TCR_Public/160602.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, June 2, 2016, Vol. 20, No. 154

                            Headlines

ADVANCEPIERRE FOODS: Moody's Retains B2 CFR on Loan Upsize
AEROPOSTALE INC: Tax Authorities Oppose Financing Motion
AEROPOSTALE INC: Texas Taxing Agencies Object to Asset Sale
AF-SOUTHEAST: Retains PMCM to Market Assets, July 7 Bid Deadline
ALPHA NATURAL: Lender-Backed Unit to Buy Reserve Price Assets

ALPHA NATURAL: Seeks to End 3 Compensation, 2 Retirement Plans
ALRAMES S.A.: Case Summary & 3 Unsecured Creditors
ANCHOR BANCORP: Weimert Entitled to Acquittal, 7th Cir. Rules
ANTERO ENERGY: Court OK's Ch. 11 Trustee's Bid Protocol Changes
ARMCO METALS: Receives NYSE Listing Non-Compliance Notice

ARTEL LLC: Moody's Lowers CFR to Caa2, Outlook Stable
ATO RESTAURANT: Case Summary & 20 Largest Unsecured Creditors
ATP OIL: Former Directors, Officers Win Bids to Dismiss Suit
ATP OIL: Has No Stake in Oil Leases, Schlumberger et al. Say
ATP OIL: Settles Oil Spill Claims v. BP for $25 Million

B SQUARED: 9th Cir. Affirms Sanctions Order Against Pryor
BALMORAL RACING: Can Sell Illinois Track to HITS for $1.6-Mil.
BERNARD MADOFF: SIPA Trustee Proposes $247M for 7th Payout
BEVERLY ANN LAVIGNE: Bid for TRO Denied
BIG APPLE VOLKSWAGEN: Salim's Suit vs. Trustee Dismissed

BIOLOGIC THERAPIES: Wants Plan Filing Period Extended by 120 Days
BIONITROGEN HOLDINGS: Plan Filing Exclusivity Extended by 90 Days
BREITBURN ENERGY: Securities Begins Trading on OTC Pink Sheets
BREITBURN ENERGY: Seeks to Hire A&M as Financial Advisor
BREITBURN ENERGY: Seeks to Hire Curtis as Conflicts Counsel

BREITBURN ENERGY: Seeks to Hire Lazard as Investment Banker
BREITBURN ENERGY: Seeks to Hire Weil Gotshal as Legal Counsel
BUILDERS FIRSTSOURCE: Files 2015 Conflict Minerals Report
CADILLAC NURSING: Directed to Amend Disclosures, Plan
CAESARS ENTERTAINMENT: Board Approves Cash Award Agreement

CAESARS ENTERTAINMENT: Provides Financial Projections
CHC GROUP: Has Interim OK to Use Cash Collateral
CLAIRE'S STORES: Amends Fiscal 2015 Annual Report
COMMERCIAL RECOVERY: Government Wins Summary Judgment in FTCA Suit
CONSTELLATION ENTERPRISES: U.S. Trustee Forms 7-Member Committee

CREATURE LLC: Case Summary & 20 Largest Unsecured Creditors
CRITICAL CARE: Court Vacates Show Cause Order Due to Clerical Error
CS PROPERTY: D. Whitten Wins Summary Judgment of 4th Amendment Suit
CUSTOM BYTES: Wants Plan Filing Deadline Moved to July 29
CVR PARTNERS: Moody's Assigns B1 CFR & Rates $625MM Notes B1

DALE WILLIAMS: Time to Respond to Plan Agent's Suit Extended
DATA SYSTEMS: Amends Application to Hire IPM as Property Manager
DDMG ESTATE: Florida to Get $5-Mil. from Visual Effects Studio
DIOCES OF GALLUP: Sets Aside $21-Mil. in Abuse Settlement
ENERGIZER HOLDINGS: S&P Affirms 'BB' CCR, Outlook Stable

ENERGY FUTURE: BNY Mellon Says New Plan Lacks Adequate Info
ENERGY FUTURE: Paul Weiss, Young Represent TCEH 1st Lien Panel
ENERGY XXI: Committee Taps FTI Consulting as Financial Advisor
ENERGY XXI: Committee Taps Heller Draper as Co-Counsel
ENERGY XXI: Committee Taps Latham & Watkins as Co-Counsel

ERICKSON INC: S&P Cuts Corp. Credit Rating to 'CCC+', Outlook Neg.
FEDERATION EMPLOYMENT: Can Sell Surf Avenue Property for $7.7MM
FEDERATION EMPLOYMENT: June 6 Auction for FEGS HAS Interest
FIRST NATIONAL: Moody's Puts Ba1 Rating on Review for Upgrade
FORBES ENTERPRISES: Court Reverses Dismissal of Tri-Con Suit

FOREST PARK MEDICAL: Dallas Hospital Draws $135-Mil. Offer
FRED FULLER: New Hampshire Opposes Rymes Heating Settlement
FRESH & EASY: Burkle, Yucaipa Hit with Lawsuits by Creditors
FRESH & EASY: Judge Halts Store Sales Over Fraud Claims
FUWEI FILMS: Gets Grace Period to Regain NASDAQ Listing Compliance

GASTAR EXPLORATION: Moody's Lowers CFR to Caa3, Outlook Negative
GENESIS PRESS: Larry Kudeviz, et al., Lose Summary Judgment Bids
GRAFTECH INTERNATIONAL: Files 2015 Conflict Minerals Report
GRAFTECH INTERNATIONAL: Files 2015 Conflict Minerals Report
GREAT LAKES: CoBank, Everstream Support Sale of Assets

GREAT LAKES: Maintains Asset Sale Necessary
GREAT PLAINS: Moody's Reviews Ba1 Preferred Stock Rating
GYMBOREE CORP: Executes Distressed Exchange
HCSB FINANCIAL: Further Amends 23.4M Shares Prospectus with SEC
HDREPAIR.COM CORP: Case Summary & 20 Largest Unsecured Creditors

HERCULES OFFSHORE: Enters Into Restructuring Support Agreement
HERCULES OFFSHORE: S&P Lowers CCR to 'CC' on RSA Announcement
HEYL & PATTERSON: U.S. Trustee Forms 7-Member Committee
HIGH RIDGE MANAGEMENT: Wants June 30 Deadline for Plan Filing
INSTITUTE OF CARDIOVASCULAR: Bid to Stay FCA Suit Junked

INVERRARY RESORT: Case Summary & 15 Unsecured Creditors
JONES & SONS: Lesser Sanction Imposed on Gary Jones
KENDALL LAKE TOWERS: Wants Plan Filing Period Extended to Sept. 13
KINCAID HOLDINGS: Wants Plan Filing Deadline Moved to July 31
LAYSON'S RESTORATIONS: Dismissal of Suit vs. Sterbick Affirmed

MIDWAY GOLD: Can Sell Remaining Assets to GRP Minerals
MOLYCORP INC: Court Refuses to Review Dismissal of Securities Suit
MORRO BAY: Receives Default Notice from Riverside Resources
NAS HOLDINGS: Judge Appoints Bert Davis as Ch. 11 Examiner
NEBRASKA BOOK: Bondholders Continue to Forebear

NEXSTAR BROADCASTING: Moody's Affirms B1 CFR & Rates New Loans Ba3
NIRVANA INVERRARY: Case Summary & 3 Unsecured Creditors
NORTHERN FRONTIER: Lenders Extend Waiver of Financial Covenants
NOVX21 INC: Delays Filing of Financial Statements, MCTO Granted
NUALA BARTON: Daughter Wants Ch. 11 Trustee or Conversion

OSAGE EXPLORATION: Apollo Given Go Signal to Repossess Collateral
OW BUNKER: NYK Trading Balks at ING Bid to Dismiss Suit
PARAGON SHIPPING: Receives NADAQ Listing Non-Compliance Notice
PARKVIEW ADVENTIST: Denial of Bid to Compel Performance Affirmed
PERSEON CORPORATION: Taps Dorsey & Whitney as Bankruptcy Counsel

PLY GEM HOLDINGS: Files 2015 Conflict Minerals Report
PROGRESSIVE ACUTE: Case Summary & 20 Largest Unsecured Creditors
QUINN'S JUNCTION: Hires Cohne Kinghorn as General Counsel
QUINN'S JUNCTION: Taps Preston & Scott as Litigation Counsel
REPUBLIC AIRWAYS: Enters Into Commercial Agreement with United Air

RICHARD ALLEN SCHOOL: S&P Puts 'BB+' Rating on Watch Negative
SABINE OIL: Seeks Approval of Facilities Agreement with DCP
SABINE PASS: S&P Affirms 'BB+' Rating on Sr. Secured Debt
SAINT MICHAEL: Flying J, et al., Lose Joint Bid for Sanctions
SANDIA RESORTS: Court Order Dismissing Ch. 11 Case Set Aside

SCIENTIFIC GAMES: Files 2015 Conflict Minerals Report
SEMGROUP CORP: Moody's Puts B2 CFR Under Review for Upgrade
SEMGROUP CORP: S&P Affirms 'B+' CCR, Outlook Negative
SOLOMONS ONE: Court Affirms $40K Attorney's Fees Award
SPORTS AUTHORITY: Ch. 11 Prompts Under Armour to Cut Sales Outlook

STAR COMPUTER: Plan Confirmation Hearing Scheduled for June 2
STEVEN SANN: Court Has No Authority to Increase Phone Minutes
SUNEDISON INC: Maintains DIP Financing Necessary
SUNEDISON INC: Panel Hires Lazard Freres as Investment Banker
SUNEDISON INC: Seeks to Sell Sunflower Project Interests to Novatus

TAKATA CORP: Said to Avoid Bankruptcy in Seeking Funds from Buyer
TECHNIPLAS LLC: Moody's Lowers CFR to Caa1; Outlook Stable
TRANSCARE CORP: Court Grants Bid to Dismiss "Pena"
TRINITY RIVER: BP Reserves Right to Object to Proposed Cash Use
TRUMP ENTERTAINMENT: Supreme Court Will Not Rule on Union Contracts

TRUMP ENTERTAINMENT: Supreme Court Won't Hear Union Appeal
TWENTYEIGHTY INC: Moody's Lowers CFR to Caa3, Outlook Negative
TWIN RINKS: Compliance with Order Approving Asset Sale Sought
UNIQUE RECYCLING: Case Summary & 20 Largest Unsecured Creditors
VALEANT PHARMACEUTICALS: Former CEO to Get $9-Mil. Severance

VALITAS HEALTH: S&P Affirms 'CCC' CCR, Off CreditWatch Negative
VENCORE INC: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable
VERTELLUS SPECIALTIES: Bankruptcy Court Approves First Day Motions
VERTELLUS SPECIALTIES: Files Chapter 11 to Facilitate Sale
VIASAT INC: Moody's Affirms B1 CFR & PDR, Outlook Stable

WELLESLEY K. CLAYTON: Court Denies Bid to Reopen Ch. 11 Case
WEST CORP: S&P Affirms 'BB-' CCR on Proposed Debt Financing
ZOHAR CDO 2003: Appeals Court Denies Tilton's Challenge to SEC Case
[*] Bernsteein Shur's Keach Gets Bankruptcy Star Individual Ranking
[*] Four US Municipal Defaults in 2015, Moody's Says

[*] Gregory Plotko Joins Richards Kibbe's Bankruptcy Practice
[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

ADVANCEPIERRE FOODS: Moody's Retains B2 CFR on Loan Upsize
----------------------------------------------------------
Moody's Investors Service said that AdvancePierre Foods, Inc.'s
upsizing of the company's newly proposed first lien term loan due
2023 to $1.3 billion from $1.1 billion does not impact the
company's B2 Corporate Family Rating, the assignment of a B2 (LGD4)
rating to the newly proposed first lien term loan, or the stable
outlook.


AEROPOSTALE INC: Tax Authorities Oppose Financing Motion
--------------------------------------------------------
The Texas Tax Authorities object to Aeropostale, Inc., and its
debtor affiliates' motion for authority to obtain financing,
complaining that the Debtors have failed to demonstrate that the
liens of the Texas Tax Authorities are adequately protected and ask
the Court to order appropriate provisions to assure the protection
of the position of these secured tax creditors.

The Texas Tax Authorities point out that, "The Texas Tax
Authorities' liens constitute "Other Prepetition Senior Liens" as
defined in the Interim Order on the Financing Motion.  As such, the
liens of the DIP lenders do not prime or subordinate the tax liens.
However, Paragraph H of the Interim Order provides that "All
proceeds of a sale or other disposition of the DIP Collateral . .
.shall be applied to reduce the DIP Obligations pursuant and
subject to the provisions of the DIP Credit Agreement."  It is
further provided in Paragraph 2(d) that "no such amounts received
by any DIP Secured Party or applied to the DIP Obligations shall be
subject to disgorgement. . ."

The Texas Tax Authorities say they object to the use of their
collateral to pay any other creditors of this estate, unless and
until their claims are paid in full.  The Texas Tax Authorities
further assert that absent their consent, a segregated account must
be established from the sale proceeds to comply with the
requirements of Section 363(c)(4).

Counsel for the Texas Tax Authorities

       Joshua S. Bauchner, Esq.
       ANSELL GRIMM & AARON, P.C.
       365 Rifle Camp Road
       Woodland Park, New Jersey 07424
       Telephone: (973) 247-9000
       Facsimile: (973) 247-9199
       Email: jb@ansellgrimm.com

       -- and --

       Elizabeth Weller, Esq.
       LINEBARGER GOGGAN BLAIR & SAMPSON, LLP
       2777 N. Stemmons Fwy., Ste. 1000
       Dallas, TX 75207
       Telephone: (469)221-5075
       Facsimile: (469)221-5003
       Email: BethW@publicans.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.  The Company provides customers with a focused selection
of high quality fashion and fashion basic merchandise at compelling
values in an exciting and customer friendly store environment.
Aeropostale maintains control over its proprietary brands by
designing, sourcing, marketing and selling all of its own
merchandise.  As of May 1, 2016 the Company operated 739
Aeropostale(R) stores in 50 states and Puerto Rico, 41 Aeropostale
stores in Canada and 25 P.S. from Aeropostale(R) stores in 12
states.  In addition, pursuant to various licensing agreements, the
Company's licensees currently operate 322 Aeropostale(R) and P.S.
from Aeropostale(R) locations in the Middle East, Asia, Europe, and
Latin America.  Since November 2012, Aeropostale, Inc. has operated
GoJane.com, an online women's fashion footwear and apparel
retailer.

Aeropostale, Inc. and 10 of its affiliates each filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 16-11275) on May 4, 2016.  The petitions were signed
by Marc G. Schuback as senior vice president, general counsel and
secretary.

The Debtors listed total assets of $354.38 million and total debts
of $390.02 million as of Jan. 30, 2016.

The Debtors have hired Weil, Gotshal & Manges LLP as counsel; FTI
Consulting, Inc. as restructuring advisor; Stifel, Nicolaus &
Company, Inc. and Miller Buckfire & Company LLC as investment
bankers; RCS Real Estate Advisors as real estate advisors;  Prime
Clerk LLC as claims and noticing agent; Stikeman Elliot LLP as
Canadian counsel; and Togut, Segal & Segal LLP as conflicts
counsel.

Judge Sean H. Lane is assigned to the cases.


AEROPOSTALE INC: Texas Taxing Agencies Object to Asset Sale
-----------------------------------------------------------
Certain Texas Taxing Authorities object to Aeropostale, Inc., and
its debtor affiliates' motion to sell to the extent the motion
fails to adequately protect their secured tax claims totaling
approximately $130,974 for tax year 2016 and ask the Court to order
appropriate provisions to assure the protection of the position of
these secured tax creditors.

The Texas Taxing Entities further object to the approval of a sale
on a credit bid in the event of a credit bid where there may be no
sale proceeds to which the tax liens can attach.  The Texas Taxing
Authorities complain that although the proposed order on the Sale
Motion provides that the tax liens of the Certain Texas Taxing
Authorities attach to the sale proceeds, however, this does not
adequately protect the tax lien claims of the Certain Texas Taxing
Authorities.

According to the Certain Texas Taxing Authorities, the Court, in
permitting the use of their cash collateral, should order the
Debtors to “segregate and account for any cash collateral” in
their possession, since they object to the use of their collateral
to pay any other creditors of the estate unless and until their
claims, including any interest thereon are paid in full.

Attorneys for the Certain Texas Taxing Authorities:

       Owen M. Sonik, Esq.
       PERDUE, BRANDON, FIELDER, COLLINS & MOTT, L.L.P.
       1235 North Loop West, Suite 600
       Houston, Texas 77008
       Telephone: (713) 862-1860
       Facsimile: (713) 862-1429
       Email: osonik@pbfcm.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.  The Company provides customers with a focused selection
of high quality fashion and fashion basic merchandise at compelling
values in an exciting and customer friendly store environment.
Aeropostale maintains control over its proprietary brands by
designing, sourcing, marketing and selling all of its own
merchandise.  As of May 1, 2016 the Company operated 739
Aeropostale(R) stores in 50 states and Puerto Rico, 41 Aeropostale
stores in Canada and 25 P.S. from Aeropostale(R) stores in 12
states.  In addition, pursuant to various licensing agreements, the
Company's licensees currently operate 322 Aeropostale(R) and P.S.
from Aeropostale(R) locations in the Middle East, Asia, Europe, and
Latin America.  Since November 2012, Aeropostale, Inc. has operated
GoJane.com, an online women's fashion footwear and apparel
retailer.

Aeropostale, Inc. and 10 of its affiliates each filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 16-11275) on May 4, 2016.  The petitions were signed
by Marc G. Schuback as senior vice president, general counsel and
secretary.

The Debtors listed total assets of $354.38 million and total debts
of $390.02 million as of Jan. 30, 2016.

The Debtors have hired Weil, Gotshal & Manges LLP as counsel; FTI
Consulting, Inc. as restructuring advisor; Stifel, Nicolaus &
Company, Inc. and Miller Buckfire & Company LLC as investment
bankers; RCS Real Estate Advisors as real estate advisors;  Prime
Clerk LLC as claims and noticing agent; Stikeman Elliot LLP as
Canadian counsel; and Togut, Segal & Segal LLP as conflicts
counsel.

Judge Sean H. Lane is assigned to the cases.


AF-SOUTHEAST: Retains PMCM to Market Assets, July 7 Bid Deadline
----------------------------------------------------------------
On May 13, 2016, the U.S. Bankruptcy Court, District of Delaware,
authorized the retention of PMCM, LLC to provide Michael E. Jacoby
as Chief Restructuring Officer, and to coordinate efforts and
market the assets of AF-Southeast, LLC, Allied Fiber -- Georgia,
LLC, and Allied Fiber -- Florida, LLC (collectively the "Company"),
pursuant to section 363 of the U.S. Bankruptcy Code. The Company
filed for protection under Chapter 11 of the U.S. Bankruptcy code
on April 20, 2016 (Case No. 16-11008 (KG)), and any sale is subject
to Bankruptcy Court approval.  The bid deadline is July 7, 2016,
and the auction will be held on July 12, 2016.

The Company provides next generation long-haul and short-haul fiber
optic solutions with integrated neutral colocation services for
domestic and global network operators.  The Company's network spans
736 optical miles (270,672 fiber miles), connecting Miami, FL to
Atlanta, GA via Jacksonville, FL.  The network was constructed with
the highest quality fiber, giving the fiber network a 25+ year
expected useful life.

The completed dark fiber network connects its 11 colocation
facilities, spaced approximately 60 miles apart, via short-haul
fibers designed to improve network control and performance while
reducing network latency.  Its long-haul connection points are
located in Miami, Jacksonville, and Atlanta. Each of the
state-of-the-art colocation facilities are approximately 1,200 sq.
ft., feature backup power, energy efficiencies, 24/7 security,
hurricane resistance, and are scalable to fit a diverse set of
industry needs.  The Company's strategic placement of colocation
facilities opens up the network to international capabilities by
offering direct access to two new undersea cable landings in
Jacksonville and four existing undersea cable landings in Boca
Raton.

                      About AF-Southeast LLC

AF-Southeast, LLC, Allied Fiber-Florida, LLC and Allied
Fiber-Georgia, LLC are engaged in the business of designing,
constructing and operating an open access, physical layer,
network-neutral co-location and dark fiber network.

Each of the Debtors filed a Chapter 11 bankruptcy petition (Bankr.
D. Del. Case Nos. 16-11008, 16-11009 and 16-11010, respectively) on
April 20, 2016.  The petitions were signed by Scott Drake as sole
member.

The Debtors estimated assets in the range of $10 million to $50
million and liabilities of up to $50 million.

FOX Rothschild LLP represents the Debtors as counsel.  PMCM, LLC is
the Debtors' chief restructuring officer provider.

Judge Kevin Gross is assigned to the cases.


ALPHA NATURAL: Lender-Backed Unit to Buy Reserve Price Assets
-------------------------------------------------------------
Alpha Natural Resources, Inc., and certain of its direct and
indirect subsidiaries filed with the U.S. District Court for the
Eastern District of Virginia a notice designating an entity to be
owned primarily by the Debtors' first lien prepetition lenders as
successful bidder for reserve price assets.  The Notice also
affirms the cancellation of auction for those assets.

On February 8, 2016, the Debtors filed a motion that sought, among
other things, the entry of an order approving procedures for
parties to submit bids to purchase substantially all of the
Debtors' mining properties, assets and related infrastructure, and
scheduling one or more auctions for the sale(s) of some or all of
the Assets.

Certain of the Assets are subject to a stalking horse credit bid by
a newly formed entity to be owned primarily by the Debtors' first
lien prepetition lenders, on behalf of the Pre-Petition Lenders.
The Stalking Horse Bid is on the terms set forth in a Stalking
Horse Asset Purchase Agreement and a proposed sale order as filed
with the Bankruptcy Court, as they will be modified to (among other
things) remove the PLR Assets.

Pursuant to the Bidding Procedures, "if no Qualified Bids (other
than the Stalking Horse Bid) for any of the Reserve Price Assets
are received, the Auction for the Reserve Price Assets will be
cancelled and the Stalking Horse Bid will be designated the
Successful Bid for the Reserve Price Assets."  Consistent with the
Bidding Procedures, the Debtors have determined that (a) as of the
filing of this Notice, the Stalking Horse Bid is the sole bid that
the Debtors deem to be a Qualified Bid for the Reserve Price
Assets; and (b) the Stalking Horse Bidder should be, and hereby is,
designated as the Successful Bidder for the Reserve Price Assets
without conducting an Auction for these assets.

In accordance with the Bidding Procedures, the Debtors and the
Stalking Horse Bidder have agreed to incorporate the sale of the
Reserve Price Assets into the Debtors' plan of reorganization, and
approval of the sale will be considered by the Court in conjunction
with confirmation of the Plan.

                  About Alpha Natural Resources

Headquartered in Bristol, Virginia, Alpha Natural --
http://www.alphanr.com-- is a coal supplier, ranked second largest
among publicly traded U.S. coal producers as measured by 2014
consolidated revenues of $4.3 billion.  As of August 2015, Alpha
had 8,000 full time employees across many different states, with
UMWA representing 1,000 of the employees.

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.

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

Judge Kevin R. Huennekens presides over the cases.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.  Tyler P.
Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and
Justin F. Paget, Esq., serve as the Debtors' local counsel.
Rothschild Group is the Debtors' financial advisor.  Alvarez &
Marshal Holdings, LLC, is the Debtors' investment banker.  Kurtzman
Carson Consultants, LLC, is the Debtors' claims and noticing
agent.

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

                            *     *     *

Alpha Natural Resources, Inc. on March 8, 2016, disclosed that it
has filed a proposed Chapter 11 Plan of Reorganization and a
related Disclosure Statement with the United States Bankruptcy
Court for the Eastern District of Virginia.  Together with the
motion seeking approval of a marketing process for Alpha's core
operating assets, these filings provide for the sale of Alpha's
assets, detail a path toward the resolution of all creditor claims,
and anticipate the emergence of a streamlined and sustainable
reorganized company able to satisfy its environmental obligations
on an ongoing basis.

By selling certain assets as a going concern and restructuring the
company's remaining assets into a reorganized Alpha, the company is
able to provide maximum recovery to its creditors, while preserving
jobs and putting itself in the best position to meet its
reclamation obligations.  This path will allow for a conclusion of
Alpha's bankruptcy proceedings by June 30, 2016.


ALPHA NATURAL: Seeks to End 3 Compensation, 2 Retirement Plans
--------------------------------------------------------------
Alpha Natural Resources, Inc. and certain of its direct and
indirect subsidiaries seek an order from the U.S. District Court
for the Eastern District of Virginia:

   (a) authorizing termination of the Debtors':

        (i) three nonqualified deferred compensation plans, and
       (ii) two supplemental employee retirement plans;

   (b) directing Bank of America, N.A., as trustee, to return to
       any Debtor that has contributed to a Deferred Compensation
       Plan on behalf of its employees or directors, or those of
       another Debtor, the assets currently held in trust by the
       Trustee pursuant to the Trust Agreements;

   (c) granting the Debtors authority to reject the Trust
       Agreements upon the return of the Trust Funds; and

   (d) confirming that any distributions with respect to the
       Plans will not be subject to adverse tax consequences
       pursuant to Section 409A of Internal Revenue Code of 1986,
       as amended.

The Debtors established the Deferred Compensation Plans prior to
the Petition Date for certain management and highly compensated
employees.  The Deferred Compensation Plans consist of: (a) the
Alpha Natural Resources, Inc. and Subsidiaries Deferred
Compensation Plan, as amended and restated effective August 1,
2012; (b) the Alpha Natural Resources, Inc. Non-Employee Directors
Deferred Compensation Plan, as initially adopted effective January
1, 2010; and (c) the Appalachia Holding Company Executive Deferred
Compensation Plan and Excess Benefit Plan, formerly the A.T. Massey
Coal Company, Inc. Executive Deferred Compensation Plan, amended
and restated as of July 21, 2015.

The Employee Deferred Compensation is deposited into certain
grantor trusts often called "rabbi" trusts, which hold and invest
such assets.  The Trusts are established pursuant to four trust
agreements: (a) the Massey Rabbi Trust Agreement, entered into as
of August 3, 2012; (b) the Amended and Restated Alpha Service
Companies Rabbi Trust Agreement, entered into as of December 18,
2012; (c) the Amended and Restated Operating Companies Rabbi Trust
Agreement, entered into as of December 18, 2012; and (d) the
Amended and Restated Legacy Foundation Rabbi Trust Agreement,
entered into as of December 18, 2012.

The SERP Plans consist of: (a) the Foundation Coal Supplemental
Executive Retirement Plan, effective July 30, 2004; and (b) the
Appalachia Holding Company Supplemental Benefit Plan (formerly the
A.T. Massey Coal Company, Inc. Supplemental Benefit Plan), amended
and restated effective January 1, 2009.  The SERP Plans previously
allowed certain highly compensated employees and members of
management of certain of the Debtors that are successors of
Foundation Coal Corporation or A.T. Massey Coal Company, Inc. to
defer a portion of their compensation and receive such deferred
compensation at a later date in the form of supplemental retirement
benefits.

The Debtors contend that they accrue expenses of administering the
Deferred Compensation.  They assert that rejection of the Trust
Agreements will save them from unnecessarily continuing to pay the
expenses of administering the Trusts and the Plans.

                  About Alpha Natural Resources

Headquartered in Bristol, Virginia, Alpha Natural --
http://www.alphanr.com-- is a coal supplier, ranked second largest
among publicly traded U.S. coal producers as measured by 2014
consolidated revenues of $4.3 billion.  As of August 2015, Alpha
had 8,000 full time employees across many different states, with
UMWA representing 1,000 of the employees.

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.

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

Judge Kevin R. Huennekens presides over the cases.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.  Tyler P.
Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III, Esq., and
Justin F. Paget, Esq., serve as the Debtors' local counsel.
Rothschild Group is the Debtors' financial advisor.  Alvarez &
Marshal Holdings, LLC, is the Debtors' investment banker.  Kurtzman
Carson Consultants, LLC, is the Debtors' claims and noticing
agent.

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

                            *     *     *

Alpha Natural Resources, Inc. on March 8, 2016, disclosed that it
has filed a proposed Chapter 11 Plan of Reorganization and a
related Disclosure Statement with the United States Bankruptcy
Court for the Eastern District of Virginia.  Together with the
motion seeking approval of a marketing process for Alpha's core
operating assets, these filings provide for the sale of Alpha's
assets, detail a path toward the resolution of all creditor claims,
and anticipate the emergence of a streamlined and sustainable
reorganized company able to satisfy its environmental obligations
on an ongoing basis.

By selling certain assets as a going concern and restructuring the
company's remaining assets into a reorganized Alpha, the company is
able to provide maximum recovery to its creditors, while preserving
jobs and putting itself in the best position to meet its
reclamation obligations.  This path will allow for a conclusion of
Alpha's bankruptcy proceedings by June 30, 2016.


ALRAMES S.A.: Case Summary & 3 Unsecured Creditors
--------------------------------------------------
Debtor: Alrames S.A. de C.V. Corp.
        3501 Inverrary Boulevard
        Lauderhill, FL 33319

Case No.: 16-17802

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 31, 2016

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Hon. Raymond B Ray

Debtor's Counsel: Jason Slatkin, Esq.
                  SLATKIN & REYNOLDS, P.A.
                  1 E Broward Blvd #609
                  Ft Lauderdale, FL 33301
                  Tel: (954) 745-5880
                  Fax: 954-745-5890
                  E-mail: jslatkin@slatkinreynolds.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Julian Ramirez, president.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb16-17802.pdf


ANCHOR BANCORP: Weimert Entitled to Acquittal, 7th Cir. Rules
-------------------------------------------------------------
The United States Court of Appeals for the Seventh Circuit reversed
and ordered judgment of acquittal in favor of David Weimert,
holding that there is no evidence that Weimert misled anyone about
any material facts or about promises of future actions.

While one can understand the bank's later decision to fire Weimert
when the deception about negotiating positions came to light, his
actions did not add up to federal wire fraud, the Seventh Circuit
held.  Weimert is entitled to judgment of acquittal, the Seventh
Circuit ruled.

In the midst of the 2008-09 financial crisis, a Wisconsin bank
called AnchorBank was struggling to stay above water. Under
pressure to find cash to pay its own lenders, the bank's president
told vice president David Weimert to try to sell the bank's share
in a commercial real estate development in Texas. Weimert, who is
the defendant and appellant in this criminal wire fraud case,
successfully arranged a sale that exceeded the bank's target price
by about one third. The deal also relieved the bank of a liability
of twice the sale price.

Weimert saw an opportunity to insert himself into the deal
personally. He persuaded two potential buyers that he would be a
useful partner for them. Both buyers included in their offer
letters a term having Weimert buy a minority interest in the
property. The bank agreed. It also agreed to pay Weimert an unusual
bonus to enable him to buy the minority interest. Weimert
deliberately misled his board and bank officials to believe that
the successful buyer would not close the deal if he were not
included as a minority partner. The government prosecuted Weimert
for wire fraud on the theory that his actions added up to a scheme
to obtain money or property by fraud, and the jury convicted him on
five of six counts of wire fraud.

A full-text copy of the Decision dated April 8, 2016 is available
at https://is.gd/oW0VeE from Leagle.com.

The appeals case is UNITED STATES OF AMERICA, Plaintiff-Appellee,
v. DAVID WEIMERT, Defendant-Appellant, No. 15-2453 (7th Cir.).


ANTERO ENERGY: Court OK's Ch. 11 Trustee's Bid Protocol Changes
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
granted Jeffrey H. Mims, Chapter 11 Trustee's motion to modify bid
procedures governing the sale of Antero Energy Partners, LLC's
assets.

The Hon. Stacey G. Jernigan approved the Chapter 11 Trustee's
proposed clarifications to the Bid Procedures, stating that:

   -- bidding activity at the Auction, if any, will not be
      required to be transcribed, videotaped, or both (as
      currently set out in the Bid Procedures Order); and

   -- the Trustee will not be required to publish the
      Auction and Sale Notice in the Dallas Morning News or the
      Southwest Edition of the Wall Street Journal (as currently
      set out in the Bid Procedures Order).

The Chapter 11 Trustee is represented by:

          Charles B. Hendricks, Esq.
          Emily S. Wall, Esq.
          CAVAZOS, HENDRICKS,
          POIROT & SMITHAM, P.C.
          Suite 570, Founders Square
          900 Jackson Street
          Dallas, TX 75202
          Telephone: (214) 573-7302
          Facsimile: (214) 573-7399
          E-mail: chuckh@chfirm.com
                  ewall@chfirm.com

                  About Antero Energy Partners

Antero Energy Partners, LLC, filed a Chapter 11 petition (Bankr.
N.D. Tex. Case No. 16-30308) in Dallas on Jan. 25, 2016. Judge
Stacey G. Jernigan is assigned to the case. The Debtor tapped Keith
William Harvey, Esq., at The Harvey Law Firm, P.C., as counsel.

The Debtor estimated $10 million to $50 million in assets and debt.


ARMCO METALS: Receives NYSE Listing Non-Compliance Notice
---------------------------------------------------------
Armco Metals Holdings, Inc., on May 25, 2016, disclosed that it
received a notice on May 18, 2016 from NYSE Regulation indicating
that the Company is below certain listing standards, as set forth
in Sections 134 and 1101 of the NYSE MKT Company Guide, due to the
delay in filing of its Form 10-Q for the period ended March 31,
2016 (the "Form 10-Q").  Under the NYSE MKT guidelines, until Armco
files its Form 10-Q, its common stock will remain listed on the
NYSE MKT under the symbol AMCO, but will be assigned an ".LF"
indicator to indicate late filing status.  In furtherance to the
disclosure contained in the Company's Current Report on Form 8-K
filed on April 11, 2016, the company will continue to be included
in a list of issuers that are not in compliance with the Exchange's
continued listing standards.  The indicator will be removed once
the Company has regained compliance with all applicable listing
standards.

As disclosed in the Company's Current Report on Form 8-K filed on
April 11, 2016, in order to maintain its listing, Armco must submit
a plan of compliance by May 9, 2016 addressing its actions on how
it intends to regain compliance with Sections 134 and 1101 of the
NYSE MKT Company Guide by October 8, 2016.  If the plan is not
accepted, or if it is accepted but the Company is not in compliance
with the continued listing standards by October 8, 2016, or if the
Company does not make progress consistent with its plan, the NYSE
MKT will initiate delisting procedures as appropriate.  The Company
submitted a compliance plan to address how the Company intends to
regain compliance with Sections 134 and 1101 of the Company Guide
remains October 8, 2016 for both deficiencies to NYSE Regulation on
May 9, 2016, which is currently under NYSE Regulation's review.

                About Armco Metals Holdings, Inc.

Armco Metals Holdings, Inc. -- http://www.armcometals.com/-- is
engaged in the sale and distribution of metal ore and non-ferrous
metals, wood, and barley throughout China and is in the recycling
business in China.  Armco Metals' customers include some of the
fastest growing steel producing mills and foundries throughout
China.  Raw materials are acquired from a global group of suppliers
located in various countries, including, but not limited to,
Brazil, India, Indonesia, Ukraine and the United States.  Armco
Metals' product lines include ferrous and non-ferrous ore, iron
ore, chrome ore, nickel ore, magnesium, copper ore, manganese ore,
steel billet, recycled scrap metals, raw wood and barley.


ARTEL LLC: Moody's Lowers CFR to Caa2, Outlook Stable
-----------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating of Artel, LLC to Caa2 from Caa1.  Concurrently the first
lien debt rating of B3 has been affirmed.  The rating outlook is
stable.

                         RATINGS RATIONALE

The Caa2 CFR reflects the on-going deterioration of operating
performance over the last several years and expectation of further
weakness in 2016 and into 2017 as US military demand for
satellite-related communications services has materially lessened
with lower operational tempo.  A meaningful portion of Artel's
revenues stem from such satellite-related communications.  This
track record and prospects will, we believe, make more challenging
the company's efforts to address the approaching November 2017 term
loan maturity despite the debt reduction over the period.

The first lien debt rating of B3 has been affirmed as, despite the
lower CFR, the presence of accreting, pay-in-kind junior debt would
absorb loss in a stress scenario and thereby benefit the first lien
recovery prospect.  Term loan prepayment in recent years has also
benefitted the first lien rating.

The stable rating outlook reflects expectation of sufficient cash
on hand to fund near-term operational needs and new business
pursuits.  Artel's historical focus on term loan prepayment, which
has resulted in a relatively modest debt to trailing revenue ratio
and that could further decline with scheduled term loan
amortization, also factors into the outlook.

Upward rating momentum would depend on contract wins and an
improving revenue view, or expectation of improved liquidity-- such
as with greater cash on hand or cash flow to meet the approaching
debt maturity and annual free cash flow of $15 million or higher.

Downward rating pressure could develop with revolver borrowing to
meet scheduled term loan amortization needs, or if the likelihood
of financial restructuring grows.

Downgrades:

Issuer: Artel, LLC

  Probability of Default Rating, Downgraded to Caa2-PD from
   Caa1-PD
  Corporate Family Rating, Downgraded to Caa2 from Caa1

Outlook Actions:

Issuer: Artel, LLC
  Outlook, Remains Stable

Affirmations:

Issuer: Artel, LLC
  Gtd Senior Secured Bank Credit Facilities, Affirmed B3 (LGD3)

Artel, LLC designs and delivers managed network services involving
land-based and commercial satellite capacity to US government
customers.  The company is majority-owned by the financial sponsors
TPG Growth, LLC and Torch Hill Investment Partners LLC. For 2015
revenues of the parent holding company, Artel Holdings, LLC, were
$141 million.

The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014.


ATO RESTAURANT: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: ATO Restaurant Associates LLC
        7 East 54 St
        New York, NY 10022

Case No.: 16-11605

Chapter 11 Petition Date: May 31, 2016

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Hon. Mary Kay Vyskocil

Debtor's Counsel: Mark A. Frankel, Esq.
                  BACKENROTH FRANKEL & KRINSKY, LLP
                  800 Third Avenue, 11th Floor
                  New York, NY 10022
                  Tel: (212) 593-1100
                  Fax: (212) 644-0544
                  E-mail: mfrankel@bfklaw.com

Total Assets: $1.16 million

Total Liabilities: $499,284

The petition was signed by Ilaria Coletto, managing partner.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/nysb16-11605.pdf


ATP OIL: Former Directors, Officers Win Bids to Dismiss Suit
------------------------------------------------------------
Judge Sarah S. Vance of the United States District Court for the
Eastern District of Louisiana granted the Director Defendants and
the Officer Defendants' bids to dismiss; and granted the Trustee
leave to amend his complaint within twenty-one (21) days of this
order to better allege the two sets of claims outlined in Section
IV of this order in the case captioned RODNEY TOW, TRUSTEE v. T.
PAUL BULMAHN, ET AL., SECTION: R, Civil Action No. 15-3141.

Rodney Tow, the Chapter 7 bankruptcy trustee for ATP Oil and Gas
Corporation, sues defendants -- former officers and directors of
ATP -- for breaches of fiduciary duty, fraudulent transfer, civil
conspiracy, and aiding and abetting breaches of fiduciary duty. The
Officer Defendants and Director Defendants each move to dismiss the
Trustee's complaint for failure to state a claim.

A full-text copy of the Order dated April 29, 2016 is available at
https://is.gd/F9Dp5H from Leagle.com.

Rodney Tow, Plaintiff, is represented by Christopher David
Lindstrom, Esq. -- Chris.Lindstrom@cooperscully.com -- Cooper &
Scully, PC, R Brent Cooper, Esq. -- Brent.Cooper@cooperscully.com
-- Cooper & Scully, PC, Timothy Micah Dortch , Esq. --
Timothy.Dortch@cooperscully.com -- Cooper & Scully, PC, David
Bennett Parnell, Jr., Esq. -- dparnell@bluewilliams.com -- Blue
Williams, LLP & Thomas Glenn Buck, Esq. -- tbuck@bluewilliams.com
-- Blue Williams, LLP.

T Paul Bulmahn, Defendant, is represented by Paul R. Bessette, Esq.
-- pbessette@kslaw.com -- King & Spalding, LLP, James P. Sullivan,
Esq. -- jsullivan@kslaw.com -- King & Spalding, LLP, Matthew A.
Woolf, Esq. -- mwoolf@bakerdonelson.com -- Baker Donelson Bearman
Caldwell & Berkowitz, Michael J. Biles ,  Esq. -- mbiles@kslaw.com
-- King & Spalding, LLP, Roy Clifton Cheatwood, Esq. --
rcheatwood@bakerdonelson.com -- Baker Donelson Bearman Caldwell &
Berkowitz & Tyler W Highful,  Esq. -- thighful@kslaw.com -- King &
Spalding, LLP.

Leland Tate, Defendant, is represented by Paul R. Bessette , King &
Spalding, LLP, James P. Sullivan , King & Spalding, LLP, Matthew A.
Woolf , Baker Donelson Bearman Caldwell & Berkowitz, Michael J.
Biles , King & Spalding, LLP, Roy Clifton Cheatwood , Baker
Donelson Bearman Caldwell & Berkowitz & Tyler W Highful , King &
Spalding, LLP.

Albert L Reese, Jr., Defendant, is represented by Paul R. Bessette
, King & Spalding, LLP, Matthew A. Woolf , Baker Donelson Bearman
Caldwell & Berkowitz, Michael J. Biles , King & Spalding, LLP, Roy
Clifton Cheatwood , Baker Donelson Bearman Caldwell & Berkowitz &
Tyler W Highful , King & Spalding, LLP.

George R Morris, Defendant, is represented by Paul R. Bessette ,
King & Spalding, LLP, James P. Sullivan , King & Spalding, LLP,
Matthew A. Woolf , Baker Donelson Bearman Caldwell & Berkowitz,
Michael J. Biles , King & Spalding, LLP, Roy Clifton Cheatwood ,
Baker Donelson Bearman Caldwell & Berkowitz & Tyler W Highful ,
King & Spalding, LLP.

Pauline Van Der Sman-Archer, Defendant, Pro Se.

Isabel Plume, Defendant, is represented by Paul R. Bessette , King
& Spalding, LLP, James P. Sullivan , King & Spalding, LLP, Matthew
A. Woolf , Baker Donelson Bearman Caldwell & Berkowitz, Michael J.
Biles , King & Spalding, LLP, Roy Clifton Cheatwood , Baker
Donelson Bearman Caldwell & Berkowitz & Tyler W Highful , King &
Spalding, LLP.

G Ross Frazer, Defendant, is represented by Paul R. Bessette , King
& Spalding, LLP, James P. Sullivan , King & Spalding, LLP, Matthew
A. Woolf , Baker Donelson Bearman Caldwell & Berkowitz, Michael J.
Biles , King & Spalding, LLP, Roy Clifton Cheatwood , Baker
Donelson Bearman Caldwell & Berkowitz & Tyler W Highful , King &
Spalding, LLP.

Burt A. Adams, Defendant, is represented by Corby Davin Boldissar,
Esq. --
dboldissar@lockelord.com -- Locke Lord & Alicia Fazzano Castro ,
Locke Lord LLP.

Arthur H. Dilly, Defendant, is represented by Corby Davin Boldissar
, Locke Lord & Alicia Fazzano Castro , Locke Lord LLP.

Brent M. Longnecker, Defendant, is represented by Corby Davin
Boldissar , Locke Lord & Alicia Fazzano Castro , Locke Lord LLP.

Gerard J. Swonke, Defendant, is represented by Corby Davin
Boldissar , Locke Lord & Alicia Fazzano Castro , Locke Lord LLP.

Chris A Brisack, Defendant, is represented by Corby Davin Boldissar
, Locke Lord & Alicia Fazzano Castro , Locke Lord LLP.

George R. Edwards, Defendant, is represented by Corby Davin
Boldissar , Locke Lord, Alicia Fazzano Castro , Locke Lord LLP &
James P. Sullivan , King & Spalding, LLP.

Keith R Godwin, Defendant, is represented by Paul R. Bessette ,
King & Spalding, LLP, James P. Sullivan , King & Spalding, LLP,
Matthew A. Woolf , Baker Donelson Bearman Caldwell & Berkowitz,
Michael J. Biles , King & Spalding, LLP, Roy Clifton Cheatwood ,
Baker Donelson Bearman Caldwell & Berkowitz & Tyler W Highful ,
King & Spalding, LLP.

Robert M Shivers, III, Defendant, is represented by Mark D. Manela,
Esq. -- mmanela@manelalawfirm.com -- Manela Law Firm.

Robert J. Karow, Defendant, is represented by Corby Davin Boldissar
, Locke Lord & Alicia Fazzano Castro , Locke Lord LLP.

Cavitt Wendlandt, Defendant, is represented by Alicia Fazzano
Castro, Esq. --
acastro@lockelord.com -- Locke Lord LLP & Corby Davin Boldissar ,
Locke Lord.

ATP Oil & Gas Corporation, Debtor-in-Possess, is represented by
Bonnie N Hackler, Esq. -- Hall, Estill, Hardwick, Gable, Golden &
Nelson, PC, Charles Stephen Kelley , Esq. --
ckelley@mayerbrown.com
-- Mayer Brown, LLP, Kay Austin Theunissen , Esq. --
ktheunissen@mandllaw.com -- Mahtook & LaFleur & Timothy Aaron
Million, Esq. -- tmillion@munsch.com -- Munsch, Hardt, Kopf & Harr,
PC.

                            About ATP Oil

Houston, Texas-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused in
the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Motley Rice LLC and Fayard & Honeycutt,
APC serve as special counsel.  Opportune LLP is the financial
advisor and Jefferies & Company is the investment banker.

Kurtzman Carson Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York
MellonTrust Co. as agent.  ATP's other debt includes $35 million
on
convertible notes and $23.4 million owing to third parties for
their shares of production revenue.  Trade suppliers have claims
for $147 million, ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.

A seven-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.

Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division, issued an order on June 26,
2014, converting ATP Oil & Gas Corporation's Chapter 11 case to
one under Chapter 7 of the Bankruptcy Code.


ATP OIL: Has No Stake in Oil Leases, Schlumberger et al. Say
------------------------------------------------------------
In the Chapter 7 bankruptcy case of ATP Oil & Gas Corporation,
creditors Schlumberger Technology Corporation, M-I L.L.C. d/b/a M-I
SWACO, Smith International, Inc., Wireline Control Services, LLC,
and Canrig Drilling Technology, Ltd. filed a First Amended
Complaint in Intervention pursuant to Rule 24(c) of the Federal
Rules of Civil Procedure.

Michelle Casady, writing for Bankruptcy Law360, reported that
Schlumberger Technology et al. want a Texas federal judge to
declare that their interests in offshore oil leases valued at more
than $17 million cannot be claimed by ATP Oil.

The Creditors furnished certain materials, equipment, labor and/or
services to ATP in connection with the drilling of certain wells
located within federal oil and gas lease blocks within the Outer
Continental Shelf-Gulf of Mexico, for which ATP failed to pay the
Creditors and for which the Creditors hold valid and perfected
statutory liens and privileges under applicable federal and state
law.

The case is, OHA INVESTMENT CORPORATION fka NGP CAPITAL RESOURCES
COMPANY, Plaintiff, v. BENNU OIL AND GAS, LLC, Defendant, Adv.
Proc. No. 12-03443 (Bankr. S.D. Tex.).

Bennu Oil was substituted for ATP Oil in the Adversary Proceeding
on May 20, 2014.  Bennu is being substituted in place of ATP Oil
and Credit Suisse AG, Cayman Island Branch pursuant to Bennu's
acquisition of certain wells located within federal oil and gas
lease blocks within the Outer Continental Shelf-Gulf of Mexico from
ATP, on June 9, 2014.

Counsel to Schlumberger et al.:

     Phil F. Snow, Esq.
     Kenneth Green, Esq.
     Ross Spence, Esq.
     SNOW SPENCE GREEN LLP
     2929 Allen Parkway, Suite 2800
     Houston, TX 77019
     Tel: (713) 335-4800
     Fax: (713) 335-4848
     E-mail: philsnow@snowspencelaw.com
             kgreen@snowspencelaw.com
             ross@snowspencelaw.com

                       About ATP Oil

Houston, Texas-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused in
the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Motley Rice LLC and Fayard & Honeycutt,
APC serve as special counsel.  Opportune LLP is the financial
advisor and Jefferies & Company is the investment banker.
Kurtzman Carson Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York
MellonTrust Co. as agent.  ATP's other debt includes $35 million
on convertible notes and $23.4 million owing to third parties
for their shares of production revenue.  Trade suppliers have
claims for $147 million, ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.

A seven-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.

Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division, issued an order on June 26,
2014, converting ATP Oil & Gas Corporation's Chapter 11 case to
one under Chapter 7 of the Bankruptcy Code.


ATP OIL: Settles Oil Spill Claims v. BP for $25 Million
-------------------------------------------------------
Rodney D. Tow, the chapter 7 Trustee of ATP Oil & Gas Corporation,
seeks Bankruptcy Court approval of his settlement with BP
Exploration and Production, Inc., on behalf of the BP Entities,
related to ATP's litigation claims related to the Deepwater Horizon
Spill.

The Deepwater Horizon Spill and its aftermath blocked ATP's plans
to drill and bring online six wells during 2010 and 2011. ATP had
already spent in excess of $1 billion in infrastructure
construction and other capital expenditures related to five of
these wells, and were denied the anticipated cash flow from these
wells.  The Deepwater Horizon Spill and its aftermath also required
ATP to interrupt two drilling operations that were then in process
at a significant cost to ATP, without providing for any relief from
the resulting costs of ceasing those drilling operations and
demobilizing the related drilling equipment and personnel.

The Chapter 7 Trustee and Motley Rice LLC and Fayard & Honeycutt
APC have been actively and vigorously prosecuting the ATP-BP
Litigation against the BP Entities.

The Trustee has settled the ATP-BP Litigation with the Settlement
Agreement, dated May 13, 2016.  Among other things, the Settlement
Agreement provides for (i) payment by BP Exploration and
Production, Inc. of $25,000,000 to the Trustee, payable over 5
years, commencing with a $5,000,000 payment on October 1, 2016, and
continuing each year thereafter with $5,000,000 annual payments on
October 1 of each year, with the last payment made on October 1,
2020, and (ii) exchange of mutual releases.  The Trustee and the BP
Entities will enter into the Full and Final Release, Settlement,
and Covenant Not to Sue between BPXP, on behalf of the BP Entities,
and the Trustee will become effective upon approval of the
Settlement Agreement by the Bankruptcy Court.

                       About ATP Oil

Houston, Texas-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused in
the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Motley Rice LLC and Fayard & Honeycutt,
APC serve as special counsel.  Opportune LLP is the financial
advisor and Jefferies & Company is the investment banker.
Kurtzman Carson Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York
MellonTrust Co. as agent.  ATP's other debt includes $35 million
on convertible notes and $23.4 million owing to third parties
for their shares of production revenue.  Trade suppliers have
claims for $147 million, ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.

A seven-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.

Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division, issued an order on June 26,
2014, converting ATP Oil & Gas Corporation's Chapter 11 case to
one under Chapter 7 of the Bankruptcy Code.


B SQUARED: 9th Cir. Affirms Sanctions Order Against Pryor
---------------------------------------------------------
The United States Court of Appeals for the Ninth Circuit affirmed
the decision of the Bankruptcy Appellate Panel, which affirmed
three orders of the bankruptcy court: one imposing sanctions
against the appellant, Danny Wayne Pryor, for violating the
automatic stay and discharge injunction in the chapter 11
proceedings of B Squared, Inc.; one denying reconsideration of an
order dismissing Pryor's separate adversary proceeding against B
Squared; and another denying reconsideration of an order
designating Pryor a vexatious litigant.

The Ninth Circuit, however, granted Pryor's request that they take
judicial notice of various court records from the related
proceedings.

The case is In re: B SQUARED, INC., a California Corporation, dba
All California Funding, Debtor. DANNY WAYNE PRYOR, Appellant, v. B
SQUARED, INC., Appellee, No. 13-60084 (9th Cir.).

A full-text copy of the Ninth Circuit's May 24, 2016 memorandum and
order is available at https://is.gd/HJcII3 from Leagle.com.


BALMORAL RACING: Can Sell Illinois Track to HITS for $1.6-Mil.
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
authorized Balmoral Racing Club, Inc., and Maywood Park Trotting
Association, Inc., to sell the real estate owned by Balmoral
located in Crete, Illinois, and the Debtors' personal property
located and previously used in connection with Balmoral's business
operations at the Balmoral Track.

The principal terms of the proposed sale under the Asset Purchase
Agreement are:

     (a) Buyer: HITS, Inc., also known as Horses in the Sun.

     (b) Purchase Price: Buyer will pay the sum of $1,600,000 for
         the Sale Assets;

     (c) Title: Title will be conveyed at the closing by special
         warranty deed and quitclaim bill of sale, free and clear
         of all liens, claims, interests and encumbrances as
         provided by the sale order; and

     (d) Condition of Sale Assets: The Sale Assets will be
         transferred on an "as is", "where is" basis with all
         faults.

A copy of the Sale Order is available for free charge at:

   http://bankrupt.com/misc/BalmoralRacing_SaleOrder_May9.pdf

                   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.


BERNARD MADOFF: SIPA Trustee Proposes $247M for 7th Payout
-----------------------------------------------------------
Irving H. Picard, Securities Investor Protection Act (SIPA) Trustee
for the liquidation of Bernard L. Madoff Investment Securities LLC
(BLMIS), filed a motion on May 26 in the United States Bankruptcy
Court for the Southern District of New York seeking approval for an
allocation of recoveries to the BLMIS Customer Fund and an
authorization for a seventh pro rata interim distribution from the
Customer Fund to BLMIS customers with allowed claims.  A hearing
has been scheduled for Wednesday, June 15, 2016, at 10:00 a.m.
EDT.

Plans for a seventh interim pro rata distribution may now be made,
as a result of the SIPA Trustee and his legal teams -- led by his
Chief Counsel, David J. Sheehan -- having successfully reached
recovery agreements during the past six months with a number of
parties, among them: Vizcaya Partners Limited, entities of Bank J.
Safra, Asphalia Fund, Ltd., Zeus Partners Limited, Pictet et Cie,
and entities related to Thybo Asset Management Ltd.  With these and
other additional funds, the SIPA Trustee stands ready to make a
seventh pro rata distribution to allowed claimants of 1.173 percent
on each allowed claim.

If the motion is approved, the SIPA Trustee will allocate
approximately $247.013 million to the BLMIS Customer Fund, with
approximately $171.016 million available for immediate distribution
to customers with allowed claims and approximately $75.997 million
held in reserve for claims that are deemed determined pending the
resolution of litigation, as well as other issues.

This seventh interim distribution, when combined with the prior six
distributions, will equal 58.237 percent of each customer's allowed
claim amount, unless that claim has been fully satisfied.  The
amount distributed to eligible BLMIS customers will total
approximately $9.45 billion, which includes more than $836.63
million in advances committed by the Securities Investor Protection
Corporation (SIPC).

Stephen P. Harbeck, President and CEO of SIPC, said, "Time is of
the essence for Madoff's victims.  We applaud the ongoing,
unflagging efforts of the SIPA Trustee and his teams to put money
back in the hands of the Madoff victims."

"It is vital to move expeditiously to return stolen Madoff funds to
the rightful owners," said
Mr. Picard.  "The victims have waited years for restitution.  This
distribution is somewhat smaller than our prior actions, but it is
still significant, especially for the additional claimants whose
claims now will be fully satisfied."

"Our ongoing ability to return funds to Madoff's victims is a
testament to the strength of our litigation activities as well as
to our successful settlement negotiations," said Mr. Sheehan. "With
this positive momentum, we are confident we can deliver additional
recoveries and distributions this year."

The SIPA Trustee has allowed 2,597 claims and the proposed
distribution will be paid on claims relating to 972 BLMIS accounts.
The seventh pro rata interim distribution will result in the
return of 1.173 percent of the allowed claim amount for each
individual account, unless the allowed claim has been fully
satisfied.  If approved, and when combined with SIPC payments and
the amounts from the prior six interim distributions, 1,289
accounts will be fully satisfied (all accounts with a net equity of
up to $1,196,453.95).  The average payment amount to those 972
BLMIS accounts will be $175,941.97. The smallest payment totals
$136.69 and the largest payment is $28,711,375.84.  In addition,
SIPC will be reimbursed for its advances to accounts that the
seventh interim distribution fully satisfies.

As of May 25, 2016, the SIPA Trustee has recovered or reached
agreements to recover approximately $11.144 billion since his
appointment in December 2008.  These outcomes exceed similar
efforts related to prior Ponzi scheme recoveries, in terms of
dollars and percentage of stolen funds recovered.

Ultimately, 100 percent of the SIPA Trustee's recoveries will be
allocated to the Customer Fund for distribution to BLMIS customers
with allowed claims.  Prior distributions as of May 25, 2016 are as
follows:

   -- The first pro rata interim distribution, which commenced on
October 5, 2011, has distributed approximately $685.3 million,
representing 4.602 percent of the allowed claim amount of each
individual account, unless the claim is fully satisfied.

   -- The second pro rata interim distribution, which commenced on
September 19, 2012, has distributed approximately $4.978 billion,
representing 33.556 percent of the allowed claim amount of each
individual account, unless the claim is fully satisfied.

   -- The third pro rata interim distribution, which commenced on
March 29, 2013, has distributed approximately $696.3 million,
representing 4.721 percent of the allowed claim amount of each
individual account, unless the claim is fully satisfied.

   -- The fourth pro rata interim distribution, which commenced on
May 5, 2014, has distributed approximately $468.2 million,
representing 3.180 percent of each individual account, unless the
claim is fully satisfied.

   -- The fifth pro rata interim distribution, which commenced on
February 6, 2015, has distributed approximately $403.4 million,
representing 2.743 percent of each individual account, unless the
claim is fully satisfied.

   -- The sixth pro rata interim distribution, which commenced on
December 4, 2015, has distributed approximately $1.209 billion,
representing 8.262 percent of each individual account, unless the
claim is fully satisfied.

There are 71 deemed determined claims still subject to litigation.
Once litigation is resolved or settlements reached, these claims
may be allowed and would therefore become eligible for all pro rata
distributions to date.  For that potential scenario, as of May 25,
2016, the SIPA Trustee has reserved approximately $1.891 billion.
The ultimate amount of additional allowed claims depends on the
outcome of litigation or negotiation and could add billions of
dollars to the total amount of allowed claims.

All administrative costs of the SIPA liquidation of Bernard L.
Madoff Investment Securities LLC and its global recovery efforts,
which make the distributions possible, are funded by SIPC.

Upon Bankruptcy Court approval, record holders of allowed claims as
of June 15, 2016 will be eligible to receive payments from the
seventh interim distribution.

Messrs. Harbeck, Picard and Sheehan would like to thank Seanna
Brown and Heather Wlodek of BakerHostetler, who worked on the
seventh pro rata interim distribution and its related filings, as
well as BakerHostetler and Windels Marx, and all of the attorneys
and professionals whose work has led to the distribution.  They
would also like to thank Vineet Sehgal and his colleagues at
AlixPartners, as well as Josephine Wang, Kevin Bell and their
colleagues at SIPC, for their ongoing work and participation in the
Madoff Recovery Initiative distributions.

                     About Bernard L. Madoff

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

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

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

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

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


BEVERLY ANN LAVIGNE: Bid for TRO Denied
---------------------------------------
In the case captioned BEVERLY ANN LAVIGNE v. US TRUSTEE, et al.,
No. 1:16-cv-00098-JAW (D. Me.), Judge John A Woodcock Jr., of the
United States District Court for the District of Maine denied
Beverly Ann Lavigne's motion for temporary restraining order,
motion to transfer her appeal to another district court, and motion
for sanctions and to vacate state of Maine court orders.

Lavigne filed her motions after appealing from the bankruptcy
court's dismissal of her Chapter 11 petition.

A full-text copy of Judge Woodcock's May 25, 2016 order is
available at https://is.gd/ENwbRN from Leagle.com.

US TRUSTEE is represented by:

          Jennifer H. Pincus, Esq.
          Stephen G. Morrell, Esq.
          OFFICE OF THE U.S. TRUSTEE
          537 Congress Street, Suite 300
          Portland, ME 04101
          Tel: (207)780-3564
          Fax: (207)780-3568

BANK OF NEW YORK MELLON is represented by:

          Brent A. York, Esq.
          PHILLIPS, OLORE, DUNLAVEY & YORK, P.A.
          754 Main Street, Suite C
          Presque Isle, ME 04769
          Tel: (207)769-2361
          Fax: (207)769-2381

VIVIAN A SAVAGE, GAIL FERRY are represented by:

          Joseph M. O'Donnell, Esq.
          GOODSPEED & O'DONNELL
          10 Summer Street
          Augusta, ME 04330
          Tel: (207)622-6161


BIG APPLE VOLKSWAGEN: Salim's Suit vs. Trustee Dismissed
--------------------------------------------------------
Judge James L. Garrity of the United States Bankruptcy Court for
the Southern District of New York granted the motion to dismiss the
adversary case captioned Julian Salim, Plaintiff, v. Alan Nisselson
as Trustee, Defendants, Adv. Proc. No. 15-01408 (JLG)(Bankr.
S.D.N.Y.).

Alan Nisselson is the court-appointed chapter 7 trustee of the
estate of the debtor, Big Apple Volkswagen LLC and has served in
that capacity since his appointment on December 23, 2011. For the
period of May 12, 2011 through December 22, 2011, Mr. Nisselson
served as the Debtor's chapter 11 trustee. In that capacity, and as
relevant to this adversary proceeding, Mr. Nisselson sold
substantially all of the Debtor's assets and businesses
(collectively, the "Dealership Assets") to Ted Bessen or his
designee, Teddy Volkswagen of the Bronx, LLP pursuant to a
court-ordered sale under Section 363 of the Bankruptcy Code (the
"Asset Sale Transaction"), and sued Ratiba Salim and Wahid Saleem
("Wahid," and collectively with Ratiba, the "Parents") to avoid and
recover prepetition transfers to them from the Debtor totaling
approximately $705,000, under state and federal laws. That action
is pending before this Court.

Julian Salim, the plaintiff herein, is the Debtor's former managing
member and the son of Ratiba and Wahid. On or about November 24,
2015, acting pro se, he commenced this adversary proceeding against
the Trustee by filing a three count complaint seeking both damages
occasioned by the Trustee's alleged breach of his fiduciary duties
(the First Cause of Action) and breach of his Agreement with Julian
(the Second Cause of Action), and an injunction against the
continued prosecution of the Recovery Action (the Third Cause of
Action). The matter before the Court is the Trustee's motion to
dismiss the Complaint under Federal Rule of Civil Procedure
12(b)(6)6. Julian opposes the Motion and seeks leave to replead to
the extent the Court finds grounds to dismiss the Complaint.

A full-text copy of the Memorandum Decision and Order dated May 19,
2016 is available at https://is.gd/6eSTex from Leagle.com.

The bankruptcy case is In re: Big Apple Volkswagen, LLC, Chapter
11, Debtor, Case No. 11-11388 (JLG)(Bankr. S.D.N.Y.).

Wahid Saleem, Intervenor-Plaintiff, is represented by Karamvir
Dahiya, Esq. -- Dahiya Law Offices LLC.

Julian Salim, Plaintiff, is represented by Navpreet K. Gill, Esq.
--  Gill & Kadochnikov, P.C..

Alan Nisselson, as Trustee, Defendant, is represented by Howard L.
Simon, Esq. -- hsimon@windelsmarx.com -- Windels Marx Lane &
Mittendorf, LLP.


BIOLOGIC THERAPIES: Wants Plan Filing Period Extended by 120 Days
-----------------------------------------------------------------
Biologic Therapies, Inc., asks the U.S. Bankruptcy Court for the
Middle District of Florida to extend its exclusive period to file a
plan of reorganization and exclusive period to solicit acceptances
of the plan by 120 days.

The Debtor currently has the exclusive right to file a plan of
reorganization through and including June 28, 2016, and has through
and including Aug. 27, 2016, to exclusively solicit acceptances to
its plan of reorganization.

As part of its efforts to reorganize and emerge from Chapter 11,
the Debtor's affiliate, Scorpion Performance, Inc., has initiated
negotiations with two debtor-in-possession lenders to finance its
pre-petition obligations.  The negotiations are ongoing and have
included some due diligence by the parties.  The negotiations are
part of the larger consolidation plan, and the result will impact
the Debtor's reorganization efforts.

Since the Petition Date, the Debtor has generally been making all
the required post-petition payments, effectively managing its
business operations, and satisfied its obligations to the U.S.
Trustee to include providing the required proof of insurance.  The
Debtor has moved the Court to jointly administer its bankruptcy
case with its affiliates' which will add to the size and the
complexity of the case.  It is also planning to be part of the
consolidation plan with the affiliate entities.  It is the Debtor's
first request for an extension, and the case is in its nascent
stages.

The Debtor is represented by:

      Jon Polenberg, Esq.
      Polenberg Cooper, PLLC
      1351 Sawgrass Corporate Parkway, Suite 101
      Fort Lauderdale, FL 33323
      Tel: (954) 742-9995
      Fax: (954) 742-9971
      E-mail: jpolenberg@polenbergcooper.com

Biologic Therapies, Inc., sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Middle
District of Florida (Jacksonville) (Case No. 16-00736) on February
29, 2016.  The petition was signed by Angela M. Stopiano,
authorized representative.

The Debtor is represented by Jon Polenberg, Esq., at Polenberg
Cooper, PLLC.

The Debtor disclosed total assets of $1.81 million and total debts
of $554,737.


BIONITROGEN HOLDINGS: Plan Filing Exclusivity Extended by 90 Days
-----------------------------------------------------------------
BioNitrogen on May 27, 2016, announced a number of milestone events
in its proposed path to restructure and reorganize under Chapter
11.

On May 24, the Federal Bankruptcy Court in Miami, FL granted
BioNitrogen the exclusive right to propose a plan of restructuring
for a further 90 days.  This agreement was supported by both the
company's largest secured creditor and largest unsecured creditor.

Also on May 24, BioNitrogen received a letter of proposed
partnership (contingent on a successful reorganization) from one of
the leading global industrial gas companies.  This letter has been
made available to all potential financial partners in discussion
with BioNitrogen under an NDA.  The Industrial Gas Company is
willing to discuss its reasons for the partnership and why it
supports BioN with any potential investor.

Potential investors have also been supplied with complete short
term and longer term financial expectations for the project in
Taylor County and the company as a whole going forward.  BioN
believes that it can produce competitively priced Urea in the US,
even in the depressed US natural gas market that we face today.   

These agreements follow the important agreements struck with the
City of Perry, FL last month.

BioN now has:

   -- A place to build its first facility - Taylor County, Florida
   -- County and state backing for financing.
   -- County backing for land, transportation and utility
agreements A "World Class" strategic partner with interest in
helping with engineering oversight as well as proving equipment,
and taking ownership of the carbon dioxide by-product.

Graham Copley, Chairman and CEO of BioNitrogen Holdings, said,
"This has been another important week for BioNitrogen as we look to
align ourselves with the right investor(s) to build the first of
these unique and very valuable facilities.  Our strategic partner
has decades of engineering and design experience and has spent
significant time and resource vetting the technology.  We have a
couple of straightforward design changes to make to the process and
then adjust for what will be a new property in Taylor County, but
we would expect to be ready to start construction within 6 months
from a successful Chapter 11 reorganization. I continue to believe
that BioNitrogen represents an investment opportunity with an
extraordinarily positive asymmetric risk/reward profile."

Brent Williams of Teneo Capital added, "A critical component of
BioNitrogen's restructuring plan has been achieved with the court
approval of the City of Perry, Florida Settlement.  The Settlement
provides a specific geographic area for the construction of the
Urea Facility, and a mechanism for a bond allocation which would
fund upwards of 80% of the cost of construction.  This achievement,
coupled with the strategic partnership with an international gas
company, are key components towards a successful emergence from
Chapter 11.  We are actively working with potential financial
sponsors and encourage any other financial parties with an interest
in this endeavor to contact Graham or me."

Graham Copley                    
Chairman and CEO, BioNitrogen Holdings Corp    
Graham.copley@bionmail.com              
O: (203) 901-1629                
M: (203) 247-1291        

Brent Williams
Senior Managing Director, Teneo Capital
Brent.williams@teneocap.com
O:  (646) 561-3541
M: (201) 725-8487

                 About BioNitrogen Holdings Corp.

BioNitrogen Holdings Corp. (OTC PINK: BION) --
http://www.BioNitrogen.com/-- is a cleantech company that utilizes
patented technology to build environmentally friendly plants that
convert biomass into urea fertilizer.

Miami, Florida-based BioNitrogen Holdings, Corp., formerly known
as
Hidenet Securities Architectures, Inc., doing business as
BioNitrogen Corp. and its affiliates filed for Chapter 11
protection (Bankr. S.D. Fla. Case Nos. 15-29505 - 15-29515) on
Nov.
3, 2015.  The petition was signed by Carlos A. Contreras, chairman
and chief executive officer.

Bankruptcy Judges Robert A. Mark, Laurel M. Isicoff and Jay
Cristol
preside over the cases.  Jacqueline Calderin, Esq., at Ehrenstein
Charbonneau Calderin represents th Debtors in their restructuring
effort.  BioNitrogen Holdings has unknown assets and liabilities
of
$3.5 million.  BioNitrogen Florida Holdings and BioNitrogen Plant
FL Taylor estimated assets between $0 to $50,000 and debts at $1
million to $10 million.



BREITBURN ENERGY: Securities Begins Trading on OTC Pink Sheets
--------------------------------------------------------------
Breitburn Energy Partners LP on May 25, 2016, disclosed that its
securities began trading on the OTC Pink Sheets marketplace under
the symbol "BBEPQ" for its common units and "BBPPQ" for its Series
A Cumulative Perpetual Preferred units.

Previously, on May 18th, Breitburn filed a report with the
Securities and Exchange Commission that trading of its common units
and Series A units would be suspended by NASDAQ at the open of the
market on May 25, 2016, and that NASDAQ would file a Form 25-NSE
with the SEC to remove the company's securities from listing and
registration on NASDAQ.  Breitburn does not intend to file a plan
to regain compliance or to appeal NASDAQ's determination.

Despite the transition of Breitburn's common units and Series A
units to the OTC Pink Sheets, there is no assurance that either
security will continue to trade on the OTC Pink Sheets, that any
public market for Breitburn's common units or Series A units will
exist in the future or that Breitburn will be able to relist its
common units or Series A units on any national securities exchange.
In addition, there is no assurance that any broker-dealer will
continue to agree to provide public quotes of Breitburn's common
units or Series A preferred units or whether the trading volume of
either security will be sufficient to provide for an efficient
trading market.

                     About Breitburn Energy

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the Southern District of New
York on May 15, 2016, listing assets of $4.71 billion and
liabilities of $3.41 billion.

Breitburn Energy et al. are an independent oil and gas partnership
engaged in the acquisition, exploitation and development of oil and
natural gas properties, Midstream Assets, and a combination of
ethane, propane, butane and natural gasolines that when removed
from natural gas become liquid under various levels of higher
pressure and lower temperature, in the United States.  The Debtors
conduct their operations through Breitburn Parent's wholly-owned
subsidiary, Breitburn Operating LP, and BOLP's general partner,
Breitburn Operating GP LLC.

As of the Petition Date, the Debtors operate, or have working
interests in approximately 11,900 gross operating oil and gas
wells, and 7,921 net oil and gas wells.  The Debtors own interests
in approximately 705,597 net acres and had estimated proved
reserves, as of Dec. 31, 2015, of 239.3 million barrels of oil
equivalent of which approximately 54% was oil, 8% was NGLs, and 38%
was natural gas.  The Debtors maintain operational control over
approximately 91% of their proved reserves.  The Debtors'
production in 2015 was 20.8 million barrels of oil equivalent, of
which approximately 56% was oil, 9% was NGLs and 35% was natural
gas.

The Debtors have engaged Weil Gotshal & Manges LLP as counsel,
Alvarez & Marsal North America, LLC as financial advisor, Lazard
Freres & Co. LLC as investment banker, and Prime Clerk LLC as
claims and noticing agent.

The cases are pending before the Honorable Stuart M. Bernstein and
are jointly administered under Case No. 16-11390.


BREITBURN ENERGY: Seeks to Hire A&M as Financial Advisor
--------------------------------------------------------
Breitburn Energy Partners LP and its affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of New York to
hire Alvarez & Marsal North America, LLC as their financial
advisor.

The Debtors tapped the firm to provide assistance in the management
of the overall restructuring process and the development of ongoing
business and financial plans.  Specifically, Alvarez & Marsal
will:

     (a) assist in the evaluation of the Debtors' current business

         plan and in preparation of a revised operating plan and
         cash flow forecast and presentation of such plan and
         forecast to the Board, lenders and its other
         constituencies;

     (b) assist in the development and management of a 13-week
         cash flow forecast;

     (c) assist in financing issues including assistance in
         preparation of reports and liaison with lenders and other

         constituencies; and

     (d) assist the Debtors in the preparation of financial
         related disclosures required by the bankruptcy court
         having jurisdiction over the Debtors' Chapter 11 cases.

Alvarez & Marsal will be paid by the Debtors for the services of
its professionals at its customary hourly billing rates:

     Restructuring Group:
        Managing Directors       $775 - $975
        Directors                $600 - $750
        Analysts/Associates      $375 - $575

     Claims Management Group:
        Managing Directors       $675 - $775
        Directors                $500 - $650
        Consultants              $375 - $500
        Analysts                 $325 - $375

In addition, the firm will receive reimbursement for work-related
expenses.

William Kosturos, managing director of Alvarez & Marsal, disclosed
in a court filing that the firm is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code.

Alvarez & Marsal can be reached through:

     William Kosturos
     Alvarez & Marsal North America, LLC
     600 Madison Avenue, 8th Floor
     New York, NY 10022
     Phone: +1 212 759 4433
     Fax: +1 212 759 5532

                       About Breitburn Energy

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the Southern District of New
York on May 15, 2016, listing assets of $4.71 billion and
liabilities of $3.41 billion.

Breitburn Energy et al. are an independent oil and gas partnership
engaged in the acquisition, exploitation and development of oil and
natural gas properties, Midstream Assets, and a combination of
ethane, propane, butane and natural gasolines that when removed
from natural gas become liquid under various levels of higher
pressure and lower temperature, in the United States.  The Debtors
conduct their operations through Breitburn Parent's wholly-owned
subsidiary, Breitburn Operating LP, and BOLP's general partner,
Breitburn Operating GP LLC.

As of the Petition Date, the Debtors operate, or have working
interests in approximately 11,900 gross operating oil and gas
wells, and 7,921 net oil and gas wells.  The Debtors own interests
in approximately 705,597 net acres and had estimated proved
reserves, as of Dec. 31, 2015, of 239.3 million barrels of oil
equivalent of which approximately 54% was oil, 8% was NGLs, and 38%
was natural gas.  The Debtors maintain operational control over
approximately 91% of their proved reserves.  The Debtors'
production in 2015 was 20.8 million barrels of oil equivalent, of
which approximately 56% was oil, 9% was NGLs and 35% was natural
gas.

The Debtors have engaged Weil Gotshal & Manges LLP as counsel,
Alvarez & Marsal North America, LLC as financial advisor, Lazard
Freres & Co. LLC as investment banker, and Prime Clerk LLC as
claims and noticing agent.

The cases are pending before the Honorable Stuart M. Bernstein and
are jointly administered under Case No. 16-11390.


BREITBURN ENERGY: Seeks to Hire Curtis as Conflicts Counsel
-----------------------------------------------------------
Breitburn Energy Partners LP and its affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of New York to
hire Curtis, Mallet-Prevost, Colt & Mosle LLP as their conflicts
counsel.

The Debtors tapped the firm to represent them in matters where
their lead counsel Weil, Gotshal & Manges LLP may not be able to
act as a result of an actual or potential conflict of interest.  
Specifically, the firm will provide these services:

     (a) take necessary action to protect and preserve the
         Debtors' estates, including prosecuting actions on their
         behalf, defending any action commenced against them and
         representing their interests in negotiations concerning
         litigation in which they are involved;

     (b) prepare legal papers on behalf of the Debtors;

     (c) make appearances in court and at various meetings on
         matters handled by Curtis;

     (d) to the extent not already handled by Weil Gotshal, take
         any necessary action on behalf of the Debtors to resolve
         issues in connection with obtaining approval of a
         disclosure statement and confirmation of one or more
         Chapter 11 plans; and

     (e) communicate with creditors and other parties in interest
         on matters that the Debtors or Weil Gotshal considers
         necessary for Curtis to handle.

The firm's hourly billing rates are:

     Partners                 $765 - $900
     Of Counsel               $660
     Associates               $325 - $620
     Legal Assistants         $200 - $300     
     Managing Clerk           $570
     Other Support Personnel  $70 - $325

Curtis will also seek reimbursement for work-related expenses.

Steven Reisman, a member of Curtis, disclosed in a court filing
that the firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.

In compliance with the U.S. Trustee Guidelines, Mr. Reisman also
disclosed that no adjustments were made to either the billing rates
or the material financial terms of the firm's employment by
the Debtors as a result of the filing of their Chapter 11 cases.

Mr. Reisman further disclosed that the Debtors have approved a
prospective budget for Curtis through the period ending August 12,
2016, that they have always been involved in staffing decisions,
and that the staffing remains the Debtors' prerogative.

Curtis can be reached through:

     Steven J. Reisman, Esq.
     Cindi M. Giglio, Esq.
     Curtis, Mallet-Prevost, Colt & Mosle LLP
     101 Park Avenue
     New York, New York 10178-0061
     Telephone: (212) 696-6000
     Facsimile: (212) 697-1559

                       About Breitburn Energy

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the Southern District of New
York on May 15, 2016, listing assets of $4.71 billion and
liabilities of $3.41 billion.

Breitburn Energy et al. are an independent oil and gas partnership
engaged in the acquisition, exploitation and development of oil and
natural gas properties, Midstream Assets, and a combination of
ethane, propane, butane and natural gasolines that when removed
from natural gas become liquid under various levels of higher
pressure and lower temperature, in the United States.  The Debtors
conduct their operations through Breitburn Parent's wholly-owned
subsidiary, Breitburn Operating LP, and BOLP's general partner,
Breitburn Operating GP LLC.

As of the Petition Date, the Debtors operate, or have working
interests in approximately 11,900 gross operating oil and gas
wells, and 7,921 net oil and gas wells.  The Debtors own interests
in approximately 705,597 net acres and had estimated proved
reserves, as of Dec. 31, 2015, of 239.3 million barrels of oil
equivalent of which approximately 54% was oil, 8% was NGLs, and 38%
was natural gas.  The Debtors maintain operational control over
approximately 91% of their proved reserves.  The Debtors'
production in 2015 was 20.8 million barrels of oil equivalent, of
which approximately 56% was oil, 9% was NGLs and 35% was natural
gas.

The Debtors have engaged Weil Gotshal & Manges LLP as counsel,
Alvarez & Marsal North America, LLC as financial advisor, Lazard
Freres & Co. LLC as investment banker, and Prime Clerk LLC as
claims and noticing agent.

The cases are pending before the Honorable Stuart M. Bernstein and
are jointly administered under Case No. 16-11390.


BREITBURN ENERGY: Seeks to Hire Lazard as Investment Banker
-----------------------------------------------------------
Breitburn Energy Partners LP and its affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of New York to
hire Lazard Frères & Co. LLC as their investment banker.

The Debtors tapped the firm to provide these services:

     (a) reviewing and analyzing the Debtors' business, operations

         and financial projections;

     (b) evaluating the Debtors' potential debt capacity in light
         of their projected cash flows;

     (c) assisting in the determination of a capital structure for

         the Debtors;

     (d) assisting in the determination of a range of values for
         the Debtors on a going concern basis;

     (e) advising and assisting the Debtors in evaluating the
         financial terms of any proposed Restructuring;

     (f) advising the Debtors on strategies for negotiating with
         their stakeholders;

     (g) rendering financial advice to the Debtors and
         participating in meetings or negotiations with their
         stakeholders, rating agencies or other appropriate
         parties in connection with any restructuring;

     (h) advising the Debtors on the timing, nature and terms of
         new securities, other consideration or other inducements
         to be offered pursuant to any restructuring;

     (i) advising and assisting the Debtors in evaluating any
         potential financing transaction by the Debtors, subject
         to customary agreements in connection therewith, if
         requested by Lazard;

     (j) assisting the Debtors in preparing documentation within
         Lazard's area of expertise that is required in connection

         with any restructuring;

     (k) attending meetings of the Debtors' board of directors
         with respect to matters on which Lazard has been engaged
         to advise;

     (l) assisting in the development of financial analysis and
         presentations to the Debtors' board of directors,
         management, various creditors, and other parties in
         interest;

     (m) reviewing and analyzing the Debtors' historical financial

         transactions, including with respect to any potential
         preference or avoidance actions;

     (n) participating in negotiations among the Debtors and their

         creditors, suppliers, lessors, and other parties in
         interest;

     (o) providing testimony, as necessary, with respect to
         matters on which Lazard has been engaged to advise in any

         proceeding before the bankruptcy court; and

     (p) providing the Debtors with other financial restructuring
         advice.

The Debtors will compensate Lazard according to this compensation
structure:

     (a) Monthly Fees: A monthly fee of $200,000 until the earlier

         of completion of the restructuring or the termination of
         Lazard's engagement.

     (b) Restructuring Fee: A fee equal to $17,500,000, payable
         upon the consummation of a restructuring.

     (c) Financing Fee: A fee payable upon consummation of any
         financing equal the total gross proceeds provided for in
         such financing multiplied by (i) 0.75% with respect to
         any debt financing, (ii) 2.0% with respect to any equity-
         linked financing, or (iii) 1.0% with respect to any
         debtor-in-possession financing, regardless of the form of

         financing.  Additionally, 50% of any financing fees paid
         will be credited (without duplication) against any
         restructuring fee subsequently payable.

     (d) Cap on Fees: The aggregate amount of all monthly fees,
         restructuring fees, and financing fees should not exceed
         $23,000,000.

     (e) Reimbursement of Expenses: The Debtors have agreed to
         reimburse Lazard for all expenses incurred by the firm.

As part of the overall compensation payable to Lazard, the Debtors
have agreed to certain indemnification and contribution
obligations, according to court filings.

Timothy Pohl, managing director of Lazard, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

Lazard can be reached through:

     Timothy Pohl
     Lazard Freres & Co. LLC
     190 S. LaSalle Street, 31st Floor
     Chicago, IL 60603
     Tel: (312) 407-6600

                       About Breitburn Energy

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the Southern District of New
York on May 15, 2016, listing assets of $4.71 billion and
liabilities of $3.41 billion.

Breitburn Energy et al. are an independent oil and gas partnership
engaged in the acquisition, exploitation and development of oil and
natural gas properties, Midstream Assets, and a combination of
ethane, propane, butane and natural gasolines that when removed
from natural gas become liquid under various levels of higher
pressure and lower temperature, in the United States.  The Debtors
conduct their operations through Breitburn Parent's wholly-owned
subsidiary, Breitburn Operating LP, and BOLP's general partner,
Breitburn Operating GP LLC.

As of the Petition Date, the Debtors operate, or have working
interests in approximately 11,900 gross operating oil and gas
wells, and 7,921 net oil and gas wells.  The Debtors own interests
in approximately 705,597 net acres and had estimated proved
reserves, as of Dec. 31, 2015, of 239.3 million barrels of oil
equivalent of which approximately 54% was oil, 8% was NGLs, and 38%
was natural gas.  The Debtors maintain operational control over
approximately 91% of their proved reserves.  The Debtors'
production in 2015 was 20.8 million barrels of oil equivalent, of
which approximately 56% was oil, 9% was NGLs and 35% was natural
gas.

The Debtors have engaged Weil Gotshal & Manges LLP as counsel,
Alvarez & Marsal North America, LLC as financial advisor, Lazard
Freres & Co. LLC as investment banker, and Prime Clerk LLC as
claims and noticing agent.

The cases are pending before the Honorable Stuart M. Bernstein and
are jointly administered under Case No. 16-11390.


BREITBURN ENERGY: Seeks to Hire Weil Gotshal as Legal Counsel
-------------------------------------------------------------
Breitburn Energy Partners LP and its affiliates seek approval from
the U.S. Bankruptcy Court for the Southern District of New York to
hire Weil, Gotshal & Manges LLP as their legal counsel.

The Debtors tapped the firm to:

     (a) take all necessary action to protect and preserve the
         Debtors' estates, including the prosecution of actions on

         their behalf, the defense of any actions commenced
         against them, the negotiation of disputes in which the
         Debtors are involved and the preparation of objections to

         claims filed against their estates;

     (b) prepare legal papers on behalf of the Debtors; and

     (c) take all necessary actions in connection with any Chapter

         11 plan or with the administration of the Debtors'
         estates.

Weil Gotshal intends to charge the Debtors for the firm's services
at its normal hourly rates in effect at the time those services are
rendered. The firm's current customary hourly rates are $910 to
$1,350 for members and counsel; $490 to $885 for associates; and
$210 to $350 for paraprofessionals.

The firm will also seek reimbursement for work-related expenses.

Ray Schrock, P.C., a member of Weil Gotshal, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

In compliance with the U.S. Trustee Guidelines, Mr. Schrock also
disclosed that his firm represented the Debtors for approximately
three months prior to its bankruptcy filing, and that its billing
rates and material financial terms for the engagement have not
changed postpetition.

Mr. Schrock further disclosed that the Debtors have approved a
prospective budget for Weil Gotshal through the period ending
August 12, 2016, that they have always been involved in staffing
decisions, and that the staffing remains the Debtors' prerogative.

Weil Gotshal can be reached through:

     Ray C. Schrock, P.C.
     Stephen Karotkin
     Weil, Gotshal & Manges LLP
     767 Fifth Avenue
     New York, New York 10153
     Telephone: (212) 310-8000
     Facsimile: (212) 310-8007

                       About Breitburn Energy

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the Southern District of New
York on May 15, 2016, listing assets of $4.71 billion and
liabilities of $3.41 billion.

Breitburn Energy et al. are an independent oil and gas partnership
engaged in the acquisition, exploitation and development of oil and
natural gas properties, Midstream Assets, and a combination of
ethane, propane, butane and natural gasolines that when removed
from natural gas become liquid under various levels of higher
pressure and lower temperature, in the United States.  The Debtors
conduct their operations through Breitburn Parent's wholly-owned
subsidiary, Breitburn Operating LP, and BOLP's general partner,
Breitburn Operating GP LLC.

As of the Petition Date, the Debtors operate, or have working
interests in approximately 11,900 gross operating oil and gas
wells, and 7,921 net oil and gas wells.  The Debtors own interests
in approximately 705,597 net acres and had estimated proved
reserves, as of Dec. 31, 2015, of 239.3 million barrels of oil
equivalent of which approximately 54% was oil, 8% was NGLs, and 38%
was natural gas.  The Debtors maintain operational control over
approximately 91% of their proved reserves.  The Debtors'
production in 2015 was 20.8 million barrels of oil equivalent, of
which approximately 56% was oil, 9% was NGLs and 35% was natural
gas.

The Debtors have engaged Weil Gotshal & Manges LLP as counsel,
Alvarez & Marsal North America, LLC as financial advisor, Lazard
Freres & Co. LLC as investment banker, and Prime Clerk LLC as
claims and noticing agent.

The cases are pending before the Honorable Stuart M. Bernstein and
are jointly administered under Case No. 16-11390.


BUILDERS FIRSTSOURCE: Files 2015 Conflict Minerals Report
---------------------------------------------------------
Builders FirstSource, Inc., is a supplier of building materials,
manufactured components and construction services to professional
contractors, sub-contractors, and consumers.  

Rule 13p-1 promulgated under the Securities Exchange Act of 1934,
as amended, requires public disclosure of certain information when
a company manufactures or contracts to manufacture products that
include cassiterite, columbite-tantalite, gold, wolframite, and
their derivatives, which are limited to tin, tantalum or tungsten,
that are necessary to the functionality or production of such
products.  "Covered Countries" are the Democratic Republic of the
Congo or any of its adjoining countries, which, for the period
covered by this report, are the Republic of Congo, the Central
African Republic, South Sudan, Uganda, Rwanda, Burundi, Tanzania,
Zambia and Angola.

"During 2015, we undertook a comprehensive review of all the
products that we manufacture or contract to have manufactured. This
review included an analysis of all of the components utilized in
these products to determine (i) which products may contain Conflict
Minerals and (ii) the identification of all suppliers from whom we
source components that may contain Conflict Minerals. Our senior
manufacturing personnel and internal legal counsel were involved
with this analysis and approved the scope of the analysis as well
as the reasonable country of origin inquiry described below.  Based
upon this internal review, we determined that certain components
utilized in our manufacturing processes or incorporated into our
manufactured or contracted to manufacture products likely contained
Conflict Minerals that were necessary to the functionality or
production of such products.

"As a result of this comprehensive product review, we initiated a
good faith reasonable country of origin inquiry as required by the
Rule.  Our inquiry was designed to determine whether any of the
Conflict Minerals that were necessary to the functionality or
production of our manufactured or contracted to manufacture
products during the 2015 calendar year originated in any of the
Covered Countries and whether any of the Conflict Minerals were
from recycled or scrap sources.  We adopted the Conflict Minerals
reporting template established by the Conflict-Free Sourcing
Initiative and sent this template to all suppliers that we
identified as potentially supplying us with Conflict Minerals for
our manufactured or contracted to manufacture products.  All of
these suppliers were asked to complete the Conflict Minerals
reporting template established by the Conflict-Free Sourcing
Initiative and to disclose whether Conflict Minerals were present
in the products we purchased from them and, if so, the country of
origin of the Conflict Minerals.

"We received responses from suppliers accounting for more than 95%
of the total components we purchased in 2015 that we determined
likely contained Conflict Minerals that were necessary to the
functionality or production of products we manufacture or contract
to manufacture.  We also followed up with those suppliers that
failed to timely complete the reporting template or that provided
incomplete or inconsistent responses.

"Based on this reasonable country of origin inquiry, including the
responses we received from our suppliers, we have no reason to
believe that any of the Conflict Minerals that were necessary to
the functionality or production of our manufactured or contracted
to manufacture products originated in any of the Covered
Countries."

                    About Builders FirstSource

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

Builders Firstsource reported a net loss of $22.8 million on $3.56
billion of sales for the year ended Dec. 31, 2015, compared to net
income of $18.2 million on $1.60 billion of sales for the year
ended Dec. 31, 2014.

                           *     *     *

As reported by the TCR on July 15, 2015, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Builders
FirstSource Inc. to 'B+' from 'B'.  

"The stable outlook reflects our view that Builders FirstSource
will continue to increase sales and EBITDA as U.S. residential
construction continues to recover from an historic downturn and the
company realizes significant synergies from the merger.  As a
result, we expect some improvement in the company's leverage
measures over the next 12 to 24 months while it maintains adequate
liquidity," said Standard & Poor's credit analyst Pablo Garces.

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


CADILLAC NURSING: Directed to Amend Disclosures, Plan
-----------------------------------------------------
Judge Thomas J. Tucker of the United States Bankruptcy Court for
the Eastern District of Michigan, Southern Division, ordered that
Cadillac Nursing Home, Inc., must file an amended combined plan and
disclosure statement and a redlined version of the amended combined
plan and disclosure statement, showing the changes the Debtor has
made to "Debtor's Combined Plan of Liquidation and Disclosure
Statement," filed May 17, 2016.

The bankruptcy case is In re CADILLAC NURSING HOME, INC., Chapter
11, Debtor, Case No. 16-41554 (Bankr. E.D. Mich.).

A full-text copy of the Order dated May 19, 2016 is available at
https://is.gd/skref6 from Leagle.com.

Cadillac Nursing Home, Inc., Debtor In Possession, is represented
by Michael E. Baum, Esq. -- MBaum@schaferandweiner.com -- Schafer &
Weiner, Kim K. Hillary, Esq. -- KHillary@schaferandweiner.com --
Schafer & Weiner, John J. Stockdale, Jr., Esq. --
JStockdale@schaferandweiner.com -- Schafer & Weiner

Daniel M. McDermott, U.S. Trustee, is represented by Claretta
Evans.

                  About Cadillac Nursing Home

Cadillac Nursing Home, Inc. sought protection under Chapter 11 of
the Bankruptcy Code in the Eastern District of Michigan (Detroit)
(Case No. 16-41554) on February 8, 2016. The petition was signed
by
Bradley Mali, president.

The Debtor is represented by Michael E. Baum, Esq., Kim K.
Hillary,
Esq., and John J. Stockdale, Jr., Esq., at Schafer and Weiner,
PLLC. The case is assigned to Judge Thomas J. Tucker.

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

The U.S. trustee for Region 9 has appointed two creditors of
Cadillac Nursing Home, Inc., to serve on the official committee of
unsecured creditors.


CAESARS ENTERTAINMENT: Board Approves Cash Award Agreement
----------------------------------------------------------
The Human Resources Committee of the Board of Directors of the
Caesars Entertainment Corporation approved a Cash Award Agreement
for participants under the Caesars Entertainment Corporation 2012
Performance Incentive Plan, pursuant to which a recipient will
receive cash payments based on a vesting schedule to be set forth
in the agreement.  A copy of the Cash Award Agreement is available
for free at https://is.gd/FOCLRT

                   About Caesars Entertainment

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

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

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

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

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

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

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

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


CAESARS ENTERTAINMENT: Provides Financial Projections
-----------------------------------------------------
Caesars Entertainment Corporation has provided certain financial
projections to its majority-owned subsidiary, Caesars Entertainment
Operating Company Inc.  The financial projections, a copy of which
is available for free at https://is.gd/294DDG, are to be
incorporated by CEOC into its Third Amended and Restated Disclosure
Statement filed in connection with CEOC's ongoing bankruptcy
reorganization proceedings.  The Projections cover the period of
2017 through 2020 and represent a projection of the financial
performance of CEC and its consolidated subsidiaries following
consummation of the plan of reorganization of CEOC that is
described in CEOC's Disclosure Statement.

The Projections were developed by management of Caesars Enterprise
Services, LLC during the annual budgeting cycle in late 2015, with
input from Caesars Acquisition Company, CEOC and others.  The
Projections do not incorporate any impact or adjustments based on
current 2016 year-to-date performance, which is an improvement over
the projections prepared in late 2015.

The Projections were provided to CEOC for inclusion in the
Disclosure Statement for purposes of providing CEOC creditors with
information that may be relevant to their consideration of the
reorganization of CEOC.

On Dec. 21, 2014, CEC and CAC entered into an Agreement and Plan of
Merger, pursuant to which, among other things, CAC will merge with
and into CEC, with CEC as the surviving company.  In connection
with the Merger, CEC and CAC will file with the Securities and
Exchange Commission a Registration Statement on Form S-4 that will
include a joint information statement/prospectus, as well as other
relevant documents concerning the proposed transaction.

                   About Caesars Entertainment

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

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

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

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

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

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

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

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


CHC GROUP: Has Interim OK to Use Cash Collateral
------------------------------------------------
CHC Group Ltd. and its debtor affiliates sought and obtained
interim authority from the U.S. Bankruptcy Court to use cash
collateral securing their prepetition indebtedness from HSBC Bank
PLC, as the Revolving Facility Administrative Agent, and HSBC
Corporate Trustee Company (UK) Limited, as collateral agent; The
Bank of New York Mellon, as the Senior Secured Notes Indenture
Trustee, and HSBC Corporate Trustee Company (UK) Limited, as
collateral agent, and; Morgan Stanley Senior Funding, Inc., as ABL
Facility Administrative Agent, BNP Paribas SA., as the ABL Facility
Collateral Agent.

As of the Petition Date, the Debtors and non-debtor entities, on a
consolidated basis, hold approximately $277.2 million of cash in
various bank accounts worldwide.  Of this amount, the Debtor CHC
Cayman Investments I Ltd. holds approximately $142.7 million of
unencumbered cash in an account at Bank of America (London branch),
which constitutes proceeds of a draw from the Revolving Facility.
In addition, certain non-debtor entities that are not obligors
under the Revolving Facility, Senior Secured Notes, or the ABL
Facility hold approximately $90.1 million of cash in various
jurisdictions.  Accordingly, as of the Petition Date, the Debtors
assert that at least $232.8 million of the Beginning Cash Balance
constitutes Unencumbered Cash, which is not subject to any
prepetition lien or security interest held by the Agents.

The Debtors are authorized to use Cash Collateral, through and
including the Termination Date for (a) provide funding to
affiliates, consistent with prepetition practices set forth in the
Cash Management Motion, (b) the conduct their operations and
generating revenue in the chapter 11 cases, subject to the terms of
the Interim Order, (c) working capital purposes, (d) other general
corporate purposes, (e) satisfying the costs and expenses of
administering the chapter 11 cases, including payment of any
prepetition obligations that are necessary to preserve the value of
the estates, and (f) adequate protection payments to the Agents and
the Prepetition Secured Parties.

The adequate protection provided to the Prepetition Secured Parties
includes: (a) an allowed superpriority administrative claim, (b)
security interests and liens in the form of a first priority
replacement lien on, and security interest in the CHC Cayman
Unencumbered Cash in the Bank of America Account and on receivables
generated from the use of Prepetition Collateral, including Cash
Collateral on such receivables was in existence on or as of the
Petition Date, (c) payment of the reasonable and documented fees
and professional fees for each of the Agents, the collateral agent
for the ABL Facility (including Clifford Chance LLP and Holland &
Knight LLP), and the Ad Hoc Noteholder Group (including Akin Gump
Strauss Hauer & Feld LLP and Houlihan Lokey Capital Inc.).

The Final Hearing is scheduled for June 6, 2016.

A full-text copy of the Interim Cash Collateral Order is available
at https://is.gd/sWk4NJ

              Objections to Cash Use

The ABL Lenders, the Ad Hoc Group, and HSBC object to the cash
collateral use, saying they have serious concerns and reservations
both with regard to the Debtors' proposed use of the Prepetition
Collateral, and particularly concerning the proposed use of the
Cash Collateral, and the accompanying adequate protection package
offered by the Debtors to protect against any diminution as a
result of the Debtors' use of such Prepetition Collateral and Cash
Collateral, which directly impact the Debtors' use of the
Prepetition Collateral and Cash Collateral during the Interim
Period.

According to the Objectors, the Debtors have failed to establish
any cause for using the Asserted Encumbered Cash during the Interim
Period and by their own admission.  They point out that the Debtors
have ample unencumbered cash -- approximately $142.7 million in
unencumbered cash in a CHC Cayman Bank of America Account are
readily and immediately accessible -- to fund necessary operations
during the Interim Period.

The Objectors complain that the Debtors have not demonstrated that
under the terms of the proposed Interim Order, the Prepetition
Secured Parties will be adequately protected from any diminution in
value of their collateral -- their proposals are both inadequate
and mostly illusory -- particularly because if any party is
successful in asserting that the Cayman Cash is encumbered, then
the proposed adequate protection lien on the Cayman Cash may not
have any value, providing no real protection at all, let alone
"adequate protection" as mandated by the Bankruptcy Code.

Therefore, the Objectors ask that the Court, at least on an interim
basis, order the Debtors to (a) establish, effective on the
Petition Date, a segregated account into which the Debtors must
deposit any cash collateral of the Prepetition Secured Parties,
including all cash proceeds generated from the use or sale of the
Prepetition Secured Parties' non-cash collateral, including
proceeds generated from the collection of receivables, and (b)
provide the Prepetition Secured Parties with adequate protection in
the form of, at a minimum, a claim to the extent of any diminution
in the value of the Prepetition Secured Parties' collateral secured
by a first priority lien on all of the Debtors' unencumbered
property and a junior lien on all of the Debtors' currently
encumbered property.

Proposed Attorneys for CHC Group Ltd. and its debtor affiliates:

       Stephen A. Youngman, Esq.
       WEIL, GOTSHAL & MANGES LLP
       200 Crescent Court, Suite 300
       Dallas, Texas 75201
       Telephone: (214) 746-7700
       Facsimile: (214) 746-7777
       Email: stephen.youngman@weil.com

       -- and --

       Gary T. Holtzer, Esq.
       Kelly DiBlasi, Esq.
       WEIL, GOTSHAL & MANGES LLP
       767 Fifth Avenue
       New York, New York 10153
       Telephone: (212) 310-8000
       Facsimile: (212) 310-8007
       Email: gary.holtzer@weil.com
              kelly.diblasi@weil.com

Counsel to the ABL Administrative Agent:

       James T. Grogan, Esq.
       PAUL HASTINGS LLP
       600 Travis Street, 58th Floor
       Houston, Texas 77002
       Telephone: (713) 860-7338
       Email: jamesgrogan@paulhastings.com

       -- and --

       Leslie A. Plaskon, Esq.
       Andrew V. Tenzer, Esq.
       Michael E. Comerford, Esq.
       PAUL HASTINGS LLP
       200 Park Avenue
       New York, NY 10166
       Email: leslieplaskon@paulhastings.com
              andrewtenzer@paulhastings.com
              michaelcomerford@paulhastings.com

Counsel to the ABL Collateral Agent:

       Brian J. Smith, Esq.
       HOLLAND & KNIGHT LLP
       200 Crescent Court, Ste. 1600
       Dallas, TX 75201
       Telephone: (214) 964-9500
       Facsimile: (214) 964-9501
       Email: brian.smith@hklaw.com

       -- and --

       Kenneth E. Noble, Esq.
       HOLLAND & KNIGHT LLP
       31 West 52nd Street, 12th Floor
       New York, NY 10019
       Telephone: (212)513-3574
       Facsimile: (212)385-9010
       Email: kenneth.noble@hklaw.com

Attorneys for Ad Hoc Noteholder Group:

       Marty L. Brimmage, Jr., Esq.
       AKIN GUMP STRAUSS HAUER & FELD LLP
       1700 Pacific Avenue, Suite 4100
       Dallas, TX 75201-4624
       Telephone: (214) 969-2800
       Facsimile: (214) 969-4343
       Email: mbrimmage@akingump.com

       -- and --

       Michael S. Stamer, Esq.
       Jason P. Rubin, Esq.
       AKIN GUMP STRAUSS HAUER & FELD LLP
       One Bryant Park
       New York, New York 10036
       Telephone: (212) 872-1000
       Facsimile: (212) 872-1002
       Email: mstamer@akingump.com
              jrubin@akingump.com

       -- and --

       James Savin, Esq.
       AKIN GUMP STRAUSS HAUER & FELD LLP
       1333 New Hampshire Avenue, N.W.
       Washington, DC 20036
       Telephone: (202) 887-4000
       Facsimile: (202) 887-4288
       Email: jsavin@akingump.com

Counsel for HSBC Bank PLC, as administrative agent for the
Revolving Credit Facility Secured Lenders:

       Louis R. Strubeck, Jr., Esq.
       Greg Wilkes, Esq.
       Timothy S. Springer, Esq.
       NORTON ROSE FULBRIGHT US LLP
       2200 Ross Avenue, Suite 3600
       Dallas, Texas 75201-7932
       Telephone: (214) 855-8000
       Facsimile: (214) 855-8200
       Email: louis.strubeck@nortonrosefulbright.com
              greg.wilkes@nortonrosefulbright.com
              tim.springer@nortonrosefulbright.com

            About CHC Group

Headquartered in Irving, Texas, CHC is a global commercial
helicopter services company primarily servicing the offshore oil
and gas industry.  CHC maintains bases on six continents with major
operations in the North Sea, Brazil, Australia, and several
locations across Africa, Eastern Europe, and South East Asia.  CHC
maintains a fleet of 230 medium and heavy helicopters, 67 of which
are owned by it and the remainder are leased from various
third-party lessors.

CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016. As of
Jan. 31, 2016, CHG had $2.16 billion in total assets
and
$2.19 billion in total liabilities.  The Debtors have
hired Weil, Gotshal & Manges LLP as counsel,
Debevoise &
Plimpton LLP as special aircraft counsel, PJT Partners LP as
investment banker, Seabury Corporate Advisors LLC as financial
advisor, CDG Group, LLC as restructuring advisor, and Kurtzman
Carson Consultants LLC as claims and noticing agent.

The Office of the U.S. Trustee on May 13, 2016, appointed five
creditors of CHC Group Ltd. to serve on the official committee of
unsecured creditors.


CLAIRE'S STORES: Amends Fiscal 2015 Annual Report
-------------------------------------------------
Claire's Stores Inc. filed with the Securities and Exchange
Commission an amended annual report on Form 10-K for the fiscal
year ended Jan. 30, 2016, for purposes of including the information
in Part III of the Form 10-K, as permitted under General
Instruction G(3) to Form 10-K.

Part III describes the Company's directors, executive officers and
corporate governance; executive compensation; security ownership of
certain beneficial owners and management and related stockholder
matters; certain relationships and related transactions, and
director independence; principal accountant fees and services; and
exhibits, financial statement schedules.

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

                       https://is.gd/v6lzIJ

                       About Claire's Stores

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

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

                           *     *     *

The TCR reported on April 11, 2016, that Moody's Investors Service
downgraded Claire's Stores, Inc. Corporate Family Rating (CFR) and
Probability of Default Rating to Caa3 and Caa3-PD, respectively.
"[The] downgrades reflect our view that there is an acute
likelihood of a debt restructuring ahead of the June 2017 maturity
of Claire's subordinated notes due to continuing erosion of
liquidity and weak operating performance," stated Moody's Vice
President Charlie O'Shea.

As reported by the TCR on May 20, 2016, S&P Global Ratings raised
its corporate credit rating on Florida-based Claire's Stores Inc.
to 'CCC-' from 'SD'.  The outlook is negative.


COMMERCIAL RECOVERY: Government Wins Summary Judgment in FTCA Suit
------------------------------------------------------------------
In the case captioned UNITED STATES OF AMERICA, v. COMMERCIAL
RECOVERY SYSTEMS, INC., TIMOTHY L. FORD, individually and as an
officer of COMMERCIAL RECOVERY SYSTEMS, INC., and DAVID J. DEVANY,
individually and as a former officer of COMMERCIAL RECOVERY
SYSTEMS, INC., Case No. 4:15-CV-36 (E.D. Tex.), Judge Amos L.
Mazzant, III, of the United States District Court for the Eastern
District of Texas, Sherman Division, granted the Plaintiff's Motion
for Summary Judgment as to Defendants Commercial Recovery Systems,
Inc., and Timothy Ford.

The motion should remain pending as to Defendant Devany. The Court
found Defendants CRS and Ford liable for violations of Section 5 of
the FTC Act, 15 U.S.C. Section 45(a), and multiple provisions of
the FDCPA, 15 U.S.C. Sections 1692-1692l, and found defendant Ford
personally liable for civil penalties in an amount to be determined
at trial. Plaintiff is directed to submit a proposed order of
permanent injunction, to be applicable to CRS and Ford, for the
Court's consideration within seven (7) days of this Memorandum
Opinion and Order.

A full-text copy of the Memorandum Opinion and Order dated April 7,
2016 is available at https://is.gd/zrKvYW from Leagle.com.

United States of America, Plaintiff, is represented by Heide L
Herrmann, United States Dept of Justice, Consumer Protection
Branch.

Commercial Recovery Systems, Inc., Defendant, is represented by
Stephen Gray McFayden, Esq. -- Franklin McFayden.

Timothy L Ford, Defendant, is represented by Stephen Gray McFayden,
Esq. -- Franklin McFayden.

David J Devany, Defendant, is represented by Emil Lippe, Jr, Esq.
-- Lippe & Associates.


CONSTELLATION ENTERPRISES: U.S. Trustee Forms 7-Member Committee
----------------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on May 31 appointed
seven creditors of Constellation Enterprises LLC and its affiliates
to serve on the official committee of unsecured creditors.

The committee members are:

     (1) U.S. Bank National Association
         Attn: Ziad Amra
         800 Nicollet Mall, BC-MN H22A
         Minneapolis, MN 55402
         Phone: 612-303-4517
         Fax: 612-303-4660

     (2) G.O Carlson, Inc.- Electralloy
         Attn: Joseph C. Paparone II
         175 Main St.
         Oil City, PA 16301  
         Phone: 814-678-4141
         Fax: 814-678-4277

     (3) PSC Metals, Inc.
         Attn: Joseph D. King, Esq.
         5875 Landerbrook Dr., Ste. 200
         Mayfield Heights, OH 44124
         Phone: 440-753-5390
         Fax: 440-753-5428

     (4) EAC Corporation
         Attn: Christian Berkholtz
         907 S.E. Monterey Commons Blvd.
         Stuart, FL 34996
         Phone: 772-220-2116
         Fax: 772-220-6964

     (5) Steel Summit Holdings, Inc.
         Attn: Bill Wright  
         1718 J.P. Hennessy Dr.
         Lavergne, TN 37086
         Phone: 615-641-8656
         Fax: 866-591-8493

     (6) Praxair, c/o RMS (an iQor Company)
         Attn: Joe Yoause, 305 Fellowship Rd.
         Mount Laurel, NJ 08054
         Phone: 888-560-2040

     (7) United Steelworkers
         Attn: David R. Jury
         60 Blvd. of the Allies, Room 807
         Pittsburgh, PA 15222
         Phone: 412-562-2545
         Fax: 412-562-2574

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 Constellation Enterprises

Constellation Enterprises LLC, through its subsidiaries,
manufactures custom engineered metal components for various end
markets such as rail transportation, oil and gas, general
industrial, nuclear, aerospace, and small gas engine markets.  The
company was incorporated in 1996 and is based in Caldwell, Texas.

Constellation Enterprises LLC (Bankr. D. Del. Case No. 16-11213)
and its affiliates Columbus Holdings, Inc. (Bankr. D. Del. Case No.
16-11214), Columbus Steel Castings Company (Bankr. D. Del. Case No.
16-11215), Eclipse Manufacturing Co. (Bankr. D. Del. Case No.
16-11219), JFC Holding Corporation (Bankr. D. Del. Case No.
16-11221), Metal Technology Solutions, Inc. (Bankr. D. Del. Case
No. 16-11218), Steel Forming, Inc. (Bankr. D. Del. Case No.
16-11220), The Jorgensen Forge Corporation (Bankr. D. Del. Case No.
16-11222), Zero Corporation (Bankr. D. Del. Case No. 16-11216), and
Zero Manufacturing, Inc. (Bankr. D. Del. Case No. 16-11217) filed
for Chapter 11 bankruptcy protection on May 16, 2016.

The petitions were signed by William Lowry, chief financial
officer.

The Debtors estimated their assets at between $1 million and $10
million and their debts at between $100 million and $500 million.

Adam C. Rogoff, Esq., and Joseph A. Shifer, Esq., at Kramer Levin
Naftalis & Frankel LLP serve as the Debtors' bankruptcy counsel.

Daniel J. DeFranceschi, Esq., Zachary I. Shapiro, Esq., Rachel L.
Biblo, Esq., and Joseph C. Barsalona II, Esq., at Richards, Layton
& Finger, P.A., serve as the Debtors' co-counsel.

Imperial Capital, LLC, is the Debtors' financial advisor.  Conway
Mackenzie Management Services LLC is the Debtors' crisis management
& restructuring services provider.

Epiq Bankruptcy Solutions, LLC, is the Debtors' claims and noticing
agent.


CREATURE LLC: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Creature LLC
        111 S. Jackson St., Suite 451
        Seattle, WA 98104

Case No.: 16-12940

Chapter 11 Petition Date: May 31, 2016

Court: United States Bankruptcy Court
       Western District of Washington (Seattle)

Judge: Hon. Christopher M Alston

Debtor's Counsel: James L Day, Esq.
                  BUSH KORNFELD LLP
                  601 Union St Ste 5000
                  Seattle, WA 98101
                  Tel: 206-292-2110
                  E-mail: jday@bskd.com

Total Assets: $597,825

Total Liabilities: $2.63 million

The petition was signed by Matt Peterson, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/wawb16-12940.pdf


CRITICAL CARE: Court Vacates Show Cause Order Due to Clerical Error
-------------------------------------------------------------------
Judge Bruce T. Beesley of the United States Bankruptcy Court for
the District of Nevada vacated the Order Granting in part, Denying
in part Motion For Order To Show Cause entered on May 24, 2016, it
having been determined that, due to clerical error, an order was
entered in this matter.

The case is captioned IN RE: CRITICAL CARE MEDICAL CONSULTANTS,
INC. CHAPTER 11, Debtor(s).No. BK-16-11625-btb (Bankr. D. Nev.).

A full-text copy of the Order dated May 26, 2016 is available at
https://is.gd/nyLSOt from Leagle.com.

KAVITA GUPTA, Trustee, is represented by LARRY W GABRIEL, Esq. --
lgabriel@brutzkusgubner.com -- BRUTZKUS GUBNER ROZANSKY SEROR,
STEVEN T GUBNER, Esq. -- sgubner@brutzkusgubner.com -- BRUTZKUS
GUBNER, COREY R. WEBER, Esq. -- cweber@brutzkusgubner.com --
BRUTZKUS GUBNER

U.S. TRUSTEE - LV - 11, U.S. Trustee, represented by EDWARD M.
McDONALD, OFFICE OF U.S. TRUSTEE.


CS PROPERTY: D. Whitten Wins Summary Judgment of 4th Amendment Suit
-------------------------------------------------------------------
In the MICHAEL H. RYU, Plaintiff, v. DANIEL N. WHITTEN, Defendant,
Civil Action No. 1:15-cv-00202 (E.D. Va.), Judge Claude M. Hilton
of the United States District Court for the Eastern District of
Virginia, Alexandria Division, granted the Defendant's Motion for
Summary Judgment and denied the Plaintiff's Partial Motion for
Summary Judgment.

The Plaintiff brought the instant action against the Defendant for
violation of the Fourth Amendment, malicious prosecution, false
arrest, gross negligence, and due process violation.  This Court is
of the opinion that no material facts are in dispute, and summary
judgment should be granted for Defendant.

A full-text copy of the Memorandum Opinion dated April 4, 2016 is
available at https://is.gd/qgQo3v from Leagle.com.

Michael H. Ryu, Plaintiff, is represented by Victor Michael
Glasberg, Victor M. Glasberg & Associates.

Daniel N. Whitten, Defendant, is represented by Julia Bougie
Judkins, Esq. -- jjudkins@vadctriallaw.com -- Bancroft McGavin
Horvath & Judkins PC & Catherine Jean Carre, Esq. --
ccarre@bmhjlaw.com -- Bancroft McGavin Horvath & Judkins PC.



CUSTOM BYTES: Wants Plan Filing Deadline Moved to July 29
---------------------------------------------------------
Custom Bytes Inc. of KY asks the U.S. Bankruptcy Court for the
Western District of Kentucky to extend the date by which only the
Debtor may file a plan to July 29, 2016, and the date by which only
the Debtor may solicit acceptances of its plan until Aug. 29,
2016.

The Debtors tell the Court that since the Petition Date, they have
continued to generate revenues while exploring processes to
increase profitability.

The Debtor expects that the extended exclusivity period will
enhance their ability to propose a plan that meets the Bankruptcy
Code's criteria for confirmation because the additional time will
enable the Debtor to determine the overall economic health of its
business.

The Debtor is represented by:

      David M. Cantor, Esq.
      Keith J. Larson
      SEILLER WATERMAN LLC
      Meidinger Tower - 22nd Floor
      462 S. Fourth Street
      Louisville, Kentucky 40202
      Tel: (502) 584-7400
      Fax: (502) 583-2100
      E-mail: cantor@derbycitylaw.com
              Larson@derbycitylaw.com

Custom Bytes Inc of KY is a computer retailer and services provider
headquartered in Louisville.

Custom Bytes Inc of KY filed for Chapter 11 bankruptcy protection
(Bankr. W.D. Ky. Case No. 15-33890) on Dec. 3, 2015, listing
$77,400 in assets and $162,311 in liabilities.

David M. Cantor, Esq., at Seiller Waterman LLC servers as the
Company's bankruptcy counsel.


CVR PARTNERS: Moody's Assigns B1 CFR & Rates $625MM Notes B1
------------------------------------------------------------
Moody's Investors Service initiated first-time ratings on CVR
Partners, LP assigning a B1 corporate family rating and B1-PD
probability of default rating.  Ratings were also assigned to its
proposed $625 million senior secured notes due 2023 at B1, in line
with the CFR since it is substantively the only debt in the capital
structure.  The company is also proposing a $50 million ABL
revolving credit facility that will be unrated.  Proceeds from the
notes will be used to repay the intercompany borrowings, that
funded the April 1, 2016 East Dubuque acquisition, and to retire
the outstanding tendered East Dubuque notes, as well as cover the
tender premium and other transaction fees.  Moody's also assigned
an SGL-3 speculative grade liquidity rating to CVR.  The rating
outlook is stable.

"CVR generates solid EBITDA margins that drive good operating cash
flows.  The company also benefits from its two production
facilities, which provide diversity of earnings and feedstocks, as
well as market access to the mid-corn belt and southern plains.
While the MLP structure will demand regular cash distributions, we
expect CVR to manage liquidity needs prudently in the currently
challenged nitrogen markets that could persist through 2017," said
Lori Harris, Moody's Assistant Vice President and lead analyst for
CVR Partners, LP.

Rating actions:

Issuer: CVR Partners, LP

  Corporate Family Rating, Assigned B1;
  Probability of Default Rating, Assigned B1-PD;
  Speculative Grade Liquidity Rating, Assigned SGL-3;
  $625 million Senior Secured Notes due 2023, Assigned B1 (LGD4)
   Outlook, Stable.

The assigned ratings are first-time ratings and remain subject to
Moody's review of the final terms and conditions of the proposed
financing transaction expected to close in June 2016.

                          RATINGS RATIONALE

CVR's B1 CFR reflects its small scale as measured by revenues,
estimated around $400 million, and concentration of earnings in two
production facilities, Coffeyville, Kansas and East Dubuque,
Illinois.  The rating also reflects moderate financial leverage,
which Moody's projects to be at 4.4x Debt/EBITDA for the projected
FYE 2016 and estimates at 3.3x  Debt/EBITDA pro forma for FYE 2015,
as well as CVR's master limited partnership (MLP) structure under
which it distributes the vast majority of all available cash
generated each quarter to unitholders.  CVR is also challenged by
operating in the seasonal commodity nitrogen business that is
likely to experience trough market conditions toward year end 2016
and into 2017 resulting from low crop prices, three years of strong
crop harvests, and new capacity coming on line in North America.
This dynamic has depressed nitrogen fertilizer pricing causing
profitability declines and margin compression.  As a result of the
stressed marketplace, Moody's anticipates that CVR's profitability
could be pressured through 2017, which will keep leverage above
4.0x over the period.  Given the cyclical nature of profitability
in this industry leverage above 4.0x is not much of a concern for
brief periods.  During trough market conditions Moody's expects
that companies will maintain higher cash balance and stronger
liquidity positions to offset any unforeseen events that might
negatively impact earnings.

Supporting the rating are CVR's good profitability as measured by
EBITDA margins (historically ranging between 30%-40%), and
resulting favorable operating cash flow generation, before MLP
distributions.  The company benefits from diversity in feedstocks
because the Coffeyville site uses petroleum coke and the East
Dubuque facility uses natural gas.  While the nitrogen industry is
fragmented, CVR is the fifth largest nitrogen fertilizer producer
in North America with an estimated 1.5 million annual short tons of
sellable nitrogen fertilizer products, and it is the second largest
producer of UAN.  CVR also benefits from its geographic footprint
with access to the mid-corn belt, through the East Dubuque site
location, as well as the southern plains, via the main rail line of
Union Pacific from the Coffeyville site.  The company also has some
intangible benefits from Carl Icahn's ownership position, which
should facilitate financing needs that might arise through periods
of stress.

The company expects to benefit from $12 million in synergies
realized over the next 18 months following the April 1, 2016 East
Dubuque acquisition; roughly half of the synergies will be realized
from corporate overhead savings and the other half from production
and logistical efficiencies.  Moody's believes that anticipated
cost synergies are conservative as most of the cost initiatives
have already been achieved and the logistical and transportation
benefits could be greater than initially estimated. Once CVR
realizes its synergies, fully integrates the East Dubuque site, and
moves past the challenged market conditions, Moody's expects
earnings and leverage to improve.

CVR's SGL-3 speculative grade liquidity rating indicates
expectations of adequate liquidity through 2016, supported by cash
balances, operating cash generation, and access to a $50 million
ABL revolver.  Cash balances should be approximately $70 million at
closing of the proposed financing and balance sheet cash is
expected to be no less than $40 million to support operating needs
and liquidity.  While Moody's expects the company to generate
positive cash from operations in 2016, free cash flow will be
negative due to ongoing capital projects at its facilities and
distributions to MLP unitholders.  Moody's anticipates little
regular use of the revolver, with the exception of possible support
for seasonal working capital needs.

CVR is proposing a $50 million ABL revolving credit facility.  The
ABL is not expected to be regularly used and will be undrawn at
issuance.  The ABL facility is secured by a first priority lien on
accounts receivable and inventory.  Availability under the ABL is
limited to eligible accounts receivable and eligible inventory. The
ABL revolver has a springing fixed charge coverage ratio of 1.0x if
availability falls below certain levels.  CVR Partners has no
near-term maturities.  The $625 million senior secured notes due
2023 were issued to repay intercompany borrowings that facilitated
the purchase of East Dubuque as well as to repay the amount of
tendered notes at East Dubuque, as well as cover the tender premium
and other transaction fees.  The notes contain no financial
covenants, but do contain various covenants and leverage tests for
MLP distributions, incremental debt, and other restrictions.

Cash uses include MLP unitholder distributions as well as capex.
CVR indicated that it will spend in 2016 approximately $22 million
for maintenance capex and additional spending for expansion capex.
The expansion capital projects are expected to be completed in 2016
and normal maintenance capex is anticipated in 2017.  The majority
of the 2016 expansion capital will be used to make improvements to
the East Dubuque facility.  Substantially all other available cash
is expected to be distributed to the MLP unitholders.

The stable outlook reflects the expectation for good profitability
and EBITDA margins as well as strong operating cash flow generation
prior to MLP distributions, although free cash flow is expected to
continue to be negative.  The stable outlook also anticipates that
CVR's two facilities will continue to demonstrate consistent and
efficient operations and that the company realizes synergies from
the East Dubuque acquisition.  To attain a higher rating, the
partnership will need to increase its size in order to obtain
greater operational and geographic diversity.  A higher rating
would also be contingent on sustained leverage under 3.0x
Debt/EBITDA, continued strong profitability, and liquidity
management.  Downward pressure to the rating could occur if
leverage were sustained above 4.5x as a result of lower
profitability, EBITDA margin compression, or other levering event.

The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 2013.

CVR Partners, LP, a Delaware limited partnership headquartered in
Sugar Land, Texas, is a producer of nitrogen fertilizer products,
principally Ammonia and UAN.  CVR is a public variable distribution
master limited partnership (ticker: UAN) which is 34% owned by CVR
Energy Inc.(unrated), a publicly traded company 82% owned and
controlled by Carl C. Icahn through Icahn Associates Holding LLC.
In April 2016, CVR acquired East Dubuque Nitrogen Partners
(previously rated B1 stable), another nitrogen fertilizer variable
distribution MLP.  Following the transaction, CVR has two operating
facilities located in Coffeyville, Kansas and East Dubuque,
Illinois.  Pro forma, the combined entity had revenues and EBITDA
of $491 million and $200 million, respectively, for the twelve
months ending Dec. 31, 2015.



DALE WILLIAMS: Time to Respond to Plan Agent's Suit Extended
------------------------------------------------------------
In the adversary proceeding captioned STEPHEN P. MILNER, as PLAN
AGENT, Plaintiff, v. DALE A. WILLIAMS, an individual; DALE A.
WILLIAMS, JR., aka RORY WILLIAMS, an individual; SOUTH COAST HOME
FURNISHINGS CENTER, LLC, a Nevada limited liability company;
SHULMAN, HODGES & BASTIAN, LLP, a California limited liability
partnership, Defendant(s), Adv. No. 2:16-ap-01196 RK (Bankr. C.D.
Ca.), Judge Robert Kwan of the United States Bankruptcy Court for
the Central District of California, Los Angeles Division, approved
the parties' Joint Stipulation to Extend Time to Respond to
Complaint.

The deadline for the defendants to file responsive pleadings to the
complaint is extended to and including June 1, 2016.

A full-text copy of Judge Kwan's May 25, 2016 order is available at
https://is.gd/A7CWYM from Leagle.com.

The bankruptcy case is In re: DALE A. WILLIAMS, Chapter 11, Debtor,
Case No. 2:12-bk-15652 RK (Bankr. C.D. Cal.).

Stephen P Milner, Plan Agent, is represented by:

          David K Eldan, Esq.
          PARKER, MILLIKEN
          555 S. Flower Street, 30th Floor
          Los Angeles, CA 90071
          Tel: (213)683-6500
          Fax: (213)683-6669
          Email: deldan@pmcos.com

Dale Alfred Williams is represented by:

          William N Lobel, Esq.
          LOBEL WEILAND GOLDEN FRIEDMAN LLP
          650 Town Center Dr #950
          Costa Mesa, CA 92626
          Tel: (714)966-1000
          Fax: (714)966-1002
          Email: wlobel@lwgfllp.com

Shulman Hodges & Bastian, LLP is represented by:

          Ronald S Hodges, Esq.
          SHULMAN HODGES AND BASTIAN LLP
          100 Spectrum Center Drive, Suite 600
          Irvine, CA 92618
          Tel: (949)340-3400
          Fax: (949)340-3000


DATA SYSTEMS: Amends Application to Hire IPM as Property Manager
----------------------------------------------------------------
The Chapter 11 trustee of Data Systems Inc. filed with the U.S.
Bankruptcy Court for the District of Oregon an amended application
to employ Income Property Management Co. as property manager.

Amy Mitchell, the bankruptcy trustee, amended the application to
include "slightly" expanded version of the Agreement Addendum,
according to court filings.

At the request of the Office of the U.S. Trustee, the addendum now
clarifies that IPM client trust account bank statements are being
included with IPM's financial reports.  

The addendum also includes a section that provides more details
regarding how and when rents will be turned over to the trustee
from the IPM client trust account, according to court filings.

A copy of the document is available for free at
https://is.gd/spH4Ov

                       About Data Systems

Portland, Oregon-based Data Systems, Inc., filed for Chapter 11
bankruptcy protection (Bankr. D. Ore. Case No. 16-30477) on Feb.
11, 2016, estimating its assets at between $1 million and $10
million and its liabilities at between $100,000 and $500,000. The
petition was signed by William F. Holdner, president.

Judge Randall L. Dunn presides over the case.

Ted A Troutman, Esq., at Troutman Law Firm P.C. serves as the
Debtor's bankruptcy counsel.


DDMG ESTATE: Florida to Get $5-Mil. from Visual Effects Studio
--------------------------------------------------------------
The American Bankruptcy Institute, citing Gary Fineout of The
Associated Press, reported that Florida will only get back a small
portion of the millions it invested in a failed visual effects film
studio whose high-profile bankruptcy was used in the contentious
2014 election between Gov. Rick Scott and Charlie Crist.

According to the report, state and local governments in April
reached a settlement in a complicated legal battle that involved
filings in bankruptcy court as a well as a civil lawsuit filed in
St. Lucie County.  A bankruptcy judge approved the settlement
earlier this month and the payments are expected to be made over
the summer, the report related.

The state in 2009 agreed to invest $20 million with Digital Domain,
which had promised to create about 500 jobs at a Port St. Lucie
animation studio and a West Palm Beach film school, but the company
filed for bankruptcy in 2012, the report added.

Florida sued Digital Domain at the direction of Scott, whose
re-election campaign mentioned the lawsuit in a TV ad critical of
Crist since the former governor had signed off on the initial deal
to help the company, the report further related.

                       About Digital Domain

Port St. Lucie, Florida-based Digital Domain Media Group, Inc. --
http://www.digitaldomain.com/-- engaged in the creation of   
original  content animation feature films, and development of
computer-generated imagery for feature films and trans-media
advertising primarily in the United States.

Digital Domain Media Group, Inc. and 13 affiliates sought Chapter
11 protection (Bankr. D. Del. Lead Case No. 12-12568) on Sept. 11,
2012, to sell its business for $15 million to Searchlight Capital
Partners LP, subject to higher and better offers.  The Company
disclosed assets of $205 million and liabilities totaling $214
million.

The Debtors also sought ancillary relief in Canada, pursuant to
the
Companies' Creditors Arrangement Act in the Supreme Court of
British Columbia, Vancouver Registry.

Attorneys at Pachulski Stang Ziehl & Jones serve as counsel to the
Debtors.  FTI Consulting, Inc.'s Michael Katzenstein is the chief
restructuring officer.  Kurtzman Carson Consultants LLC is the
claims and notice agent.  An official committee of unsecured
creditors appointed in the case is represented by lawyers at
Sullivan Hazeltine Allinson LLC and Brown Rudnick LLP.

At a bankruptcy auction, the principal part of the business was
purchased by a joint venture between Galloping Horse America LLC,
an affiliate of Beijing Galloping Horse Co., and an affiliate of
Reliance Capital Ltd., based in Mumbai.  The $36.7 million total
value of the contact includes $3.6 million to cure defaults
on contracts and $2.9 million in reimbursement of payroll costs.
As
the result of a settlement negotiated by the unsecured creditors'
committee with secured lenders, there will be some recovery for
the committee's constituency.


DIOCES OF GALLUP: Sets Aside $21-Mil. in Abuse Settlement
---------------------------------------------------------
The Associated Press reported that as its bankruptcy case wraps up,
the Diocese of Gallup has allocated millions of dollars to
compensate victims of clergy sexual abuse.

According to the report, citing The Gallup Independent, at the
diocese's bankruptcy confirmation hearing June 21, it could get
final confirmation of its plan of reorganization.  That would be a
huge step forward for the diocese, which has been wrangling with
abuse claimants for more than a year, the report said.

The diocese is creating a fund of between $21 million and $25
million to be used for professional fees and settlements with the
57 abuse survivors who led claims in bankruptcy court, the report
related.  Professional fees are now listed at more than $3.6
million, and some settlements for abuse victims are expected to
approach $300,000, the report further related.

The Gallup Diocese and attorneys and representatives for the clergy
abuse claimants also agreed on 17 nonmonetary provisions for the
settlement, with provision requiring Bishop James S. Wall to
personally sign letters of apology to all abuse claimants and, if
requested, their immediate family members, the report added.

                  About The Diocese of Gallup

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

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

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

The Diocese of Gallup became one of 13 U.S. dioceses that have
filed for bankruptcy in response to civil lawsuits filed against
the diocese on behalf of alleged victims of sexual abuse by
priests.

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


ENERGIZER HOLDINGS: S&P Affirms 'BB' CCR, Outlook Stable
--------------------------------------------------------
S&P Global Ratings said that it affirmed its 'BB' corporate credit
rating on St. Louis–based Energizer Holdings Inc.  The outlook is
stable.

S&P also affirmed its 'BBB-' issue-level rating on the company's
senior secured term loan, with a recovery rating of '1', reflecting
S&P's expectation for very high (90%-100%) recovery in the event of
a payment default.  At the same time, S&P affirmed its 'BB' issue
level rating on the senior unsecured debt, with a recovery rating
of '3', reflecting our expectation for meaningful (50% to 70%, in
the higher half of the range) recovery in the event of a payment
default.

Reported debt outstanding as of March 31, 2016 was about
$987 million.

The rating affirmation reflects S&P's view that the company has a
strong brand with No.1 or No. 2 market positions in household
batteries globally, but participates in a highly competitive and
mature industry that is in a secular decline.  S&P expects global
household battery sales to decline in the low-single digit
percentage area in the next few years, which will dampen long-term
organic growth opportunities.  S&P forecasts adjusted debt to
EBITDA close to the mid-3x area in 2016 post the acquisition,
reducing to about 3x in 2017.  However, S&P expects Energizer to
prioritize growth through modest-sized acquisitions rather than
permanent debt reduction.

S&P's ratings also reflect the company's narrow product focus in
batteries and portable lighting.  In S&P's view, other household
product companies possess brands that are not experiencing long
term secular decline, such as batteries, and in many cases have
much greater financial flexibility.  S&P expects discounting and
promotion within the battery category will remain very aggressive
due to competition.  Nevertheless, S&P believes Energizer's global
manufacturing and distribution platform, strong brand recognition,
improving operating leverage, and diversified customer base should
support its profitability and provide competitive advantages.

The stable outlook reflects S&P's expectation that the company will
maintain its good global market positions in the secular, declining
household battery industry, through brand investment and
innovation, as well as cost-containment measures.  S&P expects the
company will sustain debt to EBITDA of about 3x-3.5x, and liquidity
will remain adequate, with the potential to temporarily lever up to
make modest acquisitions.


ENERGY FUTURE: BNY Mellon Says New Plan Lacks Adequate Info
-----------------------------------------------------------
The Bank of New York Mellon, in its capacity as the PCRB Trustee,
and The Bank of New York Mellon Trust Company, N.A.., in its
capacity as the EFCH 2037 Notes Trustee, object to the Disclosure
Statement for the Amended Joint Plan of Reorganization of Energy
Future Holdings Corp., et al., Pursuant to Chapter 11 of the
Bankruptcy Code.

BNYM serves as the PCRB Trustee with respect to multiple series of
pollution control revenue bonds or pollution control bonds.  As of
the Petition Date, principal amounts outstanding under the PCRBs
totaled approximately $875 million in the aggregate, with interest
rates generally ranging from 0.29% to 8.25%, and original
maturities ranging from June 1, 2021, to March 1, 2041. At this
time, there are no outstanding letters of credit under the TCEH
Credit Agreement. The PCRBs are unsecured obligations of TCEH.

The PCRB Trustee timely filed unsecured proofs of claim relating to
the PCRBs (excluding any PCRBs that have been repurchased by TCEH
and held in a custody account) in the aggregate amount of $1.087
billion, including principal, plus interest and fees.

BNYMTC serves as the EFCH 2037 Notes Trustee under an indenture,
dated as of December 1, 1995, for the EFCH 2037 Notes originally
due January 30, 2037, by and among EFCH, as issuer, and BNYMTC, as
EFCH 2037 Notes Trustee. As of the Petition Date, approximately $9
million in principal amount of the EFCH 2037 Notes were
outstanding, including approximately $1 million of floating-rate
notes and $8 million of 8.175% notes. The EFCH 2037 Notes are
unsecured obligations of EFCH and are subordinate to EFCH's other
prepetition funded indebtedness.

The New Plan classifies holders of PCRB Claims in Class C4 TCEH
Unsecured Debt Claims.

Bank of New York Mellon contends that the New Plan offers holders
of PCRB Claims distributions consisting of an undisclosed
percentage of the TCEH Cash Payment.  The Disclosure Statement also
contains no clear, direct information concerning (a) the expected
amount of the TCEH Cash Payment on account of the PCRB Claims (and
the percentage recovery) if holders of the PCRB Claims are not
entitled to share in the distributions on account of the TCEH First
Lien Deficiency Claims or (b) the expected amount of the TCEH Cash
Payment on account of the PCRB Claims (and the percentage recovery)
if holders of the PCRB Claims are entitled to share in the
distributions on account of the TCEH First Lien Deficiency Claims.
The absence of such important information renders the Disclosure
Statement inadequate as to the distribution that will be received
by holders of PCRB Claims. Holders of PCRB Claims should not have
to decide whether to vote to accept or reject the New Plan without
such critical information.

The New Plan also classifies holders of EFCH 2037 Note Claims in
Class C6 General Unsecured Claims Against EFCH. The New Plan
provides that holders of EFCH 2037 Note Claims will be cancelled
and released without any distribution on account of the claims.
Although holders of the EFCH 2037 Note Claims are deemed to reject
the Plan, the Disclosure Statement should contain an explanation
and analysis of the basis upon which the EFCH 2037 Note Claims have
been nullified.

Counsel to The Bank of New York Mellon, in its capacity as the PCRB
Trustee, and The Bank of New York Mellon Trust Company, N.A., in
its capacity as the EFCH 2037 Notes Trustee:

     Kurt F. Gwynne, Esq.
     REED SMITH LLP
     1201 Market Street, Suite 1500
     Wilmington, DE 19801
     Telephone: (302) 778-7500
     Facsimile: (302) 778-7575
     E-mail: kgwynne@reedsmith.com

                       About Energy Future

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

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

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

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

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

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

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

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

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

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

                            *     *     *

In December 2015, the Bankruptcy Court confirmed the Debtors'
Sixth
Amended Joint Plan of Reorganization.  In May 2016, certain first
lien creditors of TCEH delivered a Plan Support Termination Notice
to the Debtors and the other parties to the Plan Support
Agreement,
notifying the parties of the occurrence of a Plan Support
Termination Event.  The delivery of the Plan Support Termination
Notice caused the Confirmed Plan to become null and void.

Following the occurrence of the Plan Support Termination Event as
well as the termination of a roughly $20 billion deal to sell the
Debtors' stake in Oncor Electric Delivery Co., the Debtors filed
the Plan of Reorganization and the Disclosure Statement with the
Bankruptcy Court on May 1, 2016.  On May 11, they filed an amended
joint plan of reorganization and a related disclosure statement.

A copy of the Amended Plan is available at https://is.gd/Gl6Hmu

A copy of the Disclosure Statement is available at
https://is.gd/8pDwBx


ENERGY FUTURE: Paul Weiss, Young Represent TCEH 1st Lien Panel
--------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the Ad Hoc Committee of TCEH First Lien Creditors in the Energy
Future Holdings Corp., et al. Chapter 11 case submits to the U.S.
Bankruptcy Court for the District of Delaware its seventh
supplemental verified statement, stating that Paul, Weiss, Rifkind,
Wharton & Garrison LLP and Young Conaway Stargatt & Taylor, LLP,
represent only the Ad Hoc Committee of TCEH First Lien Creditors
and does not represent or purport to represent any other entities
with respect to the Debtors' cases.

Since Paul Weiss and Young Conaway filed the Sixth Supplemental
2019 Statement, Brigade Capital Management, LP, has become a member
of that certain unaffiliated holders of indebtedness issued
pursuant to, inter alia, (i) that certain credit agreement, dated
as of Oct. 10, 2007, by and among, inter alia, Texas Competitive
Electric Holdings Company LLC, as borrower, Energy Future
Competitive Holdings Company and certain of its subsidiaries, as
Guarantors, Wilmington Trust, N.A., as successor administrative
agent and collateral agent, and the lenders from time to time party
thereto and (ii) that certain indenture, dated as of April 19,
2011, by and among, inter alia, TCEH and TCEH Finance, Inc., as
Issuers, EFCH and certain of its subsidiaries, as guarantors,
and Delaware Trust Company, as successor trustee.  In accordance
with Bankruptcy Rule 2019(d), Paul Weiss submitted the Seventh
Supplemental 2019 Statement to update and supplement the Prior Rule
2019 Statements.

The members of the Ad Hoc Committee of TCEH First Lien Creditors
hold disclosable economic interests, or act as investment advisors
or managers to funds and accounts or their respective subsidiaries
that hold disclosable economic interests in relation to the
Debtors.  The members of the Ad Hoc Committee of TCEH First Lien
Creditors and the amount of each disclosable economic interest of
each present member of the Ad Hoc Committee of TCEH First Lien
Creditors as of May 25, 2016, are:
                             
      a. Angelo Gordon & Co., L.P.   
         245 Park Avenue, 26 Floor
         New York, NY 10167
         TCEH First Lien Credit Agreement Claims: $964,834,359
         TCEH Second Lien Claims: $42,893,000 TCEH 15% Note Claims

      b. Apollo Management Holdings L.P.
         9 W. 57th Street, 48 Floor
         New York, NY 10019
         TCEH First Lien Credit Agreement Claims: $3,197,245,218
         TCEH Debtor-in-Possession Financing Claims: $29,410,109

      c. Brigade Capital Management, LP
         399 Park Avenue, 16th Floor
         New York, NY 10022
         TCEH First Lien Credit Agreement Claims: $1,097,471,856
         TCEH First Lien Note Claims: $10,900,000
         EFIH First Lien Debtor-in-Possession
              Financing Claims: $16,000,000
         EFH Unexchanged Note Claims: $511

      d. Brookfield Asset Management Private Institutional
         Capital Adviser (Canada), L.P.
         181 Bay Street, Suite 300
         Toronto, ON, Canada
         TCEH First Lien Credit Agreement Claims: $3,024,400,365
         Other TCEH First Lien Obligations: $845,898,190

      e. Fortress Credit Opportunities, Advisers LLC
         1345 Avenue of the Americas, 46th Floor
         New York, NY 10105
         TCEH First Lien Credit Agreement Claims: $1,083,970,529
         TCEH First Lien Note Claims: $84,966,000
         TCEH Second Lien Claims: $150,201,000 TCEH 15% Note       
    
              Claims
         TCEH Unsecured Note Claims: $130,000,000
         TCEH Debtor-in-Possession Financing Claims: $19,900,990
         EFIH First Lien Debtor-in-Possession
              Financing Claims: $11,500,000

      f. Franklin Advisers, Inc
         1 Franklin Parkway, San
         Mateo, CA 94403
         TCEH First Lien Note Claims: $215,800,000
         
      g. Franklin Mutual Advisers, LLC
         101 JFK Parkway, Short Hills,
         NJ 07078
         TCEH First Lien Credit Agreement Claims: $618,431,832
         TCEH First Lien Note Claims: $351,334,000

      h. King Street Capital Management, L.P.
         65 E. 55th Street, 30 Floor
         New York, NY 10022
         TCEH First Lien Credit Agreement Claims: $400,000,000
         TCEH Second Lien Claims: $45,647,000 TCEH 15% Note Claims
         TCEH Unsecured Note Claims: $12,864,000
         Pollution Control Bond Claims: $28,615,000

      i. Oaktree Capital Management, L.P.
         333 South Grand Avenue
         Los Angeles, CA 90071
         TCEH First Lien Credit Agreement Claims: $2,994,719,925
         TCEH Second Lien Claims: $80,841,000 TCEH 15% Note Claims
         TCEH Debtor-in-Possession
              Financing Claims: $24,444,006.95
         EFIH First Lien Debtor-in-Possession
              Financing Claims: $14,521,100

      j. OZ Management LP
         9 W. 57th Street, 13 Floor
         New York, NY 10019
         TCEH First Lien Credit Agreement Claims: $658,975,520
         TCEH First Lien Note Claims: $155,000,000
         TCEH Second Lien Claims: $55,520,000 TCEH 15% Note Claims
         TCEH Unsecured Claims: $19,322,000
              Pollution Control Bond Claims

      k. Paulson & Co., Inc.
         1251 Avenue of the Americas
         New York, NY 10023
         TCEH First Lien Credit Agreement Claims: $547,441,000
         TCEH First Lien Note Claims: $140,309,000

In or around February 2013, certain members of the Ad Hoc Committee
of TCEH First Lien Creditors retained Paul Weiss to represent them
in connection with potential restructuring discussions involving
the Debtors.  From time to time thereafter, certain additional
holders of TCEH First Lien Claims have joined the Ad Hoc Committee
of TCEH First Lien Creditors.  In October 2013, the Ad Hoc
Committee of TCEH First Lien Creditors retained Young Conaway as
its Delaware counsel.

On May 21, 2014, Paul Weiss and Young Conaway filed the Verified
Statement of the Ad Hoc Committee of TCEH First Lien Creditors
Pursuant to Bankruptcy Rule 2019, which listed the nature and
amounts of all "disclosable economic interests" in relation to the
Debtors held or managed by each member of the Ad Hoc Committee of
TCEH First Lien Creditors.  On May 23, 2014, Paul Weiss and Young
Conaway filed the Amended Verified Statement of the Ad Hoc
Committee of TCEH First Lien Creditors Pursuant to Bankruptcy Rule
2019.  

On Aug. 11, 2014, Paul Weiss and Young Conaway filed the First
Supplemental Verified Statement of the Ad Hoc Committee of TCEH
First Lien Creditors Pursuant to Bankruptcy Rule 2019.  On Aug. 21,
2014, Paul Weiss and Young Conaway filed the Second Supplemental
Verified Statement of the Ad Hoc Committee of TCEH First Lien
Creditors Pursuant to Bankruptcy Rule 2019.  On Aug. 25, 2014, Paul
Weiss and Young Conaway filed the Amended Second Supplemental
Verified Statement of the Ad Hoc Committee of TCEH First Lien
Creditors Pursuant to Bankruptcy Rule 2019.  

On Feb. 6, 2015, Paul Weiss and Young Conaway filed the Third
Supplemental Verified Statement of the Ad Hoc Committee of TCEH
First Lien Creditors Pursuant to Bankruptcy Rule 2019.  On Aug. 14,
2015, Paul Weiss and Young Conaway filed the Fourth Supplemental
Verified Statement of the Ad Hoc Committee of TCEH First Lien
Creditors Pursuant to Bankruptcy Rule 2019.  

On Oct. 20, 2015, Paul Weiss and Young Conaway filed the Fifth
Supplemental Verified Statement of the Ad Hoc Committee of TCEH
First Lien Creditors Pursuant to Bankruptcy Rule 2019.  

On Feb. 12, 2016, Paul Weiss and Young Conaway filed the Sixth
Supplemental Verified Statement of the Ad Hoc Committee of TCEH
First Lien Creditors Pursuant to Bankruptcy Rule 2019.  Paul Weiss
and Young Conaway incorporate by reference the facts and background
set forth in the Prior Rule 2019 Statements.

The counsel for the Ad Hoc Committee of TCEH First Lien Creditors
can be reached at:

      YOUNG CONAWAY STARGATT & TAYLOR LLP
      Pauline K. Morgan, Esq.
      Ryan M. Bartley, Esq.
      Andrew L. Magaziner, Esq.
      1000 North King Street
      Wilmington, Delaware 19801
      Tel: (302) 571-6600
      Fax: (302) 571-1253
      E-mail: pmorgan@ycst.com
              rbartley@ycst.com
              amagaziner@ycst.com

               and

      PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
      Alan W. Kornberg, Esq. (admitted pro hac vice)
      Brian S. Hermann, Esq. (admitted pro hac vice)
      Jacob A. Adlerstein, Esq. (admitted pro hac vice)
      1285 Avenue of the Americas
      New York, New York 10019
      Tel: (212) 373-3000
      Fax: (212) 757-3990
      E-mail: akornberg@paulweiss.com
              bhermann@paulweiss.com
              jadlerstein@paulweiss.com

                       About Energy Future

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

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

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

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

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

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

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

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

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

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

                            *     *     *

In December 2015, the Bankruptcy Court confirmed the Debtors' Sixth
Amended Joint Plan of Reorganization.  In May 2016, certain first
lien creditors of TCEH delivered a Plan Support Termination Notice
to the Debtors and the other parties to the Plan Support Agreement,
notifying the parties of the occurrence of a Plan Support
Termination Event.  The delivery of the Plan Support Termination
Notice caused the Confirmed Plan to become null and void.

Following the occurrence of the Plan Support Termination Event as
well as the termination of a roughly $20 billion deal to sell the
Debtors' stake in Oncor Electric Delivery Co., the Debtors filed
the Plan of Reorganization and the Disclosure Statement with the
Bankruptcy Court on May 1, 2016.  On May 11, they filed an amended
joint plan of reorganization and a related disclosure statement.

A copy of the Amended Plan is available at https://is.gd/Gl6Hmu

A copy of the Disclosure Statement is available at
https://is.gd/8pDwBx


ENERGY XXI: Committee Taps FTI Consulting as Financial Advisor
--------------------------------------------------------------
The official committee of unsecured creditors of Energy XXI Ltd.
and its affiliates seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to hire FTI Consulting, Inc. as
its financial advisor.

The committee tapped the firm to:

     (a) assist in the review of financial related disclosures
         required by the court;

     (b) assist in the preparation of analyses required to assess
         any proposed debtor-in-possession financing or use of
         cash collateral;

     (c) assist in the assessment and monitoring of the Debtors'
         short term cash flow, liquidity, and operating results;

     (d) assist in the review of the Debtors' proposed key
         employee retention and other employee benefit programs;

     (e) assist in the review of the Debtors' analysis of core
         business assets and the potential disposition or
         liquidation of non-core assets;

     (f) assist in the review of the Debtors' cost/benefit
         analysis with respect to the affirmation or rejection of
         various executory contracts and leases;

     (g) assist in review of any tax issues associated with, but
         not limited to, claims/stock trading, preservation of net

         operating losses, refunds due to the Debtors, plans of
         reorganization, and asset sales;

     (h) assist in the review of the claims reconciliation and
         estimation process;

     (i) assist in the review of other financial information
         prepared by the Debtors;

     (j) attend at meetings and assist in discussions with the
         Debtors, U.S. trustee and other parties;

     (k) assist in the review or preparation of information and
         analysis necessary for the confirmation of a plan and
         related disclosure statement;

     (l) assist in the evaluation and analysis of avoidance
         actions, including fraudulent conveyances and
         preferential transfers; and

     (m) assist in the prosecution of committee responses and
         objections to the Debtors’ motions, including attendance

         at depositions and provision of expert reports or
         testimony on case issues as required by the committee.

FTI will seek payment for compensation on a fixed monthly basis of
$200,000 and a completion fee of $1 million, plus reimbursement of
work-related expenses.  The completion fee will be subject to
crediting equal to 25% of the monthly fixed fee (or $50,000 per
month) beginning in the seventh month.

The Debtors will also indemnify the firm for any claims resulting
from its employment by the committee, according to court filings.

Andrew Scruton, a senior managing director of FTI, disclosed in a
court filing that the firm does not hold or represent any interest
adverse to the Debtors' estates.

FTI can be reached through:

     Andrew Scruton
     FTI Consulting, Inc.
     Three Times Square, 9th Floor
     New York, NY, 10036
     Tel: +1 212 247 1010
     Fax: +1 212 841 9350
     E-mail: andrew.scruton@fticonsulting.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.

Wilmer Cutler Pickering Hale and Dorr LLP represents an ad hoc
group of certain holders and investment advisors and managers for
holders of obligations arising from the 8.25% Senior Notes due 2018
issued pursuant to that certain Indenture, dated as of Feb. 14,
2011, by and among EPL Oil & Gas, Inc., certain of EPL's
subsidiaries, as guarantors, and U.S. Bank National Association, as
trustee.

The Office of the U.S. Trustee on April 26 appointed five creditors
of Energy XXI Ltd. to serve on the official committee of unsecured
creditors.


ENERGY XXI: Committee Taps Heller Draper as Co-Counsel
------------------------------------------------------
The official committee of unsecured creditors of Energy XXI Ltd.
and its affiliates seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to hire Heller, Draper, Patrick,
Horn & Dabney LLC as its co-counsel.

The committee tapped the firm to provide these services:

     (a) advise the committee in connection with its powers and
         duties under the bankruptcy laws;

     (b) assist the committee in its consultation with the Debtors

         relative to the administration of their cases;

     (c) attend meetings and negotiate with the representatives of

         the Debtors and other parties;

     (d) assist the committee in its examination and analysis of
         the conduct of the Debtors' affairs;

     (e) assist the committee in connection with any sale of the
         Debtors' assets;

     (f) assist the committee in the review, analysis and
         negotiation of any Chapter 11 plan of reorganization or
         liquidation that may be filed;

     (g) assist the committee in analyzing the claims asserted
         against and interests asserted in the Debtors, and in
         negotiating with the holders of those claims and
         interests;

     (h) assist the committee in reviewing the Debtors' schedules
         of assets and liabilities, statements of financial
         affairs and other financing reports;

     (i) assist the committee in its analysis of and negotiations
         with the Debtors or any third party related to cash
         collateral issues, financings, compromises of
         controversies, among other things;

     (j) take all necessary action to protect and preserve the
         interests of the committee, including possible
         prosecution of actions on its behalf, and negotiations
         concerning all litigation in which the Debtors are
         involved;

     (k) prepare legal papers on behalf of the committee; and

     (l) appear before the bankruptcy court, the appellate courts,

         and the United States Trustee.

Heller Draper will coordinate with Latham & Watkins LLP, the other
firm proposed by the committee to be its co-counsel, to determine
each firm's respective areas of responsibility.

The firm intends to work closely with the Debtors' representatives
and the other professionals retained by the committee, including
Latham, to ensure that there is no unnecessary duplication of
services performed or charged to the Debtors' estates, according to
court filings.

Heller Draper's hourly billing rates for bankruptcy work range from
$375 to $520 for members, $275 to $375 for associates, and $130 for
paralegals.  The firm will also seek reimbursement for work-related
expenses.

Tristan Manthey, a member of Heller Draper, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

Heller Draper disclosed that it did not represent the committee
prior to the Debtors' Chapter 11 cases.  The firm also disclosed
that the committee has approved its budget and staffing plan for
April 28 through June 30, 2016.

Heller Draper can be reached through:

     Tristan E. Manthey
     Heller, Draper, Patrick, Horn & Dabney, L.L.C.
     9311 Bluebonnet Blvd.
     Baton Rouge, Louisiana 70810
     Tel: 225-767-1499
     Fax: 225-761-0760
     E-mail: tmanthey@hellerdraper.com

          - and -

     Tristan E. Manthey
     Heller, Draper, Patrick, Horn & Dabney, L.L.C.
     650 Poydras Street, Suite 2500
     New Orleans, LA 70130-6175
     Tel: 504-299-3300  
     Fax: 504-299-3399
     E-mail: tmanthey@hellerdraper.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.

Wilmer Cutler Pickering Hale and Dorr LLP represents an ad hoc
group of certain holders and investment advisors and managers for
holders of obligations arising from the 8.25% Senior Notes due 2018
issued pursuant to that certain Indenture, dated as of Feb. 14,
2011, by and among EPL Oil & Gas, Inc., certain of EPL's
subsidiaries, as guarantors, and U.S. Bank National Association, as
trustee.

The Office of the U.S. Trustee on April 26 appointed five creditors
of Energy XXI Ltd. to serve on the official committee of unsecured
creditors.


ENERGY XXI: Committee Taps Latham & Watkins as Co-Counsel
---------------------------------------------------------
The official committee of unsecured creditors of Energy XXI Ltd.
and its affiliates seeks approval from the U.S. Bankruptcy Court
for the Southern District of Texas to hire Latham & Watkins LLP as
its co-counsel.

The committee tapped the firm to provide these services:

     (a) advise the committee in connection with its powers and
         duties under the bankruptcy laws;

     (b) assist the committee in its consultation with the Debtors

         relative to the administration of their cases;

     (c) attend meetings and negotiate with the representatives of

         the Debtors and other parties;

     (d) assist the committee in its examination and analysis of
         the conduct of the Debtors' affairs;

     (e) assist the committee in connection with any sale of the
         Debtors' assets;

     (f) assist the committee in the review, analysis and
         negotiation of any Chapter 11 plan of reorganization or
         liquidation that may be filed;

     (g) assist the committee in analyzing the claims asserted
         against and interests asserted in the Debtors, and in
         negotiating with the holders of those claims and
         interests;

     (h) assist the committee in reviewing the Debtors' schedules
         of assets and liabilities, statements of financial
         affairs and other financing reports;

     (i) assist the committee in its analysis of and negotiations
         with the Debtors or any third party related to cash
         collateral issues, financings, compromises of
         controversies, among other things;

     (j) take all necessary action to protect and preserve the
         interests of the committee, including possible
         prosecution of actions on its behalf, and negotiations
         concerning all litigation in which the Debtors are
         involved;

     (k) prepare legal papers on behalf of the committee; and

     (l) appear before the bankruptcy court, the appellate courts,

         and the United States Trustee.

Latham's standard hourly rates are:

     Partners           $925 - $1,375
     Counsel            $915 - $1,250
     Associates         $395 - $1,020
     Paraprofessionals  $175 - $690

In addition, the firm will seek reimbursement for work-related
expenses.

Mitchel Seider, Esq., a partner at Latham, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

In compliance with the U.S. Trustee Guidelines, Latham disclosed
that it did not represent the committee prior to the Debtors'
Chapter 11 cases.  The firm also disclosed that the committee has
approved its prospective budget and staffing plan for April 28
through June 30, 2016.

Latham can be reached through:

     Mitchell A. Seider
     Latham & Watkins LLP
     885 Third Avenue
     New York, NY 10022-4834
     Tel: +1.212.906.1637
     Emitchell.seider@lw.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.

Wilmer Cutler Pickering Hale and Dorr LLP represents an ad hoc
group of certain holders and investment advisors and managers for
holders of obligations arising from the 8.25% Senior Notes due 2018
issued pursuant to that certain Indenture, dated as of Feb. 14,
2011, by and among EPL Oil & Gas, Inc., certain of EPL's
subsidiaries, as guarantors, and U.S. Bank National Association, as
trustee.

The Office of the U.S. Trustee on April 26 appointed five creditors
of Energy XXI Ltd. to serve on the official committee of unsecured
creditors.


ERICKSON INC: S&P Cuts Corp. Credit Rating to 'CCC+', Outlook Neg.
------------------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
Portland, Ore.–based Erickson Inc. to 'CCC+' from 'B-'.  The
outlook is negative.

At the same time, S&P lowered its issue-level rating on the
company's second-lien debt to 'CCC+' from 'B-'.  The '3' recovery
rating on the second-lien debt remains unchanged, indicating S&P's
expectation for meaningful (50%-70%; lower half of the range)
recovery in the event of a default.

"Our negative outlook on Erickson reflects the pressure on the
company's liquidity due to its declining revenue and earnings,"
said S&P Global Ratings credit analyst Jeff Ward.  "Erickson's
contract losses and the weak demand in its business segments have
left the company increasingly vulnerable to a liquidity shortfall.
In addition, we believe that the company's capital structure is
unsustainable over the long term."

S&P could lower itso ratings on Erickson over the next year if the
company's liquidity remains pressured and S&P come to believe that
it is more likely than not that the company will default on its
financial obligations in the next 12 months.

Although unlikely, S&P could revise its outlook on Erickson to
stable over the next year if its liquidity increases -- either due
to increased revenue and earnings from new contract wins or cash
from asset sales -- and its liquidity profile improves, even if S&P
concludes that the company's capital structure remains
unsustainable in the long term.


FEDERATION EMPLOYMENT: Can Sell Surf Avenue Property for $7.7MM
---------------------------------------------------------------
Federation Employment and Guidance Service, Inc. d/b/a FEGS, sought
and obtained authority from Judge Robert E. Grossman of the U.S.
Bankruptcy Court for the Eastern District of New York to sell the
real property located at 3312-30 Surf Avenue, in Brooklyn, New
York, to 3312 Surf Avenue CATS, LLC, for $7,700,000, after the
Debtor determined at the auction that 3312's offer was the best
offer for the Property.

Gershon Matiteeb's $7,500,000 bid is deemed to be the Second
Highest Bid.  The Matiteeb Bid remain open and irrevocable until
the earlier of (a) the closing of the sale to the Purchaser or (b)
thirty days after the Sale Order becomes final and unappealable.

The Property will be conveyed on, an "as is where is" basis, and
the Purchaser will have no recourse and may assert no claim against
the Debtor or its estate in connection with any warranty or
representation regarding the condition, working order, existence,
quantity or location of the Property.

Co-Counsel for Debtor and Debtor in Possession:

       Frank A. Oswald, Esq.
       Jessica G. Berman, Esq.
       TOGUT, SEGAL & SEGAL LLP
       One Penn Plaza, Suite 3335
       New York, New York 10119
       Telephone: (212) 594-5000
       Email: frankoswald@teamtogut.com
              jberman@teamtogut.com

             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.


FEDERATION EMPLOYMENT: June 6 Auction for FEGS HAS Interest
-----------------------------------------------------------
Federation Employment and Guidance Service, Inc., d/b/a FEGS,
sought and obtained approval from the U.S. Bankruptcy Court of the
procedures governing the auction and sale of its membership
interest in FEGS Home Attendant Services, Inc., to Home Attendant
Services of Hyde Park, Inc.

According to the Debtor, the sale of its Membership Interest will
(a) ensure the continuation of FEGS HAS' services to the elderly
and physically disabled, and (b) optimize the value of the Debtor's
Membership Interest, which will inure to the benefit of the
Debtor's creditors.

Furthermore, the Debtor told the Court that the proposed
transaction with the Buyer contemplates a Purchase Price which is
comprised of: $1,380,000 in cash plus an additional contingent
payment of up to $2,025,000 based on potential reductions of the
OMIG Liability.  FEG HAS has a potential outstanding liability in
the approximate amount of $8.4 million to $14.6 million to the New
York Office of the Medicaid Inspector General.

The Bidding Protections provides the Buyer with the right to
receive a Breakup Fee of $50,000 and Expense Reimbursement of up to
$50,000 for acting as the "Stalking Horse Bidder" in the Auction.
The Breakup Fee and Expense Reimbursement will be paid solely from
the proceeds of an Alternative Transaction.

The amount of the purchase price in such bid must provide for net
cash (or cash equivalent) that is at least in the amount of
$100,000 more than the base price contained, plus the amount of the
Breakup Fee and Expense Reimbursement.

The court approved these bidding and sale dates:

   Bid Deadline:                       June 2, 2016
   Objection Deadline:                 June 2, 2016
   Auction:                            June 6, 2016
   Post-Auction Objection Deadline:    June 8, 2016
   Sale Hearing:                       June 9, 2016

Counsel for Debtor and Debtor in Possession:

       Burton S. Weston, Esq.
       Adam T. Berkowitz, Esq.
       Phillip Khezri, Esq.
       GARFUNKEL WILD, P C
       111 Great Neck Road
       Great Neck, New York 11021
       Telephone: (516) 393-2200
       Facsimile: (516) 466-5964
       Email: bweston@garfunkelwild.com
              aberkowitz@garfunkelwild.com
              pkhezri@garfunkelwild.com

                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.


FIRST NATIONAL: Moody's Puts Ba1 Rating on Review for Upgrade
-------------------------------------------------------------
Moody's Investors Service placed all ratings of F.N.B. Corporation
on review for upgrade.  These ratings include FNB's Baa3 issuer
rating, Baa3 subordinated debt rating and Ba2 (hyb) rating on
noncumulative preferred stock.  At FNB's lead bank subsidiary,
First National Bank of Pennsylvania, the baa2 standalone baseline
credit assessment, A3 long-term and Prime-2 short-term deposit
ratings, and Baa1(cr) counterparty risk assessment (CR assessment)
were also placed on review for upgrade.  The bank's Prime-2(cr)
short-term CR assessment was affirmed and is not on review for
upgrade.

On Review for Upgrade:

Issuer: F.N.B. Corporation

  Local Currency Issuer Rating, Placed on Review for Upgrade,
   currently Baa3
  Senior Unsecured Shelf, Placed on Review for Upgrade, currently
   (P)Baa3
  Subordinate Shelf, Placed on Review for Upgrade, currently
   (P)Baa3
  Preferred Stock Shelf, Placed on Review for Upgrade, currently
   (P)Ba1
  Preferred Stock Non-cumulative Shelf, Placed on Review for
   Upgrade, currently (P)Ba2
  Preferred Stock Non-cumulative, Placed on Review for Upgrade,
   currently Ba2(hyb)
  Subordinate Regular Bond/Debenture, Placed on Review for
   Upgrade, currently Baa3

Issuer: First National Bank of Pennsylvania

  Adjusted Baseline Credit Assessment, Placed on Review for
   Upgrade, currently baa2
  Baseline Credit Assessment, Placed on Review for Upgrade,
   currently baa2
  Long-Term Counterparty Risk Assessment, Placed on Review for
   Upgrade, currently Baa1(cr)
  Long-Term Local Currency Bank Deposit Rating, Placed on Review
   for Upgrade, currently A3
  Short-Term Local Currency Bank Deposit Rating, Placed on Review
   for Upgrade, currently P-2

Affirmations:

Issuer: First National Bank of Pennsylvania
  Short-Term Counterparty Risk Assessment, Affirmed P-2(cr)

Outlook Actions:

Issuer: F.N.B. Corporation
  Outlook, Changed To Rating Under Review From Stable

Issuer: First National Bank of Pennsylvania
  Outlook, Changed To Rating Under Review From Stable

                         RATINGS RATIONALE

Moody's review for upgrade reflects improvements in FNB's corporate
governance as well as its demonstrated capability in the
integration of bank acquisitions.

During its review, the rating agency will examine whether FNB's
corporate governance improvements, specifically its less aggressive
incentive compensation structure, will be sustained.  If so, that
would signal a lower risk profile.  To date, Moody's has discounted
FNB's financial fundamentals in order to incorporate the risks
inherent in its corporate governance, including its compensation
practices as well as the rapid pace of its expansion.  The review
will address whether that discount remains appropriate.

Regarding acquisitions, Moody's will also review the evolution of
FNB's bank integration process, which could lessen the risks to
FNB's creditors from its above-average acquisition appetite.
Moody's noted that FNB's recent acquisitions were approved by its
regulators relatively quickly, a positive signal given heightened
regulatory scrutiny in the current environment.

What Could Change the Rating - Up

To the extent Moody's concludes that FNB's corporate governance
improvements will be sustained and its capital position will not
weaken, that could result in a higher rating at the conclusion of
Moody's review.

What Could Change the Rating - Down

Moody's could confirm FNB's ratings at their current level if it
concludes that management's growth aspirations are likely to
accelerate and/or if Moody's expects FNB to be aggressive in the
management of its capital position.

The principal methodology used in this rating was Banks published
in January 2016.


FORBES ENTERPRISES: Court Reverses Dismissal of Tri-Con Suit
------------------------------------------------------------
The Superior Court of New Jersey, Appellate Division, reversed the
Law Division Orders and remanded to the trial court for entry of an
order vacating the two orders entered on February 20, 2015, and
entry of an order dismissing the complaint with prejudice in the
case captioned TRI-CON CONSTRUCTION, LTD., Plaintiff-Respondent, v.
SCOTT FORBES, Defendant-Appellant, No. A-3522-14T4.

Defendant Scott Forbes appeals from the February 20, 2015 Law
Division orders, which denied his motion to dismiss the complaint
with prejudice, granted the summary judgment motion filed by
plaintiff Tri-Con Construction, Ltd., and entered judgment against
defendant.

On January 23, 2014, plaintiff filed a complaint against defendant
in the Superior Court, Law Division. On February 12, 2014, FEC's
bankruptcy trustee distributed $4,237.43 to plaintiff. On March 8,
2014, defendant filed an answer to the complaint and asserted the
six-year statute of limitations for contract actions (SOL),
N.J.S.A. 2A:14-1, as an affirmative defense, among other defenses.
Arbitration pursuant to Rule 4:21A-6(c) occurred on October 9,
2014. The arbitrator calculated plaintiff's damages at $233,853,
but concluded that plaintiff's claims were barred by the SOL.

Plaintiff rejected the arbitration award and filed a request for a
trial de novo. Prior to trial, plaintiff filed a motion for summary
judgment, arguing that the complaint was not time-barred because
the SOL began on February 12, 2014, the date the trustee made a
payment. Plaintiff conceded that if the SOL did not begin on that
date, it began when the work was completed in March 2007. However,
plaintiff argued, in the alternative, that even if the SOL began in
March 2007, defendant's bankruptcy matter tolled the SOL, so the
six-year period did not begin until December 4, 2013, when the
bankruptcy court served the notice of denial of discharge.
Defendant filed a cross-motion to dismiss, arguing that the
bankruptcy matter did not toll the SOL and 11 U.S.C.A. Section
108(c)(2) required plaintiff to file the complaint within thirty
days of December 4, 2013, or by January 3, 2014.

The trial judge only considered plaintiff's alternative argument
and held that defendant's bankruptcy matter tolled the SOL until
December 4, 2013. The judge denied defendant's motion to dismiss,
granted summary judgment to plaintiff, and entered judgment against
defendant in the amount of $246,328 plus costs.

This appeal followed. On appeal, defendant contends that the judge
erred in finding that plaintiff's complaint was not barred by the
SOL and in entering judgment and denying the motion to dismiss.
This Court agrees.

A full-text copy of the Decision dated April 18, 2016 is available
at https://is.gd/9XZBr8 from Leagle.com.

Douglas J. McGill, Esq. -- dmcgill@webbermcgill.com, argued the
cause for appellant (Webber McGill LLC, attorneys; Mr. McGill, on
the briefs).

Jon Rory Skolnick, Esq. -- jon.skolnick@njshark.com, argued the
cause for respondent.


FOREST PARK MEDICAL: Dallas Hospital Draws $135-Mil. Offer
----------------------------------------------------------
Katy Stech, writing for Dow Jones' Daily Bankruptcy Review,
reported that Hospital Corp. of America has made a $135 million
offer for Forest Park Medical Center's high-end surgical hospital
in Dallas, which closed in October after years of falling revenue.

According to DBR, lawyers who put the hospital's campus into
chapter 11 protection last year asked Judge Stacey G. Jernigan to
sign off on the transaction, saying the money from the sale will
pay off the hospital's loan balance.

Ellen Meyers of The Dallas Morning News reported that Irving-based
HCA announced the purchase of the high-profile 190,000-square-foot
hospital with 84 beds from FPMC Realty Partners III and BT Forest
Park Realty Partners.

According to Dallas Morning News, Forest Park Medical Centers was a
chain of five doctor-owned, high-end hospitals in North Texas
before FPMC Realty Partners filed for bankruptcy for its Frisco
hospital in September.  The Dallas facility was shut down the next
month and the San Antonio hospital closed shortly after.

The outstanding balance on the Dallas mortgage loan before was $110
million before interest, with $14.6 million in interest and fees,
according to Sabra Health Care REIT, Inc., the lender for FPMC
Realty Partners, the report related.  The sale will generate a 10.4
percent return for Sabra, the report said.  Once the sale is
finalized, Sabra will have received $325.5 million for the Dallas,
Fort Worth and Frisco locations, the report added.

                         About Forest Park

Forest Park Medical Center, LLC, based in Dallas, Texas, sought
Chapter 11 bankruptcy protection (Bankr. E.D. Tex. Case No.
16-40302) on February 21, 2016.  The Debtor estimated $10 million
to $50 million in both assets and liabilities.  The petition was
signed by David Genecov, chairman of the Board of Managers. Howard
Marc Spector, Esq., at Spector & Johnson PLLC, serves as counsel
to
the Debtor.


FRED FULLER: New Hampshire Opposes Rymes Heating Settlement
-----------------------------------------------------------
The state of New Hampshire files with the U.S. Bankruptcy Court for
the District of New Hampshire a limited objection to the joint
motion of Fred Fuller Oil & Propane Co., Inc., and Rymes Heating
Oils, Inc., to compromise claims and interests arising from the
sale of substantially all of the Debtor's assets.

The State objects on a limited basis because where the Joint Motion
requires consumer creditors to accept "heating oil," it needlessly
slams consumer creditors away from cash recoveries from the Debtor,
which in many cases may be on a priority basis pursuant to Section
507(a)(7) of the Bankruptcy Code, contends Joseph A. Foster, Esq.,
Attorney General of the state of New Hampshire.

Mr. Foster argues that consumer creditors should be given the
option of accepting heating fuel (including propane, if that is the
fuel that the customer uses) from Rymes, or, receiving payment in
cash from the Debtor.  He adds that it should not be up to the
Debtor and Rymes to determine the method of recovery that the
consumer creditor elects.

The Court will commence a hearing to consider the Motion to
Compromise on June 21, 2016, at 9:00 a.m.

                      About Fred Fuller Oil

Hudson, New Hampshire-based Fred Fuller Oil & Propane Co., Inc.,
was the largest heating oil company in the state, serving about
30,000 New Hampshire customers.

It sought Chapter 11 protection (Bankr. D. N.H. Case No.
14-12188)in Manchester, New Hampshire, on Nov. 10, 2014. Fredrick
J. Fuller, the president, signed the bankruptcy petition.

The Debtor estimated $10 million to $50 million in assets and debt.
The Nov. 10, 2014 court filing shows that the Debtor has about
$13.5 million in debt.

William S. Gannon, Esq., at William S. Gannon PLLC, in Manchester,
serves as counsel to the Debtor.

On Feb. 12, 2015, the Office of the U.S. Trustee appointed a
three-member Official Committee of Unsecured Creditors.  The
Committee selected Brinkman Portillo Ronk, APC, as its counsel with
Deming Law Office acting "of counsel."

                          *     *     *

The Court on Nov. 26, 2014, entered an order authorizing the Debtor
to sell substantially all assets to Rymes Heating Oil, Inc. The
Order called for Rymes to assume the liability and responsibility
for performing the Debtor's liabilities under the "Pre-Buy/Budget
Contracts," and to deliver fuel to their homes without further
cost. Under the purchase and sales agreement as approved by the
Court, Rymes assumed the liabilities for employee vacation and sick
pay; delivered a promissory note for $3.645 million to Sprague; and
delivered a promissory note to the estate in the amount of$275,000.
Rymes also agreed to pay Raymond Green up to $2.5 million. Also
sold through the sale process were assets belonging to Mr.
Frederick Fuller, or non-debtor entities he controlled. Disputes
over what was intended to be Rymes' or the Debtor's responsibility
under the sale continue to remain, and the estate is poised to
bring litigation against Rymes in the very near future.


FRESH & EASY: Burkle, Yucaipa Hit with Lawsuits by Creditors
------------------------------------------------------------
Tom Corrigan and Peg Brickley, writing for Daily Bankruptcy Review,
reported that suppliers, former employees and others that are stuck
with $150 million in losses from the bankruptcy of grocer Fresh &
Easy LLC have sued billionaire Ron Burkle, accusing the
private-equity chief of plundering the troubled grocery chain.

According to the report, through his Yucaipa Cos., Mr. Burkle is a
major player in the hard-hit grocery industry, owning a piece of
Great Atlantic & Pacific Tea Co. -- which filed for bankruptcy in
July 2015 -- as well as Fresh & Easy, which followed A&P into
bankruptcy in October.  Both chains are liquidating or being sold
off in small chunks, wiping out thousands of jobs and leaving
hundreds of millions of dollars in debts unpaid, the report
related.

The lawsuit was filed on May 31 by the official committee of
unsecured creditors in Fresh & Easy’s chapter 11 proceeding, the
report further related.  A lawyer for Mr. Burkle said June 1 that
the creditors' allegations will be disproved, the report added.

"It is routine in bankruptcy cases for creditors committees to
pursue litigation against parties who are perceived to have deep
pockets, regardless of merit," the lawyer told DBR.

Creditors want a court order to stop Mr. Burkle and associated
entities from allegedly plundering 19 stores that Fresh & Easy
creditors say rightfully belong to them, the report said.  Much of
the bankruptcy-court complaint is blacked out, but that April 2014
real-estate transaction is at the heart of the creditor arguments,
the report added.

                        About Fresh & Easy

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

Judge Christopher S. Sontchi is assigned to the case.

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

                           *     *     *

The Debtor has undertaken the process of liquidating the estate's
assets located at its retail locations and distribution center
with the assistance of Hilco Merchant Resources, LLC, and
Industrial Assets Corp., respectively, has engaged DJM Realty
Services, LLC, and CBRE, Inc., to market its leasehold interests,
and has recently engaged Hilco Streambank to assist with the
disposition of its intellectual property.

As part of the claims process, a bar date of Feb. 19,
2016, was established by the Court for creditor claims.


FRESH & EASY: Judge Halts Store Sales Over Fraud Claims
-------------------------------------------------------
Jeff Montgomery, writing for Bankruptcy Law360, reported that,
citing a demonstrated risk of fraudulent transfers by a Fresh &
Easy LLC affiliate, Delaware Bankruptcy Judge Brendan L. Shannon
blocked the failed grocery chain's owners and subsidiaries from
selling stores allegedly shifted to an insider-controlled company
without compensation in 2014.  Judge Shannon granted the temporary
restraining order at the request of Fresh & Easy's Official
Committee of Unsecured Creditors after the group filed a proposed
bankruptcy court lawsuit seeking the recovery of grocery stores and
funds in connection with earlier transfers.

                        About Fresh & Easy

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

Judge Christopher S. Sontchi is assigned to the case.

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

                           *     *     *

The Debtor has undertaken the process of liquidating the estate's
assets located at its retail locations and distribution center
with the assistance of Hilco Merchant Resources, LLC, and
Industrial Assets Corp., respectively, has engaged DJM Realty
Services, LLC, and CBRE, Inc., to market its leasehold interests,
and has recently engaged Hilco Streambank to assist with the
disposition of its intellectual property.

As part of the claims process, a bar date of Feb. 19,
2016, was established by the Court for creditor claims.


FUWEI FILMS: Gets Grace Period to Regain NASDAQ Listing Compliance
------------------------------------------------------------------
Fuwei Films (Holdings) Co., Ltd., a manufacturer and distributor of
high-quality BOPET plastic films in China, on May 26 disclosed that
the Company received a letter from the Nasdaq Stock Market
("NASDAQ") on May 24, 2016 stating that while the Company had not
regained compliance with the NASDAQ Listing Rule 5550(a)(1) (the
"Bid Price Rule") as of May 23, 2016, the Company is eligible for
an additional 180-day grace period to regain compliance with the
Bid Price Rule, which expires November 21, 2016 (the "Expiration
Date").

On November 25, 2015, the Company received a letter from NASDAQ
notifying it of its failure to maintain a minimum closing bid price
of $1.00 over the then preceding 30 consecutive trading days for
its ordinary shares as required by the Bid Price Rule.  The letter
stated that the Company had until May 23, 2016 to demonstrate
compliance by maintaining a minimum closing bid price of at least
$1.00 for a minimum of 10 consecutive trading days.

NASDAQ's determination was based on the Company having met the
continued listing requirement for Market Value of Publicly Held
Shares and all other applicable requirements for initial listing on
the NASDAQ Capital Market, with the exception of the Bid Price
Rule, and on the Company's written notice to NASDAQ of its
intention to cure the deficiency during the second compliance
period by effecting a reverse stock split, if necessary.  If at any
time during this additional time period the closing bid price of
the Company's security is at least $1.00 per share for a minimum of
10 consecutive business days, NASDAQ will provide written
confirmation of compliance and this matter will be closed.  If
compliance cannot be demonstrated by November 21, 2016, Staff will
provide written notification that the Company's ordinary shares
will be delisted.  At that time, the Company may appeal NASDAQ's
determination to delist its ordinary shares to a NASDAQ Hearings
Panel.  The Company will monitor the closing bid price of its
ordinary shares and will consider various possible options,
including if necessary, it intentions to effect a reverse stock
split, to regain compliance by the Expiration Date.

                        About Fuwei Films

Fuwei Films conducts its business through its wholly owned
subsidiary, Fuwei Films (Shandong) Co., Ltd. ("Shandong Fuwei").
Shandong Fuwei develops, manufactures and distributes high-quality
plastic films using the biaxial oriented stretch technique,
otherwise known as BOPET film (biaxially oriented polyethylene
terephthalate).  Fuwei's BOPET film is widely used to package food,
medicine, cosmetics, tobacco, and alcohol, as well as in the
imaging, electronics, and magnetic products industries.


GASTAR EXPLORATION: Moody's Lowers CFR to Caa3, Outlook Negative
----------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating of
Gastar Exploration Inc to Caa3 from Caa1, the rating on its senior
secured notes due 2018 to Caa3 from Caa2, and the speculative grade
liquidity (SGL) to SGL-4 from SGL-3.  The rating outlook was
changed to negative from stable.

"Gastar's reduced scale amid the volatile commodity price
environment will result in weakened cash flow metrics and tightened
liquidity in 2016 and 2017," said Arvinder Saluja, Moody's Vice
President.

Issuer: Gastar Exploration Inc.

Downgrades:

  Probability of Default Rating, Downgraded to Caa3-PD from Caa1-
   PD
  Corporate Family Rating, Downgraded to Caa3 from Caa1
  $325 mil. Senior Secured Notes, Downgraded to Caa3 (LGD4) from
   Caa2 (LGD5)
  Speculative Grade Rating, Downgraded to SGL-4 from SGL-3

Outlook Actions:
  Outlook changed to negative

                         RATINGS RATIONALE

The downgrade of Gastar's CFR to Caa3 reflects the company's
weakened liquidity and reduced size following the sale of its
Appalachian assets in April 2016.  While the company maintains a
favorable hedging profile for 2016 and has shifted its production
profile towards higher-margin liquids following the asset sale,
reduced production volumes will negatively impact credit metrics.
Gastar will require a relatively high level of capex to maintain
and potentially grow production in its largely undeveloped STACK
play acreage.  Additionally, any proceeds from future asset sales
will be used to reduce outstanding amounts on the revolver,
impeding cash investments for growth in production or asset
diversification.

The company is expected to have weak liquidity, as reflected by the
speculative grade liquidity rating of SGL-4, to cover its cash
needs through at least mid-2017.  The covenant compliance cushion
is expected to decline in 2016 as well, and may require additional
waivers or amendments.  In March 2016, the company amended its
covenants to provide relief after breaching the leverage ratio and
senior secured leverage ratio covenants at year-end 2015.  The
company was able to obtain a permanent waiver of the defaults at
Dec. 31, 2015.  As a result of the amendment, the company must
maintain maximum leverage ratio of not greater than 4.0x for each
fiscal quarter (starting quarter ending June 30, 2017), an interest
coverage ratio of 1.10x (between quarter ending June 30, 2016 and
June 30, 2017), with a step up to 2.5x starting quarter ending June
30, 2017.  The company's senior secured leverage ratio must be
lower than 2.5x (starting quarter ending June 30, 2016 until June
30, 2017), with a step-down to 2.0x in June 30, 2017.

The company's borrowing base was $180 million as of March 31, 2016.
Following its Appalachian asset sale on April 8, 2016, the company
repaid $80 million of the fully drawn revolver, and the borrowing
base was lowered to the new balance of $100 million.  In addition,
as part of the amendment to the credit facility, any asset sales
over $5 million or termination of any hedge agreements governing
hedges with a settlement date on or after August 1, 2016 will be
applied towards the revolver and an automatic further reduction of
the borrowing base.

Gastar's Caa3 CFR reflects its weak liquidity, reduced and
relatively modest scale, geographic concentration, its limited
track record in the Mid-Continent region, and weak cash flow
coverage metrics.  Gastar sold off its Appalachian Basin producing
assets and proved reserves (as well as portion of undeveloped
acreage) in the second quarter of 2016.  Even though pro forma for
the Appalachian asset sales, Gastar's production mix will be skewed
towards liquids (70% with 50% oil and 20% NGLs) and less towards
gas (30%), weaker prices have impacted all three streams. The tough
and volatile commodity price environment will cause it to have
limited ability to sustain meaningful capex and drilling activity
on its remaining acreage.  The rating incorporates the benefits of
Gastar's acreage position in the STACK play in the Mid-Continent
which is proving to be promising based on initial results from
offset operators, available inventory of drilling opportunities to
facilitate future growth when cash flow permits, and a good 2016
hedging profile.

The $325 million of senior secured notes due 2018 are Caa3, at the
same level as the Caa3 CFR.  Under Moody's Loss Given Default
Methodology, the suggested ratings would be Ca because of the
amount of higher priority debt in the form of the senior secured
revolving credit facility with a $100 million borrowing base.
Moody's viewed the Caa3 rating as more appropriate given our
expectation of potential recovery for the senior secured notes
owing to Gastar's meaningful acreage position in the STACK play.
The secured notes are guaranteed by essentially all material
domestic subsidiaries on a senior secured second-lien basis and are
subordinated to the senior secured credit facility's priority claim
to the company's assets.

The negative outlook reflects the liquidity stress on the company
in this difficult price environment.  The ratings could be
downgraded if there is further deterioration in liquidity or if the
company misses an interest payment.  An upgrade is possible if
interest coverage improves above 1.1x while the company maintains
adequate liquidity.

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

Gastar Exploration Inc., previously known as Gastar Exploration
USA, Inc., is an independent oil and gas exploration and production
(E&P) company, headquartered in Houston, Texas.


GENESIS PRESS: Larry Kudeviz, et al., Lose Summary Judgment Bids
----------------------------------------------------------------
Judge Helen E. Burris of the United States Bankruptcy Court for the
District of South Carolina denied defendants Larry Kudeviz,
Christopher Petrone, Bruce Kudeviz, and Michael Kudeviz's Motions
for Judgment on the Pleadings and Summary Judgment in the adversary
cases captioned John K Fort, Plaintiff(s), v. Larry Kudeviz,
Defendant(s). John K. Fort, Plaintiff(s), v. Christopher Petrone,
Defendant(s). John K Fort, Plaintiff(s), v. Bruce Kudeviz,
Defendant(s). John K. Fort, Plaintiff(s), v. Michael Kudeviz,
Defendant(s), Adv. Pro. No. 15-80024-HB., 15-80025-HB, 15-80026-HB,
15-80026-HB, 15-80027-HB (Bankr. D.S.C.).

This matter came before the Court upon the Motions for Judgment on
the Pleadings and Summary Judgment filed by Defendants Larry
Kudeviz, Christopher Petrone, Bruce Kudeviz, and Michael Kudeviz.
Plaintiff/Trustee John K. Fort filed an Objection. This adversary
proceeding concerns loans made to Debtor Genesis Press, Inc. and
Trustee's effort to avoid and recover alleged pre-petition
overpayments of principal and/or interest on the loans made by
Larry and Christopher and pre-petition overpayments of interest on
the loans made by Bruce and Michael. The Motions assert Defendants
are entitled to a judgment on the pleadings and/or summary judgment
because Trustee failed to adequately plead and prove fraud,
Trustee's claims are barred by the statute of limitations, and
Trustee's claims are unsubstantiated based on the evidence.

A full-text copy of the Order May 27, 2016 is available at
https://is.gd/8gmRs5 from Leagle.com.

The bankruptcy case is In re, Genesis Press, Inc., Debtor(s). Case
No. 13-01376-HB (Bankr. D.S.C.).


GRAFTECH INTERNATIONAL: Files 2015 Conflict Minerals Report
-----------------------------------------------------------
GrafTech International Ltd. filed with the Securities and Exchange
Commission a conflict minerals disclosure and report for the
reporting period from Jan. 1, 2015, to Dec. 31, 2015.

GTI determined that during 2015, only one conflict mineral,
tungsten, was contained in a product that was manufactured or
contracted for manufacture by the Company or any of its
subsidiaries that was necessary to the functionality or production
of that product.  The product was manufactured by a subsidiary of
the Company and the tungsten contained in the product was supplied
by a single supplier.

The Company asked the supplier to provide country of origin
information, which they did by supplying a written statement that
they do not source conflict minerals from the Democratic Republic
of the Congo or an adjoining country and a completed Conflict
Minerals Reporting Template (Revision 4.01b, Nov. 16, 2015)
developed by the Conflict-Free Sourcing Initiative.  The supplier
has verified they have implemented due diligence measures and
review their supplier information against their conflict mineral
sourcing expectations.  Thus, based on the supplier's response to
our reasonable country of origin inquiry, the Company has
determined that its necessary conflict mineral did not originate in
the Covered Countries.

A copy of this Form SD is publicly available at www.graftech.com

                           About Graftech
  
Graftech International Ltd. is a manufacturer of a broad range of
high quality graphite electrodes, products essential to the
production of electric arc furnace steel and various other ferrous
and nonferrous metals.

As of March 31, 2016, the Company had $1.40 billion in total
assets, $614 million in total liabilities and $786.79 million in
total stockholders' equity.

                             *    *    *

As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on
Independence, Ohio-based GrafTech International Ltd. two notches to
'CCC+' from 'B'.

Draftech carries a Ba3 corporate family rating from Moody's
Investors Service.


GRAFTECH INTERNATIONAL: Files 2015 Conflict Minerals Report
-----------------------------------------------------------
GrafTech International Ltd. filed with the Securities and Exchange
Commission a conflict minerals disclosure and report for the
reporting period from Jan. 1, 2015, to Dec. 31, 2015.

GTI determined that during 2015, only one conflict mineral,
tungsten, was contained in a product that was manufactured or
contracted for manufacture by the Company or any of its
subsidiaries that was necessary to the functionality or production
of that product.  The product was manufactured by a subsidiary of
the Company and the tungsten contained in the product was supplied
by a single supplier.

The Company asked the supplier to provide country of origin
information, which they did by supplying a written statement that
they do not source conflict minerals from the Democratic Republic
of the Congo or an adjoining country and a completed Conflict
Minerals Reporting Template (Revision 4.01b, Nov. 16, 2015)
developed by the Conflict-Free Sourcing Initiative.  The supplier
has verified they have implemented due diligence measures and
review their supplier information against their conflict mineral
sourcing expectations.  Thus, based on the supplier's response to
our reasonable country of origin inquiry, the Company has
determined that its necessary conflict mineral did not originate in
the Covered Countries.

A copy of this Form SD is publicly available at www.graftech.com

                           About Graftech
  
Graftech International Ltd. is a manufacturer of a broad range of
high quality graphite electrodes, products essential to the
production of electric arc furnace steel and various other ferrous
and nonferrous metals.

As of March 31, 2016, the Company had $1.40 billion in total
assets, $614 million in total liabilities and $786.79 million in
total stockholders' equity.

                             *    *    *

As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on
Independence, Ohio-based GrafTech International Ltd. two notches to
'CCC+' from 'B'.

Draftech carries a Ba3 corporate family rating from Moody's
Investors Service.


GREAT LAKES: CoBank, Everstream Support Sale of Assets
------------------------------------------------------
CoBank, ACB, and Everstream GLC Holding Company, LLC, filed with
the U.S. Bankruptcy Court for the Western District of Michigan
separate replies to the U.S. Trustee's objection to Great Lakes
Comnet, Inc. and Comlink, LLC's motion for authority to sell
substantially all of the Debtors' assets free and clear of liens,
claims, encumbrances, and interests.

CoBank, the largest creditor of the bankruptcy estate, contends
that the sale process produced the best evidence of market value,
viz an arm's length sale to a third party.  CoBank adds that the
Buyer has at all times acted in good faith and, hence, the Sale
should be approved.

Everstream tells the Court that it has entered into an Amended and
Restated Purchase and Sale Agreement with the Debtors memorializing
its agreement to purchase substantially all of the assets of
Debtors under certain conditions.  Those conditions include
Everstream's designation as the successful bidder at an auction.
The APA contemplates Everstream's (i) assumption of over $2 million
of unsecured debt (through the assignment of executory contracts);
(ii) repayment of over $30 million of secured debt owed to Debtors'
primary secured lender ("CoBank"), including $5 million in
debtor-in-possession financing; and (iii) payment of $800,000 to
the estates.

Absent approval of the Sale Motion, Everstream says the bulk of the
Debtors' assets are destined for piecemeal Chapter 7 liquidation.
Everstream contends that the consequence of such a result would
trigger Everstream's right to recover the Termination Fee pursuant
to the terms of the APA.  In short, Everstream points out, the
Court's denial of the Sale Motion will mean little, if any,
recovery for unsecured creditors and will only create a deepening
of the administrative insolvency the Debtors are hoping to avoid.

Everstream GLC Holding, LLC, is represented by:

          Scott B. Lepene, Esq.
          THOMPSON HINE LLP
          3900 Key Center
          127 Public Square
          Cleveland, OH 44114-1291)
          Telephone: (216) 566-5692
          Facsimile: (216) 566-5800
          E-mail: scott.lepene@thompsonhine.com

               - and -

          Jonathan S. Hawkins, Esq.
          THOMPSON HINE
          Austin Landing I
          10050 Innovation Dr. #400
          Miamisburg, OH 45342
          Telephone: (937) 443-6860
          E-mail: jonathan.hawkins@thompsonhine.com

               - and -

          Steven L. Rayman, Esq.
          RAYMAN & KNIGHT
          141 E. Michigan Ave., Suite 301
          Kalamazoo, MI 49007
          Telephone: (269) 345-5156
          E-mail: slr@raymanknight.com

CoBank, ACB, is represented by:

          Christopher P. Schueller, Esq.
          BUCHANAN INGERSOLL & ROONEY PC
          One Oxford Centre
          301 Grant Street, 20th Floor
          Pittsburgh, PA 15219
          Telephone: (412) 562-8800
          Facsimile: (412) 562-1041
          E-mail: christopher.schueller@bipc.com

                    About Great Lakes Comnet

East Lansing, Michigan-based Great Lakes Comnet, Inc., owns and
operates a 6,500 mile fiber network serving the carrier and
enterprise sectors in Michigan, with the network extending to Ohio,
Indiana, Illinois, Wisconsin, and Minnesota.  GLC's services
include transport, dark fiber sales, cloud and datacenter
operations, toll resale, toll routes, local switching, tandem
switching and SS7.

GLC's tandem switch is used -- in conjunction with tandem transport
services provided by GLC and Westphalia Telephone Company -- to
send long distance calls from the network of one telecommunications
carrier to the network of another telecommunications carrier.  By
using the services provided by GLC and WTC, interexchange carriers
such as AT&T, are able to exchange interstate long distance calls
with local telecommunications service providers, namely, rural
Incumbent Local Exchange Carriers and competitive LECs, located
throughout Michigan, where the rural ILECs and CLECs operate "end
office switches" homing on GLC's tandem switch.

Comlink provides data and communication services, including
dedicated ultra-high-speed bandwidth data transmission, Ethernet
private line services and virtual private network services,
cloud-based and colocation data center services, and data
management services to Consumers Energy, several hospital systems,
municipalities and state correctional facilities.

Great Lakes Comnet, Inc. and Comlink, LLC filed Chapter 11
bankruptcy petitions (Bankr. W.D. Mich. Case Nos. 16-00290 and
16-00292, respectively) on Jan. 25, 2016.  The petitions were
signed by John Summersett as chief executive officer.  The Debtors
estimated both assets and debts in the range of $10 million to $50
million.

The Debtors have engaged Miller Canfield Paddock & Stone PLC as
counsel, Alix Partners LLP as restructuring advisors and Kurtzman
Carson Consultants, LLC as claims, balloting and noticing agent.


GREAT LAKES: Maintains Asset Sale Necessary
-------------------------------------------
Great Lakes Comnet, Inc., and Comlink, L.L.C., file with the U.S.
Bankruptcy Court for the Western District of Michigan their omnibus
reply in support of their motion for authority to sell
substantially all of the Debtors' assets free and clear of liens,
claims, encumbrances, and interests.

On February 1, 2016, the Debtors filed the Sale Motion, which
sought, among other things, the entry of an order approving bidding
and sale procedures and the entry of an order approving the sale of
substantially all of the Debtors' assets to Everstream GLC Holding
Company LLC or to an entity submitting a higher and better bid.

The Debtors say they do not dispute many of the points that the
United States Trustee raises in his objection about administrative
insolvency and, in fact, shares many of those concerns.
Nonetheless, the Debtors assert, this does not change the one and
only reality based on the particular fact and circumstances of
these cases: This Sale should be approved and closed -- the sooner
the better.

The Debtors point out that there are compelling business reasons to
approve the Sale in their case, regardless of whether their
bankruptcy estates are or become administratively insolvent,
including the following which will be demonstrated at the sale
hearing:

   -- There is no debtor-in-possession financing beyond May 11
      under the Final DIP Order and no ability of the Debtors to
      fund operations thereafter while they pursue a plan or
      other alternatives;

   -- The Debtors have been involved in extensive marketing
      efforts since October 2015 with the assistance of Media
      Venture Partners, LLC and this is the highest and best
      offer received to date;

   -- The Debtors have fully complied with the Bidding Procedures
      Order, and the offer from Everstream was not only the
      highest and best offer but was the only offer received;

   -- The proposed Sale was negotiated at arms-length and in good
      faith and is not a sale to an insider;

   -- The proposed sale order does not constitute a sub rosa
      plan.  It will provide for repayment of the Postpetition
      Loans (less the Carve-Out) and an $800,000 estate payment
      only;

   -- The Sale provides for a payment to the estates of $800,000,
      regardless of CoBank's recovery;

   -- The Court has found that there was proper notice provided
      to parties in interest in accordance with the Sale
      Procedures Order. Sale Procedures Order;

   -- The sale price is fair and reasonable based on the
      extensive and exhaustive marketing efforts over a seven
      month period;

   -- There is no reason to believe that Everstream is not
      proceeding as a buyer in good faith;

   -- Excluding professional fees, which continue to be incurred,
      the Debtors are continuing to incur negative cash flow each
      month.  As a result (and even more so after including
      professional fees), the value of the assets cannot properly
      be maintained without additional funding or capital.  Based
      on administrative expenses incurred to date and anticipated
      future administrative expenses, without additional funding
      or capital, the estates are likely, or will become,
      administratively insolvent;

   -- The Debtors, Committee and CoBank all support the sale; and

   -- The sale does not include insider releases, the sale of
      avoidance actions of the estates, or the sale of its claims
      against AT&T or officers and directors of the estates.

The Debtors further contends that there are no other alternatives
and no time or money available to pursue any other alternatives.
They insist that the marketing efforts to sell these assets have
been exhaustive and thorough and the Sale is the result of those
efforts.

                    About Great Lakes Comnet

East Lansing, Michigan-based Great Lakes Comnet, Inc., owns and
operates a 6,500 mile fiber network serving the carrier and
enterprise sectors in Michigan, with the network extending to Ohio,
Indiana, Illinois, Wisconsin, and Minnesota.  GLC's services
include transport, dark fiber sales, cloud and datacenter
operations, toll resale, toll routes, local switching, tandem
switching and SS7.

GLC's tandem switch is used -- in conjunction with tandem transport
services provided by GLC and Westphalia Telephone Company -- to
send long distance calls from the network of one telecommunications
carrier to the network of another telecommunications carrier.  By
using the services provided by GLC and WTC, interexchange carriers
such as AT&T, are able to exchange interstate long distance calls
with local telecommunications service providers, namely, rural
Incumbent Local Exchange Carriers and competitive LECs, located
throughout Michigan, where the rural ILECs and CLECs operate "end
office switches" homing on GLC's tandem switch.

Comlink provides data and communication services, including
dedicated ultra-high-speed bandwidth data transmission, Ethernet
private line services and virtual private network services,
cloud-based and colocation data center services, and data
management services to Consumers Energy, several hospital systems,
municipalities and state correctional facilities.

Great Lakes Comnet, Inc. and Comlink, LLC filed Chapter 11
bankruptcy petitions (Bankr. W.D. Mich. Case Nos. 16-00290 and
16-00292, respectively) on Jan. 25, 2016.  The petitions were
signed by John Summersett as chief executive officer.  The Debtors
estimated both assets and debts in the range of $10 million to $50
million.

The Debtors have engaged Miller Canfield Paddock & Stone PLC as
counsel, Alix Partners LLP as restructuring advisors and Kurtzman
Carson Consultants, LLC as claims, balloting and noticing agent.


GREAT PLAINS: Moody's Reviews Ba1 Preferred Stock Rating
--------------------------------------------------------
Moody's Investors Service placed the long-term ratings of Great
Plains Energy (Great Plains or GXP; see debt list below) on review
for downgrade.  The review is prompted by the announcement that
Great Plains agreed to acquire Westar Energy for over $12 billion,
which includes the assumption of approximately $4 billion of Westar
debt.  Great Plains said the acquisition financing would include a
mix of debt and equity.

At the same time, Moody's affirmed the long-term and short-term
ratings of Kansas City Power & Light Company (KCPL), KCP&L --
Greater Missouri Operations Company (GMO) and Westar Energy
(Westar) with stable outlooks.

On Review for Downgrade:

Issuer: Great Plains Energy Incorporated

  Subordinate Shelf, Placed on Review for Downgrade, currently
   (P)Baa3
  Senior Unsecured Shelf, Placed on Review for Downgrade,
   currently (P)Baa2
  Pref. Stock Preferred Stock, Placed on Review for Downgrade,
   currently Ba1
  Subordinate Regular Bond/Debenture, Placed on Review for
   Downgrade, currently Baa3
  Senior Unsecured Regular Bond/Debenture, Placed on Review for
   Downgrade, currently Baa2

Outlook Actions:

Issuer: Great Plains Energy Incorporated
  Outlook, Changed To Rating Under Review From Stable

Issuer: Kansas City Power & Light Company
  Outlook, Remains Stable

Issuer: Kansas Gas and Electric Company
  Outlook, Remains Stable

Issuer: KCP&L Greater Missouri Operations Company
  Outlook, Remains Stable

Issuer: Westar Energy, Inc.
  Outlook, Remains Stable

Affirmations:

Issuer: Burlington (City of) KS
  Senior Secured Revenue Bonds, Affirmed A2
  Underlying Senior Secured Revenue Bonds, Affirmed A2
  Senior Unsecured Revenue Bonds, Affirmed Baa1
  Underlying Senior Unsecured Revenue Bonds, Affirmed Baa1

Issuer: Kansas City Power & Light Company
  Issuer Rating, Affirmed Baa1
  Senior Secured Shelf, Affirmed (P)A2
  Senior Unsecured Shelf, Affirmed (P)Baa1
  Senior Secured First Mortgage Bonds, Affirmed A2
  Senior Unsecured Commercial Paper, Affirmed P-2
  Senior Unsecured Regular Bond/Debenture, Affirmed Baa1

Issuer: Kansas Gas and Electric Company
  Issuer Rating, Affirmed Baa1
  Senior Secured First Mortgage Bonds, Affirmed A2
  Senior Secured Shelf, Affirmed (P)A2

Issuer: KCP&L Greater Missouri Operations Company
  Issuer Rating, Affirmed Baa2
  Senior Unsecured Commercial Paper, Affirmed P-2
  Senior Unsecured Regular Bond/Debenture, Affirmed Baa2
  Senior Unsecured Shelf, Affirmed (P)Baa2

Issuer: La Cygne (City of) KS
  Senior Secured Revenue Bonds, Affirmed A2
  Underlying Senior Secured Revenue Bonds, Affirmed A2
  Senior Secured Revenue Bonds, Affirmed VMIG 2

Issuer: Missouri Env. Imp. & Engy. Res. Auth.
  Senior Secured Revenue Bonds, Affirmed A2

Issuer: State Env. Improv. and Energy Res. Auth. MO
  Senior Unsecured Revenue Bonds, Affirmed Baa1

Issuer: Wamego (City of) KS
  Senior Secured Revenue Bonds, Affirmed A2
  Underlying Senior Secured Revenue Bonds, Affirmed A2

Issuer: Westar Energy, Inc.
  Issuer Rating, Affirmed Baa1
  Senior Secured Bank Credit Facility, Affirmed A2
  Senior Secured First Mortgage Bonds, Affirmed A2
  Senior Unsecured Commercial Paper, Affirmed P-2

                          RATINGS RATIONALE

"Great Plains is sacrificing its strong financial profile to
acquire its neighbor," said Ryan Wobbrock, Vice President -- Senior
Analyst.  "This is a bigger is better merger, where Westar will
help Great Plains double its assets.  But, the financing plan will
triple its debt, leaving little financial flexibility and is
indicative of management's higher tolerance for financial risk."

The addition of approximately $4.4 billion of parent-level
acquisition debt is likely to result in a one-notch downgrade, to
Baa3, for Great Plains.  The review period will be focused on
several risk factors that Moody's sees beyond the added leverage,
including: various regulatory reviews and approval proceedings; the
potential for, and magnitude of, customer benefits required to
close the transaction; execution of the financing plan, including
equity and hybrid issuances; and any differences between the parent
company's cash inflows and outflows, where subsidiary upstream
dividends are insufficient to cover all of the parent company's
dividend and interest expense obligations.

From a strategic perspective Moody's sees Westar as a natural fit
for Great Plains, given overlapping service territories and a
shared ownership of the 1,170 mega-watt Wolf Creek nuclear
generation facility.  Utilities with contiguous service territories
tend to produce higher operating cost synergies.  The primary
credit benefit in acquiring Westar, is that Great Plains increases
its exposure to the Kansas regulatory environment. Today, Moody's
views the Kansas Corporation Commission (KCC) to be slightly more
supportive to long-term credit quality than the Missouri Public
Service Commission (MPSC), because Kansas provides a higher use of
expense tracking mechanisms and the ability to file abbreviated
rate cases for significant capital expenditures.

Moody's also sees the benefit of Westar bringing an additional $1.2
billion of Federal Electric Regulatory Commission (FERC) regulated
transmission rate base.  Moody's views FERC as the most supportive
regulatory jurisdiction in the US, due to forward looking, formula
rates and relatively high allowed ROEs.

The acquisition debt will increase the percentage of parent holding
company debt to total consolidated debt from a negligible 2% to
over 35% at the transaction closing, which Moody's thinks will take
about 12 months.  The higher amount of parent holding company
leverage will likely result in a wider rating-notch differential
between the ratings of Great Plains and its principal utility
subsidiaries, which include Kansas City Power & Light, Kansas Gas &
Electric and Westar, and a weighted average rating of Baa1 senior
unsecured.

The transaction's financing plans are viewed as a signal that Great
Plains' management and board of directors have a higher risk
tolerance for leverage than previously considered, which is a
long-term credit negative.  With little financial cushion, Great
Plains will be more exposed to risks associated with successfully
executing a transition and integration plan and longer-term issues,
such as waning regulatory support and softening of regional
macro-economic fundamentals.

At this time, Moody's expects no more than a one-notch downgrade
for Great Plains, which would place its ratings in the Baa3 rating
category, down from the Baa2 rating category.  Pro-forma the
acquisition, Moody's calculates a ratio of cash flow from
operations to debt around the 13% range, down from the 17% that
Great Plains produced for the twelve months ended March 2016.

The affirmation of KCPL's Baa1 and GMO's Baa2 ratings reflect the
improving financial performance of each utility.  This financial
improvement is driven by the conclusion of extensive capital
expenditures at each utility, which have been in progress for the
past several years and were designed to help meet environmental
compliance standards.  Over the next two to three years, these
investments should be fully incorporated into rate base, which will
improve the cash position and standalone financial metrics of each
utility (i.e., cash flow to debt slightly above 20% for KCPL and
slightly below 20% for GMO).

The affirmation of the ratings and stable outlook for Westar
reflects the maintenance of solid cash flow to debt metrics around
20% despite a robust capital plan to add wind generation to its
supply portfolio over the next two years.

The principal methodology used in these ratings was Regulated
Electric and Gas Utilities published in December 2013.


GYMBOREE CORP: Executes Distressed Exchange
-------------------------------------------
Stephanie Gleason, writing for Daily Bankruptcy Review, reported
that children's retailer Gymboree Corp. executed a bond swap,
reducing its debt but resulting in a standard default rating from
S&P Global Ratings.

According to the report, the company repurchased nearly $40 million
worth of senior bonds maturing in 2018, according to financial
statements, offering a little more than 50% -- $520 per $1,000
worth of bonds tendered -- of the bond principal in the exchange.

In a regulatory filing with the U.S. Securities and Exchange
Commission, The Gymboree Corporation announced on May 24, 2016, the
expiration, final results and final settlement of its previously
announced tender offer to purchase the maximum aggregate principal
amount of its outstanding 9.125% senior unsecured notes due 2018
that it can purchase for $40,000,000, excluding accrued interest.
The Tender Offer expired at 11:59 p.m., New York City time, on May
23, 2016.

The cumulative principal amount of Notes that were validly tendered
and not validly withdrawn prior to the Expiration Time, and the
cumulative principal amount of Notes that will be accepted for
purchase by the Company as of the Final Settlement Date.   These
cumulative principal amounts include $52,000 principal amount of
Notes that were validly tendered after 5:00 p.m., New York City
time, on May 9, 2016, that we expect to purchase on the Final
Settlement Date.

The Tender Offer was made solely pursuant to the terms and
conditions set forth in the Offer to Purchase, dated April 26,
2016, and the Supplement to the Offer to Purchase, dated May 3,
2016, and the accompanying Letter of Transmittal.

Payments for Notes that are accepted for purchase in the Tender
Offer will include accrued and unpaid interest from and including
the last interest payment date of the Notes to, but not including,
the applicable settlement date.  The settlement date for Notes that
were validly tendered after the Early Tender Time and prior to the
Expiration Time is expected to be May 24, 2016, the first business
day following the Expiration Time.

D.F. King & Co., Inc. acted as the Tender Agent and Information
Agent for the Tender Offer and can be reached by calling (800)
461-9313 (US toll-free) or by emailing gymboree@dfking.com.

Goldman, Sachs & Co. acted as the dealer manager for the Tender
Offer. Questions regarding the terms of the Tender Offer may be
directed to the Liability Management Group of Goldman, Sachs & Co.
by calling (800) 828-3182 (US toll-free) or (212) 357-0422
(collect).

                 About Gymboree Corp

The Gymboree Corporation is engaged in the business of selling
children’s specialty apparel, shoes, backpacks, hair accessories,
belts, costumes and other accessories, toys and play equipment.
Gymboree contracts to manufacture products that may contain gold,
tantalum, tin and tungsten (“3TG”), which may include apparel,
shoes, backpacks, hair accessories, belts, costumes and other
accessories, toys and play equipment.

                    *     *     *

The Troubled Company Reporter, on May 31, 2016, reported that S&P
Global Ratings lowered its corporate credit rating on The Gymboree
Corp. to 'SD' from 'CC'.  Concurrently, S&P lowered its issue-level
rating on the company's $400 million 9.125% senior unsecured notes
due Dec. 2018 (about $211 million outstanding after the tender
offer) to 'D' from 'C'.  The '6' recovery rating remains unchanged,
indicating S&P's expectation for negligible (0%-10%) recovery in
the event of default.  S&P removed the ratings from CreditWatch
negative, where it placed them on April 27, 2016.


HCSB FINANCIAL: Further Amends 23.4M Shares Prospectus with SEC
---------------------------------------------------------------
HCSB Financial Corporation filed with the Securities and Exchange
Commission a pre-effective amendment no.3 to its Form S-1
registration statement relating to the offering up to 23,384,301
shares of the Company's common stock, par value $0.01 per share, at
a price of $0.10 per share.  The Company amended the Registration
Statement to delay its effective date.

The Company is conducting the offering in connection with the
recent completion of a private placement transaction pursuant to
which the Company issued 359,468,443 shares of its common stock at
$0.10 per share and 905,315.57 shares of a new series of
convertible perpetual non-voting preferred stock, Series A, par
value $0.01 per share, at $10.00 per share for cash proceeds of $45
million.  The Company is now conducting this offering primarily to
provide its legacy shareholders, employees and others in its
community with an opportunity to invest in the Company at the same
offering price of $0.10 per share that the Company offered to the
investors in the private placement, although the Company reserves
the right to permit other persons to invest, including the
investors from the private placement.

The Company intends to propose an amendment to its Articles of
Incorporation to effect a 1-for-100 reverse stock split, subject to
shareholder approval at the 2016 annual shareholders' meeting,
pursuant to which each 100 shares of common stock will be combined
into one share of common stock, thereby reducing the number of
outstanding shares of common stock.  If the Reverse Stock Split had
been implemented prior to this offering, the number of shares
offered would have been 233,843.01, and the offering price per
share would have been $10.00.

A minimum investment of $10,000 is required to purchase shares in
the offering, which requirement the Company may waive in its sole
discretion.

The Company will not use an underwriter or selling agent for this
offering.  Shares of common stock offered in the offering will be
sold directly by the Company through the efforts of its executive
officers and directors without compensation.

The Company's common stock is quoted on the OTC Pink marketplace
under the symbol "HCFB".  On May 26, 2016, the closing price of the
Company's common stock as reported by the OTC Pink marketplace was
$0.40 per share.

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

                        https://is.gd/7vzSra

                        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 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.

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 Dec. 31, 2015.


HDREPAIR.COM CORP: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: HDRepair.com Corp.
           fdba Roxberry Enterprises, Inc.
           fdba LOVJuice, Inc.
           fdba Cabelite, LLC
           fdba HDRepair Services, LLC
        POB 1604
        Boca Raton, FL 33429

Case No.: 16-17855

Chapter 11 Petition Date: May 31, 2016

Court: United States Bankruptcy Court
       Southern District of Florida (West Palm Beach)

Judge: Hon. Erik P. Kimball

Debtor's Counsel: Brett A Elam, Esq.
                  FARBER + ELAM, LLC
                  105 S. Narcissus Avenue
                  Suite 802
                  West Palm Beach, FL 33401
                  Tel: 561.833.1113
                  Fax: 561-833-1115
                  E-mail: belam@brettelamlaw.com

Total Assets: $1.73 million

Total Liabilities: $1.22 million

The petition was signed by Robert Roxberry, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb16-17855.pdf


HERCULES OFFSHORE: Enters Into Restructuring Support Agreement
--------------------------------------------------------------
Hercules Offshore, Inc., on May 27, 2016, disclosed that, following
a review of its strategic alternatives led by a Special Committee
comprised of all of its independent Board members, that the Company
has entered into a Restructuring Support Agreement ("RSA") with
lenders holding approximately 99 percent of the indebtedness under
its first lien credit agreement.  The agreement seeks to maximize
value for the Company's stakeholders and provide a smooth
transition for employees, customers and suppliers through an
orderly sale of the Company's assets.

Under the terms of the RSA, Hercules and certain of its U.S.
subsidiaries will solicit acceptances and rejections of its
pre-packaged Chapter 11 plan from first lien lenders and
shareholders, file voluntary Chapter 11 petitions to compromise the
Company's obligations to its first lien lenders and provide a
recovery to its shareholders, and then place all of the Company's
unsold assets into a wind-down vehicle to ensure their continued,
safe operation until they can be sold.  The Company's international
subsidiaries will not be included as part of the Chapter 11 cases
but will be part of the sale process.

Hercules's Chapter 11 Plan (the "Plan") provides that unsecured
creditors will be paid in full.  The Company expects to file the
typical First Day Motions to, among other things, maintain employee
wages and benefits and insurance throughout the Chapter 11 process
and will file a separate First Day Motion to continue paying its
suppliers' pre-petition claims under normal payment terms.  If the
Company's shareholders vote as a class to accept the Plan,
shareholders will receive cash recoveries over time including a
payment of $12.5 million upon the completion of the Chapter 11
process and additional cash distributions thereafter depending on
the success of the sale of the Company's assets through interests
in the post-Chapter 11 wind-down vehicle. The secured lenders
likewise are projected to receive cash payments largely dependent
on the success of the sale process.

As part of the process, Hercules also announced today that it has
entered into a definitive agreement to transfer the right to
acquire the newbuild harsh environment jack-up rig, formerly named
Hercules Highlander, to a subsidiary of Maersk Drilling.  The rig
is ready for immediate delivery from Jurong Shipyard Pte Ltd
("Jurong") in Singapore.  According to the agreement, Maersk
Highlander UK Ltd. succeeds to the right to take delivery of the
rig and will settle the final payment of approximately $196 million
with Jurong.

On November 6, 2015, Hercules completed its initial financial
restructuring under Chapter 11 of the U.S. Bankruptcy Code with a
new $450 million senior secured credit facility in place.  Since
this time, the ongoing decline in oil prices, the consolidation of
its U.S. customer base and the addition of new capacity have
negatively impacted dayrates and demand for Hercules's services.
On February 11, 2016, the Company announced a Special Committee
comprised of all the independent members of its Board of Directors
to explore strategic alternatives.  The RSA announcement is the
outcome of that process and follows a thorough sale process, which
did not yield results that would have been better for stakeholders
than what is contemplated by the Plan.

The Company has engaged Akin Gump Strauss Hauer & Feld LLP as its
legal counsel, PJT Partners as its financial advisor and FTI
Consulting as its restructuring advisor.

                      About Hercules Offshore

Headquartered in Houston, Hercules Offshore, Inc. --
http://www.herculesoffshore.com/-- operates a fleet of 27 jackup
rigs, including one rig under construction, and 21 liftboats.  The
Company offers a range of services to oil and gas producers to meet
their needs during drilling, well service, platform
inspection, maintenance, and decommissioning operations in several
key shallow water provinces around the world.

On Aug. 13, 2015 Hercules Offshore and 14 affiliated debtors each
filed a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-11685) in the U.S.
Bankruptcy Court for the District of Delaware.  The cases are
pending before the Honorable
Kevin J. Carey.

The Debtors tapped Baker Botts LLP as counsel; Morris, Nichols,
Arsht & Tunnell, as local counsel; Andrews Kurth LLP, as general
corporate counsel; Lazard Freres & Co. LLC, as investment banker,
Alvarez & Marsal, as restructuring advisor; and Prime Clerk, LLC,
as claims and noticing agent.

The Steering Group of Holders of Senior Notes is represented by
Akin Gump Strauss Hauer & Feld LLP's Arik Preis, Esq., and Michael
S. Stamer, Esq.

HERO disclosed $546 million in assets and $1.306 billion in debt as
of Aug. 11, 2015.

                           *     *     *

The Debtors on the Petition Date filed a pre-packaged Chapter 11
plan that would convert $1.2 billion of outstanding senior notes to
96.9% of new common equity.

The Debtors notified the U.S. Bankruptcy Court for the District of
Delaware that Effective Date of their Joint Prepackaged Plan of
Reorganization occurred on Nov. 6, 2015.

On Sept. 24, 2015, the Court approved the Debtors' solicitation And
Disclosure Statement; and confirmed the Prepackaged Plan.


HERCULES OFFSHORE: S&P Lowers CCR to 'CC' on RSA Announcement
-------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Houston-based Hercules Offshore Inc. to 'CC' from 'CCC-'.

At the same time, S&P lowered the issue-level rating on the
company's first-lien secured debt to 'CC' from 'CCC-'.  The
recovery rating on the debt issue remains '3', indicating S&P's
expectation of meaningful (30% to 50%, higher end of the range)
recovery in the event of a payment default.

"The downgrade follows HERO's announcement that it has entered into
a restructuring support agreement with lenders holding about 99% of
the first-lien senior secured credit facility, consisting entirely
of term loans," said S&P Global credit analyst Kevin Kwok.
"According to the restructuring support agreement, HERO is required
to commence solicitation of votes to accept or reject the plan by
May 31, 2016, and commence a chapter 11 filing by June 6, 2016," he
added.

The outlook is negative, reflecting S&P's view that the company
will commence a prepackaged chapter 11 proceeding over the next few
weeks.


HEYL & PATTERSON: U.S. Trustee Forms 7-Member Committee
-------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on May 31 appointed
seven creditors of Heyl & Patterson, Inc., to serve on the official
committee of unsecured creditors.

The committee members are:

     (1) Hammer Haag Steel
         12812 60th Street N
         Clearwater, Florida 33760

     (2) Thurston Machine Co., Ltd.
         1 Sparks Avenue
         Toronto, ON Canada
         M2H 2W1

     (3) South Side Machine Works, Inc.
         3761 Eiler Street
         St. Louis, MO 63116

     (4) Universal Plant Services of Louisiana, Inc.
         806 Seaco Court
         Deer Park, Texas 77536

     (5) Les Aciers Sofatec, Inc.
         867 A 5e Avenue
         Ste-Anne Des Plaines
         Quebec, Canada J0N 1H0

     (6) Yates Industries
         23050 Industrial Drive East
         St. Clair Shores, MI 48080

     (7) Napoleon Machine, LLC
         476 East Riverview Avenue
         Napoleon, OH 43545

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 Heyl & Patterson

Heyl & Patterson, Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the Western District of Pennsylvania
(Pittsburgh) (Case No. 16-21620) on April 29, 2016.  

The petition was signed by John R. Edelman, CEO.  The case is
assigned to Judge Carlota M. Bohm.

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


HIGH RIDGE MANAGEMENT: Wants June 30 Deadline for Plan Filing
-------------------------------------------------------------
High Ridge Management Corp., Hollywood Hills Rehabilitation Center,
LLC, and Hollywood Pavilion, LLC, ask the U.S. Bankruptcy Court for
the Southern District of Florida to extend the exclusive period
within which only the Debtors may file a plan of reorganization and
to solicit acceptances of that plan through June 30, 2016, and Aug.
30, 2016, respectively.

The exclusive period for the Debtors to file a plan expires on May
31, 2016, and the corresponding right to solicit acceptances
expires on July 29, 2016.

The Debtors have continued to make progress on claims, whether by
objection or resolution.

The Debtors previously settled with their largest creditor,
Hollywood Property Investments, LLC, which settlement was approved
by the Court.

Further, the Debtors have negotiated a settlement with Jeffrey H.
Byrd, as relator, of the qui tam claims filed against the High
Ridge and Pavilion estates (the largest claims against those
respective estates), and have filed a motion seeking to approve the
settlement.  The hearing was initially scheduled for May 17, 2016.
However, the parties agreed to reschedule the hearing to allow the
government additional time to review the terms and provide any
comment they may have.  The hearing is rescheduled for June 21,
2016.  The terms of the qui tam settlement would positively impact
the projected recovery to the creditors of High Ridge and Pavilion
-- specifically, the settlement will allow for a significant, if
not 100% distribution, to the non-insider general unsecured
creditors of those Debtors' estates.

Since the last request for extension of exclusivity, Hollywood
Hills has filed a motion seeking to approve a settlement with a
claimant that would resolve a personal injury claim of that
claimant.

Further, the Debtors have filed three additional claim objections.
Certain creditors have filed or reached out to the Debtors to
negotiate resolutions of the objections, and the Debtors have been
working with the claimants to resolve the claim objections.

The Debtors are also working with the Committee and holders of
equity security interests to incorporate additional comments and
terms into a joint or consensual plan for Hollywood Hills.

The Debtors tell the Court that the complexity of their cases
warrants an extension of Exclusivity Period.  Although these cases
are not unusually large, they are complex.  There has been
significant interplay between the bankruptcy cases and the District
Court proceedings, which require additional considerations not
normally found in bankruptcy cases.

The Debtors say that they would benefit from additional time to
resolve as many claims and claim objections as possible.  In
addition, while the Debtors have been able to negotiate certain
terms of a plan with the Committee, there are several provisions
which the Debtors, Committee and holders of equity interests
continue to work through.

Limited unresolved contingencies exists that will determine the
distributions in these cases.  Specifically, the Debtors are
working with their advisors, the Committee and holders of equity
security interests regarding whether claims reserves are
appropriate as part of the Debtors' plans, and if so, how much the
reserves should be.  Further, the Debtors continue to work to
finalize their 2015 tax returns, which may have impact on
distributions to creditors and parties in interest.

The Debtors 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
      Tel: (954) 767-0030
      Fax: (954) 767-0035
      E-mail: jmarkowitz@mrthlaw.com
              grobson@mrthlaw.com

                  and

      9130 South Dadeland Boulevard, Suite 1800
      Miami, FL 33156
      Tel: (305) 670-5000
      Fax: (305) 670-5011

                          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.


INSTITUTE OF CARDIOVASCULAR: Bid to Stay FCA Suit Junked
--------------------------------------------------------
Judge Roy B. Dalton of the United States District Court for the
Middle District of Florida, Orlando Division, declined to stay the
case captioned UNITED STATES OF AMERICA ex rel. ROBERT A. GREEN;
STATE OF FLORIDA ex rel. HOLLY TAYLOR, Plaintiffs, v. INSTITUTE OF
CARDIOVASCULAR EXCELLENCE, PLLC; ICE HOLDINGS, PLLC; ASAD ULLAH
QAMAR; and HUMERA A. QAMAR, Defendants, Case No.
5:11-cv-406-Oc-37TBS (M.D. Fla.).

The Defendants in this False Claims Act ("FCA") qui tam action
("Instant Action") have filed for Chapter 11 bankruptcy. As such,
Defendants filed a "Suggestion of Bankruptcy" with this Court,
indicating their belief that the Instant Action is automatically
stayed pursuant to the Bankruptcy Code's automatic stay provision.
The United States opposed such stay.

A full-text copy of the Order dated April 26, 2016 is available at
https://is.gd/caobEr from Leagle.com.

United States of America, Plaintiff, is represented by Adam Russell
Tarosky, US Department of Justice - Civil Division, Daniel Robert
Anderson, US Department of Justice - Civil Division, Eva U.
Gunasekera, US Department of Justice - Civil Division, Michael D.
Granston, US Department of Justice - Civil Division & Sean Flynn,
US Attorney's Office.

Robert A. Green, Plaintiff, is represented by Jonathan Kroner, Esq.
-- inquiry@FloridaFalseClaim.com -- Jonathan Kroner Law Office.

State of Florida, Consol Plaintiff, is represented by Jill Bennett,
Office of the Attorney General & Kathleen Marie Von Hoene, Office
of the Attorney General.

Holly Taylor, Consol Plaintiff, is represented by Rafael Jacinto
Nobo, III, Esq. -- The Nobo Law Group & Sam S. Sheldon, Esq. --
samsheldon@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan,
LLP, pro hac vice.

United States of America, Intervenor Plaintiff, is represented by
Adam Russell Tarosky, US Department of Justice - Civil Division,
Daniel Robert Anderson, US Department of Justice - Civil Division,
Eva U. Gunasekera, US Department of Justice - Civil Division,
Michael D. Granston, US Department of Justice - Civil Division &
Sean Flynn, US Attorney's Office.

State of Florida, Intervenor Plaintiff, is represented by Jill
Bennett, Office of the Attorney General & Kathleen Marie Von Hoene,
Office of the Attorney General.

Robert A. Green, Intervenor Plaintiff, is represented by Jonathan
Kroner, Jonathan Kroner Law Office.

Holly Taylor, Intervenor Plaintiff, is represented by Rafael
Jacinto Nobo, III, The Nobo Law Group & Sam S. Sheldon, Quinn
Emanuel Urquhart & Sullivan, LLP, pro hac vice.

Institute of Cardiovascular Excellence, PLLC, Defendant, is
represented by Danielle Susan Kemp, Esq. --  
kempd@gtlaw.com -- Greenberg Traurig, P.A., Gregory W. Kehoe, Esq.
-- kehoeg@gtlaw.com -- Greenberg Traurig, P.A., Kirk Ogrosky, Esq.
-- kirk.ogrosky@aporter.com -- Arnold & Porter, LLP, pro hac vice,
Murad Hussain, Esq. -- murad.hussain@aporter.com -- Arnold &
Porter, LLP, pro hac vice & Aaron A. Wernick, Furr & Cohen, PA.

Ice Holdings, PLLC, Defendant, is represented by Aaron A. Wernick,
Esq. -- awernick@furrcohen.com -- Furr & Cohen, PA.

Asad Ullah Qamar, Defendant, is represented by Danielle Susan Kemp,
Greenberg Traurig, P.A., Gregory W. Kehoe, Greenberg Traurig, P.A.,
Kirk Ogrosky, Arnold & Porter, LLP, pro hac vice, Murad Hussain,
Arnold & Porter, LLP, pro hac vice & Aaron A. Wernick, Furr &
Cohen, PA.

Humera A. Qamar, Defendant, is represented by Aaron A. Wernick,
Furr & Cohen, PA.

Asad Qamar, Intervenor Defendant, is represented by Gregory W.
Kehoe, Greenberg Traurig, P.A., Kirk Ogrosky, Arnold & Porter, LLP,
pro hac vice, Murad Hussain, Arnold & Porter, LLP, pro hac vice &
Aaron A. Wernick, Furr & Cohen, PA.

Institute of Cardiovascular Excellence, PLLC, Intervenor Defendant,
is represented by Gregory W. Kehoe, Greenberg Traurig, P.A., Kirk
Ogrosky, Arnold & Porter, LLP, pro hac vice, Murad Hussain, Arnold
& Porter, LLP, pro hac vice & Aaron A. Wernick, Furr & Cohen, PA.

          About Institute of Cardiovascular

Institute of Cardiovascular Excellence, PLLC, based in
Ocala, Florida, filed a Chapter 11 petition (Bankr. M.D. Fla.
Case No. 16-01491) on April 20, 2016. Aaron A Wernick, Esq.,
at Furr & Cohen, PA, serves as counsel to the Debtor. In its
petition, the Debtor estimated $0 to $50,000 in assets and $10
million to $50 million in liabilities. The petition was signed
by Asad Qamar,manager.


INVERRARY RESORT: Case Summary & 15 Unsecured Creditors
-------------------------------------------------------
Debtor: The Inverrary Resort Hotel Condominium Association, Inc.
        3501 Inverrary Boulevard
        Lauderhill, FL 33319

Case No.: 16-17792

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 31, 2016

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Hon. John K Olson

Debtor's Counsel: Jason Slatkin, Esq.
                  SLATKIN & REYNOLDS, P.A.
                  1 E Broward Blvd #609
                  Ft Lauderdale, FL 33301
                  Tel: (954) 745-5880
                  Fax: 954-745-5890
                  E-mail: jslatkin@slatkinreynolds.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Maria E. Monzon, president/Trustee under
the Termination Trust.

A list of the Debtor's 15 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flsb16-17792.pdf


JONES & SONS: Lesser Sanction Imposed on Gary Jones
---------------------------------------------------
In the case captioned AMERICAN POWER CHASSIS, INC., Plaintiff, v.
GARY JONES and JONES & SONS CHASSIS, INC., Defendants, Civil Action
No. 13-4134-KHV (D. Kan.), Judge Kathryn H. Vratil of the United
States District Court for the District of Kansas imposed a lesser
sanction against Gary Jones before imposing a sanction of default
judgment.

American Power Chassis, Inc., brought suit against Gary Jones and
Jones & Sons Chassis, Inc. for breach of contract, fraud and
negligent misrepresentation.

On December 10, 2015, the court entered an order which adopted in
its entirety the report and recommendation of Judge Sebelius dated
June 24, 2015, which recommended that pursuant to Rule 37(d), Fed.
R. Civ. P., the court enter default judgment against Jones and
Jones & Sons Chassis, Inc. for failure to respond to discovery
requests and failure to comply with court orders.  In addition to
citing Jones' failure to attend his deposition and respond to
discovery requests, Judge Sebelius noted that Jones & Sons Chassis,
Inc. had failed to inform the court that its bankruptcy stay had
been lifted.

On December 23, 2015, the court ordered the plaintiff to show good
cause in writing why as to claims against Jones, it should not set
aside its order adopting the magistrate judge's report and
recommendation.  Specifically, the Court found that it appeared
that (1) the Court had not previously warned the defendant that
default judgment would be a likely sanction for failure to comply
with discovery obligations and/or court orders; and (2) plaintiff's
motion for sanctions did not include an appropriate certification
which described with particularity steps which counsel took to
resolve the issues in dispute.   American Power responded to the
court's show cause order on January 5, 2016.

Judge Vratil held that "before imposing a sanction of default
judgment, the Court will impose a lesser sanction and provide
defendant an opportunity to cure his default on the discovery
obligations.  Specifically, the Court will impose monetary
sanctions in the amount of attorney's fees and expenses which
plaintiff incurred to attend defendant's deposition on August 8,
2014.  The Court directs the magistrate judge to determine the
amount of such fees and expenses and to set a deadline by which
defendant must pay the funds to plaintiff.  If defendant timely
pays the funds, the magistrate judge shall set deadlines for
defendant to respond to the discovery requests and attend his
deposition.  The magistrate judge shall also set forth details as
to how plaintiff shall pay defendant's airline and hotel expense.
If defendant timely pays the monetary sanctions, responds to the
discovery requests and attends his deposition, the magistrate judge
shall hold a scheduling conference and set a schedule which allows
the parties to proceed with remaining discovery in the case. If
defendant fails to timely pay the monetary sanctions, fails to
timely respond to the discovery requests or fails to attend his
deposition, or if defendant fails to comply with any other court
order, the Court may impose further sanctions, up to and including
default judgment against defendant on all claims."

A full-text copy of Judge Vratil's May 25, 2016 memorandum and
order is available at https://is.gd/xUvBYQ from Leagle.com.

American Power Chassis, Inc. is represented by:

          Gary E. Laughlin, Esq.
          HAMILTON LAUGHLIN BARKER JOHNSON & JONES
          3649 SW Burlingame Rd. Suite 200
          Topeka, KS 66611
          Tel: (785)267-2410
          Email: glaughlin@hamiltonlaughlin.com


KENDALL LAKE TOWERS: Wants Plan Filing Period Extended to Sept. 13
------------------------------------------------------------------
Kendall Lake Towers Condominium Association, Inc., asks the U.S.
Bankruptcy Court for the Southern District of Florida to extend the
exclusive periods for Debtors to file a plan to Sept. 13, 2016, and
accept votes to Dec. 12, 2016.

The Debtor has until June 15, 2016, to file a plan and accompanying
disclosure statement.  The claims bar date is not until June 21,
2016.

The Debtor requires more time to negotiate creditors for a
consensual plan and disclosure and has complex maintenance and
repair issues which must be factored in the plan, and therefor
respectfully requests that the Court, pursuant to Section 1121(d)
of the Bankruptcy Code.

The Debtor is represented by:

      Joel M. Aresty, Esq.
      309 1st Avenue S
      Tierra Verde, FL 33715
      Tel: (305) 899-9876
      Fax: (305) 723-7893
      E-mail: Aresty@Mac.com
      Website: http://www.Joelaresty.com

                    About Kendall Lake Towers

Kendall Lake Towers Condominium Association, Inc. sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla., Case No.
16-12114) on Feb. 16, 2016.  The Debtor is represented by Joel M.
Aresty, Esq., at Joel M. Aresty, PA.


KINCAID HOLDINGS: Wants Plan Filing Deadline Moved to July 31
-------------------------------------------------------------
Kincaid Holdings LLC asks the U.S. Bankruptcy Court for the
Southern District of Indiana to extend the current period within
which to file a plan to and including July 31, 2016, and extend the
current period within which to solicit acceptances of a plan to and
including Nov. 28, 2016.

The exclusive period for the Debtor to file a plan in this case
originally expired on Nov. 4, 2015.  The Court has extended that
deadline on two occasions, first through March 3, 2016, and more
recently through June 1, 2016.  The deadline for the Debtor to
solicit and obtain acceptances of a plan originally expired on Jan.
3, 2016.  That period was originally extended through July 1, 2016,
and was more recently extended through Sept. 29, 2016.

The Debtor started this case with the belief that the sale of the
and improvements located in Fishers, Hamilton County, Indiana,
consisting of approximately 2.65 acres would occur in short order,
and the Debtor quickly located a potential buyer.  In October 2015,
however, the Debtor learned that the buyer had decided not to
pursue the sale.  On Nov. 10, 2015, the Debtor filed its
application to employ CBRE, Inc., as real estate broker.  That
application was granted on Nov. 25, 2015, and CBRE, Inc., started
its marketing efforts shortly thereafter.  As a result, the Debtor
received two written offers to purchase the Real Estate.  After
negotiating with both potential purchasers, however, the Debtor was
unable to reach an agreement to sell the property.

At the same time, the Debtor has also been pursuing refinancing
options and recently submitted a refinancing package to a lender.
The Debtor plans to seek court authority to enter into that
transaction and obtain post-petition financing in order to fully
satisfy its obligations to Old National Bank.

While the Debtor does not anticipate that any party in interest
would file a plan in this case, especially given that ONB consents
to the Debtor's request for Exclusive Period extension, the relief
sought is necessary to preserve control of the Debtor's efforts to
exit this Chapter 11 case.

The Debtor agrees to continue making monthly payments to ONB during
the extension periods.

The Debtor is represented by:

      Andrew T. Kight, Esq.
      TAFT STETTINIUS & HOLLISTER LLP
      One Indiana Square, Suite 3500
      Indianapolis, Indiana 46204-2023
      Tel: (317) 713-3500
      Fax: (317) 713-3699
      E-mail: akight@taftlaw.com

Headquartered in Fishers, Indiana, Kincaid Holdings LLC filed for
Chapter 11 bankruptcy protection (Bankr. S.D. Ind. Case No.
15-05796) on July 7, 2015, listing $1.7 million in total assets and
$788,099 in total liabilities.  The petition was signed by Winifred
E. Kincaid, managing member.

Judge Robyn L. Moberly presides over the case.

Samuel D. Hodson, Esq., and Andrew T Kight, Esq., at Taft
Stettinius & Hollister LLP serve as the Debtor's bankruptcy
counsel.


LAYSON'S RESTORATIONS: Dismissal of Suit vs. Sterbick Affirmed
--------------------------------------------------------------
Judge Robert J. Bryan of the United States District Court for the
Western District of Washington, Tacoma, affirmed the bankruptcy
court's judgment summarily dismissing the the case captioned
LAYSON'S RESTORATIONS, INC., Plaintiff/Appellant, v. JOHN A.
STERBICK; THE LAW OFFICES OF JOHN A. STERBICK, P.S.,
Defendants/Appellees, Case No. 3:16-cv-05034-RJB (W.D. Wash.).

In the adversary action, Layson's Restorations, Inc., asserted that
John A. Sterbick and the Law Offices of John A. Sterbick committed
malpractice in the handling of its bankruptcy case.  The bankruptcy
court summarily dismissed the adversary complaint based on the
doctrine of res judicata because of its holdings when it awarded
attorney's fees and costs to Sterbick under the bankruptcy code.
It also noted that collateral estoppel may apply.

A full-text copy of Judge Bryan's May 25, 2016 order is available
at https://is.gd/PMgbqh from Leagle.com.

Layson's Restorations Inc is represented by:

          Brian H Krikorian, Esq.
          Ridgewood Corporate Square
          11900 N.E. 1st Street, Suite 300, Building G
          Bellevue, WA 98005
          Tel: (206)596-2220
          Fax: (206)629-9419
          Email: bhkrik@bhklaw.com

John A Sterbick, The Law Offices of John A Sterbick, P.S. are
represented by:

          Donna M Young, Esq.
          LEE SMART PS INC.
          1800 One Convention Place
          701 Pike Street
          Seattle, WA 98101
          Tel: (206)624-7990
          Fax: (206)624-5944
          Email: dmy@leesmart.com


MIDWAY GOLD: Can Sell Remaining Assets to GRP Minerals
------------------------------------------------------
The Hon. Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado authorized Midway Gold US Inc., et al., to
sell their remaining assets to GRP minerals, LLC, free and clear of
liens, claims, encumbrances, and other interests.

Judge Romero entered an order on May 11, 2016, and a revised order
on May 13.  A copy of the Revised Order is available for free at
https://is.gd/tlrpU5

The Debtors previously designated GRP as the stalking horse
purchaser pursuant to the Bid Procedures Order, and cancelled the
auction.  The Debtors are authorized to assume and assign the
Assigned Contracts designated for assignment to Buyer pursuant to
the Sale Agreement, provided that there will be no assumption of
any contract absent simultaneous assignment thereof to Buyer.

As previously reported by The Troubled Company Reporter, Midway
Gold US Inc. announced that it has designated GRP Minerals, LLC, as
stalking horse purchaser of its remaining assets.

GRP Minerals made a $5.25 million cash offer for Midway Gold's
gold
mining and exploration projects, including two gold-producing
properties: the Pan and the Gold Rock projects.

The company also offered to assume reclamation liability estimated
to be approximately $16.1 million, according to court filings.

GRP Minerals will receive 3% of $5.25 million in case Midway Gold
selects a rival offer for the assets.  It will also receive
expense
reimbursement of up to $150,000.

                        About Midway Gold

Midway Gold Corp., incorporated on May 14, 1996 under the laws of
the Province of British Columbia, Canada, is engaged in the
acquisition, exploration and development of mineral properties
located in the state of Nevada and Washington.

Midway Gold operates primarily through its wholly-owned subsidiary
located in the United States, Midway Gold US Inc.  The executive
offices are in Englewood, Colorado.  Midway US currently has one
gold producing property: the Pan gold mine located in White Pine
County, Nevada.  Midway also has gold properties which are
exploratory stage projects where gold mineralization has been
identified, such as the Tonopah project in Nye County, Nevada, the
Gold Rock project in White Pine County, Nevada, and the Golden
Eagle project in Ferry County, Washington.  Out of these projects,
a permitting process has been undertaken only for the Gold Rock
project.  Finally, Midway's Spring Valley property, another gold
property located in Pershing County, Nevada, is subject to a joint
venture with Barrick Gold Exploration Inc.

On June 22, 2015, Midway Gold US Inc. and 12 related entities,
including parent Midway Gold Corp. each filed a petition in the
U.S. Bankruptcy Court for the District of Colorado seeking relief
under Chapter 11 of the U.S. Bankruptcy Code.  The Debtors' cases
have been assigned to Judge Michael E. Romero.

Judge Michael E. Romero directed the joint administration of the
cases under Case No. 15-16835.

The Debtors tapped Squire Patton Boggs (US) LLP as lead bankruptcy
counsel; Sender Wasserman Wadsworth, P.C., as special bankruptcy
and restructuring counsel; DLA Piper (Canada) LLP, as Canadian
bankruptcy counsel; Ernst & Young Inc., as information officer of
Canadian court; RBC Capital Markets, as investment banker; FTI
Consulting as financial advisor; and Epiq Solutions, as claims and
noticing agent.

Midway Gold Corp. disclosed $184 million in assets and $62.4
million in liabilities as of March 31, 2015.  Midway Gold US Inc.,
disclosed total assets of $2,461,673 and total liabilities of
$122,448,181 as of the Chapter 11 filing.

In July, the U.S. Trustee overseeing the Debtors' cases appointed
seven creditors to serve on the official committee of unsecured
creditors.  The creditors are American Assay Laboratories, EPC
Services Company, InFaith Community Foundation, Jacobs Engineering
Group Inc., SRK Consulting (US) Inc., Sunbelt Rentals, and Boart
Longyear.  Gavin/Solmonese LLC serves as its financial advisor.


MOLYCORP INC: Court Refuses to Review Dismissal of Securities Suit
------------------------------------------------------------------
Judge Paul A. Crotty of the United States District Court for the
Southern District of New York denied the Plaintiffs' motion for
reconsideration in the case IN RE MOLYCORP, INC. SECURITIES
LITIGATION, No. 13 Civ. 5697 (PAC)(S.D.N.Y.).

The Plaintiffs moved for reconsideration of the Court's March 12,
2015 Opinion and Order dismissing their Consolidated Amended
Complaint, which alleged the Defendants made material misstatements
and omissions in public filings, in violation of Exchange Act
Sections 10(b) and 20(a), and Rule 10b-5.1 2015 WL 1097355.  The
Plaintiffs argued that the Court erred in (i) failing to consider
as a discrete material misrepresentation Defendants' alleged
failure to disclose contractual breaches by a Molycorp contractor;
and (ii) denying the motion with prejudice and without leave to
amend.

A full-text copy of the Opinion and Order dated May 23, 2016 is
available at https://is.gd/lSechC from Leagle.com.

Gary Armstrong, Lead Plaintiff, is represented by Ira M. Press,
Esq. -- ipress@kmllp.com -- Kirby McInerney LLP.

Ronald Simmers, Lead Plaintiff, is represented by Ira M. Press,
Kirby McInerney LLP.

Macie J. Jurkowski, Plaintiff, is represented by Jeremy Alan
Lieberman, Esq. -- jalieberman@pomlaw.com -- Pomerantz LLP, Lesley
Frank Portnoy,  Esq. -- lfportnoy@pomlaw.com -- Pomerantz LLP,
Matthew L Tuccillo,  Esq. -- mltuccillo@pomlaw.com -- Pomerantz
LLP, Patrick Vincent Dahlstrom,  Esq. -- pvdahlstrom@pomlaw.com --
Pomerantz LLP & Ira M. Press, Kirby McInerney LLP.

Paul Saldana, Plaintiff, is represented by Ira M. Press, Kirby
McInerney LLP.

Allen Trempe, Plaintiff, is represented by Ira M. Press, Kirby
McInerney LLP.

Gail Fialkov, Plaintiff, is represented by Ira M. Press, Kirby
McInerney LLP.

Brett Huber, Plaintiff, is represented by Ira M. Press, Kirby
McInerney LLP.

John Sailer, Jr., Movant, is represented by Jeremy Alan Lieberman,
Pomerantz LLP.

Molycorp, Inc., Defendant, is represented by Robert F. Serio, Esq.
-- rserio@gibsondunn.com -- Gibson, Dunn & Crutcher, LLP &
Gabrielle Frances Levin, Esq. -- glevin@gibsondunn.com -- Gibson,
Dunn & Crutcher, LLP.

Constantine E. Karayannopoulos, Defendant, is represented by Eric
N. Landau, Esq. -- elandau@jonesday.com -- Jones Day, pro hac vice,
Robert W. Gaffey, Esq. -- rgaffey@jonesday.com -- Jones Day, Jason
Mark Koral, Cooley LLP & Paul Bartholomew Green, Esq. --
pgreen@jonesday.com -- Jones Day.

Mark A. Smith, Defendant, is represented by Eric N. Landau, Jones
Day, pro hac vice, Robert W. Gaffey, Jones Day, Jason Mark Koral,
Esq. -- jkoral@cooley.com -- Cooley LLP & Paul Bartholomew Green,
Jones Day.

Michael F. Doolan, Defendant, is represented by Eric N. Landau,
Jones Day, pro hac vice, Robert W. Gaffey, Jones Day, Jason Mark
Koral, Cooley LLP & Paul Bartholomew Green, Jones Day.

John L. Burba, Defendant, is represented by Eric N. Landau, Jones
Day, pro hac vice, Robert W. Gaffey, Jones Day, Jason Mark Koral,
Cooley LLP & Paul Bartholomew Green, Jones Day.

John F. Ashburn, Jr., Defendant, is represented by Eric N. Landau,
Jones Day, pro hac vice, Robert W. Gaffey, Jones Day, Jason Mark
Koral, Cooley LLP & Paul Bartholomew Green, Jones Day.


MORRO BAY: Receives Default Notice from Riverside Resources
-----------------------------------------------------------
Morro Bay Resources Ltd. on May 30, 2016, disclosed that it has
received a Notice of Default from Riverside Resources Inc.
("Riverside") in regard to the Joint Venture between Morro Bay and
Riverside.  Riverside alleges in its Notice of Default that Morro
Bay has failed to incur $750,000 Joint Venture Expenditures at the
Pe[[115]]oles Joint Venture Property (the Pe[[115]]oles Project).
Riverside alleges in its Notice of Default that the failure of
Morro Bay to incur these expenses constitutes a default pursuant to
the Agreement between Morro Bay and Riverside.  Morro Bay
acknowledges that it has not incurred the full $750,000 of
expenditures on the Pe[[115]]oles Project by on or before May 16,
2016 as required.

In the event the default is not corrected by June 13, 2016,
Riverside intends to exercise its rights under the Agreement
between Morro Bay and Riverside.  Such remedies include the right
of Riverside to reacquire the 51% held by Morro Bay (or its Mexican
subsidiary) in the Pe[[115]]oles Project and deliver to Morro Bay,
or its assigns 80 percent of the Morro Bay shares held by
Riverside.  Morro Bay acknowledges that it is unlikely that it will
be in a position to cure the default by June 13, 2016. Through-out
2015 and 2016 Morro Bay sought to locate capital to invest in the
Pe[[115]]oles Project but was unable to raise the necessary capital
to meet the amounts required to move the development of the
Pe[[115]]oles Project forward.

Morro Bay intends to continue to consider its alternatives and will
provide further information as it moves forward.

                         About Morro Bay

Morro Bay is a junior mineral exploration company based in Calgary,
Alberta, Canada, focused on the exploration for precious metals in
Mexico.  Morro Bay's business strategy is to build shareholder
value by rapidly advancing the Pe[[115]]oles Project in Mexico
through the resource delineation stage.


NAS HOLDINGS: Judge Appoints Bert Davis as Ch. 11 Examiner
----------------------------------------------------------
A U.S. bankruptcy judge appointed an official to investigate the
financial condition of NAS Holdings, Inc.

Judge Catharine Aron of the U.S. Bankruptcy Court for the Middle
District of North Carolina on May 31 appointed Bert Davis, Jr., CPA
of Greensboro, North Carolina, as examiner in the company's
bankruptcy case.

The appointment was requested by the bankruptcy administrator who
had said there was a need to investigate the true financial health
of the company and any possible misconduct in connection with the
operation of its business.

Judge Aron ordered the examiner to review the proposed merger
between NAS Holdings and NAS International, Inc. to determine if
such merger is "in the best interests" of the company and its
creditors.

The examiner is required to file a statement of his investigation
by June 20, according to court filings.

A hearing to consider the modification or termination of Judge
Aron's May 31 ruling is scheduled for June 29.

                        About NAS Holdings

NAS Holdings, Inc., sought chapter 11 protection (Bankr. M.D.N.C.
Case No. 16-50346) on April 1, 2016.  The petition was signed by
Neeket Vadgama, vice president.  The Debtor is represented by
Kenneth Love, Esq., at Love and Dillenbeck Law, PLLC.  The case is
assigned to Judge Catharine R. Aron.  The Debtor estimated assets
of $500,000 to $1 million and debts of $1 million to $10 million.
The Bankruptcy Administrator was unable to form a creditors'
committee in the Debtor's chapter 11 cases.


NEBRASKA BOOK: Bondholders Continue to Forebear
-----------------------------------------------
Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review,
reported that bondholders of Nebraska Book Holdings Inc. have
agreed not to take action against the company through June 30 after
a skipped bond payment, as the textbook distributor works to lower
its debt with a bond exchange.

According to the report, the company skipped a bond payment on
March 31 but bondholders have agreed to extend a two-month
forbearance period on that default to June 30.

At the same time, Nebraska Book announced that its senior bond
exchange offer would continue through June 29, the report related.

                     About Nebraska Book

Lincoln, Nebraska-based Nebraska Book Company, Inc., is one of the
leading providers of new and used textbooks for college students
in the United States.  Nebraska Book and seven affiliates filed
separate Chapter 11 petitions (Bankr. D. Del. Case Nos. 11-12002
to 11-12009) on June 27, 2011.  Hon. Peter J. Walsh presides over
the case.  Lawyers at Kirkland & Ellis LLP and Pachulski Stang
Ziehl & Jones LLP, serve as the Debtors' bankruptcy counsel.  The
Debtors; restructuring advisors are AlixPartners LLC; the
investment bankers are Rothschild, Inc.; the auditors are Deloitte
& Touche LLP; and the claims agent is Kurtzman Carson Consultants
LLC.  As of the Petition Date, the Debtors had consolidated assets
of $657,215,757 and debts of $563,973,688.

JPMorgan Chase Bank N.A., as administrative agent for the DIP
lenders, is represented by lawyers at Richards, Layton & Finger,
P.A., and Simpson Thacher & Bartlett LLP.  J.P. Morgan Investment
Management Inc., the DIP arranger, is represented by lawyers at
Bayard, P.A., and Willkie Farr & Gallagher LLP.

An ad hoc committee of holders of more than 50% of the Debtors'
Second Lien Notes is represented by lawyers at Brown Rudnick.  An
ad hoc committee of holders of the Debtors' 8.625% unsecured
notes are represented by Milbank, Tweed, Hadley & McCloy LLP.

The Official Committee of Unsecured Creditors selected Lowenstein
Sandler LLP and Stevens & Lee, P.C., as lawyers and Mesirow
Financial Inc. as financial advisers.

As reported by the Troubled Company Reporter on July 5, 2012,
Richard Piersol at Lincoln Journal Star reported that Nebraska
Book
Co. Inc. emerged from Chapter 11 bankruptcy, smaller, less
debt-ridden and under new ownership, but with a commitment to
renew
aggressive growth in the tough and changing world of college
retailing.

                     *     *     *

The Troubled Company Reporter, on April 1, 2016, reported that
Standard & Poor's Ratings Services lowered its corporate credit
rating on Lincoln, Neb.-based Nebraska Book Holdings Inc. to 'CC'
from 'CCC'.  The outlook is negative.

At the same time, S&P lowered its issue-level rating on the
company's $110 million senior secured notes due 2016 to 'CC' from
'CCC-', and revised the recovery rating to '6' from '5',
indicating
S&P's belief that lenders could expect negligible recovery (0% to
10%) in the event of payment default.

The downgrades are a result of Nebraska Book Holdings'
announcement
that it has launched an exchange offer for its $110 million senior
secured notes due June 2016.  If completed, the transaction would,
among other things, exchange existing senior secured notes for
convertible senior unsecured notes, extend the maturity by 10
years, lower cash interest expense, and include a PIK interest
feature.  The offer, in S&P's view, implies that investors will
receive less value than the promise of the original securities.

The negative outlook reflects S&P's view that Nebraska Book
Holdings will enter into a distressed exchange or default on its
financial obligations.


NEXSTAR BROADCASTING: Moody's Affirms B1 CFR & Rates New Loans Ba3
------------------------------------------------------------------
Moody's Investors Service affirmed the B1 Corporate Family Rating
of Nexstar Broadcasting, Inc.  Moody's also assigned Ba3 to the
company's proposed sr secured revolving and term loan credit
facilities.  Proceeds from the new debt facilities will be used
largely to repay debt of Media General, Inc. and to fund the cash
portion of the $4.6 billion acquisition expected to close by year
end.  Moody's also affirmed the company's B1-PD Probability of
Default Rating and SGL-2 Speculative Grade Liquidity Rating.  The
rating outlook is stable.  After closing, the company's parent
(Nexstar Broadcasting Group, Inc.) will be renamed Nexstar Media
Group, Inc., and Moody's will withdraw existing debt ratings of
Media General as well as of certain debt instruments of Nexstar
upon repayment.

Assignments:

Issuer: Nexstar Broadcasting, Inc.

  Sr. Secured Revolving Credit Facility ($175 million), Assigned
   Ba3 (LGD3)
  Sr. Secured Term Loan A-1 ($270 million), Assigned Ba3 (LGD3)
  Sr. Secured Term Loan A-2 ($250 million cash flow bridge),
   Assigned Ba3 (LGD3)
  Sr. Secured Term Loan B ($2,850 million), Assigned Ba3 (LGD3)
  Sr. Secured Bridge Term Loan ($1,180 million), Assigned Ba3
   (LGD3)

Assignments:

Issuer: Mission Broadcasting, Inc.
  Sr. Secured Revolving Credit Facility, Assigned Ba3 (LGD3)
  Sr. Secured Term Loan B, Assigned Ba3 (LGD3)

Outlook Actions:

Issuer: Mission Broadcasting, Inc.
  Outlook, Remains Stable

Assignments:

Issuer: Marshall Broadcasting Group, Inc.
  Sr. Secured Revolving Credit Facility, Assigned Ba3 (LGD3)
  Sr. Secured Term Loan A-1, Assigned Ba3 (LGD3)

Outlook Actions:

Issuer: Marshall Broadcasting Group, Inc.

  Outlook, Remains Stable

Assignments:

Issuer: Shield Media LLC
  Sr. Secured Revolving Credit Facility, Assigned Ba3 (LGD3)
  Sr. Secured Term Loan A-1, Assigned Ba3 (LGD3)

Outlook Actions:

Issuer: Shield Media LLC
  Outlook, Remains Stable

Affirmations:

Issuer: Nexstar Broadcasting, Inc.
  Probability of Default Rating, Affirmed B1-PD
  Corporate Family Rating, Affirmed B1
  Sr. Unsecured 6.875% Notes due 2020, Affirmed B3 to (LGD6) from
   (LGD5)
  Sr. Unsecured 6.125% Notes due 2022, Affirmed B3 to (LGD6) from
   (LGD5)
  Speculative Grade Liquidity Rating, Affirmed SGL-2

Outlook Actions:

Issuer: Nexstar Broadcasting, Inc.
  Outlook, Remains Stable

Ratings to be Withdrawn upon repayment:

Issuer: Nexstar Broadcasting, Inc.
  Sr. Secured Revolving Credit Facility due 2017, Ba2 (LGD2)
  Sr. Secured Term Loan A due 2018, Ba2 (LGD2)
  Sr. Secured Term Loan B due 2020, Assigned Ba2 (LGD2)

Issuer: Mission Broadcasting, Inc.
  Sr. Secured Revolving Credit Facility due 2017, Ba2 (LGD2)
  Sr. Secured Term Loan B2 due 2020, Ba2 (LGD2)

Issuer: Marshall Broadcasting Group, Inc.
  Gtd Sr. Secured Term Loan A due 2018, Ba2 (LGD2)
  Gtd Sr. Secured Revolving Credit Facility due 2017, Ba2 (LGD2)

Issuer: Media General, Inc.
  Probability of Default Rating, B1-PD
  Corporate Family Rating, B1
  Speculative Grade Liquidity Rating, SGL-2
  Outlook, Stable

Issuer: LIN Television Corporation

  Gtd Sr Global Notes due 2021, B3 (LGD5)
  Outlook, Positive

Issuer: MGOC, Inc.
  Sr. Secured 1st Lien Revolving Credit Facility due 2019, Ba3
   (LGD3)
  Gtd 1st Lien Sr Secured Term Loan B due 2020, Ba3 (LGD3)
  Outlook, Stable

Issuer: Media General Financing Sub, Inc (assumed by LIN Television
Corporation)
  Global Notes due 2022, B3 (LGD5)

Issuer: Shield Media LLC
  Sr. Secured Term Loan A due 2018, Ba3 (LGD3)

                        RATINGS RATIONALE

Nexstar plans to raise over $4 billion of debt and will use net
proceeds to fund the cash portion of its acquisition of Media
General as well as refinance existing Media General debt and pay
transaction expenses.  Although this transaction will materially
increase Nexstar's leverage at closing, Moody's affirmed the
company's B1 corporate family rating, and the outlook is stable. At
closing expected by year end 2016, Moody's estimates Nexstar's
debt-2 yr avg EBITDA will be high at 5.9x (including Moody's
standard adjustments) which weakly positions the company in the B1
rating.  Debt ratings are forward looking as Moody's expects debt-2
yr avg EBITDA to improve to less than 5.5x within 12 months of
closing and annual free cash flow over odd-even years to exceed
$450 million, or 9% of debt balances, allowing for continued
improvement in credit metrics to better position the company within
the B1 rating.  Typical of television broadcasters, ratings are
pressured by the company's vulnerability to cyclical advertising
downturns and increasing media fragmentation.  "Looking forward,
debt ratings will be supported by the company's significantly
increased scale with national reach, including entry into 15 of the
50 largest US markets, and with good diversification across the Big
4 networks.  The transaction elevates Nexstar among the top four
local broadcasters (including Sinclair Broadcast Group, Inc., TEGNA
Inc., Tribune Media Company), each with annual television revenue
in excess of $1.5 billion," stated Moody's Carl Salas.  Nexstar
will reach roughly 39% of US households, up from 18% today.  The
company will also be in a good position to expand its digital
operations and will have an enhanced footprint in Florida, North
Carolina, Ohio, and Virginia, political battleground states.
Moody's believes the scale of the combined Nexstar and Media
General broadcast footprint provides operating efficiencies and
better positions the company to compete in an increasingly
fragmented environment for advertising and delivery of video
content.  The company will also be better positioned to negotiate
competitive retransmission fees with its cable, satellite and telco
distributors to offset expected increases in reverse compensation
paid to networks.  Post acquisition, Moody's expects Nexstar to
generate annual EBITDA of more than $850 million (2-yr avg) with
high single-digit percentage free-cash flow-to-debt.

"Nexstar has successfully executed its acquisition growth strategy
since 2011 while performing in line with its initial revenue and
EBITDA targets," added Salas.  Despite potential challenges related
to assimilating Media General stations which will more than double
the company's revenue base, Moody's believes management will be
successful in realizing most of the $76 million in planned
synergies in the first year given Nexstar's success with prior
acquisitions and given two-thirds of expected benefits comes from
readily achievable elimination of redundant costs and an uplift in
retransmission fees.  Moody's expects the company will maintain
good liquidity leading up to the closing of the acquisition
expected by the end of 2016 given significant cash inflows from
political ad demand particularly in the second half of 2016.

The stable rating outlook reflects Moody's view that organic growth
in core ad sales will be in the flat to low single digit percentage
range over the next 12 months with total revenue increasing by 15%
or more on a same station basis in FY2016 due to significant
political advertising largely in the second half of the year as
well as growing retransmission fees.  Despite the absence of
significant political ad demand in 2017 and restructuring costs
related to achieving targeted synergies, we expect leverage and
coverage ratios will improve within the first 12 months of
transaction closing consistent with management's commitment to
apply most of its free cash flow to reduce debt balances.  Moody's
could consider an upgrade of ratings if operating performance
track's management's plan, including realization of most of its
anticipated synergies, resulting in debt prepayment and sustained
debt-to-2 yr avg EBITDA below 4.50x with minimum 2-yr avg free cash
flow-to-debt in the high single digit percentage range.  Liquidity
would also need to remain good with comfortable EBITDA cushion to
financial covenants, and Moody's would need to be assured that
management would maintain operating and financial policies that
would be consistent with the higher rating.  Nexstar's debt ratings
could be downgraded if revenue or EBITDA deteriorate due to
economic weakness or underperformance in key markets, or if debt
financed transactions including digital acquisitions, leads Moody's
to believe that debt-to-2 yr avg EBITDA will be sustained above
5.50x (including Moody's standard adjustments) or 2-yr avg free
cash flow-to-debt will remain below 5%.

The principal methodology used in these ratings was Global
Broadcast and Advertising Related Industries published in May
2012.

Headquartered in Irving, TX, Nexstar Broadcasting, Inc. will be one
of the largest U.S. television broadcasters and is expected to own,
operate, or provide sales and services to 171 television stations
across 100 markets covering 39% of U.S. television households pro
forma for the Media General acquisition and planned divestitures.
Nexstar is publicly traded and, upon closing of the acquisition,
existing Nexstar shareholders will own roughly 66% of the combined
company with Media General shareholders owning the remaining 34%.
Shares of Nexstar are widely held and current large owners include
Neuberger Berman (roughly 9.4%), MSD Partners (8.9%), Vanguard
Group (6.6%), and Fidelity Investments (6.4%). Annual revenue pro
forma for the transaction exceeds $2.5 billion with more than 80%
of revenue generated from Big 4 network affiliates.


NIRVANA INVERRARY: Case Summary & 3 Unsecured Creditors
-------------------------------------------------------
Debtor: Nirvana Inverrary Lofts, Inc.
        3366 Spanish Moss Terrace
        Lauderhill, FL 33319

Case No.: 16-17799

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: May 31, 2016

Court: United States Bankruptcy Court
       Southern District of Florida (Fort Lauderdale)

Judge: Hon. Raymond B Ray

Debtor's Counsel: Jason Slatkin, Esq.
                  SLATKIN & REYNOLDS, P.A.
                  1 E Broward Blvd #609
                  Ft Lauderdale, FL 33301
                  Tel: (954) 745-5880
                  Fax: 954-745-5890
                  E-mail: jslatkin@slatkinreynolds.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Julian Ramirez, president.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb16-17799.pdf


NORTHERN FRONTIER: Lenders Extend Waiver of Financial Covenants
---------------------------------------------------------------
Northern Frontier Corp. on May 31, 2016 disclosed that it has
received an extension of its previously announced temporary waiver
(the "Waiver") from its lenders (the "Lenders") of certain
financial covenants under its credit facilities for the periods
ended December 31, 2015 and March 31, 2016.

Management has negotiated a Waiver of the previously announced
anticipated breaches from its Lenders.  The Waiver terms include:

   -- the Lenders waive compliance by Northern Frontier of the
senior funded debt to EBITDA ratio covenant;
   -- the Lenders waive compliance by Northern Frontier of the
fixed charge coverage ratio covenant; and
   -- the Waiver expires on June 30, 2016 (the "Waiver Period").

The Waiver is conditional on, among other items, Northern Frontier
entering into amended credit facilities on terms satisfactory to
the Lenders on or before the expiration of the Waiver Period.  The
Waiver is a temporary solution to allow management and the Lenders
additional time to amend Northern Frontier's credit facilities.

                  About Northern Frontier Corp.

Currently, the Corporation provides: civil construction,
excavation, fabrication and maintenance services to the industrial
industry, bulk water transfer logistic services, and dismantles
remote workforce lodging and modular offices in western Canada.

The Corporation's common shares are listed on the TSX Venture
Exchange under the trading symbol "FFF".


NOVX21 INC: Delays Filing of Financial Statements, MCTO Granted
---------------------------------------------------------------
NovX21 Inc. is providing this bi-weekly default status report in
accordance with Policy Statement 12-203 respecting Cease Trade
Orders for Continuous Disclosure Defaults (Policy Statement
12-203).  On May 3, 2016, the Corporation announced (the Default
Announcement) that, for the reasons set out in the Default
Announcement, the filing of the Corporation's audited annual
consolidated financial statements for the year ended December 31,
2015, its related Management's Discussion and Analysis and Chief
Executive Officer and Chief Financial Officer certifications (the
Required Filings) would not be filed by the prescribed filing
deadline of April 29, 2016 (the Filing Deadline).

As a result of this delay in the filing of the Required Filings,
the Autorit[[107]] des march[[107]]s financiers (the AMF), as
principal regulator, granted a temporary management cease trade
order (the MCTO) on May 3, 2016 against Nicole Blanchard, Manuel
Guedes, Hojatollah Vali, Salvatore Infantino and Sam Szlamkowicz,
as opposed to a general cease trade order against the Corporation.
The MCTO prohibits all trading in securities of the Corporation,
whether directly or indirectly, by the Corporation's officers and
directors.  The MCTO does not affect the ability of shareholders
who are not insiders of the Corporation to trade their securities.
However, the applicable Canadian securities regulatory authorities
could determine, in their discretion, that it would be appropriate
to issue a general cease trade order against the Corporation
affecting all of the securities of the Corporation.

The Corporation also announced a change of its auditors as Raymond
Chabot Grant Thornton, the predecessor auditors of the Corporation,
resigned of its position, effective as of June 1, 2016, at the
CEO's request.  The CEO appointed MNP LLP, as successor auditors,
to act for the preparation of the Required Filing.  The resignation
of the predecessor auditor and the appointment of the successor
auditor has not yet been considered or approved by the board of
directors of the Corporation.

The process of change of auditors and the additional time needed by
the Corporations bookkeeping service provider to complete the
preparation of the audited annual consolidated financial statements
resulted in the Corporation not being able to meet its obligations
to proceed with the filing of the Required Filing prior to May 30,
2016 as previously announced on May 3, 2016 and May 17, 2016.  The
Corporation is also in default to proceed with the filing of its
unaudited condensed interim financial statements as at March 31,
2016 (theInterim Financial Statements).  NovX21's Board of
Directors and management confirm once again that they are working
expeditiously to meet the Corporation's obligations relating to the
filing of the Required Filings and the Interim Financial Statements
and expect to file such documents by no later than July 3, 2016.

Pursuant to the provisions of the alternative information
guidelines specified in Section 4.4 of Policy Statement 12-203, and
except as provided herein, the Corporation reports that since the
Default Announcement:

There have been no material changes to the information contained in
the Default Announcement;

There have been no failures by the Corporation to fulfill its
stated intentions with respect to satisfying the provisions of the
alternative reporting guidelines;

There has not been, nor is there anticipated to be, any specified
default subsequent to the default which is the subject of the
Default Announcement; and

There is no other material information respecting the Corporation's
affairs that has not been generally disclosed.

Until the Required Filings and the Interim Financial Statements
have been filed, the Corporation intends to continue to satisfy the
provisions of the alternative information guidelines specified in
Section 4.4 of Policy Statement 12-203 by issuing bi-weekly default
status reports in the form of further press releases, which will
also be filed on SEDAR.  The Corporation would file, to the extent
applicable, its next default status report on or about June 15,
2016.

                           About NovX21

NovX21 -- http://www.novx21.com-- operates an industrial prototype
plant for the recovery of Platinum Group Elements (Platinum,
Palladium and Rhodium, or PGMs).  The plant is located near Quebec
City in St-Augustin-de-Desmaures.  Its patented process yields more
than 97% recoveries of PGMs, and is not only much less capital
extensive but also operates much more rapidly than conventional
plants, thus dramatically lowering the amount of time that its
customers capital is tied up as work-in-process inventory.  NovX21s
mission is to sustainably recover precious metals by recycling
end-of-life PGM containing components while meeting global green
standards for the automobile industry.


NUALA BARTON: Daughter Wants Ch. 11 Trustee or Conversion
---------------------------------------------------------
Mischa Barton, a party-in-interest in the Chapter 11 bankruptcy
case of Nuala Barton, filed a motion for appointment of a Chapter
11 trustee, or, in the alternative, for conversion of the Chapter
11 case to a Chapter 7 case.

"The only way for creditors to get paid in this bankruptcy case is
for Debtor or a Chapter 11 trustee to promptly sell the entirety of
the real property co-owned by Mischa and the Debtor.  However,
Debtor through her inaction has made it clear that she is either
unwilling or unable to do so.  She has unilaterally jeopardized
this case and the possibility of any recovery to unsecured
creditors or Mischa most recently by, among other things, refusing
to authorize the opening of escrow for an all cash offer in an
amount sufficient to pay off all secured creditors and provide a
return to other creditors and parties-in-interest because she wants
to remain on the premises for some period of time after closing,"
Mischa Barton tells the Court.

"Prior to Debtor's bankruptcy filing, the Debtor and Mischa entered
into an agreement that, inter alia, provided for the listing and
sale of the property.  Since the Debtor's bankruptcy, multiple UB's
Sale occur before May 31, 2016), the Debtor has continued to
unreasonably delay the sale of the property, most recently refusing
to sign an all-cash offer of $7 million and a 14-day escrow period,
to which she already agreed.  The Debtor's intentional delay and
inaction constitutes bad faith (or at a minimum, gross
mismanagement) and necessitates the appointment of a Chapter 11
Trustee, or conversion of the instant Chapter 11 case to Chapter
7."

                        About Nuala Barton

Nuala Barton sought Chapter 11 protection (Bankr. C.D. Cal. Case
No. 16-11380) on Feb. 3, 2016.

The primary asset in Debtor's estate is the real property located
at 2670 Bowmont Drive, Beverly Hills, CA ("Property").  The Debtor
and her daughter, Mischa Barton, each own an undivided
half-interest in the Property as joint tenants.  The Debtor
scheduled the Property at a total value of $7,495,000.  The Debtor
scheduled liabilities in the amount of $5,490,980, nearly all of
which is comprised of two loans secured by the Property: (1) a loan
in the amount of $4,264,567 in favor of DB Private Wealth Mortgage
Ltd.; and (2) a loan in the amount of $1,220,000 in favor of
Strategic Emerging Economics, Inc.

Prior to the Debtor's bankruptcy, Mischa filed a civil lawsuit
against the Debtor in Los Angeles Superior Court.  The Civil Case
alleged that Debtor, as Mischa's talent manager and mother,
committed a series of egregious acts to intentionally exploit and
harm Mischa, her own daughter, including, inter alia, withholding
Mischa's compensation for her acting, modeling and endorsement
work.

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

Attorneys for Mischa Barton:

          VENABLE LLP
          2049 Century Park East, Suite 2100
          Los Angeles, CA 90067
          Alex m. Weingarten, Esq.
          Keith C. Owens, Esq.
          Witt W. Chang, Esq.
          Nicholas A. Koffroth, Esq.
          2049 Century Park East, Suite 2100
          Los Angeles, CA 90067
          Telephone: (310) 229-9900
          Facsimile: (310) 229-9901
          E-mail: aweingarten@venable.com
                  kowens@venable.com
                  wchang@venable.com
                  nkoffroth@venable.com


OSAGE EXPLORATION: Apollo Given Go Signal to Repossess Collateral
-----------------------------------------------------------------
Apollo Investment Corporation filed a motion asking the U.S.
Bankruptcy Court for the Western District of Oklahoma to grant it
relief from the automatic stay to allow it to repossess its
collateral consisting of the proceeds from the sale of the assets
of Osage Exploration and Development, Inc., and order the Debtor to
abandon the collateral to Apollo.

Apollo asserts that its liens, mortgages and security interests
have first priority in all of the Debtor's assets except with
respect to the Everest Well and with respect to the Canary and
Diamond Prior Liens, which Apollo will pay.  In addition, Apollo
holds the first priority lien and security interest in any
operating funds that the Debtor has retained to the extent that
those funds are ultimately not used by the Debtor in operations
pursuant to the budget and the Carveout.  Apollo points out that
the Debtor has ceased operations and has sold substantially all of
its assets. The Debtor has no ability to provide Apollo adequate
protection for its interest in the Apollo Sale Proceeds and the
Apollo Net Operating Funds. Further, as the amount of the
prepetition debt owed to Apollo greatly exceeds the amount of the
Apollo Sale Proceeds and the Apollo Net Operating Funds, the Debtor
lacks equity in those proceeds and no effective reorganization is
possible.

U.S. Bankruptcy Judge Sarah A. Hall entered an Order on May 12,
2016, granting Apollo relief from the automatic stay, and Apollo
will pay the Canary and Diamond Prior Liens from the Apollo Sale
Proceeds. Judge Hall ordered further that the Debtor’s interest
in the Apollo Sale Proceeds and the Apollo Net Operating Funds is
ordered abandoned, and authorized the Debtor to pay the Apollo Sale
Proceeds and the Apollo Net Operating Funds to Apollo.

Attorneys for Apollo Investment Corporation:

       Steven W. Bugg, Esq.
       MCAFEE & TAFT, A PROFESSIONAL CORPORATION
       10th Fl., Two Leadership Square
       211 North Robinson
       Oklahoma City, Oklahoma 73102
       Telephone: 405/235-9621
       Facsimile: 405/235-0439
       Email: steven.bugg@mcafeetaft.com

             About Osage Exploration

Headquartered in San Diego, California with production offices in
Oklahoma City, Oklahoma, and executive offices in Bogota, Colombia,
Osage Exploration and Development, Inc. (OTC BB: OEDV) --
http://www.osageexploration.com/-- is an independent exploration
and production company with interests in oil and gas wells and
prospects in the US and Colombia.

Osage Exploration filed a Chapter 11 petition (Bankr. W.D. Okla.
Case No. 16-10308) on Feb. 3, 2016, to pursue a sale of
substantially all assets.  

The Debtor disclosed total assets of $11,147,152 and total
liabilities of $39,464,678.

The Debtor tapped Crowe & Dunlevy as counsel.

The Office of the U.S. Trustee on Feb. 29 appointed three creditors
to serve on the official committee of unsecured creditors.


OW BUNKER: NYK Trading Balks at ING Bid to Dismiss Suit
-------------------------------------------------------
Christine Powell, writing for Bankruptcy Law360, reported that NYK
Trading Corp., a Japanese marine-equipment supplier, has urged a
New York federal court to keep intact its suit seeking to sort out
competing payment requests for a marine fuel shipment it ordered
from OW Bunker, rejecting ING Bank NV's assertions that the dispute
lacks ties to the U.S. and should be arbitrated.

The lawsuit, NYK Trading Corp. et al. v. O.W. Bunker & Trading A/S
et al., Case No. 1:16-cv-00674 (S.D.N.Y.), seeks relief from
multiple competing bids for payment over the same fuel delivery.
The report recounted that the case stems from funds NYKTC initially
owed OW Bunker & Trading A/S, a now-bankrupt Danish company, for
bunkers delivered to a ship called the M/V Imari in Antwerp,
Belgium, in October 2014.  NYKTC received delivery receipts from
three different suppliers in Belgium -- Wiljo NV, Transcor Energy
SA and Maritime Bunkering and Trading BVBA -- and an invoice for
more than $310,000 from OW Bunker.  After ING and the suppliers
came calling, NYKTC sued in late January, arguing it faced multiple
liability for the same claims. A few days later, it was granted a
temporary restraining order under which the judge blocked ING and
the suppliers from suing and instead allowed NYKTC to place
$328,976.48 -- the invoiced amount plus interest -- with the court
and pressed the claimants to resolve the issue among themselves.

According to the report, ING has argued that the case fails for the
same reason as certain other so-called interpleader suits related
to OW Bunker and brought against ING involving "wholly foreign
parties engaged in wholly foreign transactions."  ING acted as
security agent in an agreement with OW Bunker and some of its
entities.  ING argued that the suit must be dismissed for lack of
personal jurisdiction, or in the alternative that it should be
stayed in favor of arbitration. The bank has already sought
arbitration against NYKTC.

According to the report, NYKTC responded that the court does indeed
have jurisdiction over ING because the underlying fuel delivery
contract between OW Denmark and NYKTC subjects the claims at issue
to a forum selection clause that designates the New York court.

The report notes that at least 30 shippers have filed interpleader
suits in the U.S. and elsewhere in an effort to stave off competing
claims to payments for fuel bunkers from various fuel delivery
companies and ING.

NYKTC is represented by James H. Power -- james.power@hklaw.com --
and Marie E. Larsen -- marie.larsen@hklaw.com -- of Holland &
Knight LLP.

ING is represented by Bruce G. Paulsen -- paulsen@sewkis.com -- and
Brian P. Maloney -- maloney@sewkis.com -- of Seward & Kissel LLP.

                         About O.W. Bunker

OW Bunker AS is a global marine fuel (bunker) company founded in
Denmark.

On Nov. 6, 2014, OW Bunker A/S placed OWB Trading and O.W. Bunker
Supply & Trading A/S in an in-court restructuring procedure with
the probate court in Aalborg, Denmark.  By Nov. 7, 2014, the Danish
entities (plus O.W. Bunker Supply & Trading A/S, O.W. Cargo Denmark
A/S, and Dynamic Oil Trading A/S) were placed under formal Danish
bankruptcy (liquidation) proceedings in the Aalborg probate court.

The company declared bankruptcy following its admission that it had
lost US$275 million through a combination of fraud committed by
senior executives at its Singaporean unit.

The Danish company placed its U.S. subsidiaries -- O.W. Bunker
Holding North America Inc., O.W. Bunker North America Inc. and O.W.
Bunker USA Inc. -- in Chapter 11 bankruptcy (Bankr. D. Conn. Case
Nos. 14-51720 to 14-51722) in Bridgeport, Conn., on Nov. 13, 2014.
The U.S. cases are assigned to Judge Alan H.W. Shiff.  The U.S.
Debtors have tapped Patrick M. Birney, Esq., and Michael R.
Enright, Esq., at Robinson & Cole LLP, as counsel.   McCracken,
Walker & Rhoads LLP is serving as co-counsel.  Alvarez & Marsal is
the financial advisor.

The Office of the United States Trustee formed an official
committee of unsecured creditors of the Debtors on Nov. 26, 2014.
The Committee tapped Hunton & Williams LLP as its attorneys.


PARAGON SHIPPING: Receives NADAQ Listing Non-Compliance Notice
--------------------------------------------------------------
Paragon Shipping Inc. on May 25 disclosed that it has received
written notification from The NASDAQ Stock Market ("NASDAQ") dated
May 19, 2016, indicating that because the Company's stockholders'
equity as of December 31, 2015 was below $2,500,000, the Company no
longer meets the minimum stockholders' equity requirement for The
NASDAQ Capital Market, set forth in NASDAQ Listing Rule 5550(b)(1).
Pursuant to the NASDAQ Listing Rules, the Company has 45 calendar
days to submit a plan to regain compliance.  If the plan is
accepted, NASDAQ can grant an extension of up to 180 calendar days
from the date of the notification letter to evidence compliance.

The Company has voluntarily determined to move the listing of its
common stock from The NASDAQ Capital Market to the OTC Markets'
OTCQB Venture Market.  The Company anticipates that trading of the
Company's common stock under the ticker symbol "PRGNF" is expected
to commence June 6, 2016.  In addition, the Company anticipates
that its Senior Unsecured Notes will also be moved to the OTC
Markets.

The Board of Directors' voluntary decision to move the Company's
listing from NASDAQ to OTCQB was made following the detailed review
of numerous factors including the significant compliance
obligations and restrictions that result from the maintenance of a
NASDAQ listing, including the associated out-of-pocket costs
(compared to the OTCQB) and the Board's determination that the
Company is unlikely to regain compliance with the minimum
stockholders' equity requirement within the time frames required by
NASDAQ.  Based on the foregoing factors, the Board of Directors
does not believe there is continuing shareholder value in
attempting to maintain the Company's listing on NASDAQ at this
time.  The Company will continue to file periodic and other reports
with the Securities and Exchange Commission pursuant to the
Securities Exchange Act of 1934, as amended, and other federal
securities laws.

Newbuilding Contracts:

On May 24, 2016, the Company received a notice of default from
Yangzhou Dayang Shipbuilding Co. Ltd., or Dayang for not taking
delivery of the Ultramax newbuilding drybulk carrier with Hull
number DY4050.

                  About Paragon Shipping Inc.

Paragon Shipping -- http://www.paragonship.com/-- is an
international shipping company incorporated under the laws of the
Republic of the Marshall Islands with executive offices in Athens,
Greece, specializing in the transportation of drybulk cargoes.
Paragon Shipping's current fleet consists of twelve drybulk vessels
with a total carrying capacity of 719,769 dwt.  In addition,
Paragon Shipping's current newbuilding contracts consist of two
Ultramax and three Kamsarmax drybulk carriers that are scheduled to
be delivered between the fourth quarter of 2015 and the first
quarter of 2016.  The Company's common shares and senior notes
trade on the NASDAQ Capital Market under the symbols "PRGN" and
"PRGNL," respectively.


PARKVIEW ADVENTIST: Denial of Bid to Compel Performance Affirmed
----------------------------------------------------------------
Judge Jon D. Levy of the United States District Court for the
District of Maine affirmed the bankruptcy court's denial of
Parkview Adventist Medical Center's motion to compel the
postpetition performance of the Provider Agreement with the Centers
for Medicare & Medicaid Services.

A full-text copy of Judge Levy's May 25, 2016 order is available at
https://is.gd/KSBRKA from Leagle.com.

The case is PARKVIEW ADVENTIST MEDICAL CENTER, Appellant, v. UNITED
STATES OF AMERICA, Appellee, No. 2:15-cv-00320-JDL (D. Me.).

PARKVIEW ADVENTIST MEDICAL CENTER is represented by:

          David C. Johnson, Esq.
          George J. Marcus, Esq.
          Jennie L. Clegg, Esq.
          Andrew C. Helman, Esq.
          MARCUS, CLEGG & MISTRETTA, P.A.
          One Canal Plaza, Suite 600
          Tel: (207)828-8000
          Fax: (207)773-3210
          Email: djohnson@mcm-law.com
                 gmarcus@mcm-law.com
                 jcleg@mcm-law.com
                 ahelman@mcm-law.com

UNITED STATES OF AMERICA is represented by:

          Andrew K. Lizotte, Esq.
          U.S. ATTORNEY'S OFFICE

            -- and --

          Jennifer H. Pincus, Esq.
          Tephen G. Morrell, Esq.
          OFFICE OF THE U.S. TRUSTEE

             About Parkview Adventist Medical Center

Parkview Adventist Medical Center, a Maine non-profit corporation,
operates the Parkview Hospital, a 55-bed faith-based acute care
community hospital located in Brunswick, Maine, affiliated with the
Seventh Day Adventist Church.  Its mission is to provide services
supporting the physical, emotional and spiritual wellness of its
patients.

Parkview sought Chapter 11 protection (Bankr. D. Maine Case No.
15-20442) in Portland, Maine, on June 16, 2015.  The case is
assigned to Judge Peter G. Cary.

The Debtor estimated $10 million to $50 million in assets and
debt.

The Debtor is represented by George J. Marcus, Esq., at Marcus,
Clegg & Mistretta, PA, in Portlane, Maine.


PERSEON CORPORATION: Taps Dorsey & Whitney as Bankruptcy Counsel
----------------------------------------------------------------
Perseon Corporation asks for authorization from the U.S. Bankruptcy
Court for the District of Utah to employ Dorsey & Whitney LLP as
counsel.

Dorsey will:

      a. prepare on behalf of the Debtor any necessary motions,
         applications, answers, orders, reports and papers as
         required by applicable bankruptcy or nonbankruptcy law,
         dictated by the demands of the case, or required by the
         Court, and to represent the Debtor in proceedings or
         hearings related thereto;

      b. provide advice to the Debtor with respect to its powers
         and duties as a debtor-in-possession in the continued
         conduct of its business;

      c. negotiate with creditors of the Debtor and other parties
         in interest in developing a plan of reorganization or
         liquidation, and taking any necessary steps to obtain
         confirmation of, and to implement the plan, including
         obtaining requisite financing;

      d. review, analyze and advise the Debtor regarding claims or

         causes of action to be pursued on behalf of the estate;

      e. assist the Debtor in negotiations with various creditor
         constituencies regarding an exit, resolution and payment
         of the creditors' claims;

      f. review and analyze the validity of the claims filed and
         advise the Debtor as to the filing of objections to
         claims, if necessary;

      g. provide continuing legal advice with respect to the
         bankruptcy, estate, litigation, avoidance actions and
         miscellaneous other legal matters; and

      h. perform all other necessary legal services as may be
         prompted by the needs of the Debtor in this case.

Dorsey will be paid at these hourly rates:

         Attorneys             $255-$535
         Paraprofessional      $155-$195

Prior to the Petition Date, for work performed in the last year,
Dorsey has collectively received $766,199.09 from the Debtor as
payment for corporate legal services unrelated to the bankruptcy
filing.  Prior to the filing of this Chapter 11 case, Dorsey
received $149,856.83 from the Debtor as payment for pre-Petition
Date legal services provided by Dorsey to the Debtor related to the
bankruptcy filing for work performed by Dorsey through May 11,
2016, which includes a $25,000 retainer that Dorsey holds as of the
Petition Date.  Dorsey will seek authority from the Court to be
compensated for its fees and expenses incurred from May 12, 2016,
through the Petition Date in Dorsey's first fee application.

To the best of the Debtor's knowledge, Dorsey does not have any
connection with the Debtor, its creditors or other parties in
interest or their respective attorneys, and is a disinterested
person as that term is used in Section 101(14) of the Bankruptcy
Code.

Dorsey can be reached at:

         Steven T. Waterman, Esq.
         Michael F. Thomson, Esq.
         Jeffrey M. Armington, Esq.
         DORSEY & WHITNEY LLP
         136 South Main Street, Suite 1000
         Salt Lake City, UT 84101-1685
         Tel: (801) 933-7360
         Fax: (801) 933-7373
         E-mail: waterman.steven@dorsey.com
                 armington.jeff@dorsey.com
                 thomson.michael@dorsey.com

Headquartered in Salt Lake City, Utah, Perseon Corporation fka BSD
Medical Corporation filed for Chapter 11 bankruptcy protection
(Bankr. D. Utah Case No. 16-24435) on May 23, 2016, estimating its
assets and liabilities at between $1 million and $10 million each.
The petition was signed by Clinton E. Carnell Jr., CEO/President.

Judge Kimball R. Mosier presides over the case.

Steven T. Waterman, Esq., at Dorsey & Whitney LLP serves as the
Debtor's bankruptcy counsel.


PLY GEM HOLDINGS: Files 2015 Conflict Minerals Report
-----------------------------------------------------
Ply Gem Holdings Inc.'s filed with the Securities and Exchange
Commission a conflict minerals report for the reporting period from
January 1 to Dec. 31, 2015.

Ply Gem conducted an analysis of its products and found that the
above SEC defined "conflict minerals", which are tin, tantalum,
tungsten, and gold, may be found in the Company's products
manufactured during 2015 and are necessary to the functionality or
production of those products.  Therefore, Ply Gem is subject to the
reporting obligations of Rule 13p-1.  In accordance with Rule
13p-1, the Company undertook due diligence to determine the
conflict minerals status of the necessary conflict minerals used in
its production in the ordinary course of business.

The Company is several levels removed from the actual mining of
conflict minerals and as such has endeavored in its due diligence
process to assess whether any of its suppliers source such
minerals.  The Company does not make purchases of raw ore or
unrefined conflict minerals.

Ply Gem conducted a survey of its active suppliers using the
template developed by the Conflict-Free Sourcing Initiative.  The
template was developed to facilitate disclosure and communication
of information regarding smelters that provide material to a
company's supply chain.  It includes questions regarding a
company's conflict-free policy, engagement with its direct
suppliers, and a listing of the smelters the company and its
suppliers use.  In addition, the template contains questions about
the origin of conflict minerals included in their products, as well
as supplier due diligence.  This template is being widely adopted
by many companies in their due diligence processes related to
conflict minerals.

Ply Gem surveyed its manufacturing supply chain, and sent the
Conflict Minerals Reporting Template to 178 of the Company's direct
suppliers and received responses from all of the suppliers
surveyed.  While many of these responses indicated that the
products supplied did not contain any conflict minerals or did not
contain any conflict minerals that originated in the DRC, some of
the suppliers were uncertain of the origin of the conflict minerals
that they supplied to the Company.  Due to the breadth and
complexity of our products and supply chain, it will take time for
many of the Company's suppliers to verify the origin of all of the
conflict minerals that they supplied to the Company, and they may
not succeed in determining the origin of all or any such minerals.

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

                     https://is.gd/1L35vg

                         About Ply Gem

Based in Cary, North Carolina, Ply Gem Holdings Inc. is a
diversified manufacturer of residential and commercial building
products, which are sold primarily in the United States and
Canada, and include a wide variety of products for the residential
and commercial construction, the do-it-yourself and the
professional remodeling and renovation markets.

Ply Gem reported net income of $32.3 million on $1.83 billion of
net sales for the year ended Dec. 31, 2015, compared to a net loss
of $31.3 million on $1.56 billion of net sales for the year ended
Dec. 31, 2014.

As of April 2, 2016, Ply Gem had $1.21 billion in total assets,
$1.31 billion in total liabilities and a total stockholders'
deficit of $101 million.

                         *     *     *

In May 2010, Standard & Poor's Ratings Services raised its
(unsolicited) corporate credit rating on Ply Gem to 'B-' from
'CCC+'.  "The ratings upgrade reflects our expectation that the
Company's credit measures are likely to improve modestly over the
next several quarters to levels that we would consider more in
line with the 'B-' corporate credit rating," said Standard &
Poor's credit analyst Tobias Crabtree.


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

      Debtor                                         Case No.
      ------                                         --------
      Progressive Acute Care, LLC                    16-50740
      Post Office Box 5309
      Abita Springs, LA 70420

      Progressive Acute Care Avoyelles, LLC          16-80584

      Progressive Acute Care Oakdale, LLC            16-50742

      Progressive Acute Care Winn, LLC               16-50743

Type of Business: Health Care

Chapter 11 Petition Date: May 31, 2016

Court: United States Bankruptcy Court
       Western District of Louisiana (Lafayette)

Judge: Hon. Robert Summerhays

Debtors' Counsel: Barbara B. Parsons, Esq.
                  STEFFES, VINGIELLO & MCKENZIE, LLC
                  13702 Coursey Blvd., Bldg. 3
                  Baton Rouge, LA 70817
                  Tel: (225) 751-1751
                  Fax: (225) 751-1998
                  Email: bparsons@steffeslaw.com

                     - and -

                  Catherine Noel Steffes, Esq.
                  STEFFES, VINGIELLO & MCKENZIE, LLC
                  13702 Coursey Blvd., Building 3
                  Baton Rouge, LA 70817
                  Tel: 225-751-1751
                  Fax: 225-751-1998
                  Email: nsteffes@steffeslaw.com

                     - and -

                  William E. Steffes, Esq.
                  STEFFES, VINGIELLO & MCKENZIE, LLC
                  13702 Coursey Boulevard, Building 3
                  Baton Rouge, LA 70817
                  Tel: (225) 751-1751
                  Fax: (225) 751-1998
                  Email: bsteffes@steffeslaw.com

Debtors'          SOLIC CAPITAL ADVISORS, LLC
Financial
Advisor:

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Daniel Rissing, CEO.

List of Progressive Acute Care, LLC's 20 Largest Unsecured
Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
3M Health Information Systems                            $26,807

Acadian Ambulance Service, Inc.        Lawsuit           $15,789

Advanced Radiographics, Inc.           Lawsuit           $72,000

AFCO                                                     $17,302

Apptix, Inc.                                             $13,672

Associated Design Group, Inc.          Lawsuit           $13,485

BMW Financial Services                                   $19,087

Couch, Conville & Blitt, LLC                             $14,531

Crowe Horwath, LLP                                       $48,290

Durio, McGoffin, Stagg & Ackerman                        $18,252

IPFS Corporation                                        $178,170

LAMMICO                                                  $14,200

LHA Malpractice &                                        $28,789
General Liability Trust

LHA Workers' Compensation                                 $13,564

Met Life SBC                                              $43,455

NES Louisiana, Inc.                                      $819,227
PO Box 277001
Atlanta, GA
30384-7001

Parallon Business                                      $1,200,000
Solutions, LLC
Attn: Leslie
Newman, Managing Counsel
6640 Carothers
Parkway, Suite 500
Franklin, TN 37067

Truven Health Analytics                                   $43,779

UMR                                                       $15,274

Waller, Lansden,                                          $24,703
Dortch & Davis, LLP


QUINN'S JUNCTION: Hires Cohne Kinghorn as General Counsel
---------------------------------------------------------
Quinn's Junction Properties, LC, asks for permission from the U.S.
Bankruptcy Court for the District of Utah to employ George B.
Hofmann, Esq., at the law firm of Cohne Kinghorn, P.C., as general
counsel.

CK will provide these services:

      A. advising the Debtor with respect to duties and powers
         under the Bankruptcy Code, Bankruptcy Rules and related
         laws;

      B. assisting the Debtor with respect to legal issues which
         may arise from time to time in this case;

      C. if the Debtor deems appropriate and necessary,
         negotiating and preparing an asset purchase agreement and

         seeking entry of an order permitting the sale of assets
         pursuant to Section 363 of the Bankruptcy Code, and
         related relief;

      D. negotiating and preparing a plan of reorganization,
         disclosure statement and all related agreements and
         documents, and taking any necessary action on behalf of
         the Debtor to obtain confirmation of the plan;

      E. assisting the Debtor in collecting, preserving and, if
         appropriate, disposing of assets;

      F. assisting the Debtor in determining the validity and
         amount of claims in the case;

      G. advising and representing the Debtor with respect to
         causes of action which the Debtor may have against
         others;

      H. cooperating and coordinating with special litigation
         counsel; and

      I. rendering legal advice and services to the Debtor
         regarding other matters as may arise from time to time in

         this case.

CK will be paid these hourly fees:

         a. George B. Hofmann, Esq.          $320
         b. Matthew M. Boley, Esq.           $310
         c. Steven C. Strong, Esq.           $305
         d. Adam Reiser, Esq.                $175
         e. Diane Haney1, Esq.               $115

CK requested an initial retainer in the amount of $39,500 in
connection with bankruptcy services to be provided by CK in
connection with this case.  About $39,500 of the Initial Retainer
was paid and delivered to CK before the Case was filed.  The
Initial Retainer was paid and delivered to CK by the Debtor.

Prior to the Petition Date, $9,448.27 of the Initial Retainer was
applied in payment of fees and costs due to CK for services
performed and reimbursements due, consistent with CK's ordinary
billing practices and its ordinary billing cycle.

On the Petition Date and immediately before this case was filed,
the Initial Retainer was applied (a) in payment of the Debtor's
filing fee ($1,717), and (b) in payment of the attorneys' fees and
costs incurred to CK through the date and time of the filing
($13,109).  The retainer funds applied in payment of court filing
fees, reimbursements and pre-petition attorneys' fees on May 23,
2016 (immediately before the petition was filed) totaled $13,109,
leaving unused retainer funds on deposit in the total amount of
$15,225.73.

George B. Hofmann, Esq., an attorney at CK, assures the Court that
CK is disinterested and has no current direct or indirect
relationship to, connection with or interest in the Debtor, any of
the Debtor's creditors, any other party in interest, or any of
their respective attorneys and accountants, the U.S. Trustee, or
any person employed in the office of the U.S. Trustee.

CK can be reached at:

         George Hofmann, Esq.
         Matthew M. Boley, Esq.
         Cohne Kinghorn, P.C.
         111 East Broadway, 11th Floor
         Salt Lake City, Utah 84111
         Tel: (801) 363-4300
         Fax: (801) 363-4378
         E-mail: ghofmann@cohnekinghorn.com
                 mboley@cohnekinghorn.com

                     About Quinn's Junction

Quinn's Junction Properties, LC sought protection under Chapter 11
of the Bankruptcy Code in the District of Utah (Salt Lake City)
(Case No. 16-24458) on May 23, 2016.  The petition was signed by
Michael Martin, chief restructuring officer.

George B. Hofmann, Esq., at Cohne Kinghorn PC, serves as the
Debtor's general bankruptcy counsel.  Stanley J. Preston, Esq., at
Preston & Scott, LLC, serves as its special litigation counsel.

The case is assigned to Judge Joel T. Marker.

The Debtor estimated both assets and liabilities in the range of
$10 million to $50 million.


QUINN'S JUNCTION: Taps Preston & Scott as Litigation Counsel
------------------------------------------------------------
Quinn's Junction Properties, LC, seeks permission from the U.S.
Bankruptcy Court for the District of Utah to employ Stanley J.
Preston, Esq., and the law firm Preston & Scott, LLC, as special
litigation counsel.

Prior to the Petition Date, the Special Litigation Counsel was
representing the Debtor in connection with various litigation
matters, including active litigation adverse to a disputed creditor
of the Debtor currently pending in the Third Judicial District
Court in and for Summit County, in the civil action is styled as
Quinn Capital Partners, LLC v. Quinn's Junction Property, LC, Civil
No. 150500267.

Without limitation, the Crandall Lawsuit involves the Debtor's
claims and defenses related to the claims and liens asserted by
Gary Crandall and entities owned/controlled by him, including Quinn
Capitl Partners, LLC, Newpark Retail, LLC, Harmony Health, LLC, and
Newpark Terrace, LLC.

The Special Litigation Counsel has also been representing the
Debtor's manager, Greg Ericksen, as a third-party plaintiff in the
Crandall Lawsuit, and anticipates continuing to represent Mr.
Ericksen.

The Special Litigation Counsel will:

      a. assist and advise the Debtor in connection with claims by

         and against the Crandall Creditors, including
         representing the Debtor in contested matters, adversary
         proceedings and other legal proceedings;

      b. assist and advise the Debtor in connection with its
         claims and liens against the Debtor and its assets; and

      c. render legal advice and services to the Debtor regarding
         other nonbankruptcy matters as may arise from time to
         time.

The Special Litigation Counsel will be paid these hourly rates:

      a. Stanley J. Preston, Esq.            $300
      b. Bryan M. Scott, Esq.                $275
      c. Cheryl B. Preston, Esq.             $300
      d. Brandon T. Crowther, Esq.           $200

To the best of the Debtor's knowledge, the Special Litigation
Counsel has no direct or indirect relationship to, connection with,
or interest in the Debtor, any of the Debtor's creditors, any other
party-in-interest, any of their respective attorneys and
accountants, the U.S. Trustee, or any person employed in the office
of the U.S. Trustee, in accordance with Section 327 of the
Bankruptcy Code and Rules 2014 and 2016 of the Federal Rules of
Bankruptcy Procedure.

The Special Litigation Counsel can be reached at:

         Stanley J. Preston, Esq.
         Preston & Scott, LLC
         111 E. Broadway, Suite 1200
         Salt Lake City UT, 84111
         Tel: (801) 869 1620
         Fax: (801) 869 1621
         E-mail: sjp@prestonandscott.com

                     About Quinn's Junction

Quinn's Junction Properties, LC sought protection under Chapter 11
of the Bankruptcy Code in the District of Utah (Salt Lake City)
(Case No. 16-24458) on May 23, 2016.  The petition was signed by
Michael Martin, chief restructuring officer.

George B. Hofmann, Esq., at Cohne Kinghorn PC, serves as the
Debtor's general bankruptcy counsel.  Stanley J. Preston, Esq., at
Preston & Scott, LLC, serves as its special litigation counsel.

The case is assigned to Judge Joel T. Marker.

The Debtor estimated both assets and liabilities in the range of
$10 million to $50 million.


REPUBLIC AIRWAYS: Enters Into Commercial Agreement with United Air
------------------------------------------------------------------
Republic Airways Holdings Inc. on May 27, 2016, disclosed that it
has reached an agreement with United Airlines that secures the
long-term relationship between the two airlines.  The motion filed
on May 27 in the United States Bankruptcy Court for the Southern
District of New York keeps Republic on a path towards achieving the
goals established at the outset of this case.

"[Fri]day's announcement further strengthens an important
relationship for Republic.  The agreement we have reached [Fri]day
once approved will secure United as a long-term strategic partner,
provide significant benefits to our airline, and will preserve a
reliable and on-time travel experience for United's customers,"
said Bryan Bedford, Chairman, President and CEO of Republic.  "The
agreement also completes a major milestone in our reorganization
effort and keeps us on schedule to achieve our goal of emerging
from bankruptcy by the end of the year," Mr. Bedford added.

The parties anticipate that the motion will be heard before the
Honorable Sean H. Lane on June 15, 2016.  The amended agreement
would provide for the uninterrupted flying of all fifty-four (54)
E170s and E175s currently operated by Republic for United and also
for future Ejet flying by Republic for United through term
extensions to all current E170 aircraft and, subject to certain
conditions, expected further deliveries of E175 aircraft under
revised new delivery schedules.  The new agreement will become
effective upon issuance of the approval order by the court.

Zirinsky Law Partners PLLC and Hughes Hubbard & Reed LLP are
serving as Republic's legal advisors in the restructuring.  Seabury
Securities LLC is serving as Republic's financial advisor.  Sidley
Austin LLP is serving as United's legal advisor.

                      About Republic Airways

Republic Airways Holdings Inc., based in Indianapolis, is an
airline holding company (NASDAQ: RJET) that owns Republic Airline
and Shuttle America Corporation.  Republic Airline and Shuttle
America -- http://www.rjet.com/-- offer approximately 1,000
flights daily to 105 cities in 38 states, Canada, the Caribbean,
and the Bahamas through Republic's fixed-fee codeshare agreements
under our major airline partner brands of American Eagle, Delta
Connection and United Express.  The airlines currently employ about
6,000 aviation professionals.

On Feb. 25, 2016 Republic Airways Holdings Inc. and 6 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code in the United States
Bankruptcy Court for the Southern District of New York.  The
Debtors have requested that their cases be jointly administered
under Case No. 16-10429.  The petitions were signed by Joseph P.
Allman as senior vice president and chief financial officer. Judge
Sean H. Lane has been assigned the cases.

As of Jan. 31, 2016, on a consolidated basis, Republic had assets
and liabilities of $3,561,000,000 and $2,971,000,000 (unaudited),
respectively.

Zirinsky Law Partners PLLC and Hughes Hubbard & Reed LLP are
serving as Republic's legal advisors in the restructuring.  Seabury
Group LLC is serving as financial advisor.  Deloitte & Touche LLP
is the independent auditor.  Prime Clerk is the claims and noticing
agent.

The U.S. Trustee for Region 2 appointed seven creditors of Republic
Airways Holdings Inc. to serve on the official committee of
unsecured creditors.  The Committee retained Morrison & Foerster
LLP as attorneys and Imperial Capital, LLC, as investment banker
and co-financial advisor.


RICHARD ALLEN SCHOOL: S&P Puts 'BB+' Rating on Watch Negative
-------------------------------------------------------------
S&P Global Ratings placed its 'BB+' rating on Philadelphia
Authority for Industrial Development's revenue debt, issued for
Richard Allen Preparatory Charter School, on CreditWatch with
negative implications.

This rating action follows S&P Global Ratings' repeated attempts to
obtain timely information of satisfactory quality to maintain its
rating on the securities in accordance with its applicable criteria
and policies.

The school's failure to provide the requested information by June
14, 2016, will likely result in the rating service's withdrawal of
the affected rating, preceded, in accordance with its policies, by
any change to the rating it considers appropriate given available
information.


SABINE OIL: Seeks Approval of Facilities Agreement with DCP
-----------------------------------------------------------
Sabine Oil & Gas Corporation, et al., seek authority from the U.S.
Bankruptcy Court to enter into a facilities agreement with DCP
South Central Texas LLC.

The Court has previously authorized the Debtors to reject their
Prior Gathering Agreements with Nordheim Eagle Ford Gathering, LLC,
after Sabine has decided that the agreements were unnecessarily
burdensome.  For that reason, Sabine initiated discussions with DCP
regarding the installation of pipeline connection and measurement
facilities on certain oil and gas properties in the areas covered
by the Prior Gathering Agreements, and the Parties have reached a
consensus on the definitive terms of the Facilities Agreement.  The
Debtors disclosed only the redacted version of the Facilities
Agreement.

Sabine Oil & Gas Corporation, et al. are represented by:

       Paul M. Basta, P.C.
       Jonathan S. Henes, P.C.
       Christopher Marcus, P.C.
       KIRKLAND & ELLIS LLP
       KIRKLAND & ELLIS INTERNATIONAL LLP
       601 Lexington Avenue
       New York, New York 10022
       Telephone: (212) 446-4800
       Facsimile: (212) 446-4900
       Email: paul.basta@kirkland.com
              jonathan.henes@kirkland.com
              christopher.marcus@kirkland.com

       -- and--

       James H.M. Sprayregen, P.C.
       Ryan Blaine Bennett, Esq.
       Brad Weiland, Esq.
       KIRKLAND & ELLIS LLP
       KIRKLAND & ELLIS INTERNATIONAL LLP
       300 North LaSalle Street
       Chicago, Illinois 60654
       Telephone: (312) 862-2000
       Facsimile: (312) 862-2200
       Email: james.sprayregen@kirkland.com
              ryan.bennett@kirkland.com
              brad.weiland@kirkland.com

         About Sabine Oil & Gas Corporation

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

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

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

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.


SABINE PASS: S&P Affirms 'BB+' Rating on Sr. Secured Debt
---------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' rating on Sabine Pass LNG
L.P.'s senior secured debt.  The outlook is stable.  The recovery
rating on this debt is '2', indicating expectations for substantial
(70%-90%, lower end of the range) recovery in the event of a
payment default.

Sabine Pass LNG L.P. (SPLNG) is a project-financed four billion
cubic foot per day natural gas liquefaction facility on the U.S.
Gulf Coast earning stable revenue through long-term terminal use
agreements (TUA) with subsidiaries of Total S.A. and Chevron Corp.,
and, starting in 2016, affiliate Sabine Pass Liquefaction LLC
(SPLIQ).  SPLIQ is a five-train LNG production for export project
being constructed adjacent to SPLNG. SPLNG and SPLIQ are wholly
owned by Cheniere Energy Partners L.P. (CQP).

The stable outlook reflects very stable revenues under the TUAs,
stable operations and costs, and the stable outlook on SPLIQ.

Developments that would lead to a downgrade would be limited to a
downgrade on the rating on SPLIQ at this point, which S&P considers
unlikely.  Based on the 1.69x minimum DSCRs, operational
performance would have to decline materially to about 1.15x for an
extended period, which S&P also unlikely.  It's also possible that
DSCRs could decline materially if SPLNG were to refinance its 2016
and 2020 debt into long-dated bullet maturities rather than
amortizing over the Chevron and Total TUA periods.

Since the rating on SPLIQ rating constrains the rating on SPLNG,
the key development that would lead to a rating upgrade would be an
upgrade in the rating on SPLIQ.  Additionally, a higher rating
would require liquidity to return adequate, which would not occur
until at least the 2016 debt is refinanced.


SAINT MICHAEL: Flying J, et al., Lose Joint Bid for Sanctions
-------------------------------------------------------------
In the case captioned LOUIS SAIA, Plaintiff, v. FLYING J, INC., FJ
MANAGEMENT, INC. d/b/a FLYING J, INC.; FLYING J. INSURANCE
SERVICES, INC. and/or its Successor, THE BUCKNER COMPANY;
TRANSPORTATION ALLIANCE BANK, INC.; TRANSPORTATION ALLIANCE
LEASING, LLC; TAB BANK, INC.; TAB BANK, INC. d/b/a/ TRANSPORTATION
ALLIANCE LEASING, LLC; JAGIT "J.J." SINGH, STEPHEN PARKER, JOHN
DOES A, B, and C AND JANE DOES A, B, and C, Defendants, No.
15-cv-01045-STA-egb (W.D. Tenn.), Judge S. Thomas Anderson of the
United States District Court for the Western District of Tennessee,
Eastern Division, denied the Defendants' Joint Motion for
Sanctions.

Before the Court are Defendants Transportation Alliance Bank, Inc.;
Transportation Alliance Leasing, LLC; Stephen Parker; FJ
Management, Inc. d/b/a Flying J, Inc.; Flying J Insurance Services,
Inc. and/or its Successor The Buckner Company's Joint Motion for
Sanctions filed on June 11, 2015. Plaintiff Louis Saia filed suit
on March 2, 2015, and proceeded with counsel until the United
States Magistrate Judge granted counsel's motion to withdraw on
June 11, 2015. On July 1, 2015, the Magistrate Judge gave Plaintiff
90 days in which to retain new counsel or act pro se. On September
28, 2015, Plaintiff filed notice with the Court of his intent to
proceed pro se, and on October 1, 2015, the Court ordered Plaintiff
to respond to Defendants' Joint Motion for Sanctions. Plaintiff
filed his opposition to the Joint Motion for Sanctions on October
16, 2015, and supplemented his response on October 29, 2015.

In their Joint Motion for Sanctions, Defendants seek sanctions
against Plaintiff under Rule 11 of the Federal Rules of Civil
Procedure. Defendants request the dismissal of the Complaint and an
award of their attorney's fees for the preparation of their motions
to dismiss and the instant Motion for Sanctions. Defendants argue
that sanctions are appropriate for two reasons: (1) a reasonable
attorney or party would have known that Plaintiff's claims and
other legal contentions were not warranted by existing law or
supported by a non-frivolous argument for extending existing law;
and (2) Plaintiff filed the Complaint in this Court for an improper
purpose.

A full-text copy of the Order dated April 27, 2016 is available at
https://is.gd/hKfQ8S from Leagle.com.

Louis Saia, Plaintiff, Pro Se.

Flying J, Inc., FJ Management, Inc., Flying J Insurance Services,
Inc., The Buckner Company, are represented by:

          John S. Golwen, Esq.
          Jonathan Edward Nelson, Esq.
          BASS BERRY & SIMS PLC
          The Tower at Peabody Place
          100 Peabody Place Suite 900
          Memphis, TN 38103
          Tel: (901)543-5900
          Fax: (901)543-5999
          Email: jgolwen@bassberry.com
                 jenelson@bassberry.com

            -- and --

          David J. Harris, Esq.
          BURCH PORTER & JOHNSON
          130 North Court Avenue
          Memphis, TN 38103
          Tel: (901)524-5000
          Fax: (901)524-5024
          Email: dharris@bpjlaw.com

Transportation Alliance Bank, Inc., Transportation Alliance
Leasing, LLC, Stephen Parker are represented by:

          David J. Harris, Esq.
          BURCH PORTER & JOHNSON
          130 North Court Avenue
          Memphis, TN 38103
          Tel: (901)524-5000
          Fax: (901)524-5024
          Email: dharris@bpjlaw.com

            -- and --

          Douglas P. Farr, Esq.
          Michael A. Gehret, Esq.
          SNELL & WILMER L.L.P.
          Gateway Tower West
          15 West South Temple, Suite 1200
          Salt Lake City, UT 84101-1547
          Tel: (801)257-1900
          Fax: (801)257-1800
          Email: dfarr@swlaw.com
                 mgehret@swlaw.com

Jagjit JJ Singh, Defendant, represented by:

          Alan C. Bradshaw, Esq.
          MANNING CURTIS BRADSHAW & BEDNAR
          136 East South Temple, Suite 1300
          Salt Lake City, UT 84111
          Tel: (801)363-5678
          Fax: (801)364-5678
          Email: abradshaw@mc2b.com

            -- and --

          Amber D. Floyd, Esq.
          Douglas M. Alrutz, Esq.
          WYATT TARRANT & COMBS, LLP
          Email: afloyd@wyattfirm.com
                 dalrutz@wyattfirm.com

            -- and --

          David J. Harris, Esq.
          BURCH PORTER & JOHNSON
          130 North Court Avenue
          Memphis, TN 38103
          Tel: (901)524-5000
          Fax: (901)524-5024
          Email: dharris@bpjlaw.com

            -- and --

          James E. Ji, Esq.
          MANNING CURTIS BRADSHAW & BEDNAR
          136 East South Temple, Suite 1300
          Salt Lake City, UT 84111
          Tel: (801)363-5678
          Fax: (801)364-5678
          Email: jji@mc2b.com

                    About Saint Michael

Jackson, Tennessee-based Saint Michael Motor Express provides
refrigerated trucking services through its 100 employees.  It
currently owns about 89 trucks with 140 refrigerated trailers,
both van and flat-bed.  All of the Debtor's shares is owned by
Louis P. Saia.  It filed its chapter 11 petition on May 22, 2008
(Bankr. W.D. Tenn. Case No. 08-11838).  Henry C. Shelton, Esq., at
Adams and Reese LLP, represents the Debtor in its restructuring
efforts.  The Debtor listed $11,211,255 in assets and $12,407,911
in liabilities when it filed for bankruptcy.


SANDIA RESORTS: Court Order Dismissing Ch. 11 Case Set Aside
------------------------------------------------------------
Judge Robert H. Jacobvitz of the United States Bankruptcy Court for
the District of New Mexico concluded that there is cause to set
aside the Memorandum Opinion and Order under both Rule 59 and Rule
60 to prevent manifest injustice, and thus granted Debtor Sandia
Resorts, Inc.'s Motion for Reconsideration and set aside its order
dismissing Debtor Sandia Resorts, Inc.'s Chapter 11 bankruptcy
case.

The judge held that the First National Bank of Santa Fe is not the
real party in interest and lacked standing to file the motion to
dismiss.

The Court denied the Motion to Substitute NCG, LLC, and deny as
moot Sandia Resorts' Motion to Grant Motion for Reconsideration by
Default and Motion to Strike.

This matter is before the Court on Sandia Resorts, Inc.'s Motion
for Reconsideration of, to Amend and/or to Set Aside Order Granting
First National Bank of Santa Fe's Motion to Dismiss, or, in the
Alternative for New Trial ("Motion for Reconsideration"). Also
before the Court are the following related motions: 1) Sandia
Resorts, Inc.'s Request that its Motion to Reconsider be Summarily
Granted, as No Objection Filed by any Party in Interest; and Reply
to Response of First National Bank if Bank's Response is to be
Considered by the Court ("Motion to Grant Motion for
Reconsideration by Default"); 2) Motion for Substitution of NCG,
LLC for First National Bank of Santa Fe ("Motion to Substitute NCG,
LLC"); and 3) Debtor's Motion to Strike (1) NCG's Motion for
Substitution [Doc. 66]; NCG's Notice of Ratification and Joinder;
Memorandum Brief on Threshold Issues (To Extent NCG is a Movant);
and (4) Motion to Correct Stipulated Facts & Opposition to Debtor's
Motion to Correct (To Extent NCG is a Movant and/or NCG is Opposing
Debtor's Motion ("Motion to Strike").

The common issue underlying all these pending motions is First
National Bank of Santa Fe's standing.

A full-text copy of the Memorandum Opinion dated May 26, 2016 is
available at https://is.gd/QOJAV9 from Leagle.com.

The bankruptcy case captioned In re: SANDIA RESORTS, INC., Debtor,
No. 11-15-11532 JA (Bankr. D.N.M.).

Sandia Resorts, Inc, New Mexico Corporation, Debtor, is represented
by Shay E Meagle, Esq. --  mlaw@meaglelaw.com -- Meagle Law, P.A.,
Joshua R Simms, Esq. -- Joshua R Simms PC.

Western Receiver, Trustee & Consulting Services, Ltd., Receiver, is
represented by Nathan C. Sprague, Esq. -- nathan@moseslaw.com --
Moses Dunn Farmer & Tuthill PC, Ronald A. Tucker, Esq. --
ronald@moseslaw.com -- Moses Dunn Farmer & Tuthill PC.

United States Trustee, U.S. Trustee, is represented by Leonard K
Martinez-Metzgar.


SCIENTIFIC GAMES: Files 2015 Conflict Minerals Report
-----------------------------------------------------
Scientific Games Corporation filed with the Securities and Exchange
Commission a specialized disclosure report on Form SD  pursuant to
Rule 13p-1 promulgated under the Securities Exchange Act of 1934,
as amended, for the reporting period Jan. 1, 2015, to Dec. 31,
2015.

The Conflict Minerals Disclosure Report was made pursuant to Rule
13p-1 under the Securities Exchange Act of 1934, as amended.  The
Rule was adopted by the SEC to implement reporting and disclosure
requirements related to Conflict Minerals sourced from the
Democratic Republic of the Congo or one of its neighboring
countries, as directed by the Dodd-Frank Wall Street Reform and
Consumer Protection Act.  The Rule imposes certain reporting
obligations on SEC registrants who manufacture, or contract to
manufacture, products containing Conflict Minerals that are
necessary to the functionality or production of such products.
Conflict Minerals are defined as: columbite-tantalite (coltan),
cassiterite, gold, wolframite, or their derivatives, which are
limited to tantalum, tin, and tungsten.

"We conducted due diligence on the source and chain of custody of
Conflict Minerals used in our products because we determined that
we had insufficient information to allow us to conclude that either
(i) we have no reason to believe that any Conflict Minerals that
are necessary to the functionality or production of our products
originated in the Covered Countries, or (ii) we reasonably believe
that any Conflict Minerals that are necessary to the functionality
or production of our products came from recycled or scrap
sources."

A copy of the Company's Conflict Minerals Disclosure and Report for
the year ended Dec. 31, 2015, is available for free at:

                      https://is.gd/Gw4MVu

                    About Scientific Games

Scientific Games Corporation is a developer of technology-based
products and services and associated content for worldwide gaming
and lottery markets.  The Company's portfolio includes instant and
draw-based lottery games; electronic gaming machines and game
content; server-based lottery and gaming systems; sports betting
technology; loyalty and rewards programs; and social, mobile and
interactive content and services.  Visit
http://www.scientificgames.com/         

Scientific Games reported a net loss of $1.39 billion on $2.75
billion of total revenue for the year ended Dec. 31, 2015, compared
to a net loss of $234.3 million on $1.78 billion of total revenue
for the year ended Dec. 31, 2014.

As of March 31, 2016, Scientific Games had $7.69 billion in total
assets, $9.27 billion in total liabilities and a total
stockholders' deficit of $1.58 billion.

                           *     *     *

The TCR reported on May 21, 2014, that Moody's Investors Service
downgraded Scientific Games Corporation's ("SGC") Corporate Family
Rating to 'B1'.  The downgrade reflects Moody's view that slower
than expected growth in SGC's Gaming and Instant Products segments
will cause Moody's adjusted leverage to exceed 6.0 times by the
end of 2014.

As reported by the TCR on Aug. 5, 2014, Standard & Poor's Ratings
Services lowered its corporate credit rating to 'B+' from 'BB-' on
Scientific Games Corp.

"The downgrade and CreditWatch placement follow Scientific Games'
announcement that it has agreed to acquire Bally Technologies for
$5.1 billion, including the refinancing of about $1.8 billion in
net debt at Bally," said Standard & Poor's credit analyst Ariel
Silverberg.


SEMGROUP CORP: Moody's Puts B2 CFR Under Review for Upgrade
-----------------------------------------------------------
Moody's Investors Service placed the ratings of SemGroup Corp.
under review for upgrade, including the B2 Corporate Family Rating
and the Caa1 senior unsecured notes rating following SemGroup's
announced agreement to purchase all of the outstanding common units
of Rose Rock Midstream, L.P.  At the same time, Moody's affirmed
all of its ratings on Rose Rock, including the B1 CFR, the
probability of default rating of B1-PD, the B2 senior unsecured
notes ratings and the SGL-3 Speculative Grade Liquidity (SGL)
Rating.  The rating outlook for Rose Rock remains stable.

"The announced transaction will simplify the corporate structure
and potentially reduce the combined company's cost of capital over
the long term," commented John Thieroff, Moody's Senior Analyst.
"Resolution of our review of SemGroup's ratings will depend on the
ultimate structure, guarantees and our expectations for the
company's intended leverage targets."

Issuer: SemGroup Corp.

On Review for Upgrade:

  Probability of Default Rating, B2-PD, Placed on Review for
   Upgrade

  Corporate Family Rating, B2, Placed on Review for Upgrade

  Senior Unsecured Regular Bond/Debenture, Caa1 (LGD 5), Placed on

   Review for Upgrade

Outlook:

  Changed To Rating Under Review From Negative

Issuer: Rose Rock Midstream, L.P.

Affirmations:

  Probability of Default Rating, Affirmed B1-PD

  Corporate Family Rating, Affirmed B1

  Speculative Grade Liquidity Rating, Affirmed SGL-3

  Senior Unsecured Regular Bond/Debenture, Affirmed B2 (LGD 5)

Outlook:

  Remains Stable

                         RATINGS RATIONALE

SemGroup and Rose Rock announced an agreement in which SemGroup
will acquire all of the public outstanding common units of Rose
Rock in an all stock-for-unit transaction.  Following the
acquisition, SemGroup will be the sole publicly traded entity with
Rose Rock as a wholly owned subsidiary.  Rose Rock's senior
unsecured notes will remain outstanding at Rose Rock; Moody's
expects the senior unsecured notes at Rose Rock and the senior
unsecured notes at SemGroup to become pari passu as a result of the
proposed transaction.  The acquisition is expected to close in the
third quarter of 2016, subject to SemGroup shareholder approval and
customary closing conditions.

The review for upgrade of SemGroup's B2 CFR reflects Moody's
expectation that the CFR will likely be upgraded to B1 at the close
of the transaction, consistent with the existing B1 CFR at Rose
Rock.  The announced transaction has no initial impact on the
financial and operational performance of Rose Rock, leading to the
ratings at Rose Rock, including the B1 CFR, being affirmed with a
stable outlook.

Following the reorganization, which will eliminate distributions at
Rose Rock and simplify its equity ownership, SemGroup is expected
to benefit from a reduced overall cost of capital and enjoy broader
access to capital markets due to the deeper pool of capital
available to companies structured as C-corporations.  The proposed
acquisition of Rose Rock's third party ownership would improve the
overall consolidated credit profile of SemGroup by reducing
structural complexity and, at least initially, provide SemGroup
with greater ability to improve dividend coverage.  Moody's expects
SemGroup to maintain materially stronger dividend coverage of its
planned dividends than Rose Rock's historical distribution
coverage.

Moody's expects SemGroup will maintain a secured revolving credit
facility similar in size to the combined existing revolvers at
SemGroup and Rose Rock, given the significant amount of growth
spending SemGroup is likely to undertake over the next three years
and our expectation that the company will rely on its revolver to
fund a large portion of this spending.  As a result, the unsecured
notes at SemGroup and Rose Rock would be rated B2 assuming they are
made pari passu, one notch below the anticipated B1 CFR.

After the completion of the proposed transaction, the potential B1
CFR for the fully consolidated SemGroup and Rose Rock would be
supported by its diversified operations and asset portfolio across
several key North American oil and gas basins, increasing
proportion of fee-based cash flows and strong anticipated dividend
coverage.  The expected rating would also reflect near term
challenges at significant operating segments (SemCrude and White
Cliffs Pipeline, in particular) which could cause leverage to rise
above current forecast levels.

In the event the proposed transaction doesn't transpire, an upgrade
of Rose Rock would be unlikely in then next twelve months given
significantly reduced drilling budgets of its upstream customers
and the throughput uncertainty at White Cliffs that will be caused
by Saddlehorn pipeline when it comes onstream.  An upgrade would
likely depend on a deleveraging event, such as the dropdown of a
stable cash flow producing asset funded in a balanced manner.  An
upgrade would further depend on Rose Rock achieving and maintaining
a minimum distribution coverage of 1.1x. Absent consummation of the
proposed transaction, increased financial leverage due to debt
funded acquisitions or elevated capital expenditures such that
leverage appeared to be approaching 5.5x on a sustained basis and
distribution coverage remained under 1x into 2017 could lead to a
downgrade of Rose Rock.

Tulsa, Oklahoma-based SemGroup owns a diverse suite of midstream
assets focused on the gathering, processing, transportation, and
storage of crude oil and natural gas.  The company's core crude oil
gathering, transportation, and storage assets are held at Rose Rock
Midstream, L.P. (Rose Rock, B1 stable), a subsidiary of SemGroup
legally organized as a Master Limited Partnership (MLP). As of
December 31, 2015, SemGroup owned a 2% general partner (GP)
interest and a 55.2% limited partner (LP) interest in Rose Rock, as
well as all of the incentive distribution rights (IDRs), giving it
effective control of Rose Rock.

The principal methodology used in these ratings was Global
Midstream Energy published in December 2010.


SEMGROUP CORP: S&P Affirms 'B+' CCR, Outlook Negative
-----------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit and senior
unsecured ratings on SemGroup Corp.  The outlook is negative.

S&P also affirmed the 'B+' corporate credit rating on master
limited partnership Rose Rock Midstream L.P.  The outlook is
negative.  At the same time, S&P placed its rating on Rose Rock's
senior unsecured debt on CreditWatch with positive implications.

"We view the announced transaction favorably as the pro forma
company will have improved scale, liquidity, and credit measures,"
said S&P global Ratings credit analyst Mike Llanos.  "The positive
CreditWatch on Rose Rock's unsecured debt reflects our expectation
that we will raise the issue ratings in line with those of
SemGroup.  This is under our assumption that the unsecured debt
will be pari passu.  With the transaction, we expect SemGroup to
assume Rose Rock's adjusted debt.  In our view, Rose Rock's assets
broaden SemGroup's cash flow diversity, contribute additional
fee-based cash flows, and improve the scale with roughly $175
million of annual EBITDA.  The liquidity position will likely
improve as the transaction eliminates the partnership's
distributions, which in our view were deemed unsustainable earlier
this year.  We continue to believe consolidated EBITDA will be
exposed to a high level of counterparty exposure (roughly 30% of
total revenues come from speculative-grade rated customers) and
volumetric risk.  Pro forma for the transaction, we would consider
Rose Rock to be a core subsidiary of SemGroup, and its rating would
be the same as our rating on SemGroup".

S&P's rating outlook on SemGroup remains negative, reflecting S&P's
view that total cash flows will continue to be exposed to weaker
volumes and lower rated counterparties.  It also reflects the
transaction's execution risk, which stems from a shareholder vote
likely coming in the fourth quarter.  As a result, S&P believes
consolidated adjusted debt leverage will be above 4.5x in 2016.

S&P could lower the rating if SemGroup's consolidated leverage
exceeds 5x on a sustained basis.  This could occur if a number of
businesses underperform as a result of weaker-than-expected
volumes.  S&P could also lower the rating if the transaction does
not close as anticipated and the company experiences greater
volumetric declines than projected.

S&P could revise the outlook to stable if the transaction closes as
anticipated and provides improved scale and cash flow stability,
such that the company is able to reliably maintain adjusted debt
leverage below 4.5x.



SOLOMONS ONE: Court Affirms $40K Attorney's Fees Award
------------------------------------------------------
Judge Peter J. Messitte of the United States District Court for the
District of Maryland affirmed the judgment of the Bankruptcy Court
awarding Solomons One, LLC, $40,092 in attorney's fees.

This case is on appeal from an Order of the United States
Bankruptcy Court for this District. Debtor-Appellee Solomons One,
LLC filed a Complaint against Appellant V. Charles Donnelly seeking
in part to recover damages from Donnelly for willful violations of
the automatic bankruptcy stay. The Bankruptcy Court entered a
Memorandum and Order granting summary judgment to Solomons One on
this claim, then held a separate one-day bench trial on the
calculation of appropriate damages — i.e., for attorney's fees
and punitive damages. After the one-day trial, the Bankruptcy Court
entered a Memorandum and Order concluding that Solomons One was
entitled to $40,092.00 in attorney's fees plus interest, but
denying its request for punitive damages. Donnelly has appealed the
Bankruptcy Court's Judgment awarding $40,092.00 to Solomons One in
attorney's fees.

A full-text copy of the Memorandum Opinion dated April 12, 2016 is
available at https://is.gd/NuWTCG from Leagle.com.

The case is SOLOMONS ONE, LLC, Debtor-Appellee, v. CHARLES
DONNELLY, pro se, Appellant, Civil No. PJM 15-1057 (D. Md.).

V. Charles Donnelly, Appellant, Pro Se.

Solomons One, LLC, Appellee, is represented by Alan Carl Lazerow,
Esq. -- alazerow@wtplaw.com -- Whiteford Taylor and Preston LLP.

Solomons One, LLC, Debtor, is represented by Alan Carl Lazerow,
Whiteford Taylor and Preston LLP.

Solomons One, LLC, is a limited liability company formed in 2005
under the laws of the State of Maryland.  Solomons One's members,
and their purported ownership interests, are: Dr. Alfred
Greenberg, Halina Greenberg jointly 48-1/3%; Catherine Erickson-
File; 2-1/3%; Christine McNelis 1%; V. Charles Donnelly 24-1/3%;
and Deborah A. Steffen 24%.

On June 1, 2005, the members executed the Operating Agreement,
which provides that the Debtor was formed to acquire, purchase,
lease, sell and develop the real property located at 14538
Solomons Island Road, Solomons, Maryland.  The Debtor entered into
a joint venture with McNelis to purchase the Property.  In August
2005, the Debtor acquired a seventy percent fee simple interest in
the Property and McNelis acquired a thirty percent fee simple
interest.  The Property includes a commercial office building,
which is leased out to several businesses, and a small cottage,
which is leased out as a residence.

Branch Banking and Trust Company holds a first lien on the
Property.  The members of the Debtor are guarantors of the loan.
According to the Debtor, PNC Bank, N.A. may hold a second lien on
the Property and members are personally obligated on the PNC loan
either directly or as guarantors. The loans are in default, and
the bankruptcy petition was filed to stay a hearing scheduled for
Aug. 23, 2013, in BB&T's state court proceeding to liquidate its
obligation.

On August 21, 2013, in anticipation of the hearing, the members of
the Debtor held a meeting to consider whether to file a bankruptcy
petition.  The Greenbergs, Erickson-File and McNelis, representing
51-2/3% of the member interests, voted in favor of the filing.
Donnelly and Steffen, holding 48-1/3% of the interests, voted
against the filing.

Solomons One, LLC, sought Chapter 11 protection (Bankr. D. Md.
Case No. 13-24475) on Aug. 23, 2013, listing under $1 million in
both assets and debts.  Copies of the petition and list of
crditors are available at:

     http://bankrupt.com/misc/mdb13-24475p.pdf
     http://bankrupt.com/misc/mdb13-24475c.pdf

Solomons One is represented by Susan Jaffe Roberts, Esq., at
Whiteford, Taylor & Preston, LLP, as counsel.


SPORTS AUTHORITY: Ch. 11 Prompts Under Armour to Cut Sales Outlook
------------------------------------------------------------------
Lisa Beilfuss, writing for Daily Bankruptcy Review, reported that
Under Armour Inc. cut its sales outlook for the year, citing the
bankruptcy of Sports Authority.

According to the report, given the recent approval of Sports
Authority's liquidation, as opposed to a restructuring or sale of
the continuing business, Under Armour said it would realize only
about a quarter of the revenue it had planned to receive from
Sports Authority.  In addition, the company said it would take a
$23 million impairment charge in its current quarter, the report
related.

In a regulatory filing with the U.S. Securities and Exchange
Commission, Under Armour (NYSE: UA, UA.C) on May 31 announced that
it is revising its previously issued outlook for the full year and
second quarter of 2016 following recent developments related to the
bankruptcy proceedings of The Sports Authority.

During the first quarter of 2016, the Company became aware of the
potential restructuring of The Sports Authority. As previously
stated, at that time the Company did not believe that the exposure
to its receivables from The Sports Authority was materially
impacted and the Company announced its intention to continue to
support The Sports Authority as it proceeded through its
restructuring, including support through continued sales in 2016.

Given the recent decision of the bankruptcy court to approve the
liquidation of The Sport Authority's business rather than a
restructuring or sale of the ongoing business, the Company now
expects to recognize an impairment charge of approximately $23
million related to The Sports Authority during the second quarter
of 2016. In addition, due to the bankruptcy, the Company was only
able to recognize $43 million of the originally planned $163
million in revenues with The Sports Authority for 2016.

As a result of this impairment as well as the loss of further
planned sales to The Sports Authority, the Company now expects 2016
net revenues of approximately $4.925 billion, representing growth
of 24% over 2015, and 2016 operating income of approximately $440
million to $445 million.

With regard to the second quarter of 2016, the Company continues to
expect revenue growth to be in the high 20s percent range,
consistent with previously issued guidance. However, as a result of
the impairment noted above, operating income is now expected to
range from $17 million to $19 million, and the Company's tax rate
for the second quarter is expected to be approximately 70%.

Kevin Plank, Chairman and CEO of Under Armour, stated "While The
Sports Authority's bankruptcy impacts our 2016 outlook, our brand's
momentum is stronger than ever as we continue to see growth and
increased demand across all categories and geographies.  This
one-time event will not impact our focus on making the best
decisions for Under Armour through investments that protect and
drive our growth."

                      About Sports Authority

Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928.  The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico.  The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands.  The Debtors employ 13,000 people.

Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016.  The petitions were signed by Michael
E. Foss as chairman & chief executive officer.

The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.  Lawyers at
Pachulski Stang Ziehl & Jones LLP represent the Official Committee
of Unsecured Creditors.

                   About Under Armour

Under Armour (NYSE: UA, UA.C), the originator of performance
footwear, apparel and equipment, revolutionized how athletes across
the world dress. Designed to make all athletes better, the brand's
innovative products are sold worldwide to athletes at all levels.
The Under Armour Connected Fitness™ platform powers the world’s
largest digital health and fitness community through a suite of
applications: UA Record, MapMyFitness, Endomondo and MyFitnessPal.
The Under Armour global headquarters is in Baltimore, Maryland. For
further information, please visit the Company's website at
www.uabiz.com.


STAR COMPUTER: Plan Confirmation Hearing Scheduled for June 2
-------------------------------------------------------------
Judge A. Jay Cristol of the U.S. Bankruptcy Court for the Southern
District of Florida entered an amended order in the bankruptcy case
of Star Computer Group, Inc., approving the amended disclosure
statement and setting hearing on confirmation of plan and other
deadlines.

The Amended Order sets these dates:

   * June 2, 2016, at 10:30 a.m. -- confirmation hearing and
     hearing on fee applications;

   * May 9, 2016 (40 days before Confirmation Hearing) -- Plan
     Proponent's deadline for serving the order, Disclosure
     statement, plan, and ballot;

   * August 31, 2016 -- deadline for objections to claims;

   * May 12, 2016 (21 days before Confirmation Hearing) --
     deadline for fee applications;

   * May 19, 2016 (14 days before Confirmation Hearing) --
     Proponent's deadline for serving notice of fee applications;

   * May 19, 2016 (14 days before Confirmation Hearing) --
     deadline for objections to confirmation;

   * May 19, 2016 (14 days before Confirmation Hearing) --
     deadline for filing ballots accepting or rejecting plan; and

   * May 27, 2016 (three business days before Confirmation
     Hearing) -- Proponent's deadline for filing Proponent's
     report and confirmation affidavit.

A copy of the Amended Order is available for free at:

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

A redlined copy of the Amended Disclosure Statement is available
for free at:

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

The Amended Disclosure Statement is prepared by:

          Corali Lopez-Castro, Esq.
          David L. Rosendorf, Esq.
          Vincent F. Alexander, Esq.
          Mindy Y. Kubs, Esq.
          KOZYAK TROPIN & THROCKMORTON, LLP
          2525 Ponce de Leon Blvd., 9th Floor
          Miami, FL 33134
          Telephone: (305) 372-1800
          Facsimile: (305) 372-3508
          E-mail: clc@kttlaw.com
                  dlr@kttlaw.com
                  vfa@kttlaw.com
                  myk@kttlaw.com

                    About Star Computer Group

Star Computer Group, Inc., sought Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 15-28100) on Oct. 12, 2015.  The
petition was signed by James S. Howard as chief restructuring
officer.

The Debtor listed assets of $22.7 million and liabilities of $68.3
million.

Founded in 1994 with its office located at 2175 N.W. 115 Avenue,
Miami, FL 33172, the Company was engaged in the business of
supplying wholesale computers, smart phones, and related equipment
and software to dealers and wholesales in Latin America.  The
Company is jointly owned by Henry Waissmann (54%) and Henry Aguilar
(46%).

The Debtor has engaged Kozyak, Tropin & Throckmorton, P.A., as
bankruptcy counsel, GlassRatner as financial advisor, Fuerst
Ittleman David & Joseph PL as special tax counsel, and Cherry
Bekaert, LLP as accountants.

Judge Jay Cristol is assigned to the case.

The U.S. Trustee for Region 21, appointed five creditors to serve
in the official committee of unsecured creditors.  The Committee is
represented by Stearns Weaver Miller Weissler Alhadeff & Sitterson,
P.A., as counsel.


STEVEN SANN: Court Has No Authority to Increase Phone Minutes
-------------------------------------------------------------
Judge Dana L. Christensen of the United States District Court for
the District of Montana, Missoula Division, denied Steven V. Sann's
motion for an order authorizing an increase in his monthly
telephone minutes.

Sann is currently incarcerated in the Taft Correctional Institution
("TCI") in Taft, California.  Sann stated that TCI allows each
inmate 300 minutes of phone time per month.  This amount of time is
inadequate, Sann argued, given the complicated nature of his case
and his need to prepare for his defense by contacting individuals
with access to his business records.  Sann maintained that the
Court should order TCI to increase Sann's phone time to 950 minutes
per month.  The plaintiff, Federal Trade Commission, did not oppose
this motion but has expressed hesitation as to whether the Court
retains authority to grant the relief requested.

Judge Christensen held that the Court lacks the authority to order
TCI to increase Sann's minutes.  The judge explained that the Court
lacks jurisdiction over TCI because it is not a party to the suit
and that the motion is not the proper vehicle for receiving the
relief requested.

The case is FEDERAL TRADE COMMISSION, Plaintiff, v. AMERICAN
EVOICE, LTD., EMERICA MEDIA CORPORATION, FONERIGHT, INC., GLOBAL
VOICE MAIL, LTD., HEARYOU2, INC., NETWORK ASSURANCE, INC.,
SECURATDAT, INC., TECHMAX SOLUTIONS, INC., VOICE MAIL
PROFESSIONALS, INC., STEVE V. SANN, TERRY D. LANE, a/k/a TERRY D.
SANN, NATHAN M. SANN, ROBERT M. BRAACH, Defendants. and
BIBLIOLOGIC, LTD., Relief Defendant, No. CV 13-03-M-DLC (D.
Mont.).

A full-text copy of Judge Christensen's May 26, 2016 order is
available at https://is.gd/g3BarD from Leagle.com.

Federal Trade Commission is represented by:

          Michael P. Mora, Esq.
          Richard McKewen, Esq.
          Connor B. Shively, Esq.
          FEDERAL TRADE COMMISSION
          600 Pennsylvania Avenue, NW
          Washington, DC 20580
          Tel: (202)326-2222

Robert M. Braach is represented by:

          Joshua S. Van de Wetering, Esq.
          VAN DE WETERING & BAFFA
          Missoula, MT 59807
          Tel: (406)543-6577

Bibliologic, Ltd. is represented by:

          Sean M. Morris, Esq.
          WORDEN THANE
          111 N. Higgins, Suite 600
          Missoula, MT 59806
          Tel: (406)721-3400
          Fax: (406)721-6985

Christy L. Brandon, Trustee, is represented by:

          Kyle W. Nelson, Esq.
          Robert K. Baldwin, Esq.
          Trent M. Gardner, Esq.
          GOETZ, BALDWIN & GEDDES, P.C.
          35 North Grand Avenue (59715)
          Bozeman, MT 59771-6580
          Tel: (406)587-0618
          Fax: (406)587-5144


SUNEDISON INC: Maintains DIP Financing Necessary
------------------------------------------------
In SunEdison, Inc., and certain of its affiliates' omnibus reply to
objections to their motion seeking authority to obtain postpetition
financing, the Debtors tell the U.S. Bankruptcy Court that they
have not ceded control of their cases to the DIP Lenders nor have
they ignored their fiduciary duties.

The Debtors assert that their core businesses -- Renewable Energy
Development Segment, Renewable Energy Operating Systems Segment,
TerraForm Power Segment, and TerraForm Global Segment -- are viable
as going concerns.  Also, the Debtors admit that their businesses
are capital intensive, particularly the DevCo business.

The Debtors further tell the Court that it is not surprising that
the DIP Lenders reserved the ability in the DIP Credit Agreement to
decide whether they will fund these capital intensive businesses or
whether they will fund an orderly sales process so that these
businesses can be sold to third parties who are willing to fund
them.

The Debtors argue that the Official Committee of Unsecured
Creditors' real concern is that whichever value-maximizing path is
chosen -- reorganization or asset sales -- the resulting value may
not end up benefiting them, and that should not be the reason to
deny the relief requested for the DIP Financing does not unduly
tilt control of the cases to a particular creditor class, nor does
it alter the recoveries to unsecured creditors.

The Debtors further argue that the prepetition security interests
in equity held by the secured lenders in the entities at the top of
their capital structure already capture any value from the lower
tier entities in the Company before that value would redound to the
benefit of creditors of the top tier entities that commenced these
bankruptcy cases, and the Creditors' Committee has the right to
challenge them to the extent that those prepetition security
interests are invalid.

The Debtors assert that the proposals from their existing secured
lending groups are the only viable alternatives available for
adequate funding to permit them to maximize the value of their
businesses.  There may be some provisions, which the Debtors
dislike, however, these provisions cannot be viewed in isolation
but rather it must be viewed in its entirety that financing which
provides value whether achieved through reorganization or through
orderly asset sales.

Counsel for Debtors and Debtors in Possession:

       Jay M. Goffman, Esq.
       J. Eric Ivester,Esq.
       SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
       Four Times Square
       New York, New York 10036-6522
       Telephone: (212) 735-3000
       Facsimile: (212) 735-2000
       Email: jay.goffman@skadden.com
              eric.ivester@skadden.com

       -- and --

       Anthony W. Clark, Esq.
       SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
       One Rodney Square
       P.O. Box 636
       Wilmington, Delaware 19899-0636
       Telephone: (302) 651-3000
       Facsimile: (302) 651-3001
       Email: anthony.clark@skadden.com

       -- and --

       James J. Mazza, Jr., Esq.
       Louis S. Chiappetta, Esq.
       SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
       155 N. Wacker Dr.
       Chicago, Illinois 60606-1720
       Telephone: (312) 407-0700
       Facsimile: (312) 407-0411
       Email: james.mazza@skadden.com
              louis.chiappetta@skadden.com

            About SunEdison

SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.

The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rotschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors employed
PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as
their auditor and tax consultant.

An official committee of unsecured creditors has been appointed in
the case.  The committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.


SUNEDISON INC: Panel Hires Lazard Freres as Investment Banker
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Sunedison, Inc.,
et al., asks for authorization from the U.S. Bankruptcy Court for
the Southern District of New York to retain Lazard Freres & Co. LLC
as its investment banker nunc pro tunc to May 3, 2016.

A hearing on the request is set for July 14, 2016, at 10:30 a.m.
(Eastern Time).

Lazard will:

      (a) review and analyze the business, operations, liquidity,
          assets and liabilities, financial condition and
          prospects of the Company;

      (b) review and analyze the Company's business plan;

      (c) evaluate the Company's debt capacity in light of its
          projected cash flows;

      (d) review and provide an analysis of any proposed capital
          structure for the Company;

      (e) review and provide an analysis of any valuation of the
          Company or its assets;

      (f) advise and attend meetings of the Creditors' Committee
          as well as meetings with the Company or other third
          parties as appropriate;

      (g) advise and assist the Creditors' Committee in evaluating

          the financial aspects of any potential DIP loans or
          other financing by the Company;

      (h) review, analyze and advise the Creditors' Committee with

          respect to the existing debt structures of the Company,
          and potential refinancing alternatives for existing
          secured debt;

      (i) advise and assist the Creditors' Committee in analyzing
          strategic alternatives potentially available to the
          Company;

      (j) review and provide an analysis of any restructuring plan

          proposed by any party;

      (k) review and provide an analysis of any new securities,
          other consideration or other inducements to be offered
          and issued under the Plan or otherwise;

      (l) assist the Committee and participate in negotiations
          with the Company;

      (m) provide testimony, as necessary, with respect to matters

          on which Lazard has been engaged to advise the
          Creditors' Committee in any proceeding before the Court;

          and

      (n) provide the Creditors' Committee with other financial
          restructuring advice.

Lazard will be paid:

      (a) Monthly Fee: (1) the Debtors will pay Lazard a monthly
          fee of $250,000 for each month of Lazard's engagement,
          payable in accordance with this Court's orders.  The
          Monthly Fee for the month of May 2016 will be payable
          pro-rated such that Lazard will not be paid for the
          first two days of the month; (2) 50% of all Monthly Fees

          paid in respect of any month commencing with the month
          of November 2016 will be credited (without duplication)
          against any Restructuring Fee.  For the avoidance of
          doubt, if the Restructuring Fee is not payable, there
          will be no crediting of the Monthly Fees;

      (b) Restructuring Fee: the Debtors will pay Lazard a fee,
          payable upon consummation of any Restructuring of
          $8.50 million;

      (c) Contingent Fee: the Debtors will pay Lazard a fee,
          payable upon consummation of any Restructuring supported

          by the Creditors' Committee, of $2 million.

Lazard intends to apply for compensation for professional services
rendered and reimbursement of expenses incurred in connection with
the Debtors' Chapter 11 cases, subject to court approval and in
compliance with applicable provisions of the Bankruptcy Code, the
Bankruptcy Rules, the Local Rules, the fee guidelines established
by the Executive Office of the U.S. Trustee, and the Court's
orders, plus seek reimbursement of actual, necessary expenses and
other charges that Lazard incurs.

Lazard will maintain records in support of any expenses incurred in
connection with the rendering of its services in these Chapter 11
cases.  It is not the general practice of financial advisory and
investment banking firms, including Lazard, to keep detailed time
records similar to those customarily kept by attorneys.  Because
Lazard does not ordinarily maintain contemporaneous time records in
one-tenth of an hour increments, or provide or conform to a
schedule of hourly rates for its professionals, and because of the
nature of the Fee Structure, the Creditors' Committee seeks a
waiver of the timekeeping requirements set forth in the Fee
Guidelines.  As Lazard's compensation contemplates monthly fees as
well as flat fees in connection with a Restructuring, Lazard
requests that it not be required to file time records in accordance
with Bankruptcy Rule 2016(a), Local Rule 2016-1, the U.S. Trustee
Guidelines, and any otherwise applicable orders or procedures of
the Court.  Instead, the Creditors' Committee requests permission
for Lazard to submit only summary time records kept in half-hour
increments for Lazard's personnel in its applications for payment
of compensation.

Kenneth S. Ziman, Esq., Managing Director of Lazard, assures the
Court that Lazard (i) is not a creditor, equity security holder or
an insider of the Debtors and (ii) is not or was not, within two
years before the Petition Date, a director, officer, or employee of
any of the Debtors.

Lazard can be reached at:

      Judi Frost Mackey
      Managing Director, Global Communications
      Lazard Freres & Co. LLC
      30 Rockefeller Plaza
      New York, NY 10112
      Tel: (212) 632-1428
      E-mail: judi.mackey@lazard.com

The Committee's counsel can be reached at:

      Matthew S. Barr, Esq.
      Joseph H. Smolinsky, Esq.
      Ronit J. Berkovich, Esq.
      Jill Frizzley, Esq.
      Weil, Gotshal & Manges LLP
      767 Fifth Avenue
      New York, New York 10153
      Tel: (212) 310-8000
      Fax: (212) 310-8007
      E-mail: matt.barr@weil.com
              joseph.smolinsky@weil.com
              ronit.berkovich@weil.com
              jill.frizzley@weil.com

                      About SunEdison, Inc.

SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.

The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as  restructuring advisors and
Prime Clerk LLC as claims and  noticing agent.  The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and KPMG
LLP as their auditor and tax consultant.

An official committee of unsecured creditors has been appointed in
the case.  The committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.


SUNEDISON INC: Seeks to Sell Sunflower Project Interests to Novatus
-------------------------------------------------------------------
SunEdison, Inc., and certain of its affiliates seek authority from
the U.S. Bankruptcy Court to sell or transfer their interests in
the 104MW renewable energy project located in North Dakota (the
"Sunflower Project") to Novatus Project Holdings I, LLC.

According to the Debtors, the Commitment Letter they entered into
with Novatus lays the groundwork that will allow the Debtors to
preserve estate value and to deliver the critical capital needed to
complete the Sunflower Project and monetize the Sunflower Project
for the benefit of the Debtors and their estates.

Pursuant to the Commitment Letter, Novatus Holdings will, subject
to satisfaction of the conditions precedent in the PSA, purchase
the Sunflower Project for cash consideration calculated utilizing a
customary levered after-tax discounted cash flow analysis and an
outside bounded discount rate equal to 12.0%, and the Debtors
project that the sale of the Sunflower Project as proposed under
the Commitment Letter will result in approximately $23 million in
net liquidity to their estates.

However, as a condition, the Commitment Letter provides that the
Debtors and their estates will release any and all claims against
Novatus Holdings and its affiliates, including, without limitation,
Terra Nova Renewable Partners, LLC, with respect to the
transactions consummated under or contemplated by the Master
Membership Interest Purchase and Sale Agreement by and among Blue
Sky West Capital, LLC, First Wind Oakfield Portfolio, LLC, First
Wind Panhandle Holdings III, LLC, DSP Renewables, LLC, and Hancock
Renewables Holdings, LLC, and Terra Nova, the Initial Project
Sellers agreed to sell certain Projects to Terra Nova.

The Debtors tell the Court that the Releases are critical to
Novatus Holdings' ability to obtain its own capital commitments and
ultimately consummate its purchase of the Sunflower Project as a
Financed Project Sale, and specifically, Novatus Holdings has
indicated that without the Releases the investment committee of its
parent infrastructure fund will refuse to approve entry into the
PSA because of the perceived risk that the Initial Project Sales
could be subject to attack, thereby placing this portfolio at
risk.

For that reason, the Debtors further ask the Court to approve the
release of all actions against Novatus Holdings and its affiliates,
including Terra Nova Renewable Partners, LLC, solely with respect
to the transactions consummated under or the contemplated by the
MIPSA.

Counsel for Debtors and Debtors in Possession:

       Jay M. Goffman, Esq.
       J. Eric Ivester,Esq.
       SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
       Four Times Square
       New York, New York 10036-6522
       Telephone: (212) 735-3000
       Facsimile: (212) 735-2000
       Email: jay.goffman@skadden.com
              eric.ivester@skadden.com

       -- and --

       Anthony W. Clark, Esq.
       SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
       One Rodney Square
       P.O. Box 636
       Wilmington, Delaware 19899-0636
       Telephone: (302) 651-3000
       Facsimile: (302) 651-3001
       Email: anthony.clark@skadden.com

       -- and --

       James J. Mazza, Jr., Esq.
       Louis S. Chiappetta, Esq.
       SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
       155 N. Wacker Dr.
       Chicago, Illinois 60606-1720
       Telephone: (312) 407-0700
       Facsimile: (312) 407-0411
       Email: james.mazza@skadden.com
              louis.chiappetta@skadden.com

             About SunEdison, Inc.

SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.

The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rotschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors employed
PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as
their auditor and tax consultant.

An official committee of unsecured creditors has been appointed in
the case.  The committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.


TAKATA CORP: Said to Avoid Bankruptcy in Seeking Funds from Buyer
-----------------------------------------------------------------
Masatsugu Horie, Yuki Hagiwara and Ma Jie of Bloomberg News
reported that Takata Corp. has ruled out using bankruptcy as a way
of mitigating liabilities from its record air-bag recalls and is
instead seeking buyers that could take a controlling stake and
carry the company through its crisis, according to a person with
knowledge of the restructuring process.

According to the report, Lazard Ltd., Takata's financial adviser,
will meet manufacturers as well as financial firms with the aim to
find buyers by the fall, said the person, who asked not to be named
because the discussions are private.  Takata's plan is to remain
listed and maintain its core seat-belt, air-bag and steering-wheel
businesses, while selling off non-core operations, the person said,
the report related.

Any Takata suitor will be betting it can still make a return even
after resolving claims from automakers, which until now have
shouldered the vast majority of the costs of replacing air bags
tied to the auto industry's unprecedented safety crisis, the report
further related.  Recalls of the devices, which can deploy with too
much force and spray metal and plastic at passengers, are expanding
by as much as 40 million units in the U.S., after 13 fatalities
worldwide, the report said.

Avoiding bankruptcy and aiming to restructure Takata's business
while keeping it listed is positive for bond holders, Nobuhiko
Ambiru, an analyst at Mitsubishi UFJ Morgan Stanley, wrote in a
Japanese-language report, the report added.

As previously reported by the Troubled Company Reporter, citing The
Wall Street Journal, Takata hired investment bankers to seek a cash
infusion and negotiate with auto makers over the ballooning costs
it faces for rupture-prone air bags linked to 11 deaths and more
than 100 injuries world-wide.

Takata tapped Lazard to help craft a restructuring plan to help it
deal with what are expected to be billions of dollars in
liabilities stemming from the faulty air bags, a steering committee
for the Japanese company said on May 25, confirming an earlier
report from the Journal.

The steering committee, made up of business, financial and legal
experts in Japan, retained Lazard within the past month, the
report
said, citing people familiar with the matter.  Lazard's work
soliciting an investor and conversations with auto makers remains
in early stages, the report added.

Japan-based Takata Corporation (TYO:7312) --
http://www.takata.com/en/--develops, manufactures and sells   
safety products for automobiles.  The Company offers seatbelts,
airbags, steering wheels, child seats and trim parts. The Company
has subsidiaries located in Japan, the United States, Brazil,
Germany, Thailand, Philippines, Romania, Singapore, Korea, China
and other countries.


TECHNIPLAS LLC: Moody's Lowers CFR to Caa1; Outlook Stable
----------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating of Techniplas, LLC to Caa1 from B3 and its probability of
default rating (PDR) to Caa1-PD from B3-PD.  Concurrently, Moody's
downgraded to Caa2 from Caa1 the rating of the $175 million senior
secured notes issued by Techniplas, LLC and Techniplas Finance
Corp.  The outlook on all ratings is stable.

RATINGS RATIONALE

The downgrade reflects clearly weaker-than-expected performance
during 2015 that left the group with a very weak financial profile.
While Moody's acknowledges that operating performance improved
during Q1/2016 coupled with a more positive full year outlook,
Moody's nevertheless believe that it is unlikely for Techniplas to
achieve credit metrics in line with the requirements for a B3
rating, in particular its leverage trending to below 6 times
debt/EBITDA over the next few quarters.

In addition to operational issues that Moody's understands
management has largely resolved, the ratings are also constrained
by (1) the risk related to the planned turnaround of Weidplas, (2)
expected and ongoing margin pressure from the Auto OEMs, and (3)
relatively high leverage of around 7.5x expected by Moody's for FY
2016 (including Moody's adjustments) against the cyclicality of the
Auto industry as well as (4) by management's recent bond buybacks
below par that, if continued, could lead to a distressed exchange
in line with Moody's definition of default and could trigger
further negative rating action.

The Caa1 Corporate Family Rating is supported by (1) the company's
diversified revenue base generated by entities which are operated
largely independently and with a wide range of different products,
(2) long-standing customer relationships with auto OEMs and
industrial companies, (3) a clear focus on highly engineered
plastic components and systems, and (4) the expectation of
improving free cash flow generation going forward.



The company's liquidity position is considered to be tight.
Moody's expects cash outflows for the twelve months period ending
March 2017 in a range of $42-52 million, which includes capital
expenditures, working capital and working cash required to run the
business, as well as debt payments.  Moody's expects cash flow from
operations before working capital movements to remain weak, owing
to high interest payments.  Moody's understands that management
aims to further improve on working capital, which should result in
cash inflows.  This, together with access to a US$30 million
revolving credit facility (of which US$6.7 million were drawn as of
31 March 2016) should in Moody's view remain sufficient to address
outlined cash requirements.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook assigned balances the positive effects from the
Weidplas and the Newstart acquisitions and Moody's expectation of
improving free cash flow generation with the challenge to
successfully turn around Weidplas.  In addition, the financial
results for 2015 and for the first three months of 2016 were
materially impacted by a number of adverse operating effects in
particular at Weidplas and at one Techniplas production facility
which we understand are largely resolved and should not re-occur.

WHAT COULD CHANGE THE RATING UP/DOWN

Although not expected in the near term, upward rating pressure
could build if the company is able to reduce leverage sustainably
below 6.0x debt / EBITDA (around 16x as of March 2016), to improve
interest cover above 1.0x EBITA / Interest expense (-0.3x as of
March 2016) and to return to a sustainable positive free cash flow
generation.

The rating could come under pressure if the company's liquidity and
cash flow profile worsens or if management fails to stabilize and
gradually improve profitability.  Open market notes purchases could
lead to a distressed exchange in line with Moody's definition of
default and could trigger further negative rating action.

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in May 2013.



TRANSCARE CORP: Court Grants Bid to Dismiss "Pena"
--------------------------------------------------
Judge Stuart M. Bernstein of the United States Bankruptcy Court for
the Southern District of New York granted Shameeka Ien's motion to
dismiss the class action adversary proceeding no. 16-1048 and
appointed Outten & Golden as interim class counsel.

Ien, the plaintiff in class action adversary proceeding no. 16-1033
brought under the federal and New York Worker Adjustment and
Retraining Notification Acts, 29 U.S.C. sections 2101 et seq., and
New York Labor Law section 860 et seq., moved to dismiss the Pena
Proceeding, or alternatively, consolidate the Pena Proceeding with
her earlier action.  Ien also moved to appoint her counsel, Outten
& Golden LLP, as interim class counsel under Rule 23(g)(3) of the
Federal Rules of Civil Procedure, made applicable to this adversary
proceeding by Rule 7023 of the Federal Rules of Bankruptcy
Procedure.

A full-text copy of Judge Bernstein's May 23, 2016 order is
available at https://is.gd/AQMz3w from Leagle.com.

The bankruptcy case is In re: TRANSCARE CORP., et al., Chapter 7,
Debtors, Case No. 16-10407 (SMB), (Jointly Administered) (Bankr.
S.D.N.Y.).

The adversary proceedings are SHAMEEKA IEN on behalf of herself and
all Others similarly situated, Plaintiff, v. TRANSCARE CORP.,
TRANSCARE NEW YORK, INC., TRANSCARE ML, INC., TC AMBULANCE GROUP,
INC., TRANSCARE MANAGEMENT SERVICES, INC., TCBA AMBULANCE, INC., TC
BILLING AND SERVICES CORP., TRANSCARE MARYLAND, INC., TC AMBULANCE
NORTH, INC., TRANSCARE HARFORD COUNTY, INC., LYNN TILTON, ARK CLO
2001-1 LIMITED, ARK INVESTMENT PARTNERS II, L.P., PATRIARCH
PARTNERS, LLC, and PATRIARCH PARTNERS III, LLC, Defendants. JOSEPH
PENA, MICHELLE ESCOBAR, and MERCEDES TAVAREZ, on behalf of
themselves and others similarly, Plaintiffs, v. TRANSCARE CORP.,
TRANSCARE NEW YORK, INC., TRANSCARE ML, INC., TC AMBULANCE GROUP,
INC., TRANSCARE MANAGEMENT SERVICES, INC., TCBA AMBULANCE, INC., TC
BILLING AND SERVICES CORP., TRANSCARE MARYLAND INC., TC AMBULANCE
NORTH, INC., TRANSCARE HARFORD COUNTY, INC., PATRIARCH PARTNERS,
LLC, PATRIARCH PARTNERS III, LLC, ARK CLO 2001-1 LIMITED, ARK
INVESTMENT PARTNERS II, L.P., and ARK INVESTMENT GP II, LLC,
Defendants, Adv. Proc. Nos. 16-1033, 16-1048 (Bankr. S.D.N.Y.).

Shameeka Ien, on behalf of herself and all others similarly
situated is represented by:

          Jack A. Raisner, Esq.
          Rene S. Roupinian, Esq.
          OUTTEN & GOLDEN, LLP
          3 Park Avenue, 29th Floor
          New York, NY 10016
          Tel: (212)245-1000
          Email: jar@outtengolden.com
                 rsr@outtengolden.com

Lynn Tilton is represented by:

          Irena M. Goldstein, Esq.
          Kathleen M. McKenna, Esq.
          PROSKAUER, ROSE LLP
          Eleven Times Square
          (Eight Avenue & 41st Street)
          New York, NY 10036-8299
          Tel: (212)969-3000
          Fax: (212)969-2900
          Email: igoldstein@proskauer.com
                 kmckenna@proskauer.com

Salvatore LaMonica, as Chapter 7 Trustee, is represented by:

          Holly R. Holecek, Esq.
          LAMONICA HERBST & MANISCALCO, LLP
          3305 Jerusalem Avenue
          Wantagh, NY 11793
          Tel: (516)826-6500
          Fax: (516)826-0222


TRINITY RIVER: BP Reserves Right to Object to Proposed Cash Use
---------------------------------------------------------------
America Production Company filed with the U.S. Bankruptcy Court for
the Western District of Texas its reservation of rights as to
Trinity River Resources, LP's emergency motion for authority to use
cash collateral of existing secured lenders and granting adequate
protection for use thereof.

BP states that it has been informed by the Debtor's counsel that
the Motion will be continued as to a final hearing and that the
parties will be submitting a second interim order.  BP says that it
understands that any objection deadline is continued and intends to
address any concerns as to the Motion and final order with the
Debtor, and reserves any and all rights to object to the final
order on the Motion.

BP, Border to Border Exploration LLC, BBX Operating LLC and the
Debtor are parties to a development agreement dated effective as of
December 1, 2013, and amended effective March 1, 2015, by which BP
granted to Border to Border Exploration LLC, BBX Operating LLC and
the Debtor certain rights to conduct the drilling and operation of
oil and gas wells and to shoot seismic surveys on certain mineral
interests owned by BP, all as more particularly set forth in the
Development Agreement.

The Development Agreement included, among other features, the
establishment of a BP Drilling Account into which Seismic Permit
Fees and Lease Bonuses owed to BP under the Development Agreement
were to be deposited by January 30, 2014.  The BP Drilling Account
is property of BP.  BP believes that on January 30, 2014, the BBX
Parties deposited $1,302,622 into the BP Drilling Account.

BP is addressing the status of the BP Drilling Account with the
Debtor and other parties and the impact of the Motion on same.  BP
fully reserves all rights as to the Motion, the BP Drilling
Account, the funds therein and any other claim it may assert in
this case.  BP further fully reserves its rights as against any
third parties, including without limitation Border to Border
Exploration LLC and BBX Operating LLC.

BP is represented by:

          C. Davin Boldissar, Esq.
          Bradley C. Knapp, Esq.
          LOCKE LORD LLP
          601 Poydras St., Suite 2660
          New Orleans, LA 70130
          Telephone: (504) 558-5100
          Facsimile: (504) 558-5200
          E-mail: dboldissar@lockelord.com
                  bknapp@lockelord.com

                       About Trinity River

Trinity River Resources, LP was established in 2010 as an oil and
gas exploration and production company with a focus on East Texas
non-operated working interests.  Specifically, the Debtor owns
approximately 63,000 net acres in the established Woodbine sands
and Austin Chalk formations throughout Polk, Tyler, and Jasper
counties.

The Debtor's current net production is approximately 3,000 boe/d
comprised of 43.5% oil and 56.5% rich gas from approximately 164
wells (27 vertical Woodbine wells and 137 horizontal Austin Chalk
wells).  The Debtor's working interests are primarily operated by
its non-debtor affiliate BBX Operating, LLC.

Trinity River filed a Chapter 11 bankruptcy petition (Bankr. W.D.
Tex. Case No. 16-10472) on April 21, 2016.  The petition was signed
by Matthew J. Telfer as manager of Trinity River Resources, GP,
LLC.  The Debtor estimated assets in the range of $50 million to
$100 million and liabilities of up to $500 million.

The Debtor has hired Bracewell LLP as counsel, Bridgepoint
Consulting, LLC as financial advisor and Scotiabank as investment
banker.

Judge Tony M. Davis is assigned to the case.


TRUMP ENTERTAINMENT: Supreme Court Will Not Rule on Union Contracts
-------------------------------------------------------------------
Bill Rochelle, in his Daily Wire column for the American Bankruptcy
Institute, wrote that the Supreme Court will not be deciding
whether bankruptcy courts retain power to reject labor contracts
after they have expired by their own terms.

According to Mr. Rochelle, in Hostess Brands Inc., Bankruptcy Judge
Robert Drain from White Plains, New York, held in 2012 that the
power to terminate a collective bargaining agreement ends when the
contract expires, even though labor law requires the company to
abide by the expired contract until the National Labor Relations
Board declares impasse in negotiations. Judge Drain relied on the
language of Section 1113.

Focusing instead on the purpose of the statute, the Third Circuit
held to the contrary in January and found power to reject an
expired union contract in the reorganization of Trump Entertainment
Resorts Inc., Mr. Rochelle related.  The union filed a petition for
certiorari that the Supreme Court denied on May 31, likely because
the Third Circuit was the first court of appeals to decide the
issue, Mr. Rochelle recalled.

The Third Circuit’s Trump Entertainment opinion resulted from an
October 2014 decision by Bankruptcy Judge Kevin Gross of
Wilmington, Del., who sided with the casino operator and held there
was power to reduce wages or benefits in expired contracts, Mr.
Rochelle said.  Judge Gross allowed a direct appeal to the circuit.
Donald Trump was not involved in ownership of Trump Entertainment
Resorts Inc., Mr. Rochelle added.

The certiorari petition was Unite Here Local 54 v. Trump
Entertainment Resorts Inc., 15-1286 (Sup. Ct. May 31, 2016).

                   About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and    


operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 protection on Feb. 17, 2009
(Bankr. D. N.J. Lead Case No. 09-13654).  The Company tapped
Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as
lead counsel, and Weil Gotshal & Manges as co-counsel.  Ernst &
Young LLP served as the Company's auditor and accountant and
Lazard Freres & Co. LLC was the financial advisor.  Garden City
Group was the claims agent.  The Company disclosed assets of
$2,055,555,000 and debts of $1,737,726,000 as of Dec. 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels obtained the Court's confirmation
of its Chapter 11 plan on April 5, 2005, and in May 2005, it
exited from bankruptcy under the name Trump Entertainment Resorts
Inc.

                           *     *     *

The Troubled Company Reporter, on March 19, 2015, reported that
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware confirmed Trump Entertainment Resorts, Inc., et al.'s
Third Amended Joint Plan of Reorganization and Disclosure
Statement
pursuant to Section 1129 of the Bankruptcy Code.

The Debtors filed on January 5, 2015, the Plan and accompanying
Disclosure Statement to, among other things, provide that holders
of General Unsecured Claims will receive Distribution Trust
Interests, which will include $1 million in cash and the proceeds,
if any, of certain avoidance actions.  Under the revised plan,
holders of general unsecured claims are estimated to recover 0.47%
to 0.43% of their total allowed claim amount.  The Amended Plan
also includes language reflecting the recently-approved $20
million loan from Carl Icahn.


TRUMP ENTERTAINMENT: Supreme Court Won't Hear Union Appeal
----------------------------------------------------------
Jonathan Randles, writing for Bankruptcy Law360, reported that the
U.S. Supreme Court has declined to hear an appeal by Unite Here
Local 54 challenging a decision by Trump Entertainment Resorts to
shed employee expenses through its Chapter 11 restructuring by
rejecting the continuing terms and conditions of an expired
collective bargaining agreement.  The Supreme Court denied the
Union's petition for writ of certiorari, which had sought to
overturn a January ruling by the Third Circuit.

In a separate article, Mr. Randles said the Supreme Court's refusal
adds to a recent string of setbacks for organized labor and raises
the prospect that other companies will become more inclined to
attack collective bargaining agreements in bankruptcy.  The high
court's denial lets stand lower court rulings that allow Trump
Entertainment to end benefits for more than 1,000 employees of the
Trump Taj Mahal.

                   About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and    


operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 protection on Feb. 17, 2009
(Bankr. D. N.J. Lead Case No. 09-13654).  The Company tapped
Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as
lead counsel, and Weil Gotshal & Manges as co-counsel.  Ernst &
Young LLP served as the Company's auditor and accountant and
Lazard Freres & Co. LLC was the financial advisor.  Garden City
Group was the claims agent.  The Company disclosed assets of
$2,055,555,000 and debts of $1,737,726,000 as of Dec. 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels obtained the Court's confirmation
of its Chapter 11 plan on April 5, 2005, and in May 2005, it
exited from bankruptcy under the name Trump Entertainment Resorts
Inc.

                           *     *     *

The Troubled Company Reporter, on March 19, 2015, reported that
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware confirmed Trump Entertainment Resorts, Inc., et al.'s
Third Amended Joint Plan of Reorganization and Disclosure
Statement
pursuant to Section 1129 of the Bankruptcy Code.

The Debtors filed on January 5, 2015, the Plan and accompanying
Disclosure Statement to, among other things, provide that holders
of General Unsecured Claims will receive Distribution Trust
Interests, which will include $1 million in cash and the proceeds,
if any, of certain avoidance actions.  Under the revised plan,
holders of general unsecured claims are estimated to recover 0.47%
to 0.43% of their total allowed claim amount.  The Amended Plan
also includes language reflecting the recently-approved $20
million loan from Carl Icahn.


TWENTYEIGHTY INC: Moody's Lowers CFR to Caa3, Outlook Negative
--------------------------------------------------------------
Moody's Investors Service downgraded TwentyEighty, Inc.'s Corporate
Family Rating to Caa3 from B3 and its Probability of Default Rating
(PDR) to Caa3-PD from B3-PD.  Concurrently, Moody's also downgraded
the ratings on the company's first lien credit facility to Caa2
from B2.  The ratings outlook is negative.

The downgrade reflects TwentyEighty's weak operating performance,
deteriorating liquidity and heightened probability of a debt
restructuring.  Moody's views the company's highly leveraged
capital structure as unsustainable over the intermediate term and
anticipates that it will have to be addressed, creating elevated
default risk.  Given these concerns, Moody's also believes that the
company has limited financial flexibility to execute a meaningful
operational turnaround in the context of continued EBITDA declines,
execution challenges in integrating past acquisitions and Moody's
expectation for negative free cash flow generation over the next
12-18 months.

Moody's is also concerned about the company's ability to obtain a
waiver from its lenders following certain technical defaults under
its loan agreement.  TwentyEighty is currently operating in default
because it failed to achieve certain financial maintenance
covenants and is likely to need a waiver or amendment.  It remains
uncertain whether the company will obtain a permanent waiver and/or
amendment under its loan agreement, with terms and condition that
will alleviate the operational and financial strains.

Moody's took these rating actions on TwentyEighty, Inc.:

   -- Corporate Family Rating, downgraded to Caa3 from B3

   -- Probability of Default Rating, downgraded to Caa3-PD from
      B3-PD

   -- $40 million senior secured first lien revolving credit
      facility due 2018, downgraded to Caa2 (LGD3) from B2 (LGD3)

   -- $223 million senior secured first lien term loan B due 2019,

      downgraded to Caa2 (LGD3) from B2 (LGD3)

   -- $136 million senior secured first lien term loan B due 2019,

      downgraded to Caa2 (LGD3) from B2 (LGD3)

   -- Negative outlook

                        RATINGS RATIONALE

The Caa3 CFR reflects the heightened probability of near-term debt
restructuring, weak operating performance, a deteriorating
liquidity profile, execution challenges in integrating the 2013
acquisition of Informa, as well as Moody's expectation that a
material near-term reversal in the negative trends is unlikely.
Moody's expects earnings to decline further in 2016, which will
lead to increased debt leverage and a potentially unsustainable
capital structure.  The ratings are supported by TwentyEighty's
market position in the highly fragmented and competitive for-profit
sales, leadership, strategy execution and credit training industry,
good EBITDA margins, a portfolio of well-known brands and favorable
fundamentals for the global sales training and leadership markets.

The negative outlook reflects Moody's expectation that operating
performance will continue to weaken over the next 12 months and
that free cash flow will remain negative.  The outlook also
addresses Moody's concern that recovery prospects could weaken if
operating performance does not improve.

TwentyEighty's ratings could be downgraded if (1) probability of
default increases; (2) its liquidity further deteriorates; (3) the
company is unable to make meaningful progress with its lenders; or
(4) Moody's recovery expectations for debt holders further worsen.

Given the continued deterioration in operating performance and
capital structure concerns, an upgrade of ratings is unlikely over
the near term.  However, we would consider an upgrade if the
company can maintain at least an adequate liquidity profile,
demonstrate sustained growth in revenue and earnings and reduce
total debt-to-EBITDA leverage meaningfully.

Privately held by Providence Equity Partners, TwentyEighty provides
sales, leadership and project management training, as well as
credit analysis instruction to corporate customers.  The company
generated revenues for the twelve months ended September 30, 2015
of approximately $286 million.

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


TWIN RINKS: Compliance with Order Approving Asset Sale Sought
-------------------------------------------------------------
The Gulls Amateur Hockey Association asks the U.S. Bankruptcy Court
for the Eastern District of New York to compel Twin Rinks
Acquisition LLC to comply with the Court's order dated September
24, 2015, approving sale of assets of Twin Rinks at Eisenhower,
LLC, free and clear of all claims, liens and encumbrances.

The Gulls -- a not-for-profit organization that has been providing
youth hockey instruction on Long Island for more than 40 years --
urgently needs the Court's assistance.  The Gulls is a party to a
License Agreement assumed by TR Acquisition pursuant to that
certain Asset Purchase Agreement dated August 24, 2015, between
Twin Rinks Acquisition Company LLC and the Debtor, Twin Rinks at
Eisenhower, LLC, approved by the Court's Sale Order.  The Court
approved the APA, which includes assumption of the License
Agreement, based in part upon representations that the facility
would remain available for continued use by Long Island youth.

TR Acquisition, in blatant violation of a License Agreement that it
assumed pursuant to the Sale Order, is not meeting its contractual
obligation to provide the Gulls with ice time for the upcoming
hockey season, the Gulls tells the Court.  The Gulls alleges that
last season the Gulls had more than 51 hours of weekly ice time.

The Gulls alleges that for this season -- despite four years
remaining under the License Agreement -- TR Acquisition is refusing
to provide any ice time.  The Gulls says TR Acquisition's breach
already has cost two of the 15 teams that it expected to field and
$127,000 in revenue.

The Court cannot permit TR Acquisition and, the New York Islanders,
to blatantly ignore its Sale Order by refusing to honor contractual
obligations that they expressly assumed, the Gulls points out.

Hence, the Gulls asks the Court to enter an order compelling TR
Acquisition to comply with the License Agreement that it assumed
pursuant to the Sale Order by providing the Gulls with a schedule
of ice time that is substantially similar in both quantity and
quality to the schedule in the License Agreement.

                     TR Acquisition Objects

TR Acquisition says that the dispute arose after the closing of the
sale and after confirmation of the Debtor's plan of liquidation.
TR Acquisition contends that the Bankruptcy Court lacks
jurisdiction over the dispute because its outcome has no bearing on
implementation of the Confirmed Plan, and the relief sought will
not affect creditor recoveries.

John P. McEntee, Esq., at Farrell Fritz, in New York City --
jmcentee@farrellfritz.com -- contends that the Motion to Compel is
an effort to circumvent the dispute resolution procedure in the
License Agreement, which provides that any unresolved disputes
under the Agreement "shall be submitted to binding arbitration in
accordance with the rules and procedures of the American
Arbitration Association in effect at the time of the submission."

The Motion to Compel, which seeks a mandatory preliminary and
permanent injunction under the guise of a motion to compel, fails
because the Gulls have not alleged or established the elements of a
mandatory preliminary injunction and because an injunction may be
obtained only by adversary proceeding, Mr. McEntee asserts.

The Motion to Compel is meritless, for TR Acquisition has not
breached the License Agreement, Mr. McEntee contends.  He argues
that the period in the License Agreement for which the Gulls were
allotted specific time slots for rink usage expired in March 2016.

While the License Agreement does not require TR Acquisition to
offer any specific time slots or amount of ice time after March
2016, TR Acquisition offered substantial dedicated ice time to the
Gulls, Mr. McEntee says.  He insists that although the Gulls may
find the time slots offered to date to be unacceptable, this
current lack of agreement on ice time does not mean TR Acquisition
has breached the License Agreement.

The Gulls Amateur Hockey Association is represented by:

          John Westerman, Esq.
          Philip J. Campisi, Jr., Esq.
          Jeffrey M. Greilsheimer, Esq.
          WESTERMAN BALL EDERER MILLER ZUCKER & SHARFSTEIN, LLP
          1201 RXR Plaza
          Uniondale, NY 11556
          Telephone: (516) 622-9200
          Facsimile: (516) 622-0679
          E-mail: jwesterman@westermanllp.com
                  pcampisi@westermanllp.com
                  jgreilsheimer@westermanllp.com

TR Acquisition is represented by:

          John P. McEntee, Esq.
          Patrick Collins, Esq.
          Veronique A. Urban, Esq.
          FARRELL FRITZ
          1320 RXR Plaza
          Uniondale, NY 11556-1320
          Telephone: (516) 227-0700
          E-mail: jmcentee@farrellfritz.com
                  pcollins@farrellfritz.com
                  vurban@farrellfritz.com

                        About Twin Rinks

Twin Rinks At Eisenhower, LLC, an East Meadow, New York-based ice
skating rink operator and entertainment business, sought Chapter 11
bankruptcy protection (Bankr. E.D.N.Y. Case No. 15 72466) on June
8, 2015, with plans to sell its business and its assets as a going
concern.

The Debtor disclosed $52.4 million in assets and $55.2 million in
debt as of May 25, 2015.

The Debtor tapped Jones & Schwartz, P.C., as counsel, and Greenspan
Associates, CPAs, as accountants.


UNIQUE RECYCLING: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Unique Recycling Corporation of California
        P.O. Box 360
        Sonoma, CA 95476

Case No.: 16-10476

Chapter 11 Petition Date: May 31, 2016

Court: United States Bankruptcy Court
       Northern District of California (Santa Rosa)

Judge: Hon. Alan Jaroslovsky

Debtor's Counsel: Michael C. Fallon, Esq.
                  Fallon & Fallon
                  100 E St. #219
                  Santa Rosa, CA 95404
                  Tel: (707) 546-6770
                  E-mail: mcfallon@fallonlaw.net

Total Assets: $580,064

Total Liabilities: $1.42 million

The petition was signed by Tommy DeHennis, vice president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/canb16-10476.pdf


VALEANT PHARMACEUTICALS: Former CEO to Get $9-Mil. Severance
------------------------------------------------------------
Katie Thomas, writing for The New York Times' DealBook, reported
that J. Michael Pearson, the former chief executive of Valeant
Pharmaceuticals International who departed in early May during a
series of investigations into the company's business practices,
will receive a $9 million severance payment and continue working as
a consultant through 2017, Valeant said on May 31.

According to the report, the company, as well as a major investor,
William A. Ackman, have taken steps to distance themselves from Mr.
Pearson and signal that the company was making a fresh start.  But
under the agreement, Mr. Pearson will also receive more than
$83,000 a month through the end of this year and $15,000 monthly in
2017, plus expenses and health insurance benefits, to help the
company make the transition to a new chief executive and handle the
host of legal investigations, the report related.

He will also be eligible for bonuses tied to the company's
performance in 2016 before May 2, when he left the company, the
report said.

In recent months, Valeant shook up its board and added a new chief
executive, Joseph C. Papa, the report further related.  Mr. Ackman,
whose firm Pershing Square Capital Management is a major investor,
took a seat on the board and pledged that he would steer the
company away from its reliance on the drastic price increases that
once drove profits but drew outrage from patients, doctors and
members of Congress, the report added.

                           About Valeant

Valeant Pharmaceuticals International, Inc. (NYSE/TSX:VRX) --
http://www.valeant.com/-- is a multinational specialty  
pharmaceutical company that develops, manufactures and markets a
broad range of pharmaceutical products primarily in the areas of
dermatology, gastrointestinal disorder, eye health, neurology and
branded generics.

Valeant reported a net loss attributable to the Company of $291.7
million on $10.44 billion of revenues for the year ended Dec. 31,
2015, compared to net income attributable to the Company of $880.7
million on $8.20 billion of revenues for the year ended Dec. 31,
2014.  As of Dec. 31, 2015, Valeant had $48.96 billion in total
assets, $42.93 billion in total liabilities and $6.02 billion in
total equity.

                             *    *     *

Valeant carries a 'B2' Corporate Family Rating from Moody's
Investors Service.

As reported by the TCR on April 19, 2016, Standard & Poor's
Ratings Services said that it has lowered its corporate credit
ratings on Valeant Pharmaceuticals International Inc. to 'B' from
'B+' and placed both the corporate credit rating and the
issue-level ratings on CreditWatch with developing implications.


VALITAS HEALTH: S&P Affirms 'CCC' CCR, Off CreditWatch Negative
---------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC' corporate credit rating on
outsourced correctional facility operator Valitas Inc. and removed
the rating from CreditWatch, where it was placed with negative
implications on Oct. 8, 2015.  The rating outlook is negative.

At the same time, S&P affirmed its 'CCC' issue-level rating on
Valitas' senior secured credit facility, consisting of a $45
million revolver (downsized from $75 million) and a $285 million
term loan, and removed the rating from CreditWatch. The recovery
rating on this debt remains '3', indicating S&P's expectation for
meaningful (50%-70%, at the high end of the range) recovery in the
event of payment default.

"Our rating action on Valitas follows several quarters of
deteriorating operating performance, characterized by lower
revenues following two contract exits and modest cost inflation
that has led to margin erosion," said S&P Global Ratings credit
analyst Shannan Murphy.  The company's underperformance also
resulted in a covenant breach following delivery of the September
2015 financial statements.  The company successfully executed an
amendment in April 2016 that re-set financial covenant levels and
restored access to the revolver.  While S&P now believes liquidity
is sufficient to fund operations over the near term, in part
reflecting higher balance sheet cash following an equity infusion,
S&P continues to believe that Valitas will be challenged to grow
EBITDA to a level where it can comfortably cover interest expense
and capital expenditures.  For this reason, S&P believes it will be
difficult for the company to refinance its revolver and term loan
prior to their respective March and June 2017 maturity dates.

S&P's negative rating outlook on Valitas reflects S&P's view that
the company's capital structure is not sustainable over the long
term, and the company will be challenged to refinance its revolving
credit facility and term loan (maturing in March 2017 and June
2017, respectively) given its very high leverage and persistent
cash flow deficits.

S&P could lower the rating to 'CCC-' if the company does not
successfully complete a capital structure refinancing by September,
as S&P would likely then conclude that the risk of a default within
the next six months is elevated.  S&P could also lower its rating
by one or more notches if it concludes a default, including a
distressed exchange offer, is unavoidable, either as a result of
deteriorating operating performance or tightening liquidity.

S&P could consider a higher rating if the company is able to
refinance its capital structure.  To the extent that S&P believes
that the company will be able to generate at least breakeven cash
flow and maintain access to sufficient liquidity, an upgrade of up
to two notches (to 'B-') could be considered.


VENCORE INC: S&P Affirms 'B' Corp. Credit Rating, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Virginia-based Vencore Inc.  The outlook is stable.

At the same time, S&P affirmed its 'B+' issue-level rating on the
company's $524 million first-lien term loan.  The recovery rating
is unchanged at '2', indicating S&P's expectation for substantial
(70% to 90%; at the lower end of the range) recovery of principal
in the event of a default.  In addition, S&P reaffirmed the 'CCC+'
issue-level rating on the company's $270 million second-lien term
loan.  The recovery rating is unchanged at '6', indicating S&P's
expectation for negligible (0% to 10%) recovery in the event of a
payment default.

"The stable outlook reflects pro forma leverage of 7.3x for the
transaction and our view that increased spending by the Department
of Defense and Intelligence Agencies will result in good organic
revenue growth and modest deleveraging over the next 12 months,"
said S&P Global Ratings credit analyst Sylvester Malapas.


VERTELLUS SPECIALTIES: Bankruptcy Court Approves First Day Motions
------------------------------------------------------------------
Vertellus Specialties Inc. ("Vertellus" or "the Company"), a global
manufacturer of fine and specialty chemicals, on June 1 disclosed
that the U.S. Bankruptcy Court for the District of Delaware has
approved all of the First Day Motions related to its voluntary
Chapter 11 process initiated May 31, 2016.

These approvals will allow Vertellus to operate its business as
usual with full authority to:

   -- Access $110 million in new debtor-in-possession financing
from its existing term loan lenders, which combined with normal
operating cash flow, will allow the Company to maintain its normal
course operations and meet its ongoing financial commitments
throughout the sale process.

   -- Pay employees as usual, reimburse approved business expenses,
and continue existing medical benefits, vacation time, sick leave
and holidays, and 401(k) match programs without interruption.

   -- Maintain customer programs and sales incentives.

"[Wednes]day's hearing is an important step in the Chapter 11
process, which will ensure we are able to uphold our commitments to
our employees, customers and suppliers as we move forward to become
a stronger company," said Rich Preziotti, President & CEO of
Vertellus.  "We appreciate the Court's careful consideration of our
proposals as well as the ongoing support of our lenders, and look
forward to efficiently completing this process as an even stronger
employer, innovator and business partner."

Vertellus previously announced May 31, 2016, that it had reached an
agreement through which its existing term loan lenders would
purchase substantially all of Vertellus Specialties Inc.'s U.S. and
international assets.  This agreement would provide long-term
financial stability and allow the Company to implement its
go-forward business strategy under new ownership.

To achieve its financial objectives and facilitate the sale,
Vertellus Specialties Inc., its corporate parent Vertellus
Specialties Holding Corp., and its U.S.-based subsidiaries filed
voluntary Chapter 11 petitions in the United States Bankruptcy
Court for the District of Delaware.  The filings do not include
Vertellus Specialties Inc.'s international entities in Belgium, the
U.K., India and China, although these entities are included in the
sale process.

Additional information can be found at www.VSRestructuring.com

Vertellus is advised in this transaction by DLA Piper, Jefferies
and FTI Consulting.  The lenders are advised in this transaction by
Milbank, Tweed and Moelis & Company.

                       About Vertellus

Vertellus is a global specialty chemicals company focused on the
manufacture of ingredients used in pharmaceuticals, personal care,
nutrition, agriculture, and a host of other market areas affected
by trends favoring "green" technologies and chemistries.  Vertellus
is the #1 global producer of pyridine and picolines, specialty
pyridine derivatives, DEET, castor oil derivatives and systems, and
a world leader in vitamin B3, citrate polymer additives and systems
as well as a leader in custom manufacturing of agriculture and
pharma intermediates and actives.  Vertellus benefits from a
technically advanced global manufacturing base and has over 1,000
employees.  Vertellus is headquartered in Indianapolis, Indiana.


VERTELLUS SPECIALTIES: Files Chapter 11 to Facilitate Sale
----------------------------------------------------------
Vertellus Specialties Inc., a global manufacturer of fine and
specialty chemicals, on May 31 disclosed that it has reached an
agreement through which its existing term loan lenders would
purchase substantially all of Vertellus Specialties Inc.'s U.S. and
international assets for $453.8 million.  This agreement would
provide long-term financial stability, allow the Company to
maintain production at the highest standards for quality, safety
and environmental responsibility, and give Vertellus Specialties
Inc. the opportunity to implement its go-forward business strategy
under the leadership of its existing management team.

To achieve its financial objectives and facilitate the sale,
Vertellus Specialties Inc., its corporate parent Vertellus
Specialties Holding Corp., and its U.S.-based subsidiaries filed
voluntary Chapter 11 petitions in the United States Bankruptcy
Court for the District of Delaware.  The filings do not include
Vertellus Specialties Inc.'s international entities in Belgium, the
U.K., India and China, although these entities are included in the
sale process.

The Chapter 11 case also does not include Elma, Washington-based
Vertellus Performance Chemicals, the legal entity containing the
Company's sodium borohydride (SBH) business, which has separate
financing agreements in place.  Vertellus Performance Chemicals is
not included in the agreement with lenders and will remain under
the ownership of Wind Point Partners.

"After evaluating a range of options to address the competitive and
macroeconomic challenges facing our Agriculture and Nutrition
business and the corresponding impact on our Company's overall
financial performance, it became clear that a sale of the Company
through the Chapter 11 process was the best, most efficient means
of creating a sustainable financial structure for our Company,"
said
Richard Preziotti, President and Chief Executive Officer.  "We
believe this is a positive outcome for our business, as well as our
employees, customers and suppliers, because it allows us to
significantly reduce our debt, realize the full benefits of the
operational improvements we have already made and position our
Company for future growth."

Vertellus intends to continue normal operations in all of its
plants and corporate offices throughout this process, ensuring its
continued ability to fulfill customer orders as usual.  To this
end, the Company has secured a commitment from its existing lenders
for $110 million of new debtor-in-possession financing to ensure
continuity through the sale process.  The Company also has filed
motions on behalf of the U.S. businesses included in the Chapter 11
case that, once approved by the Bankruptcy Court, will allow these
businesses to continue employee wages, medical benefits and other
programs without interruption and to pay suppliers on a timely
basis for all goods and services delivered on or after May 31,
2016.  These motions are typical of the Chapter 11 process and are
generally heard in the first days of the case.

Vertellus Specialties Inc.'s agreement with lenders serves as the
"stalking horse" in this sale process under section 363 of the U.S.
Bankruptcy Code through which Vertellus Specialties Inc. will
evaluate any competing bids that may be submitted to ensure it
receives the highest and best offer for its assets.

The Company expects to complete the sale process within the next
three to four months and to be well positioned to more effectively
compete -- and succeed -- in all parts of its business at the
conclusion of the process.

Vertellus is advised in this transaction by DLA Piper, Jefferies
and FTI Consulting.  The lenders are advised in this transaction by
Milbank, Tweed and Moelis & Company.

                          About Vertellus

Vertellus -- http://www.VSRestructuring.com/-- is a global
specialty chemicals company focused on the manufacture of
ingredients used in pharmaceuticals, personal care, nutrition,
agriculture, and a host of other market areas affected by trends
favoring "green" technologies and chemistries.  Vertellus is the #1
global producer of pyridine and picolines, specialty pyridine
derivatives, DEET, castor oil derivatives and systems, and a world
leader in vitamin B3, citrate polymer additives and systems as well
as a leader in custom manufacturing of agriculture and pharma
intermediates and actives.  Vertellus benefits from a technically
advanced global manufacturing base and has over 1,000 employees.
Vertellus is headquartered in Indianapolis, Indiana.


VIASAT INC: Moody's Affirms B1 CFR & PDR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service affirmed ViaSat, Inc.'s corporate family
and probability of default ratings at B1 and B1-PD, respectively
and, as a part of the same rating action, downgraded the company's
senior unsecured notes rating to B3 from B2.  Moody's also affirmed
ViaSat's speculative grade liquidity rating at SGL-3 (adequate
liquidity), and maintained the stable ratings outlook.

The rating actions were prompted by recent disclosures of planned
significant capital expenditures as well as a sizeable increase to
ViaSat's senior secured revolving credit facility (not rated), to
$800 million from $500 million.  Moody's expects ViaSat to be cash
flow negative over the next two years but, with the increase in the
senior secured revolving credit facility's limit, the agency's
estimated $75 million to $100 million annual cash flow shortfall is
funded.  Additionally, because of continued EBITDA expansion
especially in calendar 2017 after ViaSat-2 is launched, Moody's
expects leverage of Debt/EBITDA to be maintained in a
2.75x-to-3.25x range.  The combination of pre-arranged funding for
cash flow shortfalls along with moderate leverage facilitated the
ratings affirmations.

However, the upsized revolving credit facility limit, despite a
simultaneously announced but smaller decrease to ViaSat's senior
secured Export-Import Bank of the United States (EXIM) credit
facility (not rated; to $387 million from $525 million), was
interpreted by Moody's as signaling a permanent increase in the
amount of debt ranking senior to the company's senior unsecured
notes and, with the B1 CFR remaining unchanged, caused the senior
unsecured notes downgrade.

This summarizes ViaSat's ratings and the actions:

Rating and Outlook Actions:

Issuer: ViaSat, Inc.

  Corporate Family Rating, Affirmed at B1

  Probability of Default Rating, Affirmed at B1-PD

  Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD5)

   from B2 (LGD5)

  Speculative Grade Liquidity Rating, Affirmed at SGL-3

  Outlook, Maintained at Stable

                         RATINGS RATIONALE

ViaSat's B1 corporate family rating is primarily driven by
expectations of continuing free cash flow shortfalls as the company
builds and launches additional satellite capacity, along with
expectations of modest, 2.75x-to-3.0x, leverage of Debt/EBITDA.
While the cash flow self-sustainability of the company's
satellite-based internet business is yet to be substantiated and
ViaSat is, for the foreseeable future, dependent on debt financing
to fund is capital expenditure initiatives, continued technological
advances should facilitate market share gains and, in turn, revenue
and EBITDA expansion.  ViaSat has solid liquidity and the company's
cash flow is supplemented by its legacy government and commercial
systems businesses.

ViaSat's SGL-3 speculative grade liquidity rating (indicating
adequate liquidity arrangements) depends explicitly in the company'
relatively large, $800 million, revolving credit facility
(committed through May 2021; ~180 million outstanding at 31Mar16),
because the company is cash flow negative by about $75 million to
$100 million per year.  Financial covenant compliance is not
expected to limit access to the facility.

Rating Outlook

The stable outlook is based on Moody's expectations that ViaSat has
pre-funded its cash flow deficit and that leverage of Debt/EBITDA
will not exceed 3.0x (2.9x at March 31, 2016).

What Could Change the Rating - Up

  TD/EBITDA approaching or below 2.0x on a sustained basis (2.9x
   at March 31, 2016)

  FCF/Debt to be comfortably positive on a sustained basis (-7.2%
   at March 31, 2016)

  This is unlikely until ViaSat-3 is generating meaningful cash
   flow sometime after 2017

What Could Change the Rating - Down

  A combination of weak technical/financial returns for the
   company's satellite internet business
  Softness in legacy businesses

  Sustained negative FCF/Debt (-7.2% at 31Mar16)

  TD/EBITDA approaching or exceeding 3.5x on a sustained basis
   (2.9x at March 31, 2016)

Company Profile

Headquartered in Carlsbad, California, ViaSat, Inc. operates a
consumer satellite broadband internet business and is a leading
manufacturer of satellite and related communications/networking
systems for government and commercial customers.  LTM revenues are
approximately $1.4 billion and annual (Moody's adjusted) EBITDA
is ~$388 million.  Government systems generate 44% of revenue,
while the Satellite Services (broadband internet) and Commercial
Networks generate 41% and 15%, respectively.

The principal methodology used in these ratings was Global
Communications Infrastructure Rating Methodology published in June
2011.


WELLESLEY K. CLAYTON: Court Denies Bid to Reopen Ch. 11 Case
------------------------------------------------------------
Judge Robert J. Conrad, Jr., of the United States District Court
for the Western District of North Carolina, Charlotte Division,
denied Wellesley K. Clayton's Motion to Reconsider Re-opening of
Chapter 11 and Quash Service and Vacate Default

Appellant Wellesley K. Clayton filed his Notice of Appeal from an
order entered in Bankruptcy Case number 15-30573 on January 7, 2016
seeking review of an order entered on December 18, 2015, in
Appellant's bankruptcy case. The Court found that Appellant failed
to file his appeal within the statutory time period allowed
therefore, the Court lacked jurisdiction to review the Bankruptcy
Court's order, and Appellant's appeal was dismissed on January 20,
2016.

The Court has already determined that it lacks jurisdiction to hear
this appeal. Accordingly, the Court finds that Appellant has failed
to present any meritorious defense or exceptional circumstances.
Therefore, Appellant has not made the requisite showing that he is
entitled to relief pursuant to Rule 60(b), and his Motion must be
denied.

A full-text copy of the Order dated May 20, 2016 is available at
https://is.gd/rkcjfr from Leagle.com.

The appeals case is WELLESLEY K. CLAYTON, Appellant, v. M&T BANK,
Appellee, No. 3:16-cv-00018-RJC (W.D.N.C.), relating to In re:
WELLESLEY K. CLAYTON, Debtor.

Wellesley K. Clayton, Appellant, Pro Se.

M&T Bank, Appellee, is represented by William F. Kirk, Esq. --
william.kirk@hutchenslawfirm.com -- Hutchens, Senter, Kellam &
Pettit, P.A..


WEST CORP: S&P Affirms 'BB-' CCR on Proposed Debt Financing
-----------------------------------------------------------
S&P Global Ratings said it has affirmed its 'BB-' corporate credit
rating on Omaha, Neb.-based West Corp.  The rating outlook is
stable.

At the same time, S&P affirmed its 'BB' issue-level rating on the
company's term loan B-10 due 2018, term loan A-1 due 2019, term
loan B-11 due 2021, and $300 million revolving credit facility
(maturity extended to 2021 from 2019 as part of the proposed
refinancing).  The '2' recovery rating is unchanged, indicating
S&P's expectation for substantial recovery (70%-90%; upper half of

the range) of principal in the event of a payment default.

S&P also affirmed its 'B+' issue-level rating on the company's
5.375% senior unsecured notes due 2022.  The '5' recovery rating is
unchanged, indicating S&P's expectation for modest recovery
(10%-30%; lower half of the range) of principal in the event of a
payment default.

Additionally, S&P assigned its 'BB' issue-level rating and '2'
recovery rating to the company's proposed $750 million term loan
A-2 due 2021 and $470 million term loan B-12 due 2023.  The '2'
recovery rating indicates S&P's expectation for substantial
recovery (70%-90%; upper half of the range) of principal in the
event of payment default.

West Corp. will use the proceeds from the proposed debt to
refinance a portion of its term loan B-10 due 2018 and term loan
A-1 due 2019.  The company plans to issue additional senior secured
debt as part of its refinancing plans.

S&P will withdraw its ratings on the term loan A-1 due 2019 when
the company completes the proposed refinancing transaction.

"Our corporate credit rating on West Corp. reflects our assessment
of the company's business risk profile as fair and its financial
risk profile as aggressive," said S&P Global Ratings credit analyst
Heidi Zhang.  The company enjoys strong market position and good
geographic diversity, generating roughly 21% of its revenue
internationally.  The communication services market is a fragmented
and competitive market, and the company often competes with
clients' in-house capabilities.  Nonetheless, S&P believes
long-term trends will continue to favor outsourcers such as West
Corp. as companies focus on core competencies and outsource noncore
functions.

The stable rating outlook on West Corp. is based on S&P's
expectation that the company's leverage will decline slightly to
the high-4x area from the 5x area over the next 12 months due to
debt repayment, partially offset by lower EBITDA from the impact of
the lost telecom client.

S&P could lower its corporate credit rating on the company if S&P
become convinced that its adjusted leverage will remain above 5x
due to low-single-digit percentage revenue decline from further
client losses, large debt-financed acquisitions, or reversion to a
more aggressive financial policy.

S&P could raise the rating if it believes the company can maintain
healthy revenue and margin trends, despite ongoing pricing
pressures in the conferencing business, and if it reduces and
maintains leverage below 4x.



ZOHAR CDO 2003: Appeals Court Denies Tilton's Challenge to SEC Case
-------------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that a
federal appeals court in New York refused to stand in the way of a
fraud case that the U.S. Securities and Exchange Commission brought
against former distressed-company financier Lynn Tilton.

According to the report, Ms. Tilton sought to raise a
constitutional challenge to the SEC administrative securities fraud
action, which focuses on the $2.5 billion collection of distressed
company loans she controlled until recently.

The Second Circuit Court of Appeals, in a split decision, said Ms.
Tilton and her Patriarch Partners private-equity firm cannot seek
the aid of a federal court until the SEC proceeding, an
administrative action, is concluded, the report related.

In a statement, Patriarch Partners spokesman Richard White said the
firm is "extremely disappointed" in the ruling, the report further
related.  Ms. Tilton is reviewing her legal options in the wake of
the appellate court's decision, the report said, citing Mr. White.

The ruling means the SEC can move ahead in a proceeding where Ms.
Tilton and Patriarch are battling allegations that investors were
misled and losses hidden in the loan funds that fed cash to her
collection of troubled companies, the report added.

                      About Zohar CDO 2003-1

Patriarch Partners XV, LLC filed involuntary Chapter 11 bankruptcy
petitions against Zohar CDO 2003-1, Corp., Zohar CDO 2003-1,
Limited and Zohar CDO 2003-1, LLC (Bankr. S.D.N.Y. Case Nos.
15-23681 to 15-23682) on Nov. 22, 2015.

Patriarch Partners disclosed that it has filed, through one of its
affiliates, an involuntary Chapter 11 petition for Zohar CDO
2003-1, Limited.  Patriarch is Zohar I's largest creditor, holding
$286.5 million face amount of Zohar I notes.  Patriarch has placed
Zohar I into Chapter 11 in order to protect Zohar I and Patriarch
from the efforts of MBIA Inc. and MBIA Insurance Corporation,
another creditor of Zohar I, to obtain Zohar I's assets for
itself.

Patriarch claimed it has been forced to pursue this route because
of MBIA's fraudulent scheme to induce Patriarch XV to spend over
$103 million to buy out a third-party noteholder in Zohar-I to
facilitate a restructuring of Zohar-I.

Lynn Tilton is CEO of Patriarch.

Patriarch's restructuring counsel is Skadden, Arps, Slate, Meagher
& Flom LLP and its financial advisor is Moelis & Co.


[*] Bernsteein Shur's Keach Gets Bankruptcy Star Individual Ranking
-------------------------------------------------------------------
Bernsteein Shur, one of northern New England's largest law firms,
has earned top ratings in Chambers USA, a prestigious directory of
the nation's top law firms and leading business lawyers.  The firm
received the highest possible ranking in three practice areas:
Corporate Mergers and Acquisitions, Energy and Natural Resources,
and Real Estate.

"Each day our lawyers work hard to deliver world-class legal
service to our clients," said Bernstein Shur CEO Pat Scully.  "We
are extremely proud that Chambers USA has recognized so many of our
lawyers for excellence in their areas of practice."

In addition to the firm rankings, 26 attorneys were individually
recognized and eight were ranked in the top band in their areas of
practice.  For the tenth consecutive year, Robert J. Keach received
the highest ranking of Star Individual for his bankruptcy practice,
and Charles E. Miller was highlighted as Senior Statesman for his
real estate practice.

The Bernstein Shur attorneys included in the 2016 Chambers USA
directory are:

Corporate/Mergers and Acquisitions: Bankruptcy (Maine)

D. Sam Anderson (Yarmouth, Maine)
Robert J. Keach (Falmouth, Maine)

Corporate/Mergers and Acquisitions (Maine)

John L. Carpenter (North Yarmouth, Maine)
Scot E. Draeger (Falmouth, Maine)
Anthony E. Perkins (Gorham, Maine)
Eric F. Saunders (Cumberland, Maine)

Energy and Natural Resources (Maine)

James N. Broder (Cumberland Foreside, Maine)
Gordon F. Grimes (Durham, Maine)
Patrick J. Scully (Portland, Maine)

Environment (Maine)

Katherine A. Joyce (Scarborough, Maine)

Labor and Employment (Maine)

Steven Gerlach (North Yarmouth, Maine)
Glenn Israel (Cape Elizabeth, Maine)
Linda D. McGill (Freeport, Maine)
Patricia A. Peard (Falmouth, Maine)

Labor and Employment (New Hampshire)

Edward (Terry) Shumaker III (Concord, New Hampshire)

Litigation: General Commercial (Maine)

Paul McDonald (Cape Elizabeth, Maine)

Litigation: General Commercial (New Hampshire)

Andru H. Volinsky (Concord, New Hampshire)

Real Estate (Maine)

Tom S. Hanson (Cumberland, Maine)
Charles E. Miller (Portland, Maine)
Richard D. Prentice (Yarmouth, Maine)
Jaimie Paul Schwartz (South Portland, Maine)
Nathan H. Smith (Kealakekua, Hawaii)
Hawley R. Strait (Yarmouth, Maine)
Peter Van Hemel (Kennebunk, Maine)
William M. Welch (Falmouth, Maine)

Real Estate: Timberland/Conservation (Maine)

Eliza M. Cope Nolan (Portland, Maine)

                        About Chambers USA

Chambers and Partners has published leading directories for the
legal profession for more than 20 years.  The selection process of
the Chambers USA directory involves 100 full-time researchers
conducting interviews with thousands of attorneys and their
clients.  This intensive, continuous research identifies the
nation's top lawyers and law firms, judged according to the
criteria most valued by clients.

                      About Bernstein Shur

Founded in 1915, Bernstein Shur -- http://www.bernsteinshur.com/--
is a New England-based law firm with clients across the U.S. and
around the world.  The firm has more than 100 award-winning
attorneys and professionals who provide practical and innovative
counsel in more than 20 key areas, catering to a broad range of
clients and industries.  The firm is Maine's exclusive member of
Lex Mundi, the world's leading association of independent law
firms.


[*] Four US Municipal Defaults in 2015, Moody's Says
----------------------------------------------------
There were four Moody's-rated municipal defaults in 2015, while the
tally of multi-notch downgrades of public finance credits remains
buoyed with over 20 credits experiencing downgrades in excess of
four notches, according to the latest annual default study by
Moody's Investors Service.

The four defaulting public sector entities were: Dowling College,
NY (Ca negative), Cook County Single Family Mortgage Revenue Bond,
IL (withdrawn), Puerto Rico Public Finance Corporation (C
negative), and Cardinal Local School District, OH (B1 negative).
Among those experiencing multi-notch downgrades were: Penn Hills
School District, PA (B3 negative), Griggs County, ND (B3
developing), and Lindenhurst Park District, IL (B1 positive).

The percentage of local governments with speculative ratings
increased to 0.8% at year-end 2015 compared to 0.4% at year-end
2011.  School districts now have 19 issuers in speculative grade
territory versus 10 in 2014.

Most municipal credits have stabilized since the Great Recession,
albeit at lower levels of resilience.  The expectation is the
sector will remain largely stable in the near term, but will
eventually confront a growing number of liabilities amid a
dwindling supply of revenue, as observed in "US Municipal Bond
Defaults and Recoveries, 1970-2015."

The combination of deferred maintenance and other costs, an uneven
recovery, and growing balance sheet leverage from pensions has
fostered a "new normal" of fragile budgetary balance and rising
fixed cost charges.  Weak market performance of many pension trust
funds has been compounding the situation, which will cause annual
pension contributions to rise, adding to budgetary pressure.

"Some municipal governments are confronting higher and growing
expenses, but have a more static level of resources to pay them,"
said Al Medioli, SVP and group credit officer of Moody's.  "While
revenue growth is muted, pension liabilities are increasing
rapidly.  A fundamental issue of too much leverage across many
credits is emerging, largely because of pensions."

Recoveries for the small number of Moody's-rated local governments
that have defaulted and/or filed for bankruptcy have trended lower,
approximating the 50% recovery expected for corporate defaults.
Pensions have typically been protected in these situations, either
suffering no impairment or considerably less impairment than
bondholders.

Moody's has identified many of these trends in our previous default
studies and related research, and see no sign the long-term forces
pressuring the public sector have abated.  For regions where these
trends coincide, public sector entities will need to manage a
difficult confluence of factors.

"However, one positive story here is that most municipal
governments adapted to the recession by making significant budget
adjustments, tapping reserves, or other hard decisions as
necessary," Medioli says.  "Tax bases and fund balance reserves
have broadly recovered to pre-recession levels, and in some cases
strongly so."

The study is available to Moody's subscribers at:

               http://bit.ly/1sNODh1



[*] Gregory Plotko Joins Richards Kibbe's Bankruptcy Practice
-------------------------------------------------------------
Richards Kibbe & Orbe LLP on June 1, 2016, disclosed that Gregory
Gennady Plotko, a veteran bankruptcy attorney who has steered
clients through many high-profile Chapter 11 proceedings, has
joined the firm as a partner in its New York office.

"Greg will add significant value to our bankruptcy, restructuring
and special situations investing practice areas," said Jennifer
Grady, managing partner of Richards Kibbe & Orbe.  "His extensive
experience will prove invaluable to our clients investing in
distressed situations, and we expect him to provide additional
depth to our growing corporate practice."

Mr. Plotko joins Richards Kibbe & Orbe from the bankruptcy and
restructuring group at Kramer Levin Naftalis & Frankel.  His many
notable engagements include his recent representation of an ad hoc
group of lenders in the Peabody Coal and Patriot Coal bankruptcies,
holders of $1 billion in certificates of participation in the
bankruptcy of the City of Detroit and his representation of St.
Vincent's hospital.  He has also played significant roles in the
bankruptcies of Lehman Brothers, General Motors, Chrysler and AES
Eastern Energy.  Earlier in his career, Mr. Plotko acted as the
lead associate on a litigation team that pursued the recovery of
deferred compensation paid to Enron management before the company's
bankruptcy filing, and represented numerous creditors' committees
in the retail industry.

"There's no substitute for the experience Greg has gained
representing clients in some of the country's largest and most
complex bankruptcies," said RK&O founding partner Jon Kibbe.

"I am looking forward to contributing at Richards Kibbe & Orbe,"
said Mr. Plotko.  "It's exciting to join a team with a well
deserved reputation for being equally effective and creative in
approaching bankruptcies and other special situations."

Mr. Plotko holds a J.D. from the Benjamin N. Cardozo School of Law
and a B.S. from Cornell University.  While attending law school, he
served an externship with Judge Tina Brozman of the United States
Bankruptcy Court for the Southern District of New York.

                  About Richards Kibbe & Orbe LLP

Richards Kibbe & Orbe LLP is a dynamic and entrepreneurial firm
with deep experience and relationships in the financial markets and
the business community.  RK&O conducts a highly collaborative
practice through approximately 65 lawyers based in New York,
Washington, D.C. and London.  The firm routinely represents
financial institutions and investment funds in high-value corporate
transactions and complex litigation and regulatory matters.


[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Al Silwady, Inc.
   Bankr. D. Colo. Case No. 16-15100
      Chapter 11 Petition filed May 20, 2016
         See http://bankrupt.com/misc/cob16-15100.pdf
         represented by: Lee M. Kutner, Esq.
                         KUTNER BRINEN GARBER, P.C.
                         E-mail: lmk@kutnerlaw.com

In re R.B.K. Trucking, Inc.
   Bankr. M.D. Fla. Case No. 16-01898
      Chapter 11 Petition filed May 20, 2016
         See http://bankrupt.com/misc/flmb16-01898.pdf
         represented by: Jason A Burgess, Esq.
                         THE LAW OFFICES OF JASON A. BURGESS, LLC
                         E-mail: jason@jasonaburgess.com

In re Hamilton Trucking, LLC
   Bankr. M.D. Fla. Case No. 16-01899
      Chapter 11 Petition filed May 20, 2016
         See http://bankrupt.com/misc/flmb16-01899.pdf
         represented by: Brett A Mearkle, Esq.
                         THE LAW OFFICES OF BRETT A. MEARKLE, P.A.
                         E-mail: bmearkle@mearklelaw.com

In re David Lawrence Creeley and Sheryl Denise Creeley
   Bankr. M.D. Fla. Case No. 16-04398
      Chapter 11 Petition filed May 20, 2016
         represented by: Buddy D. Ford, Esq.
                         E-mail: Buddy@TampaEsq.com

In re Bruce M. Weinstein and Robyn J. Weinstein
   Bankr. S.D. Fla. Case No. 16-17239
      Chapter 11 Petition filed May 20, 2016
         represented by: Joe M. Grant, Esq.
                         MARSHALL SOCARRAS GRANT, P.L.
                         E-mail: jgrant@msglaw.com

In re Financial Resources of America, Inc.
   Bankr. S.D. Fla. Case No. 16-17275
      Chapter 11 Petition filed May 20, 2016
         See http://bankrupt.com/misc/flsb16-17275.pdf
         represented by: David L. Merrill, Esq.
                         MERRILL PA
                         E-mail: dlmerrill@merrillpa.com

In re Arcade Properties, Inc.
   Bankr. D. Mass. Case No. 16-40888
      Chapter 11 Petition filed May 20, 2016
         See http://bankrupt.com/misc/mab16-40888.pdf
         represented by: James P. Ehrhard, Esq.
                         EHRHARD & ASSOCIATES, P.C.
                         E-mail: ehrhard@ehrhardlaw.com

In re M&M Capital Investments, LLC
   Bankr. E.D. Penn. Case No. 16-13622
      Chapter 11 Petition filed May 20, 2016
         See http://bankrupt.com/misc/paeb16-13622.pdf
         represented by: Robert H. Holber, Esq.
                         ATTORNEY ROBERT H. HOLBER PC
                         E-mail: rholber@holber.com

In re Magna Cleaners, Inc.
   Bankr. E.D. Penn. Case No. 16-13645
      Chapter 11 Petition filed May 20, 2016
         See http://bankrupt.com/misc/paeb16-13645.pdf
         represented by: John R. K. Solt, Esq.
                         JOHN R. K. SOLT, P.C.
                         E-mail: jsolt.soltlaw@rcn.com

In re Rose Marie Allegro
   Bankr. N.D. Tex. Case No. 16-32028
      Chapter 11 Petition filed May 20, 2016
         represented by: Robert Thomas DeMarco, Esq.
                         DEMARCO-MITCHELL, PLLC
                         E-mail: robert@demarcomitchell.com

In re Angel Investment Group, LLC
   Bankr. N.D. Tex. Case No. 16-32029
      Chapter 11 Petition filed May 20, 2016
         See http://bankrupt.com/misc/txnb16-32029.pdf
         represented by: Robert Thomas DeMarco, Esq.
                         DEMARCO-MITCHELL, PLLC
                         E-mail: robert@demarcomitchell.com

In re Earl L. Duron and Kirsten A. Duron
   Bankr. W.D. Tex. Case No. 16-51161
      Chapter 11 Petition filed May 20, 2016
         represented by: Dean William Greer, Esq.
                         E-mail: dwgreer@sbcglobal.net

In re Audience Research Analysis, Inc.
   Bankr. D. Md. Case No. 16-16988
      Chapter 11 Petition filed May 21, 2016
         See http://bankrupt.com/misc/mdb16-16988.pdf
         represented by: Edward M. Miller, Esq.
                         MILLER AND MILLER, LLP
                         E-mail: mmllplawyers@verizon.net

In re Professional Medical Management, Inc.
   Bankr. D. Ariz. Case No. 16-05820
      Chapter 11 Petition filed May 23, 2016
         See http://bankrupt.com/misc/azb16-05820.pdf
         represented by: ERIC SLOCUM SPARKS, Esq.
                         ERIC SLOCUM SPARKS PC
                         E-mail: law@ericslocumsparkspc.com

In re David Rulon Robinson
   Bankr. D. Ariz. Case No. 16-05828
      Chapter 11 Petition filed May 23, 2016
         represented by: James P. Webster, Esq.
                         JAMES PORTMAN WEBSTER LAW OFFICE, PLC
                         E-mail: Help@jpwlegal.com

In re Tessie Cue
   Bankr. C.D. Cal. Case No. 16-11537
      Chapter 11 Petition filed May 23, 2016
         represented by: Stella A. Havkin, Esq.
                         HAVKIN & SHRAGO
                         E-mail: stella@havkinandshrago.com

In re Arnold Miller and Anna Acosta Miller
   Bankr. D. Colo. Case No. 16-15124
      Chapter 11 Petition filed May 23, 2016
         represented by: Michael J. Davis, Esq.
                         E-mail: mdavis@bknmurray.com

In re Ligita Silvija Bardulis
   Bankr. D. Colo. Case No. 16-15147
      Chapter 11 Petition filed May 23, 2016
         Filed Pro Se

In re Plaza Village Care, LLC
   Bankr. W.D. La. Case No. 16-50705
      Chapter 11 Petition filed May 23, 2016
         See http://bankrupt.com/misc/lawb16-50705.pdf
         represented by: Rodd C. Richoux, Esq.
                         RICHOUX LAW FIRM, LLC
                         E-mail: ecf@richouxlawfirm.com

In re Mosbrucker Rodeos, Incorporated
   Bankr. D.N.D. Case No. 16-30254
      Chapter 11 Petition filed May 23, 2016
         See http://bankrupt.com/misc/ndb16-30254.pdf
         Filed Pro Se

In re Luz M Frias
   Bankr. D. Nev. Case No. 16-12838
      Chapter 11 Petition filed May 23, 2016
         represented by: Michael J. Harker, Esq.
                         E-mail: notices@harkerlawfirm.com

In re Seafood Academy, LLC
   Bankr. D.S.C. Case No. 16-02541
      Chapter 11 Petition filed May 23, 2016
         See http://bankrupt.com/misc/scb16-02541.pdf
         represented by: Jonathan L. Davis, Esq.
                         DAVIS LAW OFFICE, LLC
                         E-mail: jdavisesq@outlook.com

In re Thomas S. Simmons, D.D.S., P.A.
   Bankr. E.D. Tex. Case No. 16-40921
      Chapter 11 Petition filed May 23, 2016
         See http://bankrupt.com/misc/txeb16-40921.pdf
         represented by: Joyce W. Lindauer, Esq.
                         JOYCE W. LINDAUER ATTORNEY, PLLC
                         E-mail: joyce@joycelindauer.com

In re Thomas A. Simmons, D.D.S
   Bankr. E.D. Tex. Case No. 16-40922
      Chapter 11 Petition filed May 23, 2016
         See http://bankrupt.com/misc/txeb16-40922.pdf
         represented by: Joyce W. Lindauer, Esq.
                         JOYCE W. LINDAUER ATTORNEY, PLLC
                         E-mail: joyce@joycelindauer.com

In re Black Canyon Acquisitions, LLC
   Bankr. W.D. Wash. Case No. 16-42228
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/wawb16-42228.pdf
         represented by: Patrick H Brick, Esq.
                         PIKE TOWER BUILDING
                         E-mail: bricklaw@msn.com


In re Janus Medical Group, Inc.
   Bankr. E.D. La. Case No. 16-11199
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/laeb16-11199.pdf
         represented by: Edwin M. Shorty, Jr., Esq.
                         EDWIN M. SHORTY, JR. & ASSOCIATES
                         E-mail: EShorty@eshortylawoffice.com

In re King & Queen, LLC
   Bankr. D. Md. Case No. 16-17120
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/mdb16-17120.pdf
         represented by: Walter Timothy Sutton, Esq.
                         COOPER & TUERK LLP
                         E-mail: timsutton@candtlawyers.com

In re Ronald B. Dicara and Jacqueline Dicara
   Bankr. E.D.N.C. Case No. 16-02753
      Chapter 11 Petition filed May 24, 2016
         represented by: Paul D. Bradford, Esq.
                         PAUL D. BRADFORD, PLLC
                         E-mail: dbradford@bradford-law.com

In re Anslem E. Williams and Natalie A. Williams
   Bankr. D.N.J. Case No. 16-20015
      Chapter 11 Petition filed May 24, 2016
         represented by: Harrison Ross Byck, Esq.
                         KASURI BYCK, LLC
                         E-mail: lawfirm@kasuribyck.com

In re Isha Kaushik
   Bankr. D.N.J. Case No. 16-20075
      Chapter 11 Petition filed May 24, 2016
         represented by: Eric S. Medina, Esq.
                         MEDINA LAW FIRM LLC
                         E-mail: emedina@medinafirm.com

In re Todd Alan Holmes and Sabrina Roseann Holmes
   Bankr. D.N.M. Case No. 16-11286
      Chapter 11 Petition filed May 24, 2016
         represented by: William F. Davis, Esq.
                         E-mail: daviswf@nmbankruptcy.com

In re Chittur & Associates, PC
   Bankr. S.D.N.Y. Case No. 16-22704
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/nysb16-22704.pdf
         represented by: Joel Shafferman, Esq.
                         SHAFFERMAN & FELDMAN, LLP
                         E-mail: joel@shafeldlaw.com

In re Broad Street, LLC
   Bankr. D.R.I. Case No. 16-10932
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/rib16-10932.pdf
         represented by: Michael Van Dam, Esq.
                         VAN DAM LAW LLP
                         E-mail: mvandam@vandamlawllp.com

In re Brahmin Merchandising, Inc.
   Bankr. M.D. Tenn. Case No. 16-03746
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/tnmb16-03746.pdf
         represented by: Steven L. Lefkovitz, Esq.
                         LAW OFFICES LEFKOVITZ & LEFKOVITZ
                         E-mail: slefkovitz@lefkovitz.com

In re Compaction Unlimited, LLC
   Bankr. E.D. Tex. Case No. 16-40928
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/txeb16-40928.pdf
         represented by: Daniel C. Durand, III, Esq.
                         DURAND & ASSOCIATES, P.C.
                         E-mail: bankruptcy@durandlaw.com

In re Deirdre Seeds
   Bankr. E.D. Tex. Case No. 16-40930
      Chapter 11 Petition filed May 24, 2016
         represented by: Eric A. Liepins, Esq.
                         E-mail: eric@ealpc.com

In re Mark A. Martinez, LLC
   Bankr. S.D. Tex. Case No. 16-80149
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/txsb16-80149.pdf
         represented by: William Arthur Whittle, Esq.
                         THE WHITTLE LAW FIRM, PLLC
                         E-mail: ecf@whittlelawfirm.com

In re Steamers Three LLC
   Bankr. E.D. Va. Case No. 16-23596
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/vaeb16-32596.pdf
         represented by: Robert Easterling, Esq.
                         E-mail: eastlaw@easterlinglaw.com

In re Premo Auto Body Inc.
   Bankr. W.D. Va. Case No. 16-61030
      Chapter 11 Petition filed May 24, 2016
         See http://bankrupt.com/misc/vawb16-61030.pdf
         represented by: Steven Shareff, Esq.
                         E-mail: eleban39@aol.com

In re MFF Corporation, a Nevada corporation
   Bankr. C.D. Cal. Case No. 16-12212
      Chapter 11 Petition filed May 25, 2016
         See http://bankrupt.com/misc/cacb16-12212.pdf
         represented by: Thomas J Polis, Esq.
                         POLIS & ASSOCIATES, APLC
                         E-mail: ecf@polis-law.com

In re Kathleen Ann McGinty,
   Bankr. C.D. Csl. Case No. 16-16939
      Chapter 11 Petition filed May 25, 2016
         represented by: John P Byrne, Esq.
                         E-mail: John.Byrne@byrnelawcorp.com

In re J.T.P. Corp., a Nevada corporation
   Bankr. D. Colo. Case No. 16-15232
      Chapter 11 Petition filed May 25, 2016
         See http://bankrupt.com/misc/cob16-15232.pdf
         represented by: Robert J. Shilliday, III, Esq.
                         SHILLIDAY LAW, P.C.
                         E-mail: rjs@shillidaylaw.com

In re C & C Capital Trading Corp
   Bankr. S.D. Fla. Case No. 16-17485
      Chapter 11 Petition filed May 25, 2016
         See http://bankrupt.com/misc/flsb16-17485.pdf
         represented by: James B Miller, Esq.
                         JAMES B. MILLER, P.A.
                         E-mail: bkcmiami@gmail.com

In re Danny James Thibodeaux
   Bankr. W.D. La. Case No. 16-50723
      Chapter 11 Petition filed May 25, 2016
         represented by: William C. Vidrine, Esq.
                         E-mail: williamv@vidrinelaw.com

In re Gerard J. Goodwin
   Bankr. D. Mass. Case No. 16-40920
      Chapter 11 Petition filed May 25, 2016
         represented by: John F. Sommerstein, Esq.
                         LAW OFFICES OF JOHN F. SOMMERSTEIN
                         E-mail: jfsommer@aol.com

In re Steven P Beene
   Bankr. N.D. Miss. Case No. 16-11784
      Chapter 11 Petition filed May 25, 2016
         represented by: Robert Gambrell, Esq.
                         GAMBRELL & ASSOCIATES, PLLC
                         E-mail: rg@ms-bankruptcy.com

In re Millston Food Mart, Inc.
   Bankr. E.D.N.C. Case No. 16-02764
      Chapter 11 Petition filed May 25, 2016
         See http://bankrupt.com/misc/nceb16-02764.pdf
         represented by: J.M. Cook, Esq.
                         J.M. COOK, P.A.
                         E-mail: J.M.Cook@jmcookesq.com

In re Kings Realty Enterprises Inc.
   Bankr. E.D.N.Y. Case No. 16-42299
      Chapter 11 Petition filed May 25, 2016
         See http://bankrupt.com/misc/nyeb16-42299.pdf
         represented by: Eric H Horn, Esq.
                         VOGEL BACH & HORN, P.C.
                         E-mail: ehorn@vogelbachpc.com

In re Spring Creek Athletic Club, Inc.
   Bankr. W.D.N.Y. Case No. 16-11044
      Chapter 11 Petition filed May 25, 2016
         See http://bankrupt.com/misc/nywb16-11044.pdf
         Filed Pro Se

In re Colman Partners L.P.
   Bankr. M.D. Pa. Case No. 16-02255
      Chapter 11 Petition filed May 25, 2016
         See http://bankrupt.com/misc/pamb16-02255.pdf
         represented by: Philip W. Stock, Esq.
                         LAW OFFICE OF PHILIP W. STOCK
                         E-mail: pwstock@ptd.net

In re Billys Roadhouse, Inc.
   Bankr. W.D. Pa. Case No. 16-21969
      Chapter 11 Petition filed May 25, 2016
         See http://bankrupt.com/misc/pawb16-21969.pdf
         represented by: Robert O Lampl, Esq.
                         E-mail: rol@lampllaw.com

In re Porfirio Ernesto Diaz Torres
   Bankr. D.P.R. Case No. 16-04156
      Chapter 11 Petition filed May 25, 2016
         represented by: Maria Soledad Lozada Figueroa, Esq.
                         MS LOZADA LAW OFFICE
                         E-mail: msl@lozadalaw.com

In re Stephen Rodney Brown and Sherie Lee Brown
   Bankr. D. Utah Case No. 16-24563
      Chapter 11 Petition filed May 25, 2016
         represented by: Andres x2Diaz, Esq.
                         RED ROCK LEGAL SERVICES P.L.L.C.
                         E-mail: courtmailrr@expresslaw.com
In re Asset Trader
   Bankr. E.D.N.C. Case No. 16-02794
      Chapter 11 Petition filed May 26, 2016
         See http://bankrupt.com/misc/nceb16-02794.pdf
         represented by: J.M. Cook, Esq.
                         J.M. COOK, P.A.
                         E-mail: J.M.Cook@jmcookesq.com

In re Yvette Davidov and Mikhail Davidov
   Bankr. D.N.J. Case No. 16-20278
      Chapter 11 Petition filed May 26, 2016
         represented by: Alla Kachan, Esq.
                         LAW OFFICES OF ALLA KACHAN PC
                         E-mail: alla@kachanlaw.com

In re HAI Ventures LLC
   Bankr. E.D.N.Y. Case No. 16-42331
      Chapter 11 Petition filed May 26, 2016
         See http://bankrupt.com/misc/nyeb16-42331.pdf
         represented by: Fred Stevens, Esq.
                         KLESTADT WINTERS JURELLER SOUTHARD &
STEVENS, LLP
                         E-mail: fstevens@klestadt.com

In re Shane M. Hutchinson
   Bankr. W.D. Pa. Case No. 16-21993
      Chapter 11 Petition filed May 26, 2016
         represented by: Robert O Lampl, Esq.
                         E-mail: rol@lampllaw.com

In re Stephen M Waisanen
   Bankr. W.D. Wash. Case No. 16-12845
      Chapter 11 Petition filed May 26, 2016
         represented by: Jacob D DeGraaff, Esq.
                         HENRY DEGRAAFF & MCCORMICK PS
                         E-mail: mainline@hdm-legal.com

In re Philip A. Warrick
   Bankr. W.D. Wash. Case No. 16-12851
      Chapter 11 Petition filed May 26, 2016
         represented by: Brett C Masch, Esq.
                         MASCH LAW GROUP, PLLC
                         E-mail: ecf@johnlonglaw.com

In re Jeremy Williams
   Bankr. W.D. Wash. Case No. 16-42306
      Chapter 11 Petition filed May 26, 2016
         represented by: Brett C Masch, Esq.
                         MASCH LAW GROUP, PLLC
                         E-mail: ecf@johnlonglaw.com

In re Charles Clift
   Bankr. D. Wyo. Case No. 16-20362
      Chapter 11 Petition filed May 26, 2016
         Filed Pro Se


                            *********

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 ***