the
New York City Taxi and Limousine Commission that permit taxi
services to be performed by the Debtors.

Hypnotic Taxi LLC disclosed total assets of $1,941,314 and total
liabilities of $2,825,401 as of the Petition Date.

The U.S. Trustee for Region 2 appointed three creditors to serve on
the official committee of unsecured creditors.  The Committee
tapped White & Williams LLP as counsel and EisnerAmper as its
accountants and financial advisors.


IMH FINANCIAL: Reports $5.85 Million Net Loss for First Quarter
---------------------------------------------------------------
IMH Financial Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common shareholders of $5.85 million on $6.88
million of total revenue for the three months ended March 31, 2016,
compared to a net loss attributable to common shareholders of $3.50
million on $9.53 million of total revenue for the same period in
2015.

As of March 31, 2016, IMH Financial had $178 million in total
assets, $106 million in total liabilities, $30.2 million in
redeemable convertible preferred stock and $42.5 million in total
stockholders' equity.

At March 31, 2016, the Company had cash and cash equivalents of
$5.7 million and restricted cash and cash equivalents of $2.5
million, as well as loans held for sale totaling $3.5 million and
REO held for sale of $7.9 million.  The proceeds from these items,
coupled with revenues generated from the Company's operating
properties, and proceeds from the issuance of debt, comprise its
primary sources of liquidity and it believes they are sufficient to
cover its liquidity needs over the next twelve months.  However,
there is no assurance that the Company will be successful in
selling existing real estate assets in a timely manner or in
obtaining additional financing, if needed, to sufficiently fund
future operations or to implement its investment strategy.

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

                      https://is.gd/IshLIL

                       About IMH Financial

Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010.  The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.

IMH Financial reported a net loss attributable to common
shareholders of $18.90 million on $32.49 million of total revenue
for the year ended Dec. 31, 2015, compared to a net loss
attributable to common shareholders of $39.46 million on $31.42
million of total revenue for the year ended Dec. 31, 2014.


INTERLEUKIN GENETICS: Incurs $1.51 Million Net Loss in 1st Quarter
------------------------------------------------------------------
Interleukin Genetics, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.51 million on $960,918 of total revenue for the three months
ended March 31, 2016, compared with a net loss of $1.84 million on
$403,212 of total revenue for the same period in 2015.

As of March 31, 2016, Interleukin had $4.61 million in total
assets, $8.37 million in total liabilities, and a total
stockholders' deficit of $3.75 million.

"The Company has experienced net operating losses since its
inception through March 31, 2016.  The Company had net losses of
$7.9 million and $6.3 million for the years ended Dec. 31, 2015,
and 2014, respectively, and $1.5 million for the three months ended
March 31, 2016, contributing to an accumulated deficit of $130.5
million as of March 31, 2016.

"The Company continues to take steps to reduce genetic test
processing costs.  Cost savings are primarily achieved through test
process improvements.  Management believes that the current
laboratory space is adequate to process high volumes of genetic
tests."

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

                      https://is.gd/6DEzxZ

                        About Interleukin

Waltham, Mass.-based Interleukin Genetics, Inc., is a personalized
health company that develops unique genetic tests to provide
information to better manage health and specific health risks.

Interleukin reported a net loss of $7.89 million on $1.44 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $6.33 million on $1.81 million of total revenue for the
year ended Dec. 31, 2014.

As of Dec. 31, 2015, the Company had $6.49 million in total assets,
$8.95 million in total liabilities and a $2.46 million total
stockholders' deficit.

Grant Thornton LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has incurred
recurring losses from operations and has an accumulated deficit
that raise substantial doubt about the Company's ability to
continue as a going concern.


INVENTIV HEALTH: Incurs $19.1 Million Net Loss in First Quarter
---------------------------------------------------------------
Inventiv Health, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to the Company of $19.1 million on $541 million of net
revenues for the three months ended March 31, 2016, compared to a
net loss attributable to the Company of $45.1 million on $451
million of net revenues for the same period in 2015.

As of March 31, 2016, inVentiv had $2.12 billion in total assets,
$2.91 billion in total liabilities, and a total stockholders'
deficit of $783 million.

inVentiv will discuss the Company's financial results for the first
quarter of 2016 during a conference call at 2:00 p.m. Eastern Time
on May 16, 2016.  During this conference call, the Company intends
to use and reference  presentation, a copy of which is available
for free at https://is.gd/AxGWMq

                      About inVentiv Health

inVentiv Health, Inc., is privately owned by inVentiv Group
Holdings, Inc., an organization sponsored by affiliates of Thomas
H. Lee Partners, L.P., Liberty Lane Partners and members of the
inVentiv Health management team.

inVentiv Health is a top-tier professional services organization
that accelerates the clinical and commercial success of
biopharmaceutical companies worldwide.  The Company's combined
Clinical Research Organization and Contract Commercial Organization
helps clients improve their performance to deliver much-needed
therapies to market.  With 13,000 employees providing services to
clients in 70 countries, inVentiv Health designs best practices,
processes and systems to enable clients to successfully navigate an
increasingly complex environment.
- See more at:
http://www.inventivhealth.com/our-company/investors#sthash.Oi040G6G.dpuf


Inventiv Health reported a net loss attributable to the Company of
$151 million on $1.99 billion of net revenues for the year ended
Dec. 31, 2015, compared to a net loss attributable to the Company
of $190 million on $1.80 billion of net revenues for the year ended
Dec. 31, 2014.

                           *    *    *

As reported by the TCR on May 22, 2015, Moody's Investors Service
affirmed the Caa1 Corporate Family Rating and Caa1-PD Probability
of Default Rating of inVentiv Health, Inc. as well as all of the
instrument ratings.  The Caa1 rating reflects inVentiv's very high
leverage, history of negative free cash flow and significant
interest burden which will make a default event likely if the
company does not significantly improve its EBITDA performance well
ahead of 2018, when all of the company's debt matures.

The TCR reported on Dec. 12, 2012, that Standard & Poor's Ratings
Services affirmed its 'B-' corporate credit rating on Burlington,
Mass.-based contract research organization (CRO) inVentiv Health
Inc.


J & N ACQUISITIONS: Wants Exclusive Plan Filing Extended to June 13
-------------------------------------------------------------------
J & N Acquisitions, Inc., filed with the U.S. Bankruptcy Court for
the Southern District of Florida to extend by 30 days to June 13,
2016, the exclusivity period within which the Debtor is required to
file its plan and disclosure statement.

The exclusivity period within which the Debtor is required to file
its plan and disclosure statement is slated to expire on May 13,
2016.

The Debtor is currently in negotiations with secured creditors.
The Debtor has otherwise complied with all Chapter 11 reporting
requirements and no other creditor or interested party would be
prejudiced by the delay.

Headquartered in Port St. Lucie, Florida, J & N Acquisitions, Inc.,
dba Kids Place filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Fla. Case No. 15-30152) on Nov. 16, 2015, listing $1.14
million in total assets and $2.15 million in total liabilities.
The petition was signed by Janice Williams, CEO.

Judge Paul G. Hyman, Jr., presides over the case.

Malinda L Hayes, Esq., at Markarian Frank White-Boyd & Hayes serves
as the Debtor's bankruptcy counsel.


JAMES YATES: Seeks to Sell Property for $1.79 Million
-----------------------------------------------------
Reorganized debtor James L. Yates on May 11, 2016, filed a motion
asking the U.S. Bankruptcy Court for the Central District of
California, Santa Ana Division, for approval to sell residential
real property located at 4100 Cassia Lane, Yorba Linda, California
On or about April 27, 2016, the Debtor and Sherry Yates (the
"Sellers") entered into a Residential Purchase Agreement and Joint
Escrow Instructions with Stephanie Hui Quing Shao ("the Buyer"),
which provides for sale of the Property for the sum of $1,788,888.
Sellers have the option of remaining in Property for up to 90 days
after the close of escrow at a cost of $1,700 per month plus
utilities.  A real estate broker's commission of 5 percent of the
Purchase Price will be paid to Berkshire Hathaway Homeservices,
California Properties (the "Broker").  The following lien,
assessments and other amounts due will be paid through escrow:

   a. First priority lien in favor of Marquee Funding Group, Inc.,
estimated at $390,000;

   b. Real property taxes estimated at $0 (taxes have been paid
through July 1, 2016; thus, the Sellers will be entitled to a small
credit);

   c. Escrow and title charges estimated at $9,000;

   d. Legal fees and cost of the Law Offices of Michael G. Spector
estimated at $115,000 (final amount due as of the close of this
sale shall be provided via a demand to escrow);

   e. Legal fees and cost of the Law Offices of Ryan Patrick Murphy
estimated at $20,100 (final amount due as of the close of this sale
shall be provided via a demand to escrow); and

   f. Quarterly fees due to the Office of the U.S. Trustee in the
estimated amount of $1,625.

                         About James Yates

James L. Yates and his wife Sherry Yates were married for 43 years
before she filed a marital dissolution proceeding in the Orange
County Superior Court on Sept. 8, 2008 (O.C.S.C Case No.
08D008120).  Among the assets they acquired during their marriage
was the property at 4100 Cassia Lane, Yorba Linda, California.  The
Property was purchased in November of 1992 for a purchase price of
$865,000.

On May 16, 2011, James Yates filed a Voluntary Petition under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
11-16953).

No creditors' committee, trustee or examiner has been appointed in
the case.

The Chapter 11 Plan of Reorganization Filed Jointly by the Debtor
and Creditor, Sherry Yates was confirmed by Order entered on Nov.
15, 2013.  The Effective Date of the Plan was Dec. 30, 2013.

By Order entered on Sept. 2, 2015, the Court approved a loan from
Marquee Funding Group, Inc., in the amount of $390,000, which was
secured by a first trust deed against the Property.

The Debtor's attorneys:

          Michael G. Spector
          Vicki L. Schennum
          LAW OFFICES OF MICHAEL G. SPECTOR
          2677 North Main Street, Suite 910
          Santa Ana, California 92705
          Telephone: (714)835-3130 - Michael G. Spector
                     (714)536-1983 - Vicki L. Schennum
          Facsimile: (714)558-7435
          E-mail: mgspector@aol.com
                  schennumlaw@gmail.com


JEFFERIES LOANCORE: Moody's Affirms B1 Corp. Family Rating
----------------------------------------------------------
Moody's Investors Service affirmed the corporate family ratings and
upgraded the senior debt ratings of three US-based commercial real
estate lending companies, following a re-assessment of the notching
of the companies' debt under Moody's Finance Companies Rating
Methodology.  The affected ratings include:

   -- Jefferies LoanCore LLC (JLC): Corporate family rating
      affirmed at B1, backed senior unsecured rating upgraded to
      B1 from B2, with a stable outlook.

   -- Rialto Holdings, LLC (Rialto): Corporate family rating
      affirmed at B1, senior unsecured rating upgraded to B1 from
      B2, with a stable outlook.

   -- Starwood Property Trust, Inc. (SPT): Corporate family rating

      affirmed at Ba3, senior secured bank credit facility rating
      upgraded to Ba2 from Ba3, with a stable outlook.

                          RATINGS RATIONALE

Moody's upgraded the JLC, Rialto and SPT senior debt ratings to
reflect each debt's size relative to other components in the
respective company's debt capital structure that are included in
the notching analysis, as well as each debt's priority of claim and
strength of asset coverage.  Moody's finance company instrument
ratings use a notching framework that is based on expected
differences in loss-given-default.  Moody's reassessed the notching
of the affected debts after electing to exclude repurchase
facilities from total debt funding for purposes of the notching
analysis for commercial real estate lenders.  Because repurchase
facilities are exempt from bankruptcy stay under the US Bankruptcy
Code, they would most likely be repaid with limited loss in the
event of default; Moody's expects that they would therefore have
little effect on the losses incurred by other recourse debt.

Moody's affirmed the corporate family ratings of JLC, Rialto and
SPT based on their respective credit attributes, summarized below:
JLC's B1 ratings are based on the sponsorship and funding support
by the Jefferies Group and the real estate investment arm of the
Government of Singapore Investment Corporation (GIC).  The firm has
modest positioning in the commercial real estate lending arena,
having only a brief operating history dating to 2011.  The firm's
earnings performance is potentially volatile, relying upon
securitization gains.  The firm's leverage, while low, has
increased and it is highly reliant on wholesale funding, which
encumbers earning assets.

JLC's ratings could be upgraded if the company continues to
demonstrate consistent and strong profitability without
substantially increasing its leverage, diversifies its business mix
so as to reduce reliance on securitization gains, and maintains
high asset quality over a sustained period of time.  The ratings
could be downgraded if JLC experiences deterioration in
profitability as a result of continued competitive pressures and/or
weakening of its asset quality, which would lead to erosion of its
permanent equity.  Negative pressure could also emerge if the
company experiences difficulty distributing its collateral, its
liquidity cushion gets reduced, its exposure to market-based margin
calls increases due to a change in terms of its credit facility
agreements, or if it loses its affiliation with Jefferies or GIC.

Rialto's B1 ratings reflects the firm's investment strategy focused
on distressed assets, which represent inherently riskier types of
investments, as well as the company's continued diversification of
its franchise from balance-sheet intensive direct investments
towards the asset and investment management and the mortgage
originations businesses.  The rating also reflects "key man" risk
in the CEO position, as well as the lack of an independent board.

Rialto's ratings could be upgraded if it improves profitability
while continuing to expand the investment management and mortgage
origination businesses and maintains moderate leverage.  A
reduction in the firm's profitability, substantial rise in
leverage, or any liquidity challenges could result in a ratings
downgrade.  Departures of key personnel could also result in a
downgrade.

SPT's Ba3 corporate family rating reflects its strong franchise in
commercial mortgage lending, investment management, CMBS special
servicing, and property investment, as well as the firm's
disciplined approach to credit risk management.  Starwood's strong
capital adequacy and profitability, adjusting for consolidated
variable interest entities (VIE), strengthen the firm's credit
profile.  The firm's reliance on capital markets access to fund new
business is a credit weakness.  Starwood is externally managed by
SPT Management, LLC, and is an affiliate of the privately owned
Starwood Capital Group (SCG).  This arrangement provides the REIT
with an experienced management team; however, the external manager
has related business interests.

SPT's ratings could be upgraded if the company continues to
strengthen its liquidity by extending its debt maturity profile and
diversifying its funding sources away from wholesale secured debt,
while maintaining strong, stable profitability and low leverage.
Ratings could be downgraded if SPT encounters material liquidity
challenges, its leverage materially increases, or its profitability
significantly weakens.

Jefferies LoanCore LLC is a commercial real estate finance company
headquartered in Greenwich, CT.

Rialto Holdings, LLC, a wholly-owned subsidiary of Lennar
Corporation, is a commercial real estate lender and investor based
in Miami, FL.

Starwood Property Trust, Inc. [NYSE: STWD] is a REIT engaged in
commercial real estate lending and investing headquartered in
Greenwich, Connecticut,

The principal methodology used in these ratings was Finance
Companies published in October 2015.



JUMIO INC: Equity Committee Hires EisnerAmper as Financial Advisor
------------------------------------------------------------------
The Official Committee of Equity Security Holders of Jumio, Inc.,
asks for permission from the U.S. Bankruptcy Court for the District
of Delaware to employ EisnerAmper LLP as financial advisor, nunc
pro tunc to April 16, 2016.

Objections to the motion must be filed by May 25, 2016, at 4:00
p.m.  A hearing on the motion is set for June 20, 2016, at 10:00
a.m.

EisnerAmper will:

      a) review and analyze the businesses, management,
         operations, properties, financial condition and prospects

         of the Debtor;

      b) review and analyze historical financial performance, and
         transactions between and among the Debtor, its creditors,

         affiliates and other entities;

      c) review the assumptions underlying the business plans and
         cash flow projections for the assets involved in any
         potential asset sale or plan of reorganization;

      d) determine the reasonableness of the projected performance

         of the Debtor, both historically and future;

      e) monitor, evaluate and report to the Equity Committee with
         respect to the Debtor's near-term liquidity needs,
         material operational changes and related financial and
         operational issues;

      f) review and analyze all material contracts and agreements;

      g) assist, procure and assemble any necessary validations of
         asset values;

      h) provide ongoing assistance to the Equity Committee and
         the Equity Committee's legal counsel;

      i) evaluate the Debtor's capital structure and making
         recommendations to the Equity Committee with respect to
         the Debtor's efforts to reorganize its business
         operations and confirm a restructuring or liquidating
         plan;

      j) assist the Equity Committee in preparing documentation
         required in connection with creating, supporting or
         opposing a plan and participating in negotiations on
         behalf of the Equity Committee with the Debtor or any
         groups affected by a plan;

      k) assist the Equity Committee in marketing the Debtor's
         assets with the intent of maximizing the value received
         for any assets from any sale;

      l) provide ongoing analysis of the Debtor's financial
         condition, business plans, capital spending budgets,
         operating forecasts, management and the prospects for
         their future performance; and

      m) Other tasks as the Equity Committee or its counsel may
         reasonably request in the course of exercise of the
         Equity Committee's duties in this case.

EisnerAmper engagement team for the Equity Committee will be paid
these hourly rates:

         Wayne P. Weitz          $600
         Dion Oglesby            $520
         Adeola Akinrinade       $395

From time to time, other EisnerAmper professionals may be involved
in this case as needed.  Hourly rates for these professionals range
from $250 to $650 per hour.

To the best of the Equity Committee's knowledge, information and
belief, EisnerAmper has no connection with, and holds no interest
adverse to, the Debtor, its estate, its creditors, holders of its
equity securities or any party in interest in this case, nor to the
best of the Equity Committee's knowledge does EisnerAmper hold any
interest adverse to the interests of the Equity Committee or
Debtor's equity security holders.  Wayne P. Weitz, managing
director at EisnerAmper, assures the Court that there are no other
instances where EisnerAmper has, has had, or might be deemed to
have or have had connections with the Debtor, creditors or other
parties in interest.

                            About Jumio

Headquartered in Palo Alto, California, Jumio is an online and
mobile identity management and credentials authentication company.
Its customers include, among others, Airbnb, United Airlines,
WorldRemit, EasyJet, and Duolingo.  Jumio has operations in the
United States, Europe and India.  Jumio employs 43 individuals.

Jumio Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 16-10682) on March 21, 2016.  The petition was signed by
Stephen Stuut as chief financial officer.  The Debtor estimated
assets in the range of $1 million to $10 million and debts of up
to $50 million.  Judge Brendan Linehan Shannon has been assigned
the case.

The Debtor has engaged Landis Rath & Cobb LLP as bankruptcy
counsel, Wilmer Cutler Pickering Hale and Dorr LLP as special
corporate counsel, Ernst & Young LLP as financial advisor, Sagent
Advisors, LLC as investment banker, Cooley LLP as special SEC
counsel and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.

In April 2016, Andrew Vara, acting U.S. trustee for Region 3,
appointed Buttonwood Alpha QP Fund LLC and four others to serve on
the committee of equity security holders in the Debtor's Chapter 11
case.  The U.S. Trustee, however, indicated in a court filing that
no official committee of unsecured creditors has been appointed in
the case.


JUMIO INC: Equity Committee Hires K&L Gates as Gen. Bankr. Counsel
------------------------------------------------------------------
The Official Committee of Equity Security Holders of Jumio, Inc.,
seeks authority from the U.S. Bankruptcy Court for the District of
Delaware to retain K&L Gates LLP as general bankruptcy counsel,
nunc pro tunc to the Date of the Committee's appointment, which is
April 15, 2016.

Objections to the motion must be filed by May 25, 2016, at 4:00
p.m.  A hearing on the motion is set for June 20, 2016, at 10:00
a.m.

K&L Gates will:

      a. assist, advise, and represent the Committee in its
         consultations with the Debtor regarding the
         administration of this case;

      b. assist, advise, and represent the Committee with respect
         to the Debtor's retention of professionals and advisors
         with respect to the Debtor's business and this case;

      c. assist, advise and represent the Committee in analyzing
         the Debtor's assets and liabilities, investigating
         potential causes of action held by the estate,
         investigating the extent and validity of liens and
         participating in and reviewing any proposed asset sales,
         any asset dispositions, financing arrangements and cash
         collateral stipulations or proceedings;

      d. assist, advise and represent the Committee in any manner
         relevant to reviewing and determining the Debtor's rights

         and obligations under leases and other executory
         contracts;

      e. assist, advise, and represent the Committee in
         investigating the acts, conduct, assets, liabilities, and

         financial condition of the Debtor, the Debtor's
         operations, and the desirability of the continuance of
         any portion of those operations;

      f. assist, advise and represent the Committee in connection
         with the sale of the Debtor's assets;

      g. assist, advise, and represent the Committee in its
         participation in the negotiation, formulation, or
         objection to any plan of liquidation or reorganization;

      h. assist, advise and represent the Committee in
         understanding its powers and its duties under the
         Bankruptcy Code and the Bankruptcy Rules and in
         performing other services as are in the interests of
         those represented by the Committee;

      i. assist, advise, and represent the Committee in the
         evaluation of claims, and on any litigation matters,
         including avoidance actions; and

      j. provide other services to the Committee as may be
         necessary in this case.

K&L Gates will be paid these hourly rates:

         Michael B. Lubic, Esq., Partner          $825
         Steven L. Caponi, Esq., Partner          $615
         Sven T. Nylen, Esq., Partner             $560
         Brian T. Peterson, Esq., Associate       $335

Michael B. Lubic, Esq., a partner at K&L Gates, assures the Court
that the firm does not hold or represent an interest adverse to the
Committee or the Debtor's estate.  Furthermore, K&L Gates has no
connection to the Debtor, its creditors, or related parties in
interest, and is therefore disinterested within the meaning of
section 101(14) of the Bankruptcy Code.

K&L Gates can be reached at:

      Michael B. Lubic, Esq.
      John H. Culver III, Esq.
      Sven T. Nylen, Esq.
      K&L GATES LLP
      10100 Santa Monica Boulevard, 8th Floor
      Los Angeles, CA 90067
      Tel: (310) 552-5000
      Fax: (310) 552-5001
      E-mail: michael.lubic@klgates.com
              john.culver@klgates.com
              sven.nylen@klgates.com

                            About Jumio

Headquartered in Palo Alto, California, Jumio is an online and
mobile identity management and credentials authentication company.
Its customers include, among others, Airbnb, United Airlines,
WorldRemit, EasyJet, and Duolingo.  Jumio has operations in the
United States, Europe and India.  Jumio employs 43 individuals.

Jumio Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 16-10682) on March 21, 2016.  The petition was signed by
Stephen Stuut as chief financial officer.  The Debtor estimated
assets in the range of $1 million to $10 million and debts of up
to $50 million.  Judge Brendan Linehan Shannon has been assigned
the case.

The Debtor has engaged Landis Rath & Cobb LLP as bankruptcy
counsel, Wilmer Cutler Pickering Hale and Dorr LLP as special
corporate counsel, Ernst & Young LLP as financial advisor, Sagent
Advisors, LLC as investment banker, Cooley LLP as special SEC
counsel and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.

In April 2016, Andrew Vara, acting U.S. trustee for Region 3,
appointed Buttonwood Alpha QP Fund LLC and four others to serve on
the committee of equity security holders in the Debtor's Chapter 11
case.  The U.S. Trustee, however, indicated in a court filing that
no official committee of unsecured creditors has been appointed in
the case.


JUMIO INC: Equity Committee Taps Pachulski Stang as Co-Counsel
--------------------------------------------------------------
The Official Committee of Equity Security Holders of Jumio, Inc.,
asks for permission from the U.S. Bankruptcy Court for the District
of Delaware to employ Pachulski Stang Ziehl & Jones LLP as
co-counsel to the Committee in connection with the Debtor's Chapter
11 case, nunc pro tunc to April 15, 2016.

Objections to the motion must be filed by May 25, 2016, at 4:00
p.m.  A hearing on the motion will be held on June 20, 2016, at
10:00 a.m.

The Firm is expected to render, among other services, these
services to the Committee as co-counsel with K&L Gates:

      a. assist, advise and represent the Committee in its
         consultations with the Debtor regarding the
         administration of this case;

      b. assist, advise and represent the Committee with respect
         to the Debtor's retention of professionals and advisors
         with respect to the Debtor's business and this case;

      c. assist, advise and represent the Committee in analyzing
         the Debtor's assets and liabilities, investigating the
         extent and validity of liens and participating in and
         reviewing any proposed asset sales, any asset
         dispositions, financing arrangements and cash collateral
         stipulations or proceedings;

      d. assist, advise and represent the Committee in any manner
         relevant to reviewing and determining the Debtor's rights

         and obligations under leases and other executory
         contracts;

      e. assist, advise and represent the Committee in
         investigating the acts, conduct, assets, liabilities and
         financial condition of the Debtor, the Debtor's
         operations and the desirability of the continuance of any

         portion of those operations, and any other matters
         relevant to this case or to the formulation of a plan;

      f. assist, advise and represent the Committee in connection
         with any sale of the Debtor's assets;

      g. assist, advise and represent the Committee in its         
         
         participation in the negotiation, formulation, or
         objection to any plan of liquidation or reorganization;

      h. assist, advise and represent the Committee in
         understanding its powers and its duties under the
         Bankruptcy Code and the Bankruptcy Rules and in
         performing other services as are in the interests of
         those represented by the Committee;

      i. assist, advise and represent the Committee in the
         evaluation of claims and on any litigation matters,
         including avoidance actions; and

      j. providing other services to the Committee as may be
         necessary in this case.

The current standard hourly rates for professionals and paralegals
at Pachulski Stang presently designated to represent the Committee
are:

         Partners/Counsel          $550-$1,195
         Associates                $425-$550
         Paralegals                $295-$325

Pachulski Stang can be reached at:

         PACHULSKI STANG ZIEHL & JONES LLP
         Peter J. Keane, Esq.
         Laura Davis Jones, Esq.
         Jeffrey N. Pomerantz, Esq.
         Peter J. Keane, Esq.
         919 N. Market Street, 17th Floor
         P.O. Box 8705
         Wilmington, DE 19899-8705 (Courier 19801)
         Tel: (302) 652-4100
         Fax: (302) 652-4400
         E-mail: ljones@pszjlaw.com
                 jpomerantz@pszjlaw.com
                 pkeane@pszjlaw.com

Laura Davis Jones, Esq., a partner at Pachulski Stang, assures the
Court that the firm is a disinterested person as that term is
defined in section 101(14) of the Bankruptcy Code in that the firm,
its partners, of counsel and associates:

     (a) are not creditors, equity security holders or insiders
         of the Debtor;

     (b) are not and were not, within two years before the
         Petition Date, a director, officer, or employee of the
         Debtor; and

     (c) do not have an interest materially adverse to the
         interests of the Debtor's estate or of any class of
         creditors or equity security holders, by reason of any
         direct or indirect relationship to, connection with, or
         interest in, the Debtor, or for any other reason, except
         as disclosed herein.

                            About Jumio

Headquartered in Palo Alto, California, Jumio is an online and
mobile identity management and credentials authentication company.

Its customers include, among others, Airbnb, United Airlines,
WorldRemit, EasyJet, and Duolingo.  Jumio has operations in the
United States, Europe and India.  Jumio employs 43 individuals.

Jumio Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 16-10682) on March 21, 2016.  The petition was signed by
Stephen Stuut as chief financial officer.  The Debtor estimated
assets in the range of $1 million to $10 million and debts of up
to $50 million.  Judge Brendan Linehan Shannon has been assigned
the case.

The Debtor has engaged Landis Rath & Cobb LLP as bankruptcy
counsel, Wilmer Cutler Pickering Hale and Dorr LLP as special
corporate counsel, Ernst & Young LLP as financial advisor, Sagent
Advisors, LLC as investment banker, Cooley LLP as special SEC
counsel and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.

In April 2016, Andrew Vara, acting U.S. trustee for Region 3,
appointed Buttonwood Alpha QP Fund LLC and four others to serve on
the committee of equity security holders in the Debtor's Chapter 11
case.  The U.S. Trustee, however, indicated in a court filing that
no official committee of unsecured creditors has been appointed in
the case.


KALOBIOS PHARMACEUTICALS: Court OKs PIPE Litigation Settlement
--------------------------------------------------------------
The Bankruptcy Court entered an order approving the settlement
entered into between (i) Gregory Rea, RTAT LLC, Nancy Retzlaff,
Armistice Capital Master Fund, Ltd. Andrew Pizzo and Sabine Gritti
and (ii) KaloBios Pharmaceuticals, Inc.  The Settlement Stipulation
provides for the resolution among the parties of a lawsuit filed on
Jan. 7, 2016 (the "PIPE Litigation") in connection with the
purchase and sale of the Company's common stock in a private
placement in public equity transaction in December 2015 , certain
objections related to the Company's bankruptcy proceedings and all
related matters.

The effectiveness of the Settlement Stipulation is contingent upon
the satisfaction of certain conditions set forth therein,
including, among others, the Company's Second Amended Plan of
Reorganization, dated May 9, 2016, becoming effective by its terms,
provided that the Plan is consistent with the Settlement
Stipulation. Pursuant to the terms of the Settlement Stipulation,
the plaintiffs in the PIPE Litigation will receive 327,608 shares
of the common stock of the Company as reorganized pursuant to the
Plan, in addition to certain other consideration.  The Company's
agreement to the terms of the Settlement Stipulation is not in any
way an admission of wrongdoing or liability by the Company.

                 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.

No trustee, examiner or committee has been appointed in this
Chapter 11 case.


KALOBIOS PHARMACEUTICALS: Hires Horne LLP as Accountants
--------------------------------------------------------
KaloBios Pharmaceuticals, Inc., disclosed in a Form 8-K report
filed with the Securities and Exchange Commission that it engaged
Horne LLP as the Company's independent registered public accounting
firm on May 9, 2016.  The engagement was approved by the Company's
Board of Directors.  The Company's engagement of Horne is subject
to the approval of the United States Bankruptcy Court for the
District of Delaware overseeing the Company's Chapter 11 bankruptcy
proceedings.

During the Company's two fiscal years ended Dec. 31, 2015, and 2014
and through May 9, 2016, neither the Company nor anyone acting on
its behalf consulted with Horne regarding either (i) the
application of accounting principles to a specific transaction,
either completed or proposed, or the type of audit opinion that
might be rendered on the Company's financial statements, and
neither a written report nor oral advice was provided to the
Company that Horne concluded was an important factor considered by
the Company in reaching a decision as to the accounting, auditing
or financial reporting issue; or (ii) any matter that was either
the subject of a disagreement (as defined in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions to Item 304 of
Regulation S-K) or a reportable event (as defined in Item
304(a)(1)(v) of Regulation S-K).

                    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.

No trustee, examiner or committee has been appointed in this
Chapter 11 case.


LADDER CAPITAL: Moody's Assigns Ba2 CFR then Withdraws Rating
-------------------------------------------------------------
Moody's Investors Service assigned a Ba2 corporate family rating to
Ladder Capital Corp, concurrently withdrew the Ba2 corporate family
rating of Ladder Capital Finance Holdings LLLP (LCFH), a Ladder
subsidiary, and affirmed LCFH's Ba3 backed senior unsecured rating.
The outlook for the ratings is stable.

RATINGS RATIONALE

Moody's assigned Ladder's Ba2 corporate family rating and withdrew
LCFH's Ba2 corporate family rating to align ratings with Ladder's
legal organizational and financial reporting structure.  Ladder was
established in 2013 as the holding company for LCFH to facilitate
the consolidated entity's initial public offering.  In December
2014, Ladder announced its conversion to a real estate investment
trust (REIT), began reporting consolidated financial results and
ceased reporting consolidated financial results of LCFH.  Moody's
practice is to assign the corporate family rating to the entity
highest in the group organizational hierarchy for which
consolidated financial reporting is available.

Ladder's Ba2 rating reflects its moderate leverage, high-quality
assets, and strong record of profitability since its inception.
Ladder's lending and securities investment businesses tend to be
countercyclical, which mitigates earnings volatility through
economic and credit cycles.  Ladder has a strong risk management
culture as well as a highly-experienced and well-regarded
management team.  The company also has multiple funding sources to
support its operations.  Ratings also reflect Ladder's business
concentration in the commercial real estate sector and its reliance
on confidence-sensitive, wholesale funding.

Moody's expects that Ladder will continue to effectively manage
liquidity over the next few years as it prepares to transition from
use of Federal Home Loan Bank (FHLB) advances obtained through its
captive insurance subsidiary as a key funding source. Under a
February 2016 rule change, the Federal Housing Finance Authority
(FHFA, regulator of the FHLBs), now excludes captive insurance
companies from FHLB membership.  Ladder has until February 2021 to
transition to other sources of funding, but in the meantime it can
continue to borrow from the FHLB under certain conditions.  Moody's
believes that the diversity and reliability of Ladder's funding
sources will continue to adequately support its business activities
over the transition timeframe.

Moody's could upgrade Ladder's ratings if the company improves its
liquidity runway by further lengthening its debt maturities,
further expands its funding diversification, demonstrates greater
predictability of earnings and asset quality over a sustained
period of time, and solidifies its franchise positioning.

Moody's could downgrade Ladder's ratings if the company shrinks its
liquidity runway, sustains an increase in leverage (debt/total
equity) above a range of 2.0-3.0X, experiences a material
deterioration in asset quality, or generates a decrease in
profitability resulting in fixed charge coverage closer to 1.5X.

Ladder Capital Corp (NYSE: LADR) is a New York based real estate
investment trust (REIT); the company had total assets of $5.7
billion at March 31, 2016.

The principal methodology used in these ratings was Finance
Companies published in October 2015.



LAWRENCE SCHIFF: Ch 11 Trustee Taps William G. Schwab as Counsel
----------------------------------------------------------------
William G. Schwab, Chapter 11 trustee for the estate of Lawrence
Schiff Silk Mills, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to retain
William G. Schwab & Associates as general counsel for
administrative matters and specific matters not assigned to Klehr
Harrison Harvey Branzburg LLP, nunc pro tunc to May 2, 2016.

The Chapter 11 Trustee says Schwab & Associates has become familiar
with the Debtor's business affairs and various legal issues that
may arise during the bankruptcy case.  Since being retained, Schwab
& Associates has provided advice and assisted the Trustee in all
aspects of the restructuring efforts not otherwise assigned to
Klehr Harrison.  Schwab & Associates has indicated a willingness to
act on behalf of the Chapter 11 Trustee and render the necessary
professional services as attorneys for the Trustee.

Schwab & Associates will bill at its normal hourly rates:

      Partners     $375
      Associates   $290
      Paralegals    $90

William G. Schwab, Esq., a partner at Schwab & Associates, assures
the Court that the firm doesn't have any connections as
contemplated by Bankruptcy Rule 2014(a).  Neither Schwab &
Associates nor any attorney at the firm holds or represents an
interest adverse to the Trustee or the Debtor's estate, and neither
the firm nor any of its attorneys is a creditor, an equity security
holder, or an insider of the Debtor.

                 About Lawrence Schiff Silk Mills

Founded in 1918 and headquartered in Quakertown, PA, Lawrence
Schiff Silk Mills, Inc.'s primary business was the manufacturing
of
ribbons, bows, ties, straps, webbing and over 500 additional
woven,
fabricated materials for more than 1,000 customers worldwide.
LSSM
served the global industrial, apparel, military, medical,
packaging
and hospitality markets.

On April 5, 2016, Pyramid Realty Group, LP, Aero Energy and Grant
Industries, Inc. filed an involuntary petition under Chapter 11 of
Title 11 of the United States Code pursuant to Sec. 303 of the
Bankruptcy Code against Lawrence Schiff Silk Mills (Bankr. E.D.
Pa.
Case No. 16-12396).  Pyramid is owned by Richard J. Schiff, who
holds a minority equity stake in Debtor, owns RJLS Enterprises,
Inc. and owns or owned the Debtor's predecessor entities.

On April 22, 2016, upon agreement between the Debtor and the
Petitioning Creditors, the Court entered a Consent Order for Relief
in Involuntary Chapter 11 Case.  The Consent Order granted relief
to Debtor under Chapter 11 of the Bankruptcy Code as of the Relief
Date.

The Petitioning Creditors are represented by Jeffrey Kurtzman,
Esq., at Kurtzman Steady LLC.


LEAFPROOF PRODUCTS: Hires Investors Reality as Broker
-----------------------------------------------------
Leafproof Products, LLC, seeks permission from the U.S. Bankruptcy
Court for the District of Nebraska to hire Ryan Zabrowski and
Investors Reality, Inc., as professional broker to assist Debtor in
its reorganization.

The Debtor engaged IRI to assist Debtor in the sale of Debtor's
real property assets.

IRI will receive a commission equal to a fixed percentage based
upon the gross sale price received by the Debtor for the Debtor's
real estate assets from a buyer procured by IRI.

As a result of IRI's efforts, Debtor conducted an auction and sold
its real estate assets to a third party.  Notwithstanding the terms
of the listing contract, Debtor and IRI have agreed that, subject
to final approval of the Court, IRI is entitled to claim a 5.5%
commission on a gross real estate price of $2,164,217.08.

Ryan Zabrowski, a licensed salesperson employed with IRI, assures
the Court that IRI has no connection with the Debtor, its
creditors, any other parties-in-interest, or their respective
attorneys or accountants.  To the best of Mr. Zabrowski's
knowledge, IRI represents no interest adverse to the Debtor or its
estate in the matters upon which IRI is to be engaged.

Headquartered in Omaha, Nebraska, LeafProof Products, LLC, aka Eran
industries, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. D. Neb. Case No. 15-80074) on Jan. 20, 2014, estimating its
assets and liabilities at between $1 million and $10 million.  The
petition was signed by Adella Bachman, member.

Anna M. Bednar, Esq., and Robert F. Craig, Esq., at Craig/Bednar
Law serves as the Debtor's bankruptcy counsel.


LEARNING CARE: S&P Revises Outlook to Pos. & Affirms 'B' CCR
------------------------------------------------------------
S&P Global Ratings said that it revised its rating outlook on Novi,
Michigan-based childcare service provider Learning Care Group (US)
No. 2 Inc. to positive from stable and affirmed its 'B' corporate
credit rating on the company.

S&P's 'B' issue-level rating and '3' recovery rating on the
company's senior secured credit facility remain unchanged.  The '3'
recovery rating indicates S&P's expectation for meaningful recovery
(50%-70%; lower half of the range) of principal and interest in the
event of a payment default.

"The positive rating outlook reflects our expectation that Learning
Care Group's leverage will continue to moderate over the next 12
months as a result of EBITDA growth related to improved capacity
utilization and acquisitions, as well as our expectation that the
company will not undertake any shareholder rewarding initiatives
that would increase leverage," said S&P Global Ratings credit
analyst Scott Zari.  "The company's financial policy focuses on
using excess cash flow to invest in growth initiatives, and it
hasn't returned any cash to its financial sponsor since it was
purchased in May 2014."  However, given the limited track record
with the company's financial sponsor and S&P's view that financial
sponsors typically use aggressive financial strategies to maximize
investment returns, S&P believes there is a risk of future returns
to shareholders that could result in weaker credit ratios.

"The positive rating outlook on Learning Care Group reflects our
expectation that leverage will continue to moderate over the next
12 months as a result of EBITDA growth related to improved center
utilization and acquisitions," said Mr. Zari.  "The outlook also
reflects our expectation that the company will not undertake any
shareholder rewarding initiatives that would increase leverage."

S&P could raise the corporate credit rating if it believes that the
company's adjusted leverage will continue to decline due to EBITDA
growth and its financial policy will remain consistent with an
aggressive financial policy that focuses on growth.  This scenario
would likely include continued gains in same-center capacity
utilization and S&P's expectation that management will continue to
use excess cash flow for growth.  S&P would also consider the track
record that management establishes with respect to debt repayment
and cash distributions to shareholders.

S&P could revise the outlook to stable if it expects debt leverage
to increase, either due to a shift in unemployment trends or a
change in the company's financial policy.  Any
shareholder-rewarding initiatives that increase leverage, including
a debt-financed dividend, would lead S&P to revise the outlook to
stable.



LEHMAN BROTHERS: Order Sustaining Workers' Claims Objection Upheld
------------------------------------------------------------------
Judge Richard J. Sullivan of the United States District Court for
the Southern District of New York affirmed the bankruptcy court's
November 7, 2014 order sustaining the omnibus objections of the
debtor Lehman Brothers Holdings Inc. to the claims filed by certain
of its former employees and reclassifying those claims as "equity
interests" for distribution purposes.

A full-text copy of Judge Sullivan's March 30, 2016 opinion and
order is available at http://is.gd/HBi7VZfrom Leagle.com.

The seven related appeals are In re LEHMAN BROTHERS HOLDINGS INC.
MARVIN C. SCHWARTZ, et al., Claimants-Appellants, v. LEHMAN
BROTHERS HOLDINGS INC., Debtor-Appellee. JENNIFER ADLER, et al.,
Claimants-Appellants, v. LEHMAN BROTHERS HOLDINGS INC.,
Debtor-Appellee. MADELYN ANTONCIC, et al., Claimants-Appellants, v.
LEHMAN BROTHERS HOLDINGS INC., Debtor-Appellee. DONALD BOUGHRUM, et
al., Claimants-Appellants, v. LEHMAN BROTHERS HOLDINGS INC.,
Debtor-Appellee. ROCCO F. ANDRIOLA, et al., Claimants-Appellants,
v. LEHMAN BROTHERS HOLDINGS INC., Debtor-Appellee. VIRGILIO
CASUPLE, et al., Claimants-Appellants, v. LEHMAN BROTHERS HOLDINGS
INC., Debtor-Appellee. FABIO LIOTTI, et al., Claimants-Appellants,
v. LEHMAN BROTHERS HOLDINGS INC., Debtor-Appellee, Nos. 15-cv-1302
(RJS), 15-cv-1326 (RJS), 15-cv-1368 (RJS), 15-cv-1376 (RJS),
15-cv-1407 (RJS), 15-cv-1431 (RJS), 15-cv-1700 (RJS) (S.D.N.Y.).

Fabio Liotti is represented by:

          Richard J. Schager, Jr., Esq.
          STAMELL & SCHAGER, L.L.P.
          1 Liberty Plaza # 2300
          New York, NY 10006
          Tel: (212)566-4047

Lehman Brothers Holdings Inc. is represented by:

          Ralph Irad Miller, Esq.
          WEIL, GOTSHAL & MANGES LLP
          1300 Eye Street, NW, Suite 900
          Washington, DC 20005
          Tel: (202)682-7000
          Email: ralph.miller@weil.com

            -- and --

          Robert Justin Lemons, Esq.
          WEIL, GOTSHAL & MANGES LLP
          767 Fifth Avenue
          New York, NY 10153-0119
          Tel: (212)310-8000
          Email: robert.lemons@weil.com

                    About Lehman Brothers

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

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

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

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

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

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

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

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

                          *     *     *

In October 2015, Lehman made its eighth distribution to creditors,
bringing Lehman's total distributions to unsecured creditors to
approximately $105.4 billion including (1) $77.2 billion of
payments on account of third-party claims, which includes
non-controlled affiliate claims and (2) $28.2 billion of payments
among the Lehman Debtors and their controlled affiliates.

As of September 2015, the trustee in charge of LBI has returned
around $7.65 billion to the defunct brokerage's unsecured
creditors, a recovery of about 35 cents on the dollar.


LEIDOS HOLDINGS: Moody's Affirms Ba1 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service has affirmed Leidos Holdings, Inc.
corporate family and the senior notes ratings at Ba1, and
downgraded the senior notes of Leidos, Inc. to Ba2 from Ba1.
Moody's also assigned a Ba1 rating to the planned senior secured
credit facilities to be issued by Abacus Innovations Corporation
and Leidos, Inc. that will help fund the pending combination with
Lockheed Martin Corporation's Information Systems & Global
Solutions ("IS&GS") business. The rating outlook is changed to
stable from negative.

Rating Rationale:

The CFR of Ba1 has been affirmed because Leidos has built financial
capacity to enter into this substantial transaction, the defense
contracting outlook is improving, and Moody's expects rapid
deleveraging from an initially high financial leverage level.
Moody's expects about $800 million of debt reduction by late 2018,
substantially all of that reduction from free cash flow. Initial
EBITDA leverage of 3.8x, high for the Ba1 rating, should descend to
around 3x by end of 2018, at which time funds from operation to
debt should have returned to the present mid-20% level.

Pro-forma, the new organization will be the largest independent
defense services contractor with annual revenues approaching $10
billion. With enhanced scale should come a variety of credit
profile benefits. Services will become broader as IS&GS provides
complementary capabilities to make Leidos a more formidable
competitor for large prime contracts, with bidding opportunities
broadly across the US federal and foreign government markets.

IS&GS should also help strengthen Leidos' credentials within the
commercial end market, a revenue stream less correlated to
government spending. The fuller commercial market portfolio should
help Leidos improve the return characteristics of its less
profitable Health & Infrastructure segment.

Leidos' capacity to recruit/retain top talent, independently pursue
large single award contracts and minimize performance risk from
individual projects should notably improve.

The rating outlook change to Stable from Negative considers the
improved business position, defense budget visibility, and
expectation that Leidos will focus on achieving planned cost
synergies, integrating the two organizations through mid-2018 and
putting its free cash flow toward term loan reduction.

In anticipation of the combination's mostly secured debt structure,
the rating on Leidos Inc.'s 7.125% of 2032 and 5.50% of 2033
unsecured bonds have been downgraded to Ba2 from Ba1. These bonds
did not include protection to the debt holders with negative pledge
provisions. These bonds will be unsecured post the new financing.
Leidos Holdings, Inc.'s 4.45% of 2020 and 5.95% of 2040 bonds have
been affirmed. Unlike the 2032 and 2033 obligations, those
instruments will become secured through the operation of the
negative pledge provisions. All of the Leidos debt will be cross
guaranteed, whether issued by Leidos Holdings Inc., Leidos Inc., or
Abacus Innovations Corporation.

The Speculative Grade Liquidity rating has been lowered to SGL-3
from SGL-2, denoting an adequate liquidity profile. An expectation
of lower total liquidity, particularly the cash level, post the
close of the transaction -- despite the integration challenge and
expanded organization -- drives this liquidity assessment.

Upward rating momentum would depend on expectation of debt/EBITDA
below 3x and FFO/debt of 25% in 2018, realization of cost synergies
into EBITDA margin approaching 12%, realization of revenue
synergies into a solid backlog trend, and a more robust backstop
liquidity with cash sustained at $400 - $500 million.

Downward rating pressure would probably develop with low free cash
flow (less than $300 million annually), leverage remaining at mid
3x rather than declining as expected, backlog weakness or erosion
of the already just adequate liquidity profile.

Downgrades:

Issuer: Leidos Holdings, Inc.

--  Speculative Grade Liquidity Rating, Downgraded to SGL-3 from
SGL-2

Issuer: Leidos, Inc

-- Backed Senior Unsecured Regular Bond/Debentures, Downgraded to

    Ba2 (LGD6) from Ba1 (LGD4)

Assignments:

Issuer: Abacus Innovations Corporation

-- Senior Secured Bank Credit Facility, Assigned Ba1 (LGD3)

Issuer: Leidos, Inc

-- Senior Secured Bank Credit Facility, Assigned Ba1 (LGD3)

Affirmations:

Issuer: Leidos Holdings, Inc.

-- Probability of Default Rating, Affirmed Ba1-PD

--  Corporate Family Rating, Affirmed Ba1

-- Senior Unsecured Regular Bond/Debentures, Affirmed Ba1 (LGD3
from LGD4)

Outlook Actions:

Issuer: Abacus Innovations Corporation

-- Outlook, Assigned Stable

-- Issuer: Leidos Holdings, Inc.

-- Outlook, Changed To Stable From Negative

-- Issuer: Leidos, Inc

-- Outlook, Changed To Stable From Negative

Leidos Holdings, Inc. is a defense/intelligence engineering, and
health services provider. The Information Systems & Global
Solutions business of Lockheed Martin Corporation provides
information technology, management and engineering services to the
federal, state, local and foreign governments and commercial
customers. Pro forma for the business combination, revenues would
have been $10.3 billion in 2015.


LIFEPOINT HEALTH: Moody's Rates Proposed Sr. Notes Ba2
------------------------------------------------------
Moody's Investors Service assigned a Ba2 (LGD 4) rating to
LifePoint Health, Inc.'s proposed senior unsecured bonds due 2024.
Moody's understands that the proceeds of the new notes will be used
to redeem the company's existing $400 million 6.625% senior notes
due 2020. There are no changes to LifePoint's existing ratings,
including the Ba2 Corporate Family Rating and Ba2-PD Probability of
Default Rating. The rating outlook is stable.

The refinancing transaction will not meaningfully impact
LifePoint's credit metrics. Moody's will withdraw the ratings on
the 2020 notes when those notes are redeemed.

The following ratings have been assigned.

$400 million senior unsecured notes due 2024, at Ba2 (LGD 4)

RATINGS RATIONALE

LifePoint's Ba2 Corporate Family Rating reflects Moody's
expectation that the company's financial leverage will remain
moderately high. Moody's also expects the company to continue with
its active pursuit of acquisitions. The rating also incorporates
Moody's expectation that the company will continue to successfully
integrate and realize benefits from recent acquisitions despite a
considerable amount of capital spending at those facilities. The
rating is supported by LifePoint's solid presence in the non-urban
markets in which it operates, as well as Moody's expectation that
operating performance will result in strong interest coverage and
cash flow coverage of debt.

The stable rating outlook reflects Moody's expectation that the
company will realize earnings growth but will not meaningfully
reduce leverage due to continued acquisitions and higher capital
spending.

The ratings could be upgraded if LifePoint realizes earnings growth
at existing facilities and acquisition activity does not
significantly disrupt operations or require a material use of
incremental debt. More specifically, the ratings could be upgraded
if debt to EBITDA is sustained at or below 3.0 times.

Alternatively, the ratings could be downgraded if the company
pursues material debt financed acquisitions or share repurchases.
The ratings could also be downgraded if operating challenges or
integration issues negatively impact credit metrics such that debt
to EBITDA is sustained above 4.0 times. Finally, a deterioration of
the company's liquidity could also result in a ratings downgrade.

Headquartered in Brentwood, Tennessee, LifePoint, through its
subsidiaries, owns and operates community hospitals, regional
health systems, physician practices, outpatient centers and
post-acute care facilities predominantly in non-urban communities.
As of March 31, 2016, on a consolidated basis, the company operated
72 hospital campuses in 22 states throughout the United States.
LifePoint generated about $5.5 billion in revenues in the twelve
months ended March 31, 2016.


LINN ENERGY: Bankruptcy Court Approves First Day Motions
--------------------------------------------------------
LINN Energy, LLC ("LinnCo"), and Berry Petroleum Company, LLC
("Berry," and with LINN and LinnCo, the "Company") on May 13
disclosed that the United States Bankruptcy Court for the Southern
District of Texas has granted the relief requested by the Company
in key first day motions related to ordinary course business
activities.  The approved motions give the Company the authority
to, among other things, continue to pay employee wages and benefits
without interruption, to utilize its current cash management
system, and to make royalty payments.

Mark E. Ellis, Chairman, President and Chief Executive Officer,
said, "With these approvals, the Company will continue normal
operations as we implement a comprehensive financial restructuring.
Importantly, I would like to thank all of our employees for their
continued dedication to our Company as we continue working
constructively with our vendors, suppliers, and partners."

The Company received Court approval of a motion that will allow it
to use its cash to fund its
Chapter 11 cases, pursuant to the agreement with the first lien
lenders.  The approval will be reflected in a Court Order entered
Monday, May 16, 2016.  The Company anticipates that the cash
available to it during its Chapter 11 Cases will likely provide
sufficient liquidity to support the business during the financial
restructuring process.

For goods and services provided post-Chapter 11 filing, the Company
intends to pay vendors in full under normal terms.  The Company
intends to meet its obligations in the ordinary course and expects
its operations to continue uninterrupted throughout the
reorganization process.

As previously announced, on May 11, the Company entered into a
Restructuring Support Agreement with holders of at least 66.67% by
aggregate outstanding principal amounts of LINN's Amended and
Restated Credit Agreement, dated as of April 24, 2013, as amended,
and Berry's Second Amended and Restated Credit Agreement, dated as
of November 15, 2010, as amended.  To implement the terms of the
agreement, the Company filed voluntary petitions for a
court-supervised restructuring under Chapter 11 of the United
States Bankruptcy Code.

Advisors

Kirkland & Ellis LLP is serving as legal advisor to LINN, Lazard is
serving as its financial advisor and AlixPartners is its
restructuring advisor.

Exchange Offer

As previously announced, on April 26, 2016, LinnCo commenced a
subsequent offering period to exchange each outstanding unit of
LINN for one LinnCo share (the "Exchange Offer").  The subsequent
offering period will expire at 12:00 midnight (New York City time)
on May 23, 2016, unless extended.  The Bankruptcy Court has
approved keeping the Exchange Offer open uninterrupted.  Procedures
for tendering LINN units during the subsequent offering period are
the same as during the initial offering period, except that
pursuant to Rule 14d-7(a)(2) under the Securities Exchange Act of
1934, as amended, LINN units validly tendered during the subsequent
offering period will be accepted on a daily, "as tendered" basis
and, accordingly, may not be withdrawn.

The purpose of the Exchange Offer is to permit holders of LINN
units to maintain their economic interest in LINN through LinnCo,
an entity that is taxed as a corporation rather than a partnership,
which may allow LINN unitholders to avoid future allocations of
taxable income and loss, including cancellation of debt income
("CODI"), that could result from the court-supervised
reorganization process.  In general, CODI will be allocated to
persons who are deemed to hold the units when the events giving
rise to such CODI occur.  The filing of a petition under Chapter 11
of the United States Bankruptcy Code does not itself cause LINN to
recognize CODI; however, it is likely that the final resolution of
a bankruptcy plan would cause LINN to recognize an amount of CODI,
which may be substantial.

                        About Linn Energy

Headquartered in Houston, Texas, Linn Energy, LLC and its
affiliates are independent oil and natural gas companies.  The LINN
Debtors and Berry are operationally integrated.

The Debtors' workforce, which is not unionized, includes
approximately 1,650 employees.  Collectively, as of year-end 2015,
the Debtors have approximately 27,000 gross productive wells in the
United States, including in California, Colorado, Illinois, Kansas,
Louisiana, Michigan, New Mexico, North Dakota, Oklahoma, Texas,
Utah, and Wyoming.  As of year-end 2015, the Debtors had
approximately 4.5 trillion cubic feet equivalent of proved
reserves, of which approximately 26 percent were oil, 59 percent
were natural gas, and 15 percent were natural gas liquids.  The
Debtors also own and operate pipelines, processing facilities, and
steam generators to support their production activities.

Michael C. Linn, a director on the Linn Energy and LinnCo boards,
founded LINN Energy in 2003.  Since then, the Debtors have grown
from a small operator of natural gas wells into one of the largest
independent oil and gas companies in the United States.  Over the
ensuing period, the Debtors carried out over 60 acquisitions and
other transactions with a total value of approximately $17
billion.

In December 2013, the Debtors acquired Berry in a stock-for-stock
transaction valued at approximately $4.6 billion, inclusive of
Berry's net funded debt.  To effectuate the transaction, LinnCo
acquired all of Berry's outstanding shares in exchange for the
issuance of LinnCo shares, and Berry's pre-acquisition funded debt
remained outstanding.

Each of Linn Energy, LLC and 14 of its subsidiaries filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Proposed Lead Case No. 16-60040) on May 11, 2016.  The
petitions were signed by Arden L. Walker, Jr., chief operating
officer of LINN Energy.

The Debtors listed total assets of $11.61 billion and total debts
of $8.27 billion as of March 31, 2016.

The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Jackson Walker
L.L.P. as co-counsel, Lazard Freres & Co. LLC as financial
advisor,
AlixPartners as restructuring advisor and Prime Clerk LLC as
claims, notice and balloting agent.

The cases are pending joint administration before Judge David R.
Jones.


LINN ENERGY: Incurs $1.34 Billion Net Loss in First Quarter
-----------------------------------------------------------
Linn Energy, LLC, filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $1.34
billion on $415 million of revenues for the three months ended
March 31, 2016, compared to a net loss of $339 million on $917
million of revenues for the same period in 2015.

As of March 31, 2016, Linn Energy had $9.43 billion in total
assets, $11.04 billion in total liabilities and a unitholders'
deficit of $1.60 billion.

As of March 31, 2016, the Company was in default under certain of
its debt instruments, which have subsequently been cured or a
forbearance has been received.  The Company's filing of the
bankruptcy petitions constitutes an event of default that
accelerated the Company's obligations under its Credit Facilities,
its Second Lien Notes and its senior notes.  Additionally, other
events of default, including cross-defaults, are present, including
the failure to make interest payments on certain of its senior
notes and the receipt of a going concern explanatory paragraph from
the Company's independent registered public accounting firm on the
Company's consolidated financial statements for the year ended
December 31, 2015.  Under the Bankruptcy Code, the creditors under
these debt agreements are stayed from taking any action against the
Company as a result of an event of default.

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

                       https://is.gd/QmHmoD

                        About Linn Energy

Headquartered in Houston, Texas, Linn Energy, LLC and its
affiliates are independent oil and natural gas companies. The LINN
Debtors and Berry are operationally integrated.

The Debtors’ workforce, which is not unionized, includes
approximately 1,650 employees. Collectively, as of year-end 2015,
the Debtors have approximately 27,000 gross productive wells in the
United States, including in California, Colorado, Illinois, Kansas,
Louisiana, Michigan, New Mexico, North Dakota, Oklahoma, Texas,
Utah, and Wyoming. As of year-end 2015, the Debtors had
approximately 4.5 trillion cubic feet equivalent of proved
reserves, of which approximately 26 percent were oil, 59 percent
were natural gas, and 15 percent were natural gas liquids. The
Debtors also own and operate pipelines, processing facilities, and
steam generators to support their production activities.

Michael C. Linn, a director on the Linn Energy and LinnCo boards,
founded LINN Energy in 2003. Since then, the Debtors have grown
from a small operator of natural gas wells into one of the largest
independent oil and gas companies in the United States. Over the
ensuing period, the Debtors carried out over 60 acquisitions and
other transactions with a total value of approximately $17
billion.

In December 2013, the Debtors acquired Berry in a stock-for-stock
transaction valued at approximately $4.6 billion, inclusive of
Berry’s net funded debt. To effectuate the transaction, LinnCo
acquired all of Berry’s outstanding shares in exchange for the
issuance of LinnCo shares, and Berry’s pre-acquisition funded
debt remained outstanding.

Each of Linn Energy, LLC and 14 of its subsidiaries filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Proposed Lead Case No. 16-60040) on May 11, 2016. The
petitions were signed by Arden L. Walker, Jr., chief operating
officer of LINN Energy.

The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Jackson Walker
L.L.P. as co-counsel, Lazard Freres & Co. LLC as financial advisor,
AlixPartners as restructuring advisor and Prime Clerk LLC as
claims, notice and balloting agent.

The cases are pending joint administration before Judge David R.
Jones.


LINN ENERGY: Moody's Cuts PDR to D-PD on Bankruptcy Filing
----------------------------------------------------------
Moody's Investors Service downgraded Linn Energy, LLC's (LINE)
Probability of Default Rating (PDR) to D-PD from Ca-PD and affirmed
all other ratings of both LINE and Berry Petroleum Company (Berry)
following the company's announcement that both LINE and Berry have
each filed a voluntary petition for relief under Chapter 11 of the
United State Bankruptcy Code in the U.S. Bankruptcy Court for the
Southern District of Texas on May 11, 2016. The rating outlooks at
LINE and Berry are negative.

Issuer: Linn Energy, LLC

-- Probability of Default Rating (PDR), downgraded to D-PD from
    Ca-PD

-- Corporate Family Rating (CFR), affirmed at Ca

-- Second Lien Secured notes, affirmed at C (LGD 5)

-- Senior Unsecured Notes, affirmed at C (LGD 5)

-- Speculative Grade Liquidity Rating (SGL), unchanged at SGL-4

-- Outlook negative

Issuer: Berry Petroleum Company

-- Senior Unsecured Notes, affirmed at Ca (LGD 5)

-- Outlook negative

RATINGS RATIONALE

A bankruptcy filing by both LINE and Berry has resulted in LINE's
PDR being downgraded to D-PD. LINE and Berry's other ratings have
been affirmed, which reflects Moody's view on the potential overall
family recovery. Shortly following this rating action, Moody's will
withdraw all of LINE and Berry's ratings.

Linn Energy, LLC is an exploration and production company based in
Houston, Texas.


LINNCO LLC: Incurs $14.4 Million Net Loss in First Quarter
----------------------------------------------------------
Linnco, LLC, filed with the Securities and Exchange Commission its
quarterly report on Form 10-Q disclosing a net loss of $14.4
million for the three months ended March 31, 2016, compared to a
net loss of $33.0 million for the same period in 2015.

As of March 31, 2016, Linnco had $18.3 million in total assets,
$23.95 million in total liabilities, all current, and a
shareholders' deficit of $5.67 million.

LINN Energy has agreed to provide to LinnCo, or to pay on LinnCo's
behalf, any financial, legal, accounting, tax advisory, financial
advisory and engineering fees, and other administrative and
out-of-pocket expenses incurred by LinnCo, along with any other
expenses incurred in connection with any public offering of LinnCo
shares or incurred as a result of being a publicly traded entity.
These expenses include costs associated with annual, quarterly and
other reports to holders of LinnCo shares, tax return and Form 1099
preparation and distribution, NASDAQ listing fees, printing costs,
independent auditor fees and expenses, legal counsel fees and
expenses, limited liability company governance and compliance
expenses, and registrar and transfer agent fees.

The Company expects neither to generate nor to require significant
cash in its ongoing business.  Any cash received from the sale of
additional shares will be immediately used to purchase LINN Energy
units.  Accordingly, the Company does not anticipate any other
sources or needs for additional liquidity, other than if the
Company had a tax obligation.  Such tax obligation would require
some form of liquidity to satisfy it, including a cash contribution
from LINN Energy, which LINN Energy is not required to provide.

The Company's only significant asset is its interest in LINN Energy
units and the Company's cash flow, which was historically used to
pay dividends to the Company's shareholders, is completely
dependent upon the ability of LINN Energy to make distributions to
its unitholders.  In October 2015, LINN Energy suspended the
payment of its distribution.  As of March 31, 2016, the Company had
income taxes payable of approximately $23 million and cash of
approximately $11 million.

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

                      https://is.gd/8cIQwr

                        About LinnCo LLC

Houston-based LinnCo, LLC is a Delaware limited liability company
whose initial sole purpose was to own units representing limited
liability company interests in its affiliate, Linn Energy LLC (LINN
Energy).  LINN Energy is an independent oil and natural gas company
that trades on the NASDAQ Global Select Market (NASDAQ) under the
symbol "LINE."

KPMG LLP, in Houston, Texas, issued a "going concern" qualification
in its report on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company had income taxes
payable of approximately $30 million and cash of approximately $11
million.  The Company's only significant asset is its interest in
LINN Energy units and the Company's cash flow, which was
historically used to pay dividends to the Company's shareholders,
is completely dependent upon the ability of LINN Energy to make
distributions to its unitholders.  In October 2015, LINN Energy
suspended the payment of its distribution.  Accordingly, the
uncertainty associated with the Company's ability to meet its
obligations as they become due raises substantial doubt about its
ability to continue as a going concern, the auditors noted.


MAGNOLIA BREWING: Committee Taps Arch & Beam as Financial Advisor
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Magnolia Brewing
Company, LLC, seeks permission from the U.S. Bankruptcy Court for
the Northern District of California to employ Arch & Beam Global,
LLC, as financial advisors to the Committee, effective as of May
11, 2016, with compensation at the expense of the Debtor's estate
and in amounts as the Court may allow.

The duties to be performed by Arch + Beam with respect to the
Committee include:

      a. analyzing the Debtor's operations, financial statements,
         and condition;

      b. analyzing and challenging the budgets and projects
         developed by the Debtor's management in the bankruptcy
         case;

      c. advising the Committee on any proposals regarding a plan
         of reorganization, or other pertinent matters raised in
         the case;

      d. developing appropriate financial strategies in
         conjunction with the Committee and its legal counsel; and

      e. any other tasks as requested by the Committee or
         Committee legal counsel.

Arch + Beam will be paid these hourly rates:

         Howard Bailey, Managing Director         $395
         Matthew English, Managing Director       $395
         Brendan Cronin, Associate                $250
         Administrative                         $75-$125

To the best of Arch + Beam's knowledge, information and belief, and
other than as set forth in the English Declaration and below, Arch
+ Beam has no interest materially adverse to (a) the interest of
the Debtor's estate, (b) the Committee, or (c) of any class of the
Debtor's creditors, either by reason of any direct or indirect
relationship to, or connection with, the Debtor or for any other
reason.  Arch + Beam says that none of the professionals comprising
or employed by Arch + Beam are related to any judge of the U.S.
Bankruptcy Court for the Northern District of California, the U.S.
Trustee or any person employed in the Office of the U.S. Trustee.

The firm may be reached at:

     Howard Bailey, Managing Director
     Matthew English, Managing Director
     Arch & Beam Global LLC
     2500 Camino Diablo, Suite 110
     Walnut Creek, CA 94597
     Tel: 415-252-2900

                     About Magnolia Brewing

Magnolia Brewing Company LLC sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Northern
District of California (San Francisco) (Case No. 15-31480) on
Nov. 30, 2015. The petition was signed by Dave McLean, managing
member.

The Debtor owns and operates a 30-barrel production brewery
located
at 3rd and 22nd in San Francisco, California, which was first
opened in 2014, as well as an adjacent restaurant, Smokestack.
The
Debtor also owns the Magnolia Pub and Brewery located at Haight
and
Masonic in San Francisco as a result of the Debtor's acquisition
of
those assets from McLean Breweries, Inc. pursuant to a merger
between the Debtor and McLean, which occurred in January 2015.
Before the merger, the Debtor and McLean had common management and
a number of common employees and substantially similar ownership.
The Debtor's beer is sold at both of its restaurants and to over
250 draft beer accounts in the San Francisco Bay Area.

The Debtor is represented by Ron Bender, Esq., and John-Patrick M.
Fritz, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P. The case
is assigned to Judge Dennis Montali.

The Debtor estimated both assets and liabilities in the range
of $1 million to $10 million.

The Office of the United States Trustee formed the Official
Committee of Unsecured Creditors on Dec. 7, 2015.


MCD SPORTS: Wants to Hire LeClairRyan as Attorney
-------------------------------------------------
MCD Sports, LLC, asks the U.S. Bankruptcy Court for the District of
New Jersey for authority to employ LeClairRyan as attorney, nunc
pro tunc to May 2, 2016.

LeClairRyan will:

      a. advise the Debtor with respect to the powers and duties
         in the continued management and operation of the business
                 
         as debtor-in-possession, including the Debtor's rights
         and remedies with respect to the Debtor's assets and
         claims and with respect to the claims of creditors;

      b. advise the Debtor with respect to preparing and obtaining

         approval of the Disclosure Statement and Plan;

      c. prepare all necessary applications, motions, complaints,
         answers, orders, reports and other pleadings and
         documents;

      d. appear before the Court and other officials and
         tribunals, if necessary, and protect the Debtor's
         interests in federal, state and foreign jurisdictions and

         administrative proceedings;

      e. negotiating and preparing documents relating to the
         liquidation and disposition of the Debtor's assets;

      f. advise the Debtor of day-to-day operations of in
         conjunction with the administration of the Debtor's
         estate as debtor-in-possession;

      g. perform other legal services for the Debtor as debtor-in-
         possession, as may be necessary and appropriate; and

      h. provide general guidance in connection with the Chapter
         11 proceeding.

Michael J. Connolly, Esq., an officer of LeClairRyan, tells the
Court that the firm will bill at its normal hourly rates for the
attorneys that may or will be rendering services for the Debtor:

         Daniel M. Eliades, Esq.          $495
         Michael Connolly, Esq.           $495
         William Waldman, Esq.            $495
         Kim Lynch, Esq.                  $495
         Paralegal & Legal Assistants   $150-$200

Mr. Connolly assures the Court that the firm, its members,
shareholders, partners, associates, officers and employees do not
hold an adverse interest to the estate, do not represent an adverse
interest to the estate, and are disinterested under 11 U.S.C.
Section 101(14).

Elmwood Park, New Jersey-based MCD Sports, LLC, dba Parkway Lanes
filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case No.
15-22986) on July 10, 2015, listing $1.6 million in total assets
and $540,827 in total liabilities.  The petition was signed by
Cecile Cassirer, managing member.

Judge Rosemary Gambardella presides over the case.

Michael J. Connolly, Esq., at Forman Holt Eliades & Youngman LLC
serves as the Debtor's bankruptcy counsel.


MID-STATES SUPPLY: Hires Continental Real Estate as Realtor
-----------------------------------------------------------
Mid-States Supply Company Inc. asks for authorization from the U.S.
Bankruptcy Court for the Western District of Missouri to employ
Continental Real Estate as realtor, for the limited purpose of
marketing and selling certain real property in Killdeer, North
Dakota.

Prior to the Petition Date, the Debtor owned the Real Property.
Prior to the Petition Date, Debtor engaged CRE to sell the Real
Property -- the listing agreement expired by its terms on Aug. 9,
2015.  The Real Property was not included in the sale of
substantially all of Debtor's assets, so it remains with the
estate.

The seller will pay the broker a commission that is 6% of the
$49,000 gross sales price.  Because CRE's commission is contingent
on the sale of the Real Property, which sale Debtor understands
will require this Court's approval, Debtor submits that no further
approval of CRE's compensation should be required.

Deb Harsche at CRE assures the Court that CRE has no connection
with, and neither holds nor represents any interest adverse to
Debtor, its estate, creditors, or any other parties in interest or
their respective attorneys or accountants, in the matters for which
CRE is proposed to be retained.  CRE does not hold or represent any
material adverse interest in connection with this case and is
disinterested within the meaning of Code Sections 101(14) and 327.

                  About Mid-States Supply Company

Founded and headquartered in Kansas City, Missouri, Mid-States
Supply Company, Inc., supplier of pipes, valves and fittings to
ethanol, pipeline and power industries in the United States, filed
a Chapter 11 bankruptcy petition (Bankr. W.D. Mo. Case No.
16-40271) on Feb. 7, 2016.  The petition was signed by Stuart Noyes
as chief restructuring officer.

The Debtor estimated both assets and liabilities in the range of
$50 million to $100 million. The Debtor has engaged Spencer Fane
LLP as counsel, Winter Harbor LLC as financial advisor, SSG
Advisors, LLC and Frontier Investment Banc Corporation as
investment bankers, Tarsus CFO Services, LLC as chief financial
officer services provider and Epiq Bankruptcy Solutions, LLC as
claims and noticing agent.

An official committee of unsecured creditors has been appointed in
the case and is represented by Marcus A. Helt, Esq., and Michael
S. Haynes, Esq., at Gardere Wynne Sewell LLP.


MIDSTATES PETROLEUM: U.S. Trustee Forms 3-Member Committee
----------------------------------------------------------
The Office of the U.S. Trustee on May 12 appointed three creditors
of Midstates Petroleum Company, Inc., to serve on the official
committee of unsecured creditors.

The committee members are:

     (1) Wells Fargo Bank, National Association, as
         Indenture Trustee
         Attn: Thomas Korsman and Andrea Scott
         625 Marquette Avenue, MAC N9311-161
         Minneapolis, MN 55402
         Tel. 612-466-5890
         Fax 866-680-1777
         E-mail: thomas.m.korsman@wellsfargo.com                  

                andrea.r.scott@wellsfargo.com

         Counsel: Foley & Lardner LLP
         Attn: Mark Hebbeln, Esq.
         Lars Peterson, Esq.
         321 North Clark St., Suite 2800
         Chicago, IL 60654
         Tel. 312-832-4500
         Fax 312-832-4700
         E-mail: mhebbeln@foley.com
                lapeterson@foley.com

     (2) FTS International Services, LLC
         Attn: Jennifer Keefe
         777 Main St., Suite 2900
         Fort Worth, TX 76102
         Tel. 817-339-3599
         E-mail: jennifer.keefe@ftsi.com

         Counsel: Calhoun, Bhella & Sechrest, LLP
         Brenda Cubbage, Esq.
         325 N. St. Paul, Suite 2300
         Dallas, TX 75201
         Tel. 214-722-5194
         Fax 214-981-9203
         E-mail: bcubbage@cbsattorneys.com

     (3) Smith Energy Services, Inc.
         Attn: Shirley Andrews
         944 S. Shelby St.
         Carthage, TX 75633
         Tel. 903-291-3711
         Fax 903-291-3794
         E-mail: sandrews@sersi.net

         Graves Dougherty Hearon & Moody
         Brian T. Cumings, Esq.
         401 Congress Ave., Suite 2200
         Austin, TX 78701
         Tel. 512-480-5626
         Fax 512-536-9926
         E-mail: bcumings@gdhm.com

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 Midstates Petroleum Company

Midstates Petroleum Company, Inc.
http://www.midstatespetroleum.com/-- is an independent exploration
and production company focused on the application of modern
drilling and completion techniques in oil and liquids-rich basins
in the onshore U.S. Midstates' drilling and completion
efforts are currently focused in the Mississippian Lime oil play in
Oklahoma and Anadarko Basin in Texas and Oklahoma.  The Company's
operations also include the upper Gulf Coast tertiary trend in
central Louisiana.

Midstates Petroleum Company, Inc. and Midstates Petroleum Company
LLC filed separate Chapter 11 petitions (Bankr. S.D. Tex. Case Nos.
16-32237 and 16-32238) on April 30, 2016.  Judge David R Jones
presides over the case.  Edward O. Sassower, P.C., Joshua A.
Sussberg, P.C., and Jason Gott, Esq., at Kirkland & Ellis LLP,
serve as counsel to the Debtors.  Matthew D Cavenaugh, Esq.,
Patricia B. Tomasco, Esq., and Jennifer F. Wertz, Esq., at Jackson
Walker LLP, serve as local counsel.  Their financial advisor is
Huron Consulting Services LLC.  Their investment banker is Evercore
Group L.L.C.  Kurtzman Carson Consultants LLC serves as claims and
noticing agent.  

As of Dec. 31, 2015, the Company listed assets of $679 million and
total debts of $2 billion.

The petitions were signed by Nelson M. Haight, executive vice
president and chief financial officer.


MIRARCHI BROTHERS: U.S. Trustee Forms 3-Member Committee
--------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on May 12 appointed
three creditors of Mirarchi Brothers, Inc. to serve on the official
committee of unsecured creditors.

The committee members are:

     (1) Hadco Metal Trading
         555 State Road
         Bensalem, PA 19020
         Attn: Tony Cistone;
         Phone: (215) 695-2705
         Fax: (215) 695-2706
         E-mail TonyC@Hadco-Metal.com

     (2) IBEW Local 126 Benefit Funds
         3455 Germantown Pike
         Collegeville, PA 19426
         Attn: Chris Wentzel
         Phone: (610) 489-1185
         Fax: (610) 489-6988
         E-mail: CWentzel@IBEWLO126.com

     (3) U.S. Electrical Services, Inc.
         30 Plymouth Street
         Fairfield, NJ 07004
         Attn: Jeffrey Greene
         Phone: (973) 287-0591
         Fax: (866) 964-3899
         E-mail: j.greene@monarchelectric.com;

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 Mirarchi Brothers

Mirarchi Brothers, Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the Eastern District of Pennsylvania
(Philadelphia) (Case No. 16-12534) on April 8, 2016.  The petition
was signed by Ralph Minarchi, Jr., president.

The Debtor is represented by Albert A. Ciardi, III, Esq., at Ciardi
Ciardi & Astin, P.C. The case is assigned to Judge Jean K.
FitzSimon.

The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.


MONTREIGN OPERATING: Moody's Assigns B3 CFR; Outlook Stable
-----------------------------------------------------------
Moody's Investors Service assigned first time ratings to Montreign
Operating Co., LLC, including a B3 Corporate Family Rating and a
B3-PD Probability of Default Rating.  Concurrently, Moody's
assigned a B2 rating to the company's proposed $400 million senior
secured first lien term loan due 2022.  The rating outlook is
stable.  All ratings are subject to final review of documentation.

Proceeds from the $400 million first lien term loan along with a
$75 million second lien PIK term loan (unrated), $70 million of
vendor financing (unrated) and $308 million of cash equity will be
used to finish the construction of the Montreign Resort Casino -- a
full scale casino located in the Town of Thompson, in Sullivan
County, New York.  The casino will be a part of Adelaar -- a $1.3
billion development (including the casino) that will also include
lodging, a golf course, an entertainment village (50,000 square
feet of entertainment, dining, and retail) and an indoor water
park.  The casino -- which is expected to have about 100 table
games and 2,150 slot machines -- is set to open in March 2018,
along with 60% of the hotel rooms and the golf course.  The
remainder of the hotel rooms, the indoor water park and the
entertainment village is expected to open six months later.

New ratings assigned:

  Corporate Family Rating at B3
  Probability of Default Rating at B3-PD
  $400 million 6-year senior secured first lien term loan at B2
   (LGD3)

RATINGS RATIONALE

Montreign's B3 Corporate Family Rating -- a rating typically
assigned to ground up development projects -- reflects the
debt-financed nature of this casino development project, the single
asset profile of Montreign, and the project's high pro forma
leverage.  Moody's expects that Montreign's adjusted debt/EBITDA
will be between 5.5x and 6.0x in its first full year of operations.
The Montreign project is subject to ramp-up risk, which is
associated with most new casino projects, however the Montreign
Resort Casino is one part of a larger development and any delay in
the opening of the other amenities could impact overall visitation
to the casino.  The B3 rating also takes into consideration that
Montreign will be competing for customers with other large,
established competitors in New York, Pennsylvania and Connecticut.
The success of Montreign's casino relies on not only growing the
gaming market in New York, but attracting players from the existing
competitors.  Longer-term concerns include the potential for
additional competition in New York City and northern New Jersey.

Positive rating considerations include the high level of sponsor
equity, which at about 40% of development costs is higher than
recently rated projects, and a favorable tax rate compared to
nearby competitors.  Montreign will be required to pay a 39% tax
rate on slot revenue compared to 55% for Pennsylvania casinos and
60%-75% for the New York casinos.

The stable rating outlook is based on Moody's expectation that
Montreign will have sufficient funds to complete construction,
including an additional interest reserve that extends six months
beyond the construction period and the appropriate level of
contingency reserves typically provided for this type of
development project.

A ratings upgrade is not expected during the construction period.
However, once construction is complete, Montreign's ratings could
be upgraded shortly after it opens if early results suggest that it
can achieve and maintain debt/EBITDA at around 5.0x.

Ratings could be downgraded if the project experiences significant
cost over-runs or construction delays.  Beyond the construction
period, ratings could be downgraded if the ramp-up performance of
Montreign is slower than expected and results in debt/EBITDA above
6.0 times.

Montreign Operating Company, LLC -- an unrestricted subsidiary of
Empire Resorts Incorporated (NASDAQ: NYNY) -- is developing a $660
million casino -- Montreign Resort Casino -- in the Town of
Thompson, in Sullivan County, New York.  The casino is expected to
have about 100 table games, 2,150 slot machines, a hotel,
convention space and multiple restaurants.  The casino will be part
of a larger development -- Adelaar -- which will have various
attractions, such as an indoor water park, golf course, lodging and
an entertainment village.  The project's opening is planned for
March 2018 and we estimate the casino will generate about
$375 - $425 million of annual net revenue.

The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.



MONTREIGN OPERATING: S&P Rates Proposed $400MM Facility 'B-'
------------------------------------------------------------
S&P Global Ratings said that it assigned its 'B-' corporate credit
rating to Thompson, N.Y.-based Montreign Operating Co. LLC.  The
rating outlook is stable.

At the same time, S&P assigned its 'B-' issue-level rating and '3'
recovery rating to Montreign's proposed $400 million first-lien
term loan facility due 2022.  The '3' recovery rating indicates
S&P's expectation for meaningful recovery (50%-70%; upper half of
the range) of principal for lenders in the event of a payment
default.

Montreign plans to use proceeds from the proposed transaction,
along with about $308 million in equity contributions from the
parent company, N.Y.-based Empire Resorts Inc. (unrated), a
$75 million second-lien pay-in-kind (PIK) term loan due 2023
(unrated; which S&P expects the owners will hold), and a
$70 million vendor financing facility to:

   -- Fund the development and construction of the Montreign
      Resort Casino, Establish an interest reserve to fund debt
      service through the construction period and the first six
      months after the casino opens, and

   -- Fund transaction fees and expenses.

"Our 'B-' corporate credit rating on Montreign reflects the
vulnerability of new gaming projects to uncertain demand and the
difficulties the company could face in managing initial costs,"
said S&P Global Ratings credit analyst Stephen Pagano.  "These
factors could lead to poor profitability during the first several
months of operations and difficulties ramping up cash flow quickly
enough to satisfy fixed charges."

The stable rating outlook reflects S&P's view that Montreign has
adequate funding in place to complete the casino's construction and
a funded interest reserve account, which will cover interest
expense for six months after the casino opens, and the second-lien
debt's PIK feature will provide the company with some flexibility
if it ramps up cash flow slower than S&P expects.  S&P forecasts
that adjusted leverage will be in the low- to mid-5x area and
EBITDA coverage of total interest will be in the mid- to high-1x
area in the first year of operations--in line with S&P's highly
leveraged financial risk assessment.

S&P could lower its corporate credit rating on Montreign if S&P
believes construction delays or cost overruns would lead to a
potential liquidity shortfall.  Additionally, S&P' could lower the
rating if the casino's operating results upon opening are weaker
than we expect, since this could lead to a potential liquidity
shortfall.

"We are unlikely to consider an upgrade until the casino opens and
we can observe its operating performance.  We could raise the
rating one notch if the casino opens successfully in 2018 and
generates enough cash flow to service the proposed capital
structure and facilitate deleveraging such that debt to EBITDA
tracks below 5x and EBITDA coverage of interest expense remains
above 2x.  Before raising the rating, we would need to assess the
potential timeline for future competition to open in Northern New
Jersey (if gaming is approved), the impact on Montreign, and the
company's ability to reduce leverage before a casino in Northern
New Jersey becomes operational," S&P said.



MOUNTAIN PROVINCE: Posts C$18.8-Mil. Net Income for First Quarter
-----------------------------------------------------------------
Mountain Province Diamonds Inc. reported net income of C$18.8
million for the three months ended
March 31, 2016, compared to a net loss of C$571,000 for the same
period in 2015.

Interest income for the three months ended March 31, 2016, were
C$269,783 compared to C$133,936 for the same period in 2015.  The
increase in 2016 is as a result of a higher interest rate being
obtained on a higher balance (cost overrun account of approximately
C$88 million) than in 2015.

As of March 31, 2016, Mountain Province had C$694 million in total
assets, C$366 million in total liabilities and C$328 million in
total shareholders' equity.

The Company is in the process of developing the Gahcho Kue Diamond
Mine in conjunction with De Beers.  The underlying value and
recoverability of the amounts shown as "Property and Equipment" are
dependent upon the successful development and commissioning, and
upon future profitable production and proceeds from disposition of
the Company's mineral properties.  Failure to meet the obligations
for the Company's share in the Gahcho Kue Diamond Mine may lead to
dilution of the interest in the Gahcho Kue Diamond Mine and may
require the Company to write off costs capitalized to date.  The
Company has arranged the necessary equity and Loan Facility to fund
its remaining share of the construction costs of the Gahcho Kue
Diamond Mine and does not believe that it will require additional
funding.  The Company currently has no source of revenue.

Cash flow used in operating activities, including change in
non-cash working capital for the three months ended March 31, 2016,
were C$1,654,857 compared to C$695,435 for the same period in
2015.

Investing activities for the three months ended March 31, 2016 were
(C$89,198,557) compared to C$12,127,757 for the same period in
2015.  For the three months ended March 31, 2016, the outflow for
the purchase of equipment and the expenditures directly related to
the development of the Gahcho Kué Diamond Mine were C$58,428,540
compared to C$59,777,657 for the same period in 2015. Capitalized
interest paid was $4,695,925 compared to $nil for the same period
in 2015.  Development activity has been increasing steadily since
December 2013 when the Mackenzie Valley Land and Water Board
approved a pioneer Land Use Permit for the Gahcho Kué Diamond
Mine, which allowed land-based site works to commence. Cash flows
used in investing activities for March 31, 2016 include
C$26,040,416 in restricted cash, C$58,428,540 in property and
equipment, C$4,695,925 of capitalized interest paid, and offset by
C$269,783 of interest income.  For the period ended March 31, 2015,
C$59,777,657 was used for property and equipment offset by the
redemption of C$73,572,865 in short-term investments and C$133,936
of interest income.

Financing activities for the three months ended March 31, 2016 were
C$92,869,953 compared to C$92,076,884 for the same period in 2015.
Cash flows from financing activities for the period ended March 31,
2016, related to cash draws of US$73 million or approximately C$94
million Canadian dollar equivalent (foreign exchange contract rates
and spot rates) from January 1, 2016 to March 31, 2016, from the
Loan Facility, net of financing costs, approximately C$1.2 million.
For the period ended March 31, 2015, approximately C$2.6 million
was used in financing costs and approximately C$95 million of
proceeds from share issuance, net of costs, was received.

A full-text copy of the Form 6-K report is available for free at:

                       https://is.gd/5qNoLj

                 About Mountain Province Diamonds

Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada.  The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.

Mountain Province reported a net loss of C$43.16 million for the
year ended Dec. 31, 2015, compared to a net loss of C$4.39 million
for the year ended Dec. 31, 2014.

KPMG LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's ability to continue
operations is dependent upon its ability to obtain sufficient
financing to fund its operations and development costs.


MUNISH SAWHNEY: Exclusive Plan Filing Period Extended to Aug. 8
---------------------------------------------------------------
The Hon. John K. Sherwood of the U.S. Bankruptcy Court for the
District of New Jersey has extended, at the behest of Munish
Sawhney, et al., Debtors' exclusive period for filing a plan of
reorganization through and including Aug. 8, 2016.  The Debtors'
exclusive period for soliciting acceptances of a plan is also
extended through and including Oct. 7, 2016.

As reported by the Troubled Company Reporter on April 22, 2016, the
Debtors asked the Court to extend the Exclusive Periods, saying
that although they have made progress in connection with the
reorganization efforts, additional time is required to settle
additional claims against the estate to prepare and finalize a
plan.

Munish Sawhney, et al., filed a Chapter 11 bankruptcy petition
(Bankr. D.N.J. Case No. 15-29250) on Oct. 13, 2015, and is
represented by Richard D. Trenk, Esq., and Robert S. Roglieri,
Esq., at Trenk, DiPasquale, Della Fera & Sodono, P.C.

Judge John K. Sherwood presides over the case.


NCL CORP: Moody's Affirms Ba3 Corporate Family Rating
-----------------------------------------------------
Moody's Investors Service revised the rating outlook of NCL
Corporation Limited to stable from negative. At the same time,
Moody's affirmed NCL's Ba3 Corporate Family Rating and Ba3-PD
Probability of Default Rating. Moody's also assigned a Ba2 rating
to NCL's proposed $750 million senior secured revolving credit
facility due 2021 and a Ba2 rating to NCL's $1,161 million senior
secured Term Loan A due 2021.

The change in outlook to stable from negative reflects Moody's
expectations that NCL's will generate strong earnings growth in
2016 which will result in a strengthening in credit metrics.
Moody's estimates that 2016 EBIT growth will be nearly 30% from a
combination of a modest increase in yield due to strong demand in
the Caribbean, capacity expansion and low fuel prices which will
more than offset the weak demand for European based cruise
itineraries in the aftermath of geopolitical events. Moody's
estimates that NCL's earnings growth in 2016 will result in debt to
EBITDA falling to 4.6x by the end of 2016.

The assignment of ratings to the proposed $750 million senior
secured revolving credit facility and $1,161 million senior secured
term loan A is a result of NCL's launch of an amendment and
extension of its existing $625 million senior secured revolving
credit facility, which will result in a $125 million increase in
its size to $750 million and an extension of its maturity date to
June 2021 from May 2018. At the same time, NCL is seeking to extend
the maturity of its $1,161 million term loan to June 2021 from May
2018. Moody's views the proposed amendment and extension positively
as it extends NCL debt maturity profile and bolsters its
liquidity.

The following ratings are assigned:

$750 million senior secured revolving credit
facility due 2021 at Ba2, LGD 3

$1,161 million senior secured term loan A due
2021 at Ba2, LGD 3

The following ratings are affirmed:

Corporate Family Rating at Ba3

Probability of Default Rating at Ba3-PD

Speculative Grade Liquidity rating at SGL-2

$350 million senior secured term loan B due 2021
at Ba2, LGD 3

$600 million senior unsecured notes due 2020 at B2,
LGD 6

$680 million senior unsecured notes due 2019 at B2,
LGD 6

The following ratings are affirmed to be withdrawn upon closing of
the transaction:

$625 million senior secured revolving credit facility
due 2018 at Ba2, LGD 3

$1,375 million senior secured term loan A due 2018 at
Ba2, LGD 3

NCL's Ba3 Corporate Family Rating reflects its market position as
the third largest ocean cruise line worldwide. Its rating also
acknowledges its' well-known brand names -- Norwegian Cruise Line,
Oceania Cruises, and Regent Seven Seas Cruises -- and the young age
of its fleet which enables the company to compete against larger
rivals across all its price points. The rating considers that NCL's
leverage remains high but is set to improve by the end of 2016. For
the twelve month period ended March 31, 2016, NCL's debt to EBITDA
was 5.3x. Moody's forecasts that it will fall to 4.6x by the end of
fiscal 2016 as a result of robust earnings growth. EBITA to
interest expense is also set to improve to over 3.0x. The rating
also acknowledges that Moody's believes the cruise industry will
continue to benefit from favorable demographics and the value
proposition of a cruise vacation which supports the continued
penetration of the vacation market by cruise operators. The rating
also acknowledges that while industry wide capacity will increase,
capacity expansion will remain rational as a result of supply
constraints. Lastly the rating considers NCL's aggressive financial
policy which includes financing the acquisition of Prestige in 2014
largely with debt and borrowing an incremental $300 million in
2015, of which $150 million has gone to share repurchases. Moody's
notes that the ownership levels of affiliates of Apollo Global
Management(16%), Genting HK (11%), and TPG (2%) have reached a
point where NCL has the ability to dictate its own financial policy
going forward.

The stable outlook reflects that NCL's credit metrics are set to
improve to levels that are in line with its Ba3 rating as a result
of strong forecasted earnings growth.

Ratings could be upgraded should NCL sustain debt to EBITDA below
4.5x and EBITA to interest expense above 3.0x. A ratings upgrade
would also require a financial policy that supports credit metrics
remaining at these levels.

Ratings could be downgraded should it become unlikely that debt to
EBITDA will be reduced to below 5.25x by the end of 2016 or should
EBITA to interest fall below 2.0x.

NCL Corporation Ltd., headquartered in Miami, FL, is a wholly owned
subsidiary of Norwegian Cruise Line Holdings, Ltd. NCL operates 23
cruise ships with about 45,800 berths, under three brand names;
Norwegian Cruise Line, Oceania Cruises, and Regent Seven Seas
Cruises. Net revenues are about $3.5 billion.


NEPHROS INC: Incurs $836,000 Net Loss in First Quarter
------------------------------------------------------
Nephros, Inc., filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $836,000
on $590,000 of total net revenues for the three months ended March
31, 2016, compared to net income of $243,000 on $544,000 of total
net revenues for the same period in 2015.

As of March 31, 2016, Nephros had $3.42 million in total assets,
$1.43 million in total liabilities and $1.99 million in total
stockholders' equity.

"At March 31, 2016, we had an accumulated deficit of approximately
$118,089,000 and we expect to incur additional operating losses in
the foreseeable future at least until such time, if ever, that we
are able to increase product sales or license revenue.  We have
financed our operations since inception primarily through the
private placements of equity and debt securities, our initial
public offering, license revenue, and rights offerings."

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

                       https://is.gd/PhUsYr

                          About Nephros

River Edge, N.J.-based Nephros, Inc., is a commercial stage
medical device company that develops and sells high performance
liquid purification filters.  Its filters, which it calls
ultrafilters, are primarily used in dialysis centers and
healthcare facilities for the production of ultrapure water and
bicarbonate.

Nephros reported a net loss of $3.08 million on $1.94 million of
total net revenues for the year ended Dec. 31, 2015, compared to a
net loss of $7.37 million on $1.74 million of total net revenues
for the year ended Dec. 31, 2014.

Withum Smith+Brown, PC, in Morristown, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has incurred
negative cash flow from operations and recurring net losses since
inception.  These conditions, among others, raise substantial doubt
about its ability to continue as a going concern.


NEWLEAD HOLDINGS: Perian Salviola Reports 6.3% Stake
----------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Perian Salviola disclosed that as of May 12, 2016, she
beneficially owns 3,950,000 shares of common stock of NewLead
Holdings, Ltd. representing 6.3 percent calculated on the basis of
62,522,491 shares of the Issuer's Common Stock issued and
outstanding as disclosed by to the Reporting Person on May 12,
2016.  

The Reporting Person may be deemed to have beneficially owned
3,950,000 shares of Common Stock through her ownership of Pallas
Holdings, LLC.  The Reporting Person is a member and the sole
manager of Pallas Holdings, LLC.

The shares owned by the Reporting Person were issued in connection
with the sale to a subsidiary of the Issuer by Pallas Highwall
Mining LLC of Viking Prep Plant, LLC.

In the Viking Prep Plant transaction, as part of the consideration,
the Issuer issued a convertible note in the original principal
amount of $24,000,000.  In May 2015, the Company issued the
Reporting Person 3,450,000 shares toward payment of such note.
From Jan. 5, 2016, through May 6, 2016, the Reporting Person sold
2,665,213 shares previously held.  The Company has the option to
pay the principal and interest in cash or shares of common stock.
The acquisition agreement also includes a true-up of the proceeds
from such shares, but the amount cannot be calculated until such
time as all shares issued as consideration of the purchase price
have been sold.

A full-text copy of the regulatory filing is available at:
   
                       https://is.gd/cE53pR  

                    About NewLead Holdings Ltd.

NewLead Holdings Ltd. -- http://www.newleadholdings.com/-- is an
international, vertically integrated shipping company that owns and
manages product tankers and dry bulk vessels.  NewLead currently
controls 22 vessels, including six double-hull product tankers and
16 dry bulk vessels of which two are newbuildings.  NewLead's
common shares are traded under the symbol "NEWL" on the NASDAQ
Global Select Market.

Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.

As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.

Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2014, citing that the Company has
incurred a net loss, has negative cash flows from operations,
negative working capital, an accumulated deficit and has defaulted
under its credit facility agreements resulting in all of its debt
being reclassified to current liabilities all of which raise
substantial doubt about its ability to continue as a going concern.


NORANDA ALUMINUM: Minority Lenders Seeks Adequate Protection
------------------------------------------------------------
The Ad Hoc Consortium of Minority Pre-Petition Term Lenders asks
the Bankruptcy Court to direct Noranda Aluminum, Inc., et al., to
provide adequate protection of their interests in property, as
secured creditors, in the form of reimbursement of the reasonable
and documented fees and expenses of its counsel and affirming the
Minority Lenders’ right to access information regarding the
Debtors and these cases on the same terms as the Term DIP Lenders,
as provided for in the Final DIP Order.

The Consortium's members complain that they are given no meaningful
opportunity to protect their interests and participate in these
cases through the provision of postpetition financing despite the
substantial prepetition loans they have extended to the Debtors,
but instead they have been relegated to mere onlookers in these
cases, with their sole supposed voice a fiduciary occupying two
seemingly conflicting roles, as Pre-Petition Term Agent, answerable
to all Pre-Petition Term Lenders and as Term DIP Agent, answerable
only to the Majority Lenders.

Moreover, the Consortium's members narrates that they have been
provided no information that would permit them to participate
meaningfully in the Debtors' sale process, including with respect
to a potential credit bid by the Majority Lenders, which is in
derogation of the Final DIP Order's requirement that the Minority
Lenders receive the same access to information as the Term DIP
Lenders to protect their rights in these cases.

According to the Consortium, they have never been given the
opportunity to participate in the distribution of the Term DIP
Loans, or rather it is a take-it-or-leave-it basis where the $35
million Term DIP Loans to the Debtors are provided exclusively to
the Majority Lenders, notwithstanding the Consortium's significant
exposure under the Pre-Petition Term Loans, as well as the Final
DIP Order's provision that provides for the payment of "the fees
and expenses of the Pre-Petition Term Agent including the
reasonable and documented professional fees and expenses of one
primary counsel for the Pre-Petition Term Agent as a form of
adequate protection."

Counsel to the Consortium:

       Spencer P. Desai, Esq.
       DESAI EGGMANN MASON LLC
       7733 Forsyth Boulevard, Suite 800
       Clayton, Missouri 63105
       Telephone: (314) 881-0800
       Facsimile: (314) 881-0820
       Email:  sdesai@demlawllc.com  

       -- and --


       Jeffrey L. Jonas, Esq.
       James W. Stoll, Esq.
       Brian T. Rice, Esq.
       BROWN RUDNICK LLP
       One Financial Center
       Boston, Massachusetts 02111
       Telephone: (617) 856-8200
       Email: jjonas@brownrudnick.com
              jstoll@brownrudnick.com
              brice@brownrudnick.com

            About Noranda Aluminum

Noranda Aluminum, Inc., and 10 of its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Proposed Lead Case
No. 16-10083) on Feb. 8, 2016.  The petitions were signed by Dale
W. Boyles, the chief financial officer.  Judge Barry S. Schermer is
assigned to the cases.

The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as counsel, Carmody MacDonald P.C. as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC as restructuring advisors and Prime Clerk LLC as claims,
solicitation and balloting agent.

The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion.  As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount of
secured indebtedness, consisting of a revolving credit facility and
a term loan facility.

The Debtors had approximately 1,857 employees as of the Petition
Date.


NOVABAY PHARMACEUTICALS: Incurs $5.07 Million Net Loss in Q1
------------------------------------------------------------
Novabay Pharmaceuticals, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss and comprehensive loss of $5.07 million on $1.71 million
of net sales for the three months ended March 31, 2016, compared to
a net loss and comprehensive loss of $4.64 million on $538,000 of
net sales for the same period in 2015.

As of March 31, 2016, Novabay had $4.93 million in total assets,
$12.2 million in total liabilities, and a total stockholders'
deficit of $7.29 million.

As of March 31, 2016, the Company's cash and cash equivalents were
$1.4 million, compared to $2.4 million as of Dec. 31, 2015.  The
Company has incurred cumulative net losses of $95.6 million since
inception through March 31, 2016.  Since inception, the Company has
funded its operations primarily through the sales of its stock and
warrants and funds received under its collaboration agreements.  In
February 2015, the Company closed a financing in which it raised a
total of $2.8 fmillion, or approximately $2.6 million in net cash
proceeds after deducting underwriting commissions and other
offering costs of $0.2 million. Additionally, the Company increased
its borrowings by $1.4 million as part of the Bridge Loan during
the three months ended March 31, 2016.

"Although we recently raised capital, our cash and our cash
equivalents are not sufficient to fund our planned operations.  To
achieve this, we will continue with our historical financing
strategy to raise additional capital in order to fund our
operations and meet our ongoing obligations, with the goal of being
cash flow positive by December 2016.  There is no assurance that we
will be able to raise capital, or if we are able to raise capital,
that it will be on favorable terms.

"Until we can generate sufficient product revenue, we expect to
finance future cash flow needs through public or private equity
offerings, debt financings or corporate collaboration and licensing
arrangements.  In addition, we are seeking to monetize non-core
assets such as our UCBE program.  In two Phase 2 clinical studies,
our AIS demonstrated clinically meaningful and statistically
significant results in preventing encrustation and incidence of
clinical blockage in the in-dwelling catheters of chronically
catheterized patients.  To the extent that we raise additional
funds by issuing equity securities, our shareholders may experience
dilution.  In addition, debt financing, if available, may involve
restrictive covenants.  To the extent that we raise additional
funds through collaboration and licensing arrangements, it may be
necessary to relinquish some rights to our technologies or product
candidates, or grant licenses on terms that are not favorable to
us.  We are currently seeking partners/purchasers who would pay an
up-front fee for some of our "non-core assets," such as our urology
and aesthetic dermatology programs."

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

                      https://is.gd/VM4USG

                 About NovaBay Pharmaceuticals

NovaBay Pharmaceuticals is a biopharmaceutical company focusing on
the commercialization of prescription Avenova lid and lash hygiene
for the domestic eye care market.  Avenova is formulated with
Neutrox which is cleared by the U.S. Food and Drug Administration
(FDA) as a 510(k) medical device.  Neutrox is NovaBay's proprietary
pure hypochlorous acid.  Laboratory tests show that hypochlorous
acid has potent antimicrobial activity in solution yet is non-toxic
to mammalian cells and it also neutralizes bacterial toxins.
Avenova is marketed to optometrists and ophthalmologists throughout
the U.S. by NovaBay's direct medical salesforce.  It is accessible
from more than 90% of retail pharmacies in the U.S. through
agreements with McKesson Corporation, Cardinal Health and
AmeriSource Bergen.

NovaBay reported a net loss of $18.97 million in 2015, a net loss
of $15.19 million in 2014 and a net loss of $16.04 million in 2013.


OUM & Co. LLP in San Francisco, California, audited the
consolidated balance sheets of NovaBay Pharmaceuticals, Inc. as of
December 31, 2015 and 2014 and the related consolidated statements
of operations and comprehensive loss, stockholders' equity, and
cash flows for each of the three years in the period ended December
31, 2015.  The firm noted that the Company has suffered recurring
losses and negative cash flows from operations and has a
stockholders' deficit, all of which raise substantial doubt about
its ability to continue as a going concern.


NUALA BARTON: Flower Design Has $7.25MM Backup Bid for Property
---------------------------------------------------------------
Nuala Barton is asking the U.S. Bankruptcy Court for the Central
District of California for approval of a backup offer from Flower
Design to Purchase the real property located at 2670 Bowmont Drive,
Beverly Hills, California.  

According to a supplement to the sale motion, Ms. Barton and
co-owner Mischa Barton have accepted a backup offer by Flower
Design to buy the property for $7,250,000 on an "as is, where is"
basis with no warranties or representations of any kind.

The Debtor believes that approval of the backup offer is in the
best interest of the estate as it will ensure the Bowmont Property
is sold promptly at a reasonable price, in the case that there is a
cancellation of the originally accepted offer.

Attorneys for the Debtor:

          Eliza Ghanooni, Esq.
          Donna R. Dishbak, Esq.
          Carolyn M. Afari, Esq.
          GHANOONI LAW FIRM
          1901 Avenue of the Stars, Suite 450
          Los Angeles, CA 90067
          Tel: (213) 444-3328
          Fax: (800) 584-1977
          E-mail: eliza@ghanoonilaw.com

Nuala Barton sought Chapter 11 protection (Bankr. C.D. Cal. Case
No. 16-11380) on Feb. 3, 2016.


OAKFABCO INC: Exclusivity Plan Filing Deadline Moved to Aug. 9
--------------------------------------------------------------
The Hon. Jack B. Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois has extended, at the behest of
Oakfabco, Inc., the Debtor's exclusivity period to file a plan of
reorganization through and including Aug. 9, 2016, and the
exclusivity period to solicit acceptances of that plan through and
including Oct. 4, 2016.

The status conference currently scheduled on May 27, 2015, at 11:00
a.m., for a report on the status of the plan and disclosure
statement is rescheduled for Aug. 18, 2016, at 11:00 a.m.

As reported by the Troubled Company Reporter on May 13, 2016,
approval of the insurance settlement agreements is a necessary
prerequisite to filing the Debtor's plan of liquidation because the
plan will be funded by the insurance settlement proceeds.  On Dec.
1, 2015, the Court entered an Order which extended the
Filing Exclusivity Period through May 20, 2016, and the Debtor's
Solicitation Period through July 19, 2016.  This Order also
extended the Plan Deadline to May 20, 2016.  According to the
Debtor, those exclusivity periods and plan deadline did not allow
it sufficient time to first obtain approval of the Insurance
Settlement Agreements in light of the adjourned hearing date of
June 28, 2016, and then formulate, negotiate, and file its plan of
liquidation and disclosure statement.  The Debtor anticipates
requiring an additional six weeks following the approval of the
Insurance Settlement Agreements to file its plan of liquidation.
Assuming the Insurance Settlement Motions are granted in late June,
the Debtor would need until August to file a plan and disclosure
statement.

                       About Oakfabco, Inc.

Oakfabco, Inc, formerly known as Kewanee Boiler Corporation, has
not manufactured boilers since 1988 when it sold its Kewanee
boiler
business in an 11 U.S.C. Section 363 sale to Coppus Engineering
Corporation.  In early 2009, it sold all of its remaining assets.
The Debtor has no employees, and, Frederick W. Stein is the
Debtor's sole officer and director.  The Debtor's sole remaining
asset is its insurance, and it has no known liabilities other than
asbestos claims.

In January 1970, Kewanee Boiler Corp, then a newly-formed Illinois
Corporation, acquired the assets and debt of American Standard,
Inc.'s commercial boiler manufacturing division known as "Kewanee
Boiler."  The boilers manufactured and sold by Kewanee Boiler were
insulated with asbestos.

Oakfabco sought Chapter 11 protection (Bankr. N.D. Ill. Case No.
16-27062) on Aug. 7, 2015, to resolve its remaining asbestos
claims.  Reed Smith LLP serves as counsel to the Debtor.

The Debtor estimated $10 million to $50 million in assets and
debt.

The U.S. Trustee for Region 11, appointed four members to the
Asbestos Claimants' Committee in the Chapter 11 bankruptcy case of
Oakfabco Inc.

The Asbestos Claimants' Committee is represented by Frances Gecker,
Esq., Joseph D. Frank, Esq., and Micah R. Krohn, Esq., at
Frankgecker LLP.


OAKS OF PRAIRIE: Wants Aug. 4 Exclusive Plan Filing Deadline
------------------------------------------------------------
The Oaks of Prairie Point Condominium Association asks the U.S.
Bankruptcy Court for the Northern District of Illinois to extend
the exclusivity periods to file a plan and solicit acceptances of
that plan to and including Aug. 4, 2016, and Oct. 4, 2016,
respectively.

The Debtor holds the exclusive right to file a Plan through and
including June 2, 2016, and holds the exclusive right to obtain
acceptances of their Plan through and including Aug. 1, 2016.  

The Debtor says it has diligently pursued the administration of
this Chapter 11 case with a view toward formulating a prompt exit
strategy.  However, given the pending sale of the recreation
center, it is impossible for the Debtor to propose a Plan and
implement a Chapter 11 exit strategy by the Exclusivity Period
Deadlines.

The Debtor's problems are principally due to amounts due to a loan
relating to the fitness center as well as capital improvements that
need to be made to The Oaks of Prairie Point Condominium, which is
comprised of a numerous buildings, a recreation/fitness center and
common areas and landscaping and is located at 1300 Cunat Court,
Lake in the Hills, Illinois.

The Debtor's lender asserts a senior position mortgage lien and
claim against the Property which purportedly secures a senior
mortgage indebtedness of approximately $1.575,000.00.  In addition
to its mortgage lien on the Property, the Lender asserts a security
interest in and lien upon the assessments being generated at the
Property.  A key component of Debtor's Plan to reorganize is the
sale of the recreation center building and grounds

On April 13, 2016, the Court authorized the retention of Jack
Minero of Berkshire Hathaway to serve as it's broker in regards to
the sale of the recreation Center.  As of May 5, 2016, the Broker
advised the Debtor that he had received an e-mail from Laura Barron
the Director of Parks and Recreation for the Village of Lake in the
Hills stating that the Park District was still interested in making
an offer to purchase the recreation center and was working on the
finances.  The Debtor believes it will receive an offer within the
next 45-60 days which will assist Debtor in finalizing it's Plan.


The Debtor has had preliminary discussions with the Lender
regarding its thoughts concerning a plan but Debtor and Lender need
to see the offer before any final terms or conditions concerning a
Plan or Disclosure Statement can be made.

The Oaks of Prairie Point Condominium Association is an Illinois
corporation that owns and operates condominium buildings located in
Lake in the Hills, Illinois, known as "The Oaks of Prairie Point
Condominium".  The Oaks of Prairie Point Condominium sought
protection under Chapter 11 of the Bankruptcy Code on February 3,
2016 (Bankr. N.D. Ill., Case No. 16-80238).  The Debtor is
represented by Thomas W. Goedert, Esq., at Crane, Heyman, Simon,
Welch & Clar, in Chicago, Illinois.  The petition was signed by
Donna Smith, property manager.


OPTIMUMBANK HOLDINGS: Incurs $276,000 Net Loss in First Quarter
---------------------------------------------------------------
OptimumBank Holdings, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $276,000 on $1.16 million of total interest income for the three
months ended March 31, 2016, compared to a net loss of $182,000 on
$1.06 million of total interest income for the same period in
2015.

As of March 31, 2016, Optimumbank had $127 million in total assets,
$124 million in total liabilities and $3.06 million in total
stockholders' equity.

The Company is in default with respect to its $5,155,000 Junior
Subordinated Debenture due to its failure to make certain required
interest payments under the Debenture.  The Trustee of the
Debenture or the holders of the Debenture are entitled to
accelerate the payment of the $5,155,000 principal balance plus
accrued and unpaid interest totaling $1,001,000 at March 31, 2016.
No adjustments to the accompanying consolidated financial
statements have been made as a result of this uncertainty.
Management's plans with regard to this matter are as follows: A
Director of the Company has offered to purchase the Debenture and
this offer has been approved by certain equity owners of the Trust
that holds the Debenture.  The Director has also agreed to enter
into a forbearance agreement with the Company with respect to
payments due under the Debenture upon consummation of the
Director's purchase of the Debenture.  Although the Director
tendered the purchase price for the Debenture in 2014, the Trustee
has received conflicting direction and therefore on December 11,
2014, the Trustee commenced an Action for Interpleader in the
United States District Court for the Southern District of New York.
On August 31, 2015, the court held that the Trustee could not sell
the Debenture to the Director because certain conditions and
requirements set forth in the indenture for the Trust had not been
fulfilled.  The Director has continued his efforts to acquire the
Debenture.  Based upon the underlying Debenture documents, to date
the Trustee has not accelerated the outstanding balance of the
Debenture.  The Company continues to pursue mechanisms for paying
the accrued interest, such as raising additional capital."

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

                      https://is.gd/tQtG0I

                  About OptimumBank Holdings

OptimumBank Holdings, Inc., headquartered in Fort Lauderdale,
Fla., is a one-bank holding company and owns 100 percent of
OptimumBank, a state (Florida)-chartered commercial bank.

The Company offers a wide array of lending and retail banking
products to individuals and businesses in Broward, Miami-Dade and
Palm Beach Counties through its executive offices and three branch
offices in Broward County, Florida.

Effective April 16, 2010, the Bank consented to the issuance of a
consent order by the Federal Deposit Insurance Corporation and the
Florida Office of Financial Regulation.

OptimumBank reported a net loss of $163,000 on $4.53 million of
total interest income for the year ended Dec. 31, 2015, compared to
net earnings of $1.60 million on $5.39 million of total interest
income for the year ended Dec. 31, 2014.

Hacker, Johnson & Smith PA, in Fort Lauderdale, Florida, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company is in technical default with respect to its Junior
Subordinated Debenture.  The holders of the Debt Securities could
demand immediate payment of the outstanding debt of $5,155,000 and
accrued and unpaid interest, which raises substantial doubt about
the Company's ability to continue as a going concern.


PACIFIC SUNWEAR: Auction of Assets Set for June 22
--------------------------------------------------
Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for the
District of Delaware approved the bidding procedures governing the
sale of Pacific Sunwear of California, Inc., Miraloma Borrower
Corporation and Pacific Sunwear Stores Corp.'s assets.

Under the Bidding Procedures, any entity wanting to participate in
the Auction must submit Bid on or before June 15, 2016, and if more
than one Qualified Bids are received by the Bid Deadline, the
Debtors will conduct an auction on the 22nd of June at 10:00 a.m.
to determine the Winning Bidder.

However, if there are no Qualified Bids, other than the Stalking
Horse Bid, are received by the Bid Deadline, the Auction shall be
cancelled while the Term Loan Lenders shall be deemed the Winning
Bidders and the Debtors shall proceed to the Confirmation Hearing
with respect to the Plan.

It also provides that the Debtors are directed to send written
notice of any changes to the date, time and place of the Auction no
later than June 20 to the Qualified Bidders as well as to those
creditors who had provided notice of their intention to attend the
Auction.

The U.S. Trustee objected to two sections at the end of the Bid
Procedures that allow "the Debtors, with the consent of, or in
consultation with, the DIP Agent, the Term Loan Agent and the
Committee," to make wholesale changes to the bidding and auction
procedures after such procedures are approved by this Court,
without further Court order and without notice to any other parties
in interest.

The U.S. Trustee argued that there is no point in the Debtors
serving notice of a motion specifying bid and auction procedures,
setting a deadline for parties to object to those specified
procedures, and asking the Court to approve those procedures, if,
after such approval, the Debtors in consultation with certain other
parties, can simply change any or all of those procedures, without
Court approval, and without further notice to other parties in
interests -- this could chill bidding -- specifically because
Parties who submit bids based on the procedures approved by the
Court presumably would want some certainty that such procedures
could not be changed in ways that could disadvantage them, or favor
one bidder over another.

Comenity Bank (fka World Financial Network National Bank) reports
to the Court that Comenity is a party to a private label credit
card program agreement with Pacific Sunwear Stores Corp, one of the
Debtors, which contains Comenity's confidential and proprietary
information and/or other private information, including
confidential pricing information, as well as confidentiality
provisions restricting disclosure of such information to third
parties.  Although Comenity is not objecting to the substance of
the Bidding Procedures Motion, however, Comenity requests that any
bidding procedures approved by the Court incorporate following the
protections to prevent a harmful disclosure of the Comenity
Agreement:

   (a) The Debtors confirm that the Comenity Agreement has not yet
been provided to any of the potential bidders.

   (b) The Debtors agree to notify Comenity of any request to
review the Comenity Agreement so that Comenity can determine
whether the requesting party is a competitor or is otherwise
objectionable to Comenity.

   (c) If Comenity consents to the disclosure, then the requesting
party shall execute a separate confidentiality agreement in favor
of Comenity prior to the disclosure of the Comenity Agreement.

Andrew R. Vara, the Acting U.S. Trustee for Region 3 is represented
by:

       Juliet Sarkessian, Esq.
       Trial Attorney
       OFFICE OF THE UNITED STATES TRUSTEE
       J. Caleb Boggs Federal Building
       844 King Street, Suite 2207, Lockbox 35
       Wilmington, DE 19801
       Telephone: (302) 573-6491
       Facsimile: (302) 573-6497
       Email: Juliet.M.Sarkessian@usdoj.gov

Comenity Bank is represented by:

       Frederick B. Rosner, Esq.
       THE ROSNER LAW GROUP LLC
       824 N. Market Street, Suite 810
       Wilmington, Delaware 19801
       Telephone: (302) 777-1111
       Email: rosner@teamrosner.com  

       -- and --

       Robert B. Berner, Esq.
       BAILEY CAVALIERI LLC
       1250 Kettering Tower
       Dayton, OH 45423
       Telephone: (937) 223-4701
       Facsimile: (937) 223-0170
       Email: Robert.Berner@baileycavalieri.com

       -- and --  

       Matthew T. Schaeffer, Esq.
       BAILEY CAVALIERI LLC
       10 West Broad Street, Suite 2100
       Columbus, OH 43215
       Telephone: (614) 229-3252
       Facsimile: (614) 221-0479
       Email: Matthew.Schaeffer@baileycavalieri.com

                About Pacific Sunwear

Founded in 1982 in Newport Beach, California as a surf shop,
Pacific Sunwear of California, Inc. operates in the teen and young
adult retail sector, selling men's and womens apparel, accessories,
and footwear. The Company went public in 1993 (NASDAQ: PSUN), and
peaked with 965 stores in 2006. At present, the Company has
approximately 593 retail locations nationwide under the names
"Pacific Sunwear" and "PacSun," which stores are principally in
mall locations. The Company has 2,000 full-time workers. Through
its ecommerce business, the Company operates an e-commerce site at
http://www.pacsun.com/     

On April 7, 2016, Pacific Sunwear of California, Inc., and two
affiliated debtors each filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court
for the District of Delaware.  The cases are jointly administered
under Case No. 16-10882 and are pending before the Honorable Laurie
Selber Silverstein.

The Debtors sought Chapter 11 protection with a Chapter 11 plan
that would convert debt into equity.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys; FTI Consulting, Inc.,
as financial advisor; Guggenheim Securities, LLC, as investment
banker; and Prime Clerk LLC as claims and noticing agent.


PENINSULA HOSPITAL: Trustee Hires PKF O'Connor as Tax Accountants
-----------------------------------------------------------------
Lori Lapin Jones, the Chapter 11 Trustee of Peninsula Hospital
Hospital Center and Peninsula General Nursing Home Corp., dba
Peninsula Center for Extended Care & Rehabilitation, asks for
permission from the U.S. Bankruptcy Court for the Eastern District
of New York to employ PFK O'Connor Davies, LLP as tax accountants
to the Trustee.

The Trustee requires the tax accountants to prepare tax returns for
the Debtors' estates for the year ending December 31, 2015 and
December 31, 2016. Specifically, the Firm will be preparing,
reviewing and filing Form 990's and NYS Char 500's for each of the
Debtor's estates.

PFK O'Connor has agreed to a fixed fee of $4,500 per year, per the
Debtor, plus reimbursement of its out-of-pocket or project-related
direct expenses not to exceed $200. For clarity, the Firm will be
paid $4,500 to prepare the Federal and State returns for PHC for
2015 and $4,500 to prepare the Federal and State returns for PNH
for 2015. The same fees will apply for 2016.

PFK O'Connor will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Garrett M. Higgins, partner of PFK O'Connor, 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.

PFK O'Connor can be reached at:

       Garrett M. Higgins
       PFK O'CONNOR DAVIES, LLP
       500 Mamaroneck Avenue
       Harrison, NY 10528
       Tel: (914) 421-5655

                   About Peninsula Hospital

Wayne S. Dodakian, Vinod Sinha, and Shannon Gerardi filed an
involuntary Chapter 11 bankruptcy protection against Peninsula
Hospital Center -- http://www.peninsulahospital.org/-- (Bankr.  
E.D.N.Y. Case No. 11-47056) on Aug. 16, 2011.  Marilyn Cowhey
Macron, Esq., at Macron & Cowhey, represents the petitioners.

On Sept. 19, 2011, PHC consented to entry of the order for relief
under Chapter 11 of the Bankruptcy Code and, on that same day,
Peninsula General Nursing Home, Inc. (d/b/a Peninsula Center for
Extended Care and Rehabilitation), filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code.  On Sept. 21, 2011,
the Court entered an order for relief under Chapter 11 of the
Bankruptcy Code.  The Debtors' cases are being jointly administered
in accordance with an order of the Court.

The Debtor disclosed $22.8 million in assets and $34.5 million in
liabilities as of the Chapter 11 filing.

Judge Elizabeth S. Stong presides over the cases.

The Debtors employed Alvarez & Marsal Healthcare Industry Group,
LLC, as financial advisors.  The Hospital employed Abrams
Fensterman, et al., as their attorneys.  Nixon Peabody served as
their special counsel; GCG, Inc., serves as claims and noticing
agent.

Judge Stong appointed Daniel T. McMurray at Focus Management Group
as patient care ombudsman.  Neubert, Pepe & Monteith P.C. serves as
PCO's counsel.  In April 2013, the bankruptcy court discharged
Daniel T. McMurray from his duties and responsibilities as patient
care ombudsman.

Richard J. McCord, Esq., was appointed by the Court as examiner in
the Debtors' cases.  His task was to conduct an investigation of
the Debtors' relationship and transactions with Revival Home Health
Care, Revival Acquisitions Group LLC, Revival Funding Co. LLC, and
any affiliates.  Mr. McCord's own firm, Certilman Balin, & Hyman,
LLP, served as the Examiner's counsel.

CBIZ Accounting, Tax & Advisory of New York, LLC and CBIZ, Inc.,
serve as financial advisors for the Official Committee of Unsecured
Creditors.  Robert M. Hirsh, Esq., at Arent Fox LLP, in New York,
N.Y., represents the Committee as counsel.

At the behest of the U.S. Trustee, Lori Lapin Jones, Esq. was named
Chapter 11 Trustee in March 2012, replacing Todd Miller, the
Debtors' Chief Executive Officer.  The Chapter 11 trustee is
represented by LaMonica Herbst & Maniscalco LLP as her counsel.
Storch Amini & Munves, PC, serves as the Chapter 11 Trustee's
special counsel in connection with her investigation of the
Debtors.  She obtained approval to employ Garfunkel Wild, P.C., as
her special health care, regulatory, corporate, finance and
litigation counsel; and Foy Advisors LLC as consultant.


PENN VIRGINIA: Files for Bankruptcy to Cut $1.3 Billion in Debt
---------------------------------------------------------------
Citing the precipitous decline in oil and natural gas prices, Penn
Virginia Corporation and its subsidiaries filed Chapter 11 cases in
the U.S. Bankruptcy Court for the Eastern District of Virginia with
the goal of eliminating approximately $1.3 billion in funded-debt
obligations and preferred equity interests.

"This is an important step forward for Penn Virginia," said Edward
B. Cloues, II, chairman and interim chief executive officer of Penn
Virginia, in a press statement.  "Once the restructuring is
implemented, the Company will have substantially less debt and a
much stronger balance sheet.  We will be in a better position to
navigate the current industry environment and leverage the value of
our underlying assets and operational expertise.  Importantly, the
announcement today provides Penn Virginia with an expedited plan to
emerge from this process with committed financing, a new money
investment, and a clear path to future production and success."

In a declaration filed with the Court, Seth Bullock, chief
restructuring officer of Penn Virginia, said the Debtors'
businesses have been under significant pressure from macroeconomic
forces beyond their control.  He noted that in line with the
general market decline, the trading prices of Penn Virginia's
common shares and the Notes have fallen to a fraction of their
historical value.

As disclosed in Court documents, the Debtors had approximately $1.2
billion in aggregate funded-debt obligations as of the Petition
Date, which amount included (a) approximately $113 million
outstanding under a senior secured reserve-based revolving credit
facility and (b) $1,075 million in principal and approximately $47
million in unpaid interest outstanding under certain senior
unsecured notes.  The Debtors also have two series of preferred
stock outstanding, with an aggregate stated liquidation preference
of approximately $211 million.

For the 12 months ended Dec. 31, 2015, the Debtors reported
approximately $305 million of total revenue, down from
approximately $637 million for the twelve months ended Dec. 31,
2014.

According to Mr. Bullock, the Debtors commenced various cost-saving
initiatives and other strategic restructuring efforts in late 2015
in response to deteriorating market conditions.  The Debtors sold
non-core assets, including (a) assets in East Texas for net
proceeds of approximately $73 million in August 2015 and (b)
non-core properties in the southwestern portion of the Eagle Ford
for net proceeds of approximately $13 million in October 2015.

The Debtors have also reduced employee headcount by approximately
40 percent from year-end 2014 levels -- to 96 employees -- through
administrative and operations restructuring initiatives taken in
May and October 2015, and February 2016.  In addition, the Debtors
have reduced drilling and suspended dividend payments with respect
to the Class A Preferred Stock and Class B Preferred Stock
beginning the quarter ended Sept. 30, 2015.

Subject to Court approval, the Debtors have received a commitment
for $25 million in debtor-in-possession financing from its
reserve-based revolving credit facility lenders, which combined
with the Debtors' cash reserves and cash from operations, is
expected to provide liquidity throughout the Chapter 11 process.
Additionally, the Debtors have obtained a commitment for up to $128
million in exit financing from its RBL lenders, led by Wells Fargo
as agent, as well as a $50 million rights offering that is
backstopped and supported by certain of the Debtors' senior
unsecured noteholders.

                  Restructuring Support Agreement
   
On May 10, 2016, Penn Virginia Corporation and certain of its
subsidiaries entered into a restructuring support agreement, by and
among: (i) the Debtors; (ii) lenders holding approximately 100% of
the principal amount of the approximately $112.6 million in loans
outstanding under the Debtors' senior secured reserve-based
revolving credit facility; and (iii) holders of approximately 86%
of the principal amount of the Debtors' $1,075 million in
outstanding senior unsecured notes.

The Restructuring Support Agreement contains certain covenants on
the part of the Debtors and the Restructuring Support Parties,
including that the Restructuring Support Parties vote in favor of
the Chapter 11 plan of reorganization contemplated by the
Restructuring Support Agreement and otherwise use commercially
reasonable efforts to support.  The Restructuring Support Agreement
further provides that the Restructuring Support Parties will have
the right to terminate the Restructuring Support Agreement upon the
occurrence of certain events, including the failure of the Debtors
to achieve certain milestones.

The Restructuring Support Agreement contemplates that, on the
effective date of the Plan, the Debtors will (i) consummate a $50
million equity rights offering backstopped by the Consenting
Noteholders in accordance with the terms of the Backstop Commitment
Agreement, the material terms of which are described below, and
(ii) enter into a new reserve-based revolving exit facility with an
initial availability of up to $128 million funded by certain of the
lenders under the RBL Facility.  The RSA further contemplates that
the Plan will provide for the following recoveries:

  * holders of claims arising under the DIP Facility will be paid
    in full, in cash on the Effective Date funded from cash on
    hand and proceeds from the Exit Facility and the Rights
    Offering;

  * holders of claims arising under the RBL Facility will be paid
    in full, in cash on the Effective Date funded from cash on
    hand and proceeds from the Exit Facility and the Rights
    Offering;

  * holders of claims arising under the Notes and holders of
    general unsecured claims, collectively, will each receive
    their pro rata share of an aggregate of 100% of the new common

    stock to be issued by the reorganized Company on the Effective
    Date, subject to dilution on account of the Debtors'
    management incentive plan, any fees payable in New Common
    Stock under the terms of the Backstop Commitment Agreement,
    and the New Common Stock issued in the Rights Offering;

  * holders of claims arising under the Notes will also be
    entitled to participate in the Rights Offering in accordance
    with the Backstop Commitment Agreement and Restructuring
    Support Agreement; and

  * all existing equity interests in the Company will be
    canceled, extinguished, and discharged.

                   Backstop Commitment Agreement

Also on May 10, the Debtors entered into a backstop commitment
agreement pursuant to which the Backstop Parties, which are holders
of Notes, will provide a $50 million commitment to backstop the
proposed Rights Offering to be conducted in connection with the
Plan.

In accordance with the Plan, the Backstop Commitment Agreement, and
the Company's proposed procedures for the conduct of the Rights
Offering, the Company will offer eligible creditors, including the
Backstop Parties, shares of New Common Stock of the reorganized
Company upon emergence from Chapter 11 for an aggregate purchase
price of $50 million.  Pursuant to the Backstop Commitment
Agreement, the Backstop Parties have agreed to purchase all shares
of New Common Stock that are not duly subscribed for pursuant to
the Rights Offering at a per share purchase price equal to
$45,100,000 divided by the total number of shares of common stock
of the Company outstanding as of emergence (without giving effect
to the common stock issued or issuable under the rights offering or
in respect of the Commitment Premium).

Under the Backstop Commitment Agreement, the Debtors have agreed to
pay the Backstop Parties, on the closing date of the transactions
contemplated by the Backstop Commitment Agreement, a commitment
premium equal to 6.0% of the Rights Offering Amount.  If the
transactions contemplated by the Backstop Commitment Agreement are
consummated, the Commitment Premium will be payable in shares of
common stock of the Company.  The Company will also be required to
pay, in cash, a termination fee equal to 4.0% of the Rights
Offering Amount upon the occurrence of certain termination events
as set forth in the Backstop Commitment Agreement.  Pursuant to the
Backstop Commitment Agreement, the Company will also be required to
(A) reimburse the Backstop Parties (i) for reasonable and
documented fees and expenses of counsel, consultants and a
financial advisor, and any other advisors or consultants as may be
reasonably determined by the Consenting Noteholders and the
Backstop Parties, and (ii) for filing fees, if any, required by
antitrust laws and reasonable and documented expenses in connection
with the transactions contemplated by the Backstop Commitment
Agreement and (B) indemnify the Backstop Parties under certain
circumstances for losses arising out of the Backstop Commitment
Agreement, the Plan and the transactions contemplated thereby.

The Backstop Commitment Agreement and Rights Offering Procedures
have been filed with, and are subject to the approval of, the
Bankruptcy Court.  The Backstop Parties' commitments to backstop
the Rights Offering, and the other transactions contemplated by the
Backstop Commitment Agreement, are conditioned upon the
satisfaction of all conditions to the effectiveness of the Plan,
and other applicable conditions precedent set forth in the Backstop
Commitment Agreement.  The issuances of common stock pursuant to
the Rights Offering and the Backstop Commitment Agreement are
conditioned upon, among other things, confirmation of the Plan by
the Bankruptcy Court, and will be effective upon the Company's
emergence from Chapter 11.

              Debtor-In-Possession Credit Agreement

The transactions contemplated by the Restructuring Support
Agreement also include a Debtor-In-Possession Credit Agreement
entered into on May 11, 2016, among the Company, Penn Virginia
Holding Corp. and its subsidiaries, the lenders party thereto, and
Wells Fargo Bank, National Association, as administrative and
collateral agent.

Pursuant to the terms of the Debtor-In-Possession Credit Agreement,
the DIP Lenders will make available a credit facility  consisting
of term loans in an aggregate principal amount not to exceed $25
million, to mature on or about Oct. 11, 2016, as such maturity date
may be extended pursuant to the terms of the Debtor-In-Possession
Credit Agreement.  Interest under the DIP Credit Facility will bear
interest at the Company's election at rate of interest per annum
equal to (a) a rate derived from the London Interbank Offered Rate,
as adjusted for statutory reserve requirements for Eurocurrency
liabilities ("Adjusted LIBOR") plus an applicable margin of 6.00%
or (b) the greater of (i) the prime rate, (ii) the federal funds
effective rate plus 0.5% or (iii) the one-month Adjusted LIBOR rate
plus 1.00% plus an applicable margin of 5.00%.  Parent and the
Filing Subsidiaries will guarantee the obligations under the DIP
Credit Facility.

The proceeds of the DIP Credit Facility will be used: (i) to pay
certain costs, fees and expenses related to the Chapter 11
proceedings, (ii) to pay adequate protection payments and (iii) to
fund the working capital needs, capital improvements and
expenditures of the Debtors during the Chapter 11 proceedings.

                        First Day Motions

As part of their "first day" motions, the Debtors have asked the
Court for authorization to generally continue its ongoing employee
compensation and benefit programs without change or interruption.
Additionally, the Debtors have filed a Plan of Reorganization and
Disclosure Statement, which incorporate the terms of the
restructuring agreement and other commitments made by the RBL
Lenders and the supporting noteholders.  The Company anticipates
emerging from Chapter 11 by the end of the summer.
A copy of the declaration in support of the First Day Motions is
available for free at:

      http://bankrupt.com/misc/4_PENN_Declaration.pdf

                About Penn Virginia Corporation

Based in Radnor, Pennsylvania, Penn Virginia Corporation is an
independent oil and gas company engaged in the exploration,
development and production of oil, NGLs and natural gas in various
domestic onshore regions of the United States, with a primary focus
in the Eagle Ford Shale in South Texas.

Each of Penn Virginia Corporation, Penn Virginia Holding Corp.,
Penn Virginia MC Corporation, Penn Virginia MC Energy L.L.C., Penn
Virginia MC Operating Company L.L.C., Penn Virginia Oil & Gas
Corporation, Penn Virginia Oil & Gas GP LLC, Penn Virginia Oil &
Gas LP LLC and Penn Virginia Oil & Gas, L.P. filed a voluntary
peititon under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Case Nos. 16-32395 to 16-32403, respectively) on May 12, 2016. The
petitions were signed by Seth R. Bullock as chief restructuring
officer.

The Debtors have engaged Kirkland & Ellis LLP as counsel, Kutak
Rock LLP as local counsel, Jefferies LLC as investment banker,
Alvarez & Marsal North America, LLC as restructuring advisor,  KPMG
LLP as tax advisor and Epiq Bankruptcy Solutions, LLC as notice,
claims and balloting agent.  PJT Partners is acting as financial
advisor and Milbank, Tweed, Hadley & McCloy LLP is acting as legal
advisor to the ad hoc committee of noteholders.  Opportune LLP is
acting as financial advisor and Bracewell LLP is acting as legal
advisor to Wells Fargo (as agent) and the RBL lenders.

Judge Keith L. Phillips has been assigned the cases.


PICO HOLDINGS: Activist Bloggers Highlight Lavish Residence of CEO
------------------------------------------------------------------
By Geoffrey J. Bailey -- gjbaileypb@hotmail.com -- PICO Holdings,
Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a diversified
holding company reporting recurring losses since 2008. PICO owns
57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water Company, Inc., a
securities portfolio and various interests in small businesses.
PICO has $664 million in assets and $434 million in shareholder
equity. Central Square Management LLC and River Road Asset
Management LLC collectively own more than 14% of PICO. Other
activists at http://ReformPICONow.com/have taken to the Internet
to advance the shareholder cause.

Referencing PICO's Q1 earnings release, the activist bloggers mock
CEO John "The Juicer" Hart's claims of cost-cutting. The earnings
release states: “Recent adjustments to our overhead should result
in approximately $2.3 million in savings per annum.”

According to the bloggers, "Mr. Hart fails to mention that half of
the $2.3 million in 'savings' comes from the reduction of his
ludicrously high compensation. During 2015, while PICO shares went
from $19 to $9, Mr. Hart received a base salary of around $2.2
million. For 2016, Mr. Hart will be paid a still-exorbitant $1
million base salary. And therein lies over half of Mr. Hart's
'savings.'”

Next, the irreverent bloggers take to publication of certain of Mr.
Hart's personal information. "From publicly-available documents, we
have learned that Mr. Hart lives in the most exclusive and
prestigious enclave of San Diego: the Bird Rock area of La Jolla.
Specifically, Mr. Hart lives at:

6101 Camino De La Costa

La Jolla, California, 92037

Mr. Hart's personal phone number is: (619) 405-1400 (Hey, if Donald
Trump can do it to Lindsey Graham, why can't we do it?).

Send him a Christmas card. Don't mention the half a billion dollars
in shareholder value he has destroyed – it might hurt his
feelings during the Holidays."

Playing civic vigilante, the activist bloggers suspect that Mr.
Hart is under-paying his property taxes. They note that property
taxes in California are 1% of appraised value, and that Mr. Hart's
residence has been informally appraised at over $5 million, while
his property taxes amount to less than $18,000.

Carrying the parody a step farther, the activist bloggers
audaciously suggest that PICO should hold its 2016 Annual Meeting
at Mr. Hart's house. "Over the last 5 years, Mr. Hart has destroyed
over half a billion dollars in shareholder value for PICO
investors. We know he feels bad about this. Lately, Mr. Hart has
advocated for open communication, reduced corporate expenses and
greater shareholder transparency.

In furtherance of these noble objectives, RPN proposes that we hold
the PICO 2016 Annual Meeting at the Hart Taj Mahal.

It would be perfect! PICO shareholders could see and enjoy what
their funds have purchased. We could fraternize with Mr. Hart, as
he shares with us what he has so freely taken. It would save PICO a
lot of money – which is Mr. Hart's stated goal. And Mr. Hart
could give back a little to those whom have suffered so greatly by
his hand.

We can see it now! San Diego summer sunshine! Costco steaks!
Coronas by the pool! Julian apple pie for dessert! Limbo with PICO
declining stock price as the bar! Quorum and proxy voting at sunset
on Mr. Hart's roof deck!

For the first time, we lament the departure of Kristina Leslie –
we bet she has it goin' on in a two-piece!

PICO Annual Meeting at John Hart's! Bring your swim trunks!"


PINZIMINIO TRATTORIA: Taps Cowan DiGiacomo as Accountant
--------------------------------------------------------
Pinziminio Trattoria of LBI, LLC, asks the U.S. Bankruptcy Court
for the District of New Jersey for authorization to employ Cowan
DiGiacomo & Associates to serve as the Debtor's accountant to
prepare tax returns for the Debtor, prepare monthly operating
reports, and prepare balance sheets and related financial
statements.

Cowan DiGiacomo will:

      a. prepare tax returns for the Debtor;
      b. prepare operating reports;
      c. prepare cash flow projections, balance sheets and  
         profit/loss statements;
      d. provide other accounting services requested by the
         Debtor during the pendency of the case; and
      e. other related services.

Cowan DiGiacomo will be paid these hourly rates:

         Paraprofessionals                           $60
         Christopher DiGiamcomo        
             -- tax evaluation and analysis         $180
             -- preparation of tax returns          $250
                and financial statements

Christopher GiGiacomo, a member of Cowan DiGiacomo, assures the
Court that the firm, its members, shareholders, partners,
associates, officers and employees do not hold nor represent an
adverse interest to the estate, are disinterested.

Headquartered in Brighton Beach, New Jersey, Pinziminio Trattoria
of LBI, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D.
N.J. Case No. 16-15701) on March 25, 2016.  Judge Kathryn C.
Ferguson presides over the case.

The Debtor's bankruptcy counsel can be reached at:

      Carol Ann Slocum, Esq.,
      Christopher J. Leavell, Esq.,
      KLEHR HARRISON HARVEY BRANZBURG, LLP
      (A Pennsylvania Limited Liability Partnership)
      457 Haddonfield Road, Suite 510
      Cherry Hill, NJ 08002
      Tel: (856) 486-7900
      Fax: (856) 486-4875


PLAY AND LEARN OF MALTA: To Gives Up Day Care Center for $15,000
----------------------------------------------------------------
Mechanicville, New York-based day care center Play and Learn of
Malta, LLC, on May 11, 2016, filed a motion asking the U.S.
Bankruptcy Court for the Northern District of New York for approval
to sell its physical assets to North Country Academy of Malta,
subject to higher and better offers.

The Debtor's principal has been recently diagnosed with a cancerous
condition and is currently undergoing medical treatment for that
condition.  The Debtor's lease expires on May 31, 2016. The
Debtor's principal is neither in a physical nor mental condition to
continue to operate Debtor's business on a day to day basis beyond
the end of the lease.  The Debtor's principal desires at this time
to facilitate a smooth transition of its day care customers to
another seasoned operator so that the families in need of day care
that have placed their children with Debtor will continue to have
day care coverage beyond May 31, 2016.

Some of the assets of this estate consist of various items of
furniture, equipment and furnishings ("Physical Assets"), which are
located at the Debtor's business premises at 2381 Route 7,
Mechanicville, New York 12118.

The Debtor believes it is in the best interest of the estate to
sell the Physical Assets to an entity that will operate the day
care facility at the Debtor's current location.  Early Childhood
Business Associates, LLC d/b/a North Country Academy of Malta
("North Country Academy") is applying for a license to operate a
day care center at Debtor's location and is also negotiating a
lease of the Debtor's premises with the owner of the building.
North Country Academy has made the attached purchase offer of
$15,000 which is $5,000 higher than the scheduled value of $10,000
for the Physical Assets.

The sale of the Physical Assets should be free and clear of any
liens, claims and encumbrances including but not limited to any
liens, claims and encumbrances held by Pioneer Savings Bank and/or
the owner of the building where the Physical Assets are located.
The lien and security interest of Pioneer Savings Bank will attach
to the sale proceeds.

The Debtor believes that it is in the best interest of this estate
and the Debtor's customers that the Physical Assets should be sold
to North Country Academy subject to higher and better offers.

In the event the estate should receive a higher and better offer
for the Physical Assets acceptable to the Court, the Debtor
requests that as a condition to such sale that the buyer thereof
remove such Physical Assets on the May 28, 2016 so as not to
interfere with ongoing day care coverage that will be undertaken by
North Country Academy.

Because of the physical condition of the Debtor's principal and her
inability to continue to operate the Debtor's business, the Debtor
consents to the termination of the Chapter 11 proceeding effective
as of 12:01 a.m. on June 1, 2016.

The Debtor's attorney:

         Stephen J. Waite, Esq.
         WAITE & ASSOCIATES, P.C.
         199 New Scotland Avenue
         Albany, New York, 12208
         Tel: 518.463.4257

                       About Play and Learn

On Sept. 16, 2015, Play and Learn of Malta, LLC, filed a petition
for relief under Chapter 11 of the United States Bankruptcy Code
(Bankr. N.D.N.Y. Case No. 15-11886) on Sept. 16, 2015.  

The Debtor is represented by Stephen J. Waite, Esq., at Waite &
Associates PC.

                           *     *     *

By order to show cause dated April 5, 2016, the Court ordered the
Debtor to appear and show cause why this case should not be
converted or dismissed for failure to file a plan of
reorganization.  The order to show cause has been adjourned and is
now returnable June 8, 2016.


POSTROCK ENERGY: Ch 11 Trustee Hires Baker Tilly as Advisor
-----------------------------------------------------------
Stephen J. Moriarty, the Chapter 11 Trustee of PostRock Energy
Corporation, et al., seeks authorization from the U.S. Bankruptcy
Court for the Western District of Oklahoma to employ Baker Tilly
Virchow Krause, LLP as financial advisor and accountant to the
Trustee, nunc pro tunc to April 11, 2016.

The Trustee requires Baker Tilly to:

   (a) assist in negotiations with secured lender or third parties

       regarding the use of cash collateral;

   (b) assist in analyzing the profitability of the Debtors and
       assessing bid for the sale of its assets;

   (c) assist the preparation of weekly cash flow projections;

   (d) assist in monitoring daily cash management and reporting
       upon the Debtors' weekly operating results, availability,
       and any variances from the Debtors' budget;

   (e) assist with the preparation of Trustee's Monthly Operating
       Reports;

   (f) assist with the preparation of the Debtors Statements of
       Financial Affairs and Schedules of Assets and Liabilities;

   (g) assist in analyzing claims and upon request, with
       communications with creditors with respect to issues
       arising from the claims process;

   (h) assist with preparation of a plan of reorganization or plan

       of liquidation;

   (i) assist with preparation of any financial or other
       information that may be requested by parties in interest
       and/or the Bankruptcy Court;

   (j) provide expert testimony, if requested; and

   (k) perform such other services as may be requested by the
       Trustee.

The current normal and customary hourly rates for the financial
advisory and consulting services to be rendered by the Baker Tilly
group are as follows:

       Technical Directors,
       Principals, and Partners           $535-$950
       Senior Managers and Directors      $400-$895
       Managers                           $300-$600
       Senior Consultants                 $225-$450
       Staff Consultants                  $175-$295
       Paraprofessionals                  $135-$210

Baker Tilly will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Michael E. Deeba, partner of Baker Tilly, 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.

Baker Tilly can be reached at:

       Michael E. Deeba
       BAKER TILLY VIRCHOW KRAUSE, LLP
       205 North Michigan Avenue
       Chicago, IL 60601-5927
       Tel: (312) 228-7238
       E-mail: michael.deeba@bakertilly.com

               About PostRock Energy Corporation

Headquartered in Oklahoma City, Oklahoma, PostRock Energy
Corporation, PostRock Energy Services Corporation, PostRock
MidContinent Production LLC, PostRock Eastern Production, LLC,
PostRock Holdco, LLC, and STP Newco, Inc. are engaged in the
acquisition, exploration, development, production and gathering of
crude oil and natural gas.  The Debtors' primary production
activity is focused in the Cherokee Basin, a 15-county region in
southeastern Kansas and northeastern Oklahoma.  The Debtors have
approximately 129 employees.

PostRock Energy, et al., filed Chapter 11 bankruptcy petitions
(Bankr. W.D. Okla. Lead Case No. 16-11230) on April 1, 2016.  Clark
Edwards signed the petitions as president.  The Debtors estimated
assets in the range of $10 million to $50 million and debt of up to
$100 million.

Crowe & Dunlevy, P.C. serves as the Debtors' counsel.

Judge Sarah A. Hall is assigned to the cases.

Stephen J. Moriarty has been appointed as Chapter 11 Trustee of
PostRock Energy.

The Official Committee of Unsecured Creditors of PostRock Energy
Corp. has retained Lowenstein Sandler LLP as counsel, and Hall,
Estill, Hardwick, Gable, Golden & Nelson, P.C. as special and local
counsel.


POSTROCK ENERGY: Creditors' Panel Taps Hall Estill as Counsel
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of PostRock Energy
Corp. seeks authorization from the U.S. Bankruptcy Court for the
Western District of Oklahoma to retain Hall, Estill, Hardwick,
Gable, Golden & Nelson, P.C. as special and local counsel for the
Committee, retroactive to April 27, 2016.

The Committee requires Hall Estill to:

   (a) advise the Committee on its rights, obligations, and powers

       in this case as required by Section 1103 of the Bankruptcy
       Code;

   (b) appear before this Court and others on the Committee's
       behalf on all matters involving the Debtors or these cases;

   (c) assist the Committee and lead counsel in investigating and
       analyzing the acts, liabilities, and financial condition of

       the Debtors, the Debtors' assets and business operations,
       including disposition of those assets, and any other
       matters relevant to this case and the interests of
       unsecured creditors;

   (d) assist the Committee and lead counsel in examining claims
       filed against the Debtors to determine whether any asserted

       claims are objectionable or otherwise improper; and

   (e) perform all other legal services necessary for and
       requested by the Committee and lead counsel in connection
       with these cases and the Committee's duties therein.

Hall Estill will be paid at these hourly rates:

       Larry G. Ball            $365
       Jennifer Castillo        $250
       Shareholders             $230-$375
       Associates               $170-$250
       Paralegals               $105-$150

Hall Estill will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Larry G. Ball of Hall Estill 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.

Hall Estill can be reached at:

       Larry G. Ball, Esq.
       Jennifer Castillo, Esq.
       HALL, ESTILL, HARDWICK,
       GABLE, GOLDEN & NELSON, P.C.
       100 North Broadway, Suite 2900
       Oklahoma City, OK 73102-8865
       Tel: (405) 553-2828
       Fax: (405) 553-2855
       E-mail: lball@hallestill.com
               jcastillo@hallestill.com

              About PostRock Energy Corporation

Headquartered in Oklahoma City, Oklahoma, PostRock Energy
Corporation, PostRock Energy Services Corporation, PostRock
MidContinent Production LLC, PostRock Eastern Production, LLC,
PostRock Holdco, LLC, and STP Newco, Inc. are engaged in the
acquisition, exploration, development, production and gathering of
crude oil and natural gas.  The Debtors' primary production
activity is focused in the Cherokee Basin, a 15-county region in
southeastern Kansas and northeastern Oklahoma.  The Debtors have
approximately 129 employees.

PostRock Energy, et al., filed Chapter 11 bankruptcy petitions
(Bankr. W.D. Okla. Lead Case No. 16-11230) on April 1, 2016.  Clark
Edwards signed the petitions as president.  The Debtors estimated
assets in the range of $10 million to $50 million and debt of up to
$100 million.

Crowe & Dunlevy, P.C. serves as the Debtors' counsel.

Judge Sarah A. Hall is assigned to the cases.

Stephen J. Moriarty has been appointed as Chapter 11 Trustee of
PostRock Energy.

The Official Committee of Unsecured Creditors of PostRock Energy
Corp. has retained Lowenstein Sandler LLP as counsel, and Hall,
Estill, Hardwick, Gable, Golden & Nelson, P.C. as special and local
counsel.


POSTROCK ENERGY: Panel Hires Lowenstein Sandler as Counsel
----------------------------------------------------------
The Official Committee of Unsecured Creditors of PostRock Energy
Corp. seeks authorization from the U.S. Bankruptcy Court for the
Western District of Oklahoma to retain Lowenstein Sandler LLP as
counsel for the Committee, effective April 27, 2016.

The Committee requires Lowenstein Sandler to:

   (a) provide legal advice as necessary with respect to the
       Committee's powers and duties as an official committee
       appointed under section 1102 of the Bankruptcy Code;

   (b) assist the Committee in negotiating favorable terms for
       unsecured creditors with respect to any proposed asset
       purchase agreements for the sale of any of the Debtors'
       assets;

   (c) provide legal advice as necessary with respect to any
       disclosure statement or plan filed in the Chapter 11 cases,

       and with respect to the process of approving or
       disapproving any such disclosures statement or confirming
       any such plan, as appropriate;

   (d) prepare on behalf of the Committee, as necessary,
       applications, motions, complaints, answers, orders,
       agreements, memoranda of law, and other legal papers,
       including, without limitation, the preparation and defense
       of retention and fee applications for the Committee's
       professionals and proposed professionals, including #
       Lowenstein Sandler;

   (e) appear in Court to present necessary motions, applications,

       and pleadings, and otherwise protect the interest of those
       unsecured creditors who are represented by the Committee;

   (f) review the Debtors' schedules and statements;

   (g) advise the Committee as to the implications of the Debtors'

       activities and motions before this Court;

   (h) provide the Committee with legal advice in relation to the
       Chapter 11 cases generally; and

   (i) perform such other legal services as may be required and
       that are in the best interests of the Committee, the
       estates, and creditors.

Lowenstein Sandler will be paid at these hourly rates:

       Partners                 $550-$1,100
       Sr. Counsel and
       Counsel                  $390-$695
       Associates               $285-$595
       Paralegals and
       Assistants               $110-$290

The hourly rates of the attorneys that will be primarily
responsible for Lowenstein's representation of the Committee in
these cases range from $385 to $635.

Lowenstein Sandler will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Wojciech F. Jung, partner of Lowenstein Sandler, 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.

Lowenstein Sandler can be reached at:

       Wojciech F. Jung, Esq.
       LOWENSTEIN SANDLER LLP
       65 Livingston Avenue
       Roseland, NJ 07068
       Tel: (973) 597-2500
       Fax: (973) 597-2465
       E-mail: WJung@lowenstein.com

                  About PostRock Energy Corporation

Headquartered in Oklahoma City, Oklahoma, PostRock Energy
Corporation, PostRock Energy Services Corporation, PostRock
MidContinent Production LLC, PostRock Eastern Production, LLC,
PostRock Holdco, LLC, and STP Newco, Inc. are engaged in the
acquisition, exploration, development, production and gathering of
crude oil and natural gas.  The Debtors' primary production
activity is focused in the Cherokee Basin, a 15-county region in
southeastern Kansas and northeastern Oklahoma.  The Debtors have
approximately 129 employees.

PostRock Energy, et al., filed Chapter 11 bankruptcy petitions
(Bankr. W.D. Okla. Lead Case No. 16-11230) on April 1, 2016.  Clark
Edwards signed the petitions as president.  The Debtors estimated
assets in the range of $10 million to $50 million and debt of up to
$100 million.

Crowe & Dunlevy, P.C. serves as the Debtors' counsel.

Judge Sarah A. Hall is assigned to the cases.

Stephen J. Moriarty has been appointed as Chapter 11 Trustee of
PostRock Energy.

The Official Committee of Unsecured Creditors of PostRock Energy
Corp. has retained Lowenstein Sandler LLP as counsel, and Hall,
Estill, Hardwick, Gable, Golden & Nelson, P.C. as special and local
counsel.


PRINCIPLES OF FAITH: Seeks to Sell Property to Loveland Church
--------------------------------------------------------------
Principles of Faith Christian Center, Inc., on May 11, 2016, filed
a motion asking the U.S. Bankruptcy Court for the Central District
of California, Riverside Division, for approval to enter into a
sales contract with a new buyer of its real property located at
17977 Merrill Avenue, Fontana, California.

The Debtor also asks the Court to vacate the Court's prior order
authorizing the sale of the Property.  On Feb. 10, 2016, Darnell
Bailey and Cinthea Bailey (the "Prior Approved Buyers") and the
Debtor entered into a written Standard Offer, Agreement and Escrow
Instructions for Purchase of Real Estate (Non-Residential) (the
"Prior Purchase Agreement") whereby the Prior Approved Buyers
agreed to purchase the Property from the Debtor.  

On March 30, 2016, the Court entered its Sale Order approving the
sale of the
Property to the Prior Approved Buyers subject to the terms of the
Prior Purchase Agreement.   It has been nearly six weeks since the
Sale Order has been entered, and the Prior Approved Buyers have yet
to open escrow to consummate the sale of the Property.

The Debtor has located a new buyer, Loveland Church, who is
interested in purchasing the Property.  While Loveland is willing
to pay $2,975,000 for the Property, which is $25,000 more than the
offer from the Prior Approved Buyers, they are able to close the
sale of the Property within one business day following the entry of
the requested order vacating the prior Sale Order and approving the
sale of the Property to Loveland.

For these reasons, the Debtor respectfully requests that the Court
vacate the prior Sale Order or determine that the Prior Purchase
Agreement has been terminated and permit the Debtor to sell the
Property to Loveland.

No liabilities will be assumed by Loveland.  All liabilities
against the Property will be paid in full by the $2,975,000 sale
proceeds.  Loveland will be assuming the lease for the charter
school that has leased a portion of the church facilities located
at the Property.

The total encumbrance against this property according to the
preliminary title report, the proof of claims filed in this case,
as well the California Bank & Trust's Motion for Relief is roughly
$2,347,181.  

The Debtor also seeks approval for the payment of real estate
brokerage commissions from escrow upon closing.  Subject to Court
approval, the Debtor has agreed to pay a total commission of 4
percent of the $2,975,000 sales price.  If the proposed $2,975,000
sale is approved without overbids, the total commission will equal
$119,000.00, which will be paid from the sale proceeds. The
commission will be paid to the Debtor's Agent from escrow upon
closing which sum will be split between the Agent and Loveland's
broker, subject to the terms and conditions set forth in the
Court's order approving employment of the Agent.

The Debtor does not believe that overbids are necessary for the
sale of Property.  The purchase price offered by Loveland greatly
exceeds the amount of secured, unsecured and administrative claims
and will provide a sizeable dividend to the Debtor.  Moreover, the
sale process has been unnecessarily delayed due to the Prior
Approved Buyers' failure to open escrow.

However, if the Court wishes to have an overbid sale process, the
Debtor requests that Loveland be treated as the stalking horse
bidder and that any overbids must conform to the terms of
Loveland's offer including the timing for closing the transaction.
The Debtor further requests that the initial overbid be set at
$25,000 and all subsequent overbids be set at $5,000.

            About Principles of Faith Christian Center

Principles of Faith Christian Center, Inc., is a church with its
principal place of worship located at 17977 Merrill Avenue,
Fontana, California.

Principles of Faith sought Chapter 11 protection (Bankr. C.D. Cal.
Case No. 15-10006) on Jan. 2, 2015.  The case judge is Hon. Scott
H. Yun.

The Debtor disclosed $3.11 million in assets and $2.12 million in
liabilities.

The Debtor's attorneys:

         Christopher J. Langley
         Steven P. Chang
         LAW OFFICES OF LANGLEY & CHANG
         4158 14th St.
         Riverside, CA 92501
         Tel: 714-515-5656/ 951-383-3388
         Fax: 877-483-4434
         E-mail: chris@langleylegal.com
                 schang@spclawoffice.com


RAILYARD COMPANY: Cause Exists to Appoint Ch. 11 Trustee
--------------------------------------------------------
In the case captioned In re: RAILYARD COMPANY, LLC a New Mexico
Limited Liability Company Debtor, Case No. 15-12386-j11 (Bankr.
D.N.M.), Judge Robert H. Jacobvitz of the United States Bankruptcy
Court for the District of New Mexico granted Thorofare Asset Based
Lending Fund III, L.P.'s Motion to Appoint Chapter 11 Trustee, or
in the Alternative to Require Debtor to Employ a Property Manager
insofar as it requests appointment of a trustee, and ordered that a
trustee be appointed.

Judge Jacobvitz found and concluded that cause exists to appoint a
Chapter 11 trustee under 11 U.S.C. Section 1104(a)(1).

A full-text copy of Judge Jacobvitz's March 30, 2016 memorandum
opinion is available at http://is.gd/r7kfSifrom Leagle.com.

Railyard Company, LLC A New Mexico Limited Liability Company, is
represented by:

          William F. Davis, Esq.
          Nephi D. Hardman, Esq.
          WILLIAM F. DAVIS & ASSOC., P.C.
          6709 Academy Rd. NE Suite A
          Albuquerque NM 87109
          Tel: (505)243-6129
          Fax: (505)247-3185

City of Santa Fe, Creditor's Attorney, is represented by:

          Theresa Elisabeth Gheen, Esq.
          CITY OF SANTA FE, CITY ATTORNEY'S OFFICE
          200 Lincoln Avenue
          Santa Fe, NM 87501
          Tel: (505)955-6949
          Email: tegheen@santafenm.gov

United States Trustee, U.S. Trustee, is represented by:

          Alice Nystel Page, Esq.
          OFFICE OF THE U.S. TRUSTEE

                    About Railyard Company

Railyard Company, LLC, owns and developed two-story Market Station
that houses the REI sporting goods store and other tenants.  It
filed a Chapter 11 petition (Bankr. D. N.M. Case No. 15-12386) on
Sept. 4, 2015.  The petition was signed by Richard Jaramillo as
managing member.  The Debtor is represented by William F. Davis,
Esq., at William F. Davis & Associates, P.C., as counsel.

The Debtor's Chapter 11 petition says the Company has about $11.2
million in debts and $13.8 million in assets.



REVSTONE INDUSTRIES: District Court Affirms Plan Confirmation Order
-------------------------------------------------------------------
In the appeals case styled ASCALON ENTERPRISES LLC, Appellant, v.
REVSTONE INDUSTRIES, LLC, Appellee, Civ. No. 15-347-SLR (D. Del.),
Judge Sue L. Robinson of the United States District Court for the
District of Delaware denied the appeal taken by Ascalon Enterprises
LLC, and affirmed the order confirming the debtors' joint chapter
11 plan of reorganization.

A full-text copy of Judge Robinson's March 30, 2016 memorandum
order is available at http://is.gd/NfNZ3Sfrom Leagle.com.

The bankruptcy case is IN RE: REVSTONE INDUSTRIES, LLC, et al.,
Reorganized Debtors, Bank. No. 12-13262 (BLS) (Bankr. D. Del.).

Ascalon Enterprises LLC is represented by:

          Evan Olin Williford, Esq.
          Andrew James Huber, Esq.
          THE WILLIFORD FIRM LLC
          901 North Market Street, Suite 800
          Wilminton, DE 19801
          Tel: (302)564-5924
          Email: evanwilliford@thewillifordfirm.com
                 ajhuber@thewillifordfirm.com

Revstone Industries LLC is represented by:

          Laura Davis Jones, Esq.
          Colin R. Robinson, Esq.
          PACHULSKI, STANG, ZIEHL & JONES, LLP
          919 North Market Street, 17th Floor
          Wilmington, DE 19801
          Tel: (302)652-4100
          Fax: (302)652-4400
          Email: ljones@pszjlaw.com
                 crobinson@pszjlaw.com

                    About Revstone Industries

Lexington, Kentucky-based Revstone Industries LLC, a maker of
truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 12-13262) on Dec. 3, 2012.  Judge Brendan Linehan Shannon
oversees the case.  Laura Davis Jones, Esq., Timothy P. Cairns,
Esq., and Colin Robinson, Esq., at Pachulski Stang Ziehl & Jones
LLP represent Revstone.  In its petition, Revstone estimated under
$50 million in assets and debt.

Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.
Case No. 12-13263) on Dec. 3, 2012.

Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.
13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.
13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.
Judge Shannon also oversees the cases.

Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy
counsel to Greenwood and US Tool.  

Greenwood estimated $1 million to $10 million in assets and $10
million to $50 million in debts.  US Tool & Engineering estimated
under $1 million in assets and $1 million to $10 million in debts.

The petitions were signed by George S. Homeister, chairman.

Metavation, also known as Hillsdale Automotive, LLC, joined parent
Revstone in Chapter 11 (Bankr. D. Del. Case No. 13-11831) on July
22, 2013, to sell the bulk of its assets to industry rival Dayco
for $25 million.  Following the sale, Metavation changed its name
to TPOP LLC.

Metavation tapped Pachulski as its counsel.  Pachulski also
serves as counsel to Revstone and Spara.  Metavation also has
tapped McDonald Hopkins PLC as special counsel, and Rust
Consulting/Omni Bankruptcy as claims agent and to provide
administrative services.  Stuart Maue is fee examiner.

Mark L. Desgrosseilliers, Esq., Ericka Fredricks Johnson, Esq.,
Steven K. Kortanek, Esq., and Matthew P. Ward, Esq., at Womble
Carlyle Sandridge & Rice, LLP, represent the Official Committee of
Unsecured Creditors in Revstone's case.

Boston Finance Group, LLC, a committee member, also has hired as
counsel Gregg M. Galardi, Esq., and Sarah E. Castle, Esq., at DLA
Piper LLP.

                           *     *     *

Revstone Industries, LLC, Spara, LLC, Greenwood Forgings, LLC, and
US Tool & Engineering, LLC, on Dec. 10, 2014, filed with the
Bankruptcy Court a joint Chapter 11 plan and disclosure statement,
which incorporate the Bankruptcy Court-approved settlement between
the Debtors and each of their respective debtor and non-debtor
subsidiaries, except TPOP LLC fka Metavation, the Pension Benefit
Guaranty Corporation, the Official Committee of Unsecured
Creditors, and Boston Finance Group, LLC, and a separate
intercompany settlement among Revstone and Spara and each of their
respective debtor and non-debtor subsidiaries.

Under the Plan, Revstone's unsecured creditors with claims ranging
from $24.5 million to $41.5 million, the projected recovery is
7.2% to 12.2%.  For unsecured creditors of affiliate Spara LLC, the
predicted recovery is about 4.2% to creditors with some $13
million in claims, while unsecured creditors of Greenwood Forgings
LLC and US Tool & Engineering LLC don't get anything.

The PBGC is projected for recovery of $77 million, although not
less than $75 million, after giving credit to money earmarked for
unsecured creditors.

Judge Shannon on Jan. 15, 2015, approved the disclosure statement
explaining the Chapter 11 Plan.  Judge Shannon on March 23, 2015,
confirmed the Joint Chapter 11 Plan of Reorganization of Revstone
Industries, LLC, Spara, LLC, Greenwood Forgings, LLC, and US Tool
& Engineering, LLC, and the Chapter 11 plan of liquidation of TPOP,
LLC, f/k/a Metavation, LLC.


RIALTO HOLDINGS: Moody's Affirms B1 Corp. Family Rating
-------------------------------------------------------
Moody's Investors Service affirmed the corporate family ratings and
upgraded the senior debt ratings of three US-based commercial real
estate lending companies, following a re-assessment of the notching
of the companies' debt under Moody's Finance Companies Rating
Methodology.  The affected ratings include:

   -- Jefferies LoanCore LLC (JLC): Corporate family rating
      affirmed at B1, backed senior unsecured rating upgraded to
      B1 from B2, with a stable outlook.

   -- Rialto Holdings, LLC (Rialto): Corporate family rating
      affirmed at B1, senior unsecured rating upgraded to B1 from
      B2, with a stable outlook.

   -- Starwood Property Trust, Inc. (SPT): Corporate family rating

      affirmed at Ba3, senior secured bank credit facility rating
      upgraded to Ba2 from Ba3, with a stable outlook.

                          RATINGS RATIONALE

Moody's upgraded the JLC, Rialto and SPT senior debt ratings to
reflect each debt's size relative to other components in the
respective company's debt capital structure that are included in
the notching analysis, as well as each debt's priority of claim and
strength of asset coverage.  Moody's finance company instrument
ratings use a notching framework that is based on expected
differences in loss-given-default.  Moody's reassessed the notching
of the affected debts after electing to exclude repurchase
facilities from total debt funding for purposes of the notching
analysis for commercial real estate lenders.  Because repurchase
facilities are exempt from bankruptcy stay under the US Bankruptcy
Code, they would most likely be repaid with limited loss in the
event of default; Moody's expects that they would therefore have
little effect on the losses incurred by other recourse debt.

Moody's affirmed the corporate family ratings of JLC, Rialto and
SPT based on their respective credit attributes, summarized below:
JLC's B1 ratings are based on the sponsorship and funding support
by the Jefferies Group and the real estate investment arm of the
Government of Singapore Investment Corporation (GIC).  The firm has
modest positioning in the commercial real estate lending arena,
having only a brief operating history dating to 2011.  The firm's
earnings performance is potentially volatile, relying upon
securitization gains.  The firm's leverage, while low, has
increased and it is highly reliant on wholesale funding, which
encumbers earning assets.

JLC's ratings could be upgraded if the company continues to
demonstrate consistent and strong profitability without
substantially increasing its leverage, diversifies its business mix
so as to reduce reliance on securitization gains, and maintains
high asset quality over a sustained period of time.  The ratings
could be downgraded if JLC experiences deterioration in
profitability as a result of continued competitive pressures and/or
weakening of its asset quality, which would lead to erosion of its
permanent equity.  Negative pressure could also emerge if the
company experiences difficulty distributing its collateral, its
liquidity cushion gets reduced, its exposure to market-based margin
calls increases due to a change in terms of its credit facility
agreements, or if it loses its affiliation with Jefferies or GIC.

Rialto's B1 ratings reflects the firm's investment strategy focused
on distressed assets, which represent inherently riskier types of
investments, as well as the company's continued diversification of
its franchise from balance-sheet intensive direct investments
towards the asset and investment management and the mortgage
originations businesses.  The rating also reflects "key man" risk
in the CEO position, as well as the lack of an independent board.

Rialto's ratings could be upgraded if it improves profitability
while continuing to expand the investment management and mortgage
origination businesses and maintains moderate leverage.  A
reduction in the firm's profitability, substantial rise in
leverage, or any liquidity challenges could result in a ratings
downgrade.  Departures of key personnel could also result in a
downgrade.

SPT's Ba3 corporate family rating reflects its strong franchise in
commercial mortgage lending, investment management, CMBS special
servicing, and property investment, as well as the firm's
disciplined approach to credit risk management.  Starwood's strong
capital adequacy and profitability, adjusting for consolidated
variable interest entities (VIE), strengthen the firm's credit
profile.  The firm's reliance on capital markets access to fund new
business is a credit weakness.  Starwood is externally managed by
SPT Management, LLC, and is an affiliate of the privately owned
Starwood Capital Group (SCG).  This arrangement provides the REIT
with an experienced management team; however, the external manager
has related business interests.

SPT's ratings could be upgraded if the company continues to
strengthen its liquidity by extending its debt maturity profile and
diversifying its funding sources away from wholesale secured debt,
while maintaining strong, stable profitability and low leverage.
Ratings could be downgraded if SPT encounters material liquidity
challenges, its leverage materially increases, or its profitability
significantly weakens.

Jefferies LoanCore LLC is a commercial real estate finance company
headquartered in Greenwich, CT.

Rialto Holdings, LLC, a wholly-owned subsidiary of Lennar
Corporation, is a commercial real estate lender and investor based
in Miami, FL.

Starwood Property Trust, Inc. [NYSE: STWD] is a REIT engaged in
commercial real estate lending and investing headquartered in
Greenwich, Connecticut,

The principal methodology used in these ratings was Finance
Companies published in October 2015.



ROBERT SEARS: Court Grants Bid to Appoint Ch. 11 Trustee
--------------------------------------------------------
Judge Thomas L. Saladino of the United States Bankruptcy Court for
the District of Nebraska granted the motion to appoint a Chapter 11
trustee and a joinder motion filed by the United States Trustee.

The case is IN THE MATTER OF: ROBERT A. SEARS, Chapter 11, Debtor,
Case No. BK10-40275 (Bankr. D. Neb.).

A full-text copy of Judge Saladino's March 23, 2016 order is
available at http://is.gd/9ymc4cfrom Leagle.com.

Robert A Sears is represented by:

          Jerrold L. Strasheim, Esq.
          STRASHEIM LAW FIRM
          3610 Dodge St #212
          Omaha, NE 68131

Patricia Fahey, U.S. Trustee, is represented by:

          Jerry L. Jensen, Esq.
          U.S. TRUSTEE
          111 South 18th Plaza Suite 1148
          Omaha, NE 68102
          Tel: (402) 221-4300
          Fax: (402) 221-4383


ROZEL JEWELER'S: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Rozel Jeweler's, Inc.  

Rozel Jeweler's, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-10291) on March 31,
2016.  The Debtor is represented by Daniel P. Foster, Esq., at
Foster Law Offices.


SANAH INVESTMENT: Hires Stanley D. Bowman as Bankr. Counsel
-----------------------------------------------------------
Sanah Investment Group, Inc., asks for permission from the U.S.
Bankruptcy Court for the Central District of California to employ
the law firm of Stanley D. Bowman, Esq., as general bankruptcy
counsel, as of April 15, 2016, the date of filing of the petition.

Mr. Bowman will:

      a. advise and assist in the compliance with the requirements

         of the U.S. Trustee;

      b. advise on matters of the bankruptcy law, including the
         rights and remedies of the Debtor in regard to its assets

         and with respect to the claims of creditors;

      c. advise on cash collateral matters with respect to the
         Debtor's real properties;

      d. conduct examinations of witnesses, claimants or adverse
         parties to prepare and assist in the preparation of
         reports, accounts and pleadings;

      e. advise on the requirements of the Bankruptcy Code and
         applicable rules;

      f. assist with the negotiation, formulation, confirmation,
         and implementation of Chapter 11 plan; and

      g. make appearances in the Bankruptcy Court on behalf of the

         Debtor, and to make other action and to perform other     
             
         services as the Debtors may require.

Mr. Bowman will bill his time in this case at $350 per hour.  The
Debtor agrees to reimburse the attorney for all necessary expenses
incurred by the attorney in the performance of services: (a) $300
per hour for the time spent in court; (b) $300 per hour for the
time spent by the attorney; and (c) $100 per hour for paralegal
time spent by paralegals employed by the attorney.

The Debtor assures the Court that the Firm has not in the past
represented and at this time has no plans to represent any related
debtor, principles or insiders.  To the best of Mr. Bowman's
knowledge, he has no relationship or connection with the Debtor,
their creditors or other parties in interest or his respective
attorneys or accountants.  

Mr. Bowman does not hold any interest in nor is he materially
adverse to the Debtor and thus constitutes a disinterested person
as contemplated by 11 U.S.C. Section 327 and defined in Section
101(14) of the Bankruptcy Code.  Mr. Bowman is not a creditor of
the estate and is not owed any funds by the Debtors.

Mr. Bowman can be reached at:

        Stanley D. Bowman, Esq.
        Allegiance Law Offices, A. P.C.
        700 N. Pacific Coast Highway, Suite 202A
        Redondo Beach, California 90277
        Tel: (310) 937-4529
        Fax: (310) 937-4440
        E-mail: sb@stanleybowman.com

Sanah Investment Group, Inc., is based in Redondo Beach,
California.  The Debtor filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Cal. Case No. 16-14734) on April 12, 2016.


SANDRIDGE ENERGY: Needs More Time to File Form 10-Q
---------------------------------------------------
The quarterly report on Form 10-Q of SandRidge Energy, Inc., for
the quarter ended March 31, 2016, could not be filed with the
Securities and Exchange Commission within the prescribed time
period without unreasonable effort or expense, because the Company
needs additional time to complete its financial statements and
related disclosures, according to a regulatory filing with the
Securities and Exchange Commission.

The Company has been engaged in discussions with certain holders of
the Company's outstanding indebtedness, including its senior credit
facility lenders and ad hoc groups of its second lien and unsecured
noteholders, regarding a temporary waiver with respect to certain
actual and potential defaults under the Company’s amended senior
credit agreement and a potential comprehensive restructuring
transaction.

The process of negotiating with the Company's stakeholders and
preparing for an expected restructuring transaction has diverted
significant management time and internal resources from the
Company's normal processes for reviewing and completing its
financial statements and related disclosures.  Additionally, the
complexities involved with drafting a complete and accurate set of
financial statements and related disclosures in light of the
anticipated restructuring transaction has significantly increased
the time required to prepare and finalize the Company's Form 10-Q
beyond the time required during a normal review cycle.

                       About SandRidge Energy

SandRidge Energy, Inc. (OTC PINK: SDOC) --
http://www.sandridgeenergy.com/-- is an oil and natural gas     
exploration and production company headquartered in Oklahoma City,
Oklahoma, with its principal focus on developing high-return,
growth-oriented projects in the U.S. Mid-Continent and Niobrara
Shale.

SandRidge Energy reported a net loss of $4.32 billion in 2015
following net income of $351.89 million in 2014.

As of Dec. 31, 2015, SandRidge had $2.99 billion in total assets,
$4.17 billion in total liabilities and a total stockholders'
deficit of $1.18 billion.

                      *     *     *

The Troubled Company Reporter, on March 22, 2016, reported that
Standard & Poor's Ratings Services raised its corporate credit
rating on oil and gas exploration and production company SandRidge
Energy Inc. to 'CCC-' from 'D'.  The outlook is negative.


SEARS HOLDINGS: Stockholders Elect 10 Directors
-----------------------------------------------
Sears Holdings Corporation held its annual meeting of stockholders
at the Company's offices in Hoffman Estates, Illinois, on May 11,
2016, at which the stockholders:

    (a) elected Cesar L. Alvarez, Bruce R. Berkowitz, Paul G.
        DePodesta, Alesia J. Haas, Kunal S. Kamlani, William C.
        Kunkler, III, Edward S. Lampert, Steven T. Mnuchin, Ann N.

        Reese and Thomas J. Tisch as directors for a one-year term

        expiring at the 2017 annual meeting of stockholders and
        until their successors are elected and qualified;

    (b) approved, by an advisory vote, the compensation of the
        Company's named executive officers as described in the
        Company's proxy statement;

    (c) ratified the Audit Committee's appointment of Deloitte &
        Touche LLP as the Company's independent registered public
        accounting firm for fiscal year 2016.

                          About Sears

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused
on seamlessly connecting the digital and physical shopping
experiences to serve members.  Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.

The Company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts.  Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.

Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues.  Kmart completed its
merger with Sears on March 24, 2005.

Sears Holdings reported a net loss of $1.12 billion on $25.14
billion of revenues for the year ended Jan. 30, 2016, compared to a
net loss of $1.81 billion on $31.19 billion of revenues for the
year ended Jan. 31, 2015.

As of Jan. 30, 2016, Sears Holdings had $11.33 billion in total
assets, $13.29 billion in total liabilities and a total deficit of
$1.95 billion.

                            *     *     *

Moody's Investors Service in January 2014 downgraded Sears
Holdings Corporate Family Rating to 'Caa1' from 'B3'.  The rating
outlook is stable.

The downgrade reflects the accelerating negative performance of
Sears' domestic business with comparable sales falling 7.4% for
the quarter to date ending January 6th, 2014 compared to the prior
year.  The company now expects domestic Adjusted EBITDA to decline
to a range of ($80 million) to $20 million for the fourth fiscal
quarter, compared with $365 million in the year prior period.  For
the full year, Sears expects domestic Adjusted EBITDA loss between
$(308) million and $(408) million, as compared to $557 million
last year.  Moody's expects full year cash burn (after capital
spending, interest and pension funding) to be around $1.2 billion
in 2013 and we expect Sears' cash burn to remain well above $1
billion in 2014.  "Operating performance for fiscal 2013 is
meaningfully weaker than our previous expectations, and we expect
negative trends in performance to persist into 2014" said Moody's
Vice President Scott Tuhy.  He added "While Sears noted improved
engagement metrics for its "Shop Your Way" Rewards program,
Moody's remains uncertain when these improved engagement metrics
will lead to stabilization of operating performance."

As reported by the TCR on March 26, 2014, Standard & Poor's
Ratings Services affirmed its ratings on the Hoffman Estate, Ill.-
based Sears Holdings Corp., including the 'CCC+' corporate credit
rating.

Fitch Ratings had downgraded its long-term Issuer Default Ratings
(IDR) on Sears Holdings Corporation (Holdings) and its various
subsidiary entities (collectively, Sears) to 'CC' from 'CCC',
according to a TCR report dated Sept. 12, 2014.


SHORE PKWY II: Wants 90-Day Exclusive Plan Filing Extension
-----------------------------------------------------------
Shore PKWY II Realty Inc. asks the U.S. Bankruptcy Court for the
Eastern District of New York to extend the Debtor's exclusive
periods to file a Chapter 11 plan and to solicit acceptances of
that plan by 90 days.

The Debtor's initial 120-day period of exclusivity in which to file
a Chapter 11 plan is set to expire on May 13, 2016, and the
Debtors' additional 60-day period to solicit acceptances of that
plan is set to expire on July 11, 2016.

A hearing on the extensions is set for June 8, 2016, at 2:30 p.m.,
prevailing Eastern Time.  

The Debtor says that while its case may not be a particularly large
one, the issues facing the Debtor require a lot of time and
attention to resolve.  In that regard, the Debtor has been making a
good faith effort to resolve those issues, most notably with the
mortgagee.  The Debtor is current on all of its filing, has
established a bar date and is vigorously prosecuting its Chapter 11
case.  The Debtor says it needs more time to continue resolving its
issues with its lender.

The Debtor believes that it has worked diligently over the past
three months to foster negotiations in order to work out the
remaining issues with the mortgagee.  

Shore PKWY II Realty Inc. filed for Chapter 11 bankruptcy
protection (Bankr. E.D.N.Y. Case No. 16-40147) on Jan. 13, 2016.
The Debtor is represented by Vogel Bach & Horn, P.C., which can be
reached at:

      VOGEL BACH & HORN, LLP
      Eric H. Horn, Esq.
      Heike M. Vogel, Esq.
      1441 Broadway, Suite 5031
      New York, New York 10018
      Tel. (212) 242-8350
      Fax (646) 607-2075

No official committee has been appointed in the Chapter 11 Case by
the U.S. Trustee for the Eastern District of New York.


SIMPLY GOURMET: Hires LeClairRyan as Bankruptcy Counsel
-------------------------------------------------------
Simply Gourmet, Inc., seeks permission from the U.S. Bankruptcy
Court for the Western District of New York to employ LeClairRyan, A
Professional Corporation, as counsel to the Debtor, effective nunc
pro tunc to the Petition Date.

LeClairRyan will:

      (a) advise Debtor regarding its rights, powers, and duties
          as debtor and debtor-in-possession in the continued
          operation of its business and property;

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

      (c) take all necessary actions to protect and preserve the
          Debtor's estate, including the prosecution of actions on

          its behalf, the defense of any actions commenced against

          the Debtor's estate, negotiations concerning all
          litigation in which Debtor may be involved, and
          objections to claims filed against the Debtor's estate;

      (d) prepare and file on behalf of Debtor all motions,
          applications, complaints, answers, orders, reports, or
          other papers necessary or otherwise beneficial to the
          administration of the Debtor's estate;

      (e) advise the Debtor concerning, and assist in the
          negotiation and documentation of, cash collateral orders

          and related transactions;

      (f) negotiate and prepare on the Debtor's behalf plan(s) of
          reorganization, disclosure statement(s) and all related
          agreements and documents and taking any necessary
          actions on behalf of Debtor to obtain confirmation of
          the plan(s);

      (g) provide assistance, advice, and representation
          concerning any potential sale of Debtor as a going
          concern or the sale of a significant portion of the
          Debtor's assets;

      (h) provide assistance, advice, and representation
          concerning any investigation of the assets, liabilities
          and financial condition of Debtor that may be required
          under local, state, or federal law;

      (i) appear before the Court, any appellate courts, and the
          U.S. Trustee, and protecting the interests of the
          Debtor's estate before the courts and the U.S. Trustee;

      (j) provide counsel and representation with respect to
          assumption or rejection of executory contracts and
          leases and other bankruptcy-related matters arising in
          this Chapter 11 case;

      (k) advise Debtor regarding all legal matters arising during

          the Chapter 11 case, including, but not limited to,
          securities, corporate, finance, labor, intellectual
          property, tax, and commercial matters;

      (l) analyze the validity of liens against Debtor; and

      (m) perform all other necessary legals services and
          providing all other necessary legal advice to Debtor in
          connection with this Chapter 11 case.

The current hourly rates for LeClairRyan professionals with primary
responsibility for providing services to Debtor are:

          Maureen T. Bass, Shareholder        $340
          Michael J. Crosnicker, Associate    $250
          Jill Harris, Paralegal              $140

Maureen T. Bass, Esq., a shareholder with LeClairRyan, assures the
Court that the firm does not represent any interest adverse to
Debtor and is a disinterested person as that term is defined in
Section 101(14) of the Bankruptcy Code.  

Simply Gourmet, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. W.D.N.Y. Case No. 16-10798) on April 20, 2016.


SKYBRIDGE SPECTRUM: Receiver Joins Bid to Dismiss Ch. 11 Case
-------------------------------------------------------------
The court-appointed Receiver of Skybridge Spectrum Foundation,
Susan L. Uecker, submits a joinder to the Motion of Dr. Arnold
Leong to Dismiss Debtor’s Chapter 11 Case.

The Troubled Company Reporter reported earlier that Dr. Leong asked
the Bankruptcy Court to dismiss the Debtor's bankruptcy case or to
abstain from exercising jurisdiction over the bankruptcy case,
asserting that, "the bankruptcy case was commenced in bad faith.
Dr. Leong asserts that Havens filed the bankruptcy case for the
clear and unequivocal purpose of interfering with the activities of
the Receiver and in an attempt to regain control of all of the FCC
Licenses.  Skybridge and Warren Havens have admitted that the
Debtor has no third party creditors and identify no valid
reorganization purpose for the commencement of the case."

The Debtor opposes Dr. Leong's Motion to Dismiss, arguing that this
bankruptcy filing is Havens' attempt to salvage the Debtor to
prevent the liquidation of the Debtor's estate, preserve estate
assets, mitigate the damage inflicted upon the Debtor's goodwill,
maximize going concern value, resume communications with the FCC,
satisfy the claims of legitimate creditors, remove the cloud of
illegitimate claims, and reorganize with a view towards getting
back to business of creating and fulfilling the Debtor's mission to
benefit the general public as quickly as possible.

The Debtor points out that the Receivership Leong obtained over all
the entities from the California Superior Court on false pretenses
resulted from Leong’s apprehension that the licenses will be
invalidated due to his failure to disclose his asserted control
position to the FCC in connection with the license application
process since it is a fundamental FCC requirement that all persons
having control or co-control of an entity seeking to obtain an FCC
license be fully disclosed.

The Debtor also complains that Receiver Uecker has been vetted and
hand-picked by Leong's agent before the Receivership commenced, the
Receiver had completely abandoned her fiduciary neutrality and
totally disregarded her foundational mandate to preserve the assets
of the Receivership estate, for in fact, among other things, the
Receiver has:

   a. Orchestrated the fire sale of the Debtor's FCC Licenses
facing a non-adjudicated claim, without discernable regard to
consequence.

   b. Abandoned all of the field testing projects the Debtor had
been carrying on.

   c. Fired all of its R&D contractors and other professionals, and
had refused to pay their bills.

   d. Attempted to re-cast the major deals Havens had been on the
verge of closing.

   e. Cut off the flow of all management information to Havens and
had refused to make any good faith effort to dialogue with him as
directed by the California State Court.

   f. Recklessly capitulating litigation to which the Debtor was a
party in various fora, including abandoning valuable claims and
agreeing to pay full demand settlements.

The Receiver Susan L. Uecker is represented by:

       Eric D. Schwartz, Esq.
       Curtis S. Miller, Esq.
       Marcy J. McLaughlin, Esq.
       MORRIS, NICHOLS, ARSHT & TUNNELL LLP
       1201 North Market Street, Suite 1800
       Wilmington, DE 19801
       Telephone: 302.351.9208
       Facsimile: 302.425.4672
       Email: eschwartz@mnat.com
              cmiller@mnat.com
              mmclaughlin@mnat.com  

       -- and --

       David DeGroot, Esq.
       SHEPPARD MULLIN RICHTER & HAMPTON LLP
       Four Embarcadero Center, 17th Floor
       San Francisco, CA 94111
       Telephone: 415.774.3230
       Facsimile: 415.434.3947
       Email: ddegroot@sheppardmullin.com

             About Skybridge Spectrum

Skybridge Spectrum Foundation filed a Chapter 11 bankruptcy
petition (Bankr. D. Del. Case No. 16-10626) on March 11, 2016.
Warren C. Havens signed the petition as president, sole director
and sole member.  The Debtor estimated assets in the range of $100
million to $500 million and debts of up to $500,000. Sullivan
Hazeltine Allinson LLC represents the Debtor as counsel.


SKYBRIDGE SPECTRUM: Receiver Refuses Turn Over FCC Licenses
-----------------------------------------------------------
Susan L. Uecker, as the court-appointed Receiver of Skybridge
Spectrum Foundation, objects to the Debtor's motion compelling her
to turn over property of the Debtor's estate.

The Receiver tells the Court that contrary to Warren Havens'
unsupported aspersions, the Receiver has not been seeking to sell
the licenses at fire sales or liquidation value, but instead, she
has sought approval to sell only those Licenses that are at risk of
loss, and she has also continued to pursue transactions that were
under discussion between potential buyers and Havens by engaging
experts in valuing and potentially selling spectrum to maximize the
value of such licenses, and taking every action to comply with
deadlines, obtain extensions, work cooperatively with the Federal
Communications Commission (including repairing relations that
Havens damaged), and put the Receivership Entities' spectrum into
substantial service to fulfill the FCC's policy priorities and
legal requirements.

According to the Receiver, while she has been faithfully carrying
out her duties, Havens on the other hand has:

   (a) Failed to comply with construction or service deadlines with
respect to many of the Licenses, resulting in cancellation of
valuable spectrum licenses by the FCC.

   (b) Failed to file Debtor's tax returns or pay taxes for certain
Receivership Entities.

   (c) Failed to properly maintain the Receivership Entities' and
the Debtor's books and records.

   (d) Engaged in highly questionable allocations of costs and
assets between the Debtor and the other Receivership Entities.

   (e) Distributed $1.25 million of cash to himself as "deferred
salary" on the eve of a hearing in Alameda Superior Court on a
motion to impose a receivership, based on his own formula.

   (f) Lost hundreds of FCC licenses due to his failure to comply
with FCC deadlines after arguments similar to those he makes now
were rejected by the FCC.

Furthermore, the Receiver argues that Havens' decision to have the
Debtor file bankruptcy has resulted in the reduction of the value
of both Debtor's Licenses and the Receivership Entities' Licenses,
as such, compelling the Receiver to turn over property of the
Debtor's estate would upend all of the work she has done to protect
the Debtor's assets, which will result in Havens -- who has lost
credibility and has been sanctioned by the FCC on numerous
occasions -- to take hold and control of the FCC licenses.

The Receiver Susan L. Uecker is represented by:

       Eric D. Schwartz, Esq.
       Curtis S. Miller, Esq.
       Marcy J. McLaughlin, Esq.
       MORRIS, NICHOLS, ARSHT & TUNNELL LLP
       1201 North Market Street, Suite 1800
       Wilmington, DE 19801
       Telephone: 302.351.9208
       Facsimile: 302.425.4672
       Email: eschwartz@mnat.com
              cmiller@mnat.com
              mmclaughlin@mnat.com  

       -- and --

       David DeGroot, Esq.
       SHEPPARD MULLIN RICHTER & HAMPTON LLP
       Four Embarcadero Center, 17th Floor
       San Francisco, CA 94111
       Telephone: 415.774.3230
       Facsimile: 415.434.3947
       Email: ddegroot@sheppardmullin.com

            About Skybridge Spectrum

Skybridge Spectrum Foundation filed a Chapter 11 bankruptcy
petition (Bankr. D. Del. Case No. 16-10626) on March 11, 2016.
Warren C. Havens signed the petition as president, sole director
and sole member.  The Debtor estimated assets in the range of $100
million to $500 million and debts of up to $500,000. Sullivan
Hazeltine Allinson LLC represents the Debtor as counsel.


SOUTHERN UNIVERSITY: Moody's Lowers Rating to Ba1; Outlook Neg.
---------------------------------------------------------------
Moody's Investors Service has downgraded Southern University
System's issuer rating to Ba1 from Baa2 and its debt rating on the
Series 2006 Revenue Bonds to Ba2 from Baa3.  The rating outlook is
negative.  This concludes the review for downgrade initiated
Feb. 22, 2016.

The downgrade reflects Southern University System's extremely thin
liquidity, deficit operations, deteriorating financial reserves,
and urgent need for capital investment.  Unlike peers, Southern's
financial condition weakened during a six-year period when
Louisiana public universities were given greater autonomy to raise
tuition and retain operating surpluses.  Southern has limited
financial flexibility to withstand stagnant to declining state
funding particularly as student demand has softened.  In addition,
the system faces large and growing retirement health and pension
obligations that will drive expense growth.

The Ba1 reflects Southern's material size and presence in the
state, generating nearly $200 million in operating revenue across
three campuses, a law center, and an agricultural research center.
As a historically black college and university system, Southern
receives federal financial support not available to most of the
regional universities in the state.

The Ba2 rating on the 2006 bonds reflects the risks associated with
its lease structure.  The lease contains a non-appropriation risk
by which the lease could be cancelled if the system's board
determined funds were insufficient to pay debt service.

Rating Outlook

The negative outlook reflects expectations of continued operating
deficits that could place additional pressure on Southern's already
thin liquidity.

Factors that Could Lead to an Upgrade

  Extraordinary financial support from the state
  Significantly improved cash flow contributing to growth of
   unrestricted liquidity

Factors that Could Lead to a Downgrade

  Reduced liquidity
  Decline of state operating support
  Adverse accreditation sanctions or change in federal financial
   said status

Legal Security

The Series 2006 bonds are payable from lease payments from the
Board of Supervisors of the Southern University System.  Legally
Available Funds constitute a very broad pledge of state
appropriations, tuition, auxiliary revenue, and other sources.  The
lease is not subject to cancellation in the event of damage or
destruction of the facilities.  The developer, the sole member is
the system's foundation, is to maintain property insurance in an
amount sufficient to pay all Series 2006 bonds outstanding.

Use of Proceeds
Not applicable

Obligor Profile
Southern is a historically black college and university system
comprised of four campuses in Baton Rouge, Shreveport and New
Orleans.  The Baton Rouge and New Orleans campuses are four-year
public university campuses and the Shreveport campus is a two-year
campus.  The system generated nearly $200 million of operating
revenue in FY 2015.

Methodology

The principal methodology used in this rating was Global Higher
Education published in November 2015.  An additional methodology
used in this rating was The Fundamentals of Credit Analysis for
Lease-Backed Municipal Obligations published in December 2011.



SPEEDYSIGNS.COM INC: Court Extends Exclusivity Period to Sept. 11
-----------------------------------------------------------------
The Hon. Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida has extended, at the behest of SpeedySigns.com,
Inc., exclusive 180-day time period provided in Bankruptcy Code
Section 1121(e) by 120 days through and including Sept. 11, 2016,
from May 14, 2016.

SpeedySigns.com, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. M.D. Fla. Case No. 15-05031) on Nov. 16, 2015.  Anthony W.
Chauncey, Esq., at The Chauncey Law Firm, PA, serves as the
Debtor's bankruptcy counsel.


SPI ENERGY: Mr. Peng Beneficially Owns 20.6% of Ordinary Shares
---------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Xiaofeng Peng and Zhou Shan disclosed that as of May
10, 2016, they beneficially own 148,200,000 ordinary shares of
SPI Energy Co., Ltd. representing 20.6 percent of the shares
outstanding.  A copy of the regulatory filing is available for free
at https://is.gd/EPxxTs

                     About SPI Energy Co., Ltd.

SPI Energy Co., Ltd., (As successor in interest to Solar Power,
Inc.), is a global provider of photovoltaic (PV) solutions for
business, residential, government and utility customers and
investors.  SPI Energy focuses on the downstream PV market
including the development, financing, installation, operation and
sale of utility-scale and residential solar power projects in
China, Japan, Europe and North America.  The Company operates an
innovative online energy e-commerce and investment platform,
http://www.solarbao.com/,which enables individual and
institutional investors to purchase innovative PV-based investment
and other products; as well as http://www.solartao.com/, a B2B
e-commerce platform offering a range of PV products for both
upstream and downstream suppliers and customers.  The Company has
its operating headquarters in Shanghai and maintains global
operations in Asia, Europe, North America and Australia.

Solar Power reported a net loss of $5.19 million in 2014, a net
loss of $32.2 million in 2013 and a net loss of $25.4 million in
2012.  As of Sept. 30, 2015, the Company had $727 million in total
assets, $431 million in total liabilities and $296 million in total
equity.


ST. JAMES NURSING: U.S. Trustee Forms 2-Member Committee
--------------------------------------------------------
Daniel McDermott, U.S. trustee for Region 9, on May 13 appointed
two creditors of St. James Nursing & Physical Rehabilitation Center
Inc. to serve on the official committee of unsecured creditors.

The committee members are:

     (1) Daniel Yacono
         Select Rehab Services
         2600 Compass Rd.
         Glenview, Illinois 60026
         Phone: 849-441-5593
         Fax: 849-441-0945
         E-mail: dyacono@selectrehab.com

     (2) Brent Dunlap
         Rehab Solutions, Inc.
         536 Old Howell Rd.
         Greenville, SC 29615
         Phone: 864-244-3626
         Fax: 877-508-8714
         E-mail: bdunlap@heritage-healthcare.com

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 St. James Nursing

St. James Nursing & Physical Rehabilitation Center Inc. sought
protection under Chapter 11 of the Bankruptcy Code in the Eastern
District of Michigan (Detroit) (Case No. 16-42333) on February 22,
2016.  The petition was signed by Bradley Mali, president.

The Debtor is represented by Michael E. Baum, Esq., at Schafer and
Weiner, PLLC. The case is assigned to Judge Phillip J. Shefferly.

The Debtor estimated assets of $0 to $50,000 and debts of $1
million to $10 million.


ST. JUDE NURSING: U.S. Trustee Forms 2-Member Committee
-------------------------------------------------------
Daniel McDermott, U.S. trustee for Region 9, on May 13 appointed
two creditors of St. Jude Nursing Center, Inc. to serve on the
official committee of unsecured creditors.

The committee members are:

     (1) Jonah Geisler
         Tristate Surgical Supply & Equipment
         409 Hoyt St.
         Brooklyn, New York 11231
         Phone: 908-692-9402
         Fax: 718-624-0666
         E-mail: JONAH@Tristatesurgical.com

     (2) Brent Dunlap
         Rehab Solutions, Inc.
         536 Old Howell Rd.
         Greenville, SC 29615
         Phone: 864-244-3626
         Fax: 877-508-8714
         E-mail: bdunlap@heritage-healthcare.com

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 St. Jude Nursing Center

St. Jude Nursing Center, Inc. sought protection under Chapter 11 of
the Bankruptcy Code in the Eastern District of Michigan (Detroit)
(Case No. 16-42116) on February 18, 2016.  The petition was signed
by Bradley Mali, president.

The Debtor is represented by Michael E. Baum, Esq., at Schafer and
Weiner, PLLC.

The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.


STARWOOD PROPERTY: Moody's Affirms Ba3 Corp. Family Rating
----------------------------------------------------------
Moody's Investors Service affirmed the corporate family ratings and
upgraded the senior debt ratings of three US-based commercial real
estate lending companies, following a re-assessment of the notching
of the companies' debt under Moody's Finance Companies Rating
Methodology.  The affected ratings include:

   -- Jefferies LoanCore LLC (JLC): Corporate family rating
      affirmed at B1, backed senior unsecured rating upgraded to
      B1 from B2, with a stable outlook.

   -- Rialto Holdings, LLC (Rialto): Corporate family rating
      affirmed at B1, senior unsecured rating upgraded to B1 from
      B2, with a stable outlook.

   -- Starwood Property Trust, Inc. (SPT): Corporate family rating

      affirmed at Ba3, senior secured bank credit facility rating
      upgraded to Ba2 from Ba3, with a stable outlook.

                          RATINGS RATIONALE

Moody's upgraded the JLC, Rialto and SPT senior debt ratings to
reflect each debt's size relative to other components in the
respective company's debt capital structure that are included in
the notching analysis, as well as each debt's priority of claim and
strength of asset coverage.  Moody's finance company instrument
ratings use a notching framework that is based on expected
differences in loss-given-default.  Moody's reassessed the notching
of the affected debts after electing to exclude repurchase
facilities from total debt funding for purposes of the notching
analysis for commercial real estate lenders.  Because repurchase
facilities are exempt from bankruptcy stay under the US Bankruptcy
Code, they would most likely be repaid with limited loss in the
event of default; Moody's expects that they would therefore have
little effect on the losses incurred by other recourse debt.

Moody's affirmed the corporate family ratings of JLC, Rialto and
SPT based on their respective credit attributes, summarized below:
JLC's B1 ratings are based on the sponsorship and funding support
by the Jefferies Group and the real estate investment arm of the
Government of Singapore Investment Corporation (GIC).  The firm has
modest positioning in the commercial real estate lending arena,
having only a brief operating history dating to 2011.  The firm's
earnings performance is potentially volatile, relying upon
securitization gains.  The firm's leverage, while low, has
increased and it is highly reliant on wholesale funding, which
encumbers earning assets.

JLC's ratings could be upgraded if the company continues to
demonstrate consistent and strong profitability without
substantially increasing its leverage, diversifies its business mix
so as to reduce reliance on securitization gains, and maintains
high asset quality over a sustained period of time.  The ratings
could be downgraded if JLC experiences deterioration in
profitability as a result of continued competitive pressures and/or
weakening of its asset quality, which would lead to erosion of its
permanent equity.  Negative pressure could also emerge if the
company experiences difficulty distributing its collateral, its
liquidity cushion gets reduced, its exposure to market-based margin
calls increases due to a change in terms of its credit facility
agreements, or if it loses its affiliation with Jefferies or GIC.

Rialto's B1 ratings reflects the firm's investment strategy focused
on distressed assets, which represent inherently riskier types of
investments, as well as the company's continued diversification of
its franchise from balance-sheet intensive direct investments
towards the asset and investment management and the mortgage
originations businesses.  The rating also reflects "key man" risk
in the CEO position, as well as the lack of an independent board.

Rialto's ratings could be upgraded if it improves profitability
while continuing to expand the investment management and mortgage
origination businesses and maintains moderate leverage.  A
reduction in the firm's profitability, substantial rise in
leverage, or any liquidity challenges could result in a ratings
downgrade.  Departures of key personnel could also result in a
downgrade.

SPT's Ba3 corporate family rating reflects its strong franchise in
commercial mortgage lending, investment management, CMBS special
servicing, and property investment, as well as the firm's
disciplined approach to credit risk management.  Starwood's strong
capital adequacy and profitability, adjusting for consolidated
variable interest entities (VIE), strengthen the firm's credit
profile.  The firm's reliance on capital markets access to fund new
business is a credit weakness.  Starwood is externally managed by
SPT Management, LLC, and is an affiliate of the privately owned
Starwood Capital Group (SCG).  This arrangement provides the REIT
with an experienced management team; however, the external manager
has related business interests.

SPT's ratings could be upgraded if the company continues to
strengthen its liquidity by extending its debt maturity profile and
diversifying its funding sources away from wholesale secured debt,
while maintaining strong, stable profitability and low leverage.
Ratings could be downgraded if SPT encounters material liquidity
challenges, its leverage materially increases, or its profitability
significantly weakens.

Jefferies LoanCore LLC is a commercial real estate finance company
headquartered in Greenwich, CT.

Rialto Holdings, LLC, a wholly-owned subsidiary of Lennar
Corporation, is a commercial real estate lender and investor based
in Miami, FL.

Starwood Property Trust, Inc. [NYSE: STWD] is a REIT engaged in
commercial real estate lending and investing headquartered in
Greenwich, Connecticut,

The principal methodology used in these ratings was Finance
Companies published in October 2015.


STEPHEN HARRIS: Trustee Selling Assets to Pacifoco for $1.1MM
-------------------------------------------------------------
John M. Wolfe, the duly appointed Chapter 11 Trustee for the
bankruptcy estates of Energy Development Corporation and Stephen T.
Harris, will ask the U.S. Bankruptcy Court for the Central District
of California on June 8, 2016, at 10:00 a.m., for approval to sell
the Debtors' assets to Pacifoco, Inc.

The terms of the proposed sale, including the description of the
assets to be sold are set forth in the Asset Purchase Agreement
dated as of April 8, 2016, between the Trustee and James J. Joseph
as Trustee for South Coast Oil Corporation ("SCOC"), and Pacifoco,
Inc., as modified by the Addendum to Asset Purchase Agreement dated
April 29, 2016.

The proposed sale is subject to higher and better bids, as may be
determined by the Bankruptcy Court at the June 8 hearing.

The principal terms of the APA are:

   a. The sale is a combined sale of assets of EDC, Harris and
SCOC.  However, the transfer of Purchased Assets of EDC and Harris
will be made at an initial closing soon after the sale is approved
by the Bankruptcy Court, while the transfer of assets of SCOC will
take place later.

   b. The Purchased Assets will include substantially all of EDC's
assets, including all oil and gas assets and the name of EDC, and
certain assets of Harris, including non-personal books and records
selected by the Purchaser and any interest in the oil and gas
assets.  The Purchased Assets are further identified in the
exhibits to the APA.  The Acquired Assets will be sold "as-is,"
with no representations or warranties surviving closing.  The
assets of Harris to be included in the sale -- including any
unidentified interest which he may hold or assert in the EDC assets
-- consist of miscellaneous records which were deposited as part of
litigation prior to the Petition Date.  The records have been
placed in storage and consist of partially commingled records of
EDC, SCOC and Harris.  The Buyer will select any non-personal
records which it wants after closing, so that the balance can be
abandoned.

   c. The consideration for the sale and transfer of the EDC and
Harris assets will consist of cash and stock of the Buyer.  The
cash component will consist of $1.1 million, including $200,000
paid by the initial closing, inclusive of the Buyer's Good Faith
Deposit of $100,000, and an additional $800,000 to be paid from the
first proceeds of any distribution received by Buyer or any
affiliate of Buyer on account of claims against SCOC which have
been acquired by Buyer or by any affiliate of Buyer, but in any
event not later than the earlier of (x) the date which is five
Business Days after the date of final distribution on claims in the
SCOC Case, or (y) six months from the Closing Date, as defined in
the APA.  The stock portion of the consideration will consist of
2,000,000 shares of Buyer's Series A 7% Convertible
Preferred Stock and 2,000,000 shares of Purchaser's Series A Common
Stock.

   d. The sale is to be free and clear of all Encumbrances, other
than Permitted Encumbrances, as defined in the APA.

   e. The sale is subject to higher and better bids and to entry of
a final order approving the sale.

   f. Specified assets are excluded from the sale, including but
not limited to cash equivalents, claims between the estates and
rights under the APA.

   g. The APA provides for specified bidding procedures and bid
protection provisions to be approved by the Court.  The APA
provides that subject to the approval of the Court, the Trustee may
use part of the deposit to maintain operations pending the closing
of the sale.

   h. The APA provides that the closing of the sale shall be on a
date which is 15 business days after entry of an order approving
the sale, or such earlier date as agreed by the parties, subject to
any applicable stay.

   i. The APA contains other provisions, including provisions of
the type normally contained in such agreements.  The description
contained herein is a summary only and is qualified in its entirety
by the contents of the APA, which will control in the event of any
conflict with this summary.  All interested parties are urged to
review the specific terms of the APA.

The Trustee believes that selling the Purchased Assets to the Buyer
in accordance with the terms of the APA or to a successful
overbidder (in the event a successful overbid is made at the
auction) free and clear of all liens, claims, encumbrances, and
interests is in the best interest of creditors.  The alternative to
the proposed sale to an Approved Buyer appears to be that the
operation of the EDC Wells would have to cease, the Trustee would
have to seek to abandon the Purchased Assets or have the EDC
Chapter 11 case dismissed, and as a result the EDC Wells would
either be subject to foreclosure by secured creditors, or the EDC
Leases could be lost due to non-operation.  If this occurs, the
recovery of secured creditors would be jeopardized, priority
creditors would very likely receive no distribution whatsoever from
this estate, and any possibility of distribution to unsecured
creditors -- however slight -- would be lost.  The proposed sale
represents the best offer which has been received for the Purchased
Assets in the opinion of the Trustee, taking into account the total
potential consideration, the need to continue operations at some
level pending closing and the relatively low barrier to higher bids
which it provides.  The Buyer has indicated its intention to
further develop the Purchased Assets and to continue to work with
the current Operator of the EDC Wells, which is expected to enhance
the prospects for continued operation through closing of a sale.
The consideration for the sale of the Purchased Assets under the
APA is to be $1,100,000, payable from the Buyer's receipt of
distributions from the SCOC Estate or within six months, and
preferred and common stock of the Buyer of uncertain value.  For
purposes of the APA, the value allocated to the Harris Estate is
$10,000.  

The Trustee reserves the right to seek substantive consolidation of
the Debtor's Estates in a motion to be filed subsequently.  The
Trustee has been authorized to use the deposit to maintain
operations, with the deposit to be refunded from sale proceeds in
the event the Buyer is not the winning bidder.  While the Trustee
believes that the stock could ultimately have some value, the
amount of secured claims may alone ultimately exceed the amount of
the cash consideration.  There are currently $325,000 in allowed
secured claims but more than $1,000,000 in disputed secured claims.
Moreover, the Trustee has identified approximately $1.0 million in
postpetition operating claims and in excess of $3.0 in postpetition
professional fees and other administrative claims which would be
paid before prepetition unsecured claims to the extent approved by
the Court as administrative claims.  Therefore, it is unlikely that
the current proposed sale will provide any distribution to
pre-petition unsecured creditors.

                    About Stephen Thomas Harris

Stephen Thomas Harris sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 06-11174) on July 21, 2006.  Related entity,
Huntington Beach, California-based Energy Development Corporation
simultaneously sought Chapter 11 protection (Case No. 06-11175).

EDC's business involved rights to subsurface mineral rights, drill
sites and wells, related tools and equipment and intangible rights
with respect to oil wells located in the town-lot portion of the
Huntington Beach Oil Field (the "HB Wells"), and two wells in the
adjacent West Newport Oil Field (collectively with the HB Wells,
the "EDC Wells").  The HB Wells were assigned, conveyed and
transferred to EDC by South Coast Oil Corporation ("SCOC") pursuant
to an Assignment recorded May 10, 2001, as Document No.
20010298788, Official Records, Orange County, California (the "2001
Assignment").  EDC also had certain rights or claims regarding the
State Lease PRC, 145.1 Offshore Lease located on County of Ventura
surface lands (the "Rincon Assets"), which had also been assigned
to EDC by SCOC.  EDC's primary business mission was to produce oil
and gas directly from existing oil and gas wells.  At the outset of
these cases, Harris was engaged in operating EDC and the funds of
the two estates were combined.

EDC estimated assets and debt of $10 million to $50 million.

Simon H. Langer, Esq., in Los Angeles, California, represented the
Debtors.

John M. Wolfe was later appointed Chapter 11 Trustee for the
bankruptcy estates of EDC and Mr. Harris.  

Counsel for the Chapter 11 Trustee:

         Philip A. Gasteier
         LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
         10250 Constellation Boulevard, Suite 1700
         Los Angeles, California 90067
         Telephone: (310) 229-1234
         Facsimile: (310) 229-1244
         E-mail: pag@lnbyb.com


STEREOTAXIS INC: Incurs $2.27 Million Net Loss in First Quarter
---------------------------------------------------------------
Stereotaxis, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.27 million on $8.64 million of total revenue for the three
months ended March 31, 2016, compared to a net loss of $3.13
million on $9.53 million of total revenue for the same period in
2015.

As of March 31, 2016, Stereotaxis had $15.2 million in total
assets, $34.8 million in total liabilities and a total
stockholders' deficit of $19.6 million.

As of March 31, 2016, the Company had no outstanding debt under the
revolving line of credit.  Draws on the line of credit are made
based on the borrowing capacity one week in arrears.  As of March
31, 2016, the Company had a borrowing capacity of $4.9 million
based on the Company's collateralized assets, and cash and cash
equivalents of $1.6 million for a total liquidity of $6.5 million.


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

                       https://is.gd/OCUuVf

                         About Stereotaxis

Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures.  The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.

Stereotaxis reported a net loss of $7.35 million on $37.67 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $5.20 million on $35.01 million of total revenue for
the year ended Dec. 31, 2014.

In its report on the Company's consolidated financial statements
for the year ended Dec. 31, 2015, Ernst & Young LLP, in St. Louis,
Missouri, issued a "going concern" qualification stating that
the Company has incurred recurring losses from operations and has a
net capital deficiency that raise substantial doubt about the
Company's ability to continue as a going concern.


STRATA SKIN: Reports First Quarter 2016 Financial Results
---------------------------------------------------------
Strata Skin Sciences, Inc., reported a net loss of $1.43 million on
$7.62 million of revenues for the three months ended March 31,
2016, compared to a net loss of $7.27 million on $81,000 of
revenues for the same period in 2015.

As of March 31, 2016, Strata Skin had $47.50 million in total
assets, $32.47 million in total liabilities and $15.03 million in
stockholders' equity.

"We continued to make solid progress with the XTRAC business in the
first quarter of 2016," said Michael R. Stewart, president and CEO
of the Company.  "As we anticipated, first quarter procedure volume
and system placements were seasonally soft as patients respond to
deductible and co-pay resets which occur in the first quarter of
the year for many healthcare plans.  New marketing initiatives
planned for the second quarter and the rest of the year include
broadcasting a new TV commercial with greater direct-to-patient
appeal, enhanced radio spots, a greater social media presence for
XTRAC and an improved XTRAC website for patients."

"We are excited about the opportunity for growth of the XTRAC
system in the near- and long-term as dermatologists and their
patients look for highly effective, less costly treatment options,"
added Mr. Stewart.

As of March 31, 2016 the Company had cash, cash equivalents and
short-term investments of $3.1 million, compared with $3.3 million
of unrestricted cash as of Dec. 31, 2015.

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

                     https://is.gd/D0eYJC

                  About STRATA Skin Sciences

STRATA Skin Sciences (formerly MELA Sciences, Inc.) is a medical
technology company focused on the therapeutic and diagnostic
dermatology market.  Its products include the XTRAC laser and VTRAC
excimer lamp systems utilized in the treatment of psoriasis,
vitiligo and various other skin conditions; and the MelaFind system
used to assist in the identification and management of melanoma.

Strata Skin reported a net loss attributable to common stockholders
of $27.91 million on $18.49 million of revenues for the year ended
Dec. 31, 2015, compared to a net loss of $16.03 million on $915,000
of revenues for the year ended Dec. 31, 2014.


SUTTON 58 OWNER: Hires LaMonica Herbst & Maniscalco as Counsel
--------------------------------------------------------------
Sutton 58 Owner LLC seeks permission from the U.S. Bankruptcy Court
for the Southern District of New York to employ Hires LaMonica
Herbst & Maniscalco, LLP as its general counsel, effective April 6,
2016.

The Debtor requires LH&M to:

     a. provide legal advice with respect to Sutton Owner's powers
and duties as a debtor-in-possession in accordance with the
provisions of the Bankruptcy Code in the continued operation of
Sutton Owners' business and the management of its properties;

     b. prepare, on behalf of Sutton Owner, all necessary
schedules, application, motions, answers, orders, reports,
adversary proceedings and other legal documents required by the
Bankruptcy Code and Federal Rules of Bankruptcy Procedure;

     c. assist Sutton Owner in the development and implementation
of a plan of reorganisation and related disclosure statement; and

     d. perform all other legal services for Sutton Owner that may
be necessary in connection with Sutton Owner's attempt to
reorganize the its affairs under the Bankruptcy Code.

LH&M will be paid at these hourly rates:

     Partners                          up to $595
     Associates                        up to $415
     Para-professionals                      $175

LH&M was paid $100,000 prior to the Petition Date, which include
the filing fee in the amount of $1,717.

LH&M will also be reimbursed for reasonable out-of-pocket expenses
incurred.

Joseph S. Maniscalco, member of the firm LaMonica Herbst &
Maniscalco, 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.

LH&M may be reached at:

      Joseph S. Maniscalco, Esq.
      LaMonica Herbst & Maniscalco, LLP
      3305 Jerusalem Avenue
      Wantagh, NY 11793
      Tel: (516)826-6500

                   About BH Sutton Mezz LLC and
                     Sutton 58 Associates LLC

New York City-based BH Sutton Mezz LLC filed for Chapter 11
protection (Bankr. S.D.N.Y. Case No. 16-10455) on Feb. 26, 2016.
The petition was signed by Herman Carlinsky, president.  The Hon.
Sean H. Lane presides over the case.  Joseph S. Maniscalco, Esq.,
at Lamonica Herbst & Maniscalco, LLP represents Sutton Mezz in its
restructuring effort.  Sutton Mezz estimated assets at $100 million
to $500 million and debts at $10 million to $50 million.

Sutton 58 Owner LLC filed a separate Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 16-10834) on April 6, 2016.  Sutton Owner
estimated assets at $100 million to $500 million and debts at $100
million to $500 million.  Sutton Owner's business consists of the
ownership and operation of these real properties: (a) 428, 430 and
432 East 58th Street, New York, New York, 10022, including all air
rights and inclusionary air rights related thereto; and (b) the
cooperative apartments identified as 1R, 2D and 2N located at 504
Merrick Road, Lynbrook, New York 11583.  Joseph S. Maniscalco,
Esq., and Jordan C. Pilevsky, Esq., at Lamonica Herbst &
Maniscalco, LLP represent Sutton Owner as counsel.

Both cases are jointly administered.


TENET HEALTCHARE: Stockholders Elect 12 Directors
-------------------------------------------------
The 2016 annual meeting of shareholders of Tenet Healthcare
Corporation was held on May 12, 2016, at which the shareholders:

   (a) Trevor Fetter, Brenda J. Gaines, Karen M. Garrison, Edward
       A. Kangas, J. Robert Kerrey, Freda C. Lewis-Hall, Richard
       R. Pettingill, Matthew J. Ripperger, Ronald A. Rittenmeyer,
       Tammy Romo, Randolph C. Simpson and James A. Unruh as    
       directors;

   (b) approved, on an advisory basis, the compensation of the
       Company's executive officers;

   (c) approved the Sixth Amended and Restated Tenet Healthcare
       2008 Stock Incentive Plan;

   (d) approved the Tenet Healthcare Corporation Eleventh Amended
       and Restated 1995 Employee Stock Purchase Plan; and

   (e) ratified the selection of Deloitte & Touche LLP as the
       Company's independent registered public accountants for the

       year ending Dec. 31, 2016:

                           About Tenet

Tenet Healthcare Corporation -- http://www.tenethealth.com/-- is  

a national, diversified healthcare services company with 110,000
employees united around a common mission: to help people live
happier, healthier lives.  The company operates 80 hospitals, 214
outpatient centers, six health plans and Conifer Health Solutions,
a leading provider of healthcare business process services in the
areas of revenue cycle management, value based care and patient
communications.

Tenet Healthcare reported a net loss attributable to the Company's
common shareholders of $140 million on $18.63 billion of net
operating revenues for the year ended Dec. 31, 2015, compared to
net income available to the Company's common shareholders of $12
million on $16.60 billion of net operating revenues for the year
ended Dec. 31, 2014.

                         *    *    *

Tenet carries a 'B' IDR from Fitch Ratings, 'B' corporate credit
rating from Standard & Poor's Ratings Services and 'B1' Corporate
Family Rating from Moody's Investors Service.


THUNDERBOLT MANUFACTURING: Trustee Selling Property for $17,000
---------------------------------------------------------------
Carl B. Davis, the Chapter 11 trustee for Thunderbolt
Manufacturing, Inc., on May 11, 2016, filed a motion to sell real
property described as Lots 18 and 20, Mead Avenue, Supplemental to
Jones 1st Addition, Wichita, Sedgwick County, Kansas, the
("Property").  The Property will be sold by private treaty sale to
Diversified Services, Inc. ("Buyer") for $17,000.  The sale will be
conducted by Security 1st Title, at 727 N. Waco Ave., Suite 300,
Wichita, KS 67203, within 30 days of obtaining approval of the
Bankruptcy Court, unless objections or other offers are timely
filed.  Any interested party may bid more in increments of $1,000
on or before May 23, 2016.   If additional bids are received, then
said bidders and Diversified will be allowed to participate in live
bidding, or to bid by telephone at a time to be determined by the
Trustee, but to be concluded no later than three days from the
initial bid deadline.   The Debtors propose a sale hearing for June
2, 2016, at 10:30 a.m.

The Trustee can be reached at:

         Carl B. Davis, Trustee
         DAVIS & JACK, L.L.C.
         2121 W. Maple
         P.O. Box 12686
         Wichita, Kansas 67277-2686
         Telephone: (316) 945-8251
         Facsimile: (316) 945-2789
         E-mail: cdavis@davisandjack.com

Wichita, Kansas-based Thunderbolt Manufacturing Inc sought Chapter
11 protection (Bankr. D. Kan. Case No. 14-bk-11954) on Aug. 21,
2014.  The Debtor was represented by Elizabeth A. Carson, Esq., at
Bruce Bruce & Lehman LLC.


TOWN CENTER FLATS: Rents Not Part of Bankruptcy Estate, Court Says
------------------------------------------------------------------
Judge Bernard A. Friedman of the United States District Court for
the Eastern District of Michigan, Southern Division, vacated the
bankruptcy court's Opinion and Order Denying Motion for an Order
Confirming that No Stay is in Effect or in the Alternative to
Prohibit use of Rents and Cash Collateral.

The bankruptcy case is In re TOWN CENTER FLATS, LLC, Chapter 11,
Debtor, Bankr. No. 15-41307 (Bankr. E.D. Mich.).

The appealed case is ECP COMMERCIAL II LLC, Appellant, v. TOWN
CENTER FLATS, LLC, Appellee, Civil Action No. 15-cv-11881 (E.D.
Mich.).

Judge Friedman held that when a mortgagee perfects and enforces an
assignment of rents pre-petition and after an event of default, the
mortgagor no longer has a valid property interest in the rents.  As
such, the judge concluded that these rents are not part of the
bankruptcy estate and therefore are not cash collateral.  The
matter was remanded to the bankruptcy court for further
proceedings.

A full-text copy of Judge Friedman's March 30, 2016 opinion and
order is available at http://is.gd/e8VLwUfrom Leagle.com.

Town Center Flats, LLC, Debtor, In Re, is represented by:

          Robert N. Bassel, Esq.
          Clinton, MI 49236
          Tel: (248)677-1234
          Fax: (248)369-4749

ECP Commercial II LLC is represented by:

          Jeremy Friedberg, Esq.
          LEITESS GRIEDBERG PC
          One Corporate Center
          10451 Mill Run Circle, Suite 1000
          Baltimore, MD 21117
          Tel: (410)581-7400
          Fax: (410)581-7410
          Email: jeremy.friedberg@lf-pc.com

            -- and --

          Judith G. Miller, Esq.
          Paul R. Hage, Esq.
          JAFFE, RAITT
          27777 Franklin Rd., Suite 2500
          Southfield, MI 48034
          Tel: (248)351-3000
          Email: jmiller@jaffelaw.com
                 phage@jaffelaw.com


TRACK GROUP: Reports Q2 and Year to Date Results for Fiscal 2016
----------------------------------------------------------------
Track Group Inc. reported a net loss attributable to common
shareholders of $1.92 million on $6.59 million of total revenue for
the three months ended March 31, 2016, compared with net income
attributable to common shareholders of $1.38 million on $4.81
million of total revenues for the same period in 2015.

For the six months ended March 31, 2016, the Company reported a net
loss attributable to common shareholders of $4.04 million on $12.9
million of total revenues compared to a net loss attributable to
common shareholders of $828,000 on $9.43 million of total revenues
for the six months ended March 31, 2015.

As of March 31, 2016, Track Group had $52.3 million in total
assets, $40.3 million in total liabilities and $11.99 million in
total equity.

On May 5, 2016, the Company executed an agreement with Marion
County Community Corrections, the largest county in the state of
Indiana, to provide electronic monitoring services across the full
range of sentences under the Agency's oversight.  Under the terms
of the Agreement, the Company will provide solutions based on GPS
and alcohol monitoring technology to monitor over 2,300 offenders
and defendants.  This includes the Company's newest tracking
device, Shadow, which is the smallest, lightest and most advanced
device.  The term of the Agreement is eighteen months, and is
expected to contribute over $4.0 million in revenue.

On May 1, 2016, the Company entered into an unsecured Loan
Agreement with Conrent Invest S.A., acting with respect to its
Compartment Safety III.  Under the Loan Agreement, the Company may
borrow $5.0 million for working capital, repayment of debt, and
operating purposes, at an interest rate of 8% per annum, payable in
arrears semi-annually, with all principal and accrued unpaid
interest due on July 31, 2018.

Net cash provided by operations improved 22% from $0.67M in the six
months ended 2015 to $0.82M in the same period in 2016.  Total cash
improved from a burn of $4.4M in 2015, to a burn of $2.7M in the
same period in 2016, a 61% decrease in burn rate.  "While we will
continue to innovate, our services platform has been received
favorably in the marketplace.  This provides us with clear line of
sight into our recurring revenue stream which ultimately yields an
improvement in our long term cash position," said Mr. Dubois.

The Company's adjusted EBITDA for the second quarter of 2016
increased to $0.580M, or 8.8% of revenue from ($0.436M) compared to
(9.1%) from the same period in 2015.  "We will continue to monetize
both our acquisitions and incremental revenue in 2016 and beyond.
As previously stated, we believe that adjusted EBITDA is a more
complete picture of performance, used in conjunction with GAAP, and
its impacts on cash," said Mr. Merrill.

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

                      https://is.gd/szmLcG

                       About Track Group

Track Group (formerly SecureAlert) -- http://www.trackgrp.com/--
is a global provider of customizable tracking solutions that
leverage real-time tracking data, best-practice monitoring, and
analytics capabilities to create complete, end-to-end solutions.

Track Group reported a net loss attributable to common shareholders
of $5.66 million on $20.8 million of total revenues for the fiscal
year ended Sept. 30, 2015, compared with a net loss attributable to
common shareholders of $8.76 million on $12.26 million of total
revenues for the fiscal year ended Sept. 30, 2014.


TRISTREAM EAST: Creditors' Panel Hires McKool Smith as Counsel
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Tristream East
Texas, LLC seeks authorization from the U.S. Bankruptcy Court for
the Southern District of Texas to retain McKool Smith, P.C. as
counsel to the Committee.

The Committee requires McKool Smith to:

   (a) advise the Committee with respect to its rights, powers,
       and duties under 11 U.S.C. section 1102;

   (b) assist and advise the Committee in its consultations with
       the Debtor in relation to the administration of this case;

   (c) assist the Committee's investigation of the acts, conduct,
       assets, liabilities, and financial condition of the Debtor
       and of the operation of Debtor's business;

   (d) assist the Committee in its analysis of, and negotiation
       with, the Debtor, or any third party concerning matters
       related to, among other things, the terms of chapter 11
       plan;

   (e) assist the Committee in requesting the appointment of a
       trustee or examiner, should such action become necessary;

   (f) prepare all necessary motions, applications, responses,
       objections, reports and pleadings on behalf of the
       Committee;

   (g) review, analyze and respond as necessary to all
       applications, motions, orders, statements of operations and

       schedules filed with the Court, and advise the Committee as

       to their propriety; and

   (h) perform such other legal services as may be required to
       represent the interests of the Committee and unsecured
       creditors in this case.

McKool Smith will be paid at these hourly rates:

       Hugh M. Ray, III, partner              $595
       Christopher Johnson, senior counsel    $495
       Benjamin W. Hugon, associate           $395
       Veronica Manning, associate            $315
       Principals                             $540-$1,200
       Counsel                                $415-$725
       Legal Assistants                       $100-$355

McKool Smith will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Hugh M. Ray, III, principal of McKool Smith, 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.

McKool Smith can be reached at:

       Hugh M. Ray, III, Esq.
       MCKOOL SMITH, P.C.
       600 Travis Street, Ste. 7000
       Houston, TX 77002
       Tel: (713) 485-7303
       Fax: (713) 485-7344
       E-mail: hmray@mckoolsmith.com

                       About Tristream East

Headquartered in Houston, Texas, Tristream East Texas, LLC is a
wholly owned subsidiary of Tristream Energy, LLC, a Delaware
limited liability company.  The Debtor is a midstream operating
company that provides gas gathering and processing services to
producers from facilities in East Texas.

Tristream East Texas filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Tex. Case No. Case No. 16-31521) on March 30, 2016.  The
petition was signed by Reid Smith as CEO.  The Debtor estimated
assets and liabilities in the range of $10 million to $50 million.
Coats Rose, P.C. serves as the Debtor's counsel.  Judge David R.
Jones has been assigned the case.



ULTRA PETROLEUM: Common Stock Transfer Hearing Slated for June 13
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas will
hold a final hearing on June 13, 2016, at 10:00 a.m. (prevailing
Central Time) to approve the disclosure procedures applicable to
certain holders of common stock, and disclosure procedures for
transfers of and declarations of worthlessness with respect to
common stock of Ultra Petroleum Corp. and its debtor-affiliates.
Objections, if any, must be filed no later than 4:00 p.m.
(prevailing Central Time) on June 6, 2016.

                      About Ultra Petroleum

Ultra Petroleum Corp. is an independent oil and gas company
engaged
in the development, production, operation, exploration and
acquisition of oil and natural gas properties.  

Ultra Petroleum Corp. and its affiliates filed separate Chapter 11
petitions (Bankr. S.D. Tex. Case Nos. 16-32202 to 16-32209) on
April 29, 2016.  The Hon. Marvin Isgur presides over the cases.
James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B.
Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce,
Esq., at KIRKLAND & ELLIS LLP; and Patricia B. Tomasco, Esq.,
Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at JACKSON
WALKER, L.L.P., serve as counsel to the Debtors.   Rothschild Inc.
serves as the Debtors' investment banker; Petrie Partners serves as
their investment banker; and Epiq Bankruptcy Solutions, LLC, serves
as claims and noticing agent.

Ultra Petroleum Corp. listed total assets of $1.28 billion and
total liabilities of $3.91 billion as of March 31, 2016.

The petitions were signed by Garland R. Shaw, chief financial
officer.

The Office of the U.S. Trustee has appointed seven creditors of
Ultra Petroleum Corp. to serve on the official committee of
unsecured creditors.


ULTRA PETROLEUM: Hires Epiq as Claims & Noticing Agent
------------------------------------------------------
Ultra Petroleum Corporation, and its debtor-affiliates seek
permission from the U.S. Bankruptcy Court for the Southern District
of Texas to employ Epiq Bankruptcy Solutions, LLC as Claims,
Noticing and Solicitation Agent.

The Debtors require Epiq to:

     (a) assist the Debtors with the preparation and distribution
of all required notices in the Chapter 11 case, including: (i)
notice of any claims bar date, (ii) notices of objections to claims
and objections to transfer of claims, (iii) notices of any hearings
on a disclosure statement and confirmation of any plan of
reorganization, including under Bankruptcy Rule 3017(d), (iv)
notice of the effective date of any plan of reorganization, and (v)
all other notices, orders, pleadings, publications and other
documents as the Debtors, the Court, and/or Clerk may deem
necessary or appropriate to administer these Chapter 11 Cases,
including through email or other electronic means;

     (b) assist the Debtors with all solicitation-related matters
including: (i) balloting services (ii) distribution of applicable
solicitation materials, (iii) tabulation and calculation of votes,
(iv) determining with respect to each ballot cast, its timeliness
and its compliance with the Bankruptcy Code, Bankruptcy Rules, and
procedures promulgated by this Court; and (v) generating an
official ballot certification and testifying, if necessary, in
support of the ballot tabulation results;

     (c) maintain a list of all potential creditors, equity holders
and other parties-in-interest and a "core" mailing list consisting
of all parties described in Bankruptcy Rule 2002(i)-(k) and those
parties that have filed a notice of appearance pursuant to
Bankruptcy Rule 9010 and update and make said lists available upon
request by a party-in-interest or the Clerk, as applicable;

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

     (e) for all notices, motions, orders or other pleadings or
documents served, prepare and file or cause to be filed with the
Clerk an affidavit or certificate of service no more frequently
than every seven days that includes (i) either a copy of each
notice served for the proceeding seven days or the docket number
and title of any pleading served during such period,  (ii) a list
of persons or entities,as applicable, to whom it was mailed (in
alphabetical order) with their addresses, (iii) the manner of
service, and (iv) the date served;

     (f) review and verify copies of all proofs of claim received
by the Clerk for accuracy and maintain any original proofs of claim
received in a secure area, except that the Clerk shall continue to
maintain its own claim register; provided that creditors shall file
proofs of claim with the Clerk, not with Epiq;

     (g) maintain an unofficial claims register ("Unofficial Claims
Register") fully accessible via  Epiq's website, which register
shall include copies of each proof of claims filed with the Clerk
and specify therein the following information for each proof of
claim docketed, whether received by the Clerk electronically or by
mail: (i) number assigned to any such proof of claim, (ii) the date
received, (iii) the name and address of the claimant and agent, if
applicable, who filed the proof of claim, (iv) the applicable
Debtor; (v) the amount asserted, (vi) the asserted priority of the
claim; and (vii) any disposition of the claim;

     (h) implement reasonable security measures designed to ensure
the completeness and integrity of the Unofficial Claims Register
and the safekeeping of any original claims;

     (i) record all transfers of claims and provide any notices of
such transfer as required by Bankruptcy Rule 3001(e);

     (j) relocate, by messenger or overnight delivery, all of the
Clerk-filed proofs of claim to the offices of Epiq, and all the
Epiq-filed claims to the Clerk not less than weekly;

     (k) identify and correct any incomplete or incorrect addresses
in any mailing or service lists;

     (l) assist in the dissemination of information to the public
and respond to request for administrative information regarding
these Chapter 11 Case as directed by the Debtors or the Court,
including through the use of a case website and/or call center;

     (m) comply with applicable federal, state, municipal, and
local statutes, ordnances, rules, regulation, orders, and other
requirements in connection with the services rendered pursuant to
the Engagement Agreement;

     (n) if these Chapter 11 Cases are converted to cases under
chapter 7 of the Bankruptcy Code, contact the Clerk's office within
three days of notice to Epiq of entry of the order converting the
cases;

     (o) 30 days prior to the close of these Chapter 11 Case, to
the extent practicable, request that the Debtors submit to the
Court a proposed order dismissing Epiq in its capacity as  the
Claims and Noticing agent and terminating its services in such
capacity upon completion of its duties and responsibilities and
upon the closing of this Chapter 11 Cases;

     (p) within seven days of notice to Epiq of entry of an order
closing this Chapter 11 Cases, provide to the Court final version
of the Unofficial Claims Register as of the date immediately before
the close of the Chapter 11 Cases;

     (q) at the close of the Chapter 11 Case, (i) box and transport
all original documents, in proper format, as provided by the
Clerk's office, to (A) the Philadelphia Federal Records Center,
14700 Townsend Road, Philadelphia, PA 19154 or (B) any other
location requested by the Clerk's office; and (ii) docket a
completed SF-135 Form indicating the accession and location numbers
of the archived claims;

     (r) assist with, among other things, solicitation, balloting,
and tabulation of votes, and prepare any related reports, as
required in support of confirmation of a chapter 11 plan, and in
connection with such services, process requests for documents from
parties in interest, including, if applicable, brokerage firms,
bank back-offices and institutional holders;

     (s) prepare an official ballot certification and, if
necessary, testify in support of the ballot tabulation results;

     (t) assist with the preparation of the Debtors' schedules of
assets and liabilities and statements of financial affairs and
gather data in conjunction therewith;

     (u) provide a confidential data room, if requested;

     (v) coordinate publication of certain notices in periodicals
and other media;

     (w) manage and coordinate any distribution pursuant to a
chapter 11 plan; and

     (x) provide other processing, solicitation, balloting and
other administrative services described in the Engagement Agreement
that may be requested from time to time by the Debtors, the Court,
or the Clerk.

Epiq will be paid at these rates:

A. Claim and Noticing Rates

   Clerical/Administrative Support                  $25-$45
   Case Manager                                     $50-80
   IT/Programming                                   $65-$100
   Sr. Case Manager/dir. of Case Mgmt.              $75-$150
   Consultant/Senior Consultant                     $145-$185
   Director/VP Consulting                           $190
   Executive VP-Solicitation                        $200
   Executive VP-Consulting                          $200
   Communications Counselor                         $350

B. Noticing Services

   Printing                                       $0.10 per image
   Personalization/Labels                         $0.50 each
   Envelopes                                    Varies by Size
   Document Folding and Inserting                No Charge
   Postage/Overnight Delivery                    At Cost
   E-mail Noticing                                Waived
   Fax Noticing                                   $0.10 per page
   Claim Acknowledgment Letter                    $0.10 per letter
   Publication Noticing                  Quoted at time of request
   Processing Undeliverable Mail                  $0.25 per piece
   CR-Rom                                         $5.00 per CD,   
                                        single setup charge waived


C. Data Management Services

   Database Maintenance                  $0.10 per record/month
   Data Import/Transfer                   No per creditor charge
   Electronic Imaging                        $0.05 pe image
   Weblink Hosting Fee                         No Charge   
   Update Website Case Docket
     including all filed pleadings             No Charge
   Manual Claim Input                     No per creditor charge
   Web-based Claims Reconciliation
     tool (Unlimited Users)                    No Charge
   CD-ROM (Mass Document Storage)        Quoted at time of request
   Document Storage (paper)                   $2.00 per box
                 (electronic)      No per creditor/image charge

D. On-line Claim Filing Services

   On-line Claim Filing                        No Charge

E. Call Centre Services

   Standard Call Centre Setup                  No Charge
   Call Centre Operator                       $55 per hour
   Voice Recorded Message                     $0.34 per minute
   Support/maintenance                         No charge

F. Virtual Data Room

   Confidential On-line Workspace        Quoted at time of request

G. Disbursement Services

   Check and/or Form 1099                Quoted at time of request
   Record to Transfer Agent              Quoted at time of request
  
The Debtors request that the undisputed fees and expenses incurred
by Epiq in the performance of the services be treated as
administrative expenses of the Debtors' chapter 11 estates pursuant
to 26 U.S.C. 156(c) and Section 503(b)(1)(A) of the Bankruptcy
Code, and be paid in the ordinary course of business without
further application or order of the Court.

If any disputes arises relating to the  Engagement Agreement or
monthly invoices, the parties shall meet and confer in an attempt
to resolve the dispute; if the resolution is not achieved, the
parties may seek resolution of the matter from the Court.

Prior to the Petition Date, the Debtors provided Epiq a retainer in
the amount of $25,000. Epiq seeks to apply the retainer to all
prepetition invoices, and thereafter, to seek to have the retainer
replenished to the original retainer amount, and thereafter, to
hold the retainer under the Engagement Agreement during these
chapter 11 cases as security for the payment of fees and expenses
incurred under the Engagement Agreement.

Additionally, under the terms of the Engagement Agreement, the
Debtors have agreed to indemnify, defend and hold harmless Epiq and
its members, officers, employees, representative and agents under
certain circumstances specified in the Engagement Agreement, except
in circumstances resulting solely from Epiq gross negligence or
willful misconduct or as otherwise provided in the Engagement or
Retention Order. The Debtors believe that such an indemnification
obligation is customary, reasonable and necessary to retain the
services of a Claims and Noticing Agent in these chapter 11 cases.

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

Kate Mailloux, Senior Director with Epiq Bankruptcy Solutions, LLC,
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.

Epiq may be reached at:

       Kate Mailloux
       Epiq Bankruptcy Solutions, LLC
       757 Third Avenue, 3rd Floor
       New York, NY 10017
       Tel: +1 646 282 2532
       E-mail: kmailloux@epiqsystems.com

                    About Ultra Petroleum

Ultra Petroleum Corp. is an independent oil and gas company
engaged
in the development, production, operation, exploration and
acquisition of oil and natural gas properties.  

Ultra Petroleum Corp. and its affiliates filed separate Chapter 11
petitions (Bankr. S.D. Tex. Case Nos. 16-32202 to 16-32209) on
April 29, 2016.  The Hon. Marvin Isgur presides over the cases.
James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B.
Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce,
Esq., at KIRKLAND & ELLIS LLP; and Patricia B. Tomasco, Esq.,
Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at JACKSON
WALKER, L.L.P., serve as counsel to the Debtors.   Rothschild Inc.
serves as the Debtors' investment banker; Petrie Partners serves as
their investment banker; and Epiq Bankruptcy Solutions, LLC, serves
as claims and noticing agent.

Ultra Petroleum Corp. listed total assets of $1.28 billion and
total liabilities of $3.91 billion as of March 31, 2016.

The petitions were signed by Garland R. Shaw, chief financial
officer.

The Office of the U.S. Trustee has appointed seven creditors of
Ultra Petroleum Corp. to serve on the official committee of
unsecured creditors.


VANTAGE DRILLING: Reports First Quarter Results for 2016
--------------------------------------------------------
Vantage Drilling International reported a net loss of $471.0
million for the period from January 1, 2016 to February 10, 2016
for the Predecessor Company and a net loss of $29.0 million for the
Successor for the period, including February 10, 2016, through
March 31, 2016.  Upon emergence from Chapter 11 bankruptcy on
February 10, 2016, Vantage adopted fresh-start accounting, which
resulted in the Company becoming a new entity for financial
reporting purposes.  References to "Successor" relate to the
financial position and results of operations of the reorganized
Vantage as of and subsequent to February 10, 2016. References to
"Predecessor" refer to the financial position of Vantage as of and
prior to February 10, 2016 and the results of operations prior to
February 10, 2016.  As a result of the application of fresh-start
accounting and the effects of the implementation of our Plan of
Reorganization, the financial statements on or after February 10,
2016 are not comparable with the financial statements prior to that
date.

The Predecessor's operating results for the period from January 1,
2016 to February 10, 2016, include approximately $452.9 million of
Reorganization Items.  The Successor's operating results for the
period from February 10, 2016 through March 31, 2016 include
Reorganization Items of approximately $154,000.

For the three month period ended March 31, 2015, the Predecessor
reported net income of approximately $22.6 million.

Vantage, a Cayman Islands exempted company, is an offshore drilling
contractor, with an owned fleet of three ultra-deepwater
drillships; the Platinum Explorer, the Titanium Explorer and the
Tungsten Explorer, as well as four Baker Marine Pacific Class 375
ultra-premium jackup drilling rigs.  Vantage's primary business is
to contract drilling units, related equipment and work crews
primarily on a dayrate basis to drill oil and natural gas wells.
Vantage also provides construction supervision services for, and
will operate and manage, drilling units owned by others.  Through
its fleet of seven owned drilling units, Vantage is a provider of
offshore contract drilling services globally to major, national and
large independent oil and natural gas companies.

A copy of the Company's financial results for the first quarter of
2016 is available for free at https://is.gd/92ReZu

                      About Offshore Group

Offshore Group Investment Limited is an international offshore
drilling company operating a fleet of modern, high-specification
drilling units around the world.  Its principal business is to
contract their drilling units, related equipment, and work crews to
drill underwater oil and natural gas wells for major, national, and
independent oil and natural gas companies.

Offshore Group Investment Limited and 23 other units of publicly
traded Vantage Drilling Company filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-12421) on Dec. 3, 2015
to pursue a prepackaged restructuring backed by Vantage.

Christopher G. DeClaire, the authorized officer, signed the
petition.

The Debtors have engaged Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A. as co-counsel; Lazard Freres & Co.
LLC as investment banker; Alvarez & Marsal North America, LLC, as
restructuring advisor; and Epiq Bankruptcy Solutions, LLC as claims
and noticing agent.

                           *     *     *

Offshore Group on Feb. 10, 2016, disclosed that it has successfully
completed its prepackaged restructuring and recapitalization and
emerged from chapter 11 bankruptcy protection.  The Debtors'
prepackaged plan was confirmed by the bankruptcy judge Jan. 15,
2016.


VERITEQ CORP: Completes Merger With Brace Shop
----------------------------------------------
Veriteq Corporation, Brace Shop and Mrs. Lynne Shapiro entered into
a Stock Purchase Agreement which closed on May 6, 2016.  Pursuant
to the terms of the Stock Purchase Agreement, Brace Shop became a
wholly-owned subsidiary of ours on May 6, 2016.  In the Reverse
Merger, the Company purchased all of the outstanding membership
interests of Brace Shop from Mrs. Lynne Shapiro, and in exchange,
the Company paid:

    (i) $250,000 in cash to Mrs. Lynne Shapiro;

   (ii) 849 shares of Series E Preferred Stock, which is
        convertible into 84.9% of the issued and outstanding
        shares of Common Stock on a fully diluted basis, and has
        voting rights on an as converted basis; and

  (iii) the Goldenshare, exercisable at $0.00001 per share with a
        cashless exercise provision for that number of shares of
        Common Stock required to insure that the Series E
        Preferred Stock issued as part of the purchase price to
        Mrs. Lynne Shapiro is convertible into 84.9% of the issued

        and outstanding shares of Common Stock, on a fully diluted

        basis.

At the closing of the Reverse Merger, VeriTeQ Corporation's former
Chief Executive Officer will receive 39 shares of the Series E
Preferred Stock convertible into 3.9% of the issued and outstanding
Common Stock on a fully-diluted basis.  The shares of Series E
Preferred Stock and the Goldenshare will not be convertible until
the six month anniversary of the Closing of the Reverse Merger.
Further, once a majority of the outstanding Series E Preferred
Stock has been converted into Common Stock, then any other Series E
Preferred Stock then outstanding shall automatically be deemed
converted into Common Stock on the fifth business day following the
date that a majority of the outstanding Series E Preferred Stock is
converted into Common Stock.

Pursuant to the Reverse Merger, the Company acquired the business
of Brace Shop to establish its company as a provider of physical
therapy and rehabilitation equipment and products, including
orthopedic braces.

The Stock Purchase Agreement contained customary representations
and warranties and pre- and post-closing covenants of each party
and customary closing conditions.

The Reverse Merger will be treated as a recapitalization of Brace
Shop for financial accounting purposes.  Brace Shop will be
considered the acquirer for accounting purposes, and the Company's
historical financial statements before the Reverse Merger will be
the consolidated historical financial statements of Brace Shop in
all future filings with the SEC.

The Reverse Merger is intended to be treated as a tax-free
reorganization under the Internal Revenue Code of 1986, as
amended.

The Company's board of directors currently consists of four
members.  On the Closing Date, Scott Silverman, the Company's
former Chairman of the Board, and Shawn Wooden, each resigned their
position as a director, and Lynne Shapiro was appointed to our
board of directors.

Also on the Closing Date, Marc Gelberg, the Company's interim chief
financial officer before the Reverse Merger, resigned from his
position with the Company, and Kenneth Shapiro was appointed as the
Company's chief financial officer.

The Company's Common Stock is quoted on the OTC Pink under the
trading symbol "VTEQ."

A full-text copy of the current report filed with the Securities
and Exchange Commission is available for free at:

                        https://is.gd/SnaPDP

                           About VeriTeQ

VeriTeQ (formerly known as Digital Angel Corporation) develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment.  VeriTeQ --
http://www.veriteqcorp.com/-- offers the world's first FDA        


cleared RFID microchip technology that can be used to identify
implantable medical devices, in vivo, on demand, at the point of
care.  VeriTeQ's dosimeters provide patient safety mechanisms
while measuring and recording the dose of radiation delivered to a
patient in real time.

Veriteq reported a net loss of $3.91 million on $151,000 of sales
for the year ended Dec. 31, 2014, compared to a net loss of $18.2
million on $18,000 of sales for the year ended Dec. 31, 2013.

As of Sept. 30, 2015, the Company had $1.08 million in total
assets, $18.56 million in total liabilities, $1.84 million in
series D preferred stock, and a $19.33 million total stockholders'
deficit.

EisnerAmper LLP, in New York, issued a "going concern"
qualification on the consolidated financial statements for the
year ended Dec. 31, 2014, citing that the Company has incurred
recurring net losses, and at Dec. 31, 2014, had negative working
capital and a stockholders' deficit.  These events and conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


VESTIS RETAIL: Hires A&G as Real Estate Advisor for Sport Chalet
----------------------------------------------------------------
Vestis Retail Group, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ A&G Realty
Partners, LLC as real estate advisor to Sport Chalet, nunc pro tunc
to April 18, 2016.

Vestis Retail requires A&G to:

   (a) consult with the Debtors to discuss the Debtors' goals,
       objectives, and financial parameters in relation to the
       Leases/Properties;

   (b) negotiate with the landlords of the Properties on behalf
       of the Debtors to assist the Debtors in selling the Leases
       set forth on Schedule A to the Services Agreement; and

   (c) report periodically to the Debtors regarding the status of
       negotiations and performance of the Services.

A&G will be paid as follows:

   Retainer. The Debtors shall pay A&G a retainer fee in the
   amount of $35,000 upon execution of the Agreement. The
   retainer fee is non-refundable and shall be applied to the
   fees due under the Agreement.

   Lease Sales. For each Lease Sale attained by A&G on behalf of
   the Debtors, A&G shall earn and be paid a fee of 5% of the
   Gross Proceeds per Lease.

A&G will also be reimbursed for reasonable out-of-pocket expenses
incurred.

Andrew Graiser, Co-President of A&G Realty Partners, LLC 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.

A&G can be reached at:

     Andrew Graiser
     A&G Realty Partners, LLC
     445 Broadhollow Road, Suite 410
     Melville, NY 11747
     Tel: (631) 420-0044
     Fax: (631) 420-4499
     E-mail: andy@agrealtypartners.com

                      About Vestis Group

Headquartered in Meriden, Connecticut, Vestis Retail Group, LLC, et
al., operate 144 retail stores, which are located in 15 states.
Bob's Stores operates 36 stores throughout New England, New York,
and New Jersey. Eastern Mountain Sports operates 61 stores, located
primarily in the Northeastern states. Sport Chalet operates 47
stores throughout California, Arizona, and Nevada. Bob's Stores and
EMS primarily operate stores located in the Northeastern states,
while Sport Chalet's stores, which are currently being liquidated,
are located in the Western states.

Prior to the Petition Date, each of the three Debtor retailers
operated an e-commerce site at, respectively, www.bobstores.com,
www.sportchalet.com, and www.ems.com. In 2015, the Debtors
collectively generated 5% of their total sales, or approximately
$32 million, through e-commerce, according to Court documents.

Vestis Retail Group and eight of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 16-10971) on
April 18, 2016. The Debtors estimated assets in the range of $0 to
$50,000 and debts of $100 million to $500 million. The petitions
were signed by Thomas A. Kennedy as secretary.

The Debtors have hired Young, Conaway, Stargatt & Taylor, LLP as
their counsel, FTI Consulting, Inc. and Lincoln Partners Advisors
LLC as their financial advisor and Kurtzman Carson Consultants, LLC
as their claims and noticing agent.

Judge Laurie Selber Silverstein is assigned to the cases.


VESTIS RETAIL: Hires Klee Tuchin as Counsel
-------------------------------------------
Vestis Retail Group, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Klee Tuchin
Bogdanoff & Stern LLP as counsel to the Debtors, nunc pro tunc to
April 18, 2016.

Vestis Retail requires Klee Tuchin to:

   (a) advise the Debtors with respect to their rights, duties,
       and powers in these Cases as debtors and debtors in
       possession in the continued management and operation of
       their businesses and properties;

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

   (c) advise and assist the Debtors with respect to actions to
       protect, preserve, and enhance the Debtors' estates,
       including the prosecution of actions on their behalf, the
       defense of actions commenced against their estates,
       negotiations concerning litigation in which the Debtors
       may be involved, and objections to claims filed against
       their estates;

   (d) prepare, on behalf of the Debtors, motions, applications,
       answers, orders, reports, and papers necessary to the
       administration of their estates;

   (e) negotiate and prepare, on the Debtors' behalf, plan(s) of
       reorganization or liquidation, disclosure statement(s),
       and all related agreements and/or documents, and taking
       appropriate action on behalf of the Debtors to obtain
       confirmation of such plan(s);

   (f) advise the Debtors in connection with the sale of any
       assets;

   (g) appear before this Court, any appellate courts on matters
       originating before this Court, and the U.S. Trustee; and

   (h) perform other necessary and appropriate legal services,
       within the scope of KTB&S's practice, for the Debtors in
       connection with their Cases.

Klee Tuchin will be paid at these hourly rates:

     Partners & Of-Counsel               $550-$1,350
     Associates                          $435-$650
     Paralegal                           $325
     Michael L. Tuchin                   $1,150
     Lee R. Bogdanoff                    $1,150
     Martin N. Kostov                    $550
     Kathryn T. Zwicker                  $495
     Shanda D. Pearson                   $325

On March 24, 2016, the Debtors paid to KTB&S an initial Retainer
amount of $300,000.

Klee Tuchin will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Lee R. Bogdanoff, founding partner in the law firm of Klee Tuchin
Bogdanoff & Stern 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.

Klee Tuchin can be reached at:

     Lee R. Bogdanoff, Esq.
     KLEE TUCHIN BOGDANOFF & STERN LLP
     1999 Avenue of the Stars, 39th Floor,
     Los Angeles, CA 90067
     Tel: (310) 407-4000
     Fax: (310) 407-9090
     E-mail: lbogdanoff@ktbslaw.com

                      About Vestis Group

Headquartered in Meriden, Connecticut, Vestis Retail Group, LLC, et
al., operate 144 retail stores, which are located in 15 states.
Bob's Stores operates 36 stores throughout New England, New York,
and New Jersey. Eastern Mountain Sports operates 61 stores, located
primarily in the Northeastern states. Sport Chalet operates 47
stores throughout California, Arizona, and Nevada. Bob's Stores and
EMS primarily operate stores located in the Northeastern states,
while Sport Chalet's stores, which are currently being liquidated,
are located in the Western states.

Prior to the Petition Date, each of the three Debtor retailers
operated an e-commerce site at, respectively, www.bobstores.com,
www.sportchalet.com, and www.ems.com. In 2015, the Debtors
collectively generated 5% of their total sales, or approximately
$32 million, through e-commerce, according to Court documents.

Vestis Retail Group and eight of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 16-10971) on
April 18, 2016. The Debtors estimated assets in the range of $0 to
$50,000 and debts of $100 million to $500 million. The petitions
were signed by Thomas A. Kennedy as secretary.

The Debtors have hired Young, Conaway, Stargatt & Taylor, LLP as
their counsel, FTI Consulting, Inc. and Lincoln Partners Advisors
LLC as their financial advisor and Kurtzman Carson Consultants, LLC
as their claims and noticing agent.

Judge Laurie Selber Silverstein is assigned to the cases.


VESTIS RETAIL: Hires Kurtzman Carson as Admin. Agent
----------------------------------------------------
Vestis Retail Group, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Kurtzman
Carson Consultants LLC as administrative agent to the Debtors, nunc
pro tunc to April 18, 2016.

Vestis Retail requires Kurtzman Carson 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 any chapter 11 plan(s) in
       these Cases (the "Balloting Services");

   (b) generate an official ballot certification and testifying,
       if necessary, in support of the ballot tabulation results;

   (c) in connection with the Balloting Services, handling
       requests for documents from parties in interest,
       including, if applicable, brokerage firms, bank back-
       offices, and institutional holders;

   (d) gather data in conjunction with the preparation, and
       assisting with the preparation, of the Debtors' schedules
       of assets and liabilities and statements of financial
       affairs;

   (e) provide a confidential data room;

   (f) manage and coordinate any distributions pursuant to a
       confirmed chapter 11 plan in these Cases (or otherwise);
       and

   (g) provide such other processing, noticing, solicitation,
       balloting, and other administrative services described in
       the Services Agreement, but not included in the Section
       156(c) Application, as may be requested from time to time
       by the Debtors or the Court.

Kurtzman Carson will be paid at these hourly rates:

     Executive Vice President                   Waived

     Director/Senior
     Managing Consultant                        $195

     Consultant/Senior Consultant               $78-$178

     Technology/Programming Consultant          $39-$78

     Clerical                                   $28-$55

Before the filing of the Bankruptcy Cases, the Debtors paid
Kurtzman Carson a retainer of $25,000. Kurtzman Carson seeks to
hold the retainer under the Services Agreement during the
Bankruptcy Cases as security for the payment of fees and expenses
incurred under the Services Agreement.

Kurtzman Carson will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Evan Gershbein, Senior Vice President, Corporate Restructuring
Services, of Kurtzman Carson Consultants LLC 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.

Kurtzman Carson can be reached at:

     Evan Gershbein
     KURTZMAN CARSON CONSULTANTS LLC
     2335 Alaska Avenue,
     El Segundo, CA 90245
     Tel: (310) 823-9000
     Fax: (310) 823-9133

                      About Vestis Group

Headquartered in Meriden, Connecticut, Vestis Retail Group, LLC, et
al., operate 144 retail stores, which are located in 15 states.
Bob's Stores operates 36 stores throughout New England, New York,
and New Jersey. Eastern Mountain Sports operates 61 stores, located
primarily in the Northeastern states. Sport Chalet operates 47
stores throughout California, Arizona, and Nevada. Bob's Stores and
EMS primarily operate stores located in the Northeastern states,
while Sport Chalet's stores, which are currently being liquidated,
are located in the Western states.

Prior to the Petition Date, each of the three Debtor retailers
operated an e-commerce site at, respectively, www.bobstores.com,
www.sportchalet.com, and www.ems.com. In 2015, the Debtors
collectively generated 5% of their total sales, or approximately
$32 million, through e-commerce, according to Court documents.

Vestis Retail Group and eight of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 16-10971) on
April 18, 2016. The Debtors estimated assets in the range of $0 to
$50,000 and debts of $100 million to $500 million. The petitions
were signed by Thomas A. Kennedy as secretary.

The Debtors have hired Young, Conaway, Stargatt & Taylor, LLP as
their counsel, FTI Consulting, Inc. and Lincoln Partners Advisors
LLC as their financial advisor and Kurtzman Carson Consultants, LLC
as their claims and noticing agent.

Judge Laurie Selber Silverstein is assigned to the cases.


VESTIS RETAIL: Hires Young Conaway as Delaware Counsel
------------------------------------------------------
Vestis Retail Group, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Young
Conaway Stargatt & Taylor, LLP as counsel to the Debtors, nunc pro
tunc to April 18, 2016.

Vestis Retail requires Young Conaway to:

   -- provide legal advice with respect to the Debtors' powers
      and duties as debtors in possession in the continued
      operation of their business, management of their
      properties, and the potential sale of their assets;

   -- prepare and pursue confirmation of a plan and approval
      of a disclosure statement;

   -- prepare, on behalf of the Debtors, necessary
      applications, motions, answers, orders, reports, and other
      legal papers;

   -- appear in Court and protect the interests of the
      Debtors before the Court; and

   -- perform all other legal services for the Debtors that
      may be necessary and proper in these proceedings.

Young Conaway will be paid at these hourly rates:

     Robert S. Brady                  $850.00
     Jaime Luton Chapman              $505.00
     Robert F. Poppiti, Jr.           $480.00
     Ashley E. Jacobs                 $395.00
     Chad A. Corazza (paralegal)      $210.00

Young Conaway received a retainer in the amount of $125,000 on
April 4, 2016 and a supplemental retainer in the amount of $20,000
on April 15, 2016 in connection with the planning and preparation
of initial documents and its proposed postpetition representation
of the Debtors.  Young Conaway applied the full amount of the
Retainer to the outstanding balance as of the Petition Date,
including fees and expenses associated with the filing of these
Cases.

Young Conaway will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Robert S. Brady, partner in the firm of Young Conaway Stargatt &
Taylor, 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.

Young Conaway can be reached at:

     Robert S. Brady, Esq.
     YOUNG CONAWAY STARGATT & TAYLOR, LLP
     Rodney Square, 1000 North King Street
     Wilmington, DE 19801
     Tel: (302) 571-6600
     Fax: (302) 571-1253
     Email: rbrady@ycst.com

                      About Vestis Group

Headquartered in Meriden, Connecticut, Vestis Retail Group, LLC, et
al., operate 144 retail stores, which are located in 15 states.
Bob's Stores operates 36 stores throughout New England, New York,
and New Jersey. Eastern Mountain Sports operates 61 stores, located
primarily in the Northeastern states. Sport Chalet operates 47
stores throughout California, Arizona, and Nevada. Bob's Stores and
EMS primarily operate stores located in the Northeastern states,
while Sport Chalet's stores, which are currently being liquidated,
are located in the Western states.

Prior to the Petition Date, each of the three Debtor retailers
operated an e-commerce site at, respectively, www.bobstores.com,
www.sportchalet.com, and www.ems.com. In 2015, the Debtors
collectively generated 5% of their total sales, or approximately
$32 million, through e-commerce, according to Court documents.

Vestis Retail Group and eight of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 16-10971) on
April 18, 2016. The Debtors estimated assets in the range of $0 to
$50,000 and debts of $100 million to $500 million. The petitions
were signed by Thomas A. Kennedy as secretary.

The Debtors have hired Young, Conaway, Stargatt & Taylor, LLP as
their counsel, FTI Consulting, Inc. and Lincoln Partners Advisors
LLC as their financial advisor and Kurtzman Carson Consultants, LLC
as their claims and noticing agent.

Judge Laurie Selber Silverstein is assigned to the cases.


VICTORIA TEODORESCU: Has $2.2MM Stalking Horse Bid for Property
---------------------------------------------------------------
Victoria Teodorescu on June 9, 2016, at 10:00 a.m., will seek
approval from the U.S. Bankruptcy Court for the Southern District
of New York to sell her property located at 7 Buckskill Road, East
Hampton, New York, to Gary Kravetz for $2.2 million, subject to
higher and better offers.

Ms. Teodorescu and ex-spouse Radu Teodorescu are co-owners of the
Real Property.  There are three mortgages recorded against the
Property: the balance due to Bank of America is $470,000; the
balance due to JPMorgan Chase Bank is $424,000; and the balance to
TD Bank is $1.57 million.

Mr. Kravetz has agreed to pay the sum of $2,200,000 for the
purchase of the Real Property.  The terms of the sale were
negotiated between the Debtor and Mr. Kravetz at arm's length and
in good faith.

Radu, as co-owner, has consented to the sale.  Radu has also
acknowledged that he has no interest in and to any of the sale
proceeds received from the sale of the Real Property, and that all
such sale process will be available for and administered by the
Debtor's chapter 11 bankruptcy estate.

Any party wishing to submit a higher or better offer for the
purchase of the Real Property must submit a written offer to John
Healy of Southeby's International Realty not later than June 2,
2016, at 5:00 p.m.  If the Debtor determines that any valid offer
is higher or better than the offer received from Kravetz, the offer
will be presented to the Court at the June 9 hearing.

Victoria Teodorescu sought Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 14-23450) in 2014.


VINCE INTERMEDIATE: S&P Affirms 'B' CCR; Outlook Negative
---------------------------------------------------------
S&P Global Ratings affirmed its ratings, including the 'B'
corporate credit rating, on New York-based Vince Intermediate
Holding LLC.  The outlook remains negative.

The rating affirmation follows S&P's reassessment of Vince's
liquidity profile to adequate (from less than adequate) after the
company's announcement that it completed its previously announced
rights offering and received $65 million in gross proceeds from its
existing shareholders.  S&P expects the company to use the proceeds
to repay its postponed tax receivable liability of about $22
million and invest the remainder in growth and operational
improvements.

S&P's ratings on Vince reflect its narrow product focus and
customer concentration in premium priced women's apparel.  S&P
believes these factors make its operations susceptible to fashion
risk and changes in consumer tastes.  The ratings also reflect
deteriorating credit protection measures due to pressured
profitability.  S&P anticipate debt leverage increasing to the
high-5x area during the first two to three quarters of 2016 (fiscal
year ending January 2017), before improving toward the low-5x area
at end of the year and below 5x in the subsequent quarters.

The outlook is negative.  S&P could consider lowering the ratings
if it believes the company's efforts to restore operating and
financial performance are not successful and sales and margin
trends continue to decline, leading to debt leverage increasing
toward 6x.  In addition, a lower rating could result if liquidity
is eroded or if the company's majority shareholder requests
immediate payment of what it is owed under the tax receivable
agreement, without simultaneously providing fresh equity.

S&P could consider revising the outlook to stable if management's
initiatives focused on improving sales and the company's inventory
position are successful and operating trends stabilize, leading to
better operating margins and S&P's belief that the company could
generate positive free operating cash flow during 2016 (fiscal year
ending in January 2017).



VISUALANT INC: Granted Tenth Patent re ChromaID Technology
----------------------------------------------------------
Visualant, Inc., announced that it has received its tenth patent
relating to its ChromaID technology.

The newly issued patent describes an enhancement of the
foundational ChromaID technology through its unique use of an array
of variable wavelength LED emitters and photodiode detectors to
measure the scattering of electromagnetic energy from a solid,
fluid or a gas.

Visualant ChromaID is an identification, authentication and
diagnostic platform technology that provides for a wide variety of
real-time and real world applications.  They include, but are not
limited to:

  * Determining if water is potable
  * Detecting explosive residue
  * Authenticating driver's licenses, passports and access control

    cards
  * Detecting illegal drugs
  * Grading and certifying diamonds and other gem stones
  * Checking for counterfeit fluids including olive oil, wine and
    spirits
  * Confirming that the correct fluid is flowing through the IV
    drip line
  * Determining the butterfat content of milk

The patent issued by the United States Office of Patents and
Trademarks is US Patent No. 9,316,581 B2 and is entitled "Method,
Apparatus, and Article to Facilitate Evaluation of Substances Using
Electromagnetic Energy."

This newly issued patent continues the growth of the Visualant
intellectual property portfolio.  The Company continues to have a
significant number of pending patents and aggressively works to
expand the reach of its technology.  Visualant's ChromaID
technology was invented when Dr. Thomas Furness, known as the
"Father of Virtual Reality," and a professor at the University of
Washington, recognized that most materials in nature exhibit a
unique light signature when stimulated by visible and invisible
structured coherent light sources.

                     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.

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.

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.


VUZIX CORP: Incurs $4.16 Million Net Loss in First Quarter
----------------------------------------------------------
Vuzix Corporation filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss available
to common shareholders of $4.16 million on $364,000 of total sales
for the three months ended March 31, 2016, compared to a net loss
available to common shareholders of $5.44 million on $809,000 of
total sales for the same period in 2015.

As of March 31, 2016, Vuzix had $15.7 million in total assets,
$3.13 million in total liabilities and $12.55 million in total
stockholders' equity.

As of March 31, 2016, the Company had cash and cash equivalents of
$8.21 million, a decrease of $3.66 million from $11.9 million as of
Dec. 31, 2015.

At March 31, 2016, the Company had current assets of $12.5 million
compared to current liabilities of $1.44 million which resulted in
a positive working capital position of $11.0 million.  At Dec. 31,
2015, the Company had current assets of $16.5 million compared to
current liabilities of $1,802,122 which resulted in a working
capital position of $14.7 million.  The Company's current
liabilities are comprised principally of accounts payable and
accrued expenses.

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

                    https://is.gd/xkED7f

                   About Vuzix Corporation

Vuzix -- http://www.vuzix.com/-- is a supplier of Video Eyewear
products in the consumer, commercial and entertainment markets.
The Company's products, personal display devices that offer users
a portable high quality viewing experience, provide solutions for
mobility, wearable displays and virtual and augmented reality.
Vuzix holds 33 patents and 15 additional patents pending and
numerous IP licenses in the Video Eyewear field.  Founded in 1997,
Vuzix is a public company with offices in Rochester, NY, Oxford,
UK and Tokyo, Japan.

Vuzix Corporation reported a net loss attributable to common
stockholders of $14.94 million on $2.74 million of total
sales for the year ended Dec. 31, 2015, compared to a net loss
attributable to common stockholders of $7.86 million on $3.03
million of total sales for the year ended Dec. 31, 2014.


WAFERGEN BIO-SYSTEMS: Incurs $4.4-Mil. Net Loss in First Quarter
----------------------------------------------------------------
WaferGen Bio-Systems, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $4.41 million on $1.93 million of total revenue for the three
months ended March 31, 2016, compared to a net loss of $4.81
million on $1.14 million of total revenue same period in 2015.

As of March 31, 2016, the Company had $18.66 million in total
assets, $7.11 million in total liabilities and $11.55 million in
total stockholders' equity.

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

                      https://is.gd/8qm4Xx

                  About WaferGen Bio-systems

Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research.  Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.

WaferGen reported a net loss attributable to common stockholders of
$19.99 million on $7.16 million of total revenue for the year ended
Dec. 31, 2015, compared to a net loss attributable to common
stockholders of $10.7 million on $6 million of total revenue for
the year ended Dec. 31, 2014.


WARREN RESOURCES: Moody's Cuts Rating to 'C' After Missed Payment
-----------------------------------------------------------------
Moody's Investors Service downgraded Warren Resources Inc.'s
Corporate Family Rating to C from Ca, Probability of Default Rating
(PDR) to C-PD/LD from Ca-PD.  This action follows Warren's
non-payment of interest on the unsecured notes.

Concurrently Moody's affirmed the unsecured notes rating of C.  The
Speculative Grade Liquidity (SGL) Rating was affirmed at SGL-4 and
the rating outlook remains negative.

A complete list of rating actions is:

Downgrades:

Issuer: Warren Resources, Inc.

  Probability of Default Rating, Downgraded to C-PD/LD from Ca-PD
  Corporate Family Rating, Downgraded to C from Ca

Affirmations:

  Speculative Grade Liquidity Rating, Affirmed at SGL-4
  Senior Unsecured Notes, Affirmed at C (LGD changed to LGD6 from
   LGD5)

Outlook Actions:

Issuer: Warren Resources, Inc.
  Outlook remains negative

RATINGS RATIONALE

Warren elected not to make the approximately $7.5 million interest
payment due on Feb. 1, 2016, on its unsecured notes.  The
applicable 30-day grace period for such interest payment has
expired, and consequently an event of default under the indenture
governing such notes has occurred and is continuing.  As of March
31, 2016, Warren's first lien creditors held debt of approximately
$235 million in principal amount, second lien creditors held debt
of approximately $52 million in principal amount, and investors
held approximately $167 million principal amount of Warren's
unsecured senior notes.  The event of default status gives the
indenture trustee and the holders of not less than 25% in aggregate
principal amount of the unsecured notes the right declare the
entire principal amount of the notes plus accrued and unpaid
interest due and payable.  In addition, this status has resulted in
events of default under Warren's first lien credit facility and its
second lien credit facility, entitling the administrative agents
and lead lenders thereunder to declare all obligations under those
credit facilities to be immediately due and payable.  However, thus
far, no such acceleration of Warren's debt obligations has
occurred.

Moody's considers Warren's election to not make the interest
payment on the unsecured notes an event of default, under Moody's
definition of default.  As noted above, Moody's appended the C-PD
PDR with a "/LD" designation indicating limited default.  The "/LD"
designation will be removed three business days hereafter.

The downgrade of the CFR to C from Ca reflects Moody's view on the
potential overall recovery to be less than 25%.

If the company files for bankruptcy protection or performs an out
of court restructuring, the PDR will be downgraded to D-PD.

The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
December 2011.

Warren Resources, Inc., headquartered in Denver, Co is an
independent exploration and production company with operations
primarily focused on oil production in California and natural gas
production in Pennsylvania and Wyoming.



WILLMAN CONSTRUCTION: Chicago Regional Appointed to Committee
-------------------------------------------------------------
The U.S. trustee for Region 12 on May 13 appointed one more
creditor to serve on Willman Construction, Inc.'s official
committee of unsecured creditors:

     (1) Chicago Regional Council of Carpenters, Local 4
         c/o Gregory N. Freerksen
         Whitfield, McGann & Ketterman, Ltd.
         111 East Wacker Drive, Suite 2600
         Chicago, IL 60601
         Phone: (312) 251-9700
         Fax: (312) 251-9701

The bankruptcy watchdog had earlier appointed Art-O-Lite Electric,
Johnson Contracting Co. and W.F. Scott Decorating, Inc., court
filings show.

                   About Willman Construction

Willman Construction, Inc. sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Iowa (Davenport) (Case No. 16-00774) on April 15, 2016.
The petition was signed by Mark. Willman, authorized
representative.

The Debtor is represented by Dale G. Haake, Esq., at Katz Nowinski
P.C. The case is assigned to Judge Lee M. Jackwig.

The Debtor disclosed total assets of $521,700 and total debts of
$1.2 million.


WOODVILLE LUMBER: Hires Locke Lord as Counsel
---------------------------------------------
Woodville Lumber, Inc., et al., seek authority from the U.S.
Bankruptcy Court for the Eastern District of Texas to employ Locke
Lord LLP as counsel to the Debtors.

Woodville Lumber requires Locke Lord to:

   -- advise the Debtors with respect to their powers and duties
      as debtors and debtors in possession in the continued
      management and operation of their business and properties;

   -- advise and consult on the conduct of the Debtors'
      Bankruptcy Cases, including all of the legal and
      administrative requirements of operating in chapter 11;

   -- attend meetings and negotiating with representatives of
      creditors, Debtors' employees and other parties in
      interest;

   -- advise the Debtors in connection with any contemplated
      sales of assets or business combinations, including the
      negotiation of asset, stock purchase, merger or joint
      venture agreements, formulating and implementing bidding
      procedures, evaluating competing offers, drafting
      appropriate corporate documents with respect to the
      proposed sales, and counseling the Debtors in connection
      with the closing of such sales;

   -- advise the Debtors in connection with postpetition
      financing and cash collateral arrangements and negotiating
      and drafting documents relating thereto, providing advice
      and counsel with respect to prepetition financing
      arrangements, and providing advice to the Debtors in
      connection with the emergence financing and capital
      structure, and negotiating and drafting documents relating
      thereto;

   -- advise the Debtors on matters relating to the evaluation of
      the assumption, rejection or assignment of unexpired leases
      and executory contracts;

   -- provide advice to the Debtors with respect to legal issues
      arising in or relating to the Debtors' ordinary course of
      business including attendance at senior management
      meetings, meetings with the Debtors' financial and
      turnaround advisors and meetings of the board of directors,
      and advice on employee, workers' compensation, employee
      benefits, executive compensation, tax, environmental,
      banking, insurance, securities, corporate, business
      operation, contracts, joint ventures, real property and
      press/public affairs and regulatory matters;

   -- take necessary action to protect and preserve the Debtors'
      estates, including the prosecution of actions and
      proceedings on their behalf, the defense of any actions and
      proceedings commenced against those estates, negotiations
      concerning all litigation in which the Debtors may be
      involved and objections to claims filed against the
      Debtors' estates;

   -- prepare on behalf of the Debtors motions, applications,
      answers, orders, reports and papers necessary to the
      administration of the Debtors' estates;

   -- negotiate and prepare on the Debtors' behalf plan(s) of
      reorganization or liquidation, disclosure statement(s) and
      all related agreements and/or documents and taking any
      necessary action on behalf of the Debtors to obtain
      confirmation of such plan(s);

   -- attend meetings with third parties and participating in
      negotiations with respect to the above matters;

   -- appear before this Court, other courts, and the Office of
      the United States Trustee;

   -- meet and coordinate with other counsel and other
      professionals retained on behalf of the Debtors and
      approved by this Court; and

   -- performing all other necessary legal services and providing
      all other necessary legal advice to the Debtors in
      connection with these chapter 11 cases.

Locke Lord will be paid at these hourly rates:

     W. Steven Bryant                             $550
     Corby D. Boldissar                           $550
     Bradley C. Knapp                             $475
     Ashley Linn Lohr                             $175

Locke Lord will also be reimbursed for reasonable out-of-pocket
expenses incurred.

To the best of the Debtor's knowledge, 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.

Locke Lord can be reached at:

     W. Steven Bryant
     LOCKE LORD LLP
     600 Travis Street, Ste. 2800
     Houston, TX 77002
     Tel: (713) 226-1489
     Fax: (713) 229-2536
     E-mail: sbryant@lockelord.com

                       About Woodville Lumber

Woodville Lumber Inc., Woodville Lumber II, LLC and GP Lumber, LLC
each filed a petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the United States Bankruptcy Court for the
Eastern District of Texas (Lufkin) (Case Nos. 16-90088 to 16-90090)
on April 4, 2016.

The Debtors are represented by William Steven Bryant, Esq., at
Locke Lord LLP.

Each of the Debtors has an estimated assets and debts of $10
million to $50 million.


[*] Global Speculative-Grade Default Rate Up Again, Moody's Says
----------------------------------------------------------------
Moody's Investors Service forecasts that the global
speculative-grade default rate will continue to rise this year, to
reach 5.0% in November.  Thereafter, it will stabilize in the range
of 4.5%-5.0% through April 2017.

"We expect the oil price slump to continue to place upward pressure
on corporate defaults," said Sharon Ou, a Moody's Vice President
and Senior Credit Officer.  "Nonetheless, high-yield spreads have
tightened noticeably in the past two months, signaling that the
default rate could taper off next year."

In the US, the default rate is expected to climb to 6.2% by the end
of 2016, but a continued slow pace of defaults in Europe will keep
the European speculative-grade default rate below 3.0% over the
next 12 months, acting as a damper on the overall, global rate.

Continued stress from low oil and gas prices will see high default
rates in the commodities sectors in the coming year, however.  In
the US, the default rate for Moody's-rated metals & mining
companies is forecast to climb to 11.5%, and for oil & gas
companies to increase to 10.3%.  In Europe, defaults are expected
to be highest in the metals & mining sector, followed by forest
products & paper.

Forty-six defaults were recorded in the first four months of 2016,
with 18 of these in the oil & gas sector and nine in metals &
mining.  In contrast, there were 29 defaults from January through
April last year.  Among the 10 Moody's-rated issuers that defaulted
last month were Peabody Energy Corporation and Energy XXI Gulf
Coast Inc., both of which filed for bankruptcy.

"If defaults continue at the current pace for the remainder of the
year, the default count for 2016 will come in at 138, which would
match our February prediction," Ou added.

The rise in defaults has also led to an increase in the trailing
12-month global speculative-grade default rate, which edged up 4.0%
in April from 3.9% the prior month.  In the US, the comparable rate
rose to 4.4% from 4.3%, and in Europe it retreated to 2.5% from
2.7%.  At this time last year, the US rate stood at 1.7% and the
European rate was 2.3%.

Moody's research subscribers can access this report at:

https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1027083



[^] BOND PRICING: For the Week from May 9 to 13, 2016
-----------------------------------------------------
  Company                  Ticker   Coupon Bid Price   Maturity
  -------                  ------   ------ ---------   --------
A. M. Castle & Co          CAS       12.750    73.750 12/15/2016
A. M. Castle & Co          CAS        7.000    46.250 12/15/2017
ACE Cash Express Inc       AACE      11.000    48.500   2/1/2019
ACE Cash Express Inc       AACE      11.000    48.500   2/1/2019
Affinion Group Inc         AFFINI     7.875    53.375 12/15/2018
Affinion Investments LLC   AFFINI    13.500    43.125  8/15/2018
Alpha Appalachia
  Holdings Inc             ANR        3.250     0.998   8/1/2015
Alpha Natural
  Resources Inc            ANR        6.000     0.688   6/1/2019
Alpha Natural
  Resources Inc            ANR        9.750     0.750  4/15/2018
Alpha Natural
  Resources Inc            ANR        6.250     1.079   6/1/2021
Alpha Natural
  Resources Inc            ANR        3.750     0.875 12/15/2017
Alpha Natural
  Resources Inc            ANR        7.500     0.500   8/1/2020
Alpha Natural
  Resources Inc            ANR        7.500     0.475   8/1/2020
Alpha Natural
  Resources Inc            ANR        7.500     0.500   8/1/2020
American Eagle
  Energy Corp              AMZG      11.000    16.375   9/1/2019
American Eagle
  Energy Corp              AMZG      11.000    16.375   9/1/2019
American Gilsonite Co      AMEGIL    11.500    55.500   9/1/2017
American Gilsonite Co      AMEGIL    11.500    55.250   9/1/2017
Arch Coal Inc              ACI        7.250     0.875  6/15/2021
Arch Coal Inc              ACI        7.250     0.500  10/1/2020
Arch Coal Inc              ACI        8.000     1.000  1/15/2019
Arch Coal Inc              ACI        8.000     1.622  1/15/2019
Armstrong Energy Inc       ARMS      11.750    42.654 12/15/2019
Armstrong Energy Inc       ARMS      11.750    42.000 12/15/2019
Atlas Energy Holdings
  Operating Co LLC /
  Atlas Resource
  Finance Corp             ARP        7.750    14.903  1/15/2021
Atlas Energy Holdings
  Operating Co LLC /
  Atlas Resource
  Finance Corp             ARP        9.250    17.626  8/15/2021
Atlas Energy Holdings
  Operating Co LLC /
  Atlas Resource
  Finance Corp             ARP        9.250    16.625  8/15/2021
Atlas Energy Holdings
  Operating Co LLC /
  Atlas Resource
  Finance Corp             ARP        9.250    16.625  8/15/2021
Avaya Inc                  AVYA      10.500    21.500   3/1/2021
Avaya Inc                  AVYA      10.500    27.000   3/1/2021
BPZ Resources Inc          BPZR       6.500     5.000   3/1/2015
BPZ Resources Inc          BPZR       6.500     2.675   3/1/2049
Basic Energy
  Services Inc             BAS        7.750    33.850  2/15/2019
Berry Petroleum Co LLC     LINE       6.750    22.688  11/1/2020
BreitBurn Energy
  Partners LP /
  BreitBurn Finance Corp   BBEP       7.875     8.000  4/15/2022
BreitBurn Energy
  Partners LP /
  BreitBurn Finance Corp   BBEP       8.625     8.550 10/15/2020
BreitBurn Energy
  Partners LP /
  BreitBurn Finance Corp   BBEP       8.625     7.750 10/15/2020
BreitBurn Energy
  Partners LP /
  BreitBurn Finance Corp   BBEP       8.625     7.750 10/15/2020
Caesars Entertainment
  Operating Co Inc         CZR       10.000    42.750 12/15/2018
Caesars Entertainment
  Operating Co Inc         CZR       12.750    42.500  4/15/2018
Caesars Entertainment
  Operating Co Inc         CZR       10.000    41.000 12/15/2018
Caesars Entertainment
  Operating Co Inc         CZR        5.750    38.250  10/1/2017
Caesars Entertainment
  Operating Co Inc         CZR       10.000    42.750 12/15/2018
Caesars Entertainment
  Operating Co Inc         CZR       10.000    42.750 12/15/2018
Caesars Entertainment
  Operating Co Inc         CZR       10.000    42.375 12/15/2018
Caesars Entertainment
  Operating Co Inc         CZR        5.750    12.250  10/1/2017
Chassix Holdings Inc       CHASSX    10.000     8.000 12/15/2018
Chassix Holdings Inc       CHASSX    10.000     8.000 12/15/2018
Claire's Stores Inc        CLE        8.875    23.250  3/15/2019
Claire's Stores Inc        CLE       10.500    54.550   6/1/2017
Claire's Stores Inc        CLE        7.750    20.500   6/1/2020
Claire's Stores Inc        CLE        7.750    21.375   6/1/2020
Clean Energy Fuels Corp    CLNE       7.500    87.060  8/30/2016
Cliffs Natural
  Resources Inc            CLF        5.950    61.861  1/15/2018
Community Choice
  Financial Inc            CCFI      10.750    47.850   5/1/2019
Comstock Resources Inc     CRK        7.750    18.000   4/1/2019
Comstock Resources Inc     CRK        9.500    18.025  6/15/2020
Creditcorp                 CRECOR    12.000    52.000  7/15/2018
Creditcorp                 CRECOR    12.000    52.000  7/15/2018
Cumulus Media
  Holdings Inc             CMLS       7.750    44.805   5/1/2019
DynCorp
  International Inc        DCP       10.375    71.230   7/1/2017
EPL Oil & Gas Inc          EXXI       8.250     7.875  2/15/2018
EXCO Resources Inc         XCO        8.500    19.400  4/15/2022
EXCO Resources Inc         XCO        7.500    32.000  9/15/2018
Eagle Rock Energy
  Partners LP /
  Eagle Rock Energy
  Finance Corp             EROC       8.375    16.750   6/1/2019
Emerald Oil Inc            EOX        2.000     2.000   4/1/2019
Endeavour
  International Corp       END       12.000     1.017   3/1/2018
Endeavour
  International Corp       END       12.000     1.017   3/1/2018
Energy & Exploration
  Partners Inc             ENEXPR     8.000     1.970   7/1/2019
Energy & Exploration
  Partners Inc             ENEXPR     8.000     1.970   7/1/2019
Energy Conversion
  Devices Inc              ENER       3.000     7.875  6/15/2013
Energy Future
  Holdings Corp            TXU       11.250    60.125  11/1/2017
Energy Future
  Holdings Corp            TXU        9.750    20.000 10/15/2019
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc         TXU       10.000     3.000  12/1/2020
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc         TXU       10.000     4.000  12/1/2020
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc         TXU        9.750    20.000 10/15/2019
Energy Future
  Intermediate
  Holding Co LLC /
  EFIH Finance Inc         TXU        6.875     4.000  8/15/2017
Energy XXI Gulf Coast Inc  EXXI      11.000    37.188  3/15/2020
Energy XXI Gulf Coast Inc  EXXI       9.250     4.000 12/15/2017
Energy XXI Gulf Coast Inc  EXXI       7.500     4.750 12/15/2021
Energy XXI Gulf Coast Inc  EXXI       6.875     4.875  3/15/2024
Energy XXI Gulf Coast Inc  EXXI       7.750     4.500  6/15/2019
FBOP Corp                  FBOPCP    10.000     1.843  1/15/2009
FTS International Inc      FTSINT     6.250    19.142   5/1/2022
FairPoint
  Communications Inc/Old   FRP       13.125     1.879   4/2/2018
Federal Home Loan Banks    FHLB       3.330    99.409   4/8/2030
Federal Home Loan Banks    FHLB       2.330    99.548  2/24/2022
Federal Home Loan Banks    FHLB       1.000    99.578  2/20/2018
Federal Home Loan Banks    FHLB       2.400    99.981   9/6/2022
Fleetwood Enterprises Inc  FLTW      14.000     3.557 12/15/2011
Forbes Energy
  Services Ltd             FES        9.000    46.410  6/15/2019
GEO Group Inc/The          GEO        6.625   103.720  2/15/2021
Gibson Brands Inc          GIBSON     8.875    49.000   8/1/2018
Gibson Brands Inc          GIBSON     8.875    55.375   8/1/2018
Gibson Brands Inc          GIBSON     8.875    49.800   8/1/2018
Goodman Networks Inc       GOODNT    12.125    47.875   7/1/2018
Goodrich Petroleum Corp    GDPM       8.875     4.875  3/15/2018
Goodrich Petroleum Corp    GDPM       8.875     0.583  3/15/2018
Gymboree Corp/The          GYMB       9.125    50.125  12/1/2018
Halcon Resources Corp      HKUS       9.750    20.100  7/15/2020
Halcon Resources Corp      HKUS       8.875    24.181  5/15/2021
Halcon Resources Corp      HKUS      13.000    31.000  2/15/2022
Halcon Resources Corp      HKUS       9.250    20.500  2/15/2022
Halcon Resources Corp      HKUS      13.000    36.000  2/15/2022
Hanover Insurance
  Group Inc/The            THG        6.375   119.000  6/15/2021
Horsehead Holding Corp     ZINC       3.800     4.000   7/1/2017
Horsehead Holding Corp     ZINC      10.500    55.500   6/1/2017
Horsehead Holding Corp     ZINC       9.000    20.000   6/1/2017
Horsehead Holding Corp     ZINC      10.500    55.500   6/1/2017
Horsehead Holding Corp     ZINC      10.500    55.500   6/1/2017
ION Geophysical Corp       IO         8.125    55.000  5/15/2018
Illinois Power
  Generating Co            DYN        7.000    40.511  4/15/2018
Iracore International
  Holdings Inc             IRACOR     9.500    57.497   6/1/2018
Iracore International
  Holdings Inc             IRACOR     9.500    57.497   6/1/2018
IronGate Energy
  Services LLC             IRONGT    11.000    25.000   7/1/2018
IronGate Energy
  Services LLC             IRONGT    11.000    24.500   7/1/2018
IronGate Energy
  Services LLC             IRONGT    11.000    24.500   7/1/2018
IronGate Energy
  Services LLC             IRONGT    11.000    24.500   7/1/2018
Key Energy Services Inc    KEG        6.750    26.150   3/1/2021
Las Vegas Monorail Co      LASVMC     5.500     3.125  7/15/2019
Legacy Reserves LP /
  Legacy Reserves
  Finance Corp             LGCY       8.000    34.750  12/1/2020
Lehman Brothers
  Holdings Inc             LEH        4.000     3.740  4/30/2009
Lehman Brothers
  Holdings Inc             LEH        1.600     3.740  11/5/2011
Lehman Brothers
  Holdings Inc             LEH        1.500     3.740  3/29/2013
Lehman Brothers
  Holdings Inc             LEH        2.000     3.740   3/3/2009
Lehman Brothers
  Holdings Inc             LEH        5.000     3.740   2/7/2009
Lehman Brothers
  Holdings Inc             LEH        2.070     3.740  6/15/2009
Lehman Brothers Inc        LEH        7.500     1.226   8/1/2026
Liberty Interactive LLC    LINTA      1.000    87.050  9/30/2043
Linc USA GP / Linc
  Energy Finance USA Inc   LNCAU      9.625    18.000 10/31/2017
Linn Energy LLC / Linn
  Energy Finance Corp      LINE       8.625    13.375  4/15/2020
Linn Energy LLC / Linn
  Energy Finance Corp      LINE       6.500    13.375  5/15/2019
Linn Energy LLC / Linn
  Energy Finance Corp      LINE       7.750    11.007   2/1/2021
Linn Energy LLC / Linn
  Energy Finance Corp      LINE       6.250    13.375  11/1/2019
Linn Energy LLC / Linn
  Energy Finance Corp      LINE      12.000    21.750 12/15/2020
Linn Energy LLC / Linn
  Energy Finance Corp      LINE       6.500    13.500  9/15/2021
Linn Energy LLC / Linn
  Energy Finance Corp      LINE       6.250    84.000  11/1/2019
Linn Energy LLC / Linn
  Energy Finance Corp      LINE       6.250    13.250  11/1/2019
Logan's Roadhouse Inc      LGNS      10.750     8.550 10/15/2017
MBIA Insurance Corp        MBI       11.888    30.000  1/15/2033
MBIA Insurance Corp        MBI       11.888    22.000  1/15/2033
MF Global Holdings Ltd     MF         3.375    23.500   8/1/2018
MF Global Holdings Ltd     MF         9.000    23.500  6/20/2038
MModal Inc                 MODL      10.750    10.125  8/15/2020
Magnetation LLC /
  Mag Finance Corp         MAGNTN    11.000    20.000  5/15/2018
Magnetation LLC /
  Mag Finance Corp         MAGNTN    11.000     8.000  5/15/2018
Magnetation LLC /
  Mag Finance Corp         MAGNTN    11.000     8.000  5/15/2018
Midstates Petroleum
  Co Inc / Midstates
  Petroleum Co LLC         MPO       10.750     0.750  10/1/2020
Midstates Petroleum
  Co Inc / Midstates
  Petroleum Co LLC         MPO       12.000     9.000   6/1/2020
Midstates Petroleum
  Co Inc / Midstates
  Petroleum Co LLC         MPO       10.750    96.250  10/1/2020
Midstates Petroleum
  Co Inc / Midstates
  Petroleum Co LLC         MPO       10.750     0.673  10/1/2020
Modular Space Corp         MODSPA    10.250    51.000  1/31/2019
Modular Space Corp         MODSPA    10.250    50.000  1/31/2019
Molycorp Inc               MCP       10.000     7.000   6/1/2020
Molycorp Inc               MCP        5.500     0.607   2/1/2018
Morgan Stanley             MS         1.418    99.368  5/23/2016
Murray Energy Corp         MURREN    11.250    15.000  4/15/2021
Murray Energy Corp         MURREN    11.250    19.000  4/15/2021
Murray Energy Corp         MURREN     9.500    15.000  12/5/2020
Murray Energy Corp         MURREN     9.500    15.000  12/5/2020
New Gulf Resources LLC/
  NGR Finance Corp         NGREFN    12.250    22.000  5/15/2019
New Gulf Resources LLC/
  NGR Finance Corp         NGREFN    12.250    29.000  5/15/2019
New Gulf Resources LLC/
  NGR Finance Corp         NGREFN    12.250    22.875  5/15/2019
Nine West Holdings Inc     JNY        8.250    28.000  3/15/2019
Nine West Holdings Inc     JNY        6.125    16.190 11/15/2034
Nine West Holdings Inc     JNY        6.875    17.701  3/15/2019
Nine West Holdings Inc     JNY        8.250    25.875  3/15/2019
Nuverra Environmental
  Solutions Inc            NESC       9.875    31.000  4/15/2018
OMX Timber Finance
  Investments II LLC       OMX        5.540    12.000  1/29/2020
Optima Specialty
  Steel Inc                OPTSTL    12.500    78.125 12/15/2016
Optima Specialty
  Steel Inc                OPTSTL    12.500    78.000 12/15/2016
Peabody Energy Corp        BTU        6.000    11.500 11/15/2018
Peabody Energy Corp        BTU        6.500    11.375  9/15/2020
Peabody Energy Corp        BTU        6.250    11.108 11/15/2021
Peabody Energy Corp        BTU       10.000    12.000  3/15/2022
Peabody Energy Corp        BTU        7.875    11.125  11/1/2026
Peabody Energy Corp        BTU       10.000    11.875  3/15/2022
Peabody Energy Corp        BTU        6.000    11.000 11/15/2018
Peabody Energy Corp        BTU        6.000    11.000 11/15/2018
Peabody Energy Corp        BTU        6.250    11.250 11/15/2021
Peabody Energy Corp        BTU        6.250    11.250 11/15/2021
Penn Virginia Corp         PVAH       7.250    26.865  4/15/2019
Penn Virginia Corp         PVAH       8.500    28.500   5/1/2020
Permian Holdings Inc       PRMIAN    10.500    38.625  1/15/2018
Permian Holdings Inc       PRMIAN    10.500    38.625  1/15/2018
Pernix Therapeutics
  Holdings Inc             PTX        4.250    22.250   4/1/2021
Pernix Therapeutics
  Holdings Inc             PTX        4.250    21.930   4/1/2021
PetroQuest Energy Inc      PQ        10.000    54.556   9/1/2017
Prospect Holding Co LLC /
  Prospect Holding
  Finance Co               PRSPCT    10.250    34.750  10/1/2018
Prospect Holding Co LLC /
  Prospect Holding
  Finance Co               PRSPCT    10.250    34.875  10/1/2018
Quicksilver Resources Inc  KWKA       9.125     0.750  8/15/2019
Quicksilver Resources Inc  KWKA      11.000     2.500   7/1/2021
Rex Energy Corp            REXX       8.875    18.880  12/1/2020
Rex Energy Corp            REXX       6.250    10.000   8/1/2022
River Rock Entertainment
  Authority                RIVER      9.000    13.000  11/1/2018
Rolta LLC                  RLTAIN    10.750    54.750  5/16/2018
SFX Entertainment Inc      SFXE       9.625     2.000   2/1/2019
SFX Entertainment Inc      SFXE       9.625     2.000   2/1/2019
SFX Entertainment Inc      SFXE       9.625     2.000   2/1/2019
SFX Entertainment Inc      SFXE       9.625     2.000   2/1/2019
Sabine Oil & Gas Corp      SOGC       7.500     1.125  9/15/2020
Sabine Oil & Gas Corp      SOGC       7.500     1.050  9/15/2020
Sabine Oil & Gas Corp      SOGC       7.500     1.050  9/15/2020
Samson Investment Co       SAIVST     9.750     0.875  2/15/2020
SandRidge Energy Inc       SD         8.750    35.000   6/1/2020
SandRidge Energy Inc       SD         8.750     7.050  1/15/2020
SandRidge Energy Inc       SD         8.125     6.250 10/15/2022
SandRidge Energy Inc       SD         7.500     5.755  3/15/2021
SandRidge Energy Inc       SD         7.500     6.250  2/15/2023
SandRidge Energy Inc       SD         8.750    34.563   6/1/2020
SandRidge Energy Inc       SD         8.125     6.000 10/16/2022
SandRidge Energy Inc       SD         7.500     6.000  2/16/2023
SandRidge Energy Inc       SD         7.500     6.000  3/15/2021
SandRidge Energy Inc       SD         7.500     6.000  3/15/2021
Sequa Corp                 SQA        7.000    25.000 12/15/2017
Sequa Corp                 SQA        7.000    24.625 12/15/2017
Sequenom Inc               SQNM       5.000    65.250   1/1/2018
Seventy Seven Energy Inc   SSE        6.500     6.200  7/15/2022
Sidewinder Drilling Inc    SIDDRI     9.750     6.000 11/15/2019
Sidewinder Drilling Inc    SIDDRI     9.750     6.000 11/15/2019
Speedy Group
  Holdings Corp            SPEEDY    12.000    45.750 11/15/2017
Speedy Group
  Holdings Corp            SPEEDY    12.000    45.750 11/15/2017
SquareTwo Financial Corp   SQRTW     11.625    10.300   4/1/2017
Stone Energy Corp          SGY        7.500    24.500 11/15/2022
Stone Energy Corp          SGY        1.750    27.625   3/1/2017
SunEdison Inc              SUNE       2.000     8.000  10/1/2018
SunEdison Inc              SUNE       5.000    22.000   7/2/2018
SunEdison Inc              SUNE       0.250     5.750  1/15/2020
SunEdison Inc              SUNE       2.375     5.125  4/15/2022
SunEdison Inc              SUNE       2.750     5.750   1/1/2021
SunEdison Inc              SUNE       3.375     5.125   6/1/2025
SunEdison Inc              SUNE       2.625     4.750   6/1/2023
Swift Energy Co/Texas      SFY        7.875     4.500   3/1/2022
Swift Energy Co/Texas      SFY        7.125     6.630   6/1/2017
Swift Energy Co/Texas      SFY        8.875     5.500  1/15/2020
Syniverse Holdings Inc     SVR        9.125    50.500  1/15/2019
TMST Inc                   THMR       8.000     7.375  5/15/2013
Talen Energy Supply LLC    TLN        6.200   100.000  5/15/2016
Talos Production LLC /
  Talos Production
  Finance Inc              TALPRO     9.750    31.000  2/15/2018
Talos Production LLC /
  Talos Production
  Finance Inc              TALPRO     9.750    31.250  2/15/2018
TerraVia Holdings Inc      TVIA       6.000    52.000   2/1/2018
Terrestar Networks Inc     TSTR       6.500    10.000  6/15/2014
TetraLogic
  Pharmaceuticals Corp     TLOG       8.000    24.397  6/15/2019
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc              TXU       10.250     6.000  11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc              TXU       11.500    32.000  10/1/2020
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc              TXU       15.000     6.063   4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc              TXU       10.250     6.125  11/1/2015
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc              TXU       15.000     6.125   4/1/2021
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc              TXU       11.500    30.750  10/1/2020
Texas Competitive
  Electric Holdings
  Co LLC / TCEH
  Finance Inc              TXU       10.250     6.000  11/1/2015
Triangle USA
  Petroleum Corp           TPLM       6.750    18.000  7/15/2022
Triangle USA
  Petroleum Corp           TPLM       6.750    19.375  7/15/2022
UCI International LLC      UCII       8.625    28.750  2/15/2019
Vanguard Natural
  Resources LLC /
  VNR Finance Corp         VNR        7.875    20.468   4/1/2020
Venoco Inc                 VQ         8.875     3.840  2/15/2019
Verso Paper Holdings
  LLC / Verso Paper Inc    VRS       11.750    17.000  1/15/2019
Verso Paper Holdings
  LLC / Verso Paper Inc    VRS       11.750    13.500  1/15/2019
Verso Paper Holdings
  LLC / Verso Paper Inc    VRS       11.750     0.993  1/15/2019
Verso Paper Holdings
  LLC / Verso Paper Inc    VRS       11.750    17.000  1/15/2019
Verso Paper Holdings
  LLC / Verso Paper Inc    VRS       11.750     1.213  1/15/2019
Verso Paper Holdings
  LLC / Verso Paper Inc    VRS       11.750     1.213  1/15/2019
Verso Paper Holdings
  LLC / Verso Paper Inc    VRS       11.750    17.000  1/15/2019
Violin Memory Inc          VMEM       4.250    29.196  10/1/2019
W&T Offshore Inc           WTI        8.500    19.500  6/15/2019
Walter Energy Inc          WLTG       9.500    13.000 10/15/2019
Walter Energy Inc          WLTG       9.500    16.125 10/15/2019
Walter Energy Inc          WLTG       9.500    16.125 10/15/2019
Walter Energy Inc          WLTG       9.500    16.125 10/15/2019
Warren Resources Inc       WRES       9.000     2.097   8/1/2022
Warren Resources Inc       WRES       9.000     2.097   8/1/2022
Warren Resources Inc       WRES       9.000     2.097   8/1/2022
Zayo Group LLC /
  Zayo Capital Inc         ZAYOGR    10.125   106.125   7/1/2020
iHeartCommunications Inc   IHRT      10.000    44.000  1/15/2018


                            *********

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 ***