TCR_Public/160603.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Friday, June 3, 2016, Vol. 20, No. 155

                            Headlines

414 420 EQ7: Hires Dapeer as Chapter 11 Counsel
ABB/CON-CISE OPTICAL: Moody's Affirms B3 Corporate Family Rating
ABEINSA HOLDING: Seeks to Sell Non-Debtor Abengoa Vista Ridge
ABENGOA BIOENERGY: Seeks KEIP, 2016 Incentive Plan Approval
ABENGOA BIOENERGY: Want Until Sept. 21 to Assume or Reject Leases

ACTRONIX INC: Court Temporarily Extends Plan Filing Deadline
AIRPORT ROAD MINING: Hires Andante Law as Primary Legal Counsel
AL SILWADY: Taps Kutner Brinen as Bankruptcy Counsel
ALL ABOUT CATERING: Hires Giunta as Counsel
ALLIED INJURY: Hires Fredman Lieberman as General Bankr. Counsel

AMKOR TECHNOLOGY: Egan-Jones Cuts Sr. Unsec. Ratings to BB
AMW MACHINE: Hires RD Brown as Special Counsel
ANADARKO PETROLEUM: Egan-Jones Cuts FC Sr. Unsec. Rating to BB-
AOG ENTERTAINMENT: Seeks Authority to Enter Into RSA
AOG ENTERTAINMENT: Wants Approval of $30-Mil. DIP Facility

ARCH COAL: S&P Assigns 'BB-' Rating on $275MM DIP Term Loan
ARCHDIOCESE OF ST. PAUL: Creditors Want Estate Consolidated
ARGITAKOS LLC: Hires Zeisler as Counsel
ATHLACTION HOLDINGS: S&P Affirms 'B' Rating, on Watch Developing
AUTO ACCEPTANCE CENTER: Seeks to Hire Stumbo Hanson as Counsel

AVANTOR PERFORMANCE: Moody's Cuts Corporate Family Rating to B2
AZIZ PETROLEUM: Plan Proposes 100% Recovery to Unsecured Creditors
B & B REAL ESTATE: Seeks to Employ Philip Stock as Local Counsel
BAR-B-QUING WITH MY HONEY: Files Plan to Repay Tax Claims
BEAR CREEK: Taps Wardrop & Wardrop as Local Counsel

BETHEL POINT: LTCO Discharged From His Duties
BION ENVIRONMENTAL: Updates Company Overview on Website
BMR HOLDINGS: Committee Taps Buchanan Ingersoll as Counsel
BORDER MEDICAL: Patient Ombudsman Sees Consistent Patient Care
BOREAL WATER: Receives Complaint for Foreclosure of Mortgage

BOYD GAMING: S&P Puts 'B' CCR on CreditWatch Positive
BREITBURN ENERGY: Time to File Schedules Extended to June 29
BRIDGET BRASFIELD: Unsecureds to Recoup up to 20% Under Plan
C & C CAPITAL: Hires James B. Miller as Bankruptcy Counsel
C.R. REED TRANSPORT: Case Summary & 20 Top Unsecured Creditors

CADILLAC NURSING: PCO Says Quality of Care Maintained
CAMERON PARK: Seeks to Hire Fallon & Fallon as Legal Counsel
CHARMING CHARLIE: S&P Affirms 'B-' CCR, Off CreditWatch Negative
CLASSIC COMMUNITIES: Seeks to Hire Keller as Real Estate Broker
CLINT ROSS: Proposes to Sell Obion County Property

COAST BRIDGE: Sale of Trucks and Trailers Approved
CONSTELLATION ENTERPRISES: Hires Kramer Levin as Counsel
CUI GLOBAL: Files 2015 Conflict Minerals Report
CUSHMAN & WAKEFIELD: S&P Affirms 'B+' ICR, Outlook Remains Stable
CVENT INC: S&P Assigns Preliminary 'B-' CCR, Outlook Stable

CVR PARTNERS: S&P Assigns 'B+' CCR, Outlook Stable
DAYBREAK OIL: MaloneBailey LLP Expresses Going Concern Doubt
DECARLOAN ENTERPRISES: Plan to Pay Unsecureds in 5 Years
DECARLOAN ENTERPRISES: Wells Fargo Secured Claim Challenged
DEERFIELD REAL ESTATE: Taps Scott Harris as Special Counsel

DELEON ENTERPRISES: Unsecureds to Recover 15% of Allowed Claims
DEX MEDIA: Wants to Assume Restructuring Support Agreement
DEX MEDIA: Wants To Sell Marlton Property for $2.64-Mil.
DIFFERENTIAL BRANDS: Files Specialized Disclosure Report with SEC
DODGE CITY VETERINARY: Taps B. Michael Grissom as Bankr. Counsel

DONMETZ HOME: Hires Babken Azizyan as Real Estate Appraiser
E CORTEZ: Hires Vaughn C. Taus as Attorney
ECOSPHERE TECHNOLOGIES: Amends Exercise Price of Equity Awards
EFRON DORADO: PRAPI Seeks Sanctions for Cash Collateral Use
EFRON DORADO: Says PRAPI Has Not Perfected Its Security Interest

EMERA INC: Moody's Assigns Ba2 Rating to 2076 Notes
ENERGY FUTURE: Indenture Trustees Object to Disclosure Statement
EXTREME PLASTICS: Seek Approval of $60K KERP for Keefover
EXTREME PLASTICS: Wants Until Aug. 28 to Assume or Reject Leases
FAIRWAY GROUP: Levin Mngt Objects to Disclosure Statement

FANNIE MAE & FREDDIE MAC: JPMDL Denies FHFA's Consolidation Request
FERGUSON CONVALESCENT: PCO Finds Consistent Quality of Care
FOG CAP RETAIL: U.S. Trustee Forms 2-Member Committee
FOG CAP: Creditors' Panel Hires Onsager Guyerson as Counsel
FORBES ENERGY: S&P Cuts CCR to CCC- on Potential Debt Restructuring

FRED FULLER: Trustee Seeks to Hire Murphy & King as Counsel
GARY EUGENE COLLINS: Unsecureds to Receive Full Payment in 72 Mos.
GENESYS RESEARCH: Court Denies Hahnfeldt Motions
GROVE PLAZA: Hires Macdonald Fernandez as Attorney
HARBOR POINT: Hires Charmoy & Charmoy as Bankruptcy Counsel

HARRINGTON & KING: Committee Seeks to Hire Goldstein as Counsel
HECK INDUSTRIES: Taps Onebane Law Firm as Special Counsel
HERCULES OFFSHORE: Has Amended Forbearance Deal with Jefferies
HERCULES OFFSHORE: To File Chapter 11 by June 6 Under Lender Deal
HERCULES OFFSHORE: To Sell Drilling Unit to Maersk for $196 Mil.

HHH CHOICES: Exclusive Plan Filing Deadline Moved to Aug. 5
INNOVATIVE MACHINING: U.S. Trustee Unable to Appoint Committee
INTELLIPHARMACEUTICS INT'L: Prices $5.2 Million Public Offering
INTERVENTION ENERGY: Fights for Right to Bankruptcy Protection
JAMES LASHER: Plan Confirmation Hearing Set for July 10

JAZZ PHARMACEUTICALS: Moody's Affirms Ba3 Corporate Family Rating
JO-LIN HEALTH: Wants Providence Health to Manage Care Facility
JOHN JONES: Plan Outline Okayed; Confirmation Hearing on July 19
KINEMED INC: Hires Gordian Investments as Investment Banker
KINEMED INC: Taps Meyers Law as General Bankruptcy Counsel

LAND O'LAKES: Moody's Hikes Rating Unsecured Notes Due 2022 to Ba1
LATTICE INC: Sells 6.03 Million Common Shares
LEUCADIA NATIONAL: Egan-Jones Cuts Sr. Unsec. Rating to BB
LIFE CARE ST. JOHNS: Has Plan to Distribute Sale Proceeds
LIFE PARTNERS: Wiley Law Represents Amicus Curiae Holders

LINN ENERGY: Egan-Jones Cuts FC Sr. Unsec. Debt Rating to D
LOUISIANA PELLETS: Wants Until Sept. 15 to Assume/Reject Leases
LUCKY 5409: Seeks to Hire Arnstein & Lehr as Legal Counsel
M SPACE HOLDINGS: U.S. Trustee Forms 8-Member Committee
MEDIASHIFT INC: Hires Hein & Associates as Accountant

MGM RESORTS: S&P Puts 'B+' CCR on CreditWatch Positive
MICHAEL KING SMITH: Ch.11 Trustee Hires Ball Janik as Counsel
MICROCHIP TECHNOLOGY: Egan-Jones Cuts Sr. Unsec. Ratings to BB
MIRION TECHNOLOGIES: S&P Affirms 'B' CCR, Outlook Stable
MOUNTAIN PROVINCE: Meeting of Shareholders Set for June 21

MVP TRANS: Case Summary & 6 Unsecured Creditors
NAS HOLDINGS: Examiner Appointed in Chapter 11 Case
NATURAL RESOURCE: S&P Lowers CCR to 'CCC+', Outlook Negative
NET DATA: Wants Exclusive Plan Filing Period Extnded to Aug. 1
NEW HORIZONS HEALTH: Hires Dressman Benzinger as Medicare Counsel

NOBLE ENERGY: Egan-Jones Cuts FC Sr. Unsec. Rating to BB-
NORTH ATLANTIC TRADING: Moody's Hikes Corp. Family Rating to B2
NORTHERN OIL: Stockholders Elect 6 Directors
NOVABAY PHARMACEUTICALS: 2015 Bonuses Determined for Executives
NOVABAY PHARMACEUTICALS: Amendment to 2007 Incentive Plan Approved

NOVABAY PHARMACEUTICALS: Signs New Employment Agreement with CEO
NRC US: Moody's Cuts CFR & Bank Credit Facility Rating to 'B3'
OUTER HARBOR: Wants Exclusive Plan Filing Period Moved to Sept. 28
PACIFIC SUNWEAR: Class, PAGA Claimants Want Leave to File Claims
PACIFIC SUNWEAR: Files Conflict Mineral Report

PACIFIC SUNWEAR: PAGA Claimants Want Claims Allowed for Voting
PANDA SHERMAN: S&P Withdraws 'B-' Rating After Refinancing
PEABODY ENERGY: Sues Bowie Over Collapse of $358M Mine Sale
PENINSULA HOLDINGS: Hires FTI Consulting as Expert Witness
PENN PRODUCTS: Moody's Cuts Ratings on $750MM Secured Loans to Ba3

PETROLEUM PRODUCTS: Wants Oct. 3 Exclusive Plan Filing Deadline
PHOENIX BRANDS: U.S. Trustee Forms 5-Member Committee
PHOENIX RIT: Case Summary & 20 Largest Unsecured Creditors
PICO HOLDINGS: Bloggers Want Ray Marino as CEO
PICO HOLDINGS: Bloggers Will Vote "No" On Delaware Reincorporation

PLAZA VILLAGE CARE: Hires Richoux Law Firm as Attorney
POSTROCK ENERGY: Citibank Opposes Bid to Hire Lowenstein
PREMIUM THEMES: Court Approves RCI Auction of Equipment
PROFESSIONAL MEDICAL: Seeks to Hire Eric Slocum as Counsel
PROGRESSIVE ACUTE CARE: Seeks to Hire SOLIC as Financial Advisor

PROGRESSIVE ACUTE CARE: Seeks to Hire Steffes Vingiello as Counsel
PROGRESSIVE WASTE: Moody's Withdraws Ba1 Corporate Family Rating
QUANTUM FUEL: Buyers to Set Aside $300,000 for Unsec. Creditors
R & S ST. ROSE: Commonwealth Objects to 6th Amended Disclosures
RD3J LTD: Exclusive Plan Confirmation Period Extended by 60 Days

RDIO INC: Disclosure Statement Hearing Today
ROAD INFRASTRUCTURE: Moody's Assigns B2 Corporate Family Rating
ROAD INFRASTRUCTURE: S&P Affirms 'B-' CCR, Outlook Stable
RYCKMAN CREEK: Wants Plan Filing Deadline Moved to Aug. 30
SANDERS NURSERY: Wants Aug. 30 Exclusive Plan Filing Deadline

SCORPION MEDICAL: Wants Solicitation Period Extended by 120 Days
SEAPORT AIRLINES: Exclusive Plan Filing Period Extended to July 11
SECURITY CAPITAL: Chapter 15 Case Summary
SFX ENTERTAINMENT: PCO Says Privacy Rights Protected in Fame House
SHEEHAN PIPE LINE: Court Approves Ritchie-Led Auction on June 16

SKYBRIDGE SPECTRUM: Court Grants Leong's Motion to Dismiss Case
SPEEDWAY MOTORSPORTS: Egan-Jones Hikes Sr. Unsec. Ratings to BB+
SUNEDISON INC: Terraform Power Gets Default Warnings
SUNEDISON INC: Wants Schedules Filing Deadline Moved to July 20
SUNFLOWER RENEWABLE: Voluntary Chapter 11 Case Summary

SUPERIOR ENERGY: Egan-Jones Cuts Sr. Unsecured Ratings to B+
SYNERGY TRANSPORT: Hires Miranda & Maldonado as Bankruptcy Counsel
TATOES LLC: Rabo AgriFinance Objects to Consultant Hiring
TELESPEAK CCA: Seeks to Hire Suzy Tate as Legal Counsel
TENASKA ALABAMA: S&P Affirms 'BB' Rating on $361MM Sr. Sec. Bonds

THIERRY CASSAGNOL: July 28 Plan Confirmation Hearing
TIMKEN CO: Egan-Jones Cuts Sr. Unsecured Debt Ratings to BB+
TODD SWENNING: Levene Neal's Frealy Named Chapter 11 Trustee
TRIANGLE PETROLEUM: Amends Fiscal 2015 Annual Report
TRINITY TOWN: Planes Seeks to Compel Use of Cash Collateral

UCI INTERNATIONAL: Case Summary & 30 Largest Unsecured Creditors
UNI-PIXEL INC: Prices Public Offering of its Common Stock
UNI-PIXEL INC: Says Public Offering Excludes Warrants
UNITED NETWORKING: Plan Confirmation Hearing Set for July 7
UNIVERSAL WELL: Creditors' Panel Hires Kilpatrick as Counsel

URBANCORP INC: Canadian Court Issues Recognition Order
VANGUARD HEALTHCARE: Crestview Selling to Skyline for $2.7MM
VANGUARD HEALTHCARE: Taps Baker Donelson as Special Counsel
VENOCO INC: To Seek Plan Confirmation on July 13
VERTELLUS SPECIALTIES: Moody's Cuts PDR to D-PD on Ch.11 Filing

VERTICAL COMPUTER: Mulls Possible Spin-Off of Subsidiary
VILLAS DEL MAR: Hires Rodriguez as Special Counsel
VISCOUNT SYSTEMS: Annual Stockholders Meeting Set for July 28
WAFERGEN BIO-SYSTEMS: May Issue Additional Shares Under Plans
WANK ADAMS: Exclusive Solicitation Period Extended to June 28

WESLEY HOMES: S&P Revises Outlook to Neg. & Affirms 'BB+' Rating
WILLY BATUNER: Unsecureds May Recoup Up to 9% of Allowed Claims
ZONE CONSTRUCTION: Exclusive Plan Filing Deadline Moved to Aug. 30
[^] BOOK REVIEW: The Story of The Bank of America

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414 420 EQ7: Hires Dapeer as Chapter 11 Counsel
-----------------------------------------------
414/420 EQ7, LLC, seeks authority from the U.S. Bankruptcy Court
for the Central District of California to employ Philip D. Dapeer
as counsel to the Debtor.

414/420 EQ7 requires Dapeer to:

   (a) give Debtor legal advice with respect to its powers and
       duties as Debtor-In-Possession in the continued operation
       and management of its real estate assets and other assets
       as described in the petition on file in this case;

   (b) prepare on behalf of Debtor all necessary applications,
       answers, orders, reports and other legal papers;

   (c) perform all other legal services for Debtor that may be
       necessary in connection with the due prosecution of the
       bankruptcy case;

   (d) take all necessary action to avoid any liens against the
       Debtor and recover any preferential payments made by
       Debtor prior to the filing of the voluntary petition in
       the bankruptcy case;

   (e) represent Debtor in connection with the formulation of a
       disclosure statement and plan of reorganization, and to
       advise Debtor with respect to the formulation of a plan of
       reorganization and the related disclosure statement;

   (f) represent Debtor with respect to objection to claim
       proceedings; and

   (g) represent Debtor with respect to any proposed sale of
       estate assets in order to obtain funds necessary to pay
       plan debt, as may be provided for in the plan of
       reorganization to be filed by Debtor in the bankruptcy
       case.

Dapeer will be paid at these hourly rates:

     Philip D. Dapeer          $400

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

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

Dapeer can be reached at:

     Philip D. Dapeer, Esq.
     PHILIP D. DAPEER
     A law corporation
     2625 Townsgate Road, Suite 330
     Westlake Village, CA 91361-5749
     Tel: (323) 954-9144
     Fax: (323) 954-0457
     E-mail: PhilipDapeer@AOL.com

                       About 414/420 EQ7

414/420 EQ7, LLC, filed for bankruptcy protection (Bankr. C.D. Cal.
Case No. 16-16303) on May 12, 2016. The petition was signed by Greg
Mellinger, manager.

The Debtor estimated assets of $500,001 to $1,000,000 and estimated
debts of $500,001 to $1,000,000.


ABB/CON-CISE OPTICAL: Moody's Affirms B3 Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service assigned a B1 (LGD 2) rating to
ABB/Con-Cise Optical Group LLC's ("ABB Concise") proposed first
lien senior secured credit facilities, including a $100 million
senior secured revolver and a $350 million senior secured term
loan. Moody's also assigned a Caa2 (LGD 4) rating to the company's
proposed $160 million 2nd lien senior secured term loan. The
proceeds from the facilities will be used to refinance the
company's existing debt, pay a dividend to majority shareholder New
Mountain Capital LLC, and pay transaction fees and expenses. At the
same time, Moody's affirmed ABB Concise's existing ratings,
including its B3 Corporate Family Rating ("CFR"). The Probability
of Default Rating was also affirmed at B3-PD. The ratings on the
company's existing debt will be withdrawn at the close of the
transaction. The rating outlook is stable.

The affirmation of the Corporate Family Rating reflects ABB
Concise's leading scale and market position among U.S. distributors
of soft contact lenses and Moody's expectation that the company
will delever through earnings growth and debt pay down. That said,
Moody's recognizes the company's aggressive shareholder friendly
financial policy that has produced a significant increase in
financial leverage from 4.1x to 6.9x pro-forma for the payment of a
dividend to ABB Concise's majority shareholder.

Following is a summary of Moody's rating actions.

Ratings assigned:

  $100 million senior secured first lien revolving
  credit facility expiring 2021 at B1 (LGD 2)

  $350 million senior secured first lien term loan
  B due 2023 at B1 (LGD 2)

  $160 million senior secured second lien term loan
  due 2024 at Caa2 (LGD 4)

Ratings affirmed:

Corporate Family Rating at B3

Probability of Default Rating at B3-PD

$70 million senior secured first lien revolving credit
facility, rated B3 (LGD 3) (to be withdrawn at the
close of the transaction)

$275 million senior secured first lien term loan B,
rated B3 (LGD3) (to be withdrawn at the close of the
transaction)

RATINGS RATIONALE

The ratings reflect ABB Concise's very high financial leverage, its
modest size and Moody's expectation of limited cash flow.
Supporting the ratings are the company's relatively stable
operating margins, good diversity across both customers and
geographies, and strong customer retention rates. Over the next 1-2
years, Moody's expects ABB Concise to benefit from favorable
fundamentals within the U.S. optical industry, as well as increased
technological innovation within the contact lens market.

The rating outlook is stable, reflecting Moody's view that ABB
Concise will continue to grow its revenue in the low single digit
range over the next 12-18 months and that free cash flow will
improve. The stable outlook also incorporates Moody's expectation
that the company will not pursue additional debt financed
acquisitions or shareholder initiatives until leverage is reduced.

The ratings could be downgraded if there is a material
deterioration in liquidity. The ratings could also be downgraded if
incremental debt is used to pursue acquisitions or additional
shareholder friendly initiatives, such that adjusted debt to EBITDA
is sustained above 6.0x. Conversely, Moody's could upgrade the
ratings if ABB Concise is able to increase its scale, improve its
margin profile, and reduce and sustain debt to EBITDA close to 5.0
times.

Headquartered in Coral Springs, Florida, ABB/Con-Cise Optical Group
LLC is the largest distributor of soft contact lenses in the United
States. ABB Concise also designs and manufactures customized
contact lenses, and operates facilities in New York, Florida,
Massachusetts, and California. The company is privately owned by
financial sponsor, New Mountain Capital and generates roughly $1.1
billion in annual revenues.



ABEINSA HOLDING: Seeks to Sell Non-Debtor Abengoa Vista Ridge
-------------------------------------------------------------
Abeinsa Holding Inc., and its Chapter 11 debtor-affiliates and
Abengoa, S.A., and their affiliated Chapter 15 debtors seek
authority to permit the proposed non-ordinary course business sale
of membership interests in non-debtor Abengoa Vista Ridge LLC held
by another non-debtor Abengoa Water USA LLC to Garney P3 LLC, which
is an affiliate of Garney Companies, Inc., neither of which is
affiliated with Abengoa or any of the Debtors.  Abengoa Vista Ridge
and Abengoa Water are not debtors but are indirect subsidiaries of
Abengoa.

Abengoa Vista Ridge is a special purpose project development
company that entered into a Water Transmission and Purchase
Agreement, dated November 4, 2014 (the "WTPA"), with the City of
San Antonio, Texas, acting by and through the San Antonio Water
System Board of Trustees, and certain other agreements related to a
project by which Abengoa Vista Ridge is the concessionaire.  Under
the WTPA, Abengoa Vista Ridge acquired rights to construct a
regional water supply project, consisting of the production,
treatment, delivery, and sale to the San Antonio Water System
("SAWS") and regional communities of up to 50,000 acre-feet per
year of potable water on a longer term basis (the "SAWS Project").
These rights under the WTPA are based on the acquisition of water
rights by Abengoa Vista Ridge and the design, construction,
financing, operation, and maintenance of new production wells,
pumping stations, raw water collection and transmission pipelines,
storage tanks, and appurtenant facilities.

The proposed transaction contemplates that 80% of the membership
interests of Abengoa Vista Ridge, which are not property of any of
the Debtors' bankruptcy estates, will be sold in a non-bankruptcy,
private sale under a Membership Interest and Purchase Agreement,
which is scheduled to close on June 3, 2016. The AAT Water will be
required to execute and deliver certain related agreements to
effectuate closing of the Transaction under the terms of the
Purchase Agreement.  In order for AAT Water to execute and deliver
these related agreements, its partners, including Chapter 11
Debtors Teyma and AEPC, must provide the consents and approval
required by the governing documents of AAT Water.  Additionally, as
part of the transaction, Chapter 15 Debtor, Water SL, will forgive
an intercompany payable owing to it by Abengoa Vista Ridge in the
amount of $651,720.

The proposed Transaction will relieve AAT Water of certain
obligations and provide it with releases of certain potential
obligations, which releases will inure to the benefit of the
Chapter 11 Debtors, who as general partners of AAT Water, could
ultimately share liability for those obligations.  Additionally,
Abengoa will have the right to obtain a release of guaranty
obligations under existing financial debt. The Chapter 11 Debtors
and the Chapter 15 Debtors have exercised their business judgment,
subject to this Court's approval, to consent to and authorize the
Transaction.

The Purchasers will make these payments:

   a. Payment of $10 to Abengoa Water, at closing;

   b. Payment of $8,090,677 to Bank of America Merrill Lynch
("BAML") which represents repayment of amounts (i) advanced to
Abengoa Vista Ridge by BAML pursuant to an Agreement for Acceptance
of Documentary Drafts or Bills of Exchange dated
March 20, 2015, and entered into between BAML and Abengoa Vista
Ridge, and (ii) arranged to be advanced by BAML to CTRWSC at the
direction and for the benefit of Abengoa Vista Ridge on or before
the closing;

   c. Payment of the quarterly interest payment of the Bridge Loan
in the amount of $1,094,032.33; and

   d. Contribution to Abengoa Vista Ridge of all capital necessary
to pay reasonable costs to achieve Financial Close, which amount is
estimated to be $50 million.

                       About Abeinsa Holding

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

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

                        About Abengoa S.A.

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

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

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

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


ABENGOA BIOENERGY: Seeks KEIP, 2016 Incentive Plan Approval
-----------------------------------------------------------
Abengoa Bioenergy US Holding, LLC and its affiliated debtors ask
the U.S. Bankruptcy Court for the Eastern District of Missouri,
Eastern Division, to approve their key employee incentive plan
("KEIP") and incentive and severance plan for certain non-insider
employees of the Debtors for 2016 ("2016 Incentive and Severance
Plan").

                    Key Employee Incentive Plan

The Debtors tell the Court that the KEIP was proposed to
incentivize 12 critical employees ("KEIP Participants") to utilize
their unique operational knowledge and industry expertise in order
to obtain the highest possible value for the Debtors' assets.  The
Debtors further tell the Court that the KEIP includes eight
insiders and four non-insiders.  

The Debtors aver that none of the KEIP Participants will
participate in the 2016 Incentive and Severance Plan. They further
aver that the KEIP Participants who are insiders have forfeited
approximately $1.23 million in 2015 bonus payments, and have
further agreed to waive approximately $344,000 in claims for
unexpired employment contracts.

The Debtors contend that the KEIP provides for performance bonuses
that may be earned as a result of successful sales of one or more
of the Debtors' plants located in Ravenna, Nebraska, York,
Nebraska, Colwich, Kansas, and Portales, New Mexico, at specified
levels, and is designed to increase on a marginal basis as sale
proceeds increase.  The Debtors further contend that the proposed
KEIP payout depends on each Plant's sale price expressed in dollars
per gallon of maximum annual ethanol production capacity for each
Plant ("Nameplate Capacity").

The Debtors aver that if a Plant is sold for less than $0.95 per
gallon of Nameplate Capacity on or before August 31, 2016, the
payments under the KEIP will equal to the greater of $250,000 or 1%
of the sale proceeds for each Plant.  They further aver that if a
Plant is sold for less than $0.95 per gallon of Nameplate Capacity
after August 31, 2016, the sale of the Plant will not trigger a
KEIP payment.

Under the proposed KEIP, if a Plant is sold for more than $0.95 per
gallon of Nameplate Capacity, the KEIP Payment will be determined
as follows:

     (a) the greater of 1% of the proceeds up to $0.95 per gallon
of Nameplate Capacity, or $250,000; plus

     (b) 2% of the incremental proceeds between $0.95 and $1.30 per
gallon of Nameplate Capacity; plus

     (c) 3% of incremental proceeds above $1.30 per gallon of
Nameplate Capacity.

The Proposed KEIP provides that if a KEIP Participant voluntarily
terminates his or her employment with the Debtors, or is terminated
for cause, prior to closing of a sale of any of the Plants, such
KEIP Participant forfeits the KEIP bonus.  In the event of a KEIP
Participant's termination without cause, or death, prior to the
closing of a sale of any Plant, the KEIP Participant, or his or her
estate, will receive the KEIP payment within 30 days of the closing
that triggers the KEIP payment.

                 2016 Incentive and Severance Plan

The Debtors propose to include 135 employees ("Eligble Non-Insider
Employees"), who are not covered by the KEIP, into the 2016
Incentive and Severance Plan.

The 2016 Incentive and Severance Plan provides Eligible Non-Insider
Employees with retention payments based on achievement of certain
performance goals.

Under the proposed 2016 Incentive and Severance Plan, participants
will receive as severance, a pro-rated portion of their eligible
annual bonus for the number of months employed during the calendar
year 2016, if one of the following conditions is met:

     (a) The buyer of the Plants does not assume the 2016 Incentive
and Severance Plan and does not offer a comparable plan;

     (b) The Eligible Non-Insider Employee's tenure with the
Debtors is terminated without cause; or

     (c) The Eligible Non-Insider Employee is not offered
employment with the buyer of the Plants.

The proposed 2016 Incentive and Severance Plan provides that if the
buyer assumes the 2016 Incentive and Severance Plan or offers a
comparable bonus plan, and the Eligible Non-Insider Employee is
offered a position with the buyer, at the same or greater rate of
pay, but declines the offer, such employee will not receive their
severance payment under the 2016 Incentive and Severance Plan.

The proposed 2016 Incentive and Severance Plan provides for
individual bonus awards that are based on the achievement of the
following performance metrics:

     (a) 50% based on the employee-specific goals set forth in
individualized work plan;

     (b) 25% based compliance with the budget approved in
connection with the Court order authorizing the Debtors to obtain
post-petition financing; and

     (c) 25% based on the closing of a sale of a Plant or
confirmation of a plan of reorganization.

The Debtor relates that the 2016 Incentive and Severance Plan
provides for an aggregate potential full-year payment, based on the
historic target bonus levels, of $1,158,612, assuming (i) the goals
are achieved and (ii) existing Eligible Non-Insider Employee
levels.

"The KEIP is a true incentive plan with challenging performance
targets that will not be easily met, but if met will optimize
recoveries for the Debtors' creditors... The protections offered by
the 2016 Incentive and Severance Plan are key to the Debtors'
ability to successfully market their assets which will maximize
value for the Debtors' stakeholders, while simultaneously
continuing certain business aspects, preserving asset value,
operating in a financially prudent manner, responding to diligence
inquiries and fulfilling their obligations under the Bankruptcy
Code.  Without the ability to offer such protections, the Debtors
risk losing their key employees and with them considerable value
that could be used to pay the claims of creditors," the Debtors
contend.

The Debtors' Motion is scheduled for hearing on June 15, 2016 at
10:00 a.m.

Abengoa Bioenergy US Holding, LLC and its affiliated debtors are
represented by:

          Richard W. Engel, Jr., Esq.
          David L. Going, Esq.
          Susan K. Ehlers, Esq.
          ARMSTRONG TEASDALE LLP
          7700 Forsyth Blvd., Suite 1800
          St. Louis, MO 63105
          Telephone: (314)621-5070
          Facsimile: (314)621-5065
          E-mail: rengel@armstrongteasdale.com
                 dgoing@armstrongteasdale.com
                 sehlers@armstrongteasdale.com

                  - and -

          Richard A. Chesley, Esq.
          DLA PIPER LLP (US)
          203 North LaSalle Street, Suite 1900
          Chicago, IL 60601
          Telephone: (312)368-4000
          Facsimile: (312)236-7516
          E-mail: richard.chesley@dlapiper.com

                  - and -

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

                      About Abengoa Bioenergy

Abengoa Bioenergy is a collection of indirect subsidiaries of
Abengoa S.A. ("Abengoa"), a Spanish company founded in 1941. The
global headquarters of Abengoa Bioenergy is in Chesterfield,
Missouri. With a total investment of $3.3 billion, the United
States has become Abengoa S.A.'s largest market in terms of sales
volume, particularly from developing solar, bioethanol, and water
projects.

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

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

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

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and five
affiliated debtors each filed a Chapter 11 voluntary petition in
St. Louis, Missouri, disclosing total assets of $1.3 billion and
debt of $1.2 billion.  The cases are pending before the Honorable
Kathy A. Surratt-States and are jointly administered under Bankr.
E.D. Mo. Case No. 16-41161.

The Debtors have engaged DLA Piper LLP (US) as counsel, Armstrong
Teasdale LLP as co-counsel, Alvarez & Marsal North America, LLC as
financial advisor, Lazard as investment banker and Prime Clerk LLC
as claims and noticing agent.


ABENGOA BIOENERGY: Want Until Sept. 21 to Assume or Reject Leases
-----------------------------------------------------------------
Abengoa Bioenergy US Holding, LLC, and its affiliated debtors ask
the U.S. Bankruptcy Court for the Eastern District of Missouri,
Eastern Division, to extend the period within which they may assume
or reject unexpired leases of nonresidential real property, through
Sept. 21, 2016.

The Debtors are lessees under several Unexpired Leases, the most
significant of which is the lease for their headquarters located in
Chesterfield, Missouri.

The Debtors tell the Court that all of their senior management,
finance, accounting, trading, human resources and other office
functions are being carried out from the Headquarters.  The Debtors
further tell the Court that in addition to their responsibilities
to the Debtors, the senior management and personnel who are
employed at the Headquarters, oversee or provide office support
services to multiple affiliates of the Debtors that are either
debtors in the chapter 11 cases in the District of Delaware and the
District of Kansas or those that operate outside of chapter 11.
The Debtors add that the rent for the Headquarters is being
allocated between the Debtors and their non-debtor affiliates.

"Here, cause exist to extend the initial deadline which the Debtors
have to assume or reject the Unexpired Leases... the Headquarters
is a vitally important hub of the Debtors operations. At the same
time, at the present stage of these Chapter 11 Cases, the Debtors
are in the midst of their marketing efforts and the outcome of this
process will impact Debtors' decision to assume, reject or assign
the Headquarters lease, as well as other leases... the Debtors are
current on all of their Unexpired Lease obligations, and the
Debtors' lessors will not be negatively affected by the extension
of the 365(d)(4) Deadline... If the relief sought herein is not
granted the leases would be deemed automatically rejected as of
June 23, 2016, under section 365(d)(4)(A) of the Bankruptcy Code,
and the Debtors would be obligated to immediately surrender the
premises to the landlords, which would destroy the Debtors' ability
to effectively reorganize. Therefore, the proposed extension of the
365(d)(4) Deadline by 90 days, through and including September 21,
2016 is necessary, appropriate and in the best interests of the
Debtors' estates," the Debtors aver.

The Debtors' Motion is scheduled for hearing on June 15, 2016 at
10:00 a.m.

Abengoa Bioenergy US Holding, LLC and its affiliated Debtors are
represented by:

          Richard W. Engel, Jr., Esq.
          Susan K. Ehlers, Esq.
          Erin M. Edelman, Esq.
          ARMSTRONG TEASDALE LLP
          7700 Forsyth Blvd., Suite 1800
          St. Louis, MO 63105
          Telephone: (314)621-5070
          Facsimile: (314)621-5065
          E-mail: rengel@armstrongteasdale.com
                 sehlers@armstrongteasdale.com
                 eedelman@armstrongteasdale.com

                  - and -

          Richard A. Chesley, Esq.
          DLA PIPER LLP (US)
          203 North LaSalle Street, Suite 1900
          Chicago, IL 60601
          Telephone: (312)368-4000
          Facsimile: (312)236-7516
          E-mail: richard.chesley@dlapiper.com

                  - and -

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

                      About Abengoa Bioenergy

Abengoa Bioenergy is a collection of indirect subsidiaries of
Abengoa S.A. ("Abengoa"), a Spanish company founded in 1941. The
global headquarters of Abengoa Bioenergy is in Chesterfield,
Missouri. With a total investment of $3.3 billion, the United
States has become Abengoa S.A.'s largest market in terms of sales
volume, particularly from developing solar, bioethanol, and water
projects.

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

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

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

On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC and five
affiliated debtors each filed a Chapter 11 voluntary petition in
St. Louis, Missouri, disclosing total assets of $1.3 billion and
debt of $1.2 billion.  The cases are pending before the Honorable
Kathy A. Surratt-States and are jointly administered under Bankr.
E.D. Mo. Case No. 16-41161.

The Debtors have engaged DLA Piper LLP (US) as counsel, Armstrong
Teasdale LLP as co-counsel, Alvarez & Marsal North America, LLC as
financial advisor, Lazard as investment banker and Prime Clerk LLC
as claims and noticing agent.


ACTRONIX INC: Court Temporarily Extends Plan Filing Deadline
------------------------------------------------------------
The Hon. Ben Barry of the U.S. Bankruptcy Court for the Western
District of Arkansas has temporarily extended Actronix, Inc.'s
exclusive right to file a plan of reorganization and obtain
confirmation until resolution of the June 22, 2016, hearing on
Debtor's extension request.

As reported by the Troubled Company Reporter on May 25, 2016, the
debtor asked the Court to extend by an additional (i) 120 days the
exclusive time for the Debtor to file a plan of reorganization; and
(ii) 180 days the time for the Debtor to obtain confirmation of
that plan.  The original 120-day period during which only the
Debtors may file a Plan was to expire on Feb. 10, 2016.  

The Court issued on June 1, 2016, an order stating that the Court
considered the Debtor's request for extension of the exclusivity
period to file a plan, filed on May 23, 2016, and acknowledged that
the motion was filed prior to the current deadline as set by the
court order entered Feb. 8, 2016, and that a hearing on the motion
and any objections is currently set for June 22.

Headquartered in Flippin, Arkansas, Actronix, Inc., filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Ark. Case No.
15-72593) on Oct. 13, 2015, estimating its assets at up to $50,000
and its liabilities at between $1 million and $10 million.  The
petition was signed by Randy Steinberg, secretary.

Judge Ben T. Barry presides over the case.

Jill R. Jacoway, Esq., Jacoway Law Firm, Ltd., and Carter Ledyard
&
Milburn LLP serve as the Debtor's bankruptcy counsel.


AIRPORT ROAD MINING: Hires Andante Law as Primary Legal Counsel
---------------------------------------------------------------
Airport Road Mining Company, LLC, asks for permission from the U.S.
Bankruptcy Court for the District of Arizona to employ Andante Law
Group, PLLC, as the Debtor's primary legal counsel.

Andante's services include providing advice and representation as
debtor-in-possession, protecting the estate, negotiating with
creditors, preparing pleadings, and complying with U.S. Trustee
guidelines.

The Debtor has paid Andante $53,873.29 related to this engagement.
About $24,835.79 from those funds were paid to Andante for services
rendered related to preparing the bankruptcy filing, leaving a
Petition Date balance of $29,037.50.  

Services provided as the Debtor's counsel will be billed at
Andante's standard billable rates and other usual charges, which
rates and other charges are subject to periodic adjustment to
reflect economic and other conditions.  

To the best of Debtor's knowledge, Andante does not represent or
hold any interest adverse to the Trustee or the estates, and the
firm is a disinterested person as defined in 11 U.S.C. Section
101(14).

Headquartered in Buckeye, Arizona, Airport Road Mining Company,
LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz.
Case No. 16-05651) on May 18, 2016, estimating its assets and
liabilities at between $1 million and $10 million each.  The
petition was signed by Steven E. Bales, manager.

Judge Madeleine C. Wanslee presides over the case.

Daniel E. Garrison, Esq., and Fay Marie Waldo, Esq., at Andante Law
Group, PLLC, serve as the Debtor's bankruptcy counsel.


AL SILWADY: Taps Kutner Brinen as Bankruptcy Counsel
----------------------------------------------------
Al Silwady, Inc., dba Quebec Discount Liquors, asks the U.S.
Bankruptcy Court for the District of Colorado for authority to
employ Kutner Brinen Garber, P.C., as bankruptcy counsel.

The Firm will:

      a. provide the Debtor with legal advice with respect to its
         powers and duties;

      b. aid the Debtor in the development of a plan of
         reorganization under Chapter 11;

      c. filed the necessary petitions, pleadings, reports, and
         actions that may be required in the continued
         administration of the Debtor's property under Chapter 11;

      d. take necessary actions to enjoin and stay until a final
         decree herein the continuation of pending proceedings and

         to enjoin and stay until a final decree herein the
         commencement of lien foreclosure proceedings and all
         matters as may be provided under 11 U.S.C. Section 362;
         and

      e. perform all other legal services for the Debtor that may
         be necessary.

The Firm will be paid these hourly rates:

         Lee M. Kutner          $460
         Jeffrey S. Brinen      $400
         Jenny M.F. Fujii       $320
         Keri L. Riley          $200
         Law Clerk              $175
         Paralegals              $75

The Firm holds a pre-petition retainer for payment of post-petition
fees and costs in the amount of $7,200.  The retainer is property
of the estate and is to secure and be used to pay post-petition
fees and costs.  A separate application will be filed for approval
of the use of the retainer.  The Firm was also paid pre-petition
fees and costs, including the filing fee, by the Debtor in the
amount of $2,797.

Lee M. Kutner, a shareholder of the Firm, assures the Court that
the Firm doesn't represent any party in interest adverse to the
interest of the Debtor, doesn't represent any creditor of the
Debtor, and is disinterested as defined by 11 U.S.C. Section
101(14) and doesn't have or represent an interest materially
adverse to the interest of the estate or of any class of
creditors.

The Firm can be reached at:

         Lee M. Kutner, Esq.
         Kutner Brinen Garber, P.C.
         1660 Lincoln Street, Suite 1850
         Denver, CO 80264
         Tel: (303) 832-2400
         Fax: (303) 832-1510
         E-mail: lmk@kutnerlaw.com

Al Silwady, Inc., dba Quebec Discount Liquors is a Denver,
Colorado-based company that operates a retail liquor store.  It
filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case
No. 16-15100) on May 20, 2016.


ALL ABOUT CATERING: Hires Giunta as Counsel
-------------------------------------------
All About Catering Co., LLC, seeks authority from the U.S.
Bankruptcy Court for the District of Arizona to employ Mark J.
Giunta as counsel to the Debtor.

All About Catering requires Giunta to:

   (a) furnish legal advice with respect to the powers and duties
       of debtor-in-possession in the continued operation of its
       affairs and management of its property;

   (b) prepare necessary applications, answers, orders, reports,
       motions and other legal papers; and

   (c) perform of all other legal services for which may be
       necessary herein.

Giunta will be paid at these hourly rates:

     Mark J. Giunta             $425
     Senior Associate           $225
     Associate                  $175
     Clerk                      $125
     Legal Assistant            $90

Mark J. Giunta received on May 18, 2016 a sum of $3,200 from
Nutrition One, LLC, a subsidiary of Debtor, as a retainer for the
representation of the Debtor.  On May 27, Mark J. Giunta received
$12,800 from Julia Schroyer-Sims, principal of the Debtor and
guarantor, as an additional retainer for the representation of the
Debtor. Mark J. Giunta currently holds an aggregate retainer of
$16,000 in this matter.

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

Mark J. Giunta, member of the law office of Mark J. Giunta, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Giunta can be reached at:

     Mark J. Giunta, Esq.
     LAW OFFICE OF MARK J. GIUNTA
     245 W. Roosevelt Street, Suite A
     Phoenix, AZ 85003
     Tel: (602) 307-0837
     Fax: (602) 307-0838
     E-mail: markgiunta@giuntalaw.com

                       About All About Catering

All About Catering Co, LLC, filed Chapter 11 bankruptcy protection
(Bankr. D. Ariz. Case No. 16-03423) on April 1, 2016. The petition
was signed by Julia Aldana, member.

The Debtor estimated assets of $100,001 to $500,000 and estimated
debts of $100,001 to $500,000.

The Debtor hired Richard A Drake, Esq., of the law firm of Drake
Law Firm PLC, as counsel.


ALLIED INJURY: Hires Fredman Lieberman as General Bankr. Counsel
----------------------------------------------------------------
Allied Injury Management, Inc., asks for authorization from the
U.S. Bankruptcy Court for the Central District of California to
employ Fredman Lieberman Pearl LLP as general bankruptcy and
reorganization counsel.

FLP will:

      a. assist the Debtor in complying with the requirements of
         the Office of the U.S. Trustee and to counsel Debtor
         regarding its duties as a debtor-in-possession;

      b. assist in the administration of the bankruptcy case, the
         marshaling and preservation of assets, and the
         formulation of a Chapter 11 plan of reorganization;

      c. make appearances in the Court on behalf of the Debtor;

      d. conduct negotiations with creditors and other parties-in-
         interest and to counsel the Debtor about its role in
         those negotiations;

      e. examine claims filed against the estate and resolve any
         disputes;

      f. prosecute and defend lien avoidance and dischargeability
         actions and actions to determine the extent of liens and
         other adversary actions or contested matters;

      g. assist in the prosecution and defense of any actions
         removed to the Court;

      h. assist and guide other professionals, less familiar with
         the bankruptcy processes and rules, in their work for the

         Debtor that affects the Chapter 11 case; and

      i. take other actions and perform other services as may be
         required in connection with the Chapter 11 case.

FLP will be paid at these hourly rates:

         Howard S. Fredman, Esq.                  $485
         Marc A. Lieberman, Esq.                  $515
         Mark J. Pearl, Esq.                      $485
         Gregg Yaris, Esq.                        $475
         Alan W. Forsley, Esq.                    $435
         Rosette Nahman, Esq.                     $340
         Paralegal                                $195
         Heavy Date Entry &                        $45
            Secretarial Overtime

Prior to the commencement of the case, the Debtor delivered to FLP
a $25,000 retainer of which $13,426.50 was earned and taken as
income prior to the filing.  FLP has $9,573.50 in its trust account
as of the time of the filing of the instant case.  On May 12, 2016,
FLP received from the Debtor's principal John Larson on behalf of
the Debtor $100,000 earmarked for the Debtor's attorney fees.  The
Earmarked funds will be treated by the Debtor as a capital
contribution and by FLP as part of the retainer.

Marc A. Lieberman, Esq., a principal in FLP, assures the Court that
the firm doesn't represent any interest adverse to the estate and
is a disinterested party.

                       About Allied Injury

Headquartered in San Bernardino, California, Allied Injury
Management, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. C.D. Calif. Case No. 16-14273) on May 11, 2016, estimating
its assets at between $10 million and $50 million and debts at
between $1 million and $10 million.  The petition was signed by
John R. Larson, M.D., president.

Judge Mark D. Houle presides over the case.

Alan W Forsley, Esq., and Marc Liberman, Esq., at Fredman Lieberman
Pearl LLP serves as the Debtor's bankruptcy counsel.


AMKOR TECHNOLOGY: Egan-Jones Cuts Sr. Unsec. Ratings to BB
----------------------------------------------------------
Egan-Jones Ratings Company downgraded the senior unsecured ratings
on debt issued by Amkor Technology Inc. to BB from BB+ on May 12,
2016.

Headquartered in Tempe, Arizona, Amkor Technology, Inc. is a
semiconductor product packaging and test services provider.



AMW MACHINE: Hires RD Brown as Special Counsel
----------------------------------------------
AMW Machine Control, Inc., seeks permission from the U.S.
Bankruptcy Court for the Western District of Michigan to employ
R.D. Brown, PLC, as special counsel to the Debtor, nunc pro tunc to
the Petition Date.

The Debtor submits that employment of special counsel is necessary
to provide advice and recommendations regarding the civil
proceeding Geologic Computer Systems, Inc. v. John MacLean et al.,
Case No. 2:10-cv-13569-AJT-RSW.

R.D. Brown will:

      a. provide advice and recommendations regarding the civil
         proceeding Geologic Computer Systems, Inc. v. John
         MacLean et al., Case No. 2:10-cv-13569-AJT-RSW; and

      b. provide services, assistance, and other activities that
         are required and mutually agreed upon.

Russell D. Brown, Esq., an attorney at the Firm, tells the Court
that the Firm will be paid $300 per hour for its services.

The Firm provided services to the Debtor prior to this bankruptcy
proceeding, resulting in a balance of fees owed to Brown in the
amount of $12,000.  The Firm has forgiven and waived any amounts
the Debtor previously owed to Brown for pre-petition services.

Mr. Brown assures the Court that the Firm has not had as clients
any of the Debtor's creditors, equity security holders, or other
parties listed by the Debtor, in any matters relating to the Debtor
or its estate, and have no connection with any attorneys,
accountants, or other professionals employed by the Debtor as of
the commencement of these proceedings.

R.D. Brown can be reached at:

         Russell D. Brown, Esq.
         543 Marlpool Drive
         Saline, MI 48176
         Tel: (734) 604-1522
         Fax: (734) 944-3169
         E-mail: rdbrown@rdbrownlaw.com

AMW Machine Control, Inc., based in Saranac, Michigan, filed for
Chapter 11 bankruptcy (Bankr. W.D. Mich. Case No. 16-02157) on
April 19, 2016.  Hon. John T. Gregg presides over the case.  Todd
A. Almassian, Esq., at Keller & Almassian, PLC, serves as the
Debtor's counsel.  In its petition, the Debtor estimated under
$50,000 in assets and $1 million to $10 million in liabilities.
The petition was signed by Mark A. Williams, president.


ANADARKO PETROLEUM: Egan-Jones Cuts FC Sr. Unsec. Rating to BB-
---------------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Anadarko Petroleum Corp to BB-
from BB+ on May 12, 2016.

Anadarko Petroleum Corporation is an American petroleum and natural
gas exploration and production company headquartered in The
Woodlands, Texas.


AOG ENTERTAINMENT: Seeks Authority to Enter Into RSA
----------------------------------------------------
AOG Entertainment, Inc. and its affiliated debtors ask the U.S.
Bankruptcy Court for the Southern District of New York for
authorization to enter into a Restructuring Support Agreement
("RSA") with  Consenting Lenders.

The Consenting Lenders consist of holders of 100% of the amount of
obligations outstanding under:

     (a) the Debtors' $200 million term loan facility pursuant to
the First Lien Term Loan Agreement ("FLTLA"); and

     (b) the Debtors' $160 million term loan facility pursuant to
the Second Lien Term Loan Agreement ("SLTLA").

The Debtors tell the Court that the RSA contemplates, among other
things, that the Plan will implement the transactions contemplated
by the Term Sheet, which will result in significant deleveraging of
the Debtors by approximately $385,000,000.   The Debtors further
tell the Court that their two largest lenders under the FLTLA,
Crestview Media Investors, L.P. and Tennenbaum Capital Partners
LLC, have agreed to reinvest approximately $18 million in the
reorganized Debtors pursuant to the terms of the Rights Offering
described in the Term Sheet.

The RSA and the Restructuring Term Sheet contains, among others,
the following relevant terms:

     (1) Use of Cash Collateral/DIP Financing: The Debtors will use
cash collateral only in accordance with the Cash Collateral
Stipulation.

          To the extent that the Debtors determine it is necessary,
the Debtors will enter into a debtor-in-possession credit facility
in an amount to be agreed to by the Debtors and pursuant to the
approval provisions of the RSA. In connection with the DIP Credit
Facility, the Debtors will provide an initial DIP financing and
cash collateral budget, which will be subject to the approval
provisions of the RSA.


     (2) New Term Loan Facility: Reorganized CORE Entertainment
will enter into a new secured term loan facility on the effective
date of the Plan, in the amount of $30 million, representing the
amount of debt under the FLTLA assumed by the reorganized Debtors.
The obligations under the New Term Loan Facility will be guaranteed
by each guarantor under the FLTLA, as well as each current
unrestricted wholly-owned subsidiary of the Debtors.

     (3) Organizational/Capital Structure: Subject to tax
considerations, the current organizational structure of the Debtors
will survive the Restructuring either by virtue of: (a) leaving
Intercompany Interests unimpaired under the Plan to maintain the
existing corporate structure of the Debtors or (b) on the Effective
Date, contributing equity in a newly reorganized Debtor received by
the First Lien Lenders under the Plan on account of their claims to
the applicable reorganized Debtor entity so as to mirror the
corporate structure that existed just prior to the Effective Date.


          On the Effective Date, CORE Entertainment will be
converted from a Delaware corporation to a Delaware limited
liability company; provided, that Core Entertainment will "check
the box" to remain taxed as a corporation.

     (4) New Convertible Preferred Equity Units: On the Effective
Date, reorganized CORE Entertainment will issue 18,065,383 units of
preferred equity .

     (5) New Common Equity Units: On the Effective Date,
reorganized CORE Entertainment will issue 25,000,000 units of
common equity.

The Debtors have agreed to pursue a restructuring on the terms set
forth in the Plan in accordance with, among others, these
deadlines:

     (a) The filing of the Motion seeking approval of the RSA by
May 20, 2016;

     (b) The filing of the Plan and Disclosure Statement by June 3,
2016;

     (c) Entry of an order approving the DIP Financing by June 3,
2016;

     (d) Entry of an order granting the RSA Motion by June 29,
2016;

     (e) The approval of the Disclosure Statement by July 27,
2016;

     (f) The commencement of the solicitation of votes on the Plan
by Aug. 8, 2016;

     (g) The entry of the Confirmation Order by Oct. 25, 2016; and

     (h) The Plan has been substantially consummated by Nov. 23,
2016.

In the event the Debtors fail to meet the deadlines, the RSA will
terminate automatically absent waiver by the required Consenting
Lenders.

"The RSA is premised upon the fact that the Debtors are in need of
a balance sheet restructuring; and pursuing a chapter 11 process
without a clear roadmap to emerge will erode the value of the
estates and reduce the recoveries available to creditors.  The
Debtors' production and entertainment business (and particularly,
on-location productions) is predicated on timeliness, efficiency
and synchronization, where one hiccup can derail the entire
shooting schedule and marketing process.  Both the Debtors and the
Consenting Lenders feared that a free-fall into bankruptcy, with no
clear exit strategy, would cause concern among the Debtors'
vendors, customers and employees and hamper, if not decimate, the
Debtors' prospects for a successful reorganization.  To avoid this
potentially value-destructive scenario, the parties negotiated the
RSA to allow the Debtors' stakeholders to fully capture the value
of the Debtors' underlying business," the Debtors averred.

The Debtors' Motion is scheduled for hearing on June 28, 2016 at
10:00 a.m.  The deadline for the filing of objections to the
Debtors' Motion is set on June 21, 2016 at 4:00 p.m.

AOG Entertainment, Inc. and its affiliated debtors are represented
by:

          Matthew A. Feldman, Esq.
          Paul V. Shalhoub, Esq.
          Andrew S. Mordkoff, Esq.
          WILLKIE FARR & GALLAGHER LLP
          787 Seventh Avenue
          New York, NY 10019
          Telephone: (212)728-8000
          Facsimile: (212)728-8111
          E-mail: mfeldman@willkie.com
                  pshalhoub@willkie.com
                  amordkoff@willkie.com

                      About AOG Entertainment

CORE Entertainment Inc. and its subsidiaries own, produce, develop
and commercially exploit entertainment content.  The Company's
portfolio of world-class brands and entertainment properties
includes participation in the "IDOL"-branded shows, including
American Idol, Deutschland sucht den Superstar, Nouvelle Star and
more than fifty other franchises shown around the world, and the
popular television series "So You Think You Can Dance".  The
Company conducts its primary business activities through its
subsidiary groups, including 19 Entertainment.

CORE Entertainment Inc. and 47 other affiliates each filed a
Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 16-11087
to 16-11134, respectively) on April 28, 2016, two days prior to
the
expiration of their forbearance agreement with (a) certain lenders
holding the requisite amount of loans under a first lien term loan
facility; and (b) Crestview Media Investors, L.P., as lender under
the first lien term loan facility and a second lien term loan
facility.  Pursuant to the Forbearance Agreements, the lenders
agreed to forbear from exercising their remedies on account of any
missed payments or certain alleged defaults under the Term Loan
Agreements.

The Debtors estimated assets and liabilities in the range of $100
million to $500 million.

The Debtors have hired Willkie Farr & Gallagher LLP as counsel,
Moelis & Company, LLC as financial advisor, PricewaterhouseCoopers
LLP as auditors and tax consultants and Kurtzman Carson
Consultants
LLC as claims, noticing and administrative agent.

The cases are pending joint administration under AOG
Entertainment, Inc., Case No. 16-11090 before the Honorable Stuart
M. Bernstein.


AOG ENTERTAINMENT: Wants Approval of $30-Mil. DIP Facility
----------------------------------------------------------
AOG Entertainment, Inc., and its affiliated debtors ask the U.S.
Bankruptcy Court for the Southern District of New York for
authorization to obtain postpetition financing.

The Debtors seek to obtain debtor-in-possession financing in the
form of a first priority, priming revolving credit facility of up
to $30,000,000, between CORE Media Group Inc. and each of its
debtor affiliates, as borrowers and Elvis Blue Moon Holdings, LLC,
as DIP Lender.

"While the Debtors currently have sufficient liquidity, given
access to the use of cash and/or Cash Collateral pursuant to the
Court's approval of the Debtors' Stipulation and Interim Order
Authorizing Debtors to Use Cash and/or Cash Collateral and Granting
Adequate Protection to Prepetition Secured Parties... the Debtors
seek approval of the DIP Financing to provide their key
constituents (such as vendors, suppliers, employees and independent
contractors) with the confidence that the Debtors will have
sufficient cash if the Debtors' revenues turn out to be uneven
and/or insufficient," the Debtors aver.

The DIP Facility contains, among others, the following relevant
terms:

     (a) DIP Financing: Revolving credit facility in favor of the
Debtors, pursuant to which the DIP Lender will make one or more
secured loans to the Debtors in a maximum aggregate principal
amount not to exceed $30,000,000.

     (b) Interest Rates: 5% per annum, payable in kind and due at
maturity.

     (c) Maturity: The earlier of (i) the date a plan is
consummated in the Chapter 11 Case of any Debtor, (ii) the date of
consummation of a sale of all or substantially all of the assets of
the Debtors, or (iii) 12 months from the date of execution of the
DIP Credit Agreement.

     (d) Purpose of DIP Financing: The proceeds will be used (i) to
make adequate protection payments required by the Final Order, (ii)
to provide for working capital expenditures and (iii) for general
corporate purposes, all pursuant to the Budget.

AOG Entertainment, Inc., and its affiliated debtors are represented
by:

          Matthew A. Feldman, Esq.
          Paul V. Shalhoub, Esq.
          Andrew S. Mordkoff, Esq.
          WILLKIE FARR & GALLAGHER LLP
          787 Seventh Avenue
          New York, NY 10019
          Telephone: (212)728-8000
          Facsimile: (212)728-8111
          E-mail: mfeldman@willkie.com
                  pshalhoub@willkie.com
                  amordkoff@willkie.com

                      About AOG Entertainment

CORE Entertainment Inc. and its subsidiaries own, produce, develop
and commercially exploit entertainment content.  The Company's
portfolio of world-class brands and entertainment properties
includes participation in the "IDOL"-branded shows, including
American Idol, Deutschland sucht den Superstar, Nouvelle Star and
more than fifty other franchises shown around the world, and the
popular television series "So You Think You Can Dance".  The
Company conducts its primary business activities through its
subsidiary groups, including 19 Entertainment.

CORE Entertainment Inc. and 47 other affiliates each filed a
Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 16-11087
to 16-11134, respectively) on April 28, 2016, two days prior to
the
expiration of their forbearance agreement with (a) certain lenders
holding the requisite amount of loans under a first lien term loan
facility; and (b) Crestview Media Investors, L.P., as lender under
the first lien term loan facility and a second lien term loan
facility.  Pursuant to the Forbearance Agreements, the lenders
agreed to forbear from exercising their remedies on account of any
missed payments or certain alleged defaults under the Term Loan
Agreements.

The Debtors estimated assets and liabilities in the range of $100
million to $500 million.

The Debtors have hired Willkie Farr & Gallagher LLP as counsel,
Moelis & Company, LLC as financial advisor, PricewaterhouseCoopers
LLP as auditors and tax consultants and Kurtzman Carson
Consultants
LLC as claims, noticing and administrative agent.

The cases are pending joint administration under AOG
Entertainment, Inc., Case No. 16-11090 before the Honorable Stuart
M. Bernstein.


ARCH COAL: S&P Assigns 'BB-' Rating on $275MM DIP Term Loan
-----------------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' point-in-time rating
to St. Louis-based Arch Coal Inc.'s $275 million DIP term loan. The
corporate credit rating on the company remains 'D'.

This DIP loan rating is a point-in-time rating effective only for
the date of this report.  S&P will not review, modify, or provide
ongoing surveillance of the rating.  The rating is based on various
items, including the bankruptcy court orders and the DIP credit
agreement.

   -- On Jan. 11, 2016, Arch Coal Inc. and substantially all of
      its wholly owned domestic subsidiaries filed for voluntary
      Chapter 11 protection in the Bankruptcy Court for the
      Eastern District of Missouri.

   -- On Feb. 25, 2016, the bankruptcy court issued a final order
      authorizing access to the full amount under the DIP
      facilities.  The DIP facilities constitute super-priority
      administrative expense claims.

   -- Arch has yet to draw on the DIP term loan.  The term loan
      may be funded in up to two draws through July 20, 2016.

"Our rating on a DIP facility primarily captures our view of the
likelihood of full and timely cash repayment through the company's
reorganization and emergence from Chapter 11 (our "CRE"
assessment)," said S&P Global Ratings credit analyst Chiza Vitta.
"The DIP rating also considers the potential for the company to
fully repay the DIP facility if it is not successful in
reorganizing and liquidation becomes necessary.  If S&P believes
the DIP facility is sufficiently overcollateralized to be fully
repaid under its liquidation scenario, S&P assigns a rating that is
one or two notches higher than the rating indicated by the CRE
assessment."

   -- S&P's rating on the $275 million DIP delayed draw term loan
      incorporates a CRE assessment of 'B+'.  S&P applied a one-
      notch enhancement to the CRE assessment, based on its view
      of recovery prospects under a liquidation scenario, to
      arrive at S&P's 'BB-' rating on the DIP term loan.


ARCHDIOCESE OF ST. PAUL: Creditors Want Estate Consolidated
-----------------------------------------------------------
The Official Committee of Unsecured Creditors in the Chapter 11
case of The Archdiocese of Saint Paul and Minneapolis asks the U.S.
Bankruptcy Court for the District of Minnesota, to substantively
consolidate the estate of The Archdiocese of Saint Paul and
Minneapolis with:

     (i) its parishes;
    (ii) consolidated schools;
   (iii) the Catholic Community Foundation of Minnesota;
    (iv) the Francophone African Chaplaincy;
     (v) Segrado Corizon de Jesus;
    (vi) the Chaplaincy of Gichitwaa Kateri;
   (vii) Newman Center and Chapel;
  (viii) the Catholic Finance Corporation;
    (ix) The Catholic Cemeteries;
     (x) Totino Grace High School;
    (xi) DeLaSalle High School; and
   (xii) Benilde-St. Margaret High School.

"The Archdiocese and the Consolidation Parties, and possibly many
other entities within the Archdiocese, function as a single,
interrelated operation subject to the Debtor's direct control and
authority through the Archbishop.  The consolidation sought by the
Committee is necessary given the history of the American Catholic
Church, the Code of Canon Law (the rules by which the Debtor must
conduct its activities), and, most importantly, the history and
conduct of this specific Archdiocese," the Official Committee
avers.

The Committee cites these reasons, among others, to support its bid
for consolidation:

     (a) The Debtor represents to the Internal Revenue Service that
it exercises control and supervision over every entity listed in
its Catholic Directory.  

     (b) The Debtor exercises direct authority and control over its
parishes pursuant to corporate governance structures and Canon
Law.

     (c) The Debtor exercises authority and control over all
aspects of the Consolidation Parties' finances and operations and
the Debtor and the Consolidation Parties thus function as a single,
interrelated entity.

     (d) The history and operational realities of the Catholic
Finance Corporation, the Catholic Community Foundation of
Minnesota, and the high schools, reflect their interrelationship
with the Archdiocese.

     (e) The Catholic cemeteries, the Francophone African, Newman
Center and Chapel, Sagrado Corizon, and Gichitwaa Kateri
Chaplaincies operate as fully-integrated departments or divisions
of the Archdiocese.

"Substantive consolidation would focus and harmonize the interests
of the Debtor and the Parishes.  Any internal disagreement between
the Archdiocese and its Parishes would be removed from the public
forum and the unification of the claims process would avoid delay,
litigation, related complications and substantial expense...
substantive consolidation would result in little, if any, harm to
creditors and, if substantive consolidation occurs, the pool of
assets becoming available for distribution to creditors, coupled
with the reduction in litigated claims between interrelated
entities and the overall efficiencies created, would generate
actual and significant benefits for all interested parties," the
Official Committee contends.

The Committee's Motion is scheduled for hearing on June 9, 2016 at
10:30 a.m. The deadline for the filing of objections to the
Official Committee's Motion is set on June 3, 2016.

The Official Committee of Unsecured Creditors of The Archdiocese of
Saint Paul and Minneapolis is represented by:

          Robert T. Kugler, Esq.
          Edwin H. Caldie, Esq.
          Brittany S. Mitchell, Esq.
          STINSON LEONARD STREET LLP
          150 South Fifth Street, Suite 2300
          Minneapolis, MN 55402
          Telephone: (612)335-1500
          Facsimile: (612)335-1657
          E-mail: robert.kugler@stinson.com
                  edwin.caldie@stinson.com
                  brittany.mitchell@stinson.com

                About The Archdiocese of Saint Paul
                          and Minneapolis

The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chicago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties.  There are 187 parishes and approximately 825,000
Catholic individuals in the region.  These individuals and
parishes
are served by 3999 priests and 173 deacons.

The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on
Jan.
16, 2015, saying it has large and growing liabilities related to
child sexual abuse and that its pension obligations are
underfunded.

The Debtor disclosed $45,203,010 in assets and $15,890,460 in
liabilities as of the Chapter 11 filing.

The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC d/b/a Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.

Eleven other dioceses have commenced Chapter 11 bankruptcy cases
in
the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.

U.S. Trustee for Region 12 appointed five creditors to serve on
the
official committee of unsecured creditors.

The U.S. Trustee appointed five creditors to serve on the
Committee
of Parish Creditors.  Ginny Dwyer appointed as the acting
chairperson of the committee until such time as the members can
meet and officially elect their own person.


ARGITAKOS LLC: Hires Zeisler as Counsel
---------------------------------------
Argitakos, LLC, seeks authority from the U.S. Bankruptcy Court for
the District of Connecticut to employ Zeisler & Zeisler, P.C. as
counsel to the Debtor.

Argitakos, LLC requires Zeisler to:

   (a) advise the Debtor of its rights, powers and duties as
       Debtor and Debtor-in-possession continuing to operate and
       manage his business and property;

   (b) advise the Debtor concerning and assisting in the
       negotiation and documentation of financing agreements,
       debt restructuring, cash collateral orders and related
       transactions;

   (c) review the nature and validity of liens asserted against
       the property of the Debtor and the advising the Debtor
       concerning the enforceability of such liens;

   (d) advise the Debtor concerning the actions that it might
       take to collect and to recover property for the benefit of
       the Debtor’s estate;

   (e) prepare on behalf of the Debtor certain necessary and
       appropriate applications, motions, pleadings, draft
       orders, notices, schedules and other documents, and
       reviewing all financial and other reports to be filed in
       this chapter 11 case;

   (f) advise the Debtor concerning, and preparing responses to,
       applications, motions, pleadings, notices and other papers
       which will be filed and served in the Chapter 11 case;

   (g) counsel the Debtor in connection with the formulation,
       negotiation and promulgation of a plan of reorganization
       and related documents; and

   (h) perform all other legal services for and on behalf of the
       Debtor which will be necessary or appropriate in the
       administration of this Chapter 11 case.

Zeisler will be paid at these hourly rates:

     Matthew K. Beatman      $425
     Partners                $325-$525
     Associates              $275-$315
     Paralegals              $150-$185

Prior to the filing, Zeisler received a retainer in the amount of
$21,717.00 by a wire transfer from the Law Offices of Ronald
Chorches on behalf of Spartakos, LLC. Spartakos, LLC received the
funds from Mythos LLC. Spartakos LLC wired the funds as repayment
of money owed to the Debtor which the Debtor then used to pay the
retainer and filing fee.

Spartakos LLC owns and operates a restaurant which is a tenant of
the Debtor. Mr. Argiris Argitakos owns (1) a 50% membership
interest in and is an officer of the Debtor and Spartakos LLC and
(2) a 100% membership interest in Mythos LLC. Mr. Argitakos is also
an unsecured creditor and Vice President of the Debtor.

The retainer has been and will be applied on account of legal fees
and expenses incurred in representing the Debtor prior to the
bankruptcy filing and in contemplation of and in connection with
this Chapter 11 case, and includes the $1,717.00 for the filing fee
for the bankruptcy petition.

The remaining balance of the retainer, after application of fees
and expenses incurred prior to the filing and the filing fee, will
be held by Zeisler until post petition fees and expenses are
approved by this Court. In addition, Argiris Argitakos has
guaranteed the payment of legal fees and expenses incurred by
Zeisler & Zeisler, P.C. on behalf of Argitakos, LLC.

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

Matthew K. Beatman, principal of the law firm of Zeisler & Zeisler,
P.C., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtors and
their estates.

Zeisler can be reached at:

     Matthew K. Beatman
     ZEISLER & ZEISLER, P.C.
     10 Middle Street, 15th floor
     Bridgeport, CT 06604
     Tel: (203) 368-4234

                       About Argitakos, LLC

Argitakos, LLC filed a Chapter 11 bankruptcy petition (Bankr. D.
Conn. Case No. 2:16-bk-20851) on May 27, 2016.


ATHLACTION HOLDINGS: S&P Affirms 'B' Rating, on Watch Developing
----------------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' rating on Dallas-based
Athlaction Holdings LLC and placed it on CreditWatch with
developing implications.

S&P also affirmed the 'B+' rating on the company's first-lien term
loan and revolving credit facility and placed it on CreditWatch
developing.  The recovery rating remains '2', indicating S&P's
expectation of substantial (70% to 90%; lower half of the range)
recovery in the event of a payment default.  In addition, S&P
affirmed the 'CCC+' on the company's second-lien term loan maturing
2021 and placed it on CreditWatch developing.  The '6' recovery
rating remains unchanged and indicates S&P's expectation of
negligible (0% to 10%) recovery in the event of payment default.

"The CreditWatch placement reflects Vista Equity Partners' plan to
divest Lanyon from Athlaction and merge it with Cvent Inc., a
recently acquired portfolio company also focused on corporate event
planning and management," said S&P Global Ratings credit analyst
Dee Banson.

S&P believes that Athlaction will need to either refinance its
existing credit facilities or obtain a covenant waiver from lenders
in conjunction with this transaction.  S&P do not yet know the
ultimate capital structure plan, and it could raise, lower, or
affirm the rating depending on the final debt level and credit
metrics.

S&P will monitor developments related to the potential divestiture,
and will resolve the CreditWatch listing when S&P has additional
clarity around Athlaction's final capital structure.


AUTO ACCEPTANCE CENTER: Seeks to Hire Stumbo Hanson as Counsel
--------------------------------------------------------------
Auto Acceptance Center Corp. seeks approval from the U.S.
Bankruptcy Court for the District of Kansas to hire Stumbo Hanson,
LLP as its legal counsel.

The Debtor tapped the firm to give advice sbout its powers and
duties as debtor-in-possession, prepare legal papers and provide
other legal services.

Stumbo Hanson will be compensated on an hourly basis and will be
reimbursed for work-related expenses.  The hourly rates for the
firm's professionals are:

     Tom Barnes II       $250
     Todd Luckman        $250
     Lee Hendricks       $250
     Other Associates    $200
     Law Clerks           $60
     Para Legal Staff     $60

Stumbo Hanson does not represent any interest adverse to Debtor,
according to court filings.

The firm can be reached through:

     Todd A. Luckman      
     Lee W. Hendricks     
     Tom R. Barnes II      
     2887 S.W. MacVicar Ave.
     Topeka, KS 66611
     Phone: 785-267-3410
     Facsimile: 785-267-9516
     E-mail: todd@stumbolaw.com
             lee@stumbolaw.com
             tom@stumbolaw.com

                     About Auto Acceptance

Auto Acceptance Center Corp. sought protection under Chapter 11 of
the Bankruptcy Code in the District of Kansas (Case No. 16-40561)
on May 31, 2016.


AVANTOR PERFORMANCE: Moody's Cuts Corporate Family Rating to B2
---------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
(CFR) to B2 from B1 and the probability of default rating (PDR) to
B2-PD from B1-PD of Avantor Performance Materials Holdings S.A.
(Avantor) and assigned B1 to the new first lien senior secured term
loan and Caa1 to the new second lien senior secured term loan
issued by Avantor's subsidiary Avantor Performance Materials
Holdings, Inc. The proceeds of the new term loans will be used to
refinance the existing senior secured term loan facility, the B1
rating on which will be withdrawn when the new TL closes, and to
finance a $759 million dividend to the equity owner New Mountain
Capital. The outlook on the ratings is positive.

"The dividend recapitalization is being done at a time when the
company's balance sheet is under-levered following a period of debt
reduction and significant growth in EBITDA, which is largely a
result of improved execution by new senior management," according
to Joseph Princiotta, VP- Senior Credit Officer at Moody's and lead
analyst responsible for Avantor's ratings.

Ratings Downgraded:

Avantor Performance Materials Holdings S.A.

Corporate Family Rating to B2 from B1

Probability of Default to B2-PD from B1-PD

Ratings Outlook Positive

Ratings Assigned:

Avantor Performance Materials Holdings, Inc.

$670 mm Sr. Sec. TL due 2023 -- B1 LGD3

$50mm Sr. Sec. Revolver due 2021 -- B1 LGD3

$165 2nd Lien TL due 2024 -- Caa1 LGD5

Ratings Outlook Positive

Ratings to be withdrawn at Closing:

Avantor Performance Materials Holdings, Inc.

$35mm Revolver due 2017 -- B1 LGD3

$185mm Sr Sec TLB due 2017 -- B1 LGD3

RATINGS RATIONALE

The B2 rating reflects the stability and stickiness of the
company's branded and specialty revenue base, long-lived customer
relationships and a strong reputation with customers, strong P&L
performance in recent quarters, a relatively new and impressive
management team, and the establishment and stability of positive
free cash flow generation. The ratings also reflect the recent
repositioning of the manufacturing footprint, along with other cost
and pricing actions that have resulted in a significant increase in
EBITDA margins since the new management team took the helm in
mid-2014.

Avantor's competitive strengths also include FDA registered, ISO
certified, cGMP manufacturing sites in North America, Europe and
India that provide best-in-class global supply chain quality and
security management systems to large pharma customers. Avantor's
products are often specified into customer's processes at various
stages of drug product life cycles contributing to a certain
'stickiness' due to costs and risks of changing suppliers after
regulatory approvals.

The ratings are currently constrained due to the high leverage that
will result from the pending leveraged dividend recapitalization.
Other negative factors include the company's small scale, limited
segment diversification, and significant customer concentration
with large pharma companies and distributors. However, this risk is
mitigated by long term relationships and ongoing (and renewed)
attention to customer service excellence.

The most significant negative factor in the credit profile in the
near term is the step up in debt and leverage resulting from the
dividend recap, whereby debt is expected to increase from $80
million to $835 million, pro forma for the TL refinancing, and
increasing gross pro forma leverage to roughly 5.3x (including
Moody's adjustments) from its currently under-levered position of
less than 1.0 times. Adjusted debt includes standard adjustments
for unfunded pensions of $11 million and capitalized rents of $18
million, The initial debt-to-EBITDA leverage is high for the B2
CFR. However, modest capital expenditures and absence of a regular
dividend result in cash flow metrics that are better aligned with
the ratings category (compared to debt-to-EBITDA) with
retained-cash-flow to total debt approaching 10% and free-cash-flow
to total debt in the mid-to high-single digits percentage range.
Moreover, Moody's expects these metrics to trend positively,
reflecting debt reduction with free cash flow and the
aforementioned favorable operational factors. Metrics give pro
forma annualized credit to certain actions by management, mainly
the optimization of the U.S. and European manufacturing footprint
and certain cost reduction and pricing actions recently
implemented, Moody's added.

The ratings anticipate management will pursue bolt-on acquisitions
to build on or add to core strengths, but that acquisitions will be
not be large in scale and not materially add to debt or stress the
balance sheet.

Following a period of operational and cash flow challenges, mainly
attributed to difficulties with a troubled SAP ERP implementation a
few years ago, a new senior management team has refocused efforts
on execution, including a renewed focus on customer service, R&D,
procurement, and implementation of price increases in select
customer accounts and markets, and is nearing completion on a
comprehensive plan to streamline and optimize manufacturing and
R&D. These actions are already evident in better margins and the
operational changes are expected to further improve margins and
cash flow going forward.

Moody's said, "we consider Avantor's liquidity position to be good
as the company had a cash balance of $40.3 million as of FYE
December 2015 and is expected to generate positive free cash flow
going forward for debt reduction. Strong free cash flow and an
anticipated $50 million proposed revolving credit facility should
cover the company's ongoing basic cash needs, working capital
needs, the step up in capital expenditures, and still allow for
further debt reduction."

The positive outlook reflects Moody's expectation that metrics
trend favorably as robust free cash flow is applied to debt
reduction and as operations benefit from organic growth and the
likelihood that ongoing actions by management further improve
operations. Moody's expects leverage, in the absence of bolt-on
acquisitions, to decline to towards 4.0x in 18-24 months.

Moody's said, "We could raise the rating if adjusted leverage
improves to roughly 4.0x, or if retained cash flow to debt were to
exceed 15% and free cash flow to debt 10%, both on a sustained
basis. However, the CFR rating would likely be constrained to B1
due to the private equity ownership and the risk that future
policies might shift and allow for a more leveraged balance sheet
and large dividends.

"Moody's would change the outlook to stable if debt is not reduced
over the next few quarters and metrics fail to trend favorably,
which could occur if the company were to make early acquisitions or
if the current favorable trends in operations were to reverse.
Continuation of high leverage, or if free cash flow were to
deteriorate to neutral or near neutral, we would consider a
downgrade to the ratings."

Incorporated in Luxembourg, Avantor's operational headquarters are
located in Pennsylvania, USA. For the financial year-end (FYE)
December 2015, Avantor's Moody's-adjusted revenues and EBITDA were
approximately $456 million and $92 million, respectively and on an
unaudited basis. The company has approximately 1,200 employees
producing over 12,000 products across four broad product categories
(pharmaceutical, laboratory, microelectronic and diagnostic
products). Approximately 54% of Avantor's revenues are generated
from the US and Canada; 16% from Europe; 13% from India; 8% from
Asia; and 3% from Latin America.

Avantor manufactures and markets high-purity fine chemicals and
advanced materials for a range of applications and products are
marketed under various registered or trademarked brand names such
as J. T. Baker, Macron Fine Chemicals, Rankem, BeneSphera, and
POCH. Avantor was formed in 2010 when funds managed or advised by
private equity firm New Mountain Capital LLC (unrated) acquired
Mallinckrodt Baker from Covidien International Finance S.A. (A3
negative). In 2011, Avantor completed the strategic acquisitions of
India-based RFCL Limited and Poland-based POCH S.A.


AZIZ PETROLEUM: Plan Proposes 100% Recovery to Unsecured Creditors
------------------------------------------------------------------
Aziz Petroleum, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of Florida a disclosure statement and plan of
reorganization proposing a distribution of 100% of the allowed
claims of general unsecured creditors.

A full-text copy of the Disclosure Statement dated May 31, 2016, is
available at http://bankrupt.com/misc/AZIZ990531.pdf

Aziz Petroleum, Inc. (Bankr. S.D. Fla., Case No. 15-30937) filed a
Chapter 11 Petition on November 30, 2015.  The Debtor is
represented by Lenard H. Gorman, Esq.


B & B REAL ESTATE: Seeks to Employ Philip Stock as Local Counsel
----------------------------------------------------------------
B & B Real Estate General Partnership asks the Bankruptcy Court to
retain Philip W. Stock, Esq., and Cunningham, Chernicoff &
Warshawsky, P.C., as local counsel.

The professional services that Philip W. Stock is to render
include:

   a. Providing the Debtor-in-Possession with legal advice with
respect to its powers and duties as Debtor-in-Possession in the
continued operation of its business and management of its duties;

   b. Preparing the necessary applications, petitions, pleadings,
briefs, memoranda and such other documents and reports as may be
required;

   c. Representing the Debtor-in-Possession at the Initial Debtor
Interview and at the Meeting of Creditors;

   d. Representing the Debtor-in-Possession at all hearings and
adversary proceedings;

   e. Representing the Debtor-in-Possession in its dealings with
its creditors;

   f. Representing the Debtor-in-Possession in providing legal
services required to negotiate, draft and implement a Plan and
Disclosure Statement; and

   g. Performing all other legal services for the
Debtor-in-Possession which may be necessary in connection with the
Chapter 11 bankruptcy.

The Debtor-in-Possession desires to employ Philip W. Stock on an
hourly basis of $250 per hour.  In this regard, the
Debtor-in-Possession has provided to Philip W. Stock a retainer of
$3,000 for post-petition representation, plus a filing fee of
$1,717, the retainer of which is held in the trust account of
Philip W. Stock (also, B & B Real Estate General Partnership paid
to Philip W. Stock an additional $4,500 in connection with legal
representation, since March of 2016, in an attempt to limit or
completely avoid the filing of a bankruptcy for this Debtor and/or
a bankruptcy for a related entity.  

Philip W. Stock, Esq., a partner at the firm, attests that the
firm: (a) has no connection with the Debtors, their creditors,
other parties in interest, or the attorneys or accountants of any
of the foregoing, or the U.S. Trustee or any person employed by the
Office of the U.S. Trustee; (b) does not hold any interest adverse
to the Debtors' estates; and (c) believes it is a "disinterested
person" as defined by Section 101(14) of the Bankruptcy Code.

Mr. Stock can be reached at:

          Philip W. Stock, Esq.
          706 Monroe Street
          Stroudsburg, PA 18360
          Tel: (570) 420-0500

B & B Real Estate General Partnership filed a Chapter 11 bankruptcy
petition (Bankr. M.D. Pa. Case No. 16-02183) on May 23, 2016.  The
Debtors are represented by Philip W. Stock, Esq., at Cunningham,
Chernicoff & Warshawsky, P.C., in Harrisburg, Pa.


BAR-B-QUING WITH MY HONEY: Files Plan to Repay Tax Claims
---------------------------------------------------------
Bar-B-Quing With My Honey, Inc., on May 31, 2016, filed with the
United States Bankruptcy Court for the Southern District of
Alabama, Southern Division, a disclosure statement explaining its
plan to repay the tax claims filed by various governmental
entities, including the Internal Revenue Service and the State of
Alabama.

There were no unsecured claims filed as of the Debtor's May 12,
2016, bar date.

A full-text copy of the Disclosure Statement is available at
http://bankrupt.com/misc/BARBQ630531.pdf

The Debtor is represented by:

         Barry A. Friedman, Esq.
         BARRY A FRIEDMAN & ASSOCIATES, PC
         Attorneys At Law
         257 St. Anthony Street
         Post Office Box 2394
         Mobile, Alabama 36652‐2394
         Tel: (251) 439-7400

Bar-B-Quing With My Honey, Inc. (Bankr. S.D. Al., Case No.
15-03308) filed a Chapter 11 Petition on October 7, 2015.


BEAR CREEK: Taps Wardrop & Wardrop as Local Counsel
---------------------------------------------------
Bear Creek Partners II, LLC, and Bear Creek Retail Partners II LLC
ask for authorization from the U.S. Bankruptcy Court for the
Western District of Michigan to employ Wardrop & Wardrop, P.C., as
local counsel, nunc pro tunc to the Petition Date.

The Debtors will employ the Firm to perform all necessary legal
tasks for the Debtors' Chapter 11 cases.

Robert F. Wardrop II, a partner at the Firm, tells the Court that
the Firm will be paid these hourly rates:

      Partners        $375
      Associates      $250
      Paralegal       $100

Mr. Wardrop assures the Court that the Firm is disinterested, as
defined in Section 101(14) of the Bankruptcy Code and does not hold
or represent an interest adverse to the Debtors' estates in the
matters upon which the Firm is to be eployed, as counsel to the
Debtors, and the employment complies with Section 327(a) of the
Bankruptcy Code.

The Firm can be reached at:

      Robert F. Wardrop II, Esq.
      Wardrop & Wardrop, P.C.
      300 Ottawa Avenue, NW, Suite 150
      Grand Rapids, MI 49503
      Tel: (616) 459-1225
      E-mail: robb@wardroplaw.com

                   About Bear Creek Partners

Bear Creek Partners II, L.L.C. and Bear Creek Retail Partners II
LLC filed separate Chapter 11 petitions (Bankr. W.D. Mich. Case
Nos. 16-02553 and 16-02554) on May 6, 2016.  Hon. John T. Gregg
presides over the cases.  

Each of Bear Creek Partners II and Bear Creek Retail Partners
estimated $10 million to $50 million in both assets and
liabilities.

The petitions were signed by Scott A. Chappelle, president.


BETHEL POINT: LTCO Discharged From His Duties
---------------------------------------------
Chief U.S. Bankruptcy Judge Mary D. France has discharged the Long
Term Care Ombudsman (LTCO) from serving in the Chapter 11 case of
Bethel Point Foundation.  LTCO will have no continuing obligations
or duties to perform in this case, including monitoring the quality
of patient care provided to the Debtor's patients or former
patients or reporting to the Court.

Bethel Point Foundation states that that the sale of its assets as
authorized by the Court's order entered Nov. 30, 2015, has closed
or otherwise been consummated.  The Debtor notes that it no longer
has any patients and is no longer providing any patient care.

Bethel Point Foundation filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Pa. Case No. 15-04509) on Oct. 19, 2015.  The
petitions were signed by Michael O'Quinn as Secretary.  The case is
assigned to Judge Mary D. France.  The Debtor is represented by
Robert E. Chernicoff, Esq., at Cunningham, Chernicoff & Warshawsky,
P.C., in Harrisburg, Pa.


BION ENVIRONMENTAL: Updates Company Overview on Website
-------------------------------------------------------
Bion Environmental Technologies, Inc., on May 27, 2016, placed an
updated "Company Overview" on the Company's Web site,
http://www.biontech.com/

Bion's unique and patented technology platform provides a cleantech
solution for large-scale livestock production (CAFOs - Concentrated
Animal Feeding Operations).  The problem and the opportunity: what
to do with over 1.5 billion tons of manure produced annually that
is not regulated under the Clean Water Act. The livestock industry,
especially CAFOs, has come under heavy and increasing scrutiny for
its substantial environmental and public health impacts at the same
time it is struggling with reduced margins and supply-chain
issues.

Bion's livestock waste treatment technology largely eliminates the
environmental impacts of large-scale production: nutrient runoff
that fuels toxic algal blooms and dead zones, greenhouse gas and
ammonia emissions, and pathogens linked to foodborne illnesses and
antibiotic resistance.  The technology platform simultaneously
improves operational and resource efficiencies by recovering
valuable nutrients and renewable energy from the waste stream and
provides the industry with sustainable branding opportunities.
Bion’s unique and patented technology platform can help transform
both the $180 billion U.S. animal protein sector and the way we
manage our soil, air and water quality.

Bion has invested over $100 million in its technology platform,
policy change and other activities since 1989.  Its 2nd generation
(2G) technology is proven at commercial scale and has been reviewed
and qualified for federal loan guarantees under USDA's Technical
Assessment program.  The 2G platform provides the only proven
comprehensive and cost-effective treatment of wet livestock waste:
dairy, beef, and swine.  Bion can provide a livestock facility with
a similar level of treatment and verification as a municipal
wastewater treatment facility, creating opportunities for dramatic
savings in U.S. clean water costs.

Bion was recently joined by National Milk Producers Federation,
Land O’Lakes, JBS and other national livestock interests to
support changes to our nation's clean water strategy that will
allow states to acquire low-cost nutrient reductions through a
competitive procurement process, in the same manner government
acquires most goods and services on behalf of the taxpayer.  As
developing markets for nutrient reductions become
fully-established, Bion anticipates a robust opportunity to
retrofit existing CAFOs to provide cost-effective alternatives to
today’s high-cost and failing clean water strategy.

Over the last three years, Bion developed its 3rd generation (3G)
technology that will produce significantly greater value from the
waste stream through the recovery of a concentrated natural
nitrogen fertilizer and pipeline-quality natural gas.  As a result
of R&D efforts and pilot trials over the last three months, Bion
has determined that revenues from byproducts and renewable energy
alone will be sufficient to support certain large-scale 3G
technology-based projects.  These potential opportunities will be
dependent on a number of factors that are described below - The 3G
Business.  At this time, Bion is primarily focused on using its 3G
technology to develop new (or expanded) large-scale projects with
strategic partners like Kreider Farms, which is the third-largest
egg producer in the U.S.

The Problem/Opportunity

In the U.S. today, we have over 9M dairy cows, 80M beef cattle, 62M
swine and billions of poultry (USDA ERS 2012) - an indication of
both the scope of the problem addressed by Bion, as well as its
opportunity.  Estimates of total annual U.S. livestock waste vary
widely, but start around 1.5B tons, between 30 and 100 times
greater than human waste.  Although the U.S. spends over $114
billion a year to clean up human waste, animal waste is disposed of
today as it has been for centuries: spread on the ground untreated
for its fertilizer value.  Today, however, the agronomic balance
between livestock production and crop farming has been skewed,
leading to runoff of excess nutrients and other pollution that
contaminates local and downstream waters.

Over the last several decades the livestock industry 'specialized',
essentially decoupling from crop farming, and began developing
increasingly larger facilities that are often in close proximity to
improve production efficiencies.  CAFOs are now responsible for
more than 60 percent of U.S. animal protein production.  The
unintended consequence of increased scale, together with
concentration in certain geographies, has been to overwhelm
Nature's ability to absorb nutrients and mitigate other impacts
from animal waste.

Nutrients from livestock waste enter the environment either through
direct runoff or atmospheric deposition of nitrogen from ammonia
emissions, where they contaminate groundwater and surface waters.
Livestock waste has now been acknowledged as one of the largest
sources of excess nutrients that cause toxic algal blooms and dead
zones in our waters, as well as greenhouse gases and ammonia, and
pathogens that have been linked to food-borne illnesses and
antibiotic resistance.  A major study completed in May 2016 by
Colorado State University in collaboration with US EPA and the
National Park Service determined that ammonia emissions (from
livestock and nitrogen fertilizers) have surpassed NOx emissions
(from automobiles and power plants) as the largest source of
problem nitrogen cycling from the atmosphere to the biosphere.

Ironically, the same manure that is degrading our environment also
represents lost opportunities for the industry; it is a tremendous
waste of the energy and most of the valuable nutrients it contains.
Only about 25 percent of the highly-reactive and mobile nitrogen
in manure is available to crops when applied as fertilizer; the
rest is lost to runoff.  Further, in order to achieve the desired
level of nitrogen, phosphorus must be over-applied, which is both
wasteful and harmful to soil health.  Bion's technology platform
separates the various components of the waste stream so that they
can then be processed into value-added byproducts, thereby
improving on-farm margins and allowing the energy, nitrogen,
phosphorus and micronutrients to be utilized independent of each
other.

Technology Platform

A Bion system is comprised of several process units combined in a
'process train', much like a municipal wastewater treatment plant.
The platform utilizes a combination of mechanical, biological, and
thermal processes and can be configured in a variety of ways, based
on the needs and economics of the location, to provide the level of
environmental treatment required, while separating and aggregating
the various components of the waste stream for processing.  A key
attribute of the Bion platform is that the performance of the
system can be measured, quantified and verified through a
proprietary data collection system, providing a level of oversight
and verification on par with a municipal wastewater treatment
plant.

Bion's 2G treatment solutions are scalable, proven in commercial
operations and have been accepted by EPA, USDA and other regulatory
agencies.  Bion's 2G core processes are protected by seven U.S.
patents and six international patents, with applications pending in
the EU, New Zealand, Mexico, Brazil, Argentina and Australia.
There is no other known cost-effective technology that provides
Bion's 2G system's level of treatment of wet livestock waste:
dairy, beef and swine.  Revenues from Bion's 2G platform are 90
percent dependent on developing nutrient trading markets (See
Nutrient Reductions below).

Bion's 3G technology platform was developed over the past three
years to maximize byproduct values from large scale facilities (or
multiple facilities).  The 3G system produces a natural
nitrogen-rich fertilizer that Bion believes will qualify for
certification for use in organic production.  Further, the
technology platform recovers methane that can be conditioned to
pipeline quality and will qualify for various credits and subsidies
as a clean renewable compressed natural gas. At this time, two U.S.
patents, filed in 2014 and 2015, are pending on the 3G platform.

The 3G Business

Bion's advanced 3G technology platform will provide comprehensive
onsite waste treatment and byproduct refining capabilities at very
large-scale production facilities.  The platform recovers renewable
energy and nitrogen that is processed into a high-value natural
nitrogen fertilizer product, while simultaneously offering
cost-effective solutions to several pressing environmental and
public health issues.

Bion's business is based on the sale of financial products,
including nutrient reductions, carbon and other environmental
credits; byproducts, including a natural concentrated nitrogen
fertilizer and other fertilizer/soil amendment products; and
renewable natural gas (RNG) and related environmental credits.

Based on pilot study results related to the 3G technology platform
(and assuming such pilot results are achievable at commercial
scale), Bion's management currently estimates that in a
commercial-scale Bion project (such as the Kreider poultry waste
treatment facilities) that:

  1. sales of verified nutrient reductions will represent
     approximately 30-40% of Bion's projected revenue stream when
     formal competitive bidding markets evolve.

  2. sales of byproducts, which will require building distribution
     with industry partners, regulatory certifications (including
     organic certification), field trials and market acceptance,
     will represent approximately 30-35% of the total revenue
     stream.  Projected byproduct pricing is based on existing
     market pricing for similar products.

  3. renewable energy and related RE credits will represent
     approximately 30-35% of the projected revenue stream, based
     upon current market prices.

Assuming that Bion can accomplish the tasks above, Bion projects
that any two of the above revenue categories will be sufficient to
generate a minimum 30% EBITDA, based upon current estimated CAPEX
and OPEX costs (with a much higher return if all three revenue
streams can be realized by a particular project).  There are many
risks associated with these projections, but Bion's management is
cautiously optimistic that most of the challenges will be met
during the next twelve months.

Ammonium Bicarbonate  Bion filed a new patent application in
September 2015 for a process that recovers a natural nitrogen
fertilizer product without the use of chemical additives. Bion is
preparing a filing with the Organic Materials Review Institute
(OMRI) for certification for use in organic production.

The fertilizer will contain 12 to 15 percent nitrogen in a solid
crystalline form that is water soluble and provides
readily-available nitrogen.  It will contain none of the
phosphorus, salt, iron and other mineral constituents of the
livestock waste stream, and will be in an industry-standard form
that can be precision-applied to crops using existing equipment.
Successful OMRI approval for the product’s use in organic crop
production will provide Bion with access to a higher value market
for the product than the synthetic nitrogen markets.

Renewable Energy/Credits  Bion's 3G platform utilizes anaerobic
digestion (AD) to recover methane from the volatile solids in the
waste stream.  At sufficient scale, methane can be cost-effectively
conditioned and injected into existing pipelines, resulting in a
renewable compressed natural gas.  Federal programs to support
renewable energy production include a 30 percent Biogas Investment
Tax Credit (ITC) for qualifying biogas technologies and the
Renewable Fuel Standard program that provides ongoing renewable
energy credits for the production and use of renewable
transportation fuels.

Livestock waste is one of the largest contributors of methane and
nitrous oxide emissions, two of the most potent greenhouse gases.
Under California's carbon cap-and-trade program, eligible credits
can be purchased from dairy farms in the U.S. that utilize AD. Bion
will file an application to include poultry layer manure, such as
will be processed at Bion's Kreider Farms' poultry waste treatment
facility, as an eligible feedstock.

The 2G and 3G Business

Sustainable Branding  In Dec 2015, Bion submitted its branding
application to the USDA Agricultural Marketing Services' Process
Verified Program (PVP) to certify a number of verifiable
environmental and public health benefits associated with the
application of Bion's technology to livestock production
facilities.  The initial application includes reductions in both
nitrogen and carbon footprint, as well as pathogens. Licensing
Bion's brand will allow producers that utilize Bion's technology to
differentiate themselves to consumers who are becoming increasingly
more sustainability- and safety-conscious in their food choices.

Nutrient Reductions  Public expenditures on clean water from
federal, state and local ratepayers are rising rapidly while
overall water quality continues to decline.  Harmful algal blooms
that block sunlight and lead to 'dead zones' are the new normal in
the Chesapeake Bay, Great Lakes, Gulf of Mexico and many other U.S.
waters.  Toxic algal blooms, like the 2014 Lake Erie bloom that
shut down Toledo, Ohio's water supply for several days, occur with
increasing frequency.  High nitrate levels in water wells located
near livestock production are also increasing.  Livestock waste has
been acknowledged as one of the largest sources of excess
nutrients.

A task force of EPA and state officials described excess nutrients
as having the potential to become "one of the costliest, most
difficult environmental problems we face in the 21st century."  In
2010 US EPA established the Chesapeake Bay regulations that require
substantial reductions in nutrients and sediment from the six Bay
states and Washington, DC.  This is the first watershed-wide,
multi-state regulation of U.S. water quality.  Compliance cost
estimates vary widely, from $30 to $50 billion.  Bion's technology
will capture most of the nutrients from a livestock production
facility, providing large-scale nutrient reductions at a fraction
of the cost of traditional agricultural or downstream treatment.

US EPA and USDA support a market-driven strategy that will engage
the private sector to provide innovative solutions to reduce costs.
Nutrient reduction credit trading and/or procurement programs are
being evaluated and proposed in many states.  They would allow
verified reductions from unregulated sources, such as agriculture,
to be used to offset federal requirements, in lieu of dramatically
higher-cost infrastructure projects, such as municipal wastewater
and stormwater treatment.  Reductions from manure control
technologies can be verified and achieved at substantially less
cost than traditional infrastructure solutions. Cleaning livestock
waste at its source also provides many benefits to the local
environment and community that cannot be achieved with downstream
treatment.

On a national level, Bion's approach has emerged as a model for the
Public-Private Partnerships the EPA envisions for private-sector
solutions to this problem.  In the EPA's inaugural national water
quality trading workshop, Bion was the ONLY representative of
private-sector solutions on the panel.  EPA has made it clear that
many of the policies and strategies being developed for the
Chesapeake Bay will become a model for other nutrient-impaired
watersheds in the U.S., including the Great Lakes and Mississippi
River basins.

While the answer seems straightforward -- reallocate some portion
of our existing spending to more cost-effective solutions -- change
has been a complex and slow process, involving many layers of
federal, state and local agencies and policies.  The clean water
space is dominated by government agencies and NGOs, many that have
a strong cultural bias against private sector solutions. Further,
there are many vested (and deeply invested) stakeholders,
particularly at the state and local levels where spending decisions
are made, which benefit from the status quo.  Most of these
entrenched interests strongly oppose change that might reduce their
share of funding, despite clear evidence of better and cheaper
solutions.

Bion believes it is inevitable that a new cost-effective strategy
that provides transparency and account-ability and utilizes all the
watershed management tools available, will be adopted in states,
regionally on a watershed basis, and nationwide. Bion further
believes that in the Chesapeake Bay, where these costs are now real
and large, change will come soon.  The cost differentials between
legacy solutions and alternatives, as outlined in multiple
independent studies, are too great for current policies to
continue.  Bion was recently joined by national livestock interests
in support of a competitive bidding program that will fund low-cost
solutions and allow Bion to monetize its systems' nutrient
reductions.

Pennsylvania is now in default by a wide margin of its Chesapeake
Bay mandates and is facing high-cost sanctions from US EPA.  A 2013
report from the State's bipartisan Legislative Budget and Finance
Committee estimated 80 percent savings ($1.5B annually) in Bay
compliance costs if a competitive bidding program were implemented
to acquire verified nutrient reductions from alternative sources
like Bion.  Legislation has been introduced in the PA Senate to
implement the recommendations of the LBFC study.

Maryland's Chesapeake Bay Restoration Financing Strategy Final
Report, prepared in 2015 by the Environmental Finance Center (EFC)
at the University of Maryland, concludes that a more efficient,
market-based approach to financing the state's compliance with
EPA-mandated pollution reductions will reduce costs and accelerate
implementation.  The report goes on to state, "it is essential that
financing and funding decisions be made based on efficiency and
effectiveness of projects rather than political outcomes and
motivations".

Bion conservatively estimates the market for nutrient reductions in
the U.S. alone at $8 to $10 billion annually.  At this time,
Bion’s 2G platform is the only technology that the Company is
aware of that is approved to generate verified credits (that can be
used to offset federal mandates) from wet livestock waste by any
state program overseen by EPA.  Although the economics will vary
widely with livestock type, scale and location, livestock waste is
the largest source of unregulated nutrients in most states.

2G and 3G Ancillary Benefits

Pathogen Reductions  Raw livestock manure contains a tremendous
amount of harmful pathogens, including E Coli, Salmonella,
Listeria, Cryptosporidium, Campylobacter and MRSA, among others.
There is a strong correlation between antibiotic usage in livestock
and growing antibiotic resistance of pathogens. Thousands of deaths
and millions of cases of foodborne illness occur annually in the
U.S. from contamination of food by manure used to fertilize crops.
Further, recent studies demonstrate that land application of swine
manure leads to increased levels of MRSA in residents that live
adjacent to the fields.

Bion's technology platform provides almost total destruction of
pathogens in both residual solids and wastewater effluent from the
system.  Additionally, the frequent removal of waste needed for
processing in a Bion system results in cleaner living conditions
and reduces the need for non-therapeutic antibiotics that have been
linked to growing bacterial resistance.

Other Substantial Benefits The value of treating livestock waste at
its source to local communities and their economies includes
reduced compliance costs for local and downstream clean water
mandates, future cost avoidance of treating drinking water from
contaminated aquifers, odor reduction, higher property values,
increased economic activity for agriculture, tourism and
recreation, and improved public health and quality of life.
Further, the treatment of livestock waste at its source can
mitigate ammonia emissions that result in atmospheric deposition of
nitrogen everywhere.  The livestock operator benefits from improved
margins from a share of byproduct sales, reduced manure-handling
costs, sustainable branding opportunities, avoidance of almost
certain future regulation, and the potential for growth.

Kreider Farms Projects

Dairy The 2G system at the Kreider Farms dairy was built in 2010/11
to treat the waste from 1,200 cows located in Lancaster County, PA.
It was permitted as a demonstration project and financed by the
Pennsylvania Infrastructure Investment Authority (Pennvest).  In
mid-2012, the system's nutrient reductions were verified and it was
issued a full water quality permit -- the first ever for a
livestock facility in the U.S.

Bion has not made payments on the Pennvest loan, which is currently
in default, because Pennsylvania has not yet developed the market
anticipated to purchase the nutrient credits.  Under the terms of
the loan, because the system met a guaranteed level of performance,
the loan became non-recourse to Bion.  Bion currently maintains
minimum system operations at the Kreider Dairy.  At such time as a
market for the credits is developed, allowing Bion to generate the
revenues from credit sales needed to service the debt, the Company
expects to settle with Pennvest and resume full operations to
provide Pennsylvania taxpayers with the low-cost credits Pennvest
funded the project to produce.

Poultry  Bion expects to begin development of the first
commercial-scale installation of its 3G platform in 2016. The
project is anticipated to initially process manure from Kreider's 5
million layer hens that are housed in multiple facilities in
Lancaster County, PA.  The project will be developed with a
capacity of 10 million birds to accommodate Kreider’s proposed
expansion, which will be made possible by treating the waste
instead of its disposal by land application.  A central processing
facility is planned that will serve Kreider's operations and
potentially other producers that are located in the surrounding
area.

The project is expected to initially reduce more than 5M pounds of
nitrogen to local waters annually.  This includes 1M pounds of
verified Chesapeake Bay nitrogen credits that Bion could sell upon
the establishment of a credit trading market.  These numbers would
be substantially higher if Pennsylvania were to adopt current EPA
models used to calculate credits.  Further, at full capacity, the
platform is expected to generate annual revenues in excess of $20M,
just from the sale of ammonium bicarbonate and renewable
energy/credits.  A detailed description and projections for the
Kreider poultry project are available under non-disclosure
agreement.

Paradigm Shift with Multiple Drivers

Over a billion pounds of nutrients need to be reduced in the
Mississippi River Basin, Great Lakes and Chesapeake Bay watersheds
alone.  Looming costs of hundreds of billions of dollars are
forcing changes to our clean water strategy.  It is already
happening: policies are evolving to encourage private-sector
solutions and address unregulated sources like livestock.  While
predictably opposed by entrenched interests, the science and the
economics are clear: manure control technologies represent the most
cost-effective source of large-scale verified nutrient reductions
in most of our largest watersheds. Bion believes their adoption is
inevitable.

The livestock industry has struggled for the last decade to deal
with rising fuel costs and climate change (leading to drought) that
have exposed critical weaknesses in its supply chain. For the most
part, the industry has been unable to relocate or consolidate to
mitigate these effects due to its environmental impacts.  As a
result, margins across the supply chain have fallen dramatically.
With no manure to spread, the acreage required to support livestock
production is dramatically reduced.  Bion provides the opportunity
to locate operations more strategically or to expand operations at
an existing location without having to acquire additional land.

Food safety and environmental sustainability are issues of growing
worldwide importance.  Wal-Mart, Costco, McDonalds and a host of
other distributors of meat and dairy products are increasingly
specifying sustainable production practices to satisfy growing
customer demand.  Bion's platform allows greater control over
inputs, improved traceability and accountability, and the cleanest,
most efficient production practices possible.  These improvements
can be verified and communicated to the consumer, forming the basis
for a sustainable brand.

The livestock industry recognizes it is in the regulatory
'crosshairs'.  There is a growing understanding that if voluntary
measures to reduce nutrients from livestock fail, increased
regulation of CAFOs will happen sooner rather than later. National
Milk Producers Federation, Land O’Lakes, JBS (the largest
beef/pork producer in the world), and other national livestock
interests recently joined Bion in support of a market-driven
strategy.  Such a strategy would deliver billions of dollars in
savings to the taxpayer while giving the industry access to public
money to help offset technology adoption costs.  Bion believes the
importance of this industry support cannot be overemphasized.

Over the past 25 years, Bion has developed groundbreaking
technology and pioneered the change of deeply-embedded policies,
paving the way for transformation for both the livestock industry
and the environment.  The Kreider project has successfully
demonstrated that Bion's livestock waste treatment solutions can
resolve several major environmental concerns related to livestock
production and improve farm economics, all while saving taxpayers
billions of dollars in water treatment costs.

The livestock industry and the environment are inextricably linked.
The U.S. livestock industry must reduce its footprint and
simultaneously improve its efficiencies if it is to remain
environmentally and economically sustainable in the modern world.
Bion addresses both of these inescapable challenges that will
require significant investment over the coming years.

                       About Bion Environmental

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

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

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

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


BMR HOLDINGS: Committee Taps Buchanan Ingersoll as Counsel
----------------------------------------------------------
The Committee of Unsecured Creditors of BMR Holdings, LLC dba
Patchington asks for authorization from the U.S. Bankruptcy Court
for the Middle District of Florida to retain Scott A. Underwood,
Esq., and the law firm of Buchanan Ingersoll & Rooney PC, nunc pro
tunc to the May 20, 2016, to represent the Committee as its counsel
in this Chapter 11 case.

The Firm will:

      a. advise the Committee with respect to its rights, powers,
         and duties in this bankruptcy proceeding;

      b. attend meetings and negotiate with representatives of the

         Debtor and other parties-in-interest and consult with the

         Debtor concerning the administration of the case;

      c. investigate the acts, conduct, assets, liabilities, and
         financial condition of the Debtor, the operation of the
         Debtor's business and the desirability of the continuance

         of the business, and any other matter relevant to the
         case or to the formulation of a plan;

      d. participate in the formulation of a plan, advise those
         represented by the Committee of the Committee's
         determinations as to any plan formulated, and,
         potentially, collect and file with the court acceptances
         or rejections of a plan;

      e. prepare on behalf of the Committee all motions,
         applications, answers, orders, reports, and papers
         necessary to the administration of this case;

      f. attend meetings with third parties and participate in
         negotiations;

      g. appear before this Court, any appellate courts, and the
         U.S. Trustee, and protect the interests of the Committee
         before the courts and the U.S. Trustee; and

      h. perform all other necessary legal services and provide
         all other necessary legal advice to the Committee in
         connection with this Chapter 11 case.

The Firm will be paid these hourly rates:

         Scott A. Underwood, Esq.        $415
         John D. Emmanuel, Esq.          $520
         Linda J. Z. Young, Esq.         $275

Scott A. Underwood, Esq., a shareholder of the Firm, assures the
Court that the Firm neither holds nor represents any interest
adverse to the Committee, that the Firm neither has nor will
represent any other entity in connection with this case, and that
neither will the Firm accept any fee from any other party or
parties in this case, except the Committee, unless otherwise
authorized by the Court.

The Firm can be reached at:

         John D. Emmanuel, Esq.
         Scott A. Underwood, Esq.
         Linda J. Z. Young, Esq.
         BUCHANAN INGERSOLL & ROONEY PC
         SunTrust Financial Centre
         401 E. Jackson Street, Suite 2400
         Tampa, FL 33602
         Tel: (813) 222-8180
         Fax: (813) 222-8189
         E-mail: john.emmanuel@bipc.com
                 scott.underwood@bipc.com
                 linda.young@bipc.com

                      About BMR Holdings

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

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

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


BORDER MEDICAL: Patient Ombudsman Sees Consistent Patient Care
--------------------------------------------------------------
Susan N. Goodman, the Patient Care Ombudsman (PCO) for Border
Medical Specialists, PA, has issued a second interim report dated
May 24, 2016.

The PCO observed consistent patient care without the potential
negative bankruptcy impact contemplated by 11 U.S.C. Sec. 333
(b)(3).  Further, the radiation oncologist and staff demonstrated
significant strides in improved organizational processes, including
but not limited to elimination of the medical record filing backlog
reported in PCO's First Interim Report and improved employee file
documentation and organization.  Further, the dosimetrist is now
on-site daily and assisting with continued operational
improvements.  The Debtor reported a concerning hindrance to
patient care this reporting cycle with significant professional
mail receipt delays due to receiver involvement.  The PCO's
understanding is that this problem, which resulted in delayed mail
receipt for several weeks, was recently resolved.  The PCO will
continue to monitor this issue given the importance of timely
information sent from other providers caring for oncology
patients.

The PCO spoke with the physicist this reporting cycle and received
a copy of his Texas licensure.  The PCO also spoke with the
maintenance technician for the linear accelerator.  Both
professionals were engaged and reported continued, regular
interaction with the Debtor post bankruptcy.  No concerns noted.

The two therapists who were awaiting Texas licensure reported
difficulties with a state backlog causing this process to exceed
the anticipated 4 – 6 week turn-around-time.  The PCO will follow
up with the State Attorney General's office to confirm the reported
direction provided by a contact at the Department of State Health
Services.  Of note, the dosimetrist reported also holding RTR(T)
licensure and serves as the second licensed therapist given the
resignation reported in PCO's First Report.

Physicist documentation was reviewed with monthly QA documentation
and TLD submissions noted.  Random chart audits were performed and
physicist documentation of treatment plan review was also noted.
PCO discussed the missing February occupational radiation
monitoring report with the oncologist and the dosimetrist.  This
report may have been stalled in the mail issue.  The dosimetrist
agreed to work to create an on-line account with Landauer to obtain
an electronic copy of this report.  Given the noted trend of very
low staff exposure rates, PCO is comfortable reviewing this
documentation on the next site visit.

On the date of PCO's site visit, the team was experiencing a
problem with the quality assurance software interface to the portal
imaging/dosimetry system.  Patients were appropriately notified
while the team worked through the process of contacting the
appropriate technical support vendor(s).  While the system was
ultimately brought on-line, some treatments were cancelled for the
day.  Absent this operational issue, and the temporary reduction in
the daily treatment schedule due to one licensed therapist being on
extended holiday, the patient treatment volume remains even to
those levels reported in PCO's First Report.

The PCO audited the medication cabinet with the Medical Assistant
and reviewed corresponding documentation.  Disposable supplies were
also reviewed.  Operational feedback and process improvement ideas
were provided to the oncologist, and, generally, no
bankruptcy-related concerns were noted.  PCO noted limited
waterless hand gel in the facility with staff reporting washing
hands with soap and water between patient treatments.  While this
temporary supply gap appears related to the bankruptcy process, no
direct patient care concern was noted.  The PCO will continue to
monitor supply processes and availability on future site visits, as
necessary.

The PCO can be reached at:

         MESCH CLARK ROTHSCHILD
         Susan N. Goodman
         259 North Meyer Avenue
         Tucson, Arizona 85701-1090
         Tel: (800) 467-8886 ext. 141
         Fax: (520) 798-1037
         E-mail: sgoodman@mcrazlaw.com

Border Medical Specialists, PA, filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Texas Case No. 16-30078) on Jan. 19, 2016.
The cases are pending before the Honorable Christopher H. Mott.

The Debtor is represented by Carlos A. Miranda, III, Esq., at
Miranda & Maldonado, P.C., in El Paso, Texas.

The Debtor, doing business as The Cancer Treatment Institute,
provides healthcare services.


BOREAL WATER: Receives Complaint for Foreclosure of Mortgage
------------------------------------------------------------
On Aug. 27, 2013, Red Woods Investments, LLC entered into a
mortgage loan with Boreal Water Collection, Inc. for the issuer's
bottling plant and office at 4494-4496 State Road 42, North
Kiamesha, NY 12751.  The mortgage was recorded in Sullivan County,
New York on Sept. 5, 2013.  A UCC Financing Statement was recorded
as well. The principal amount of the mortgage is $900,000.

On May 20, 2016, the Company was served a Civil Summons and
Complaint for Foreclosure of the mortgage.  The Company has 20 days
to reply to the Complaint (exclusive of the date of service). The
Complaint primarily seeks repayment of the principal, default
interest (24% per annum), attorney's fees and costs.

The Complaint also includes Jeff Bank and John Does 1-10 as
defendants.  Jeff Bank is the holder of a subordinate mortgage
dated Oct. 8, 2015; recorded on Oct. 23, 2015.  The principal
amount of the subordinate mortgage is $250,000.  The Company has
not as yet been contacted by Jeff Bank regarding the Complaint.

The Company said it will be opposing the mortgage proceeding.

"We are continuing to attempt to raise private investment funds to
assist in curing the mortgage default and settle the lawsuit. There
is no guarantee that we will be successful in doing so."

                      About Boreal Water

Kiamesha Lake, N.Y.-based Boreal Water Collection, Inc., is a
personalized bottled water company specializing in premium custom
bottled water.

Boreal Water reported a net loss of $886,000 on $2.41 million of
sales for the year ended Dec. 31, 2014, compared with net income of
$613,000 on $2.15 million of sales for the year ended Dec. 31,
2013.

As of March 31, 2015, the Company had $3 million in total assets,
$2.68 million in total liabilities, and $314,000 in total
stockholders' equity.

Terry L. Johnson, CPA, in Casselberry, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014.  The accounting firm noted that  the
Company has incurred a deficit of approximately $3.6 million and
has used approximately $800,000 of cash due to its operating
activities in the two years ended Dec. 31, 2014.  The Company may
not have adequate readily available resources to fund operations
through Dec. 31, 2015.  This raises substantial doubt about the
Company's ability to continue as a going concern.


BOYD GAMING: S&P Puts 'B' CCR on CreditWatch Positive
-----------------------------------------------------
S&P Global Ratings said it placed all ratings, including its 'B'
corporate credit rating, on Las Vegas-based Boyd Gaming Corp (Boyd)
on CreditWatch with positive implications.

"The CreditWatch listing reflects our expectation that the sale of
Boyd's 50% ownership interest in Marina District Development Co.
(MDDC; doing business as the Borgata) will meaningfully reduce
Boyd's leverage as the company intends to use net cash proceeds of
approximately $600 million from the transaction to repay debt,"
said S&P Global Ratings credit analyst Stephen Pagano.

Pro forma for the sale of its interest in Borgata and the
previously announced acquisitions of Aliante and Cannery's Las
Vegas assets, S&P anticipates adjusted debt to EBITDA to improve to
the mid- to high-5x area in 2016, compared to S&P's previous
expectation for leverage in the low- to mid-6x area.  S&P expects
EBITDA coverage of interest to improve to the mid- to high-2x area
from the mid-2x.  These forecasted credit measures are in line with
S&P's upgrade thresholds for Boyd, including leverage sustained
under 6x and EBITDA interest coverage above 2x.  Boyd and MGM
expect the transaction to close in the third quarter.

In resolving the CreditWatch listing, S&P will monitor Boyd's and
MGM's progress in addressing closing conditions and in securing the
required regulatory approvals needed to complete the transaction.
In the event the sale is completed as outlined and Boyd uses the
proceeds to repay debt, S&P will likely raise the corporate credit
rating by one notch to 'B+' from 'B' with a stable outlook.  S&P
would also expect to raise the issue-level ratings on Boyd's
secured debt and Peninsula's debt by one notch, in line with the
upgrade of the company.  In the event Boyd uses the proceeds to
repay secured debt, S&P could revise its recovery rating on Boyd's
unsecured debt to '4' (average recovery prospects of 30% to 50%)
from '5' (modest recovery prospects of 10% to 30%), as recovery
prospects for unsecured lenders could improve due to lower secured
debt balances in S&P's simulated default scenario. This could
result in a two-notch upgrade of Boyd's unsecured debt, reflecting
improved recovery prospects and the upgrade of Boyd.


BREITBURN ENERGY: Time to File Schedules Extended to June 29
------------------------------------------------------------
U.S. Bankruptcy Judge Stuart Bernstein has extended Breitburn
Energy Partners LP's time to file their Schedules and Statements
for an additional 30 days, for a total of 44 days from the Petition
Date, without prejudice to the Debtors' right to seek an additional
extension.  As a result, the time to file schedules is extended to
June 29, 2016.

The Debtors are also granted an extension until 30 days after the
U.S.C. Sec. 341 Meeting to file their initial 2015.3 Reports or to
file a motion seeking a modification of such requirements.

Judge Bernstein also allows the Debtors to file their monthly
operating reports ("MORs") required by the U.S. Trustee Guidelines
by consolidating the information required for each Debtor in one
report that tracks and breaks out all of the specific information
(e.g., receipts or disbursements) on a debtor-by-debtor basis in
each monthly operating report.  The requirement to file MORs will
terminate upon the Confirmation Date, such that the Debtors will
not be required to file any MORs that become due after the
Confirmation Date, including any MORs covering a period occurring
before the Confirmation Date.

The Debtors are granted a waiver to the requirement under section
Bankruptcy Rule 1007(a)(3) that the Debtors file the Equity List
within 14 days of the Petition Date.

                       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.


BRIDGET BRASFIELD: Unsecureds to Recoup up to 20% Under Plan
------------------------------------------------------------
Bridget Ellen Brasfield delivered to the U.S. Bankruptcy Court for
the Southern District of Illinois her Fifth Amended Combined Plan
and Disclosure Statement dated June 1, 2016.

The Plan proposes to pay the Debtor's Creditors from monies that
the Debtor has accumulated during her Chapter 11 case and funds
from the Debtor's future income and/or distributions.  The Plan
provides for four Classes of Allowed Secured Claims, including two
Classes of Allowed Secured Tax Claims and two Classes of Claims
secured by Promissory Notes and Deeds of Trust, two Classes of
Allowed Priority Tax Claims, one Class of Administrative Priority
Claims and two Classes of Allowed General Unsecured Claims.

The Debtor estimates that Creditors holding Allowed Secured Tax
Claims and/or Allowed Priority Tax Claims shall receive payment in
full over a five-year period of time. The Debtor estimate that
Creditors holding Allowed General Unsecured Claims will receive
their pro rata share of not less than $55,050.00 under the Plan.
The Plan also provides for the payment of Administrative Expense
Claims.

As of the date of the Amended Plan, Creditors have asserted Claims
in the Case totaling $1,028,158.39 secured, including debt on
assets whose debt exceeds the value of the asset, $139,628.32
priority (est.), and $265,372.77 of allowed unsecured claims.

A copy of the Fifth Amended Combined Plan and Disclosure Statement
is available at:

     http://bankrupt.com/misc/Brasfield5thCombinedPlan.pdf

                About Bridget Ellen Brasfield

Bridget Ellen Brasfield is licensed as a Chiropractor, and
initially was self-employed and working with her former husband as
a Chiropractor and Weight Loss consultant.  She established the
Advanced Medical Weight Loss business in August 2014.  She also
operated for a short period of time Yoga Central, a yoga exercise
studio. The exercise studio had no positive cash flow, and closed
in February of 2015.  All of the businesses operated at a loss in
2014, but Advanced, after the initial start up costs, is operating
at a sufficient profit to afford the Debtor wages with which to
cover her personal expenses and make payments to her creditors.

Ms. Brasfield has been a Chapter 11 Debtor (Bankr. S.D. Ill. Case
No. 15-30112-lkg) since May 2015.  The case started as a Chapter 13
proceeding.

The Hon. Laura K. Grandy presides over the case.

Ms. Brasfield is represented by:

     Rochelle D. Stanton, Esq.
     745 Old Frontenac Square, Suite 202
     Frontenac, MO 63131
     Tel: 314-991-1559


C & C CAPITAL: Hires James B. Miller as Bankruptcy Counsel
----------------------------------------------------------
C & C Capital Trading Corp. asks for authorization from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
James B. Miller, Esq., of the law firm of James B. Miller, P.A., as
bankruptcy counsel, nunc pro tunc to May 25, 2016.

Mr. Miller will:

      a. advise the Debtor with respect to its powers and duties
         as a debtor-in-possession and the continued management of

         its business operations;

      b. advise the Debtor with respect to its responsibilities in

         complying with the U.S. Trustee's Operating Guidelines
         and Reporting Requirement and with the rules of the
         Court;

      c. prepare motions, pleadings, orders, applications,
         adversary proceedings, and other legal documents
         necessary in the administration of the case;

      d. protect the interest of the Debtor in all matters pending

         before the Court; and

      e. represent the Debtor in negotiation with its creditors in

         the preparation of a plan.

Mr. Miller, the sole shareholder of his Firm, assures the Court
that neither he nor his firm have any connection with the creditors
or other parties in interest or their respective attorneys, and
that neither he nor his firm represent any interest adverse to the
Debtor.

C & C Capital Trading Corp. filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Fla. Case No. 16-17485) on May 25, 2016.


C.R. REED TRANSPORT: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: C.R. Reed Transport, LLC
           dba Solid Rock Specialized Transport
        312 Currie Road
        Dyer, TN 38330

Case No.: 16-11098

Chapter 11 Petition Date: June 1, 2016

Court: United States Bankruptcy Court
       Western District of Tennessee (Jackson)

Judge: Hon. Jimmy L Croom

Debtor's Counsel: Thomas Harold Strawn, Jr., Esq.
                  STRAWN & EDWARDS, PLLC
                  314 North Church Ave
                  Dyersburg, TN 38024
                  Tel: (731) 285-3375
                  Fax: (731) 285-3392
                  E-mail: tstrawn42@bellsouth.net

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Charles Reed, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/tnwb16-11098.pdf


CADILLAC NURSING: PCO Says Quality of Care Maintained
-----------------------------------------------------
Deborah L. Fish, as Patient Care Ombudsman of Cadillac Nursing
Home, Inc., issued a third report dated Feb. 17, 2016.

According to the report, the Debtor has continued the same quality
of care postpetition as it did prepetition.  The Debtor's staff has
not materially changed.  The PCO has reviewed the staffing log and
confirmed that the staffing ratio meets the required guidelines.

The administration has confirmed that the Debtor has maintained its
relationship with its suppliers and that there were no
interruptions in supplies, nor any changes in medical supplies.
The nursing staff has confirmed that there have been only minor
changes in the pharmacy services and there has been no interruption
in service.

Cadillac Nursing Home, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Mich. Case No. 16-41554) on Feb. 8, 2016.  The
petition was signed by Bradley Mali, as president.

The cases are pending before the Honorable Thomas J. Tucker.  The
Debtor listed estimated assets and liabilities $1 million to $10
million.

The Debtor is represented by Michael E. Baum, Esq., and Kim K.
Hillary, Esq., of Schafer & Weiner PLLC in Bloomfield Hills, Mich.

The Debtor, doing business as St. Francis Nursing Center, is a
privately owned and licensed long term skilled nursing facility
located at 1533 Cadillac Boulevard., Detroit, Mich.  It consists of
81 licensed beds, located within the Debtor-owned facility.  It
employs nearly 84 full and part-time employees.


CAMERON PARK: Seeks to Hire Fallon & Fallon as Legal Counsel
------------------------------------------------------------
Cameron Park Plaza, LP seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to hire the Law
Offices of Fallon & Fallon as its legal counsel.

Michael Fallon, Esq., the attorney primarily responsible for
representing the Debtor in its Chapter 11 case, will receive $500
per hour for his services.  He will be assisted by Michael Fallon,
Jr. and a legal assistant of the firm who will be paid $250 per
hour and $150 per hour, respectively.

Mr. Fallon disclosed in a court filing that the firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Michael Fallon
     Michael Fallon, Jr.
     Fallon & Fallon
     100 E. Street, Suite 219
     Santa Rosa, California 95404
     Telephone: (707) 546-6770

                     About Cameron Park

Cameron Park Plaza, LP sought protection under Chapter 11 of the
Bankruptcy Code in the Northern District of California (San
Francisco) (Case No. 16-30540) on May 17, 2016.  

The petition was signed by David Monetta, general partner.  The
case is assigned to Judge Hannah L. Blumenstiel.

The Debtor disclosed total assets of $8.22 million and total debts
of $4.20 million.


CHARMING CHARLIE: S&P Affirms 'B-' CCR, Off CreditWatch Negative
----------------------------------------------------------------
S&P Global Ratings affirmed its ratings on Houston-based Charming
Charlie LLC, including the 'B-' corporate credit rating, and
removed the ratings from CreditWatch with negative implications,
where S&P placed them on Jan. 21, 2016.  The outlook is negative.

S&P also affirmed its 'B-' issue-level rating on the company's
existing $150 million senior secured term loan.  The '3' recovery
rating on the debt is unchanged, indicating S&P's expectations for
meaningful recovery in the event of default.  However, the recovery
expectations are now in the higher end of the 30% to 50% range,
revised from the lower end, as a result of a $10 million debt
repayment on the term loan from an equity infusion by the financial
sponsor.  The capital structure also consists of a
$60 million asset-based loan (ABL), which we do not rate.

"The affirmation reflects our view that operating performance will
remain weak in 2016, but cash flow generation will remain positive
mainly because of lower capital spending from fewer store
openings," said credit analyst Adam Melvin.  "We believe
management's initiatives to correct its branding and strategy
missteps to drive customer traffic and sales growth could take
longer than the next several quarters.  As a result, we believe the
company could be required to seek further amendments to its credit
agreement by the end of this year if operating performance
continues to decline."

The negative outlook reflects S&P's expectation that operating
performance will remain pressured this year and the company may
need to seek further amendments to the credit agreement for
covenant relief if operating performance continues to decline.

S&P could lower the rating if management's initiatives fail to
reverse current operating trends leading to negative discretionary
cash flow and/or S&P believes the company will breach covenants.

Consideration for a stable outlook would be predicated on the
company's ability to stabilize operations such that management
successfully reverses its negative traffic trends, maintain
positive discretionary cash flow and covenant cushion above 15%.


CLASSIC COMMUNITIES: Seeks to Hire Keller as Real Estate Broker
---------------------------------------------------------------
Classic Communities Corporation seeks approval to employ Keller
Williams of Central PA as real estate broker.

The Debtor owns several parcels of real estate located throughout
Central Pennsylvania.  The Debtor desires to sell the Real Property
and, accordingly, the Debtor has entered into agreements with
Keller Williams of Central PA to act as a real estate broker on
behalf of the Debtor, to attempt to find parties to purchase the
Real Property.

Keller Williams of Central PA will charge a commission, per lot, of
between 5.0% and 6.0%.  All costs and expenses which Keller
Williams of Central PA incurs as a result of its services,
including advertising, are waived.

Stuart L. Knickerbocker, a real estate broker with Keller Williams
of Central PA, attests that the firm: (a) has no connection with
the Debtor, its creditors, other parties-in-interest, or the
attorneys or accountants of any of the foregoing, or the U.S.
Trustee or any person employed by the Office of the U.S. Trustee;
(b) does not hold any interest adverse to the Debtor's estates; and
(c) believes it is a "disinterested person" as defined by Section
101(14) of the Bankruptcy Code.

The firm can be reached at:

         Stuart Knickerbocker
         KELLER WILLIAMS OF CENTRAL PA
         4242 Carlisle Pike
         Camp Hill, PA 17011
         Office: 7177614300

Classic Communities Corporation filed a Chapter 11 bankruptcy
petition (Bankr. M.D. Pa. Case No. 16-02022) on May 10, 2016.  The
petition was signed by Douglas Halbert, president.  The Debtor
estimated assets and liabilities in the range of $10 million and
debts of up to $50 million.  Judge Mary D. France is the case
judge.


CLINT ROSS: Proposes to Sell Obion County Property
--------------------------------------------------
Clint A. Ross and Crystal P. Ross on May 31, 2016, filed with the
U.S. Bankruptcy Court for the Western District of Tennessee a
motion to sell real property at Cleve Duke Road/Obion County, Map
106, Parcel 11.01 (172 acres), which is located in Hornbeak, Obion
County, Tennessee.  The sale motion did not identify a proposed
buyer for the assets.  The Debtor said the sale will be free and
clear of all liens and claims.  Farm Service Agency, is a holder of
a claim in the amount of $204,274 on Feb. 1, 2016, on account of a
promissory note secured by mortgage lien.  The Bank's liens will
attach to the net sale proceeds.  Any excess funds will be paid
over to the Debtors for use in the normal course of business.

                        About Clint A. Ross

Clint A. Ross and Crystal P. Ross filed a voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn.
Case No. 16-10191) on Feb. 1, 2016.

The Debtors are engaged in an organic beef and specialty shop along
with a lawn service.

The Debtors' attorneys:

         Thomas Strawn
         Post Office Box 908
         Dyersburg, TN 38024
         Tel: 731.285.3375
         E-mail: tstrawn42@bellsouth.net


COAST BRIDGE: Sale of Trucks and Trailers Approved
--------------------------------------------------
Judge Vincent P. Zurzolo on May 31, 2016, entered an order
authorizing Coast Bridge Logistics, Inc., to sell (i) 11 of its
trucks to certain independent contractor drivers who are currently
leasing the trucks from the Debtor pursuant to unexpired lease
agreements, and (ii) substantially all of the other trucks, chassis
and trailers, to Pacific Ocean Transportation, Inc., a California
corporation and an affiliate of the Debtor ("POTI"), subject to
overbids.

An objection was filed by Juan Salazar, Noberto Torres Sosa,
Salvador Martinez, Tomas Hernandez, Amancio Ruiz and Fidel
Velasquez.  At the May 17, 2016 at 11:00 a.m., Judge Vincent P.
Zurzolo overruled the objection.

The Debtor sought approval to sell the Leased Trucks to the Drivers
for aggregate consideration of $271,000 cash, free and clear of all
liens, claims, interests and encumbrances, and in accordance with
the terms and conditions set forth in the individual written sale
agreements.  In addition, an affiliate of the Debtor, Pacific Ocean
Transportation, Inc., a California corporation ("POTI"), is
purchasing the Debtor's trucks, chassis and trailers, other than
the Leased Trucks (collectively, the "Equipment Assets") for a
combination of cash ($295,300) and debt assumption ($966,000), for
total consideration of $1,261,300.  POTI has agreed that its offer
to purchase the Equipment Assets will be subject to overbid.

Attorneys for the Debtor:

         David L. Neale, Esq.
         Juliet Y. Oh, Esq.
         Jeffrey S. Kwong, Esq.
         LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
         10250 Constellation Boulevard, Suite 1700
         Los Angeles, CA 90067
         Telephone: (310) 229-1234
         Facsimile: (310) 229-1244
         E-mail: dln@lnbyb.com
                 jyo@lnbyb.com
                 jsk@lnbyb.com

                   About Coast Bridge Logistics

Coast Bridge Logistics, Inc., which was formed in 2004, is a
privately owned and operated interstate for-hire motor carrier
headquartered in Compton, California and offers local truckload
and
less-than-truckload freight transportation, United States
Customs-bonded freight trucking, intermodal drayage (i.e., the
transport of containerized cargo to and from the Ports of Long
Beach and Los Angeles), and public warehousing services.

Coast Bridge owns and operates a fleet of trucks, chassis and
trailers, and utilizes independent contractor truck drivers to
transport shipments for the Debtor's customers to and from the
Ports of Long Beach and Los Angeles and to destinations throughout
the state of California.

Coast Bridge Logistics sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 15-17066) in Los Angeles, on May 1, 2015.

The case judge is Hon. Vincent P. Zurzolo.

William P Fennell, Esq., at Law Office of William P. Fennell,
APLC,
serves as counsel.

The Debtor disclosed $2.39 million in total assets and $2.86
million in liabilities.


CONSTELLATION ENTERPRISES: Hires Kramer Levin as Counsel
--------------------------------------------------------
Constellation Enterprises LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Kramer
Levin Naftalis & Frankel LLP as counsel to the Debtor.

Constellation Enterprises requires Kramer Levin to:

   (a) administer the bankruptcy cases and exercise oversight
       with respect to Debtors' affairs, including all issues
       arising from or impacting the Debtors or the chapter 11
       cases;

   (b) prepare on behalf of the Debtors necessary applications,
       motions, memoranda, orders, reports and other legal
       pleadings;

   (c) appear in Court and at various meetings to represent the
       interests of the Debtors;

   (d) negotiate with the Debtors' secured lenders, as well as
       the Committee appointed in the chapter 11 cases, other
       creditors, and third parties, for the benefit of the
       Debtors' estates;

   (e) communicate with creditors and others as the Debtors may
       consider desirable or necessary; and

   (f) perform other legal services for the Debtors in connection
       with the chapter 11 cases, as required under the
       Bankruptcy Code, the Bankruptcy Rules and the Local Rules,
       and perform such other services as are in the interests of
       the Debtors, including, without limitation, any general
       corporate legal services.

Kramer Levin will be paid at these hourly rates:

     Partners              $810-$1,195
     Counsel               $875-$1,150
     Special Counsel       $800-$875
     Associates            $470-$855
     Legal Assistants      $310-$365

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

Adam C. Rogoff, partner of the law firm of Kramer Levin Naftalis &
Frankel LLP assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.

Kramer Levin can be reached at:

     Adam C. Rogoff, Esq.
     KRAMER LEVIN NAFTALIS & FRANKEL LLP
     1177 Avenue of the Americas
     New York, NY 10036
     Tel: (212) 715-9100
     Fax: (212) 715-8000

                     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.


CUI GLOBAL: Files 2015 Conflict Minerals Report
-----------------------------------------------
CUI Global, Inc., evaluated its current product lines and
determined that, for the year 2015, certain products the Company
manufactures or contract to manufacture contain tin, tungsten,
tantalum and/or gold ("3TGs").

Accordingly, CUI Global has conducted in good faith a "reasonable
country of origin inquiry" that is reasonably designed to determine
whether any of the 3TGs used in CUI Global products originated or
may have originated in the Democratic Republic of the Congo or an
adjoining country or are from recycled or scrap sources.  The
Company conducted a supply chain survey with direct suppliers using
the Conflict Minerals Reporting Template.

Based on the results of the RCOI, CUI Global has reason to believe
that some of the 3TGs used in products it manufactures or contracts
to manufacture may have originated in the Covered Countries and do
not come from scrapped or recycled sources.  Thus, CUI Global, Inc.
is required by Rule 13p-1 under the Securities Exchange Act to
prepare a Conflict Minerals Report, a coy of which is available for
free at https://is.gd/R020aT                   

                        About CUI Global

Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.

CUI Global reported a net loss of $5.98 million on $86.66 million
of total revenues for the year ended Dec. 31, 2015, compared to a
net loss of $2.80 million on $76.04 million of total revenues for
the year ended Dec. 31, 2014.

As of March 31, 2016, the Company had $87.4 million in total
assets, $30.7 million in total liabilities and $56.6 million in
total stockholders' equity.


CUSHMAN & WAKEFIELD: S&P Affirms 'B+' ICR, Outlook Remains Stable
-----------------------------------------------------------------
S&P Global Ratings said it affirmed its issuer credit rating on
Cushman & Wakefield (C&W) at 'B+'.  The outlook remains stable.
Additionally, S&P affirmed the 'B+' issue rating on the company's
first-lien term loan B and 'B-' issue rating on the company's
second-lien term loans, due Nov. 4, 2021 and 2022, respectively.
The recovery rating on the first-lien debt remains unchanged at
'3', reflecting S&P's expectation of meaningful recovery (50%-70%,
in the lower half of the range) in the event of default.  The
recovery rating on the second-lien debt also remains unchanged at
'6', reflecting S&P's expectation of negligible recovery on the
notes of 0%-10%.  

S&P's affirmation follows C&W's announcement to raise an additional
$250 million senior secured first-lien term loan facility.  The
company intends to use the proceeds for general corporate purposes,
which S&P believes may include small scale tack-on acquisitions.

"The rating reflects our assumption that C&W's acquisitions of
legacy C&W and Cassidy Turley will strengthen the firm's current
product offerings in current leasing, valuation, and advisory
capabilities and lead to greater geographic capabilities that may
help C&W service large multinational firms," said S&P Global
Ratings credit analyst Shakir Taylor.  "We also expect the company
to realize some benefits from cost synergies of approximately
$175 million.

While beneficial to building scale, S&P believes that an
integration of this magnitude carries potential execution and
financial reporting risks, which limit S&P's assessment of C&W's
business risk profile.  For example, the company encountered
difficulties reporting audited financial statements in a timely
manner for the period ended Dec. 31, 2015, which were not available
until May 2016.  The company also encountered similar challenges in
generating 2014 audited financial statements.  S&P believes this
reflects the operational and integration challenges that management
is currently facing.

In addition to the execution risks, it is possible that during this
time of organizational disruption the firm's more stable
competitors will attempt to attract top-performing employees,
profitable clients, or both.  S&P will continue to monitor the
integration for signs of progress.

The stable rating outlook reflects S&P's expectation that C&W will
focus on the integration of recent acquisitions during 2016.  S&P
expects limited revenue attrition and stabilization of the firm's
long-term business strategy, though S&P also expects the company to
remain highly leveraged with debt to adjusted EBITDA of 5.0x to
5.5x for the next 12 months.  S&P sees execution risk in its
ability to integrate its past two acquisitions, realize cost
synergies, and scale on its bigger, combined, global platform.

S&P could lower the rating on C&W if integration issues endanger
the firm's reputation in its primary geographic markets or its
earnings.  If S&P anticipates that leverage will significantly
increase and remain above 6.0x debt to adjusted EBITDA, it would
also likely lower the rating.  Additionally, if operational or
financial reporting challenges arise, S&P may consider lowering the
rating.

If C&W maintains leverage on a sustainable basis below 5.0x debt to
adjusted EBITDA, particularly with an increase in steady recurring
revenue sources and improved EBITDA margin, S&P would consider
raising the rating.  However, given the limited operating history
of the new entity and S&P's projection for the firm's leverage
profile, it views a near-term upgrade as unlikely.  


CVENT INC: S&P Assigns Preliminary 'B-' CCR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings said it assigned its preliminary 'B-' corporate
credit rating to Tyson Corner, Va.-based Cvent Inc.  The outlook is
stable.

At the same time, S&P assigned its preliminary 'B' issue-level
rating and preliminary '2' recovery rating to the company's
proposed $415 million first-lien credit facility, which consists of
a $40 million revolver (undrawn at close), and a $375 million
first-lien term loan.  The '2' recovery rating indicates S&P's
expectation for substantial recovery (70-90%; lower end of the
range) prospects for lenders in the event of a payment default.
S&P assigned its preliminary 'CCC' issue-level rating and
preliminary '6' recovery rating to the company's $225 second-lien
term loan.  The '6' recovery rating indicates S&P's expectation for
negligible recovery (0%-10%) prospects for lenders in the event of
a payment default.

"Our preliminary 'B-' corporate credit rating primarily reflects
the combined entity's high leverage at transaction close, which we
expect to remain over 10x through the end of 2016 and into the
first half of 2017, significant integration risk related to the
Lanyon combination, and particularly low EBITDA margins for a
software company," said S&P Global Ratings credit analyst Dee
Banson.

Cvent's leading position in event management software, which will
be further bolstered by the contribution of Lanyon, along with a
track record of revenue growth over 20% annually and low customer
concentration partially offset these weaknesses.

The stable outlook reflects S&P's expectation that despite high
leverage and below average EBITDA margins, Cvent's leadership
position in software event planning and management will generate
strong top-line and EBITDA growth, and positive free cash flow over
the next year.


CVR PARTNERS: S&P Assigns 'B+' CCR, Outlook Stable
--------------------------------------------------
S&P Global Ratings assigned its 'B+' corporate credit rating to
master limited partnership (MLP) CVR Partners L.P.  The outlook is
stable.

S&P assigned its 'B+' issue-level rating and '3' recovery rating to
the company's $625 million senior secured notes due 2023.  The '3'
recovery rating indicates S&P's expectation lenders can expect
meaningful (50% to 70%; upper half of the range) recovery in the
event of a payment default.

At the same time, S&P raised its corporate credit and issue-level
rating on CVR Nitrogen L.P. to 'B+' from 'B-', in line with the
rating on CVR Partners.  The outlook is stable.

"Our 'B+' corporate credit rating on CVR Partners reflects our
assessment of a weak business risk profile and aggressive financial
risk profile," said S&P Global Ratings credit analyst Mike Llanos.
The company recently closed on the acquisition of Rentech Nitrogen
Partners L.P.  S&P's ratings reflect the partnership's dependence
on volatile ammonia and urea ammonium nitrate (UAN) prices, and its
limited scale and geographic diversity.  S&P has raised its ratings
on CVR Nitrogen in line with that of CVR Partners as S&P views it
to be a core subsidiary of CVR Partners.

The stable outlook on CVR Partners L.P. reflects S&P's expectation
the partnership will successfully integrate the newly acquired
business while maintaining adequate liquidity and adjusted debt
leverage in the 4x range.

S&P could lower the rating if the partnership's liquidity position
weakens or if the newly acquired assets underperform, resulting in
adjusted debt to EBITDA above 5x.  This could also occur if
consolidated credit measures at the ultimate parent, CVR Energy
Inc., deteriorate.

S&P could consider higher ratings if the partnership meaningfully
improves its scale and geographic diversity while maintaining
adjusted debt leverage below 4x.  However, S&P sees that as
unlikely in the next two years due to the partnership's limited
scale and near-term integration risk related to the Rentech
Nitrogen acquisition.  Under this scenario, S&P would expect CVR
Energy Inc.'s credit metrics to remain at current levels and its
asset diversity to improve meaningfully.


DAYBREAK OIL: MaloneBailey LLP Expresses Going Concern Doubt
------------------------------------------------------------
Daybreak Oil and Gas, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
available to common shareholders of $4.33 million on $1.25 million
of revenue for the year ended Feb. 29, 2016, compared to a net loss
available to common shareholders of $865,577 on $3.08 million of
revenue for the year ended Feb. 28, 2015.

As of Feb. 29, 2016, Daybreak Oil had $9.60 million in total
assets, $18.99 million in total liabilities and a total
stockholders' deficit of $9.38 million.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Feb. 29, 2016, citing that Daybreak Oil suffered losses from
operations and has negative operating cash flows, which raises
substantial doubt about its ability to continue as a going concern.


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

                      https://is.gd/hvlT1I

                        About Daybreak Oil

Daybreak Oil and Gas, Inc., is an independent oil and natural gas
exploration, development and production company.  The Company is
headquartered in Spokane, Washington and has an operations office
in Friendswood, Texas.  The Company's common stock is quoted on
the OTC Bulletin Board market under the symbol DBRM.OB.  Daybreak
has over 20,000 acres under lease in the San Joaquin Valley of
California.


DECARLOAN ENTERPRISES: Plan to Pay Unsecureds in 5 Years
--------------------------------------------------------
Decarloan Enterprises, Inc. and Gary A. DeCarlo filed with the U.S.
Bankruptcy Court for the Eastern District of Michigan a Combined
Plan of Reorganization and Disclosure Statement dated June 1,
2016.

The Plan groups claims against and equity in the Debtors as
follows:

     (A) Class I: This class includes creditors with liens that are
fully secured in property possessed by DeCarlo and that have
continued to be paid prior to and since the Petition Date.  DeCarlo
shall continue to pay, or cause to be paid, creditors in this Class
throughout the term of the Plan.  These claims are current and not
delinquent in any matter.  This Class is unimpaired.   Claims in
this class are:

          Michigan Schools & Government Credit -- first lien holder
on DeCarlo's Chrysler Town & Country.  MS&G shall possess a
continuing claim of $472.48 per month to be paid by or on behalf of
DeCarlo.   

          Central Mortgage Company -- first lien holder on
DeCarlo's personal residence located at 49556 Lakewood Street,
Macomb, MI 48042.  Central shall possess a continuing claim of
$713.28 per month to be paid by or on behalf of DeCarlo.  

     (B) Class II: This Class shall receive payments.  The City of
Warren shall possess an allowed secured claim in the amount of
$20,168.49 against the real property located at 6014 E. Ten Mile
Road, Warren, MI 48091 and 6015 E. Ten Mile Road, Warren, MI 48091,
which shall be paid in full within 60 months of the Petition Date
with accrued interest at four (4.0%) percent annually, beginning on
the Effective Date, and accruing interest until paid in full.
Payments shall be in equal monthly installments of $415.76.  This
Class is impaired.  

     (C) Class III: This Class shall receive payments. Class II
consists of the secured portion of the claim of Wells Fargo.  Wells
Fargo shall possess an allowed secured claim in the amount of
$1,779,831.51 against the real property located at 6014 E. Ten Mile
Road, Warren, MI 48091 and 6015 E. Ten Mile Road, Warren, MI 48091.
This claim will accrue interest at two and 94/100 (2.94%) percent
per annum and be paid in equal monthly installments over the next
360 months.  Decarloan Enterprises shall pay Wells Fargo in equal
monthly installments of $7,446.37.  This Class is impaired.

     (D) Class IV:  Class IV consists of the Holders of Allowed
Unsecured Claims.  Neither pre-confirmation interest nor
post-confirmation interest on Allowed Class IV Claims.  A Creditor
in this class shall receive a pro rata distribution incident to its
allowed general unsecured claim based on one payment each year by
the Debtors of $10,000 for five years. The first payment shall be
due on or before December 31, 2016.  The payments shall continue to
be made on the same date each year until the earlier occurs of (i)
the respective Claim is paid in full or (ii) December 31, 2020.
This Class is Impaired.   

The Debtors estimate that Non-Priority Unsecured Creditors are owed
approximately $467,223.15 in the aggregate; however, filed
Non-Priority Unsecured Claims total $43,892.83.  This amount may
increase in the event that executory contracts are rejected and/or
the Court overrules certain objection to Claims that have been or
will be made. This amount does not include any deficiency claims of
secured creditors, if any.

     (E) Class V.  This Class shall consist of the Interests of the
equity security holders in the Debtors.   Class V consists of the
Interest Holders which shall be treated in one of two alternative
methods:

         -- If Class IV accepts the Plan, then the rights of the
Interest Holders shall remain the same and this Class shall not be
Impaired.

         -- If Class III rejects the Plan, and the Court determines
that, as a result of the rejection, the Plan does not comply with
the absolute priority rule, the Interests of the Debtors shall be
sold at an Equity Auction.  The successful purchaser at the Equity
Auction shall be bound by the terms of this Plan and shall be
required to use all of the proceeds of the Equity Auction to
satisfy the Allowed Claims set forth in this Plan in the order of
their priority, and all payments shall be subject to the terms of,
and payments shall be made in accordance with, the Plan.  This
Class is Impaired.

The auction of the Equity Interests, if any, shall occur on the
30th day after the Effective Date, which may be adjourned by the
Court or the Debtors, at the offices of:

     Stevenson & Bullock, P.L.C.
     26100 American Drive, Suite 500
     Southfield, MI 48034

If the Plan is subsequently accepted by Class III, then the auction
will be cancelled.   

Decarloan Enterprises is owned by DeCarlo.  After confirmation of
the Plan, DeCarlo will continue to act as president, treasurer, and
secretary of the Reorganized Debtor.  Patricia DeCarlo is the Vice
President of Decarloan Enterprises.

A copy of the Combined Plan of Reorganization and Disclosure
Statement is available at:

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

                         About Decarloan

Decarloan Enterprises owns and operates a full catering banquet and
convention center in Southeast Michigan. It is a family owned and
operated business that was established in 1969.  Gary A. DeCarlo
owns 100% of Decarloan Enterprises.  Typical events at Decarloan
Enterprises include weddings, family reunions, baby showers, and
charitable events.  Mr. DeCarlo is the sole owner, president, and
CEO of Decarloan Enterprises.

Decarloan Enterprises and Mr. DeCarlo filed separate Chapter 11
bankruptcy petitions (Bankr. E.D. Mich. Case Nos. 16-41262 and
16-41263) on Feb. 2, 2016, before the Honorable Thomas J. Tucker.
The cases are jointly administered.  Decarloan estimated $100,000
to $500,000 in assets and $1 million to $10 million in
liabilities.

They are represented by:

                  Charles D. Bullock, Esq.
                  Elliot G. Crowder, Esq.
                  Ernest Hassan, Esq.
                  STEVENSON & BULLOCK, P.L.C.
                  26100 American Drive, Suite 500
                  Southfield, MI 48034
                  Tel: (248) 354-7906
                  Fax: (248) 354-7907
                  Email: cbullock@sbplclaw.com
                         ecrowder@sbplclaw.com
                         ehassan@sbplclaw.com


DECARLOAN ENTERPRISES: Wells Fargo Secured Claim Challenged
-----------------------------------------------------------
Decarloan Enterprises, Inc., on May 27, 2016, filed a complaint
against Wells Fargo and The Local Credit Union, seeking a
declaratory judgment against Wells regarding the value of its
secured claim and to avoid the secured claim of The Local.  

The case is, Decarloan Enterprises, Inc. v. Wells Fargo Bank,
National Association and The Local Credit Union, Adv. Proc. No.
16-04514-TJT (Bankr. E.D. Mich.).

Decarloan's Chapter 11 bankruptcy plan provides that Wells Fargo
shall possess an allowed secured claim in the amount of
$1,779,831.51 against the real property located at 6014 E. Ten Mile
Road, Warren, MI 48091 and 6015 E. Ten Mile Road, Warren, MI 48091.
This claim will accrue interest at two and 94/100 (2.94%) percent
per annum and be paid in equal monthly installments over the next
360 months.  Decarloan Enterprises shall pay Wells Fargo in equal
monthly installments of $7,446.37.

The Plan says Local Credit Union's claim amount is $0.

                         About Decarloan

Decarloan Enterprises owns and operates a full catering banquet and
convention center in Southeast Michigan. It is a family owned and
operated business that was established in 1969.  Gary A. DeCarlo
owns 100% of Decarloan Enterprises.  Typical events at Decarloan
Enterprises include weddings, family reunions, baby showers, and
charitable events.  Mr. DeCarlo is the sole owner, president, and
CEO of Decarloan Enterprises.

Decarloan Enterprises and Mr. DeCarlo filed separate Chapter 11
bankruptcy petitions (Bankr. E.D. Mich. Case Nos. 16-41262 and
16-41263) on Feb. 2, 2016, before the Honorable Thomas J. Tucker.
The cases are jointly administered.  Decarloan estimated $100,000
to $500,000 in assets and $1 million to $10 million in
liabilities.

They are represented by:

                  Charles D. Bullock, Esq.
                  Elliot G. Crowder, Esq.
                  Ernest Hassan, Esq.
                  STEVENSON & BULLOCK, P.L.C.
                  26100 American Drive, Suite 500
                  Southfield, MI 48034
                  Tel: (248) 354-7906
                  Fax: (248) 354-7907
                  Email: cbullock@sbplclaw.com
                         ecrowder@sbplclaw.com
                         ehassan@sbplclaw.com


DEERFIELD REAL ESTATE: Taps Scott Harris as Special Counsel
-----------------------------------------------------------
Deerfield Real Estate Development, LLC, seeks permission from the
U.S. Bankruptcy Court for the Southern District of Florida to
employ John M. Jorgensen, Esq., of Scott, Harris, Bryan, Barra &
Jorgensen, P.A., as special counsel.

The Firm represents the Debtor in a case pending in the Circuit
Court of Palm Beach County, Florida (Case No.
50-2016-CA-001024-XXXX-MB) where the Debtor is plaintiff for money
damages.  The Firm rendered services to the Debtor pre-petition on
a contingency fee basis, and proposes to continue representing the
Debtor in this matter on a contingency fee basis.

John M. Jorgensen, Esq., an attorney at the Firm, assures the Court
that the Firm doesn't represent any interest adverse to the Debtor,
or the estate, with respect to the matters on which it is being
employed as required by 11 U.S.C. Section 327(e).

The Firm can be reached at:

      John M. Jorgensen, Esq.
      Scott, Harris, Bryan, Barra & Jorgensen, P.A.
      4400 PGA Boulevard, Suite 603
      Palm Beach Gardens, FL 33410
      Tel: (561) 624-3900
      Fax: (561) 624-3533
      E-mail: jmjorgensen@scott-harris.com

Headquartered in Lake Park, Florida, Deerfield Real Estate
Development, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 16-16611) on May 6, 2016, estimating its
assets and liabilities at between $1 million and $10 million each.
The petition was signed by Kent R. LaFleur, manager.

Judge Erik P. Kimball presides over the case.

David K Markarian, Esq., at Markarian Frank & Hayes serves as the
Debtor's bankruptcy counsel.


DELEON ENTERPRISES: Unsecureds to Recover 15% of Allowed Claims
---------------------------------------------------------------
DeLeon Enterprises, LLC, filed with the U.S. Bankruptcy Court for
the Northern District of California a combined plan of
reorganization and disclosure statement giving unsecured creditors
15% of their allowed claims in monthly payments over 60 months.

A full-text copy of the Disclosure Statement dated May 31, 2016, is
available at http://bankrupt.com/misc/DELEON650531.pdf

De Leon Enterprises LLC (Bankr. N.D. Cal., Case No. 15-43472) filed
a Chapter 11 Petition on November 11, 2015.  The Debtor is
represented by Marc Voisenat, Esq., at Law Offices of Marc
Voisenat.


DEX MEDIA: Wants to Assume Restructuring Support Agreement
----------------------------------------------------------
Dex Media, Inc., and its affiliated debtors ask the U.S. Bankruptcy
Court for the District of Delaware for authorization to assume a
Restructuring Support Agreement inked with key parties.

"Put simply, the transactions described in the Restructuring
Support Agreement will result in the deleveraging of approximately
$1.8 billion of funded debt claims against the Debtors.  The
Restructuring Support Agreement also provides for a quick and
cost-effective chapter 11 process with a clear path towards exit
and acts as a global settlement among the Debtors' key creditor
constituents of certain issues that could, if not settled, lead to
protracted and value-destructive litigation in these chapter 11
cases... In broad strokes, the Restructuring Support Agreement
contemplates consummation of an Approved Plan that provides for the
conversion of the Debtors' prepetition term loan obligations into
newly-issued common equity... as well as new debt and cash. Holders
of Claims outstanding under the Debtors' Subordinated Notes will
receive, as more fully described in the Approved Plan, a pro rata
share of cash as well as warrants for approximately 10 percent of
the New Common Stock," the Debtors aver.

The Debtors tell the Court that the Restructuring Support Agreement
and Approved Plan contemplate a prompt emergence from chapter 11
with the following key terms:

     (1) Administrative expense claims and prepetition priority
claims (including tax claims) will be paid in full upon emergence
(or, in the case of priority tax claims, treated in accordance with
section 1129(a)(9)(C) of the Bankruptcy Code);

     (2) Claims arising under the Debtors' prepetition secured
Credit Agreements will receive:

          (a) their pro rata share of the equity of the top-tiered
holding company of the Debtors as reorganized, subject to dilution
as described in the Approved Plan;

          (b) their pro rata share of loans arising under a new
$600 million take-back paper exit facility; and

          (c) the remaining cash under their respective collateral
packages, subject to satisfying certain intercompany claims and
providing a minimum level of operating cash for the reorganized
company;

     (3) Holders of claims under the Debtors' Subordinated Notes
will receive, from proceeds of the collateral of the term loan
lenders, as authorized by and consented to by the acceptance of the
Approved Plan by the holders of claims under the Credit Agreements,
their pro rata share of $5 million in cash and warrants for
approximately 10 percent of the shares of the the equity of the
top-tiered holding company of the Debtors as reorganized (subject
to dilution by management equity and/or options);

     (4) Other secured claims will be treated in such a manner that
they are unimpaired;

     (5) Holders of allowed general unsecured claims will receive,
from proceeds of the collateral of the term loan lenders, as
authorized by and consented to by the acceptance of the Approved
Plan by the holders of claims under the Credit Agreements, payment
in full on the later to occur of the effective date of the Approved
Plan or in the ordinary course of business; and

     (6) Claims Relating to the Purchase and/or Sale of Debt and
Securities (as defined in the Approved Plan), as well as existing
equity interests in Dex Media, Inc., will be cancelled without any
distribution to the holders of such claims or interests.

The RSA contains these milestones:

     (a) The Company Parties will commence a solicitation of the
Approved Plan within five business days from the Company having
received duly executed signature pages to this Agreement from
Supporting Lenders holding, controlling, or having the ability to
control at least 60% in amount of claims in respect of each Loan;

     (b) On the 14th day following the Solicitation Date (or such
earlier date that is agreed to by the Company and the Required
Supporting Lenders), the Company Parties will commence the Chapter
11 Cases by filing voluntary petitions in the Bankruptcy Court,
provided that the Company will have received ballots approving the
Approved Plan from (i) holders of more than 66 2/3% of the claims
under each of the Loans, and (ii) more than 50% of the holders who
timely submit valid ballots under each of the Loans;

     (c) The Company will have filed on the Petition Date a motion
seeking interim and final approval of a cash collateral orde, the
Approved Plan, and the Disclosure Statement, each in form and
substance acceptable to the Required Supporting Lenders;

     (d) A cash collateral order in form and substance acceptable
to the Required Supporting Lenders will have been approved (i) on
an interim basis no later than 5 days after the Petition Date, and
(ii) on a final basis, no later than 45 days after the Petition
Date;

     (e) The Disclosure Statement will be approved and the Approved
Plan will be confirmed pursuant to an order in form and substance
acceptable to the Required Supporting Lenders within 120 days of
the Petition Date; and

     (f) The Plan Effective Date will occur on or prior to 120 days
after the Petition Date.

Dex Media, Inc., and its affiliated debtors are represented by:

          Pauline K. Morgan, Esq.
          Patrick A. Jackson, Esq.
          YOUNG CONAWAY STARGATT & TAYLOR, LLP
          Rodney Square
          1000 North King Street
          Wilmington, DE 19801
          Telephone: (302)571-6600
          Facsimile: (302)571-1253
          E-mail: pmorgan@ycst.com
                  pjackson@ycst.com

                  - and -

          James H.M. Sprayregen, Esq.
          Marc Kieselstein, Esq.
          Adam Paul, Esq.
          Bradley Thomas Giordano, Esq.
          KIRKLAND & ELLIS LLP
          KIRKLAND & ELLIS INTERNATIONAL LLP
          300 North LaSalle
          Chicago, IL 60654
          Telephone: (312)862-2000
          Facsimile: (312)862-2200
          E-mail: james.sprayregen@kirkland.com
                  marc.kieselstein@kirkland.com
                  adam.paul@kirkland.com
                  bradley.giordano@kirkland.com

                          About Dex Media

DFW Airport, Texas-based Dex Media, Inc. -- aka Newdex, Inc., Dex
One Corporation, R.H. Donnelley Corporation -- provides marketing
solutions to more than 400,000 business clients across the U.S.

Dex Media filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 16-11200) on May 16, 2016.

Affiliates Dex Media East, Inc. (Bankr. D. Del. Case No.
16-11201),
Dex Media Holdings, Inc. (Bankr. D. Del. Case No. 16-11202), Dex
Media Service LLC (Bankr. D. Del. Case No. 16-11203), Dex Media
West, Inc. (Bankr. D. Del. Case No. 16-11204), Dex One Digital,
Inc. (Bankr. D. Del. Case No. 16-11205), Dex One Service, Inc.
(Bankr. D. Del. Case No. 16-11206), R.H. Donnelley APIL, Inc.
(Bankr. D. Del. Case No. 16-11207), R.H. Donnelley Corporation
(Bankr. D. Del. Case No. 16-11208), R.H. Donnelley Inc. (Bankr. D.
Del. Case No. 16-11209), SuperMedia Inc. (Bankr. D. Del. Case No.
16-11210), SuperMedia LLC (Bankr. D. Del. Case No. 16-11211), and
SuperMedia Sales Inc. (Bankr. D. Del. Case No. 16-11212) filed for
Chapter 11 bankruptcy protection on the same day.

The petitions were signed by Andrew Hede, chief restructuring
officer.

James H.M. Sprayregen, P.C, Marc Kieselstein, P.C., Adam Paul,
Esq., and Bradley Thomas Giordano, Esq., at Kirkland & Ellis LLP
and Kirkland & Ellis International LLP serve as the Debtors'
general bankruptcy counsel.

Patrick A. Jackson, Esq., and Pauline K. Morgan, Esq., at Young
Conaway Stargatt & Taylor, LLP, serve as the Debtors' co-counsel.
Moelis & Company LLC is the Debtors' investment banker.  KPMG LLP
is the Debtors' tax advisor. Ernst & Young LLP is the Debtor's
auditor.  Epiq Bankruptcy Solutions is the Debtors' notice, claims
& administrative agent.

The Debtors listed $1.26 billion in total assets as of Dec. 31,
2015, and $2.65 billion in total debts as of Dec. 31, 2015.


DEX MEDIA: Wants To Sell Marlton Property for $2.64-Mil.
--------------------------------------------------------
Dex Media, Inc. and its affiliated debtors ask the U.S. Bankruptcy
Court for the District of Delaware for authorization to assume the
Purchase and Sale Agreement between debtor SuperMedia Sales Inc.
and M&G Investment Assets LLC.

"The Debtors conducted a robust marketing process of their owned
real property in St. Petersburg, Florida, and Marlton, New Jersey.
With respect to the Marlton property, these efforts commenced
around February of 2015 with an email blast to over 300 commercial
brokers as well as direct solicitation calls to 12 top brokers in
the south New Jersey market, and recently resulted in the
prepetition entry of SMS into the Purchase Agreement for the sale
of the Marlton property in exchange for a purchase price of
$2,640,400, and otherwise on the terms and conditions set forth in
the Purchase Agreement... The Debtors engaged in good faith, hard
fought negotiations to document the sale of this property, and
obtained what they believe to be very reasonable terms, including a
fair price that will turn an otherwise surplus and currently vacant
property into proceeds for the Debtors' estates... the Debtors
submit that assumption of the Purchase Agreement is a sound
exercise of their business judgment, and will be to the manifest
benefit of their estates," the Debtors contend.

The Debtors' Motion is scheduled for hearing on June 13, 2016 at
1:00 p.m.  The deadline for the filing of objections to the Motion
is set on June 6, 2016 at 4:00 p.m.

Dex Media and its affiliated debtors are represented by:

          Pauline K. Morgan, Esq.
          Patrick A. Jackson, Esq.
          YOUNG CONAWAY STARGATT & TAYLOR, LLP
          Rodney Square
          1000 North King Street
          Wilmington, DE 19801
          Telephone: (302)571-6600
          Facsimile: (302)571-1253
          E-mail: pmorgan@ycst.com
                  pjackson@ycst.com

                  - and -

          James H.M. Sprayregen, Esq.
          Marc Kieselstein, Esq.
          Adam Paul, Esq.
          Bradley Thomas Giordano, Esq.
          KIRKLAND & ELLIS LLP
          KIRKLAND & ELLIS INTERNATIONAL LLP
          300 North LaSalle
          Chicago, IL 60654
          Telephone: (312)862-2000
          Facsimile: (312)862-2200
          E-mail: james.sprayregen@kirkland.com
                  marc.kieselstein@kirkland.com
                  adam.paul@kirkland.com
                  bradley.giordano@kirkland.com

                          About Dex Media

DFW Airport, Texas-based Dex Media, Inc. -- aka Newdex, Inc., Dex
One Corporation, R.H. Donnelley Corporation -- provides marketing
solutions to more than 400,000 business clients across the U.S.

Dex Media filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 16-11200) on May 16, 2016.

Affiliates Dex Media East, Inc. (Bankr. D. Del. Case No.
16-11201),
Dex Media Holdings, Inc. (Bankr. D. Del. Case No. 16-11202), Dex
Media Service LLC (Bankr. D. Del. Case No. 16-11203), Dex Media
West, Inc. (Bankr. D. Del. Case No. 16-11204), Dex One Digital,
Inc. (Bankr. D. Del. Case No. 16-11205), Dex One Service, Inc.
(Bankr. D. Del. Case No. 16-11206), R.H. Donnelley APIL, Inc.
(Bankr. D. Del. Case No. 16-11207), R.H. Donnelley Corporation
(Bankr. D. Del. Case No. 16-11208), R.H. Donnelley Inc. (Bankr. D.
Del. Case No. 16-11209), SuperMedia Inc. (Bankr. D. Del. Case No.
16-11210), SuperMedia LLC (Bankr. D. Del. Case No. 16-11211), and
SuperMedia Sales Inc. (Bankr. D. Del. Case No. 16-11212) filed for
Chapter 11 bankruptcy protection on the same day.

The petitions were signed by Andrew Hede, chief restructuring
officer.

James H.M. Sprayregen, P.C, Marc Kieselstein, P.C., Adam Paul,
Esq., and Bradley Thomas Giordano, Esq., at Kirkland & Ellis LLP
and Kirkland & Ellis International LLP serve as the Debtors'
general bankruptcy counsel.

Patrick A. Jackson, Esq., and Pauline K. Morgan, Esq., at Young
Conaway Stargatt & Taylor, LLP, serve as the Debtors' co-counsel.
Moelis & Company LLC is the Debtors' investment banker.  KPMG LLP
is the Debtors' tax advisor. Ernst & Young LLP is the Debtor's
auditor.  Epiq Bankruptcy Solutions is the Debtors' notice, claims
& administrative agent.

The Debtors listed $1.26 billion in total assets as of Dec. 31,
2015, and $2.65 billion in total debts as of Dec. 31, 2015.


DIFFERENTIAL BRANDS: Files Specialized Disclosure Report with SEC
-----------------------------------------------------------------
Differential Brands Group Inc. filed with the Securities and
Exchange Commission a specialized disclosure report on Form SD
pursuant to the Securities Exchange Act of 1934, as amended, for
the reporting period from Jan. 1, 2015, to Dec. 31, 2015.

The Rule requires disclosure of certain information when a company
manufactures or contracts to manufacture products for which the
minerals specified in the Rule are necessary to the functionality
or production of those products.  The specified minerals are gold,
columbite-tantalite (coltan), cassiterite and wolframite, including
their derivatives, which are limited to tantalum, tin and tungsten,
that originated in the Democratic Republic of the Congo and certain
adjoining countries.

The Company's principal business activity is the design,
development and worldwide marketing of apparel products under the
brand names Hudson, operated by its subsidiary Hudson Clothing,
LLC, and Robert Graham, operated by its subsidiary RG Parent LLC
and its respective subsidiaries.  The Hudson Business's product
line includes denim jeans, shorts, skirts, shirts and jackets.  In
addition to the products designed, developed and marketed by the
Hudson Business during the 2015 calendar year, this Form SD covers
the products of the Company's business operated under the brand
names "Joe's Jeans," "Joe's," "Joe's JD" and "else" during that
period.  On Sept. 11, 2015, the Company sold certain of its
operating and intellectual property assets related to the Joe's
Business to GBG USA Inc. and sold certain of the Company's
intellectual property assets related to the Joe's Business to Joe's
Holdings LLC.  From Jan. 1, 2015, until the Asset Sale, the product
line of the Joe's Business included denim jeans, pants, shorts,
dresses, skirts, shirts, sweaters, jackets and other apparel
products and accessories.  After the Asset Sale, the Company did
not manufacture any products under the Joe's Business, and
purchased products from the Operating Assets Purchaser for sale at
Joe's branded retail stores that the Company retained until the
stores' assignment or closure in the first quarter of 2016.  This
Form SD does not cover the Company's Robert Graham products, as the
Company did not acquire RG Parent LLC and its subsidiaries until
the first quarter of 2016.

Following a review of the products, the Company determined that
certain products that it contracted to be manufactured in the 2015
calendar year may contain trace amounts of tin or gold used for
ornamental or decorative purposes.  Based on discussions with and
representation made by the relevant suppliers, however, the Company
reasonably determined that such products did not have any such
gold, tin, tantalum, or tungsten  that was necessary to their
functionality or production.  As such, the Company has determined
that it is not subject to the reporting obligations of the Rule and
is not required to file a Form SD or Conflict Minerals Report.

                      About Differential Brands

Differential Brands Group Inc., formerly Joe's Jeans Inc., is a
platform that focuses on branded operating companies in the premium
space.  The Company's focus is on organically growing its brands
through a global, omni-channel distribution strategy while
continuing to seek opportunity to acquire accretive, complementary,
premium brands.  The Company's current brands are Hudson, a
designer and marketer of women's and men's premium branded denim
apparel, and Robert Graham, a sophisticated, eclectic style to the
fashion market as an American-based company with an intention of
inspiring a global movement.

Joe's Jeans Inc. has completed the merger combining Hudson Jeans
and Robert Graham.  Additionally, the company has been renamed
Differential Brands Group Inc. and will remain publicly listed on
NASDAQ under the ticker DFBG.

Differential Brands reported a net loss and comprehensive loss of
$32.3 million on $80.2 million of net sales for the year ended Nov.
30, 2015, compared to a net loss and comprehensive loss of $27.7
million on $84.2 million of net sales for the year ended Nov. 30,
2014.

As of March 31, 2016, Differential Brands had $168 million in total
assets, $115 million in total liabilities and $52.7 million in
total equity.


DODGE CITY VETERINARY: Taps B. Michael Grissom as Bankr. Counsel
----------------------------------------------------------------
Dodge City Veterinary Hospital, Inc., seeks permission from the
U.S. Bankruptcy Court for the Middle District of Louisiana to
employ B. Michael Grissom, Attorney at Law, as counsel under a
general retainer to give the Debtor legal advice with respect to
the Debtor's powers and duties as debtor-in-possession and to
perform all legal services for the debtor-in-possession.

Mr. Grissom will:

      1. advise the Debtor-in-possession of the requirements of
         the Bankruptcy Code, the Federal Rules of Bankruptcy
         Procedure, and the Local Rules, including without
         limitation Local Rules 2081-1;

      2. advise the debtor-in-possession of its duty to file
         monthly reports required by applicable law, rule or
         regulation; and will specifically advise the Debtor of
         the potential consequences of non-compliance;

      3. promptly inform the debtor that it may not pay any debt
         or obligation owed by the Debtor on the date of the
         filing of the petition;

      4. advise the Debtor-in-possession of the prohibition
         against the sale of any of its assets outside the
         ordinary course of business without leave of court;

      5. advise the Debtor-in-possession of its obligation to
         comply with the Internal Revenue Code and Internal
         Revenue Service regulations, including in particular the
         depository receipt requirements, and applicable state and

         local taxation laws; and

      6. advise the debtor-in-possession of the Operating
         Guidelines established by the Office of the U.S. Trustee.

Mr. Grissom will be paid $250 per hour for his services, while his
paralegal will be paid $90 per hour.  Prior to the petition date,
the Debtor paid him a retainer in the total amount of $11,717 for
payment of pre-petition services rendered and expenses incurred on
behalf of the Debtor, and as a retainer for additional
post-petition services and expenses expected to be incurred on
behalf of the Debtor.

As of May 25, 2016, the Debtor has paid $1,717 for the Petition
filing fee, leaving a balance of $10,000 in the Debtor's trust
account.  Since January 2016, the Debtor has paid Mr. Grissom
$35,125 for services including, but not limited to: analysis of the
federal, state, and parish tax liabilities, revising the 2014 &
2015 financial statements, preparation of IRS forms 433A & 433B,
preparation of amended & original tax returns, several telephone
conferences with the IRS, the Louisiana Department of Revenue, the
Livingston Parish School Board, assist client with gathering and
submitting information requested by taxing authorities,
correspondence and discussions with Whitney Bank regarding Sheriffs
Sale, analyze financial statements and tax returns to assist client
to estimate cash flow, discuss and evaluate a possible sale of the
business to liquidate debt, evaluate and determine reasonable
officers' salaries, and conferences with the Debtor regarding
various topics.

Mr. Grissom assures the Court that he has no connection with the
Debtor, its creditors, or any other party in interest except that
(a) he has represented the Debtor, Scott F. Smith (sole shareholder
of the Debtor) and his spouse, Melynda R. Smith since January 2016
in connection with federal, state, and parish tax liabilities; and
(b) he has represented the Debtor to establish the amount, and
negotiate payment, of federal, state of Louisiana, and Livingston
parish tax liabilities; and (c) he has represented the Smiths to
establish the amount, and negotiate payment, of their federal and
state personal income tax, and federal trust fund penalty; and (d)
he has represented the Debtor and negotiated with Whitney Bank, a
current creditor of the Debtor, regarding two scheduled Sheriffs
Sale of the Debtors building.

Mr. Grissom can be reached at:

                  Michael B. Grissom, Esq.
                  B. MICHAEL GRISSOM, ATTORNEY AT LAW
                  40552 Pelican Point Pkwy.
                  Gonzales, LA 70737-8563
                  Tel: 225-278-4372
                  Fax: 225-349-7385
                  E-mail: bmgsr@bellsouth.net

Headquartered in Denham Springs, Louisiana, filed for Chapter 11
bankruptcy protection (Bankr. M.D. La. Case No. 16-10559) on May
11, 2016, estimating its assets and liabilities at between $1
million and $10 million each.  The petition was signed by Scott F.
Smith, president.

Judge Douglas D. Dodd presides over the case.

Michael B. Grissom, Esq., at B. Michael Grissom, Attorney at Law,
serves as the Debtor's bankruptcy counsel.


DONMETZ HOME: Hires Babken Azizyan as Real Estate Appraiser
-----------------------------------------------------------
Donmetz Home LLC asks for permission from the U.S. Bankruptcy Court
for the Central District of California to employ Babken Azizyan of
2Day Appraisal as real estate appraiser for the estate, as of April
23, 2016.

Mr. Azizyan will prepare an appraisal of the Debtor's real property
located at 18149 Donmetz Street, Porter Ranch, CA 91326.

Mr. Azizyan will charge the Debtor $275 for the appraisal of the
property which will be paid by Debtor's managing member, Moshe
Cohen.

Mr. Azizyan, a real estate appraiser employed by 2Day Appraisal,
assures the Court that he has no connection with the Debtor and
that he has no relationship or connection with the Debtor's
creditors or other parties-in-interest or their respective
attorneys.

Mr. Azizyan can be reached at:

      Babken Azizyan
      19728 Proctor Way No. D
      La Puente, CA 91476
      Tel: (323) 707-8234
      E-mail: appraiser247@yaho.com

Headquartered in Woodland Hills, California, Donmetz Home LLC filed
for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No.
16-10317) on Feb. 2, 2016, estimating its assets and liabilities at
between $1 million and $10 million.

Judge Victoria S. Kaufman presides over the case.

Jonathan Hayes, Esq., at Simon Resnik Hayes LLP serves as the
Debtor's bankruptcy counsel.


E CORTEZ: Hires Vaughn C. Taus as Attorney
------------------------------------------
E. CORTEZ, Inc., asks for permission from the U.S. Bankruptcy Court
for the Central District of California to employ Vaughn C. Taus,
Attorney at Law, as the Debtor's attorney.

Mr. Taus will:

      a. complete analysis of the Debtor's financial situation and

         determine the best course of action to provide Debtor and

         creditors with the best return of equity and repayment of

         debt;

      b. prepare and file the petition, schedules, statement of
         affairs, requirements of the Office of the U.S. Trustee
         and a plan of reorganization;

      c. represent Debtor at the meeting of creditors,
         confirmation hearing, and any adjourned hearings thereof
         as needed;

      d. represent Debtor in adversary proceedings and other
         contested bankruptcy matters directly related to the
         prosecution of the bankruptcy and confirmation of a
         Chapter 11 plan;

      e. provide Debtor with legal advice with respect to their
         powers and duties of a debtor-in-possession and in the
         continued operation of their business and management of
         the Debtor's property;

      f. assist Debtor to negotiate and document loans, joint
         ventures refinancing, leases of portions of Debtor's
         property or sale of the real property of the Debtor,
         related to confirmation of a Chapter 11 plan;

      g. perform other legal services directly related to this
         bankruptcy case, for Debtor, as debtor in possession,
         which may be necessary.

Mr. Taus received a pre-petition retainer of $1,750 on Nov. 21,
2015, $3,250 on Dec. 1, 2015, and $1,717 on April 1, 2016, from the
Debtor.  From this retainer, Mr. Taus paid $331, as an initial
filing fee to file this matter under Chapter 7 of the Bankruptcy
Code.  From the last retainer payment, Mr. Taus paid $1,717 as a
filing fee to upon conversion of this case to Chapter 11 of the
Bankruptcy Code.  The entire balance of the retainer was exhausted
in reviewing the Debtor's financial records to determine the
Debtor's financial position, advising the Debtor concerning the
bankruptcy, preparing and filing the petition and schedules in
connection with the initial filing of the case under Chapter 7,
advising the Debtor regarding its obligations under Chapter 11, and
preparing and filing the motion to convert the case to one under
Chapter 11.

Mr. Taus and his law firm will be paid at these hourly rates:

         Vaughn C. Taus, Esq.          $350
         Paralegal                     $100

Mr. Taus, the principal of Vaughn C. Taus, Attorney at Law, assures
the Court that he neither holds nor represents any interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct of
indirect relationship to, connection with, or interest in, the
Debtor or for any other reason.

Mr. Taus can be reached at:

         Vaughn C. Taus, Esq.
         Vaughn C. Taus, Attorney at Law
         1042 Pacific Street, Suite D
         San Luis Obispo, California 93401
         Tel: (805) 542-0 155

E. CORTEZ, Inc., filed for Chapter 7 bankruptcy protection (Bankr.
C.D. Calif. Case No. 16-10216).  The case was later converted to
Chapter 11.


ECOSPHERE TECHNOLOGIES: Amends Exercise Price of Equity Awards
--------------------------------------------------------------
Ecosphere Technologies, Inc., amended the exercise price for
certain equity awards held by executive officers of the Company on
May 23, 2016.  The exercise price of 6,300,000 stock options and
6,300,000 stock appreciation rights held by Chief Executive Officer
Dennis McGuire were repriced from $0.34 to $0.045. 1,867,746 stock
options held by Senior Vice President of Administration and
Secretary Jacqueline McGuire were repriced from $0.17 to $0.045,
and stock options in the amount of 2,591,438 and 157,500 held by
Chief Operating Officer Michael Donn were repriced from $0.17 and
$0.42, respectively, to $0.045.  The officers have agreed not to
exercise these equity awards pending an increase in the Company's
authorized capital.  The vesting and expiration dates of all of the
repriced equity awards, as well as all other terms, remain
unchanged.

The officers had previously agreed not to exercise their equity
awards in order to permit the Company to raise additional capital
for operating funds.

                  About Ecosphere Technologies

Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) --
http://www.ecospheretech.com/-- is a water engineering,
technology licensing and environmental services company that
designs, develops and manufactures wastewater treatment solutions
for industrial markets.  Ecosphere, through its majority-owned
subsidiary Ecosphere Energy Services, LLC, provides energy
exploration companies with an onsite, chemical free method to kill
bacteria and reduce scaling during fracturing and flowback
operations.

Ecosphere reported a net loss of $23.06 million on $721,179 of
total revenues for the year ended Dec. 31, 2015, compared to a net
loss of $11.49 million on $1.11 million of total revenues for the
year ended Dec. 31, 2014.

As of March 31, 2016, the Company had $2.08 million in total
assets, $11.85 million in total liabilities, $3.90 million in total
redeemable convertible cumulative preferred stock, and a total
deficit of $13.68 million.

Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company reported a
net loss of $23,067,761 and $11,496,463 in 2015 and 2014,
respectively, and cash used in operating activities of $1,761,946
and $4,550,454 in 2015 and 2014, respectively.  At December 31,
2015, the Company had a working capital deficiency, stockholders'
deficit and accumulated deficit of $9,322,066, $12,218,672 and
$132,397,790 respectively.  These matters raise substantial doubt
about the Company's ability to continue as a going concern.


EFRON DORADO: PRAPI Seeks Sanctions for Cash Collateral Use
-----------------------------------------------------------
PR Asset Portfolio 2013-1 International Sub I, LLC, asks the
Bankruptcy Court to impose sanctions against Efron Dorado Se for
the use of its cash collateral.

On Jan. 20, 2016, PRAPI submitted a written communication to the
Debtor's counsel informing that PRAPI does not consent to the
Debtor's continued use of the Cash Collateral.  PRAPI also filed a
notice and demand for adequate protection on Jan. 26, 2016, whereby
PRAPI notified the Debtor, and all parties-in-interest, that it had
not consented to any use of Cash Collateral.

The Debtor has failed to submit the corresponding accounting of the
Cash Collateral to PRAPI, and has not turned over any Cash
Collateral in its possession to PRAPI in furtherance of the Cash
Collateral Order.  Even more egregious is the Debtor's admission to
the effect that, notwithstanding the Court's entry of the Cash
Collateral Order, the Debtor has continued to use PRAPI's Cash
Collateral as reflected in Debtor's most recent Monthly Operating
Report.

The Debtor's blatant disregard of the Cash Collateral Order not
only denotes the Debtor's complete disregard of the Court's
authority, it further highlights Debtor's bad faith dealings in
this case, given that Debtor has, knowingly and wantonly, incurred
in actions directed towards dissipating the Cash Collateral to
PRAPI's sole detriment.

In view of the Debtor's complete disdain towards the bankruptcy
process as a whole, and in order to safeguard PRAPI's interests
therein, PRAPI requests that the Honorable Court sanction and/or
otherwise find the Debtor in contempt of the Cash Collateral Order,
and that the Debtor be immediately and forthwith directed to return
the Cash Collateral utilized as per its most recent Monthly
Operating Report, and to forthwith require the Debtor to submit any
and all accounting of the Cash Collateral to PRAPI, as well as
indefeasibly turn over to PRAPI any and all Cash Collateral in its
position in accordance to the terms of the Cash Collateral Order.

Attorneys for PR Asset Portfolio 2013-1 International Sub I, LLC:

         Hermann D. Bauer, Esq.
         Nayuan Zouairabani, Esq.
         O'NEILL & BORGES LLC
         American International Plaza
         250 Munoz Rivera Avenue, Suite 800
         San Juan, Puerto Rico 00918-1813
         Tel: (787) 764-8181
         Fax: (787) 753-8944
         E-mail: hermann.bauer@oneillborges.com
                 nayuan.zouairabani@oneillborges.com

                      About Efron Dorado Se

Efron Dorado Se, based in San Juan, Puerto Rico, filed for Chapter
11 bankruptcy protection (Bankr. D.P.R. Case No. 16-00283) on
Jan. 20, 2016.  The petition was signed by David Efron, partner.

Charles Alfred Cuprill, Esq., at Charles A Cuprill, PSC Law Office,
serves as its bankruptcy counsel.

In its petition, the Debtor listed total assets of $33.2 million
and total debt of $15.2 million.  According to the schedules, the
Debtor owns the shopping mall known as Paseo Del Plata Shopping
Center located in Dorado, Puerto Rico; a parcel of land consisting
of 80 Cuerdas, identified as Quintas De Dorado; and a parcel of
land consisting of 30 Cuerdas known as Hernandez Farm.


EFRON DORADO: Says PRAPI Has Not Perfected Its Security Interest
----------------------------------------------------------------
Efron Dorado Se has filed a reply to the motion of PR Asset
Portfolio 2013-1 International Sub I, LLC (PRAPI), to deny the use
of cash collateral and the entry of an order prohibiting the Debtor
for using the rental income from the Shopping Center.

The Debtor submits that the motion should be denied since PRAPI
does not have a perfected security interest in the Rental Income,
and the Debtor is authorized to use the property of its bankruptcy
estate in the regular course of business pursuant to Section
363(c)(1) of the Bankruptcy Code.

The Debtor and PRAPI did not execute an Antichresis contract that
would give rise to a security interest on the Rental Income.  PRAPI
does not have a security interest in all of the Rental Income of
the Realty even considering, in arguendo, the lease assignment
method of creating a security interest.

According to the Debtor, the Motion's request that it be prohibited
from using 100% of the Rental Income is inapposite to the facts of
this case, even if, in arguendo, the Court were to rule that the
Alleged Assignment was legally valid.  The Motion should be denied
since PRAPI lacks any security interest in the Rental Income,
rendering injudicious its request for the denial of the Urgent
Motion.

The Debtor is represented by:

         CHARLES A. CUPRILL, P.S.C., LAW OFFICES
         Charles A. Cuprill, Esq.
         356 Fortaleza Street, Second Floor
         San Juan, PR 00901
         Tel: (787) 977-0515
         Fax: (787) 977-0518
         E-mail: ccuprill@cuprill.com

PR Asset Portfolio 2013-1 International Sub I, LLC (PRAPI), a
secured and judgment creditor, has responded to the Debtor's
objection to the Motion.

The Debtor's most recent contentions are wholly inconsistent with
its prior representations to this Honorable Court and show a clear
disregard of the duties of good-faith, reasonable inquiry and
intellectual honesty required of litigants before the Court.

After having admitted the validity of PRAPI's lien on the rents
generated by the Paseo del Plata Shopping Center, Debtors, for the
first time, purport to question the validity of the assignment of
leases and rents executed by the Debtor.  The Debtor, however,
conveniently fails to disclose that the Puerto Rico Court of First
Instance, after an evidentiary hearing, determined that PRAPI has a
proprietary interest in the rents generated by the Paseo del Plata
Shopping Center.  The Debtor further fails to disclose to this
Court that the Puerto Rico Court of Appeals and the Puerto Rico
Supreme Court upheld said Order and its findings.

Likewise, the Debtor invests a significant portion of its brief on
a novel legal theory as to the perfection of assignment of rents
under Puerto Rico law.  The Debtor, however, cherry-picks legal
authority and fails to disclose to this Court that this matter has
been conclusively resolved by both the Puerto Rico Supreme Court.

The Debtor fails to disclose to this Court material evidence of
which it is aware that bely its contentions and representations to
this Court.  For these reasons, the Court should deny the Debtor's
"Objection to Motion to Deny Debtor's Request for Use of Cash
Collateral."

Attorneys for PR Asset Portfolio 2013-1 International Sub I, LLC:

       Hermann D. Bauer, Esq.
       Nayuan Zouairabani, Esq.
       O'NEILL & BORGES LLC
       American International Plaza
       250 Munoz Rivera Avenue, Suite 800
       San Juan, Puerto Rico 00918-1813
       Tel: (787) 764-8181
       Fax: (787) 753-8944
       E-mail: hermann.bauer@oneillborges.com
               nayuan.zouairabani@oneillborges.com

                      About Efron Dorado Se

Efron Dorado Se, based in San Juan, Puerto Rico, filed for Chapter
11 bankruptcy protection (Bankr. D.P.R. Case No. 16-00283) on Jan.
20, 2016.  The petition was signed by David Efron, partner.

Charles Alfred Cuprill, Esq., at Charles A Cuprill, PSC Law Office,
serves as its bankruptcy counsel.

In its petition, the Debtor listed total assets of $33.2 million
and total debt of $15.2 million.  According to the schedules, the
Debtor owns the shopping mall known as Paseo Del Plata Shopping
Center located in Dorado, Puerto Rico; a parcel of land consisting
of 80 Cuerdas, identified as Quintas De Dorado; and a parcel of
land consisting of 30 Cuerdas known as Hernandez Farm.


EMERA INC: Moody's Assigns Ba2 Rating to 2076 Notes
---------------------------------------------------
Moody's Investors Service assigned a new Baa3 issuer rating to
Emera Inc. (Emera) and a Baa3 senior unsecured rating to Emera US
Finance LP's new note issuance of up to $3.4 billion. Moody's also
assigned a Ba2 rating to Emera's unsecured subordinated notes of up
to $1.2 billion due 2076. The rating outlooks of Emera and Emera US
Finance are stable.

At the same time, Moody's placed the long-term ratings of TECO
Energy and its subsidiaries on review for downgrade, including the
Baa1 senior unsecured ratings of TECO Energy; the Baa1 senior
unsecured rating of TECO Energy's financing subsidiary, TECO
Finance, Inc.; and the A2 issuer and senior unsecured ratings of
Tampa Electric Company.

Emera US Finance is a financing subsidiary of Emera and its senior
unsecured notes will be fully and unconditionally guaranteed, on a
joint and several basis, by Emera and Emera US Holdings Inc.
(EUSHI, unrated), an intermediate holding company and subsidiary of
Emera. As a result of the guarantee, Emera US Finance's rating is
directly correlated to Emera's credit profile and rating. EUSHI
does not have any operations and serves as the holding company of
Emera's assets located in the United States, including Emera Maine
and TECO Energy, Inc. upon acquisition close.

RATINGS RATIONALE

"Emera's Baa3 rating assumes the TECO Energy acquisition will close
imminently, and reflects the company's diverse and largely
regulated business risk profile, offset by very high consolidated
leverage," said Jeff Cassella, Vice President -- Senior Analyst.
"Concurrently, TECO and its subsidiaries' review for downgrade is
prompted by Emera's significant use of debt to finance the
acquisition, and the lack of meaningful ring-fence type provisions
designed to insulate TECO's credit profile."

The review for downgrade at TECO Energy is likely to result in no
more than a one-notch downgrade of TECO Energy and its
subsidiaries' ratings on or about the time of the acquisition
close. A one-notch downgrade across the TECO family will not have
any material impact on Emera's newly assigned Baa3 rating, because
Emera's Baa3 rating already incorporates the view of TECO Energy's
weakened credit profile. The review will focus on the amount of
incremental debt issued at the Emera parent level to finance the
acquisition, the increased strategic importance of TECO Energy,
particularly its principal operating subsidiary, Tampa Electric
Company, to service the increased level of debt via upstream
dividend payments within the Emera corporate family, and the lack
of any meaningful ring-fence type provisions designed to insulate
TECO Energy or Tampa Electric Company's credit profile from debt at
its intermediate parent or that of Emera.

Moody's said, "Emera's Baa3 rating reflects Emera's lower risk
business profile that includes good geographic and regulatory
diversity across its portfolio of operating subsidiaries. Emera's
regulated subsidiaries are expected to account for approximately
90% of consolidated cash flows, a credit positive. However, Emera
will be exposed to a high financial risk profile, evidenced by the
significant level of consolidated debt, including debt to rate base
of over 100%. These debt levels are a direct result of Emera's
leveraged acquisition of TECO Energy, and we expect the leverage to
weigh on Emera's pro-forma consolidated financial metrics over the
next several years. That said, Emera's Baa3 rating incorporates a
view that Emera's financial profile will improve over the next few
years, such that Emera's pro-forma ratio of cash flow from
operations pre-working capital (CFO pre-W/C) to debt will steadily
improve to the mid-teen's range, from around 11% in 2016.

"Furthermore, Emera's holding company debt as a percentage of total
consolidated debt approaches 50%, which leads to material
structural subordination considerations and points to a wider
rating-notch differential between the ratings of Emera and its
principal operating subsidiaries. For calculation purposes, we
include the debt at TECO Energy's intermediate holding company as
well as a proportion of the Maritime Link project debt as holding
company debt in the calculation of holding company debt to total
consolidated debt."

The Ba2 rating assigned to the subordinated hybrid notes is two
notches below Emera's Baa3 senior unsecured rating as they are
subordinated to substantially all of the company's other debt
obligations. The notes have a long-dated maturity (60 years) and
Emera can opt to defer coupons on a cumulative basis for up to five
years.

Rating Outlook

Moody's said, "Emera's stable rating outlook incorporates a view
that Emera will successfully execute on its permanent financing
plans to finance the TECO Energy acquisition in a consistent manner
with what has been stated publicly. The stable outlook also
reflects our expectation that Emera's consolidated financial
metrics improve, such that consolidated CFO pre-W/C to debt
approaches 14% over the next 3 years; that the regulatory
jurisdictions that Emera's operating subsidiaries operate continue
to remain credit supportive by providing timely recovery of
prudently incurred costs and investments; that the construction and
execution risks associated with the large Martime Link project will
remain manageable, and will avoid material delays and cost
over-runs, and; that EMERA will not undertake aggressive
shareholder friendly debt financed activities that will be a
detriment to the risk profile of the corporate family."

Factors that Could Lead to an Upgrade

Given the significant amount of holding company debt at the Emera
level, a rating upgrade in the near-to-intermediate term is
unlikely. However, a rating upgrade could occur of holding company
debt as a percentage of consolidated debt were to decline below 40%
on a sustained basis and if consolidated metrics improved such that
CFO pre-W/C to debt was sustained at or above the 15% level.

Factors that Could Lead to a Downgrade

Emera's rating could be downgraded if regulatory support of its
operating utilities deteriorates; or business risk profile
increases through investments in its non-regulated activities; or
holding company debt increases further; or if financial metrics do
not improve as expected and consolidated CFO pre-W/C to debt
remains below 12% on a sustained basis.

Headquartered in Halifax, Nova Scotia, Emera is a diversified
utility and energy services holding company with approximately $12
billion in assets and $2.79 billion in revenues in 2015. Upon
closing of the TECO Energy acquisition, Emera will own regulated
electric, gas, and transmission and distribution utilities in Nova
Scotia, Maine, Florida, New Mexico and the Caribbean islands. The
company also owns other regulated and non-regulated electric and
gas assets in North America. Pro-forma for the TECO Energy
acquisition approximately 85% of the company's earnings will be
generated by rate-regulated businesses and Emera will have more
than $27.6 billion in assets and more than $6.3 billion in
revenues.

Assignments:

Issuer: Emera Inc.

-- Issuer Rating, Assigned Baa3

-- Senior Unsecured Rating, Assigned Baa3

-- Subordinated Hybrid Notes, Assigned Ba2

Issuer: Emera US Finance LP

-- Senior Unsecured Rating, Assigned Baa3

On Review for Downgrade:

Issuer: TECO Energy, Inc.

-- Senior Unsecured Rating, Placed on Review for Downgrade,
    currently Baa1

-- Senior Unsecured Shelf Rating, Placed on Review for Downgrade,

    currently (P)Baa1

Issuer: TECO Finance, Inc.

-- Senior Unsecured Rating, Placed on Review for Downgrade,
    currently Baa1

-- Senior Unsecured Shelf Rating, Placed on Review for Downgrade,

    currently (P)Baa1

Issuer: Tampa Electric Company

-- Issuer Rating, Placed on Review for Downgrade, currently A2

-- Senior Unsecured Rating, Placed on Review for Downgrade,
    currently A2

-- Senior Unsecured Shelf Rating, Placed on Review for Downgrade,

    currently (P)A2

Issuer: Hillsborough County Ind. Dev. Auth. FL

-- Backed Senior Unsecured Revenue Bonds, Placed on Review for
    Downgrade, currently A2

-- Backed Underlying Senior Unsecured Revenue Bonds, Placed on
    Review for Downgrade, currently A2

Issuer: Polk County Industrial Devel. Authority, FL

-- Backed Senior Unsecured Revenue Bonds, Placed on Review for
    Downgrade, currently A2

-- Backed Underlying Senior Unsecured Revenue Bonds, Placed on
    Review for Downgrade, currently A2

Outlook Actions:

Issuer: Emera Inc.

-- Outlook, Assigned Stable

Issuer: Emera US Finance LP

-- Outlook, Assigned Stable

Issuer: TECO Energy, Inc.

-- Outlook, Changed To Rating on Review From Stable

Issuer: TECO Finance, Inc.

-- Outlook, Changed To Rating on Review From Stable

Issuer: Tampa Electric Company

-- Outlook, Changed To Rating on Review From Stable


ENERGY FUTURE: Indenture Trustees Object to Disclosure Statement
----------------------------------------------------------------
American Stock Transfer & Trusy Company, LLC, as successor trustee
to The Bank of New York Mellon Trust Company, N.A., under the
indentures for notes issued by EFH Future Holdings Corp., and UMB
Bank, N.A., as Indenture Trustee for the unsecured 11.25%/12.25%
Senior Toggle Notes Due 2018 and the 9.75% Senior Notes due 2019,
object to the disclosure statement explaining Energy Future
Holdings Corp., et al.'s Amended Joint Plan of Reorganization.

AST complained that both the Proposed New Plan and the Proposed New
Disclosure Statement need significant revisions to address issues
raised by the recent switch to a dual track confirmation schedule.
The separation of the T-Side from the E-Side is extraordinarily
complicated and will by necessity require the transfer of E-Side
assets, including real property, personal property and perhaps even
tax attributes, to the T-Side, AST asserts.  EFH Corp. must be
compensated for these transfers and any disclosure statement must
provide details concerning these transfers, AST says.

UMB reserved its right to object to the Disclosure Statement
because it is unclear whether approval of the Disclosure Statement
at the June 16th T-Side DS Hearing, and in particular the tax
disclosures, will bind the E-Side Debtors and prevent the Trustee
from raising objections at the E-Side DS Hearing.  At a minimum,
because the Debtors have decided to proceed on different timelines
for the E-Side Debtors and the TCEH Debtors for plan confirmation,
the Debtors should be required to file a separate plan and
disclosure statement for the E-Side and TCEH Debtors, UMB asserts.
Moreover, because the Trustee is currently conducting discovery in
connection with the Plan and the Disclosure Statement, its
Reservation of Rights is submitted without prejudice to, and with a
full reservation of, the Trustee's rights, claims, defenses and
remedies, including the right to raise and file raise additional
objections to the Disclosure Statement and to introduce evidence at
any hearing relating thereto, and without in any way limiting any
other rights of the Trustee to further object to approval of the
Disclosure Statement or Plan, on any grounds, as may be
appropriate.

AST is represented by:

         Christopher P. Simon, Esq.
         CROSS & SIMON, LLC
         1105 North Market Street, Suite 901
         Wilmington, DE 19801
         Telephone: (302) 777-4200
         Facsimile: (302) 777-4224
         Email: csimon@crosslaw.com

            -- and --

         Amanda D. Darwin, Esq.
         Richard C. Pedone, Esq.
         Erik Schneider, Esq.
         NIXON PEABODY LLP
         100 Summer Street
         Boston, Massachusetts 02110
         Telephone: (617) 345-1000
         Facsimile: (617) 345-1300
         Email: adarwin@nixonpeabody.com
                rpedone@nixonpeabody.com

            -- and --

         Christopher J. Fong, Esq.
         437 Madison Avenue
         New York, NY 10022
         Telephone: 212-940-3724
         Facsimile: 855-900-8613
         Email: cfong@nixonpeabody.com

UMB is represented by:

         Ira S. Dizengoff, Esq.
         Abid Qureshi, Esq.
         AKIN GUMP STRAUSS HAUER & FELD LLP
         New York, NY 10036
         Telephone: (212) 872-1000
         Facsimile: (212) 872-1002

            -- and --

         Scott L. Alberino, Esq.
         Joanna F. Newdeck, Esq.
         AKIN GUMP STRAUSS HAUER & FELD LLP
         1333 New Hampshire Avenue, N.W.
         Washington, D.C. 20036
         Telephone: (202) 887-4000
         Facsimile: (202) 887-4288

            -- and --

         Raymond H. Lemisch, Esq.
         KLEHR HARRISON HARVEY BRANZBURG LLP
         919 Market Street, Suite 1000
         Wilmington, DE 19801
         One Bryant Park
         Telephone: (302) 426-1189
         Facsimile: (302) 426-9193
         Email: rlemisch@klehr.com

            -- and --

         Harold L. Kaplan, Esq.
         Mark F. Hebbeln, Esq.
         Lars A. Peterson, Esq.
         FOLEY & LARDNER LLP
         321 North Clark Street, Suite 2800
         Chicago, IL 60654-5313
         Telephone: (312) 832-4500
         Facsimile: (312) 832-4700
         Email: hkaplan@foley.com
                mhebbeln@foley.com
                lapeterson@foley.com

            -- and --

         Barry G. Felder, Esq.
         Jonathan H. Friedman, Esq.
         FOLEY & LARDNER LLP
         90 Park Avenue
         New York, NY 10016
         Telephone: (212) 682-7474
         Facsimile: (212) 687-2329
         Email: bgfelder@foley.com
                jfriedman@foley.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


EXTREME PLASTICS: Seek Approval of $60K KERP for Keefover
---------------------------------------------------------
Extreme Plastics Plus, Inc. and EPP Intermediate Holdings, Inc. ask
the U.S. Bankruptcy Court for the District of Delaware to approve
their Key Employee Retention Plan ("KERP").

"Employees have taken on additional responsibilities to ensure that
the Debtors' business continues to run smoothly.  One of these
employees, James Robert Keefover, serves as Controller for the
Debtors.  Keefover is crucial to the day-to-day operations of the
Debtors' business and is responsible for internal financial
reporting, financial forecasting, vendor management, and
accounting.  Keefover, moreover, has been invaluable in compiling
and providing materials needed to assist the Debtors through the
restructuring process, including materials used in compiling the
Debtors' schedules, internal operating reports, and monthly
operating reports, and he will continue to play a crucial role in
assisting the Debtors through the marketing and any sale process...
The KERP came to fruition after it became apparent that Keefover
would take on more work responsibilities as a result of the recent
departures and the Chapter 11 Cases and to prevent his departure
— a risk given the uncertainty of the Debtors' path forward —
and the loss of his institutional knowledge... the KERP aims to
compensate Keefover for his increased workload and to ensure that
he will continue to work for the Debtors as they navigate through
bankruptcy," the Debtors contend.

The Debtors tell the Court that they will set aside money that will
be earmarked solely to be used for the KERP payment, or returned to
the estate if the payment is not earned.  They further tell the
Court that Mr. Keefover will receive a bonus of $60,000, or
approximately 55% of his current salary, to be paid on October 14,
2016, if he is employed at the time the Bonus is due or is
terminated before then without "good cause."

The Debtors contend that they have shared their proposal with
Citizens Bank, as agent for the Debtors' pre-petition secured
lenders, and the Official Committee of Unsecured Creditors.  They
further contend that Citizens Bank and the Official Committee of
Unsecured Creditors do not oppose the relief that the Debtors
requested.

Extreme Plastics Plus, Inc. and EPP Intermediate Holdings, Inc. are
represented by:

          William D. Sullivan, Esq.
          William A. Hazeltine, Esq.
          SULLIVAN HAZELTINE ALLINSON LLC
          901 North Market Street, Suite 1300
          Wilmington, DE 19801
          Telephone: (302)428-8191
          Facsimile: (302)428-8195
          E-mail: bsullivan@sha-llc.com
                 whazeltine@sha-llc.com

                  - and -

          Chris L. Dickerson, Esq.
          Marc J. Carmel, Esq.
          PAUL HASTINGS LLP
          71 South Wacker Drive, 45th Floor
          Chicago, IL 60606
          Telephone: (312)499-6000
          Facsimile: (312)499-6100
          E-mail: chrisdickerson@paulhastings.com
                 marccarmel@paulhastings.com

                   About Extreme Plastics Plus

Founded in 2007, privately-held Extreme Plastics Plus, Inc.,
operates an environmental containment business specializing in
providing environmental lining, above ground storage tanks,
composite rig mats, secondary steel wall containment systems, and
closed loop solids control services, primarily for the oil and gas
industry.  Extreme Plastics has six facilities in Fairmont, West
Virginia, Tunkhannock, Pennsylvania, St. Clairsville, Ohio, Moore,
Texas, Odessa, Texas, and Oklahoma City, Oklahoma.

The stock of Extreme Plastics is held entirely by EPP Intermediate
Holdings, Inc.  The stock of EPP Intermediate is held entirely by
EPP Holding Company, LLC, a non-debtor.

Extreme Plastics, and affiliate EPP Intermediate Holdings, Inc.,
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
16-10221) on Jan. 31, 2016, as the ongoing decline in the price of
oil and natural gas negatively impacted demand of the Debtors'
services.

Extreme Plastics estimated $10 million to $50 million in assets
and
$50 million to $100 million in debt.  EPP Intermediate estimated
$1
million to $10 million in assets and $50 million to $100 million
in
debt.

As of the Petition Date, Extreme Plastics owes $49.5 million under
a secured facility provided by lenders led by Citizens Bank of
Pennsylvania, as agent.  The facility is secured by a lien in
substantially all of the Debtors' assets, as well as a pledge of
100% of the equity in Extreme Plastics and EPP Intermediate.

The Debtors tapped Sullivan Hazeltine Allinson LLC as attorneys
and
Epiq Bankruptcy Solutions, LLC, as claims and noticing agent.

The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors.  The Committee selected Reed
Smith LLP as counsel.


EXTREME PLASTICS: Wants Until Aug. 28 to Assume or Reject Leases
----------------------------------------------------------------
Extreme Plastics Plus, Inc., and EPP Intermediate Holdings, Inc.
ask the U.S. Bankruptcy Court for the District of Delaware to
extend their time to assume or reject unexpired leases of
nonresidential real property from May 30, 2016 through August 28,
2016.

"The leases that may be subject to the Assumption/Rejection
Deadline are important and potentially valuable assets that have
allowed the Debtors to continue to operate their businesses during
the pendency of the Chapter 11 Cases.  It is... essential that the
Debtors carefully evaluate whether each Lease should be assumed or
rejected... The Debtors are meeting their obligations under the
Leases and will continue to do so... allowing the Debtors to
continue occupying the leased properties pending further analysis
of the Leases will not harm any lessor, much less damage any such
lessor... an extension of the Assumption/Rejection Deadline will
merely preserve the status quo and give the Debtors flexibility to
maximize the value of their estates and continue moving the Chapter
11 Cases forward," the Debtors aver.

Extreme Plastics Plus, Inc., and EPP Intermediate Holdings, Inc.,
are represented by:

          William D. Sullivan, Esq.
          William A. Hazeltine, Esq.
          SULLIVAN HAZELTINE ALLINSON LLC
          901 North Market Street, Suite 1300
          Wilmington, DE 19801
          Telephone: (302)428-8191
          Facsimile: (302)428-8195
          E-mail: bsullivan@sha-llc.com
                  whazeltine@sha-llc.com

                  - and -

          Chris L. Dickerson, Esq.
          Marc J. Carmel, Esq.
          PAUL HASTINGS LLP
          71 South Wacker Drive, 45th Floor
          Chicago, IL 60606
          Telephone: (312)499-6000
          Facsimile: (312)499-6100
          E-mail: chrisdickerson@paulhastings.com
                  marccarmel@paulhastings.com

                    About Extreme Plastics Plus

Founded in 2007, privately-held Extreme Plastics Plus, Inc.,
operates an environmental containment business specializing in
providing environmental lining, above ground storage tanks,
composite rig mats, secondary steel wall containment systems, and
closed loop solids control services, primarily for the oil and gas
industry.  Extreme Plastics has six facilities in Fairmont, West
Virginia, Tunkhannock, Pennsylvania, St. Clairsville, Ohio, Moore,
Texas, Odessa, Texas, and Oklahoma City, Oklahoma.

The stock of Extreme Plastics is held entirely by EPP Intermediate
Holdings, Inc.  The stock of EPP Intermediate is held entirely by
EPP Holding Company, LLC, a non-debtor.

Extreme Plastics, and affiliate EPP Intermediate Holdings, Inc.,
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
16-10221) on Jan. 31, 2016, as the ongoing decline in the price of
oil and natural gas negatively impacted demand of the Debtors'
services.

Extreme Plastics estimated $10 million to $50 million in assets
and
$50 million to $100 million in debt.  EPP Intermediate estimated
$1
million to $10 million in assets and $50 million to $100 million
in
debt.

As of the Petition Date, Extreme Plastics owes $49.5 million under
a secured facility provided by lenders led by Citizens Bank of
Pennsylvania, as agent.  The facility is secured by a lien in
substantially all of the Debtors' assets, as well as a pledge of
100% of the equity in Extreme Plastics and EPP Intermediate.

The Debtors tapped Sullivan Hazeltine Allinson LLC as attorneys
and
Epiq Bankruptcy Solutions, LLC, as claims and noticing agent.

The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors.  The Committee selected Reed
Smith LLP as counsel.


FAIRWAY GROUP: Levin Mngt Objects to Disclosure Statement
---------------------------------------------------------
Levin Management Corporation, as agent for Post Road Plaza
Leasehold, LLC, filed a limited objection to the adequacy of the
Disclosure Statement for Joint Plan of Reorganization of Fairway
Group Holdings Corp., et al., complaining that it is unclear when
or if specific contracts will be assumed and the procedures for
assumption and cure relating to assumed contracts.

Levin also complains that the release provisions set forth in the
Disclosure Statement and Proposed Plan, run contrary to Debtors'
representations that they are assuming and will be performing all
obligations relating to contracts/leases.  The broad release
provisions in the Disclosure Statement and Plan can be read to
suggest that such guarantee obligations will be discharged, upon
confirmation of the Proposed Plan, Levin asserts.

Levin is represented by:

         Thomas S. Onder, Esq.
         Joseph H. Lemkin, Esq.
         STARK & STARK
         A Professional Corporation
         993 Lenox Drive
         Lawrenceville, NJ 08648
         Tel: (609) 896-9060
         Fax: (609) 895-7395
         Email: tonder@stark-stark.com
                jlemkin@stark-stark.com

                      About Fairway

Headquartered in New York, Fairway Group Holdings Corp. is a food
retailer offering customers a differentiated one-stop shopping
experience "Like No Other Market".  Fairway claims to have
established itself as a leading food retailing destination in the
Greater New York City metropolitan area, with stores that emphasize
an extensive selection of fresh, natural and organic products,
prepared foods and hard-to-find specialty and gourmet offerings,
along with a full assortment of conventional groceries.

Fairway operates 15 locations in the Greater New York City
metropolitan area, including four Fairway Wines & Spirits
locations.  Seven Fairway stores are located in New York City and
the remainder of Fairway's stores are located in New York (outside
of New York City), New Jersey and Connecticut.

Fairway Group, et al., filed Chapter 11 bankruptcy petitions
(Bankr. S.D.N.Y. Proposed Lead Case No. 16-11241) on May 2, 2016.
The petitions were signed by Edward C. Arditte as co-president and
chief financial officer.

The Debtors have engaged Weil, Gotshal & Manges LLP as counsel,
Norton Rose Fulbright US LLP as special corporate counsel, Curtis,
Mallet-Prevost, Colt & Mosle LLP as conflicts counsel, Alvarez &
Marsal as financial advisor and Prime Clerk LLC as claims and
noticing agent.

                        *     *     *

The Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York will hold a hearing on June 7, 2016,
at 10:00 a.m. (prevailing Eastern Time) to consider the adequacy of
the disclosure statement dated May 2, 2016, explaining the Chapter
11 plan of reorganization filed by Fairway Group Holdings Corp. and
its debtor-affiliates, and confirm the Debtors' plan.  Objections,
if any, are due May 31, 2016, at 5:00 p.m. (prevailing Eastern
Time).

The Debtors' plan provides that holders of allowed prepetition
general unsecured claims, including trade, landlord and employees
claims against the Debtors, will be paid, or otherwise treated, in
the ordinary course as if the Debtors had not commenced these
Chapter 11 cases.  The Debtors' senior secured lenders will receive
their pro-rata share of:

   i) 90% of new common stock in reorganized holdings;
  ii) a $45 million last out exit term loan; and
iii) a $39 million unsecured subordinated loan.


FANNIE MAE & FREDDIE MAC: JPMDL Denies FHFA's Consolidation Request
-------------------------------------------------------------------
The United States Judicial Panel on Multidistrict Litigation denied
the Federal Housing Finance Agency's request to consolidate cases
challenging the perpetual turnover of 100% of Fannie and Freddie's
earnings to the U.S. Treasury.  As a result, all of the lawsuits
stayed in anticipation of a ruling from the MDL Panel will now pick
up where they left off.  

The text of the MDL Panel's Order entered yesterday, June 2, 2016,
is:

                    UNITED STATES JUDICIAL PANEL
                                 on
                      MULTIDISTRICT LITIGATION

IN RE: FEDERAL HOUSING FINANCE AGENCY,
ET AL., PREFERRED STOCK PURCHASE AGREEMENTS
THIRD AMENDMENT LITIGATION                           MDL No. 2713

                       ORDER DENYING TRANSFER

Before the Panel:[*] Defendant Federal Housing Finance Agency
(FHFA)—conservator for Federal Home Loan Mortgage Association
(Fannie Mae) and the Federal Home Loan Mortgage Corporation
(Freddie Mac) -- moves under 28 U.S.C. sec. 1407 to centralize
pretrial proceedings in this litigation in the District of District
of Columbia. This litigation consists of four actions pending in
four districts, as listed on Schedule A.  Additionally, the Panel
has been notified of four potentially related actions pending in
three districts. Defendants, Jacob Lew, in his official capacity as
Secretary of the Treasury, and the U.S. Department of the Treasury
(the Treasury Department), support the motion.  All responding
plaintiffs oppose centralization. Plaintiffs in three actions
alternatively suggest centralization in the Eastern District of
Kentucky.  These plaintiffs, and plaintiffs in the District of
Delaware action also alternatively suggest exclusion of the
District of Delaware action.  A preferred stock investor in Fannie
Mae and Freddie Mac, who has served a demand letter on the
companies; boards, argues that his prospective claims are
distinguishable from the actions before the Panel.

On the basis of the papers filed and hearing session held, we
conclude that centralization is
not necessary for the convenience of the parties and witnesses or
to further the just and efficient conduct of the litigation. These
actions arise from the agreement in August 2012 between FHFA and
the Treasury Department to enter into the third amendment of their
preferred stock purchase agreement. Specifically, most plaintiffs
allege that the third amendment constituted a de facto
nationalization of Fannie Mae and Freddie Mac that extinguished the
private shareholders' economic interests in the companies by
replacing a fixed quarterly dividend with a variable dividend equal
to Fannie Mae's and Freddie Mac's quarterly earnings, if any, less
a small and decreasing capital reserve.

Plaintiffs opposing centralization argue that there are not
sufficient common disputed facts
to warrant centralization, and that discovery will be minimal.
Defendants have not persuasively refuted these arguments. We have
held that, "where only a minimal number of actions are involved,
the proponent of centralization bears a heavier burden to
demonstrate that centralization is appropriate." In re: Lifewatch,
Inc., Tel. Consumer Prot. At (TCPA) Litig., __ F. Supp. 3d __,
2015, WL 6080848, at *1 (J.P.M.L. Oct. 13, 2015). Defendants have
not met that burden here, where just four actions are pending
involving primarily common legal, rather than factual, issues.
While FHFA has notified the Panel of four potentially-related
actions, these actions differ in significant ways from the actions
on the motion. Two actions do not name FHFA or the Treasury
Department as defendants, but rather are brought against the
auditors of Fannie Mae and Freddie Mac. The other two actions are
"books and records" actions, which plaintiffs argue are expedited
proceedings that will be slowed down by the pace of centralized
proceedings. Were there a stronger case for centralization here—a
larger number of cases or a great deal of overlapping discovery --
these differences in a small number of potential tag-along actions
might be less significant. But as it
stands, they lend weight to the conclusion that centralization is
not appropriate.  

Defendants' arguments supporting centralization focus largely on
the threshold jurisdictional
issues that will be present in all actions. In each action,
defendants will argue that the Housing Economic Recovery Act of
2008 bars judicial review of the third amendment, and that
plaintiffs lack standing because FHFA has succeeded to "all rights,
titles, powers, and privileges” of shareholders.  See 12 U.S.C.
secs. 4617(f), 4617(b)(2)(a)(i), (f).  But these are common legal,
rather than factual, questions, and we have held that "[m]erely to
avoid two federal courts having to decide the same issue is, by
itself, usually not sufficient to justify Section 1407
centralization."  In re: Medi–Cal Reimbursement Rate Reduction
Litig., 652 F. Supp. 2d 1378, 1378 (J.P.M.L.2009).  We also have
held though that litigation involving common legal questions is
appropriate for centralization when it will eliminate duplicative
discovery and prevent inconsistent pretrial rulings, including with
respect to identification of an underlying administrative record.
See In re: Polar Bear Endangered
Species Act Listing and Sec. 4(d) Rule Litig., 588 F. Supp. 2d
1376, 1377 (J.P.M.L. 2008). That is not the case here. Whether
these actions will share disputes regarding the sufficiency of the
administrative record is purely hypothetical. Moreover, several
plaintiffs already have been provided with relevant discovery in a
similar action pending in the Court of Federal Claims, making
further discovery in these actions potentially unnecessary.

IT IS THEREFORE ORDERED that the motion for centralization of these
actions is denied.

                 PANEL ON MULTIDISTRICT LITIGATION
                        /s/ Sarah S. Vance
                           Sarah S. Vance
                               Chair
          Charles R. Breyer         Ellen Segal Huvelle
          R. David Proctor    
__________

     [*] Judge Marjorie O. Rendell, Judge Lewis A. Kaplan, and
Judge Catherine D. Perry took no part in the decision of this
matter.


IN RE: FEDERAL HOUSING FINANCE AGENCY,
ET AL., PREFERRED STOCK PURCHASE AGREEMENTS
THIRD AMENDMENT LITIGATION                           MDL No. 2713

                              SCHEDULE A

     District of Delaware
JACOBS, ET AL. v. FEDERAL HOUSING FINANCE AGENCY, ET AL.,
     C.A. No. 1:15-00708

     Northern District of Illinois
ROBERTS, ET AL. v. FEDERAL HOUSING FINANCE AGENCY, ET AL.,
     C.A. No. 1:16-02107

     Northern District of Iowa
SAXTON, ET AL. v. FEDERAL HOUSING FINANCE AGENCY, ET AL.,
     C.A. No. 1:15-00047

     Eastern District of Kentucky
ROBINSON v. FEDERAL HOUSING FINANCE AGENCY, ET AL.,
     C.A. No. 7:15-00109


FERGUSON CONVALESCENT: PCO Finds Consistent Quality of Care
-----------------------------------------------------------
Deborah L. Fish, the Patient Care Ombudsman for Ferguson
Convalescent Home, Inc., has filed her Third Report dated May 24,
2016.

The PCO finds that the Debtor has continued the same quality of
care postpetition as it did prepetition.

There have not been any changes to the Debtor's nursing staff since
the PCO's last report.  The staffing ratio continues to meet the
required guidelines.  The management level staff remains the same
since the PCO's last report.

The Debtor has maintained all of its services and is delivering
similar quality care to essentially the same patient population as
it did prepetition.

The administration has confirmed that the Debtor is continuing to
receive all of its necessary supplies without any interruptions in
service.

The Patient Care Ombudsman can be reached at:

         ALLARD & FISH, P.C.
         Deborah L. Fish
         2600 Buhl Bldg., 535 Griswold Avenue
         Detroit, MN 48226
         Tel: (313) 961-6141
         E-mail: dfish@allardfishpc.com

Ferguson Convalescent Home, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Mich. Case No. 16-30397) on Feb. 24, 2016.
The cases are pending before the Honorable Daniel S. Opperman.  The
Debtor is represented by Martin W. Hable, Esq., in Lapeer, Mich.

The Debtor is a privately owned and licensed long term skilled
nursing facility located at 239 S. Main St., Lapeer, Mich.  It
consists of 87 licensed beds, located within a leased facility.
The Debtor currently has 54 residents and employs nearly 100 full
and part-time employees.


FOG CAP RETAIL: U.S. Trustee Forms 2-Member Committee
-----------------------------------------------------
The Office of the U.S. Trustee on May 25 appointed two creditors of
Fog Cap Retail Investors LLC to serve on the official committee of
unsecured creditors.

The committee members are:

     (1) Mark Langfan
         The Langfan Company
         119 West 57th Street, #906
         New York, NY 10019
         Phone: (212) 832-0200
         Fax: (212) 832-3700
         mapmun@aol.com

     (2) Randolph Brodwin
         Foot Locker Retail, Inc.
         330 West 34th Street
         New York, NY 10001
         Phone: (212) 720-4185
         Fax: (212) 720-4116
         rbrodwin@footlocker.com

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

                       About Fog Cap Retail

Fog Cap Retail Investors LLC, based in Denver, Colorado, filed a
Chapter 11 petition (Bankr. D. Colo. Case No. 16-13817) on April
20, 2016.  Hon. Thomas B. McNamara presides over the case.  James
T. Markus, Esq., at Markus Williams Young & Zimmermann LLC, serves
as counsel to the Debtor.  In its petition, the Debtor estimated $1
million to $10 million in both assets and liabilities.  The
petition was signed by Steven C. Petrie, chief executive officer.

SBN Fog Cap II LLC, based in Denver, Colorado, filed a Chapter 11
petition (Bankr. D. Colo. Case No. 16-13815) on April 20, 2016.
Hon. Thomas B. McNamara presides over the case.  James T. Markus,
Esq., at Markus Williams Young & Simmermann LLC, serves as counsel
to the Debtor.  In its petition, the Debtor estimated $1 million to
$10 million in assets and $100,000 to $500,000 in liabilities.  The
petition also was signed by Steven C. Petrie, chief executive
officer.


FOG CAP: Creditors' Panel Hires Onsager Guyerson as Counsel
-----------------------------------------------------------
The Committee of Unsecured Creditors of Fog Cap Retail Investors,
LLC, seeks authority from the U.S. Bankruptcy Court for the
District of Colorado to employ Onsager Guyerson Fletcher Johnson,
LLC as counsel to the Committee.

The Committee requires Onsager Guyerson to represent the Committee
in all matters arising in the bankruptcy case in accordance with 11
U.S.C. Sec. 1102 and 1103.

Onsager Guyerson will be paid at these hourly rates:

     Christian Onsager               $425
     Michael J. Guyerson             $350
     Alice A. White                  $325
     Associate                       $150-$200
     Paralegal(s)                    $100

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

Michael J. Guyerson, member of Onsager Guyerson Fletcher Johnson,
LLC, assured the Court that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtors and their
estates.

Onsager Guyerson can be reached at:

     Michael J. Guyerson, Esq.
     Christian C. Onsager, Esq.
     Gabrielle Palmer, Esq.
     ONSAGER GUYERSON FLETCHER JOHNSON, LLC
     1801 Broadway, Suite 900
     Denver, CO 80202
     Tel: (720) 457-7061
     Fax: (303) 512-1129
     E-mail: mguyerson@OGFJ-law.com
             consager@OGFJ-law.com
             gpalmer@OGFJ-law.com

                       About Fog Cap

Fog Cap Retail Investors LLC, based in Denver, Colorado, filed a
Chapter 11 petition (Bankr. D. Colo. Case No. 16-13817) on April
20, 2016.  Hon. Thomas B. McNamara presides over the case. James T.
Markus, Esq., at Markus Williams Young & Zimmermann LLC, serves as
counsel to the Debtor. In its petition, the Debtor estimated $1
million to $10 million in both assets and liabilities. The petition
was signed by Steven C. Petrie, chief executive officer.

SBN Fog Cap II LLC, based in Denver, Colorado, filed a Chapter 11
petition (Bankr. D. Colo. Case No. 16-13815) on April 20, 2016.
Hon. Thomas B. McNamara presides over the case. James T. Markus,
Esq., at Markus Williams Young & Simmermann LLC, serves as counsel
to the Debtor. In its petition, the Debtor estimated $1 million to
$10 million in assets and $100,000 to $500,000 in liabilities. The
petition also was signed by Steven C. Petrie, chief executive
officer.


FORBES ENERGY: S&P Cuts CCR to CCC- on Potential Debt Restructuring
-------------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
U.S.-based oilfield services company Forbes Energy Services Ltd. to
'CCC-' from 'CCC+'.  The outlook is negative.

At the same time, S&P lowered its issue-level rating on the
company's unsecured debt to 'CCC-' from 'CCC+'.  The recovery
rating remains '4', indicating S&P's expectation of average (30% to
50%, lower half of the range) recovery in the event of a payment
default.

The downgrade follows the announcement by the company that it has
retained financial advisors Jefferies LLC and legal advisors
Pachulski Stang Ziehl & Jones LLP for strategic alternatives to its
capital structure.

"We believe this increases the likelihood the company could engage
in a distressed exchange, where holders of the company's unsecured
debt would receive less than the promised value," said S&P Global
Ratings credit analyst Michael Tsai.  "Such an exchange would help
alleviate the high debt burden on the company, when it was
capitalized during a period of much higher crude oil price
expectations," he added.

S&P assesses the company's liquidity as less than adequate, which
reflects factors such as S&P's expectation of limited access to
capital markets and the inability to absorb additional high impact
events, which offset the benefits of Forbes' strong cash balance on
hand and borrowing capacity on the revolver.

The negative outlook on Forbes Energy Services Ltd. reflects the
likelihood the company could engage in a distressed exchange within
the next six months, or default on its debt, including the upcoming
interest payment on its senior unsecured notes on
June 15, 2016.

S&P could consider raising the rating if it expects the company
will be able to pay all debt obligations in full and on time.


FRED FULLER: Trustee Seeks to Hire Murphy & King as Counsel
-----------------------------------------------------------
The Chapter 11 trustee of Fred Fuller Oil & Propane Co., Inc. seeks
approval from the U.S. Bankruptcy Court for the District of New
Hampshire to hire Murphy & King, Professional Corp. as his legal
counsel.

The firm will provide these services:

     (a) consult with Harold Murphy, the bankruptcy trustee, on
         the administration of the Debtor's estate;

     (b) assist the trustee in preparing legal papers;

     (c) represent the trustee at all hearings;

     (d) advise the trustee in connection with the potential
         disposition of any property;

     (e) advise the trustee about executory contract and unexpired

         leases;

     (f) assist in discussions with parties in interest and their
         professionals;

     (g) represent the trustee in any litigation involving or
         affecting the estate;

     (h) advise the trustee regarding causes of action held by the

         estate;

     (i) review and analyze claims against the Debtor, prepare and

         file objections to the claims, and develop a resolution
         process for the claims; and

     (j) take appropriate actions in connection with a plan of
         reorganization or liquidation.

The customary and normal hourly rates for the services to be
rendered by Murphy & King range from $450 to $635 for partners, and
$200 to $470 for associates.  Meanwhile, paraprofessionals are paid
$190 per hour.

The firm has agreed to provide a discount by reducing Mr. Murphy's
usual hourly rate by 15%, subject to the existing commission
structure for compensating bankruptcy trustees, and a discount of
10% for the firm's usual hourly rates for attorneys.

In a court filing, Mr. Murphy disclosed that the firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Harold B. Murphy
     Murphy & King, Professional Corporation
     One Beacon Street
     Boston MA 02108
     Tel: (617) 423-0400
     Fax: (617) 423-0498
     Email: HMurphy@murphyking.com

                     Fred Fuller Oil & Propane

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.


GARY EUGENE COLLINS: Unsecureds to Receive Full Payment in 72 Mos.
------------------------------------------------------------------
Gary Eugene Collins and Sharon Eileen Collins delivered to the U.S.
Bankruptcy Court for the Northern District of California their
First Amended Combined Chapter 11 Plan of Reorganization and
Disclosure Statement dated June 1, 2016.

Pursuant to the Plan, general unsecured creditors will receive 100%
of their allowed claims at 0% interest in monthly payments over 72
months.  Taxes and other priority claims would be paid in full.

J.P. Morgan Chase (Classes 1A and 1B), a secured creditor, will
retain its interest in collateral until paid in full.  The
collateral consists of the Debtors' residence located at 2448
Paddock Drive, San Ramon, CA; and a rental location at 26 Palamos
Court, San Ramon, CA.

Fifth Third Bank (Class 1C), owed $28,882 on account of a 2015
Honda Accord, wil be paid the entire amount contractually due with
2.9% interest through 72 equal monthly payments of $440, due the
fifteenth day of the month, starting on the Effective Date of the
Plan.

Judgment creditors Kevin Frye, Jesse Frye, Kyle Frye, and Shane
Frye and Elizabeth Soloway, Trustee of the Austin Leslie Frye and
Joyce Eileen Alys Frye Living Trust (Classes 1D and 1E), the
treatment of their claims is set forth in the Attachment 1 to this
Plan. Creditors in these classes shall retain their interest in the
collateral until Debtors make all payments on the allowed secured
claims specified in the Plan.

The total amount owed in Class 1D is $113,510.  The total amount
owed in Class 1E is $896,596.  The property at 26 Palomas Court,
San Ramon, CA and 2448 Paddock Drive, San Ramon, CA, serve as
collateral for both debts.

A copy of the First Amended Combined Chapter 11 Plan of
Reorganization and Disclosure Statement:

     http://bankrupt.com/misc/Collins1stAmendedPlan.pdf

Gary Eugene Collins and Sharon Eileen Collins filed for Chapter 11
bankruptcy relief (Bankr. N.D. Cal. Case No. 15-42296) on July 23,
2015, in part, to stop collection actions but also to deal with
their other general unsecured debts and generally reorganize.  They
are represented by:

     David A. Arietta, Esq.
     700 Ygnacio Valley Rd. #150
     Walnut Creek, CA 94596


GENESYS RESEARCH: Court Denies Hahnfeldt Motions
------------------------------------------------
Judge Joan N. Feeney of the U.S. Bankruptcy Court for the District
of Massachusetts denied the Motions filed by Philip J. Hahnfeldt,
which asked the Court to reconsider its Order dated May 3, 2016 and
require the production of the "Counterclaim" writing incorporated
within the Settlement Agreement executed between Steward Health
Care System LLC and Steward St. Elizabeth's Medical Center of
Boston, Inc, and the Chapter 11 Trustee.

Mr. Hahnfeldt had previously objected to the Chapter 11 Trustee's
Motions asking the Court to approve the Settlement Agreement and
authorize the disposition of biological materials and sale of
equipment by public auction.  Dr. Lynn Hlatky also objected to the
Chapter 11 Trustee's Motions.

"The Counterclaim, included in the Estate Claims... and negotiated
as an estate asset to reach the Proposed Compromise... has yet to
be produced.  This comes despite the fact that on March 29, 2016,
the Trustee and Steward Parties assented in open court to producing
the Settlement Agreement without a confidentiality restriction, in
exchange for which Hahnfeldt agreed to have mooted his original
motion for production... Hahnfeldt further pointed out that, since
the Counterclaim was incorporated by reference... the Counterclaim
was producible along with the parent document as a single
integrated Settlement Agreement, so performance remains for the
Trustee and the Steward Parties to complete their end of the
Court-sanctioned arrangement... Hahnfeldt sees no role for the
Steward Parties in controlling Bankruptcy Code-protected access to
knowledge of an estate asset, notwithstanding the leverage the
Steward Parties bring to the pending Proposed Compromise, in light
of various provisions... assuring Trustee communication of
information about the estate as requested by any party in
interest," Mr. Hahnfeldt averred.

Dr. Hlatky told the Court that the biological material the Chapter
11 Trustee sought permission to destroy included unique live human
cancer cells, tumor specimens, regenerated nerve tissues, and
sacrificed animal tissue.  She further told the Court that some of
these biological materials will undoubtedly further elucidate the
fundamental nature of cancer and contribute to the optimization of
current therapies and the discovery of novel treatment approaches.
Dr. Hlatky added that these materials were generated using federal
grant money. Dr. Hlatky argues that non-bankruptcy law does not
permit the sale of property acquired or improved with federal grant
money.

"The Settlement Agreement and the Disposition Motion collectively
resolve the claims and disputes between the Trustee and Steward
Healthcare System LLC and Steward St. Elizabeth's Medical Center of
Boston, Inc. and provide funding for the orderly wind down of the
Debtor's affairs and conclusion of this case.  Because the proceeds
realized from the equipment sale will be utilized to pay debts
incurred in connection with the Debtor's charitable mission, the
Objections should be overruled and the Settlement Agreement and
Disposition Motion approved," replied Chapter 11 Trustee, Harold B.
Murphy.

Philip Hahnfeldt is represented by:

          Philip J. Hahnfeldt
          12 Russell Rd., Unit 405
          Wellesley, MA 02482-4330
          Telephone: (781)354-1597
          E-mail: hahnfeldt@cancer-systems-biology.org

Dr. Lynn Hlatky is represented by:

          Kevin T. Peters, Esq.
          ARROWOOD PETERS LLP
          10 Post Office Square, 7th Floor South
          Boston, MA 02109
          Telephone: (617)849-6200
          E-mail: kpeters@arrowoodpeters.com

Harold B. Murphy, Chapter 11 Trustee, is represented by:

          Christopher M. Condon, Esq.
          MURPHY & KING, P.C.
          One Beacon Street
          Boston, MA 02108
          Telephone: (617)423-0400
          Facsimile: (617)556-8985
          E-mail: ccondon@murphyking.com

                      About Genesys Research

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


GROVE PLAZA: Hires Macdonald Fernandez as Attorney
--------------------------------------------------
Grove Plaza Partners, LLC, asks for permission from the U.S.
Bankruptcy Court for the Northern District of California to employ
Macdonald Fernandez LLP as its attorneys.

The Firm will provide advice and representation in commencing and
prosecuting a case under Chapter 11 of the Bankruptcy Code before
the Court, and will not provide any other or further services,
whether or not specifically excluded.  

The Firm will be paid these hourly rates:

      Iain A. Macdonald, Esq.               $590
      Reno F. R. Fernandez III, Esq.        $475
      Associate Attorneys                 $325-$375
      Paralegals                            $175

The Debtor has agreed to provide a retainer in the total amount of
$25,000 as an advance payment to cover attorney's fees, as well as,
costs and expenses.  The Debtor paid $10,000 of the retainer to
Macdonald Fernandez LLP prior to the commencement of the within
case.  Jennica Hanh Nguyen, a member of the Debtor, paid a further
$15,000 to the Firm prior to the commencement of the within case,
for a total of $25,000.  The Firm's employment is subject to the
Bankruptcy Code, the Federal and Local Rules and orders of the
Court, and the Firm will abide thereby.

Prior to the filing of the bankruptcy petition on May 13, 2016, the
Firm incurred fees in the amount of $9,722 and expenses totaling
$1,717.  The balance of the retainer as of May 13, 2016, upon
applying the retainer to these fees and expenses, was $15,278.

Reno F. R. Fernandez III, Esq., a partner with the Firm, assures
the Court that the Firm has no known connection with any creditor
or party in interest or any person employed with the Office of the
U.S. Trustee, and is a "disinterested person" as defined by 11
U.S.C. Section 101 (14) and as required by 11 U.S.C. Section
327(a).

Headquartered in Redwood Shores, California, Grove Plaza Partners,
LLC, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Calif.
Case No. 16-30531) on May 13, 2016, estimating its assets and
liabilities at between $10 million and $50 million each.  The
petition was signed by George A. Arce, Jr., manager.

Judge Dennis Montali presides over the case.

Reno F.R. Fernandez, Esq., at MacDonald Fernandez LLP serves as the
Debtor's bankruptcy counsel.


HARBOR POINT: Hires Charmoy & Charmoy as Bankruptcy Counsel
-----------------------------------------------------------
Harbor Point Restaurant RE, LLC, seeks permission from the U.S.
Bankruptcy Court for the District of Connecticut to employ Charmoy
& Charmoy as counsel.

The Firm will:

      a. give the Debtor legal advice with respect to its powers
         and duties as debtor-in-possession in the continued
         operation of its business;

      b. prepare, on behalf of the Debtor, disclosure statement,
         answers, orders, reports, plan and other legal papers;

      c. perform all other legal services for the Debtor as
         debtor-in-possession which may be necessary, including
         the preparation and filing of modified plans, if they are

         deemed necessary and proper, and to examine, advise and
         secure the necessary consent in and relatig to any
         executory contracts, which may be material and important
         to the maintenance of the business, and it is necessary
         for the Debtor to employ an attory for the professional
         services.

The Firm will be paid these hourly rates:

         Scott Charmoy, Esq.         $375
         Sheila Charmoy, Esq.        $400
         Paralegal                   $110  

The Debtor has agreed to pay and has already paid the Firm $20,000
as general retainer.  

Scott M. Charmoy, Esq., a member of the Firm, assures the Court
that the Firm doesn't have any connection with the Debtor, its
creditors or any other party-in-interest, their respective
attorneys and accountants, the U.S. Trustee, or any person employed
in the Office of the U.S. Trustee, and that the Firm doesn't
represent any interest adverse to the Debtor or the estate in the
matters upon which it is to be engaged, and is therefore a
disinterested person within the meaning of 11 U.S.C. Section
101(14).

Headquartered in Stamford, Connecticut, Harbor Point Restaurant RE,
LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Conn.
Case No. 16-50687) on May 25, 2016, estimating its assets at up to
$50,000 and liabilities at between $1 million and $10 million.  The
petition was signed by Bill P. Chimos, member.

Judge Julie A. Manning presides over the case.

Scott M. Charmoy, Esq., at Charmoy & Charmoy serves as the Debtor's
bankruptcy counsel.


HARRINGTON & KING: Committee Seeks to Hire Goldstein as Counsel
---------------------------------------------------------------
The official committee of unsecured creditors of The Harrington &
King Perforating Co., Inc. and Harrington & King South Inc. seeks
approval from the U.S. Bankruptcy Court for the Northern District
of Illinois to retain Goldstein & McClintock LLLP as its legal
counsel.

The committee tapped the firm to:

     (a) give advice on all legal issues related to the Debtors'
         Chapter 11 cases;

     (b) advise the committee regarding the terms of any sales
         of assets or plans of reorganization or liquidation, and  
       
         assist the committee in negotiations with the Debtor;

     (c) investigate the assets and pre-bankruptcy conduct of the
         Debtor, and the validity of any liens asserted against
         its assets;

     (d) prepare legal papers on behalf of the committee;

     (e) represent the committee in all proceedings in the case;
         and

     (f) assist the committee in its administration.

The billing rate for Goldstein attorneys for 2016 ranges from $195
per hour for new associates to $725 per hour for senior partners.
The billing rate for the firm's paraprofessionals for 2016 is $225
per hour.

The standard hourly rates for 2016 of the firm's attorneys who are
expected to have primary responsibility in this case are:

     Thomas R. Fawkes    Partner     $435
     Brian J. Jackiw     Partner     $335
     Sean P. Williams    Associate   $255

As an accommodation to the committee, Goldstein has agreed to cap
its blended hourly rate for attorneys and paraprofessionals at $375
per hour.

Mr. Fawkes disclosed in a court filing that the firm is a
"disinterested person" as that term is defined in section 101(14)
of the Bankruptcy Code.

The firm can be reached through:

     Thomas R. Fawkes, Esq.
     Brian J. Jackiw, Esq.
     Goldstein & McClintock LLLP
     208 S. LaSalle St., Suite 1750
     Chicago, IL 60604
     Telephone: (312) 377-7700
     Facsimile: (312) 277-2305
     Email: tomf@goldmclaw.com

                     About Harrington & King

The Harrington & King Perforating Co., Inc. and Harrington & King
South Inc. sought protection under Chapter 11 of the Bankruptcy
Code in the Northern District of Illinois (Chicago) (Case Nos.
16-15650 and 16-15651) on May 7, 2016.  The petitions were signed
by Greg McCallister, chief restructuring officer and chief
operating officer.

The cases are jointly administered under Case No. 16-15650.  The
cases are assigned to Judge Deborah L. Thorne.

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


HECK INDUSTRIES: Taps Onebane Law Firm as Special Counsel
---------------------------------------------------------
Heck Industries, Inc., seeks permission from the U.S. Bankruptcy
Court for the Middle District of Louisiana to employ Douglas W.
Truxillo, Esq., and the Onebane Law Firm as special counsel.

The Firm will serve as special counsel to the Debtor in connection
with the ongoing litigation matter styled The Gray Insurance
Company v. Heck Industries, Inc., Case No. 2016-2726, Division
A, 12th Judicial District Court, Parish of Avoyelles, State of
Louisiana, during the pendency of the Chapter 11 proceeding.  The
Debtor requires knowledgeable counsel to serve as counsel in the
Gray Suit.  

The Firm will be paid these hourly rates:

      Douglas W. Truxillo, Esq.     $250
      Paralegals                     $90

The Firm has received an initial deposit of $5,000 from the Debtor
and transferred funds in the amount of $2,050.49 for payment of
prepetition services performed on behalf of the Debtor in March and
April 2016.  This amount represents the total amount the Firm has
received from the Debtor in the one year prior to the filing of
this case.  The Firm currently has $2,949.51 in its trust account
and understands it cannot disburse funds from its trust account
until its fees are approved by the Court.

Douglas W. Truxillo, Esq., a partner of the Firm, assures the Court
that, in accordance with Bankruptcy Code Section 327(a), the Firm
doesn't represent, will not represent, doesn't hold nor
will hold any interest adverse to the Debtor or its Estate with
respect to the matters upon which the Firm is proposed to be
engaged.

The Firm can be reached at:

      Douglas W. Truxillo, Esq.
      Onebane Law Firm
      P.O. Box 3507
      Lafayette, LA 70502-3507
      Tel: (337) 237-2660
      E-mail: truxillod@onebane.com

                     About Heck Industries

Heck Industries, Inc., sought Chapter 11 protection (Bankr. M.D.
La. Case No. 16-10516) on April 29, 2016, in Baton Rouge,
Louisiana.  Hon. Douglas D. Dodd is the case judge.  William E.
Steffes, Esq., Noel Steffes Melancon, Esq., and Barbara B. Parsons,
Esq., at Steffes, Vingiello & McKenzie, L.L.C., serve as the
Debtor's bankruptcy counsel.

The Debtor is the owner of a concrete supply business which has
operated throughout Louisiana since 1957.  The Debtor's chapter 11
case was precipitated by a severe strain on collection of its
accounts receivable due to, among other things, unfortunate weather
conditions hampering the Debtor's ability to complete numerous jobs
awarded to it.

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


HERCULES OFFSHORE: Has Amended Forbearance Deal with Jefferies
--------------------------------------------------------------
Hercules Offshore, Inc. and certain of its subsidiaries, as
guarantors, on November 6, 2015, entered into the Credit Agreement
with Jefferies Finance LLC, as administrative agent and collateral
agent and the lenders party thereto.

On April 18, 2016, the Loan Parties entered into a Forbearance
Agreement and First Amendment to the Credit Agreement, with the
Agent for itself and certain lenders designated therein. On April
28, the Loan Parties entered into Amendment No. 1 to Forbearance
Agreement and First Amendment to Credit Agreement with the Agent
and certain lenders designated therein, which amended the
Forbearance Agreement.

On May 26, 2016, the Loan Parties entered into an Amended and
Restated Forbearance Agreement with the Agent and certain lenders
designated therein, which amends and restates the Forbearance
Agreement, as amended. Pursuant to the A&R Forbearance Agreement,
each member of the Ad Hoc Group (severally and not jointly) shall,
among other things:

     (i) forbear from exercising certain of their respective
default-related rights and remedies against the Loan Parties with
respect to certain defaults under the First Lien Credit Agreement
specified in the A&R Forbearance Agreement (other than, among other
things, the acceleration of the loans under the First Lien Credit
Agreement and the delivery of a written direction instructing the
Agent to deliver a written instruction to Wilmington Trust,
National Association, as escrow agent to distribute all funds in
the Escrow Account to the Agent to prepay the loans under the First
Lien Credit Agreement),

    (ii) consent to the release of all liens and security interests
in any assets or property subject to these transactions:

         -- a tripartite agreement with Jurong Shipyard Pte Ltd and
Maersk Highlander UK Limited pursuant to which Hercules North Sea,
Ltd assigned its rights to purchase the Hercules Highlander vessel
to Maersk, and the Buyer assumed the obligation to pay
US$195,988,025 to Jurong Shipyard Pte Ltd, the builder, as the
final installment to acquire the Vessel,

         -- Hercules British Offshore Limited and HOI assigned to
the Builder all of their rights, title and interest in and to
certain equipment, consumables and spares acquired in anticipation
of operating the Vessel, including Builder's assumption of
US$5,098,042 in outstanding accounts payable for the equipment,
and

         -- HBOL novated a contract with Maersk Oil North Sea UK
Limited, to the Buyer -- DSA Novation -- as well as the
transportation contract with Dockwise Shipping B.V. to mobilize the
Vessel to the UK North Sea from Singapore.

   (iii) upon the request of HOI, consent to the release of the
Loan Parties who are not filing voluntary petitions under Chapter
11 from their guarantees under the First Lien Credit Agreement and
the release of all liens and security interests in any assets or
property of the Loan Parties who are not filing voluntary petitions
under Chapter 11 upon the Effective Date.

Pursuant to the A&R Forbearance Agreement, the Borrower received
written notice from the Agent that the commitments under the First
Lien Credit Agreement are terminated and the outstanding loans
under the First Lien Credit Agreement are declared due and payable,
in whole, including, without limitation the principal of the loans
under the First Lien Credit Agreement, together with accrued
interest thereon, unpaid accrued fees, the Applicable Premium (as
defined in the First Lien Credit Agreement) and all other
obligations of the Borrower accrued under the First Lien Credit
Agreement and any other Loan Document (as defined under the First
Lien Credit Agreement). Further, pursuant to the A&R Forbearance
Agreement, the lenders party to the A&R Forbearance Agreement
directed the Agent to deliver a written instruction to the Escrow
Agent to distribute all the funds in the Escrow Account in the
amount of $200 million to the Agent to prepay the loans under the
First Lien Credit Agreement pursuant to the terms of the Escrow
Agreement (as defined in the First Lien Credit Agreement) and the
Credit Agreement.

A copy of the A&R Forbearance Agreement is available at
http://goo.gl/dmq2jy


HERCULES OFFSHORE: To File Chapter 11 by June 6 Under Lender Deal
-----------------------------------------------------------------
Hercules Offshore, Inc. (Nasdaq: HERO) last week announced that,
following a review of its strategic alternatives led by a Special
Committee comprised of all of its independent Board members, the
Company has entered into a Restructuring Support Agreement with
lenders holding approximately 99% 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 Restructuring Support Agreement, HOI is
required to commence solicitation of votes to accept or reject the
Plan by May 31, 2016, and thereafter, to commence cases under
Chapter 11 by June 6, 2016.

Specifically, 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.

A copy of the RSA is available at http://goo.gl/tL0Pam

Hercules's Chapter 11 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 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 (CPH: MAERSK). The rig is ready for
immediate delivery from Jurong Shipyard Pte Ltd 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.

                            *     *     *

The RSA requires the HERO Entities to implement the transactions
contemplated by this Term Sheet and the RSA on this timeline:

     -- The Debtors shall have commenced the solicitation of votes
to accept or reject the Plan for holders of First Lien Claims and
for holders of HERO Common Stock on or before May 31, 2016;

     -- The Debtors shall have concluded the solicitation of votes
to accept or reject the Plan and tabulated such votes on or before
June 3, 2016 for holders of First Lien Claims and June 28, 2016 for
holders of HERO Common Stock;

     -- The Debtors shall have commenced the Chapter 11 Cases on or
before 7:00 a.m. New York time on June 6, 2016;

     -- The Bankruptcy Court shall have entered the interim Cash
Collateral Order by the date that is three business days after the
Petition Date;

     -- The Bankruptcy Court shall have entered the final Cash
Collateral Order in form and substance reasonably acceptable to the
Debtors and the Requisite Consenting Lenders by the date that is
thirty days after the Petition Date;

     -- The Bankruptcy Court shall have established a limited
claims bar date for specific contingent and unliquidated claims,
including, but not limited to, any claims asserting liability for
personal injury, and claims in an amount in excess of $300,000
(collectively, the "Specified Claims"), in form and substance
reasonably acceptable to the Debtors and the Requisite Consenting
Lenders, of on or before July 29, 2016; provided, however, that the
Specified Claims shall specifically not include (i) claims of any
taxing authorities; (ii) rejection damages claims; or (iii) any
claims of the Executives (as defined below) or other employees who
are parties to severance agreements with the Debtors; and the
Executives and the other employees who are parties to severance
agreements with the Debtors shall not be required to file any
proofs of claim unless their applicable employment and/or severance
agreements are rejected under the Plan by an order of the Court,
which may be the Confirmation Order and such Executive or other
employee has not been provided alternative severance compensation
pursuant to the terms of the Plan or another agreement with the
Debtors (with the consent of the Requisite Consenting Lenders) or
the Wind Down Entity;

     -- The Bankruptcy Court shall have entered the Disclosure
Statement Order and Confirmation Order by August 2, 2016;

     -- The Plan shall have been consummated by August 16, 2016.

The RSA requires that the Debtors pay all reasonable and documented
fees and expenses of Kirkland & Ellis LLP, as counsel to the Ad Hoc
Group, White & Case LLP, as counsel to Luminus Management LLC and
Soros Fund Management LLC, and one local counsel to the Ad Hoc
Group, and reasonable and documented fees and expenses of other
professionals retained by the Ad Hoc Group that have executed
engagement letters with the Debtors, as well as reasonable fees and
expenses incurred by the First Lien Agent, including King and
Spalding LLP, as restructuring counsel, White & Case LLP, as
counsel with respect to the administration of the First Lien Credit
Agreement and the other Loan Documents (as defined in the First
Lien Credit Agreement), special maritime counsel and one local
counsel, in each case incurred in connection with the
Restructuring.

The non-HERO parties to the RSA are:

     * LUMINUS ENERGY MASTER FUND, LTD., as Lender
     * CERTAIN FUNDS AND ACCOUNTS EACH ACTING as Lender, severally
and not jointly (T. ROWE PRICE ASSOCIATES, INC., as investment
adviser)
     * NOMURA CORPORATE RESEARCH AND ASSET MANAGEMENT INC., as
investment manager on behalf of certain of its clients
     * SIMPLON INTERNATIONAL LIMITED, as Lender
     * BOWERY OPPORTUNITY FUND, L.P., as Lender
     * BOWERY OPPORTUNITY FUND, LTD., as Lender
     * BLACKWELL PARTNERS LLC – SERIES A, as Lender
     * P BOWERY, LTD, as Lender
     * THIRD AVENUE TRUST, ON BEHALF OF THIRD AVENUE FOCUSED CREDIT
FUND
     * SOUTH DAKOTA RETIREMENT SYSTEM
     * WESTERN ASSET MANAGEMENT COMPANY, as investment manager and
agent on behalf of certain of its clients
     * QPB HOLDING LTD, as Lender
     * QUANTUM PARTNERS LP, as holder of HERO Equity Interests
     * BANK OF AMERICA, N.A., as Lender


HERCULES OFFSHORE: To Sell Drilling Unit to Maersk for $196 Mil.
----------------------------------------------------------------
Hercules Offshore, Inc., 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 (CPH: MAERSK). The rig is ready for immediate
delivery from Jurong Shipyard Pte Ltd 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.

According to the Company's regulatory filing with the Securities
and Exchange Commission, Hercules North Sea, Ltd., Hercules
Offshore, Inc., and Hercules British Offshore Limited on May 26,
2016, entered into a series of agreements related to "Hercules
Highlander," a Friede & Goldman designed JU-2000E Jackup Drilling
Unit, including:

     (i) a tripartite agreement with the Builder and Maersk
Highlander UK Limited pursuant to which HNS assigned its rights to
purchase the Vessel to the Buyer, and the Buyer assumed the
obligation to pay US$195,988,025 to Jurong Shipyard Pte Ltd, the
builder, as the final installment to acquire the Vessel,

    (ii) HBOL and HOI assigned to Builder all of their rights,
title and interest in and to certain equipment, consumables and
spares acquired in anticipation of operating the Vessel, including
Builder's assumption of US$5,098,042 in outstanding accounts
payable for the equipment, and

   (iii) HBOL novated a contract with Maersk Oil North Sea UK
Limited, to the Buyer -- DSA Novation -- as well as the
transportation contract with Dockwise Shipping B.V. to mobilize the
Vessel to the UK North Sea from Singapore.

As a result of the completion of the transactions contemplated in
the suite of agreements constituted by the Tripartite Agreement,
the Bill of Sale, the DSA Novation and the Heavy Lift Novation, the
Hercules Parties no longer have any interest in the Vessel or its
related equipment, nor do they have any obligation to pay the Final
Installment or the outstanding balance on the equipment included
with the Bill of Sale. Further, the Hercules Parties have no
obligations to provide any drilling services to the Operator. In
connection with the execution of the Transaction Documents, several
other agreements related to the Vessel previously entered into by
certain of the Hercules Parties were terminated or assigned to
Buyer. The Transaction Documents also provide each of the Hercules
Parties with a full release of their respective obligations, duties
or other rights arising out of or related to the DSA or the Vessel.
With respect to the equipment transferred under the Bill of Sale,
the Buyer also agreed to indemnify the Hercules Parties against
third party payment demands if the actual acquisition costs exceed
US$5,098,042.

HBOL on May 19, 2014, entered into a five-year contract with Maersk
as Operator to provide drilling services, utilizing the Vessel to
be constructed in Singapore by Jurong.  On February 12, 2015,
Dockwise and HBOL entered into a heavy lift contract for the
transport of the Vessel from Singapore to the North Sea.


HHH CHOICES: Exclusive Plan Filing Deadline Moved to Aug. 5
-----------------------------------------------------------
The Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York has extended, at the behest of Hebrew
Hospital Home of Westchester, Inc., the Debtor's exclusive right to
file a Chapter 11 plan through and including Aug. 5, 2016, and the
exclusive right to solicit acceptances for a Chapter 11 plan
through and including Oct. 4, 2016.

               About HHH Choices Health Plan, LLC

Three alleged creditors owed about $1.9 million submitted an
involuntary Chapter 11 petition for HHH Choices Health Plan, LLC
on May 4, 2015 (Bankr. S.D.N.Y. Case No. 15-11158) in Manhattan.

The petitioners are The Royal Care, Inc., (allegedly owed
$772,762), Amazing Home Care Services ($1,178,752), and InterGen
Health LLC ($42,298), all claiming that they are owed by the
Debtor for certain services rendered.  They all tapped Marc A.
Pergament, Esq., at Weinberg, Gross & Pergament, LLP, in
Garden City, New York, as counsel.

With the consent from the board of directors, the Debtor filed a
notice of consent to order for relief on June 1, 2015, and an
order for relief was entered on June 22, 2015.

Judge Michael E. Wiles oversees the case.

On Jan. 14, 2016, this Court entered an order administratively
consolidating the Chapter 11 case of the Debtor with the Chapter
11 cases of its affiliates, HHH Choices Health Plan, LLC, and
Hebrew Hospital Home of Westchester, Inc. (Case Nos. 15-11158,
15-13264, and 16-10028).

HHH Choices Health Plan, LLC tapped Harter Secrest & Emery LLP as
legal counsel.

On Dec. 28, 2015, the U.S. Trustee for Region 2, appointed five
members to the Committee.  The current members of the Committee
are: (a) 1199 SEIU Benefit and Pension Funds; (b) Andrea Taber,
Esq. on behalf of Lucille and Selig Popik; (c) Richard A. Bobbe;
(d) Mary Blumenthal-Lane on behalf of Julie Blumenthal; and (e)
Peter Clark on behalf of Ann Clark.

Thomas R. Califano, Esq. at DLA Piper LLP (US), represents the
Committee.  The panel tapped CohnReznick LLP, as its financial
advisor.


INNOVATIVE MACHINING: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Innovative Machining Solutions, LLC.

Conroe, Texas-based Innovative Machining Solutions, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No.
16-32083) on April 25, 2016, listing $1.09 million in total assets
and $583,485 in total liabilities.  The petition was signed by Ilo
Flyod, manager.

Judge David R Jones presides over the case.

Alan Sanford Gerger, Esq., at Dunn, Neal & Gerger, L.L.P., serves
as the Debtor's bankruptcy counsel.


INTELLIPHARMACEUTICS INT'L: Prices $5.2 Million Public Offering
---------------------------------------------------------------
Intellipharmaceutics International Inc. announced the pricing of an
underwritten public offering of 3,229,814 units of common shares
and warrants, at a price of US$1.61 per unit, equal to the closing
price of the Company's shares on the NASDAQ on May 26, 2016.  In
connection with the offering, the Company will be issuing an
aggregate of 3,229,814 common shares and warrants to purchase an
additional 1,614,907 common shares.  The warrants will be
exercisable immediately, have a term of five years and an exercise
price of US$1.93 per common share.  After underwriting discounts
and commissions and estimated offering expenses, the Company
expects to receive net proceeds of approximately US$4.6 million.

Dawson James Securities, Inc. is acting as sole book-running
manager for the offering, and Roth Capital Partners, LLC acted as
financial advisor to the Company.  The Company has granted the
underwriter an option, exercisable at the offering price for a
period of 45 days following the closing of the offering, to
purchase up to an additional 15% of the offering to cover
over-allotments, if any.

The Company expects to close the transaction, subject to customary
conditions, on or about June 2, 2016.

A shelf registration statement relating to the public offering of
these securities described above has been filed with, and declared
effective by, the Securities and Exchange Commission.  A
preliminary prospectus supplement relating to the offering has been
filed with the SEC.  A final prospectus supplement relating to the
offering will be filed with the SEC and will be available on the
SEC's website at http://www.sec.gov. When available, copies of the
final prospectus supplement and the accompanying base prospectus
relating to these securities may also be obtained from Dawson James
Securities, Inc., Attention: Prospectus Department, 1 North Federal
Highway, 5th Floor, Boca Raton, FL 33432, mmaclaren@dawsonjames.com
or toll free at 866.928.0928.

                 About Intellipharmaceutics

Toronto, Canada-based Intellipharmaceutics International Inc. is
incorporated under the laws of Canada.  Intellipharmaceutics is a
pharmaceutical company specializing in the research, development
and manufacture of novel and generic controlled-release and
targeted-release oral solid dosage drugs.  Its patented
Hypermatrix(TM) technology is a multidimensional controlled-
release drug delivery platform that can be applied to the
efficient development of a wide range of existing and new
pharmaceuticals.  Based on this technology, Intellipharmaceutics
has a pipeline of product candidates in various stages of
development, including filings with the FDA in therapeutic areas
that include neurology, cardiovascular, gastrointestinal tract,
diabetes and pain.

Intellipharmaceutics reported a net loss of US$7.43 million on
US$4.09 million of revenues for the year ended Nov. 30, 2015,
compared to a net loss of US$3.85 million on US$8.76 million of
revenues for the year ended Nov. 30, 2014.

As of Feb. 29, 2016, Intellipharmaceutics had US$3.81 million in
total assets, US$4.86 million in total liabilities and shareholders
deficiency of US$1.05 million.

Deloitte LLP issued a "going concern" opinion on the consolidated
financial statements for the year ended Nov. 30, 2015, citing that
the Company's recurring losses from operations and shareholders'
deficiency raise substantial doubt about its ability to continue as
a going concern.


INTERVENTION ENERGY: Fights for Right to Bankruptcy Protection
--------------------------------------------------------------
Lillian Rizzo, writing for Daily Bankruptcy Review, reported that
Intervention Energy Holdings LLC faced off on June 2 with lender
EIG Global Energy Partners to defend its nascent reorganization.

According to the report, Intervention's May 20 chapter 11
bankruptcy filing was immediately met with opposition from EIG,
which quickly asked Judge Kevin Carey of the U.S. Bankruptcy Court
in Wilmington, Del., to dismiss the case.

EIG, which invests in energy-related debt and equity, took
ownership of a single share of Intervention last year in connection
with a forbearance agreement, the report related.  As part of the
agreement, Intervention agreed to secure 100% shareholder approval
before filing for chapter 11 protection; however, since it never
signed off on the filing, EIG says the chapter 11 wasn’t
authorized and should be dismissed, the report further related.

At the June 2 hearing, EIG's attorney focused on the forbearance
agreement and its ownership stake, calling the bankruptcy filing "a
breach of contract," the report said.  EIG has also argued in court
papers that "there is no possibility for reorganization" and that a
bankruptcy proceeding won't benefit creditors, the report added.

"It seems undisputed, and at the core of EIG's argument, that the
amendment made to the agreement was for the sole purpose to give
EIG the right to block a bankruptcy filing," the report cited Judge
Carey as saying during the June 2 hearing.

Intervention, based in Minot, N.D., has said in court papers that
"EIG used the negotiations surrounding the forbearance agreement as
an opportunity to attempt to obtain absolute control over
[Intervention’s] rights to seek bankruptcy protection," the
report related.

                     About Intervention Energy

Intervention Energy Holdings, LLC filed for Chapter 11 protection
(Bankr. D. Del. Case No. 16-11247) on May 20, 2016. The petition
was signed by John R. Zimmerman, president. The Hon Kevin J. Carey
presides over the case.

The Debtor estimated assets of $100 million to $500 million and
estimated debts of $100 million to $500 million.

Intervention Energy Holdings listed Statoil Oil & Gas LP as its
largest unsecured creditor holding a trade claim of $3.80 million.


JAMES LASHER: Plan Confirmation Hearing Set for July 10
-------------------------------------------------------
Judge Paul Sala of the U.S. Bankruptcy Court for the District of
Arizona approved on May 31, 2016, the Disclosure Dtatement
explaining James Newell Lasher's Fourth Amended Plan of
Reorganization and scheduled the confirmation hearing for July 10,
2016, at 10:00 a.m.

The last day for filing with the Court written acceptances or
rejections of the Plan is fixed at five days prior to the
confirmation hearing date.

The Debtor is represented by:

         Blake D. Gunn, Esq.
         LAW OFFICE OF BLAKE D. GUNN
         P.O. Box 22146
         Mesa, Arizona 85277
         Telephone: (480) 270-5073
         Fax: 480-393-7162
         Email: Blake.Gunn@gunnbankruptcyfirm.com

James Lasher (Bankr. D. Ariz., Case No. 11-28559) filed a Chapter
11 Petition on October 11, 2011.


JAZZ PHARMACEUTICALS: Moody's Affirms Ba3 Corporate Family Rating
-----------------------------------------------------------------
Moody's Investors Service affirmed certain ratings of Jazz
Securities Limited, a subsidiary of Jazz Pharmaceuticals plc
(collectively "Jazz"), including the Ba3 Corporate Family Rating,
the Ba3-PD Probability of Default Rating, and the Ba2 ratings on
the senior secured term loan and revolving credit facility. At the
same time, Moody's downgraded the Speculative Grade Liquidity
Rating to SGL-2 from SGL-1. The outlook was revised to negative
from stable.

The affirmation follows Jazz's announced acquisition of Celator
Pharmaceuticals, Inc. (unrated) for $1.5 billion, which will be
financed with existing cash and draw on Jazz's senior secured
revolving credit facility. Moody's estimates that the Celator
acquisition will increase Jazz's adjusted debt/EBITDA to around
3.0x from 1.9x.

The negative outlook reflects the significant increase in the
company's leverage to buy Celator, a company that does not
currently generate revenue or earnings. Further, the negative
outlook reflects Moody's expectation that Jazz will continue to be
acquisitive. Given the increase in financial leverage to acquire
Celator, there is limited cushion at the Ba3 rating to pursue
additional acquisitions within the next 12 months.

Ratings affirmed:

Jazz Securities Limited:

Ba3 Corporate Family Rating

Ba3-PD Probability of Default Rating

Ba2 (LGD3) senior secured term loan facility due 2020

Ba2 (LGD3) senior secured revolving credit facility due 2020

Ratings downgraded

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

Rating outlook revised to negative from stable

RATINGS RATIONALE

Jazz's Ba3 rating reflects the company's strong profit growth and
market position with Xyrem, as well as the company's good growth
prospects, supported by Xyrem, Erwinaze, and to a lesser extent
Defitelio. Jazz's products treat critical medical conditions, have
limited competition, and provide considerable pricing flexibility.
The ratings are constrained by Jazz's limited scale and high
product concentration in Xyrem, which generates close to 70% of
sales. This risk is elevated by patent challenges on Xyrem, though
these face high regulatory and intellectual property hurdles. The
ratings are also constrained by the company's strategy to acquire
additional products to sustain long-term growth and diversify the
company's existing portfolio. Business development is likely to
continue in order to diversify the company's existing portfolio.

Moody's could downgrade the ratings if Jazz experiences operating
challenges, or if it appears more likely that a generic competitor
to Xyrem will launch. Further, if Jazz pursues leveraging
acquisitions such that debt/EBITDA is expected to be sustained
above 3.0 times, Moody's could downgrade the ratings.

Moody's could upgrade the ratings if Jazz achieves greater scale
and diversity, such that concentration among Jazz's top 3 products
drops below 60% of total sales; Further, favorable resolution to
the outstanding Xyrem patent challenges, and debt/EBITDA maintained
below 2.5 times would also support a ratings upgrade.

Jazz Securities Limited is an Irish subsidiary of Jazz
Pharmaceuticals plc (collectively referred to as "Jazz"), a
specialty pharmaceutical company with a portfolio of products that
treat unmet needs in narrowly focused therapeutic areas. Total
revenues for the twelve months ended March 31, 2016 were
approximately $1.4 billion.


JO-LIN HEALTH: Wants Providence Health to Manage Care Facility
--------------------------------------------------------------
Jo-Lin Health Center, Inc., an Ohio Corporation, asks the U.S.
Bankruptcy Court for the Southern District of Ohio to allow it to
enter into a management agreement with Providence Health Group,
LLC, wherein the Debtor proposes to hire PHG to assist in managing
the long term care facility located at 1050 Clinton St. Ironton,
Ohio.

PHG will:

      (a) manage collection of accounts, receivables, and rights
          to payment;

      (b) purchase materials, supplies and services reasonable and

          necessary for the operation of the facility;

      (c) enter into contractual agreements;

      (d) hire, employ, pay and discharge employees, agents and
          independent contractors; all employees including the
          administrator will remain the employees of the Debtor;

      (e) receive, review and timely respond to mail related to
          Facility operation;

      (f) manage billing for nursing facility and ancillary
          services provided;

      (g) manage accounting and collection practices;

      (h) select and pay vendors;

      (i) train and supervise staff;

      (j) set and monitor staffing levels;

      (k) set employee compensation and benefits;

      (l) order, supervise and conduct a program of regular
          maintenance, repair and improvement projects;

      (m) oversee regulatory and compliance matters;

      (n) purchase (or lease, if appropriate) food, beverage,
          medical, cleaning and other supplies, equipment,
          furniture and furnishings for the Facility;

      (o) provide for the orderly payment (to the extent funds of
          Facility are available therefore) of accounts payable,
          employee payroll and benefits, amounts due on short- and

          long-term indebtedness, taxes, insurance premiums, and
          all other obligations of the Facility;

      (p) institute standards and procedures for admitting
          patients, for charging patients for services, and for
          collecting the charges from the patients or third
          parties;

      (q) assist in maintaining all licenses and permits required
          for the operation of the Facility, its contracts with
          third party payors and other similar governmental and
          non-governmental agencies and intermediaries;

      (r) make periodic evaluations of the performances of all
          departments of the Facility;

      (s) design, establish and maintain a suitable accounting
          system using accounts and classifications consistent
          with those used in similar facilities;

      (t) develop a comprehensive marketing plan;

      (u) implement, develop, review and revise all necessary
          policies, procedures and compliance materials that are
          reasonable and necessary for the operation of the
          Facility;

      (v) manage and administer patient trust accounts; and

      (w) assist, oversee and manage preparation of any and all
          cost reports and the documents for submission to the
          Medicare and Medicaid programs.

During the Term, and subject to all terms and conditions of this
agreement, the Debtor will pay PHG for services and expenses
rendered to, for or on behalf of the Debtor, compensation
equivalent to 5% of net revenues each month.  PHG will provide an
invoice to OO no later than the 20th day of the following month.
PHG will have authority to access the accounts and will disburse
and pay from said accounts, on behalf of operator and as a Facility
Expense, in the following order of priority or such other priority
as directed by Operator in writing and as directed by the Courts,
as and when required to be made in connection with:

       1. payment of insurance costs in connection with the
          Facility and the Business;

       2. payment of payroll costs for the Facility employees,
          including salaries and associated federal, state and
          local tax withholding;

       3. payment of bankruptcy attorney's fees and PHG management

          fees;

       4. payment of Facility rent or debt service on any lease,
          Facility mortgage or other mortgage or loan agreement on

          or with respect to the Facility;

       5. payment of all other Facility expenses and any other
          indebtedness owed by the Facility; and

       6. the balance of the Facility funds will be distributed as

          directed by operator.

Douglas P. Cox, CEO of PHG, assures the Court that the firm is a
disinterested person with respect to the Debtor and the bankruptcy
estate.

A copy of the management agreement is available for free at:

                     https://is.gd/QQHym9

PHG can be reached at:

          Douglas P. Cox
          Providence Health Group, LLC
          121 South Water Ave
          Gallatin, TN 37066
          E-mail:dcox@theprovidencegroups.com

The Debtor's counsel can be reached at:

          DELCOTTO LAW GROUP PLLC
          Dean A. Langdon, Esq .
          200 North Upper Street
          Lexington, KY 40507
          Tel: (859) 231-5800
          Fax: (859) 281-1179
          E-mail: dlangdon@dlgfirm.com

          Michael B. Baker
          The Baker Firm, PLLC
          2131 Chamber Center Drive
          Ft. Mitchell, KY 41017
          Tel: (859) 647-7777
          Fax: (859) 647-7799
          E-mail: mbaker@bakerlawky.com

                   About Jo-Lin Health Center

Jo-Lin Health Center, Inc., sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Ohio (Cincinnati) (Case No. 16-11898) on May 17, 2016.

The petition was signed by Jo Linda Heaberlin, president.  The case
is assigned to Judge Jeffery P. Hopkins.

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


JOHN JONES: Plan Outline Okayed; Confirmation Hearing on July 19
----------------------------------------------------------------
Bankruptcy Judge Jeffrey P. Norman approved the amended disclosure
statement explaining John D. Jones' amended Chapter 11 plan dated
May 31, 2016.

Judge Norman set July 13, 2016, as the last day for filing written
ballots for acceptance or rejection of the amended plan.

Within five days after the entry of this order, the amended plan
dated May 31, 2016, the amended disclosure statement dated May 27,
2016, and a Ballot for Accepting or Rejecting Plan of
Reorganization (Official Form 314) shall be mailed to creditors,
equity security holders, and other parties in interest, and shall
be transmitted to the United States trustee, as provided in Fed. R.
Bankr. P. 3017(d).

July 19, 2016 at 2:00 p.m.is fixed for the hearing on the
confirmation of the plan.

July 13, 2016 is fixed as the last day for filing and serving
pursuant to Fed. R. Bankr. P. 3020(b)(1) written objections to
confirmation of the plan.

John D. Jones filed a Chapter 11 bankruptcy petition (Bankr. W.D.
La. Case No. 15-11982) on October 23, 2015, and is represented by:

     Ralph Scott Bowie, Esq.
     Daye, Bowie & Beresko, APLC
     400 Travis Street, Suite 700
     Shreveport, LA 71101
     Tel: (318) 221-0600


KINEMED INC: Hires Gordian Investments as Investment Banker
-----------------------------------------------------------
KineMed, Inc., seeks permission from the U.S. Bankruptcy Court for
the Northern District of California to employ Gordian Investments,
LLC, as investment banker, and enter into a commission-only fee
arrangement with the firm.

A hearing on the request is set for June 15, 2016, at 2:00 p.m.

Gordian Investments will assist the Debtor in the marketing and
sale of its proprietary dynamic proteomics biomarker platform
technology, subject to court approval, by providing expert
financial advice and representation in discussions with
pharmaceutical companies as prospective purchasers or licensors.

To market and sell the Dynamic Proteomics Platform, subject to
Court approval, the Debtor wishes to retain Gordian Investments to
provide expert financial advice and representation in the marketing
and sale of the Dynamic Proteomics Platform to pharmaceutical
companies, and Gordian Investments has agreed to assist the Debtor
in that regard upon these core terms:

      (a) Compensation: Gordian Investments has agreed to be
          compensated solely on a success-based commission:
          (i) 5.0% of the sale price of the Dynamic Proteomics
          Platform up to $4 million; plus (ii) 6.0% of the sale
          price of the Dynamic Proteomics Platform between
          $4 million and $5 million; plus (iii) 7.0% of the sale
          price of the Dynamic Proteomics Platform in excess of
          $5 million.

      (b) Reimbursement: Gordian Investments will be reimbursed by

          the Debtor for all reasonable out-of-pocket expenses
          that it incurs in this engagement.

      (c) Scope of Work: Gordian Investments will provide
          financial and investment banking advice to the Debtor in

          the marketing and sale of the Dynamic Proteomics
          Platform to a large pharmaceutical company.

      (d) Indemnification: Gordian Investments will be indemnified

          against claims arising out of the engagement, other than

          those arising from gross negligence or willful acts.

Frederick Frank, chairperson of EVOLUTION Life Sciences Partners, a
division of Gordian Investments, assures the Court that the firm
has no connection with the Debtor, the Debtor's known creditors,
any other parties-in-interest, their respective attorneys and
accountants, the Office of the U.S. Trustee, or any person employed
in the office of the U.S. Trustee, except: (a) Mr. Frank is an
equity security holder of the Debtor, holding approximately 8,285
shares of stock, or warrants to purchase stock, of the Debtor,
representing less than 1% of all outstanding shares of the Debtor;
(b) Mary Tanner, Senior Managing Director of Gordian Investments,
holds 1,833 warrants to purchase stock of the Debtor, but those
warrants may have expired.

Headquartered in Emeryville, California, KineMed, Inc., has
developed and validated a proprietary drug development platform to
clinically advance drugs more efficiently and with less risk for
later sale/out-license.  The Company is creating a pipeline of high
value drug assets in muscle-wasting and fibrotic diseases.  The
pipeline is focused on Phase 2 trials with synthetic Ghrelin, to
address CKD & muscle wasting in the elderly.

The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Calif. Case No. 16-41241) on May 4, 2016, estimating its assets at
between $10 million and $50 million and debts at between $1 million
and $10 million.  The petition was signed by David M. Fineman,
chairman & chief executive officer.

Judge Roger L. Efremsky presides over the case.

Merle C. Meyers, Esq., at Meyrs Law Group, PC, serves as the
Debtor's bankruptcy counsel.


KINEMED INC: Taps Meyers Law as General Bankruptcy Counsel
----------------------------------------------------------
KineMed, Inc., asks for permission from the U.S. Bankruptcy Court
for the Northern District of California to employ Meyers Law Group,
P.C., as its general bankruptcy counsel as of the petition date.

MLG will:

      A. review and advice with respect to sale of assets while in

         bankruptcy;

      B. advice and consultation, and document preparation and
         negotiation, with respect to a plan of reorganization or
         other disposition of the case;

      C. review and analysis, and if appropriate preparation of
         formal objections, with respect to claims asserted
         against the estate;

      D. preparation and filing of motions and applications as
         needed during the course of the Chapter 11 case; and

      E. other matters that exist or may arise in the course of
         the administration of this Chapter 11 case.

MLG will be paid at these hourly rates:

         Merle C. Meyers, Esq.           $620
         Associates                    $420-$450

The Debtor requests that the Court grant it authority to pay a
retainer of $250,000 to MLG for application to prepetition and
postpetition fees and costs owed or to be owed to the firm.  MLG
will bill in one-tenth hour increments and will otherwise comply
with the Court's applicable rules and guidelines.

Merle C. Meyers, Esq., a principal of MLG, assures the Court that
the firm has no connection with the Debtor, the Debtor's known
creditors, any other parties-in-interest, their respective
attorneys and accountants, the Office of the U.S. Trustee, or any
person employed in the office of the United States Trustee, except:
(a) MLG currently represents an individual named Michael D.
Podolsky as a class representative in a pending class action
adversary proceeding titled Michael D. Podolsky v. Michael G.
Kasolas, Trustee (Bankr. N.D. Cal. Case No. 16-04033), filed in the
Chapter 7 case of In re Fox Ortega Enterprises, Inc. (Bankr. N.D.
Cal. Case no. 16-40050), and prior to Mr. Podolsky becoming the
class representative, MLG represented him in an individual capacity
as a creditor in the Fox Ortega Enterprises case; (b) Mr. Podolsky
is a shareholder of the Debtor, holding less than 1% of all
outstanding shares of the Debtor; and (c) The Fox Ortega
Enterprises case is not related to the Debtor's case in any
respect, and MLG has not provided, or been asked to provide, any
advice or representation to Mr. Podolsky as a shareholder of the
Debtor.

Headquartered in Emeryville, California, KineMed, Inc., has
developed and validated a proprietary drug development platform to
clinically advance drugs more efficiently and with less risk for
later sale/out-license.  The Company is creating a pipeline of high
value drug assets in muscle-wasting and fibrotic diseases.  The
pipeline is focused on Phase 2 trials with synthetic Ghrelin, to
address CKD & muscle wasting in the elderly.

The Company filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Calif. Case No. 16-41241) on May 4, 2016, estimating its assets at
between $10 million and $50 million and debts at between $1 million
and $10 million.  The petition was signed by David M. Fineman,
chairman & chief executive officer.

Judge Roger L. Efremsky presides over the case.

Merle C. Meyers, Esq., at Meyrs Law Group, PC, serves as the
Debtor's bankruptcy counsel.


LAND O'LAKES: Moody's Hikes Rating Unsecured Notes Due 2022 to Ba1
------------------------------------------------------------------
Moody's Investors Service upgraded Land O'Lakes, Inc.'s 6%
unsecured notes due 2022 to Ba1 from Ba2 and Land O'Lakes Capital
Trust I preferred stock to Ba2 from Ba3. At the same time, Moody's
raised Land O'Lakes' Speculative Grade Liquidity Rating (SGL) to
SGL-2 from SGL-3. Moody's also placed all of Land O'Lakes senior
unsecured and preferred stock ratings on review for upgrade. Land
O'Lakes' Corporate Family Rating, Probability of Default Rating,
and Speculative Grade Liquidity rating are not under review;
however, these will be withdrawn if the ratings that have been
placed on review are upgraded.

The upgrade of Land O'Lakes' 6% unsecured notes to Ba1 gives them
the same rating as other senior unsecured debt -- much of which was
previously secured. Given the release of collateral on the
cooperative's revolving credit facility, term loan, and private
placement notes, all of Land O'Lakes' senior unsecured debt is now
pari passu. The Ba1 rating, the same as the Corporate Family
Rating, reflects the fact that unsecured debt makes up the
preponderance of debt in the capital structure. The upgrade of Land
O'Lakes Capital Trust I preferred stock to Ba2 from Ba3 maintains
Moody's standard notching differential between these securities and
the senior unsecured debt.

The Speculative Grade Rating was raised to SGL-2 from SGL-3 to
reflect Moody's view that Land O'Lakes will maintain good liquidity
over the next 12-18 months. This is due to Moody's expectation that
internally generated cash will be sufficient to cover the company's
basic cash obligations and that there will be meaningful
availability under committed financing lines over this time period.
The change in SGL also reflects the greater financial flexibility
the cooperative has following the release of collateral on the
revolving credit facility, term loan, and private placement notes.

The review for upgrade reflects Land O'Lakes reduced financial
leverage, improved liquidity, and transition to a primarily
unsecured capital structure. During the ratings review, Moody's
will focus on Land O'Lakes financial policy, as well as its overall
strategic direction. Over the years, Land O'Lakes at times has made
acquisitions and pursued business strategies which Moody's viewed
as somewhat disjointed and not clearly in harmony with the other
businesses in its portfolio. If Moody's becomes more comfortable
with Land O'Lakes long term strategic direction and its financial
policy, ratings could be upgraded.

Ratings upgraded:

Land O'Lakes, Inc.

-- $300 million of 6.00% senior unsecured notes due November 2022

    to Ba1 (LGD 4) from Ba2 (LGD 5)

-- Speculative Grade Liquidity Rating to SGL-2 from SGL-3

Land O'Lakes Capital Trust I

-- Preferred Stock to Ba2 (LGD 6) from Ba3 (LGD 6)

Ratings placed on review for upgrade, with some LGD rates
adjusted:

Land O'Lakes, Inc.

-- $575 million senior unsecured revolving credit facility at Ba1

    (LGD 4 changed from LGD 3)

-- $150 million senior unsecured term loan at Ba1 (LGD 4 changed
    from LGD 3)

-- $155 million of 6.24% senior unsecured notes due December 2016

    at Ba1 (LGD 4 changed from LGD 3)

-- $85 million of 6.67% senior unsecured notes due December 2019
    at Ba1 (LGD 4 changed from LGD 3)

-- $85 million of 6.77% senior unsecured notes due December 2021
    at Ba1 (LGD 4 changed from LGD 3)

-- $300 million of 6.00% senior unsecured notes due November 2022

    at Ba1 (LGD 4)

Land O'Lakes Capital Trust I

-- $200 million of 7.45% subordinated capital securities due
    March 2028 at Ba2 (LGD 6)

RATINGS RATIONALE

Land O'Lakes' existing Ba1 Corporate Family Rating reflects the low
margin commodity nature of the majority of its business,
willingness of management to increase financial leverage for
acquisitions, a complex governance structure, and limited access to
capital markets due to its nature as a cooperative. These negative
factors are mitigated by currently moderate financial leverage, its
large size providing economies of scale, strong brands and leading
market positions for some of its product categories. It also
reflects a diverse portfolio of businesses including crop related
products, dairy products, and animal feed.

Land O'Lakes is a large agricultural cooperative that provides an
extensive line of agricultural supplies (seed and crop protection
products) and services to farmers under its Winfield brand. It also
produces a full line of dairy based consumer, foodservice, and food
ingredient products, some of which are marketed under well known
brand names including "LAND O LAKES". The cooperative also
manufactures animal feed for both the commercial and consumer
markets and markets its animal feed products (other than dog and
cat food) under brand names including Purina. Revenues were $12.9
billion for the 12 months ending March 31, 2016.


LATTICE INC: Sells 6.03 Million Common Shares
---------------------------------------------
Pursuant to the terms of a Securities Purchase Agreement dated May
23, 2016, Lattice Incorporated sold 6,033,331 shares of its common
stock to 7 accredited investors for aggregate gross proceeds of
$217,200.  In connection with the sale, the Company paid a
placement agent fee of $10,860 in cash to Boenning & Scattergood,
Inc. and will issue B&S a warrant to purchase 181,000 shares of the
Company's common stock at the price of $0.06 per share.  The
investors were granted piggyback registration rights in connection
with the Placement Agreement.  The securities were issued pursuant
to Section 4(a)(2) of the Securities Act of 1933, as amended, as
the transactions did not involve a public offering.

                         About Lattice Inc.

Pennsauken, New Jersey-based Lattice Incorporated provides
telecommunications services to correctional facilities and
specialized telecommunication service providers in the United
States.

Lattice reported a net loss available to common shareholders of
$5.55 million on $7.58 million of revenue for the year ended
Dec. 31, 2015, compared to a net loss available to common
shareholders of $1.82 million on $8.94 million of revenue for the
year ended Dec. 31, 2014.

As of March 31, 2016, Lattice had $3.63 million in total assets,
$11.15 million in total liabilities and a total shareholders'
deficit of $7.52 million.

Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has a working capital deficit and requires additional
working capital to meet its current liabilities.  These factors
raise substantial doubt about the Company's ability to continue as
a going concern.


LEUCADIA NATIONAL: Egan-Jones Cuts Sr. Unsec. Rating to BB
----------------------------------------------------------
Egan-Jones Ratings Company downgraded the senior unsecured ratings
on debt issued by Leucadia National Corp. to BB from BB+ on May 12,
2016.

Leucadia National Corporation is an American holding company that,
through its subsidiaries, engages in mining & drilling services,
telecommunications, healthcare services, manufacturing, banking and
lending, real estate, and winery businesses.



LIFE CARE ST. JOHNS: Has Plan to Distribute Sale Proceeds
---------------------------------------------------------
Life Care St. Johns, Inc., sought Chapter 11 protection to
facilitate a sale of its assets to LCS Glenmoor, LLC, or such
other person or entity who may submit a higher and better offer for
Glenmoor's assets following a court approved auction. In connection
therewith, the Debtor has developed a Plan of Liquidation to deal
with the disposition of the sales proceeds and the various Claims
against the estate.

LCS Glenmoor, LLC is an entity formed by Life Care Services, LLC
("LCS") for the specific purpose of acquiring and operating
Glenmoor.  LCS is a nationally recognized, employee-owned leader in
the development, operation, and management of senior living
communities throughout the United States, with a special emphasis
on Life Plan Communities.  Today, LCS is the third-largest
manager of senior living communities in the United States, and
currently serves over 35,000 seniors in 31 states in over 130
communities.  LCS currently manages 16 properties in Florida,
including 3 which are regulated as Life Plan Communities by the
Florida Office of Insurance Regulation.

LCS intends to purchase Glenmoor in joint venture with HCP, Inc.
("HCP").  HCP is a fully integrated real estate investment trust
(REIT) that invests primarily in real estate serving the healthcare
industry across the United States.  HCP's portfolio of assets is
diversified among five distinct sectors: senior housing,
post-acute/skilled nursing, life science, medical office and
hospital. HCP's senior housing facilities include independent
living facilities, assisted living facilities, memory care
facilities, care homes and CCRCs.
Under the Plan, the secured claims of bondholders would have a 43%
recovery, the secured claim of the Refund Queue Trustee will
recover 5% and holders of general unsecured claims will have a 2%
recovery.

A full-text copy of the Disclosure Statement, dated May 17, 2016,
is available at https://is.gd/1Y9uUx

Life Care St. Johns, Inc., is represented by:

          Richard R. Thames, Esq.
          Bradley R. Markey, Esq.
          THAMES MARKEY & HEEKIN, P.A.
          50 North Laura Street, Suite 1600
          Jacksonville, FL 32202
          Telephone: (904)358-4000
          Facsimile: (904)358-4001
          E-mail: rrt@tmhlaw.net
                  brm@tmhlaw.net

                    About Life Care St. Johns

Life Care St. Johns, Inc., doing business as Glenmoor, is a
not-for-profit organization that owns and operates a continuing
care retirement community in St. Johns County, Florida.  The
company received its certificate of occupancy in 1999 and began
operations in October of 2001.

As a CCRC, Glenmoor provides "lifecare services" to its residents,
each of whom reside in a residential unit.  The "lifecare" concept
recognizes that the healthcare and residency needs of elderly
residents vary along a continuum beginning with independent living
and in many cases ending with a need for full-time nursing care.
The Glenmoor community thus includes independent residential units,
an assisted living center, and a healthcare center for residents
requiring round the clock nursing care.

As disclosed in documents filed with the Court, Residency at
Glenmoor is provided pursuant to "Residence and Care Contracts"
which require prospective residents to pay an "Entrance Fee" and a
"Monthly Service Fee."  The Entrance Fee is a lump sum, one-time
payment based on the type of Residential Unit occupied by the
resident, and obligates Glenmoor to provide care to the resident so
long as he or she remains a resident and pays the Monthly Service
Fee.  Depending upon the type of contract selected, the Entrance
Fee may or may not be refundable.  For residents with refundable
Entrance Fee contracts, the refund is to be paid from the proceeds
of the next Entrance Fee received by Glenmoor.

According to Court filings, the economic recession which began in
late 2007 had a dramatic impact on Glenmoor, with fewer residents
being able to afford the required Entrance Fees as their home
equity and investments portfolios shrank in value.  With fewer new
residents entering the community than were moving out, significant
Entrance Fee refund liabilities began to accumulate, rising to
almost $8 million at their peak.  The decreasing revenues
eventually led to payment and other defaults under the $59 million
in Revenue Bonds issued in 2006 to support Glenmoor and refinance
an earlier bond issue.

On July 3, 2013, Glenmoor filed its initial Chapter 11 case in the
U.S. Bankruptcy Court for the Middle District of Florida amid
defaults under the Debtor's 2006 Bonds and threats of enforcement
action by the Florida's Office of Insurance Regulation, the
government entity that governs the licensing and operations of
continuing care retirement community in Florida.  A consensual
Plan
of Reorganization was filed Nov. 27, 2013.  Glenmoor's Plan of
Reorganization was confirmed by the Court on Feb. 28, 2014.  The
Final Decree was entered on April 6, 2016.

Glenmoor filed its second voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No.: 16-01347) on April
11, 2016.

The Debtor has engaged Thames Markey & Heekin, P.A., as bankruptcy
counsel; Walchle Investment Group, Inc. as sale broker; Cassidy
Turley Commercial Real Estate Services, Inc., as investment
banker;
Greystone Development Company II, LP, as operations consultant;
Eddie Williams, III, Esq., as regulatory compliance counsel; Moore
Stephens Lovelace, CPA, as accountant; Globic Advisors, Inc., as
plan solicitation and tabulation agent; and American Legal Claim
Services, LLC as claims and noticing agent.

The Debtor estimated assets in the range of $10 million to $50
million and liabilities of up to $100 million.

The case is pending before the Honorable Jerry A. Funk.


LIFE PARTNERS: Wiley Law Represents Amicus Curiae Holders
---------------------------------------------------------
Amicus Curiae Holders of Life Partners Fractional Interest Owners
in Life Settlement Policies filed with the U.S. Bankruptcy Court
for the Northern District of Texas this Third Amended Verified
Statement under Federal Rule of Bankruptcy Procedure 2019 stating
that it has employed The Wiley Law Group, PLLC, as counsel in the
Chapter 11 case of Life Partners Holdings, Inc., et al.

Information required under Rule 2019 is shortened due to dispute
whether holders of fractional interest are indeed creditors or
holders of equity interest.  Further information with respect to
the value of fractional interest owned by the investors is
available to LPI and is, upon information and belief, set forth on
LPI's schedules.  Wiley has obtained signed fee agreements, and
will provide same upon request to the Office of the U.S. Trustee
and Official Committee of Unsecured Creditors as redacted to
preserve attorney-client communications.

A list of the Amicus Curiae Holders is available for free at:

     http://bankrupt.com/misc/LIFEPARTNERS_2329_rule2019.pdf

Wiley can be reached at:

      THE WILEY LAW GROUP, PLLC
      Kevin S. Wiley, Sr., Esq.
      325 N. St. Paul, Suite 2750
      Dallas, TX 75201
      Tel: (214) 537-9572
      Fax: (469) 484-5004
      E-mail: kwiley@mahomesbolden.com

                   About Life Partners Holdings

Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the    
secondary market for life insurance, commonly called "life
settlements."  Since its incorporation in 1991, Life Partners,
Inc., has completed over 162,000 transactions for its worldwide
client base of over 30,000 high net worth individuals and
institutions in connection with the purchase of over 6,500 policies
totaling over $3.2 billion in face value.

LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).

Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015.

The case is assigned to Judge Russell F. Nelms.  J. Robert
Forshey, Esq., at Forshey & Prostok, LLP, serves as counsel to the
Debtor.

LPHI disclosed $2,406,137 in assets and $52,722,308 in liabilities
as of the Chapter 11 filing.

The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.

Tracy A. Bolt of BDO USA, LLP was named as examiner for the
Debtor's case.  At the behest of the U.S. Securities and Exchange
Commission, the U.S. Trustee, and the Creditors Committee, the
Court ordered the appointment of a Chapter 11 trustee.  On March
13, 2015, H. Thomas Moran II was appointed as Chapter 11 trustee
in LPHI's case.  The trustee is represented by Thompson & Knight
LLP.

The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).

Life Partners is estimated to have $100 million to $500 million in
assets and more than $1 billion in debt.  LPI Financial estimated
less than $50,000.


LINN ENERGY: Egan-Jones Cuts FC Sr. Unsec. Debt Rating to D
-----------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Linn Energy LLC to D from B and
the local currency senior unsecured rating on the Company's debt to
D from C on May 12, 2016.  EJR also lowered the foreign currency
commercial paper rating on the Company to D from B.

Linn Energy, LLC is a petroleum, natural gas, and natural gas
liquids exploration and production company based in Houston,
Texas.



LOUISIANA PELLETS: Wants Until Sept. 15 to Assume/Reject Leases
---------------------------------------------------------------
Louisiana Pellets, Inc., and German Pellets Louisiana, LLC ("GPLA")
ask the U.S. Bankruptcy Court for the Western District of
Louisiana, Lafayette Division, to extend their time to assume or
reject non-residential leases of real property through September
15, 2016.

"Here, the Unexpired Leases are key assets of the Debtors' estates.
The lease from LPI to GPLA is of the facility site in Urania,
Louisiana.  It is central to the arrangement by which GPLA
constructs and operates the Debtors' wood pellet producing
facility.  The Wood Pellets Storage and Handling Agreement between
GPLA and German Pellets Texas, LLC has been, is and in the future
may be used by GPLA to load wood pellets on vessels at port in Port
Arthur, Texas, the primary means by which Debtors' product will
reach its market.  Debtors have not had sufficient time to appraise
the value of the Unexpired Leases to the Debtors' plan of
reorganization," the Debtors aver.

Louisiana Pellets, Inc., and German Pellets Louisiana, LLC, are
represented by:

          C. Davin Boldissar, Esq.
          Bradley C. Knapp, Esq.
          LOCKE LORD LLP
          601 Poydras Street, Suite 2660
          New Orleans, LA 70130-6036
          Telephone: (504)558-5100
          Facsimile: (504)681-5211
          E-mail: dboldissar@lockelord.com
                  bknapp@lockelord.com

                  - and -

          Alan H. Katz, Esq.
          LOCKE LORD LLP
          3 World Financial Center, 20th Floor
          New York, NY 10281
          Telephone: (212)415-8509
          Facsimile: (212)812-8380
          E-mail: akatz@lockelord.com

                      About Louisiana Pellets

Louisiana Pellets, Inc and German Pellets Louisiana, LLC are
members of the "German Pellets" family of companies, which is a
family of related companies centered in Wismar, Germany, operating
in the wood pellets industry.

LPI owns a wood pellet production facility located on 334 acres of
land in Urania, Louisiana.  The Facility is still under
construction and is not yet fully complete or operational.  GPLA
is
the general contractor for construction of the Facility.  A
contract is in place with E.ON UK PLC (a United Kingdom utility
company) to purchase the wood pellet production from the Facility.

LPI and PLA sought Chapter 11 protection (Bankr. W.D. La., Lead
Case No. 16-80162) on Feb. 18, 2016, due to cost overruns and
delays in the course of construction of their
still-to-be-completed
wood pellet production facility.  The petitions were signed by
Anna-Kathrin Leibold, president and chief executive officer.  The
Hon. John W. Kolwe presides over the case.

Louisiana Pellets, Inc., estimated assets and debts at $100
million
to $500 million.  German Pellets estimated assets and debts at $50
million to $100 million.

The Debtors tapped Locke Lord LLP, as counsel.

                         *     *     *

According to the docket, the Debtor's Chapter 11 plan and
Disclosure Statement are due June 17, 2016.  A status conference
hearing is scheduled for July 6, 2016, at 9:30 a.m.


LUCKY 5409: Seeks to Hire Arnstein & Lehr as Legal Counsel
----------------------------------------------------------
Lucky # 5409, Inc. and Azhar Chaudhry seek approval from the U.S.
Bankruptcy Court for the Northern District of Illinois to hire
Arnstein & Lehr LLP as their legal counsel.

The Debtors tapped the firm to:

     (a) provide legal advice about their powers and duties as
         debtors-in-possession;

     (b) provide legal advice about the Debtors' obligations to
         taxing agencies;

     (c) negotiate with IHOP LLC;

     (d) negotiate with creditors and prepare responses to all
         documents filed by creditors;

     (e) pursue confirmation of a plan and approval of a
         disclosure statement; and

     (f) prepare legal papers and appear in court on behalf of the

         Debtors.

The discounted hourly rates applicable to the principal attorneys
proposed to represent the Debtors are:

     Michael L. Gesas       $590
     Kevin H. Morse         $340
     William A. Williams    $250

The hourly rates have been discounted by 15% from their normal and
customary hourly rates, according to court filings.

Other persons employed by Arnstein will provide services to the
Debtors as needed.  Generally, the hourly rate of the firm's
attorneys range from $250 to $700.  Meanwhile, paralegals are paid
$190 per hour.

Kevin Morse, Esq., disclosed in a court filing that neither the
firm nor its employees hold or represent any interest adverse to
the Debtors.

Arnstein can be reached through:

     Michael L. Gesas
     Kevin H. Morse
     William A. Williams
     Arnstein & Lehr LLP
     120 S. Riverside Plaza, Suite 1200
     Chicago, IL 60606
     Tel: (312) 876-7100
     Fax: (312) 876-0288

                        About Lucky # 5409

Lucky # 5409, Inc. and Azhar Chaudhry sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
16-16264 and 16-16273) on May 13, 2016.  The cases are jointly
administered under Case No. 16-16264.


M SPACE HOLDINGS: U.S. Trustee Forms 8-Member Committee
-------------------------------------------------------
The Office of the U.S. Trustee on June 1 appointed eight creditors
of M Space Holdings LLC to serve on the official committee of
unsecured creditors.

The committee members are:

     (1) Bennett Truck Transport, LLC
         c/o Grant Brooker (General Counsel)
         1001 Industrial Parkway
         McDonough, GA 30253
         Telephone: (770) 957-1866 ext. 7779
         Facsimile: (770) 957-7634
         Email: legal@bennettig.com

     (2) Hi-Tek Sound & Signal, Inc.
         c/o Bob Gonzales
         P.O Box 1104
         Kemah, TX 77565
         Telephone: (832) 731-4000
         Facsimile: (281) 464-3714
         E-mail: bobg@hitek84.com

         Attorneys for Hi-Tek Sound & Signal, Inc.:
         Ronald C. Campana, Esq.
         6363 Woodway Dr., Suite 725
         Houston, TX 77057
         Telephone: (713) 783-4120
         Facsimile: (713) 783-8812
         Email: roncampana@gmail.com

         Kerry Brown, Esq.
         Brown IP Law LC
         PO Box 446
         Draper, UT 84020
         Telephone: (801) 938-2790
         Facsimile: (801) 931-2268
         Email: kerry@browniplaw.com

     (3) Titan Modular Systems, Inc.
         c/o Drew Adams
         162 Industrial Drive
         Alma, GA 31510
         Telephone: (912) 632-3344
         Facsimile: (912) 632-3345
         Email: drew@titanmod.com

     (4) Specialized Structures, Inc.
         c/o Sammy Watson
         1299 Thompson Drive
         Douglas, GA 31534
         Telephone: (912) 384-7565
         Facsimile: (912) 384-4943
         Email: sammywatson012@gmail.com

         Attorney for Specialized Structures, Inc.:
         Robert Porter, Esq.
         Cottingham & Porter, P.C.
         319 E. Ashley Street
         Douglas, GA 31533
         Telephone: (912) 384-1616
         Facsimile: (912) 384-1775
         Email: bobporter@cottinghamandporter.com

     (5) First String Space, Inc.
         c/o Jonathan Wright
         892 Railroad Avenue East
         Pearson, GA 31642
         Telephone: (912) 422-6455
         Facsimile: (912) 422-6466
         Email: jonathan@firststringspace.com

         Attorney for First String Space, Inc.:
         Julee Brooke Lewis, Esq.
         211 N. Peterson Ave.
         Douglas, GA 31533
         Telephone: (912) 384-0315
         Facsimile: (912) 384-0415
         Email: jblewislaw@live.com

     (6) Eklipse Resources, LLC
         c/o Dave C. Weston
         PO Box 303
         Fairview, MT 59221
         Telephone: (435) 757-7009
         Facsimile: (406) 794-0559
         Email: dave@eklipseresources.com

     (7) Amtex-NMS Holdings, Inc.
         d/b/a Southeast Modular Manufacturing
         c/o James Ginas
         2500 Industrial Street
         Leesburg, FL 34748
         Telephone: (352) 728-2930
         Facsimile: (352) 728-3093
         Email: jginas@southeastmodular.com

     (8) Whitley East, LLC and Whitley Evergreen, Inc.
         c/o Drew Welborn (General Counsel)
         201 West First Street
         P.O. Box 496
         South Whitley, IN 46787
         Telephone: (260) 723-5131
         Facsimile: (260) 723-6949
         Email: drew@whitleyman.com

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

                     About M Space Holdings

M Space Holdings, LLC, is a provider of turnkey complex modular
space solutions. The Debtor sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the District
of Utah (Salt Lake City) (Case No. 16-24384) on May 19, 2016. The
petition was signed by Jeffrey Deutschendorf, chief executive
officer and president.

The case is assigned to Judge Joel T. Marker. The Debtor's asset
Liquidator is Gordon Brothers Commercial & Industrial, LLC.

The Debtor estimated both assets and liabilities in the range of
$50 million to $100 million.


MEDIASHIFT INC: Hires Hein & Associates as Accountant
-----------------------------------------------------
MediaShift, Inc., seeks permission from the U.S. Bankruptcy Court
for the Central District of California to employ Hein & Associates
LLP as accountants, effective as of April 28, 2016, the date on
which the Debtors executed their engagement agreement.

Hein will:

      a. prepare the Debtors' federal, state, and local income and

         franchise tax returns with supporting schedules for the
         tax years of 2014 and 2015;

      b. provide additional tax services, including responding to
         notices, preparation of tax projections, estimated tax
         payments, and various federal and state planning and
         compliance matters as necessary as approved by the
         management of the Debtors; and

      c. perform any other services which may be appropriate in
         Hein's retention as the Debtors' accountants as approved
         by the management of the Debtors.

Hein will be paid at these hourly rates:

         Partner/Principal          $340-$375
         Director/Senior Manager    $305-$330
         Manager                    $215-$300
         Supervisor                 $170-$210
         Senior                     $150-$160
         Staff                      $125-$145

Sean Kelly, a partner with Hein, assures the Court that the firm
does not hold or represent any interest materially adverse to the
Debtors or the Debtors' estates, and Hein is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.  Since Hein is a large public accounting firm, it
is possible that Hein is currently or in the past has been retained
or provided services to creditors of the Debtors.

Hein can be reached at:

         Hein & Associates LLP
         100 Spectrum Center Drive, Suite 650
         Irvine, CA 92618
         Tel: (949) 428-0288
         Fax: (949) 428-0280
         E-mail: skelly@heincpa.com
         Website: www.heincpa.com

                      About MediaShift, Inc.

MediaShift, Inc., is a digital advertising technology company.  The
Company, through its subsidiaries offers operators of private
internet networks to monetize their audiences through distributed
ad technology platforms and across multiple devices.

MediaShift, Inc., and Ad-Vantage Networks, Inc., filed Chapter 11
bankruptcy petitions (Bankr. C.D. Cal. Lead Case No. 15-25024) on
Sept. 30, 2015.  Rick Baran, the president, signed the petitions.
The Debtors estimated both assets and liabilities of $10 million to
$50 million.

The Debtors have engaged Levene, Neale, Bender, Yoo & Brill L.L.P,
as counsel; Houlihan Lokey Capital, Inc. as financial advisor and
investment banker.

Judge Sandra R. Klein is assigned to the cases.

The Office of the U.S. Trustee appointed four creditors to the
official committee of unsecured creditors.  Danning, Gill, Diamond
& Kollitz, LLP, represents the committee.


MGM RESORTS: S&P Puts 'B+' CCR on CreditWatch Positive
------------------------------------------------------
S&P Global Ratings said that it placed all ratings on MGM Resorts
International and MGM Growth Properties LLC, including S&P's 'B+'
corporate credit ratings, on CreditWatch with positive
implications.

"The CreditWatch listing reflects that we could raise the corporate
credit rating on MGM one notch to 'BB-' from 'B+' with a stable
outlook upon the successful close of the Borgata acquisition.  The
acquisition adds a market-leading, high-quality regional gaming
asset to MGM's portfolio, increasing its diversity outside Las
Vegas.  Borgata's good free cash flow generation will also support
MGM's goal to reduce leverage through 2017.  Furthermore, MGM is
acquiring whole ownership of the property (MGM already owns 50% of
Borgata) at a price that does not impair consolidated leverage.
MGM will pay approximately $600 million in cash to Boyd for its 50%
interest and use $600 million to repay Borgata's existing debt.
The total cash outflow of $1.2 billion to purchase the remaining
interest in Borgata and refinance Borgata's existing debt
represents an approximate 5.7x multiple based on Borgata's
trailing-12-month EBITDA of $212 million as of March 31, 2016.
This multiple does not incorporate any potential cost synergies MGM
might achieve from having a cluster of properties on the East Coast
once National Harbor opens later this year or from implementing
initiatives from its profit growth plan at Borgata.  Borgata will
also complement MGM's planned resorts in National Harbor, Md., and
Springfield, Mass., creating a cluster of regional properties on
the East Coast that will allow MGM to use its MLife loyalty program
and Las Vegas resorts to market to regional customers.  We expect
to assess the impact of potential future synergies related to the
Borgata acquisition in resolving the CreditWatch listing," S&P
said.

S&P expects MGM's consolidated leverage, pro forma for the Borgata
acquisition, will improve to the mid-5x area at the end of 2016 and
to around 5x by the end of 2017.  S&P expects continued good
performance at MGM's Las Vegas resorts and regional casinos
attributable largely because of the implementation of its profit
growth plan and modest revenue growth which will more than offset
declines in Macau.  In 2017, S&P expects MGM will benefit from the
cash flow contributions of newly opened resorts in National Harbor
and Cotai, as well as continued growth in its Las Vegas casinos and
existing regional assets, and support further deleveraging.

In resolving the CreditWatch listing, S&P will monitor MGM's
progress in addressing closing conditions and receiving required
regulatory approvals.  S&P also expects to assess the impact of
potential future synergies related to the Borgata acquisition in
resolving the CreditWatch listing.  In the event the acquisition is
completed as outlined and S&P continues to expect MGM's leverage to
improve to the 5x area in 2017, S&P could raise the corporate
credit rating on MGM one notch to 'BB-' from 'B+' with a stable
outlook.  S&P would also likely raise all issue-level ratings one
notch in line with the upgrade of the company's corporate credit
rating.


MICHAEL KING SMITH: Ch.11 Trustee Hires Ball Janik as Counsel
-------------------------------------------------------------
Kenneth S. Eiler, the Chapter 11 Trustee of The Michael King Smith
Foundation, seeks authority from the U.S. Bankruptcy Court for the
District of Oregon to employ Ball Janik LLP as counsel to the
Trustee.

The Trustee requires Ball Janik to:

   a. prepare all necessary applications, motions, memoranda,
      responses, complaints, answers, orders, notices, reports,
      and other papers required from the Trustee in connection
      with administration of this case;

   b. take all actions necessary to protect and preserve the
      Debtor's bankruptcy estate, including the prosecution of
      actions on the Trustee's behalf, the defense of any actions
      commenced against the Debtor's bankruptcy estate,
      negotiations concerning all litigation in which the Trustee
      is involved, objections to claims filed in this bankruptcy
      case, and the compromise or settlement of claims;

   c. represent the Trustee in all other aspects of this Chapter
      11 case; and

   d. provide such other legal advice or services as may be
      required in connection with this Chapter 11 case or the
      general operation and management of the Debtor's business
      and/or the conduct of the Debtor's financial affairs.

Ball Janik will be paid at these hourly rates:

     Brad T. Summers, Partner              $525
     David W. Criswell, Associate          $525
     Stuart Wylen, Paralegal               $200

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

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

Ball Janik can be reached at:

     Brad T. Summers, Esq.
     BALL JANIK LLP
     101 SW Main Street, Suite 1100
     Portland, OR 97204
     Tel: (503) 228-2525
     Fax: (503) 295-1058
     E-mail: tsummers@balljanik.com

                   About The Michael King Smith Foundation

The Michael King Smith Foundation filed a Chapter 11 bankruptcy
petition (Bankr. D. Ore. Case No. 16-30233) on Jan. 26, 2016. The
petition was signed by Lisa Anderson as trustee. The Debtor
estimated assets in the range of $100 million to $500 million and
liabilities of $1 million to $10 million. Motschenbacher &
Blattner, LLP serves as the Debtor's counsel. Judge Randall L. Dunn
is assigned to the case.

The Debtor is a tax exempt business trust that was established on
Nov. 15, 2006. The Debtor owns real and personal property located
in McMinnville, Oregon. The Debtor's assets include the real
property and improvements that comprise a portion of the Evergreen
Aviation and Space Museum located in McMinnville, Oregon. The
Debtor's assets are primarily leased or on loan to the Evergreen
Aviation and Space Museum.


MICROCHIP TECHNOLOGY: Egan-Jones Cuts Sr. Unsec. Ratings to BB
--------------------------------------------------------------
Egan-Jones Ratings Company downgraded the senior unsecured ratings
on debt issued by Microchip Technology Inc. to BB from BB+ on May
12, 2016.

Microchip Technology is an American manufacturer of
microcontroller, memory and analog semiconductors.



MIRION TECHNOLOGIES: S&P Affirms 'B' CCR, Outlook Stable
--------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' corporate credit rating
on San Ramon, Calif- based Mirion Technologies Inc.  At the same
time, S&P revised its outlook to stable from negative.

S&P also affirmed its 'B' issue-level rating on the company's
first-lien credit facility, which consists of $485 million
(including a $205 million incremental term loan) in first-lien term
loans and a $35 million revolving credit facility.  The recovery
rating on the first-lien facility is '3', representing S&P's
expectation for meaningful (50%-70%; at the high end of the range)
recovery in the event of default.

At the same time, S&P affirmed its 'B-' issue-level rating on the
company's $85 million second-lien credit facility, which includes a
$20 million incremental term loan.  The recovery rating on the
second-lien facility is '5', representing S&P's expectation for
modest (10%-30%; at the high end of the range) recovery in the
event of default.

"We revised our outlook to stable from negative following our
analysis of the proposed acquisition of Canberra," said S&P Global
Ratings credit analyst Tyrell Peebles.  "Although the transaction
will result in significant incremental debt, we believe that the
incremental EBITDA generated by the proposed transaction, coupled
with our expectation for improved performance at Mirion, will lead
to debt to EBITDA below 6x and trending toward 5x over the next
12-18 months."

S&P could lower the ratings if leverage increases above 6.5x on a
sustained basis.  This could happen if the company experienced
meaningful and sustained deterioration in its operating performance
or pursued significant debt-funded acquisitions.

S&P could raise the ratings if it expects the company to maintain
leverage below 5x on a sustained basis and if it adopts a financial
policy consistent with maintaining leverage below 5x.



MOUNTAIN PROVINCE: Meeting of Shareholders Set for June 21
----------------------------------------------------------
An annual general & special meeting of the shareholders of Mountain
Province Diamonds Inc. will be held at Terminal City Club, 837
Hastings Street West, Vancouver, British Columbia V6C 1B6, on
Tuesday June 21, 2016, at 2:00 p.m. (Vancouver time) for the
following purposes:

   (a) to receive and consider the consolidated audited financial
       statements of Mountain Province for the year ended Dec. 31,
       2015, together with the report of the auditors thereon;

   (b) to fix the number of directors at six;

   (c) to elect directors for the ensuing year;

   (d) to re-appoint the auditors of Mountain Province and to
       authorize the directors of Mountain Province to fix the
       auditors' remuneration;

   (e) to consider and, if thought advisable, to approve by
       ordinary resolution the Mountain Province Long Term Equity
       Incentive Plan, as described in the management information
       circular of Mountain Province accompanying and forming part

       of this notice; and

   (f) to transact such other business as may properly be brought
       before the Meeting or any adjournment thereof.

The notice of meeting is accompanied by a form of proxy, the
management information circular, the audited consolidated financial
statements of Mountain Province for the financial year ended
December 31, 2015, and a supplemental mailing list form.  The
directors of Mountain Province have fixed the close of business on
May 17, 2016, as the record date for the determination of the
shareholders of the Corporation entitled to receive notice of the
Meeting.

                   About Mountain Province Diamonds

Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada.  The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.

Mountain Province reported a net loss of C$43.16 million for the
year ended Dec. 31, 2015, compared to a net loss of C$4.39 million
for the year ended Dec. 31, 2014.

KPMG LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's ability to continue
operations is dependent upon its ability to obtain sufficient
financing to fund its operations and development costs.


MVP TRANS: Case Summary & 6 Unsecured Creditors
-----------------------------------------------
Debtor: MVP Trans Inc.
        4460 W Hacienda Ave. Ste 204
        Las Vegas, NV 89118

Case No.: 16-13016

Chapter 11 Petition Date: June 1, 2016

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Hon. August B. Landis

Debtor's Counsel: Seth D Ballstaedt, Esq.
                  THE BALLSTAEDT LAW FIRM
                  9555 S. Eastern Ave, Ste #210
                  Las Vegas, NV 89123
                  Tel: (702) 715-0000
                  Fax: (702) 666-8215
                  E-mail: seth@ballstaedtlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Sergey Sergeyevsky, secretary, treasurer
and director.

A list of the Debtor's six largest unsecured creditors is available
for free at http://bankrupt.com/misc/nvb16-13016.pdf


NAS HOLDINGS: Examiner Appointed in Chapter 11 Case
---------------------------------------------------
The motion by the U.S. Bankruptcy Administrator for appointment of
a trustee or examiner in the Chapter 11 case of NAS Holdings, Inc.,
was heard before Judge Catharine R. Aron on May 17, 2016.  Robert
E. Price, Jr., Assistant Bankruptcy Administrator, and Phillip
Bolton, attorney for Nakeet Vadgama, appeared at the hearing along
with Kenneth Love, attorney for the Debtor; Andy Fitzgerald,
attorney for Kirit Vadgama; James Lanik, attorney for Bank of North
Carolina, and Jill Walters, attorney for BB&T.  No objection to an
examiner with expanded powers was made by any party.

Accordingly, Judge Aron on May 31 ruled that Bert Davis, Jr., CPA
of Greensboro, NC is appointed Examiner in this case, with his
compensation to be set by the Court.

Judge Aron also ordered that:

   -- The Examiner will investigate the financial condition of the
Debtor pursuant to 11 U.S.C. Sec. 1106(a)(3);

   -- The Examiner will supervise and control the receipts and the
disbursements of the Debtor; the Debtor may not incur new
obligations without the written consent of the Examiner;

   -- The Examiner will have access to any bank or financial
statements of the Debtor, and may share those with any party in
interest;

   -- The Examiner will review the arrangements and relationships
between the Debtor, NAS International, Inc.,; BWS Operations,
Inc.,: BGSO Operations, Inc.; and BATL Operations, Inc. and may
negotiate and propose on behalf of the Debtor changes to such
arrangements, relationships and agreements;

   -- The Examiner will review the proposed merger between NAS
Holdings, Inc. and NAS International, Inc. and state an opinion of
whether such merger is in the best interests of the Debtor,
creditors, and the estate and include his findings in his report;

   -- No assets of the Debtor with a purchase cost of more than
$500 may be transferred or disposed of without the knowledge and
written consent of the Examiner;

   -- The Examiner will file a statement of the investigation under
11 U.S.C. Sec. 1106(a)(4), and his activities with respect to the
above items of this Order, which statement will be filed by June
20, 2016;

   -- The Examiner will communicate a summary of his activities and
the receipts and disbursements of the Debtor to all parties which
so request on a weekly basis;

The Court will hold a further hearing on this matter on June 29,
2016, at 2:00 pm in Winston-Salem, at which time the Court will
consider the modification or termination of the Order.

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.


NATURAL RESOURCE: S&P Lowers CCR to 'CCC+', Outlook Negative
------------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
Natural Resource Partners L.P. to 'CCC+' from 'B'.  The outlook is
negative.

At the same time, S&P lowered its issue-level rating on the
company's $425 million 9.125% senior unsecured notes due 2018 to
'CCC-' from 'B'.  In addition, S&P revised the recovery rating on
the notes to '6' from '4'.  The '6' recovery rating indicates S&P's
expectation of negligible (0% to 10%) recovery in the event of
payment default.

"The negative outlook reflects our view that NRP's liquidity will
remain under pressure in the next 12 months," said S&P Global
Ratings credit analyst Vania Dimova.  "This is caused by the
continued weakness of the coal and oil and gas segments, which may
limit the company's ability to generate cash flow, meet its
covenant requirements under its Opco credit facility, and make
required payments in next 12 months."

S&P could lower the rating on NRP if the company fails to make the
required payment under the Opco credit facility, if the company
breaches its covenants, or if interest coverage fell and remained
below 1x.  S&P could also lower its rating if the partnership were
to announce a debt restructuring or distressed exchange.  These
conditions could result from weakening EBITDA as a result of a
combination of asset sales and additional weaknesses in the
retained businesses.

S&P could upgrade NRP if debt leverage were sustained below 5x.
However, S&P considers this scenario unlikely, given the secular
decline of the coal industry.



NET DATA: Wants Exclusive Plan Filing Period Extnded to Aug. 1
--------------------------------------------------------------
Net Data Centers, Inc., asks the U.S. Bankruptcy Court for the
Central District of California to extend the plan filing and plan
acceptance exclusivity periods from June 1, 2016, and Aug. 1, 2016,
respectively, to Aug. 1, 2016, and Sept. 30, 2016, respectively.

A hearing on the request is set for July 6, 2016, at 10:00 a.m.

The Debtor made the request specifically to facilitate the
mediation among key constituencies rescheduled (for a second time)
and finally held on May 26 and May 27, 2016, before retired U.S.
Bankruptcy Judge Mitchel R. Goldberg.  The mediation was originally
scheduled for Feb. 10 and 11, 2016, but during the week just prior
to the mediation, the parties' original mediator, former U.S.
Bankruptcy Judge John E. Ryan, became ill and advised the parties
of his immediate unavailability, thereby necessitating the
postponement of the planned mediation.

The parties agreed to reschedule the mediation with Judge Ryan to
dates approximately 90 days later (May 4 through May 6, 2016), when
Judge Ryan believed he would be sufficiently healthy to conduct the
mediation and all parties, including their attorneys and
decision-making principals, could personally attend the mediation.

However, in mid-April 2016, Judge Ryan informed the parties that he
had not sufficiently recovered to assure them that the mediation
would be able to proceed as rescheduled on May 4 through May 6,
2016, and that the parties should find an another mediator.  The
parties immediately conferred and agreed to contact their alternate
mediator, Judge Goldberg, to ascertain his availability to conduct
the mediation as soon as he was available.  The parties were able
to organize the mediation in accordance with Judge Goldberg's
schedule, through the Judicate West mediation service, for the
dates of May 26 and May 27, 2016, when the mediation was
rescheduled finally to proceed.

In mutual recognition of the fact that the timing of the
rescheduled mediation with Judge Goldberg still necessitates an
additional extension of all relevant Plan and Disclosure Statement
deadlines in the Chapter 11 case, and in order to continue to
conserve judicial resources and the resources of the parties, the
parties have stipulated to extend the present plan and disclosure
statement filing deadlines and associated exclusivity periods
(subject to Court approval), and to continue the pending case
status and disclosure statement approval hearings, in order to
accommodate the conduct of the mediation.

The Debtor's request to extend the plan filing and plan acceptance
exclusivity periods will not be opposed by the Official Committee
of Creditors Holding Unsecured Claims or by DuPont Fabros
Technology, L.P., or any of its four affiliates, Whale Ventures,
LLC, Fox Properties, LLC, Grizzly Ventures, LLC, and Lemur
Properties, LLC, all of which have indicated their support for the
Motion by entering into the stipulation filed in advance of the
exclusivity extension request.

The Chapter 11 case status hearing and disclosure statement
approval hearing presently set for July 6, 2016, at 2:00 p.m. will
be continued to Sept. 6, 2016, at 2:00 p.m., or to other date and
time as the Court will set.

The Debtor says that although this is not a "mega case," its
Chapter 11 case clearly involves complicated "case aspects" that
have created complexity with respect to advancing the case through
a Chapter 11 plan at this point in time.  The first phases of the
Debtor's case involved concluding the East Coast sale and accruing
sale proceeds and the DFT (approximately $26 million) and Charter
($5 million) lease rejection claims.  The substantial DFT claims
then resulted in the assertion of the litigation claims set forth
in Adversary Proceeding No. 2:15-ap-01647-BB.  The requested
extension of exclusivity is reasonable in view of these complicated
aspects of the Debtor's Chapter 11 case that will impact plan
formulation.

Overall, the Debtor is still operating profitably post-petition and
has accrued a substantial cash balance for use in funding its plan.
To date, the Debtor has paid all post-petition rent due to its
landlords and is otherwise successfully managing its Chapter 11
case.  In addition, looking forward to the balance of 2016 and to
2017 and beyond, in response to the overwhelming customer demand
for cloud services, as distinguished from the Debtor's traditional
co-location (only) services, and reflecting well-established
industry trends and a 500% increase in the cloud services market
since 2011 (which is projected to reach over $205 billion in
revenue in 2016), NDC is now positioned to provide multicloud and
cloud agnostic cloud services to its customers.

The Debtor has continued to remain current on all of its
post-petition obligations, including, in 2015, having made
satisfactory arrangements to pay, and having paid, all of its
post-rejection rents to DFT until the sale of the East Coast data
center assets to Anexio Holdings, LLC, and entering into an
agreement with Charter to conclude their relationship and transfer
its furniture, fixtures and equipment to the Court-approved
assignee.

The Debtor is represented by:

      Paul A. Beck, Esq.
      Lewis R. Landau, Esq.
      Law Offices of Paul A. Beck, APC
      13701 Riverside Drive, Suite 202
      Sherman Oaks, California 91423
      Tel: (818) 501-1141
      Fax: (818) 501-1241
      E-mail: pab@pablaw.org
              lew@landaunet.com

                      About Net Data Centers

Net Data Centers, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. C.D. Cal. Case No. 15-12690) on Feb. 23, 2015.  Pervez P.
Delawalla, the president & CEO, signed the petition.  The Hon.
Sheri Bluebond is assigned to the case.  William F Govier, Esq.,
at Lesnick Prince & Pappas LLP, serves as counsel to the Debtor.

The Debtor disclosed, in its amended schedules, $9,566,908 in
assets and $13,352,373 in liabilities.  In its original schedules,
the Debtor disclosed $9,110,070 in assets and $5,236,687 in
liabilities.  

The U.S. trustee appointed three creditors to serve on the
Official Committee of Unsecured Creditors.  The Committee is
represented by Buchalter Nemer, APC.


NEW HORIZONS HEALTH: Hires Dressman Benzinger as Medicare Counsel
-----------------------------------------------------------------
New Horizons Health Systems, Inc., asks for authorization from the
U.S. Bankruptcy Court for the Eastern District of Kentucky to
employ Dressman Benzinger LaVelle psc as special counsel to
represent and advise the Debtor with respect to its Medicare and
Medicaid lab fee appeal and related matters.

The Firm will also be utilized in the course of maintaining
compliance with the Debtor's Medicare and Medicaid lab fee appeal
case and all other legal matters which may arise in the course of
completing, validating, and defending the data provided to collect
or retain Medicare and Medicaid funds.

By separate application, the Debtor has obtained court
authorization to employ Dinsmore & Shohl LLP pursuant to Bankruptcy
Code Section 327(a) to represent and assist the Debtor in executing
its duties under the Bankruptcy Code.  The Reorganization Counsel
was not and is not now involved in the Medicare and Medicaid and
lab fee appeal and related matters currently pending, and
Reorganization Counsel therefore lacks the Firm's familiarity with
those matters.

The Firm is owed pre-petition fees for services rendered to the
Debtor prior to the Petition Date and related to the lab fee appeal
matter in the amount of $2,930.08.  It is owed post-petition fees
for services rendered to the Debtor subsequent to the Petition Date
in the amount of $2,014.

Within the year prior to the Petition Date, the Firm earned and
received remuneration from the Debtor in the amount of $6,692.  In
the 90 days prior to the Petition Date, the Firm received funds
from the Debtor in the total amount of $830, which sum represented
payment for services rendered during that same timeframe.

The Firm will be paid on the basis of its standard hourly rates and
all other charges like expense reimbursements.

Mathew Klein, Esq., an attorney at the Firm, assures the Court that
the Firm does not represent or hold any interest adverse to the
Debtor with respect to the matters on which it will be employed in
connection with this Chapter 11 case.

The Firm can be reached at:

      Mathew Klein, Esq.
      Dressman Benzinger LaVelle psc
      Northern Kentucky Office
      207 Thomas More Parkway
      Crestview Hills, KY 41017
      Tel: (859) 426-2109  
      E-mail: mklein@dbllaw.com

Headquartered in Owenton, Kentucky, New Horizons Health Systems,
Inc. -- dba New Horizons Medical Center, dba New Horizons Family
Practice -- operates the Owen County Hospital.  The hospital
serves the counties of Owen, Gallatin, and Carroll and has
operated continually since 1951.

New Horizons Health Systems, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Ky. Case No. 15-30235) on May 29, 2015,
estimating its assets at between $1 million and $10 million and
liabilities at between $10 million and $50 million.  The petition
was signed by Bernard T. Poe, president.

Judge Gregory R. Schaaf presides over the case.

Ellen Arvin Kennedy, Esq., at Dinsmore & Shohl LLP serves as the
Company's bankruptcy counsel.

Kelley S. Gamble, CPA, is the Company's accountant.


NOBLE ENERGY: Egan-Jones Cuts FC Sr. Unsec. Rating to BB-
---------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Noble Energy Inc. to BB- from
BBB- on May 12, 2016.

Noble Energy, Inc., formerly Noble Affiliates, Inc., is a petroleum
and natural gas exploration and production company headquartered in
Houston, Texas.


NORTH ATLANTIC TRADING: Moody's Hikes Corp. Family Rating to B2
---------------------------------------------------------------
Moody's Investors Service upgraded the ratings for North Atlantic
Trading Company, Inc. (NATC), a subsidiary of Turning Point Brands,
Inc. (TPB) including its Corporate Family Rating (CFR) to B2 from
B3 and Probability of Default Rating to B2-PD from B3-PD. Moody's
also upgraded the first lien senior secured term loan to B1 from B2
and affirmed the second lien senior secured term loan at Caa1.
Lastly, Moody's also assigned a Speculative Grade Liquidity Rating
of SGL-3 to NATC. The outlook is stable.

These actions follow the TPB's use of initial public offering (IPO)
proceeds in May 2016 to pay down borrowings and a concurrent debt
exchange. Moody's expects these actions to cumulatively reduce
financial leverage (debt/EBITDA) from 6.4x to 4.4x while the cash
interest reduction will improve free cash flow and allow for
greater reinvestment in growth opportunities.

Moody's took the following rating actions on North Atlantic Trading
Company, Inc.:

Corporate Family Rating (CFR), upgraded to B2 from B3

Probability of Default Rating, upgraded to B2-PD from B3-PD

First lien senior secured term loan, upgraded to B1 (LGD 3) from
B2 (LGD 3)

Second lien senior secured term loan, affirmed at Caa1 (LGD 5)

Speculative Grade Liquidity (SGL) Rating, assigned at SGL-3

The outlook is stable.

RATINGS RATIONALE

NATC's B2 CFR reflects the company's small scale, still high,
albeit reduced financial leverage and modest but improving free
cash flow. Ratings are supported by the company's solid market
share position in niche tobacco categories, solid interest
coverage, and minimal cap-ex required in its asset light model.
Moody's expects modest de-levering to be driven by a combination of
debt repayments and modest earnings growth. NATC must compete --
primarily based on price and quality -- against significantly
larger, better resourced, well-known branded tobacco manufacturers.
The company must also continue to invest in growth initiatives and
utilize its pricing power to mitigate volume pressure on tobacco
products because of consumer trends toward healthier lifestyles. As
a public company, NATC will need to demonstrate growth to avoid
downward pressure on its equity valuation.

NATC executed a distressed debt exchange in 2007 and has maintained
shareholder-oriented financial policies. The company is
nevertheless targeting to reduce and sustain leverage at a lower
level than the post-IPO range in order to improve free cash flow
and financial flexibility to reinvest. The leverage target is an
important consideration in the B2 CFR. The company does not
currently pay a dividend, but Moody's believes that the
introduction of a dividend is likely for mature cash-generating
companies and this creates some event risk for NATC.

The SGL-3 speculative-grade liquidity rating reflects the company's
good liquidity for the next 12-15 months. Cash ($5 million as of
12/31/15) and Moody's projection for roughly $20 million of annual
free cash flow over the next 12 months provides good coverage of
the $1.65 million annual required term loan amortization. The
company's $40 million revolver expiring in January 2019 provides
additional liquidity support with availability of $39 million as of
March 31, 2016. Moody's expects NATC will maintain an ample EBITDA
cushion within its credit facility financial maintenance covenants
factoring in the debt reduction funded from the IPO and scheduled
covenant step downs.

The stable rating outlook for NATC reflects Moody's expectation
that the company will realize some earnings growth and modest
improvement in credit metrics. The stable outlook also reflects
Moody's expectation that the company will delever and maintain
positive annual free cash flow.

Moody's could upgrade the company's ratings if it meaningfully
increases scale and revenue while reducing leverage.

Moody's could downgrade the company's ratings if leverage
(debt/EBITDA) increases to more than 5.0x, operating performance
deteriorates, or if the company's liquidity profile weakens.

NATC is a provider of Other Tobacco Products (OTP) in the United
States. The company operates two business segments: smokeless
products and smoking products. Additionally, its corporate parent
Turning Point Brands, Inc. (formerly North Atlantic Holding
Company, Inc.) operates a third segment called NewGen products. The
Smokeless products market consists of approximately four product
categories, which includes loose leaf chewing tobacco, Moist Snuff,
Moist Snuff Pouches and Snus. The smoking products consist of
various product categories, including cigarette papers, large
cigars, MYO cigar wraps and MYO cigar smoking tobacco, MYO
cigarette smoking tobacco and related products, and traditional
pipe tobacco. The NewGen products consist of various products, such
as liquid vapor products, tobacco vaporizer products and a range of
non-tobacco products and other non-nicotine products. Its portfolio
of brands includes Zig-Zag, Beech-Nut, Stoker's, Trophy, Havana
Blossom, Durango, Our Pride and Red Cap. Annualized revenues are
approximately $180 million.


NORTHERN OIL: Stockholders Elect 6 Directors
--------------------------------------------
At the 2016 annual meeting of shareholders of Northern Oil and Gas,
Inc., held on May 26, 2016, the shareholders:

   (1) elected Michael Reger, Lisa Bromiley, Robert Grabb, Delos
       Cy Jamison, Jack King and Richard Weber as directors;

   (2) ratified the appointment of Grant Thornton LLP as the
       Company's independent registered public accounting firm for
       the fiscal year ending Dec. 31, 2016;

   (3) approved an amendment to the Articles of Incorporation to
       increase the number of authorized shares of common stock;

   (4) approved an amendment to add shares to the 2013 Incentive
       Plan; and

   (5) approved, on an advisory basis, the compensation of the
       Company's executive officers as disclosed in the proxy
       statement distributed in connection with the 2016 Annual
       Meeting of Shareholders.

                        About Northern Oil

Northern Oil and Gas, Inc. is an exploration and production company
with a core area of focus in the Williston Basin Bakken and Three
Forks play in North Dakota and Montana.  More information about
Northern Oil and Gas, Inc. can be found at
http://www.NorthernOil.com/

Northern Oil reported a net loss of $975 million in 2015 following
net income of $164 million in 2014.

As of March 31, 2016, Northern Oil had $573 million in total
assets, $896 million in total liabilities and a total stockholders'
deficit of $323 million.


NOVABAY PHARMACEUTICALS: 2015 Bonuses Determined for Executives
---------------------------------------------------------------
Upon the completion of their performance reviews for 2015 on May
25, 2016, the 2015 bonuses for Thomas J. Paulson and Justin Hall
were determined.  The Compensation Committee of the Board applied
the criteria previously established in the Executive Officer Cash
Bonus Structure on March 4, 2016, and determined that a Company
performance achievement of 67% should be applied to the
pre-established bonuses for the NEOs.

The pre-established target bonuses for Thomas J. Paulson, NovaBay's
chief financial officer, corporate secretary and treasurer, and
Justin Hall, senior vice president and general counsel, are 30% of
annual base salary.

For 2015, Mr. Paulson gets a bonus of $69,000 while Mr. Hall has a
bonus of $41,000.

Additional information is available for free at:

                           https://is.gd/cApzEp

                     About NovaBay Pharmaceuticals

NovaBay Pharmaceuticals is a biopharmaceutical company focusing on
the commercialization of prescription Avenova lid and lash hygiene
for the domestic eye care market.  Avenova is formulated with
Neutrox which is cleared by the U.S. Food and Drug Administration
(FDA) as a 510(k) medical device.  Neutrox is NovaBay's proprietary
pure hypochlorous acid.  Laboratory tests show that hypochlorous
acid has potent antimicrobial activity in solution yet is non-toxic
to mammalian cells and it also neutralizes bacterial toxins.
Avenova is marketed to optometrists and ophthalmologists throughout
the U.S. by NovaBay's direct medical salesforce.  It is accessible
from more than 90% of retail pharmacies in the U.S. through
agreements with McKesson Corporation, Cardinal Health and
AmeriSource Bergen.

NovaBay reported a net loss of $18.97 million in 2015, a net loss
of $15.19 million in 2014 and a net loss of $16.04 million in
2013.

As of March 31, 2016, Novabay had $4.93 million in total assets,
$12.2 million in total liabilities, and a total stockholders'
deficit of $7.29 million.

OUM & Co. LLP in San Francisco, California, audited the
consolidated balance sheets of NovaBay Pharmaceuticals, Inc. as of
December 31, 2015 and 2014 and the related consolidated statements
of operations and comprehensive loss, stockholders' equity, and
cash flows for each of the three years in the period ended December
31, 2015.  The firm noted that the Company has suffered recurring
losses and negative cash flows from operations and has a
stockholders' deficit, all of which raise substantial doubt about
its ability to continue as a going concern.


NOVABAY PHARMACEUTICALS: Amendment to 2007 Incentive Plan Approved
------------------------------------------------------------------
On May 26, 2016, NovaBay Pharmaceuticals, Inc. reconvened its 2016
annual meeting of stockholders, which was adjourned on May 3, 2016,
to allow additional time for stockholders to consider Proposal 3,
and for the Company to solicit additional proxies on such matter.
At the Reconvened Annual Meeting, the Company's stockholders
considered Proposal 3, as amended by the Company's Board on May 16,
2016, which is described in more detail in the Company's proxy
statement filed with the Securities and Exchange Commission on
April 18, 2016, and the Proxy Statement supplement filed with the
SEC on May 17, 2016.

The stockholders approved the proposal regarding the amendment to
the 2007 Omnibus Incentive Plan, as amended, to increase the number
of shares reserved for issuance thereunder by 1,124,836 shares of
Company common stock.

                  About NovaBay Pharmaceuticals

NovaBay Pharmaceuticals is a biopharmaceutical company focusing on
the commercialization of prescription Avenova lid and lash hygiene
for the domestic eye care market.  Avenova is formulated with
Neutrox which is cleared by the U.S. Food and Drug Administration
(FDA) as a 510(k) medical device.  Neutrox is NovaBay's proprietary
pure hypochlorous acid.  Laboratory tests show that hypochlorous
acid has potent antimicrobial activity in solution yet is non-toxic
to mammalian cells and it also neutralizes bacterial toxins.
Avenova is marketed to optometrists and ophthalmologists throughout
the U.S. by NovaBay's direct medical salesforce.  It is accessible
from more than 90% of retail pharmacies in the U.S. through
agreements with McKesson Corporation, Cardinal Health and
AmeriSource Bergen.

NovaBay reported a net loss of $18.97 million in 2015, a net loss
of $15.19 million in 2014 and a net loss of $16.04 million in
2013.

As of March 31, 2016, Novabay had $4.93 million in total assets,
$12.2 million in total liabilities, and a total stockholders'
deficit of $7.29 million.

OUM & Co. LLP in San Francisco, California, audited the
consolidated balance sheets of NovaBay Pharmaceuticals, Inc. as of
December 31, 2015 and 2014 and the related consolidated statements
of operations and comprehensive loss, stockholders' equity, and
cash flows for each of the three years in the period ended December
31, 2015.  The firm noted that the Company has suffered recurring
losses and negative cash flows from operations and has a
stockholders' deficit, all of which raise substantial doubt about
its ability to continue as a going concern.


NOVABAY PHARMACEUTICALS: Signs New Employment Agreement with CEO
----------------------------------------------------------------
NovaBay Pharmaceuticals, Inc., and Mr. Mark Sieczkarek executed a
new employment agreement in connection with his appointment as the
Company's chief executive officer by the Board of Directors of the
Company, effective June 1, 2016.

The Employment Agreement provides for at-will employment and a term
commencing on June 1, 2016, and continuing for one year unless
earlier terminated.  The Employment Agreement includes an annual
base salary of $400,000 and an initial stock option award of
675,000 shares of the Company's common stock.  The Option will be
awarded at such time as the pool of stock options available
pursuant to the Company's 2007 Omnibus Incentive Plan is sufficient
to support such Option grant.  One-third of the shares subject to
the Option will vest on Jan. 31, 2017, in direct proportion to the
percentage achievement of the stated 2016 corporate goals, as
approved and determined by the Board.  The remaining two-thirds of
the shares subject to the Option shall vest in equal parts on Jan.
31, 2018, and 2019, subject to the successful completion of certain
performance criteria, to be determined by the Board in January of
each year.  Should the performance criteria be met, the Option will
be fully vested and exercisable on Jan. 31, 2019, subject to Mr.
Sieczkarek continuing to be employed by the Company through the
relevant vesting dates. Mr. Sieczkarek also will be entitled to a
stock option award, which shall be granted in January 2017, equal
to 6% of the aggregate number of shares issued pursuant to the
Company's warrants exercised during the 2016 calendar year.  The
Secondary Grant will completely vest on Jan. 31, 2017, in direct
proportion to the percentage achievement of the stated 2016
corporate goals, as approved and determined by the Board.

In addition, Mr. Sieczkarek will have the opportunity to earn an
annual performance bonus in an amount up to 50% of his Base Salary;
the final amount of the Annual Bonus shall be determined by the
Board or the Compensation Committee of the Board in consultation
with Mr. Sieczkarek, based upon mutually agreed, written
performance objectives.  The Committee will have the sole
discretion to pay any or all of the Annual Bonus in the form of
equity compensation.  Any such equity compensation will be issued
from the Plan and will be fully vested upon payment or issuance, as
the case may be.

Mr. Sieczkarek also will have the opportunity to earn a performance
bonus in an amount up to 25% of his Base Salary; the final amount
of the Long-Term Bonus will be determined by the Committee in
consultation with Mr. Sieczkarek, based upon mutually agreed,
written performance objectives.  The Committee shall have the sole
discretion to pay any or all of the Long-Term Bonus in the form of
equity compensation.  Any such equity compensation shall be issued
from the Plan and shall be fully vested upon payment or issuance,
as the case may be.

In the event the Company terminates Mr. Sieczkarek for cause or Mr.
Sieczkarek resigns, he will be entitled to any earned but unpaid
wages or other compensation (including reimbursements of his
outstanding expenses and unused vacation) earned through the
termination date.

Additional information is available for free at:

                    https://is.gd/cApzEp

                 About NovaBay Pharmaceuticals

NovaBay Pharmaceuticals is a biopharmaceutical company focusing on
the commercialization of prescription Avenova lid and lash hygiene
for the domestic eye care market.  Avenova is formulated with
Neutrox which is cleared by the U.S. Food and Drug Administration
(FDA) as a 510(k) medical device.  Neutrox is NovaBay's proprietary
pure hypochlorous acid.  Laboratory tests show that hypochlorous
acid has potent antimicrobial activity in solution yet is non-toxic
to mammalian cells and it also neutralizes bacterial toxins.
Avenova is marketed to optometrists and ophthalmologists throughout
the U.S. by NovaBay's direct medical salesforce.  It is accessible
from more than 90% of retail pharmacies in the U.S. through
agreements with McKesson Corporation, Cardinal Health and
AmeriSource Bergen.

NovaBay reported a net loss of $18.97 million in 2015, a net loss
of $15.19 million in 2014 and a net loss of $16.04 million in
2013.

As of March 31, 2016, Novabay had $4.93 million in total assets,
$12.2 million in total liabilities, and a total stockholders'
deficit of $7.29 million.

OUM & Co. LLP in San Francisco, California, audited the
consolidated balance sheets of NovaBay Pharmaceuticals, Inc. as of
December 31, 2015 and 2014 and the related consolidated statements
of operations and comprehensive loss, stockholders' equity, and
cash flows for each of the three years in the period ended December
31, 2015.  The firm noted that the Company has suffered recurring
losses and negative cash flows from operations and has a
stockholders' deficit, all of which raise substantial doubt about
its ability to continue as a going concern.


NRC US: Moody's Cuts CFR & Bank Credit Facility Rating to 'B3'
--------------------------------------------------------------
Moody's Investors Service downgraded the ratings of NRC US Holding
Company, LLC (NRC) including its Corporate Family Rating (CFR) and
Probability of Default Rating to B3 and Caa1-PD from B2 and B3-PD,
respectively. At the same time, ratings on NRC's bank credit
facility -- a senior secured revolving facility and term loan --
were downgraded to B3 from B2. The outlook is stable.

The downgrades reflect Moody's expectations for continued
under-performance for the remainder of 2016 and into 2017 driven by
lingering weakness across the energy sector. Domestic standby
services fell sharply in 2015 due to reduced activity (lower
equipment utilization) in the oil and gas industry as well as a
lack of large spills or emergency response incidents, leading to
financial covenant compliance issues under the bank credit
agreement. Several credit metrics through March 31, 2016 are weak
even for the B3 rating category, namely debt-to-EBITDA (over 6x)
and EBIT-to-interest (well below 1x). The company's key end markets
remain weak but Moody's doesn't expect significantly worsening
year-over-year conditions, leading to the anticipation of a
relatively flat 2016 in relation to 2015. Though covenant levels
were reset with the recent amendment, compliance concerns could
resurface in late 2017 if results fail to demonstrate at least
modest improvement.

Moody's took the following rating actions on NRC US Holding
Company, LLC:

-- Corporate Family Rating, downgraded to B3 from B2

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

-- Senior Secured Revolving Credit Facility, downgraded to B3
    LGD-3 from B2 LGD-3

-- Senior Secured Term Loan, downgraded to B3 LGD-3 from B2 LGD-3

-- Rating outlook changed to stable from negative

RATINGS RATIONALE

NRC's B3 CFR reflects the company's modest scale, currently weak
key end markets, volatility in its top-line and historically
aggressive acquisition-driven growth strategy. Project management
and standby revenues, estimated at 75% to 80% of total revenues,
are largely predictable and generate higher margins, however
revenues related to marine response activities are more
unpredictable and typically generate substantially lower margins.
Current market conditions have heightened competition (pricing and
number of prospective bidders), including from larger competitors
that are now more willing to take on smaller-scale projects to
improve fixed cost absorption.

The rating is supported by a high percentage of recurring revenues
driven by contractual services -- retainers and master service
agreements (MSA) -- that are mandated by various federal and state
regulations. Additionally, NRC has a business model that is capable
of generating solid levels of free cash flow ($10 million to $20
million annually) due to modest capital expenditure requirements.
The rating also reflects Moody's expectation for the company to
maintain its leading market position in the commercial oil spill
response sector, benefiting from the highest oil spill contractor
classification offered by the US Coast Guard.

NRC's liquidity profile is adequate with a cash balance around $10
million and approximately $13 million of availability under the
recently upsized revolving credit facility that is set to expire
March 2019. Moody's notes that the revolving facility is modestly
sized in relation to the company's revenue base. Free cash flow for
2016 is anticipated to be similar to last year's level of $5
million to $10 million.

The stable outlook reflects the high percentage of revenues
generated by retainers and MSAs which are driven by stringent and
increasing environmental regulations. The outlook also anticipates
that NRC will remain focused on cash management (working capital
and capital expenditure efficiencies) until market conditions
warrant a more growth-oriented approach.

With this recent action, upward rating momentum is limited at this
time. However, a marked improvement in margins and free cash flow
generation over the next 12-18 months could generate positive
rating pressure. Longer-term, reduced volatility in revenues would
also be viewed favorably. Quantitatively, debt-to-EBITDA in the 5x
range, EBIT-to-interest coverage comfortably over 1x and funds from
operations-to-debt in the low-double digits could lead to higher
ratings.

Increased volatility in revenues, expectations for sustained
negative cash flow or an erosion in the liquidity profile (e.g. the
return of covenant compliance issues or cash plus availability
under the revolving facility falling below $15 million) could lead
to further downward rating actions. Debt-to-EBITDA above 6x and
EBIT-to-interest remaining well below 1x for another 6-9 months
could also result in negative rating pressure.

NRC US Holding Company, LLC (NRC) is a global provider of
environmental, industrial, and emergency response solutions for the
marine transportation, oil and gas, chemical, industrial and rail
transportation industries. Primary business activities include
standby oil spill compliance and response and environmental and
industrial services (remediation, cleaning, decontamination,
maintenance and inspection activities). Revenues for the latest
twelve months ended March 31 2016 were approximately $200 million.
Since early 2012, NRC has been owned by funds affiliated with J.F.
Lehman and Company.


OUTER HARBOR: Wants Exclusive Plan Filing Period Moved to Sept. 28
------------------------------------------------------------------
Outer Harbor Terminal, LLC, asks the U.S. Bankruptcy Court for the
District of Delaware to extend period during which the Debtor has
the exclusive right to file a Chapter 11 plan by 120 days through
and including Sept. 28, 2016, and extending the period during which
the Debtor has the exclusive right to solicit acceptances of the
plan through and including Nov. 28, 2016, or approximately 61 days
after the expiration of the Exclusive Filing Period.

A hearing on the request is set for June 27, 2016, at 10:00 a.m.
(ET).  Objections to the request must be filed by June 14, 2016, at
4:00 p.m. (ET).

The Debtor's wind down has reached its final stages.  The Debtor
and its advisors are primarily focused on developing and proposing
a liquidation plan for the benefit of its creditors.  In that
regard, the Debtor notes that it has been able to finance the wind
down during this case using solely its cash on hand and revenues
generated from customer receivables and asset sales.  Thus, the
Debtor has not drawn on its DIP credit facility and currently does
not anticipate drawing on the DIP facility in the future.  In
addition, in connection with the formulation of a plan of
liquidation, the Debtor intends to request that the Court estimate
certain tax and labor or union-related claims currently in dispute.
If those claims are allowed in the amounts that the Debtor
believes are appropriate and legally justified, then, based upon
the Debtor's current estimates of allowable unsecured claims and
projections in connection with the remaining asset sales and
anticipated collections from customers, the Debtor may be able to
make a significant distribution to unsecured creditors.

In order to formulate a plan and estimate potential distributions
to creditors, however, the Debtor will first need to spend some
time analyzing and resolving the claims against the estate that
will impact the distributions under a plan or could otherwise
potentially affect the plan's feasibility.

The Debtor has been engaged in numerous activities, including
winding down the bankruptcy estate, rejecting leases and executory
contracts, marketing its remaining assets for sale, and addressing
transition issues.  The Debtor has pursued each of these steps
diligently in consultation with appropriate parties.  The
accomplishment of these tasks, as well as the Debtor's ongoing
efforts to analyze and resolve the claims against the estate, will
permit the Debtor to prepare and solicit support for an appropriate
Chapter 11 plan within the extended Exclusive Periods requested.

The Debtor's bankruptcy case is sufficiently complex to warrant the
extension of the Exclusive Periods.  The Debtor conducted its
operations pursuant to sophisticated agreements with the Port and
other parties, including leases of four berths and leases for
numerous pieces of cranes and other equipment.  Given the labor
intensive nature of these operations, the Debtor employed a large
number of personnel, and also utilized the services of a large
number of union laborers.  Finally, the Debtor's has been engaged
in a number of active litigation matters, including litigation
involving the Port, the City of Oakland, and labor unions.

Months following the Petition Date, the Debtor has resolved
disputes with the Port and certain secured creditors, ceased all
marine and terminal operations at the Port, and auctioned its major
equipment.  Indeed, the Debtor has achieved these results in a very
timely and efficient manner and, in doing so, has avoided drawing
on its DIP facility, further benefiting its creditors in the
process.  Going forward, the Debtor will focus its efforts on the
sale of remaining assets, collecting outstanding receivables from
its customers, and completing the winding down of its business
operations.  Accordingly, the Debtor has made significant progress
in achieving results that benefit the estate's stakeholders, which
warrants the requested extension of the Exclusive Periods.

The Debtor says it is now poised to productively move forward with
the next stage of the bankruptcy case, including selling its
remaining assets, reviewing and potentially resolving claims filed
by various parties (including requesting estimation of certain
claims, as necessary) and formulating a Chapter 11 plan.

The Debtor continues to make timely payments on its undisputed
postpetition obligations.

The Debtor is represented by:

      RICHARDS, LAYTON & FINGER, P.A.
      Mark D. Collins, Esq.
      Marisa A. Terranova Fissel, Esq.
      Andrew M. Dean, Esq.
      One Rodney Square
      920 North King Street
      Wilmington, DE 19801
      Tel: (302) 651-7700
      Fax: (302) 651-7701
      E-mail: collins@rlf.com
              terranova@rlf.com
              dean@rlf.com

                  and

      MILBANK, TWEED, HADLEY & McCLOY LLP
      Gregory A. Bray, Esq. (admitted pro hac vice)
      Thomas R. Kreller, Esq. (admitted pro hac vice)
      Haig M. Maghakian, Esq. (admitted pro hac vice)
      601 S. Figueroa Street, 30th Floor
      Los Angeles, CA 90017
      Tel: (213) 892-4000
      Fax: (213) 629-5063
      E-mail: gbray@milbank.com
              tkreller@milbank.com
              hmaghakian@milbank.com

                  and

      Dennis F. Dunne, Esq.
      Samuel A. Khalil, Esq.
      28 Liberty Street
      New York, NY 10005
      Tel: (212) 530-5000
      Fax: (212) 530-5219
      Email-: ddunne@milbank.com
              skhalil@milbank.com

                   About Outer Harbor Terminal

Outer Harbor Terminal, LLC -- aka Ports America Outer Terminal,
LLC, PAOH, and PAOHT -- is an Oakland, California-based port
operator.  It is a joint venture between Ports America and Terminal
Investment Ltd.

Outer Harbor is winding down operations.  Ports America is leaving
Oakland to concentrate its investments in other terminals that the
company operates in Tacoma, Los Angeles-Long Beach, New York-New
Jersey and Baltimore.

Oakland, California-based port operator Outer Harbor Terminal, LLC,
filed for Chapter 11 protection (Bankr. D. Del. Case No. 16-10283)
on Feb. 1, 2016.  The petition was signed by Heather Stack, chief
financial officer.  The Hon. Laurie Selber Silverstein is the case
judge.

The Debtor scheduled $103 million in assets and $370 million in
debt.

Milbank, Tweed, Hadley & Mccloy LLP is the Debtor's general
counsel.  Mark D. Collins, Esq., at Richards, Layton & Finger,
P.A., serves as its Delaware counsel.  Prime Clerk LLC is the
claims and noticing agent.


PACIFIC SUNWEAR: Class, PAGA Claimants Want Leave to File Claims
----------------------------------------------------------------
Charles Pfeiffer and Tamaree Beeney, each in their individual and
representative capacities ("Class and PAGA Claimants") ask the U.S.
Bankruptcy Court for the District of Delaware for leave to file one
or more class proofs of claim.

The Class and PAGA Claimants seek authority to file Class Proofs of
Claim for all monetary components of the relief sought in each of
the Beeney Action and the Pfeiffer Action, including money damages,
restitution, statutory and civil penalties, and any claim for
counsel fees and expenses.

The Class and PAGA Claimants also seek the Court's permission to
file separate class claims for the portion of Class members' claims
entitled to priority under section 507(a) of the Bankruptcy Code,
and for the balance of the non-priority claims of Class members.

The Class and PAGA Claimants contend that they are timely seeking
relief from the Court for leave to file the Class Proof of Claim in
advance of the Bar Date, which was set on June 13, 2016 at 5:00
p.m.

"The nature of the proposed class and class members' claims present
ideal circumstances to permit the use of class action procedures
within these chapter 11 cases.  The Class initially is defined as
all hourly, non-exempt employees of the Debtors working in retail
locations in the State of California from March 2007 through
February 2016...  Each Class Member has claims based on identical
facts, in that they are based on the widespread labor code
violations committed by the Debtors in their role as employer of
each Class Member.  The Class is extraordinarily numerous, spanning
all hourly, non-exempt employees of the Debtors working in retail
locations of the State of California over a period of nearly nine
years, from March 2007 through at least February 2016, and indeed
including through the Petition Date to the present time...  The
monetary claims for members of the Class in general are relatively
small figures on a per-claimant basis, such that the ordinary
bankruptcy bar date and proof of claim process would, as a
practical matter, deprive class members of precisely the kind of
protections that Rule 23, by operation of Bankruptcy Rule 7023, is
designed to prevent," the Class and PAGA Claimants aver.


The Class and PAGA Claimants' Motion is scheduled for hearing on
June 8, 2016 at 10:00 a.m.  The deadline for the filing of
objections to the Class and PAGA Claimants' Motion is set on June
1, 2016 at 4:00 p.m.

The Class and PAGA Claimants are represented by:

          Steven K. Kortanek, Esq.
          DRINKER BIDDLE & REATH LLP
          222 Delaware Avenue, Suite 1410
          Wilmington, DE 19801
          Telephone: (302)467-4200
          E-mail: steven.kortanek@dbr.com
                  joseph.argentina@dbr.com

                  - and -

          James H. Millar, Esq.
          DRINKER BIDDLE & REATH LLP
          1177 Avenue of the Americas, 41st Floor
          New York, NY 10036
          Telephone: (212)248-3140
          E-mail: james.millar@dbr.com

                  - and -

         Stacy A. Lutkus, Esq.
         DRINKER BIDDLE & REATH LLP
         321 Great Oaks Blvd.
         Albany, NY 12203
         Telephone: (518)452-8787
         E-mail: stacy.lutkus@dbr.com

                       About Pacific Sunwear

Founded in 1982 in Newport Beach, California, as a surf shop,
Pacific Sunwear of California, Inc., operates in the teen and
young
adult retail sector, selling men's and womens apparel,
accessories,
and footwear. The Company went public in 1993 (NASDAQ: PSUN), and
peaked with 965 stores in 2006. At present, the Company has
approximately 593 retail locations nationwide under the names
"Pacific Sunwear" and "PacSun," which stores are principally in
mall locations. The Company has 2,000 full-time workers. Through
its ecommerce business, the Company operates an e-commerce site at
http://www.pacsun.com/        

On April 7, 2016, Pacific Sunwear of California, Inc., and two
affiliated debtors each filed a voluntary petition for relief
under
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy
Court
for the District of Delaware.  The cases are jointly administered
under Case No. 16-10882 and are pending before the Honorable
Laurie
Selber Silverstein.

The Debtors sought Chapter 11 protection with a Chapter 11 plan
that would convert debt into equity.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys; FTI Consulting, Inc.,
as financial advisor; Guggenheim Securities, LLC, as investment
banker; and Prime Clerk LLC as claims and noticing agent.


PACIFIC SUNWEAR: Files Conflict Mineral Report
----------------------------------------------
Pacific Sunwear of California, Inc. filed with the Securities and
Exchange Commission a Conflict Minerals Report for the period from
January 1, 2015 through December 31, 2015.

"We are required to make a filing under the Conflict Minerals Rule
because, during the period from January 1, 2015 to December 31,
2015 (the “Relevant Period”), we contracted to manufacture
certain products (our “In-Scope Products”) which contained 3TG
that were necessary to the functionality or production of the
In-Scope Products (“Necessary 3TG”). However, 3TG constitute
only a small portion of the materials content of the In-Scope
Products and a significant portion of our products do not contain
any 3TG. For the Relevant Period, we determined that the majority
of our products (by product numbers and by units produced) did not
contain 3TG and were not in-scope for purposes of our compliance
with the Conflict Minerals Rule," PacSun said.

A copy of the report is available at http://goo.gl/INQwH7

                       About Pacific Sunwear

Founded in 1982 in Newport Beach, California as a surf shop,
Pacific Sunwear of California, Inc. operates in the teen and young
adult retail sector, selling men's and womens apparel, accessories,
and footwear. The Company went public in 1993 (NASDAQ: PSUN), and
peaked with 965 stores in 2006. At present, the Company has 593
retail locations nationwide under the names "Pacific Sunwear" and
"PacSun," which stores are principally in mall locations. The
Company has 2,000 full-time workers. Through its ecommerce
business, the Company operates an e-commerce site at
http://www.pacsun.com/       

On April 7, 2016, Pacific Sunwear of California, Inc., and two
affiliated debtors each filed a voluntary petition for relief
under Chapter 11 of the U.S. Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Delaware.  The cases are
jointly administered under Case No. 16-10882 and are pending
before the Honorable Laurie Selber Silverstein.

The Debtors sought Chapter 11 protection with a Chapter 11 plan
that would convert debt into equity.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys; FTI Consulting, Inc.,
as financial advisor; Guggenheim Securities, LLC, as investment
banker; and Prime Clerk LLC as claims and noticing agent.


PACIFIC SUNWEAR: PAGA Claimants Want Claims Allowed for Voting
--------------------------------------------------------------
Charles Pfeiffer and Tamaree Beeney, each in their individual and
representative capacities ("Class and PAGA Claimants") ask the U.S.
Bankruptcy Court for the District of Delaware, to cause the
estimation and temporary allowance of the claims of the Class and
PAGA Claimants for the purpose of voting on the Joint Plan of
Reorganization of Pacific Sunwear of California, Inc., and its
affiliated debtors.

Charles Pfeiffer commenced the Pfeiffer Action by filing an
enforcement action under the California Labor Code Private
Attorneys General Act of 2004 ("PAGA") against Pacific Sunwear of
California, Inc., Pacific Sunwear Stores Corporation ("PacSun
Defendants"), and Does 1 through 10 in the Riverside County
Superior Court on behalf of himself, the State of California, and
all aggrieved employees of the PacSun Defendants against whom one
or more of the alleged California Labor Code violations are
committed.

Tamaree Beeney commenced the Beeney Action by filing a class action
complaint against the PacSun Defendants and Does 1 through 10 in
the Orange County Superior Court on behalf of herself and more than
23,000 putative class members employed as non-exempt, hourly
employees at the PacSun Defendants' stores in California from March
18, 2007 to the present, and also as a proxy for the State of
California under PAGA on behalf of all aggrieved employees.   

"Each of the Class Action/PAGA Actions seeks damages and/or PAGA
penalties for violations of the California Labor Code, the
California Code of Regulations, and the California Business &
Professions Code including unpaid overtime, unpaid meal period
premiums, unpaid rest premiums, missed rest breaks, missed meal
breaks, unpaid minimum wages, unpaid reporting time pay, improper
wage statements, unpaid business expenses, wages not timely paid
upon termination, wages not timely paid during employment, and/or
failure to provide seating.  Where the California Labor Code does
not provide for a penalty, PAGA establishes a civil penalty of $100
for each aggrieved employee per pay period for the initial
violation, and $200 for each aggrieved employee per pay period for
each subsequent violation... Because the Class and PAGA Claimants
assert that the violations at issue in the Class Action/PAGA
Actions were committed against more than 29,000 aggrieved employees
for a period of six years or more, the value of the PAGA penalties
alone comprise tens of millions of dollars," the Class and PAGA
Claimants contend.

The Class and PAGA Claimants tell the Court that they seek the
entry of an order estimating and temporarily allowing the claims of
the Class and PAGA Claimants against the Debtors' estates ("Class
and PAGA Claims") in an amount equal to the full dollar amount of
the class proofs of claim that the Class and PAGA Claimants intend
to file on or before the June 13, 2016 Bar Date and in accordance
with the Bar Date Order for the purpose of the dollar amount of
such claims' votes with respect to the Debtors' Plan.

The Class and PAGA Claimants' Motion is scheduled for hearing on
June 8, 2016 at 10:00 a.m.  The deadline for the filing of
objections to the Class and PAGA Claimants' Motion is set on June
1, 2016 at 4:00 p.m.

The Class and PAGA Claimants are represented by:

          Steven K. Kortanek, Esq.
          DRINKER BIDDLE & REATH LLP
          222 Delaware Avenue, Suite 1410
          Wilmington, DE 19801
          Telephone: (302)467-4200
          E-mail: steven.kortanek@dbr.com
                  joseph.argentina@dbr.com

                  - and -

          James H. Millar, Esq.
          DRINKER BIDDLE & REATH LLP
          1177 Avenue of the Americas, 41st Floor
          New York, NY 10036
          Telephone: (212)248-3140
          E-mail: james.millar@dbr.com

                  - and -

         Stacy A. Lutkus, Esq.
         DRINKER BIDDLE & REATH LLP
         321 Great Oaks Blvd.
         Albany, NY 12203
         Telephone: (518)452-8787
         E-mail: stacy.lutkus@dbr.com

                       About Pacific Sunwear

Founded in 1982 in Newport Beach, California, as a surf shop,
Pacific Sunwear of California, Inc., operates in the teen and
young
adult retail sector, selling men's and womens apparel,
accessories,
and footwear. The Company went public in 1993 (NASDAQ: PSUN), and
peaked with 965 stores in 2006. At present, the Company has
approximately 593 retail locations nationwide under the names
"Pacific Sunwear" and "PacSun," which stores are principally in
mall locations. The Company has 2,000 full-time workers. Through
its ecommerce business, the Company operates an e-commerce site at
http://www.pacsun.com/        

On April 7, 2016, Pacific Sunwear of California, Inc., and two
affiliated debtors each filed a voluntary petition for relief
under
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy
Court
for the District of Delaware.  The cases are jointly administered
under Case No. 16-10882 and are pending before the Honorable
Laurie
Selber Silverstein.

The Debtors sought Chapter 11 protection with a Chapter 11 plan
that would convert debt into equity.

The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys; FTI Consulting, Inc.,
as financial advisor; Guggenheim Securities, LLC, as investment
banker; and Prime Clerk LLC as claims and noticing agent.


PANDA SHERMAN: S&P Withdraws 'B-' Rating After Refinancing
----------------------------------------------------------
S&P Global Ratings said it withdrew its 'B-' rating on Panda
Sherman Power LLC.  The rating had been on CreditWatch, where S&P
placed it with negative implications on April 8, 2016.  S&P also
withdrew the recovery rating of '2'.

The withdrawal stems from the issued debt tranches recently having
been paid down after a refinancing.  This project, as with most
generators in the Electric Reliability Council of Texas market, had
faced considerable weakness in the past year and a half as spark
spreads in the state had weakened amid considerable renewable
growth, demand weakness, and less extreme weather.  S&P had placed
the project on CreditWatch negative in April 2016 after the company
breached its debt service coverage ratio covenant for the second
quarter.

The rating withdrawal does not affect the ratings of Panda Temple
Power LLC and Panda Temple II Power LLC because they are separately
financed projects even though they are owned by the same sponsor.



PEABODY ENERGY: Sues Bowie Over Collapse of $358M Mine Sale
-----------------------------------------------------------
Jacqueline Palank, writing for Daily Bankruptcy Review, reported
that Peabody Energy Corp. is suing Bowie Resource Holdings LLC over
the collapse of its $358 million offer to acquire Peabody's
Colorado and New Mexico mines, which preceded Peabody's bankruptcy
filing.

According to the report, the lawsuit, filed June 1 in the U.S.
Bankruptcy Court in St. Louis, seeks to collect a $20 million
termination fee from Bowie, plus interest, costs and expenses,
court papers show.

According to Peabody, the deal fell apart when Bowie failed to line
up financing for the cash purchase price.  It says Bowie -- a unit
of Louisville, Ky.-based coal mining company Bowie Resource
Partners LLC -- has so far refused to pay the termination fee that
was negotiated in connection with the sale, the report related.

The proposed sale, announced in November, of Peabody's Twentymile
mine in Colorado and its El Segundo and Lee Ranch mines in New
Mexico came in connection with other cost-cutting efforts as
Peabody last year sought to restructure its debt without a
bankruptcy filing, the report further related.  In its announcement
of the deal, Bowie touted the acquisition as doubling the size of
its coal output to 25 million tons a year, the report said.

                 About Peabody Energy Corporation

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company.  As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia.  The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine in Australia.  In addition to its mining operations, the
Company markets and brokers coal from other coal producers, both
as principal and agent, and trade coal and freight-related
contracts through trading and business offices in Australia,
China, Germany, India, Indonesia, Singapore, the United Kingdom
and the U.S.

Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.

At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $918.5 million.

On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code.  The 154 cases are pending joint
administration before the Honorable Judge Barry S. Schermer under
Case No. 16-42529 in the U.S. Bankruptcy Court for the Eastern
District of Missouri.

As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.

The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.

The Office of the U.S. Trustee appointed seven creditors of
Peabody
Energy Corp. to serve on the official committee of unsecured
creditors.  The Committee is represented by:

     Dimitra Doufekias, Esq.
     MORRISON & FOERSTER LLP
     2000 Pennsylvania Avenue
     NW Suite 6000
     Washington DC
     Telephone: (202) 887-1500
     Facsimile: (202) 887-0763

          - and -

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

Counsel to Citibank, N.A. as Administrative Agent and L/C Issuer
under the Debtors' Postpetition Secured Credit Facility and as
Administrative Agent, Swing Line Lender and L/C Issuer under the
Debtors' Prepetition Secured Credit Facility:

     DAVIS POLK & WARDWELL LLP
     Michael J. Russano, Esq.
     450 Lexington Avenue
     New York, NY 10017
     Tel: (212) 450-4000
     Fax: (212) 607-7983
     E-mail: michael.russano@davispolk.com

Local Counsel to Citibank, N.A. as Administrative Agent and L/C
Issuer under the Postpetition Secured Credit Facility and as
Administrative Agent, Swing Line Lender and L/C Issuer under the
Prepetition Secured Credit Facility:

     BRYAN CAVE
     Laura Uberti Hughes, Esq.
     One Metropolitan Square
     211 North Broadway, Suite 3600
     St. Louis, MO 63102
     Tel: (314) 259-2000
     Fax: (314) 259-2020
     E-mail: Laura.hughes@bryancave.com


PENINSULA HOLDINGS: Hires FTI Consulting as Expert Witness
----------------------------------------------------------
Peninsula Holdings, LLC, asks for authorization from the U.S.
Bankruptcy Court for the District of Colorado to employ FTI
Consulting as an expert witness to assist the Debtor's special
counsel, Appel, Lucas & Christensen, P.C.

The Debtor also needs FTI to provide analysis and testimony
regarding the Debtor's damages.  The Debtor requires the services
of an experienced financial professional who can provide expert
testimony regarding the calculation of the Debtor's damages.  The
Debtor will require professional services in order to rebut expert
testimony offered by the defendants.

The Debtor has selected Steven J. Hazel of FTI Consulting to serve
as its damages expert.  The Debtor engaged FTI Consulting on Oct.
4, 2015.  The Debtor intends to take advantage of professional's
prior work on these issues and the savings that will be realized
therefrom.

The Debtor requires the assistance immediately, and has requested
that Mr. Hazel start reviewing documents and conducting research in
order to be able to provide the needed services as soon as
possible, as the Debtor's expert designation and report are due on
May 27, 2016.  Therefore, the Debtor requests that Mr.  Hazel's
retention be authorized, nunc pro tunc, to May 27, 2016.

Mr. Hazel holds a prepetition claim in the amount of $53,885.11 for
services rendered prior to the Petition Date.  The Debtor does not
believe that Mr. Hazel's engagement under Section 327(e) is
strictly necessary, or is at least debatable, but out of an
abundance of caution, and because there does not appear to be
controlling case law in this District, seeks authority.

Mr. Hazel, a professional forensic accounting consultant employed
with FTI, assures the Court that the firm doesn't hold nor
represent any interest adverse to the Debtor or its estate with
respect to the matters on which the firm is to be employed in this
case.

Mr. Hazel can be reached at:

      Steven J. Hazel
      FTI Consulting
      633 W. 5th Street, Suite 1600
      Los Angeles, CA, 90071-2027
      Tel: (213) 452 6351
      Fax: (213) 689 1220
      E-mail: steven.hazel@fticonsulting.com

Peninsula Holdings, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. D. Colo. Case No. 16-11466) on Feb. 23, 2016.


PENN PRODUCTS: Moody's Cuts Ratings on $750MM Secured Loans to Ba3
------------------------------------------------------------------
Moody's Investors Service has downgraded the rating for Penn
Products Terminals, LLC's (PPT or Borrower or Company) senior
secured credit facilities to Ba3 from Ba2. The downgrade is driven
by the Borrower's weaker than expected operating and financial
performance resulting in lower margins and related cash flow. The
outlook is stable.

The senior secured credit facilities are comprised of a $600
million senior secured term loan B, due in April 2022 (about $534.0
million currently outstanding), and a $150 million senior secured
revolving credit facility, due in April 2020. PPT is owned by an
affiliate of ArcLight Energy Partners Fund VI, LP (ArcLight or
Sponsor).

RATINGS RATIONALE

Moody's said, "The rating downgrade to Ba3 principally reflects
PPT's financial underperformance compared to our original
expectations and our belief that PPT will continue to underperform
relative to those original expectations. Specifically, volumes in
both PPT's business lines (Wholesale Distribution and Third Party
Storage & Services) were lower during 2015 relative to 2014 with
the volume decline continuing during first quarter 2016. The lower
volumes were due to several factors, including over-supply in the
Midwest refining market, the related price differentials between
the Midwest and East Coast markets, causing a shift in volumes in
the western Pennsylvania market area with the new Allegheny Access
Pipeline (Allegheny) coming on line in October 2015, and due to
weather year over year with heating degree days approximately 25%
warmer in 2015 relative to 2014. To a lesser extent, volumes in the
western Pennsylvania terminals declined due to throughput customers
trucking refined products at a lower cost from alternative
terminals in Ohio. Additionally, wholesale volumes and gross profit
were below expectations, primarily owing to lower margins on diesel
and other refined products caused by continued high refinery
utilization factors and lower demand."

Collectively, these factors caused PPT's revenue and EBITDA during
2015 to be well below both the issuer's and Moody's base case
forecast. Moody's calculates full year 2015 EBITDA at about $97
million, about 9.0% below its base case forecast of $106 million
and substantially below management's case of $135 million.
Management's current budget for 2016 shows modest improvement in
EBITDA, but Moody's expects performance will remain lower than
originally expected for the intermediate term due in part to the
competition from Allegheny. Moody's believes that Allegheny is a
potential game changer for PPT because it provides an alternative
way to move volumes from the Midwest to the East potentially
impacting PPT's volumes on a permanent basis.

The PPT Term Loan has one financial covenant, a maximum leverage
covenant prohibiting Net Debt to EBITDA to exceed 6.0 times.
Importantly, there is also a distribution test requiring Net Debt
to EBITDA to be less than 4.5 times in order for a distribution to
be paid. Since ArcLight acquired PPT during the second quarter of
2015, the covenant calculation used management's base case forecast
for EBITDA for the first and second quarters of 2015, resulting in
EBITDA being $103 million. The company remains in compliance with
its leverage covenant.

On a positive note, PPT is free cash flow positive and has been
using its excess cash to delever. Since financial close in April
2015, PPT has paid off the outstandings under the revolving credit
facility and has reduced the Term Loan B balance by 11%, or $66
million, to about $534 million from $600 million. While there is no
required sweep of excess cash flow, only a 1% scheduled
amortization, the voluntary deleveraging enables PPT to remain in
compliance with the 6.0 times leverage covenant despite the weaker
financial performance and should eventually enable PPT to pay a
distribution to ArcLight once the 4.5 times threshold is met.

Moody's said, "The stable outlook reflects this deleveraging and
our expectations that the deleveraging will continue in the
intermediate term until the issuer's leverage is comfortably below
4.5x Net Debt to EBITDA."

Given the recent downgrade, the rating is not likely to move up in
the intermediate term. Positive trends that could lead us to
consider an upgrade would include signing of longer term contracts
that would provide for greater certainty to the cash flows, and
reaching higher volumes and margins on a sustained basis, which
lead to substantially better results than the projected financial
performance.

The rating could face downward pressure if the expected continued
deleveraging does not occur, if there were to be greater exposure
to commodity price volatility, if substantial operating performance
difficulties surfaced, if volumes continue to decline or if margins
compressed on a sustained basis leading to weaker credit metrics.

Penn Products Terminals, LLC (PPT) owns and operates a network of
12 refined products storage terminals in Pennsylvania with over 9
MMBbls of storage capacity. Founded in 1924, PPT primarily stores
gasoline, diesel fuel, heating oil, and other refined products for
sale to end users in Pennsylvania. In April 2015, PPT was acquired
by an affiliate of ArcLight Energy Partners Fund VI, LP (ArcLight).
ArcLight is an affiliate of ArcLight Capital, which is an
energy-focused investment firm formed in 2001. The firm has
invested over $3.8 billion in midstream infrastructure, including
storage terminals, pipelines and gathering/processing systems.


PETROLEUM PRODUCTS: Wants Oct. 3 Exclusive Plan Filing Deadline
---------------------------------------------------------------
Petroleum Products & Services, Inc., dba Wellhead Distributors
International, asks the U.S. Bankruptcy Court for the Southern
District of Texas to extend the exclusive period under which the
Debtor may file a plan of reorganization for a period of 90 days,
from July 5, 2016, until Oct. 3, 2016, and for and Dec. 2, 2016, in
which to confirm a plan.

On April 22, 2016, the Debtor filed its motion to estimate the
claim of China Petroleum Technology & Development Corporation for
purposes of allowance, distribution and voting pursuant to 11
U.S.C. Section 502(C), which is currently pending before the Court.
Claims alleged by CPTDC in the litigation (although highly
disputed) are potentially substantial and allowance of the same
could significantly impact any plan filed by the Debtor.  Thus, the
Estimation Motion must be resolved before the Debtors can confirm a
plan.  

Mediation is scheduled for June 20, 2016, and a status conference
to determine whether the mediation was successful is scheduled for
June 28, 2016.  Accordingly, the Debtor will not be able to prepare
and file a meaningful Chapter 11 Plan prior to the expiration of
the current exclusivity period.  Thus, Debtor requests an extension
of the exclusive period in which the Debtor may file a plan until
Oct. 3, 2016, and through Dec. 2, 2016, to confirm it Chapter 11
Plan.

Claims alleged by CPTDC in the CPTDC Litigation are potentially
substantial and allowance of the same could significantly impact
any plan filed by the Debtor.  The terms of any plan of
reorganization filed by the Debtor will be dependent on resolution
of the Estimation Motion.

The justifications for an extension include:

      a. This is the Debtor's first request for an extension of
         the Exclusivity Period;

      b. Only a short period of time has elapsed since the
         commencement of the case;

      c. The Debtor is timely pursuing a prompt
         resolution/mediation of the Estimation Motion;

      d. The Debtor continue to pay its post-petition obligations
         as they become due and remains in compliance with its
         duties as a debtor in possession;

      e. The Debtor is making monthly adequate protection payments

         to its secured lender;

      f. The Debtor has, in good faith, made progress towards
         reorganization by generating additional monthly income
         since the case was filed; and

      g. The Debtor cannot confirm a plan absent resolution of the

         Estimation Motion.  This is an unresolved contingency.  A

         hearing on this motion will not occur prior to the
         expiration of the Debtors' Exclusivity Period to file a
         plan;

      h. The Debtor is not seeking an extension to pressure
         creditors into accepting its reorganization demands;

      i. The requested extension would not prejudice the interests

         of creditors; and

      j. The burden on the Debtor's estate of an extension is de
         minimis.

The Exclusivity Period under Sections 1121(b) and (c) in which the
Debtors may file a plan until Oct. 3, 2016, and through Dec. 2,
2016, to confirm a Chapter 11 Plan and grant other and further
relief as is just and proper.

The Debtor is represented b:

         HOOVER SLOVACEK LLP
         Edward L. Rothberg, Esq.
         T. Josh Judd, Esq.
         5847 San Felipe, Suite 2200
         Houston, Texas 77057
         Tel: (713) 977-8686
         Fax: (713) 977-5395

                      About Petroleum Products

Petroleum Products & Services, Inc. (dba Wellhead Distributors
Int'l and dba WDi) distributes API-6A wellhead equipment and valves
used in the petroleum and natural gas industries.

The Company filed a Chapter 11 bankruptcy petition (Bankr. S.D.
Tex., Case No. 16-31201) on March 4, 2016.  Alejandro Kiss signed
the petition as president.  The Debtor estimated assets in the
range of $10 million to $50 million and liabilities of at least $10
million.

The Debtor has engaged Hoover Slovacek, LLP, as counsel and Hirsch
Westheimer, P.C., as special litigation counsel.


PHOENIX BRANDS: U.S. Trustee Forms 5-Member Committee
-----------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on June 1 appointed
five creditors of Phoenix Brands LLC and its affiliates to serve on
the official committee of unsecured creditors.

The committee members are:

     (1) XPO Logistics Worldwide, LLC
         Attn: Richard EF Valitutto
         4035 Piedmont Pkwy.
         High Point, NC 27265
         Phone: 336-232-4128
         Fax: 336-217-1847

     (2) DS Containers, Inc.
         Attn: Mark J. Baiocchi
         1789 Hubbard Ave.
         Batavia, IL 60510
         Phone: 630-406-9600
         Fax: 630-406-1438

     (3) Akzo Nobel Surface Chemistry LLC
         Attn: Keith Porapaiboon
         525 W. Van Buren
         Chicago, IL 60640
         Phone: 312-544-7472
         Fax: 312-544-7379

     (4) International Paper
         Attn: Mark Wilkund
         1740 International Dr.
         Memphis, TN 38197
         Phone: 901-419-1299

     (5) Berry Plastics Corporation
         Attn: Tammy Alstadt
         101 Oakley St.
         Evansville, IN 47710
         Phone: 812-306-2423
         Fax: 812-250-0861

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 Phoenix Brands

Phoenix Brands LLC and its three affiliates sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the District of Delaware (Delaware) (Case Nos. 16-11242 to
16-11245) on May 19, 2016.  The petitions were signed by William
Littlefield, CEO and President.

The cases are assigned to Judge Brendan Linehan Shannon. A motion
for joint administration of the Chapter 11 cases is pending.  

The Debtors tapped Pachulski Stang Ziehl & Jones LLP as local
counsel; Houlihan Lokey as investment banker; Getzler Henrich &
Associates LLC as financial advisor; Hunterpoint LLP as CRO
provider; and Osler, Hoskin & Harcourt LLP as Canadian Counsel.

The Debtor estimated both assets and liabilities in the range of
$10 million to $50 million.


PHOENIX RIT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Phoenix RIT LLC
        1 Landmark Square #18
        Stamford, CT 06901

Case No.: 16-11353

Chapter 11 Petition Date: June 1, 2016

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

Judge: Hon. Brendan Linehan Shannon

Debtor's          
General
Bankruptcy
Counsel:          MORRISON COHEN LLP

Debtor's
Local
Counsel:          Laura Davis Jones, Esq.
                  PACHULSKI STANG ZIEHL & JONES LLP
                  919 N. Market Street, 17th Floor
                  Wilmington, DE 19801
                  Tel: 302 652-4100
                  Fax: 302-652-4400
                  E-mail: ljones@pszjlaw.com

Debtor's          
Investment
Banker:           HOULIHAN LOKEY

Debtor's          
Financial
Advisor:          GETZLER HENRICH & ASSOCIATES LLC

Debtor's          
CRO Provider:     HUNTERPOINT LLC

Debtor's          
Canadian
Counsel:          OSLER, HOSKIN & HARCOURT LLP

Estimated Assets: $0 to $50,000

Estimated Liabilities: $10 million to $50 million

The petition was signed by Peter A. Furman, chief restructuring
officer.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Fifth Street Finance Corp.             Holder of      $41,113,528
Attn: General Counsel                Subordinated
10 Bank St. 12th Floor                Debt lender
White Plains, NY 10606
Tel: 914-286-6800
Fax: 91-328-4214
E-mail: mshannon@fifthstreetfinance.com

Alpla, Inc.                          Goods, Services   $1,375,753
289 Highway 155 South
McDonough, GA 30253
Fax: 770-305-7200
E-mail: octavia.chisolm@alpla.com

Marietta Corporation                 Goods, Services     $622,708
106 Central Ave.
Cortland, NY 13045
E-mail: asmith@KIKcorp.com

Menlo Worldwide Logistics            Goods, Services     $561,996
1717 NW 21st Ave
Portland, OR 97209
E-mail: jeff.harris@email.xpo.com

DS Container                         Goods, Services     $535,746
1789 Hubbard Avenue
Batavia, IL 60510
Fax: 630-406-1438
E-mail: jduffy@dscontainers.com

Menlo Warehouse                      Goods, Services     $379,846
1717 NW 21st Ave
Portland, OR 97209
E-mail: jeff.harris@email.xpo.com

Chase Products Co.                   Goods, Services     $337,881
P.O. Box 70
Maywood, IL 60153
Fax: 708-865-0230
E-mail: Janette.Gonzalez@chaseproducts

Cygnus Corp.                         Goods, Services     $322,912
340 East 138th Street
Riverdale, IL 60827
E-mail: asmith@KIKCorp.com

AKZO Chemical Corp.                  Goods, Services     $266,449
525 West Van Buren
Chicago, IL 60607
E-mail: Mary.Allen@akzonobel.com

International Paper                  Goods, Services     $217,404
E-mail: paige.craig@ipaper.com

Givaudan Fragrances Corp.            Goods, Services     $146,375
E-mail: vincent.denicola@givaudan.com

Berry Plastics Corp.                 Goods, Services     $143,517
E-mail: genaborders@berryplastics.com

AC Nielsen Inc.                      Goods, Services     $126,928
E-mail: Zion.Thomas.apnielsen.com

Multi-Color Graphics                 Goods, Services     $111,091
Email" sena.gadagbui@mcclabel.com

Aakash Chemicals                     Goods, Services      $85,687
E-mail: keith@aakashchemicals.com

Korex Chicago, LLC                   Goods, Services      $70,753
E-mail: Richard.Carmichael@Korex-us.com

Stepan Company                       Goods, Services      $61,050
E-mail: WMolley@stepan.com

Sommer Metalcraft Corp.              Goods, Services      $35,437
E-mail: marty.shaw@somercorp.com

Adesso Solutions Inc.                Goods, Services      $30,051
E-mail: bblaney@adesso-solutions.com

Shell Chemical LLP                   Goods, Services      $28,015
E-mail: Natalie.Harrison@shell.com


PICO HOLDINGS: Bloggers Want Ray Marino as CEO
----------------------------------------------
By Geoffrey J. Bailey -- gjbaileypb@hotmail.com -- PICO Holdings,
Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a diversified
holding company reporting recurring losses since 2008. PICO owns
57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water Company, Inc., a
securities portfolio and various interests in small businesses.
PICO has $664 million in assets and $434 million in shareholder
equity. Central Square Management LLC and River Road Asset
Management LLC collectively own more than 14% of PICO. Other
activists at http://ReformPICONow.com/have taken to the Internet
to advance the shareholder cause.

The bloggers remind readers that the PICO Executives are not
incentivized to create value for shareholders. "The Legacy Comp
Committee, comprised of Carlos Campbell, Michael Machado and Eric
Speron, have burdened PICO with the criminal Hart Compensation
Scheme, which will cost us dearly in economic terms and misaligns
executive interests' with those of PICO shareholders. Recall that
Mr. Hart has 5 years to sell PICO assets above carrying value,
during which time he will receive an annual base salary of $1
million. After 5 years, PICO has to offer Mr. Hart a similar
contract or pay him $5 million cash. This arrangement does not
incentivize Mr. Hart to move expeditiously.

We are sure that hedge funds have been blowing up Mr. Hart's phone
with generous job offers. But The Juicer still has $225 million in
value left to destroy at PICO -- so we don't expect him to go
anywhere soon."

The bloggers say that PICO should remove CEO John Hart and install
its current Chair Raymond Marino in his place. "As best we can
tell, Mr. Marino is retired, so he has the time and energy to
manage the monetization of PICO assets. Mr. Marino is of impeccable
character and an excellent businessman. When it comes to West Coast
real estate, Mr. Marino is as good as they come. And unlike Legacy
Directors and Executives, Mr. Marino is willing to increase his
alignment with shareholders, purchasing 5,000 PICO shares in late
March.

From 1992 to 2000, Mr. Marino worked at Pacific Gateway Properties
-- a California REIT, concentrated in Northern California/Bay Area.
Mr. Marino helped resuscitate PGP from near bankruptcy as CFO and
COO in the mid-1990s. In 1996, he was appointed CEO of PGP. Mr.
Marino presciently sold PGP to Mission Orchard Statutory Trust in
2000, before the dot.com crash. This transaction not only earned
unitholders a premium, it also avoided the losses precipitated by
the NorCal real estate bust, as tech firms folded en mass.

In 2001, Mr. Marino landed at Mission West Properties, as
President, COO and a Director. Mission West was a Silicon Valley
REIT with a tenant list that included Apple and Microsoft. In 2012,
part of the portfolio was sold to closely-held DivCoWest and TPG
Real Estate for an EV of $800 million. The remaining properties
were placed in a Liquidating Trust and later sold, with about $500
million in proceeds shortly thereafter distributed to unitholders.

Mr. Marino knows West Coast real estate. He knows deals. He is
owner-oriented. We think he would make an ideal CEO during PICO's
monetization of assets and return of capital to shareholders."

The bloggers conclude by repeating their demand for a UCP sale:

"UCP trades at a discount to peers and at a discount to book value.
Absent a change in control, there is no reason for UCP to trade
higher. In Q1, UCP essentially made no money. Meanwhile, more
efficient homebuilders produced healthy results.

UCP has valuable land that was purchased years ago at far less than
current market value. Every quarter that goes by, UCP sells this
valuable land at an economic loss, destroying value for both PICO
and UCP shareholders. In Q1, UCP sold 115 West Coast homes and
essentially earned $0. This is value destruction.

Now is a good time to sell a homebuilder. Demand for homes is
greater than supply. New home sales are surging. Home prices are
increasing in all of UCP's markets. Homebuilders have lots of cash,
strong balance sheets, and a shortage of good land. Homebuilder
executives are optimistic. Interest rates are low, which is good
for homebuilders looking to acquire and good for homebuyers looking
to finance.

And PICO stock continues to trade below $9 per share.

Sounds to us like a no-brainer -- which means even patsy John Hart
can grasp it."


PICO HOLDINGS: Bloggers Will Vote "No" On Delaware Reincorporation
------------------------------------------------------------------
By Geoffrey J. Bailey -- gjbaileypb@hotmail.com -- PICO Holdings,
Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a diversified
holding company reporting recurring losses since 2008. PICO owns
57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water Company, Inc., a
securities portfolio and various interests in small businesses.
PICO has $664 million in assets and $434 million in shareholder
equity. Central Square Management LLC and River Road Asset
Management LLC collectively own more than 14% of PICO. Other
activists at http://ReformPICONow.com/have taken to the Internet
to advance the shareholder cause.

The bloggers start off on a humorous note: "For the second year in
a row, PICO Holdings asks its shareholders to approve
reincorporation from California to Delaware. Maybe we have residual
resentments that we didn't get invited to John "The Juicer" Hart's
crib for the Annual Meeting/Pool Party. Or perhaps we were hurt
that Mr. Hart didn't nominate RPN for a PICO Directorship. Whatever
the case, we view the Reincorporation Proposal as another disguised
act of corruption by Mr. Hart.

RPN will vote 'No' on the Reincorporation Proposal and strongly
encourages all other PICO shareholders to vote 'No.'"

The bloggers cast doubt on the applicability of PICO's deferred tax
assets. "PICO has no taxable income and, with its existing
portfolio, will not produce any meaningful taxable income. Without
taxable income, PICO has no current use for its NOLs. With no
current use for the NOLs, we are skeptical of the tax protection
justification presented by Mr. Hart."

The bloggers also note that the Proxy Statement does not bind PICO
executives to implement a tax benefit protection plan. "So let's
get this straight, Juicer. You are asking for our votes to
reincorporate our corporation from California to Delaware, for the
stated reason of protecting DTAs by way of a "tax benefits
preservation plan."  Yet you have not decided to adopt the tax
benefits preservation plan?  And you have not  investigated the tax
benefits preservation plan? And PICO may not even implement the tax
benefit preservation plan?"

The bloggers suggest that PICO shareholders will be better served
by retaining their cumulative voting rights that come with
incorporation in California. "It is nice that Mr. Hart proposes to
maintain most of the shareholder rights in Delaware that we enjoy
in California, namely 10% threshold to call a special meeting and
shareholder action by written consent. However, Delaware law
provides PICO the opportunity to maintain cumulative voting, as in
California. Yet curiously, the PICO Reincorporation would eliminate
cumulative voting. If Delaware permits cumulative voting, and PICO
shareholders enjoy cumulative voting in California, why would PICO
seek to rescind this shareholder benefit?

"The removal of cumulative voting from the proposed Delaware Bylaws
leaves us very suspicious. Cumulative voting is a powerful tool of
the minority shareholder. Given that Mr. Hart has a lengthy history
of incompetence, corruption and shareholder abuse, we like our
California cumulative voting. And we will vote "No" on the
Reincorporation Proposal to keep it."

The bloggers note that Delaware will offer PICO executives, whose
integrity has been consistently questioned, greater protection from
legal liability and investigations. If anything, state the
bloggers, shareholders should demand greater personal legal
liability and greater investigative freedom.

The bloggers would like PICO executives to focus on creating value
for shareholders, not on reincorporation proposals. "Mr. Hart has
been managerially neutered by his Board, relegated to the role of
executive carrier pigeon. His only responsibility, which up until
now he has completely failed, is to sell assets and return capital
to shareholders. Recall that it was over 6 months ago that PICO
announced its "Revision to Business Plan." And since that date,
November 19, 2015, Mr. Hart has destroyed $32 million dollars in
shareholder value -- PICO stock has gone from $10.54 to $9.15 per
share. No assets have been sold, no shares have been repurchased,
no dividends have been paid. Nothing in almost 7 months.

"And now this executive failure wants shareholders to grant him and
his Entrenched Directors greater corporate governance leeway? You
gotta be kidding."






PLAZA VILLAGE CARE: Hires Richoux Law Firm as Attorney
------------------------------------------------------
Plaza Village Care, LLC, seeks permission from the U.S. Bankruptcy
Court for the Western District of Louisiana to employ Rodd C.
Richoux, Esq., and Richoux Law Firm, L.L.C., as its attorney under
a general retainer to give the Debtor legal advice with respect to
the Debtor's power and duties as debtor-in-possession in the
continued operation of the Debtor's financial affairs and
management of the Debtor's property ad to perform all legal
services for the Debtor which may be necessary.

The Firm will be paid $300 per hour for its services.

Mr. Richoux assures the Court that the Firm doesn't represent
interest adverse to the Debtor or its sole member, Edgar L.
Fuselier or his wife Mary A. Fuselier, with respect to any of the
matters upon which the Firm has been or is to be engaged by the
Debtor.  Mr. Richoux adds that the Firm is "disinterested" within
the meaning of 11 U.S.C. Section 327 and 1107(b).

The Firm can be reached at:

      Rodd C. Richoux, Esq.
      Richoux Law Firm, L.L.C.
      110 E. Kaliste Saloom Road, Suite 205
      Lafayette, LA 70508
      Tel: (337) 269-8935
      Fax : (337) 456-6299
      E-mail: ecf@richouxlawfirm.com

Plaza Village Care, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. W.D. La. Case No. 16-50705) on May 23, 2016.  Rodd C.
Richoux, Esq., at Richoux Law Firm, LLC, serves as the Debtor's
bankruptcy counsel.


POSTROCK ENERGY: Citibank Opposes Bid to Hire Lowenstein
--------------------------------------------------------
Citibank, N.A. filed with the U.S. Bankruptcy Court for the Western
District of Oklahoma its objection to he Official Committee of
Unsecured Creditors' application to retain Lowenstein Sandler LLP
as counsel to the Committee.

The Committee has filed an application to retain Lowenstein as
counsel to the Committee on May 6, 2016. The Committee has also
filed an application to retain Hall Estill Hardwick Gable Golden &
Nelson, P.C. as additional counsel to the Committee.

Citibank does not object to the Hall Estill application, but does
object to the additional retention of Lowenstein as duplicative and
unwarranted. The bankruptcy estate, according to Citibank, cannot
afford to pay two law firms for the Committee, and only one is
needed where a chapter 11 Trustee is in place and already
performing a watch dog role.

Citibank is the secured lender to the Debtors and holds a first
priority, perfected mortgage, security interest and lien on most of
the assets of the Debtors. Citibank's cash collateral is being used
to fund the Debtors' operations.

In addition, because the debt owed to Citibank greatly exceeds the
value of Citibank's collateral, Citibank will be the largest
unsecured creditor in the bankruptcy case. Citibank, both in its
capacity as the secured lender and as the largest unsecured
creditor, has an interest in ensuring that the administrative costs
of this bankruptcy remain as low as possible.

Citibank is represented by:

     Steven W. Bugg, Esq.
     McAFEE & TAFT
     10 th  Floor, Two Leadership Square
     211 N. Robinson Ave.
     Oklahoma City, OK 73105
     Tel: (405) 552-2216
     Fax: (405) 235-0439
     E-mail: steven.bugg@mcafeetaft.com

           - and -

     R. Michael Farquhar, Esq.
     Matthew T. Ferris, Esq.
     Annmarie Chiarello, Esq.
     WINSTEAD PC
     500 Winstead Building
     2728 N. Harwood Street
     Dallas, TX 75201
     Tel: (214) 745-5400
     Tel: (214) 745-5390

                     About PostRock Energy Corporation

Headquartered in Oklahoma City, Oklahoma, PostRock Energy
Corporation, PostRock Energy Services Corporation, PostRock
MidContinent Production LLC, PostRock Eastern Production, LLC,
PostRock Holdco, LLC, and STP Newco, Inc. are engaged in the
acquisition, exploration, development, production and gathering of
crude oil and natural gas. The Debtors' primary production activity
is focused in the Cherokee Basin, a 15-county region in
southeastern Kansas and northeastern Oklahoma.  The Debtors have
approximately 129 employees.

PostRock Energy, et al., filed Chapter 11 bankruptcy petitions
(Bankr. W.D. Okla. Lead Case No. 16-11230) on April 1, 2016. Clark
Edwards signed the petitions as president. The Debtors estimated
assets in the range of $10 million to $50 million and debt of up to
$100 million.

Crowe & Dunlevy, P.C. serves as the Debtors' counsel.

Judge Sarah A. Hall is assigned to the cases.

Stephen J. Moriarty has been appointed as Chapter 11 Trustee of
PostRock Energy.

The Official Committee of Unsecured Creditors of PostRock Energy
Corp. has retained Lowenstein Sandler LLP as counsel, and Hall,
Estill, Hardwick, Gable, Golden & Nelson, P.C. as special and local
counsel.


PREMIUM THEMES: Court Approves RCI Auction of Equipment
-------------------------------------------------------
Judge Janet S. Baer on May 31, 2016, granted a motion by debtor
Premium Themes, Inc., for entry of an order (1) authorizing the
assumption of the Consignment Agreement between the Debtor and RCI
Auctions Great Lakes; and (2) authorizing the sale of equipment at
an auction to be conducted on May 31, 2016.  The Debtor is
authorized to sell its equipment pursuant to 11 U.S.C. Sec. 363 and
the Consignment Agreement and may proceed with the May 31, 2016
online auction scheduled by RCI.  All sales of the equipment shall
be free and clear of liens, claims, and encumbrances, with all such
encumbrances, including the secured claims of Republic Bank of
Chicago, to attach to the proceeds of sale.

Premium Themes, Inc., sought Chapter 11 protection (Bankr. N.D.
Ill. Case No. 16-bk-17325) on May 24, 2016.  

The Debtor's attorneys:

        Thomas R. Fawkes
        GOLDSTEIN & MCCLINTOCK LLLP
        208 S LaSalle Street, Suite 1750
        Chicago, IL 60604
        Tel: 312.337.7700
        E-mail: tomf@restructuringshop.com


PROFESSIONAL MEDICAL: Seeks to Hire Eric Slocum as Counsel
----------------------------------------------------------
Professional Medical Management Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Arizona to hire Eric Slocum
Sparks, P.C. as its legal counsel.

The Debtor tapped the firm to:

     (a) give advice about its powers and duties as debtor-in-
         possession;

     (b) arrange for a continuation of the working capital and
         other financing;

     (c) prepare legal papers on behalf of the Debtor, including
         the drafting of a plan of reorganization and disclosure
         statement; and

     (d) provide other legal services if necessary.

The current hourly rates of the firm's professionals are:

     Eric Slocum Sparks          $375
     Associates                  $275
     Law Clerk                   $150 to 200
     Paralegal/Legal Assistant   $100 to 150

Eric Slocum Sparks, Esq., disclosed in a court filing that his firm
does not represent any interest adverse to the Debtor or its
creditors.

The firm can be reached through:  

     Eric Slocum Sparks
     Law Offices of Eric Slocum Sparks P.C.
     110 South Church Avenue #2270
     Tucson, Arizona 85701
     Telephone (520) 623-8330
     Facsimile (520) 623-9157
     eric@ericslocumsparkspc.com
     law@ericslocumsparkspc.com

                     About Professional Medical

Professional Medical Management Inc. sought protection under
Chapter 11 of the Bankruptcy Code in the District of Arizona (Case
No. 16-05820) on May 23, 2016.


PROGRESSIVE ACUTE CARE: Seeks to Hire SOLIC as Financial Advisor
----------------------------------------------------------------
Progressive Acute Care, LLC and its affiliates seek approval from
the U.S. Bankruptcy Court for the Western District of Louisiana to
hire SOLIC Capital, LLC as their financial advisor.

The Debtors tapped the firm to provide support services and serve
as its financial advisor in connection with the sale of three
community-based hospitals they own located in Marksville, Oakdale
and Winnfield.

Specifically, SOLIC will provide these transaction support
services:

     (a) assist the Debtors in identifying potential acquirers
         for the hospitals;

     (b) prepare and update a descriptive information memorandum
         describing the hospitals;

     (c) facilitate due diligence with parties interested in
         acquiring the hospitals, including assistance with
         respect to management's responses to information requests

         and management of an electronic data-room;

     (d) assist the Debtors in selecting potential parties with
         whom to continue negotiations and development of related
         negotiation strategies;

     (e) assist in negotiating terms for a transaction with
         potentially interested parties and review definitive
         documentation and supporting schedules related to a
         transaction;

     (f) assist in coordinating regular meetings with the
         Debtors' Board of Directors or committees thereof to
         evaluate proposals and the status of negotiations;

     (g) assist in coordination of communication strategies
         related to a transaction with the hospitals constituents
         (i.e., creditors, medical staff, employees, etc.); and

     (h) assist, in collaboration with the Debtors' legal
         counsel, in closing a transaction including developing
         closing schedule and monitoring closing deliverables and
         deadlines.

The firm will also provide services necessary to facilitate a
transaction and to assist the Debtors' restructuring efforts.
These services include:

     (a) development of financial forecasts or financial models to

         reflect pro forma financial impact of any purchaser
         synergies, cost saving initiatives, reimbursement
         changes, or other financial changes that may result from
         a transaction;

     (b) preparation of any detailed due diligence analysis (e.g.
         Supply Chain review, Black Box Analysis, etc.) that may
         be requested by the Debtors in negotiating a transaction;

     (c) assistance in the preparation of any additional analysis
         and supportive documentation required to appropriately
         respond to any regulatory related inquiry or submission
         requirements including any anti-trust related concerns;

     (d) assistance with respect to liquidity management;

     (e) assistance in the preparation of financial analyses,
         including a rolling 13-week cash flow and cash
         collateral or DIP budgets;

     (f) assistance in preparation of bankruptcy related
         schedules, monthly operating reports and other similar
         reports as may be necessary in conjunction with the
         Chapter 11 case; and

     (g) communication or negotiation with outside constituents,
         including creditors, investors and their advisors.

SOLIC intends to be compensated on a "success fee" basis for the
transaction support services.  The fee will be in an amount equal
to $50,000, plus 2% of the "enterprise value," according to court
filings.

For the restructuring services, the firm intends to seek
compensation on an hourly rate basis:

     Senior Managing Directors/    $750 - $895
     Senior Advisors
     Managing Directors            $695 - $825
     Directors                     $550 - $695
     Vice-Presidents               $450 - $550
     Senior Associates             $350 - $450        
     Consultants/Associates        $245 - $365
     Paraprofessionals              $95 - $125

In addition to the hourly rate, SOLIC will seek reimbursement for
work-related expenses:

Neil Luria, senior managing director of SOLIC, disclosed in a court
filing that the firm does not hold any interest adverse to the
Debtors or their estates.

SOLIC can be reached through:  

     Neil F. Luria
     SOLIC Capital, LLC
     1603 Orrington Avenue, Suite 1600
     Evanston, IL  60201
     Phone: (847) 583-1619
     Fax: (847) 583-1426

                     About Progressive Acute Care

Progressive Acute Care, LLC and its three affiliates sought
protection under Chapter 11 of the Bankruptcy Code in the Western
District of Louisiana (Case No. 16-50740) on May 23, 2016.  The
cases are jointly administered under Case No. 16-50740.


PROGRESSIVE ACUTE CARE: Seeks to Hire Steffes Vingiello as Counsel
------------------------------------------------------------------
Progressive Acute Care, LLC and its affiliates seek approval from
the U.S. Bankruptcy Court for the Western District of Louisiana to
hire Steffes, Vingiello & McKenzie LLC as their legal counsel.

The companies tapped the firm to give legal advice about their
powers and duties as debtors-in-possession and to provide other
necessary legal services.

The firm's professional and their current hourly rates are:

     William E. Steffes       $400
     Arthur A. Vingiello      $375
     Gary K. McKenzie         $375
     Michael H. Piper         $375
     Patrick S. Garrity       $375
     Noel Steffes Melancon    $300
     Barbara B. Parsons       $300
     Paralegal                 $90
     Law Clerks                $90

Mr. Steffes, Esq., a member of Steffes, disclosed in a court filing
that he does not represent any interest adverse to the Debtors or
their estates.

The firm can be reached through:  

     William E. Steffes
     Barbara B. Parsons
     Noel Steffes Melancon
     Steffes, Vingiello & McKenzie LLC
     13702 Coursey Boulevard Building 3
     Baton Rouge, LA 70817
     Telephone: (225) 751-1751
     Facsimile: (225) 751-1998
     E-mail: bsteffes@steffeslaw.com

                     About Progressive Acute Care

Progressive Acute Care, LLC and its three affiliates sought
protection under Chapter 11 of the Bankruptcy Code in the Western
District of Louisiana (Case No. 16-50740) on May 23, 2016.  The
cases are jointly administered under Case No. 16-50740.


PROGRESSIVE WASTE: Moody's Withdraws Ba1 Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings of Progressive
Waste Solution Ltd., including its Ba1 Corporate Family Rating,
Ba1-PD Probability of Default Rating, Ba1 secured credit facilities
ratings and SGL-2 speculative grade liquidity rating.

RATINGS RATIONALE

On June 1, 2016, Progressive Waste closed its all-stock merger with
Waste Connections, a provider of integrated solid waste services in
the US. Subsequently, all rated debt at Progressive was repaid in
full and therefore all ratings have been withdrawn.

Ratings Withdrawn:

  Corporate Family Rating, Withdrawn, Previously rated
  Ba1, on review for upgrade

  Probability of Default Rating, Withdrawn, Previously
  rated Ba1-PD, on review for upgrade

  $1.85 billion secured revolving credit facility due
  June 2020, Withdrawn, Previously rated Ba1(LGD3), on
  review for upgrade

  $500 million secured term loan A due June 2020,
  Withdrawn, Previously rated Ba1(LGD3), on review for
  upgrade

  Speculative Grade Liquidity Rating, Withdrawn,
  Previously rated SGL-2

Outlook, Withdrawn, Previously Ratings Under Review


QUANTUM FUEL: Buyers to Set Aside $300,000 for Unsec. Creditors
---------------------------------------------------------------
Quantum Fuel Systems Technologies Worldwide, Inc., has entered into
a Second Amendment to the Asset Purchase Agreement with Douglas
Acquisitions LLC, the K&M Douglas Trust, and the Douglas
Irrevocable Descendant's Trust, and has submitted revised bidding
procedures that resolve remaining objections by the Official
Committee of Unsecured Creditors and the U.S. Trustee.  The changes
include a $300,000 allocation for unsecured creditors from the sale
proceeds.

Supplementing his April 25, 2016 bidding procedures order, Judge
Mark S. Wallace on May 31, 2016, entered an order providing that:

   * The form of the Second Amendment is approved, including
without limitation, as follows:  (a) The Debtor is authorized to
pay the Break-Up Fee to the Stalking Horse Bidder in accordance
with the Agreement, as amended by the Second Amendment.  (b) The
waivers and releases of claims contained in Section 8.02 of the
Agreement are approved.

   * If the Stalking Horse Bidder is the buyer through its current
stalking horse bid, then at closing the Stalking Horse Bidder has
agreed to pay an additional $300,000 into a separate account, with
the funds in the account only being used for distributions to
holders of allowed unsecured claims against the Debtor (the
"Creditor Fund").  The Creditor Fund will not be available to pay
administrative or other claims.

   * Before the earlier of closing of the sale pursuant to the Bid
Procedures (whether to the Stalking Horse Bidder or another bidder)
and July 29, 2016, the Committee shall not conduct any further
investigations into the conduct of any person or entity involved
with the case, and shall not commence any litigation against person
or entity arising our related to the business and affairs of the
Debtor, including without limitation, any such investigations or
litigation related to compensation of the Debtor's employees,
officers or directors.

A copy of the Supplemental Bidding Procedures Order is available
for free at:

    http://bankrupt.com/misc/Quantum_Fuel_260_Sale_Ord.pdf

Judge Mark S. Wallace on April 25 approved bidding procedures in
connection with the sale of its assets.  A Stalking Horse Asset
Purchase Agreement was executed by the Debtor and Douglas
Acquisitions, LLC ("Douglas"), the K&M Douglas Trust and the
Douglas Irrevocable Descendant's Trust.  The Bidding Procedures
contain, among others, these relevant terms:

     (a) Bid Deadline: The deadline for submitting bids by a
qualified bidder will be June 20, 2016 at 5:00 p.m.

     (b) Required Cash Consideration: To be considered a Qualified
Bid, a Bid must provide for Cash Consideration to be paid at
Closing in the minimum amount of $23,000,000 plus the amount, if
any, by which the amount outstanding on the DIP Facility exceeds $6
million as of Closing.

     (c) Auction: The Auction will commence at 10:00 a.m., on June
24, 2016.

     (d) Break-Up Fee and Expense Reimbursement:  To the extent the
Stalking Horse Bidder is entitled to the Break-up Fee and the
Expense Reimbursement pursuant to the terms of the Agreement, such
payment will be payable in accordance with the Agreement.  

     (e) Sale Hearing:  The sale hearing will be conducted by the
Bankruptcy Court on June 29, 2016 at 9:00 a.m.

     (f) Sale Objection Deadline:  On or before 4:00 p.m. on June
20, 2016

Quantum Fuel Systems Technologies Worldwide is represented by:

          Victor A. Vilaplana, Esq.
          Marshall J. Hogan, Esq.
          FOLEY & LARDNER LLP
          3579 Valley Centre Drive, Suite 300
          San Diego, CA 92130
          Telephone: (858)847-6700
          Facsimile: (858)792-6773
          E-mail: vavilaplana@foley.com
                  mhogan@foley.com

                - and -

          John A. Simon, Esq.
          FOLEY & LARDNER, LLP
          One Detroit Center
          500 Woodward Avenue, Suite 2700
          Detroit, MI 48226-3489
          Telephone: (313)234-7117
          Facsimile: (313)234-2800
          E-mail: jsimon@foley.com

                        About Quantum Fuel

Lake Forest, California-based Quantum Fuel Systems Technologies
Worldwide, Inc., is an innovator, developer and producer of
compressed natural gas (CNG) fuel storage tanks and packaged fuel
storage systems for heavy-, medium-, and light-duty trucks and
passenger vehicles.  The Company also produces integrated vehicle
system technologies, including engine and vehicle control systems
and drivetrains.  It supplies its tanks and systems to truck and
automotive original equipment manufacturers and aftermarket and
OEM
truck integrators worldwide.

Quantum Fuel filed a Chapter 11 bankruptcy petition (Bankr. C.D.
Calif. Case No. 16-11202) on March 22, 2016.  The petition was
signed by Brian W. Olson as chief executive officer.  The Debtor
listed total assets of $23.10 million and total debts of $21.7
million.  Foley & Lardner LLP represents the Debtor as counsel.
Judge Mark S Wallace is assigned to the case.


R & S ST. ROSE: Commonwealth Objects to 6th Amended Disclosures
---------------------------------------------------------------
Commonwealth Land Title Insurance Company and Branch Banking and
Trust Company submitted to the U.S. Bankruptcy Court for the
District of Nevada, their respective objections to R & S St. Rose
Lenders, LLC's Sixth Amended Disclosure Statement.

Commonwealth Land Title Insurance Company contends that the
following issues, among others, merit the denial of the Debtor's
request for the approval of its Sixth Amended Disclosure
Statement:

     (a) The amount that the Debtor is to receive on its claim
through R&S St. Rose, LLC's ("Rose") bankruptcy still has not been
determined and, thus, the assets available through the Debtor's
bankruptcy estate are unknown.  The approval of any disclosure
statement would be premature until the amount of the Debtor's claim
is determined in the related Rose bankruptcy.

     (2) The Amended Disclosure Statement fails to provide other
relevant information, including advising creditors of the pending
appeals that would materially affect the Debtor's bankruptcy
estate, including the pending appeals of the Court's March 16, 2016
order denying substantive consolidation and the appeal of the
Court's denial of Commonwealth's attempt to recharacterize the
alleged debt owed to R&S Investment Group.

     (3) Commonwealth's claim is improperly classified, which makes
the Debtor's Plan unconfirmable on its face and is grounds to deny
approval of the Amended Disclosure Statement.

Branch Banking and Trust Company ("BB&T") tells the Court that the
Debtor has submitted Disclosure Statement that lacks significant
and crucial information.

"Debtor's Disclosure Statement fails to provide adequate
information regarding the classification and treatment of claims.
It fails to discuss the fact that Lenders' own entitlement to funds
currently held by Lenders as a debtor-in-possession has not been
adjudicated, as the amount of Lenders' claim filed in the R&S St.
Rose, LLC... remains pending for further proceedings.  This
information is critical to enable creditors to make an informed
judgment about the plan.  BB&T respectfully submits that before the
Disclosure Statement can be approved for dissemination to creditors
and other parties in interest, the Debtor must modify and augment
the Disclosure Statement," BB&T contends.

Commonwealth Land Title Insurance Company is represented by:

          Scott E. Gizer, Esq.
          EARLY SULLIVAN WRIGHT
          GIZER & MCRAE LLP
          601 South Seventh Street
          2nd Floor
          Las Vegas, NV 89101
          Telephone: (702)331-7593
          Facsimile: (702)331-1652
          E-mail: sgizer@earlysullivan.com

                  - and -

          Mary C.G. Kaufman, Esq.
          EARLY SULLIVAN WRIGHT
          GIZER & MCRAE LLP
          6420 Wilshire Blvd., 17th Floor
          Los Angeles, CA 90048
          Telephone: (323)301-4660
          Facsimile: (323)301-4676
          E-mail: mkaufman@earlysullivan.com

Branch Banking and Trust Company is represented by:

          J. Stephen Peek, Esq.
          Joseph G. Went, Esq.
          HOLLAND & HART LLP
          9555 Hillwood Drive, 2nd Floor
          Las Vegas, NV 89134
          Telephone: (702)222-2544
          Facsimile: (702)669-4650
          E-mail: speek@hollandhart.com
                  jgwent@hollandhart.com

                   About R & S St. Rose Lenders

Las Vegas, Nevada-based R & S St. Rose Lenders, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No.
11-14973)
on April 4, 2011.  

Rose Lenders disclosed $12,041,574 in assets and $24,502,319 in
liabilities in its schedules, as amended.

Affiliate R & S St. Rose, LLC, filed a separate Chapter 11
petition
(Bankr. D. Nev. Case No. 11-14974) on April 4, 2011. According to
its schedules, it disclosed $16,821,500 in total assets and
$48,293,866 in total debts.

R & S ST Rose Lenders' bankruptcy case is presently assigned to
Judge Mike K. Nakagawa.

R&S St. Rose Lenders has tapped Nedda Ghandi, Esq., of Ghandi Law
Offices as bankruptcy counsel.  The Debtor previously had Larson &
Larson as counsel but the application was opposed by the U.S.
Trustee, prompting the withdrawal.


RD3J LTD: Exclusive Plan Confirmation Period Extended by 60 Days
----------------------------------------------------------------
The Hon. Eduardo V. Rodriguez of the U.S. Bankruptcy Court for the
Southern District of Texas has extended, at the behest of RD3J,
LTD., the exclusivity period for the Debtor to confirm a plan by 60
days after the continued hearing on approval of the Disclosure
Statement.

As reported by the Troubled Company Reporter on May 26, 2016,
consideration prior to May 31, 2016, is essential because the
current exclusivity period expires on that date, the Debtors
assert.  The Debtor filed its Chapter 11 Plan and Disclosure
Statement on March 31, 2016, during its exclusive period to file a
plan.  Subsequently, PlainsCapital Bank filed an objection to the
Disclosure Statement.  The Debtor's exclusivity period to confirm a
plan was set to expire on May 31, 2016.  On May 12, 2016, the Court
entered an order canceling the scheduled hearing on approval of the
Disclosure Statement, with the hearing to be rescheduled by order
of the Court upon request of the Debtor and/or PlainsCapital Bank.

The Debtor and PlainsCapital Bank are currently in the process of
negotiating terms for an agreed plan.  If an agreement is reached,
the Plan and Disclosure Statement will both need to be amended
before a hearing on approval of the Disclosure Statement will be
requested.  Once the Disclosure Statement is approved, sufficient
notice must be provided to creditors of confirmation and voting.
Accordingly, Debtor will be unable to proceed with approval of its
current disclosure statement or confirm its Chapter 11 Plan prior
to the expiration of the current exclusivity period.

RD3J, Ltd., filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Tex. Case No. 15-70184) on April 6, 2015.  The Debtor is
represented by:

         Antonio Villeda, Esq.
         VILLEDA LAW GROUP
         6316 North 10th Street, Bldg. B
         McAllen, Texas 78504
         Tel: (956) 631-9100
         Fax: (956) 631-9146
         E-mail: avilleda@mybusinesslawyer.com


RDIO INC: Disclosure Statement Hearing Today
--------------------------------------------
Rdio, Inc., filed with the U.S. Bankruptcy Court for the Northern
District of California a disclosure statement describing its second
amended plan of reorganization ahead of a June 3 hearing to approve
the plan outline.

Friday's Disclosure Statement hearing before Judge Dennis Montali
in San Francisco will start at 10:30 a.m.

A hearing to consider confirmation of the Plan will be set upon
approval of the Disclosure Statement.

The Debtor closed the sale of certain assets, consisting primarily
of its core technology and related engineering and
production/design staff, to Pandora Media in December 2015.  The
buyer paid a base purchase price of $75.0 million, subject to
certain adjustments.  Pandora also agreed to enter into a Master
Services Agreement, which provided for a payment of $2.5 million to
the Debtor.

The Debtor's Second Amended Plan is supported by the Official
Committee of  Unsecured Creditors and by the Prepetition Secured
Creditors -- Pulser Media and Iconical Investments II LP.  The Plan
is the result of extensive negotiations between the Debtor, the
Committee, and the Prepetition Secured Creditors.

The Committee thumbed down an earlier version of the Debtor's
bankruptcy-exit plan.

The Second Amended Plan incorporates a settlement agreement among
the Debtor, the Committee, and the Prepetition Secured Creditors.
The settlement results in:

     (i) the Prepetition Secured Creditors, who hold a perfected
lien against all of the Estate Funds, permitting $8 million of the
Estate Funds to be used solely for the payment of the allowed
claims of general unsecured creditors and the payment of the
allowed fees and expenses of the professionals retained by the
Committee which are incurred on or after March 1, 2016, and the
fees and expenses of the professionals employed by the Liquidating
Trust,

    (ii) the Prepetition Secured Creditors obtaining a full and
complete release from this estate, and

   (iii) the Committee waiving any right to file any lawsuit
against the Prepetition Secured Creditors "challenging" the claims
and liens of the Prepetition Secured Creditors (subject to the
condition subsequent that the Plan be confirmed and become
effective).

Pulser Media is the parent company of Rdio and the holder of a $184
million secured claim.  The majority stockholder of Pulser is
Iconical, a limited partnership that is associated with Janus Friis
Degnbol.

Under the Plan, Pulser will have a class 2 secured claim in the
amount of $48,214,153.  The balance of Pulser's allowed claim,
estimated to be in the amount of $135,785,847, will be included in
class 4 as a class 4 allowed claim.

                Settlement Offer to Record Labels

Rdio's Plan also provides that if record labels accept a settlement
offer made to them under the Plan or have their claims disallowed
or subordinated -- which the Labels believe would not occur -- and
the Committee Professional Fees do not exceed $500,000, the Debtor
estimates that the non-Label general unsecured creditors will
receive under the Plan a cash payment shortly after Plan
confirmation equal to approximately 20%-31% of the amounts of their
allowed general unsecured claims depending upon the ultimate final
amount of allowed general unsecured claims in this case.  

The Debtor believed that it owed as of the Petition Date a total of
$25,771,863 of non-priority general unsecured debt.  This figure
did not take into account any disputed, unliquidated or contingent
unsecured debt, any claims asserted in filed proofs of claim, or
any debt which may arise as a result of the Debtor's rejection of
unexpired leases or executory contracts or breaches or terminations
of license agreements.  This figure also did not take into account
the claims the Debtor believes it has against the Labels, which
claims are disputed by the Labels.

The Debtor's Plan has separated general unsecured claims into two
classes -- one which includes all general unsecured claims
excluding the claims of the Labels (i.e., class 4), and one which
includes just the general unsecured claims of the Labels (i.e.,
class 5). Specifically, Class 5 is comprised of the holders of the
non-priority general unsecured claims of Sony Music Entertainment
and any affiliates; Warner Music Group Corp. and any affiliates;
and UMG Recordings, Inc. and any affiliates who voluntarily elect
treatment in class 5.  

The Debtor scheduled Sony as having a royalty claim in the amount
of $147,403.76 and a contract claim of $2,599,232.82 for a total
claim of $2,746,636.58.  The Debtor scheduled Orchard Enterprises,
Inc. as having a claim of $493,945.89.  

Sony filed a proof of claim for Sony Music Entertainment asserting
a claim in the amount of $12,419,314.00 for Service Fees plus
various other claims.  Orchard Enterprises, Inc. filed a proof of
claim asserting a claim in the amount of $4,583,096.96.  

The Debtor understands that Sony and Orchard Enterprises, Inc. are
affiliates or that Sony owns Orchard Enterprises, Inc.

The Debtor scheduled Warner as having a royalty claim in the amount
of $137,500 and a contract claim of $432,909.22 for a total claim
of $570,409.22.  Warner has filed a proof of claim asserting a
claim in the amount of $619,796.62.  

The Debtor scheduled Universal as having a royalty claim in the
amount of $219,267.65 and a contract claim of $590,724.06 for a
total claim of $809,991.71.  Universal filed three proofs of claim
asserting a claim in the amount of $482,496.68 for Universal
International Music B.V., a claim in the amount of $629,374.16 for
UMG Recordings, Inc., and a claim in the amount of $189,305 for
Universal Music Canada, Inc. (for total claims of $1,301,175.84).


The Debtor scheduled Universal Music Group Distribution as having a
claim in the amount of $590,724.06.  That specific Universal entity
did not file any proof of claim, but the Debtor assumes that this
claim is subsumed in the three claims filed by Universal.  

The Debtor believes that it has substantial and valuable claims
against the Labels as a result of wrongful conduct by the Labels,
which, when pursued, will result in a substantial affirmative
recovery by the Debtor.  The Debtor believes that the pursuit of
these claims against the Labels will result in the complete
disallowance of the class 5 claims of the Labels or, at a minimum,
the complete equitable subordination of the class 5 claims of the
Labels to all other allowed claims.

The Labels do not believe that the Debtor has valuable claims
against them, deny that they have engaged in any wrongful conduct,
believe that if pursued, the Debtor will lose any litigation
against them, that there will be no recovery against them, and that
their claims will not be disallowed or equitably subordinated.  

To avoid the delay and expense of litigating the class 5 claims of
the Labels, the Debtor is offering each of the Labels a settlement
under the Plan.  The settlement offer is for each of the Labels to
receive a payment from the Unsecured Creditors Fund in the
following amounts:  

     $775,000 total cash to Sony and Orchard Enterprises, Inc.;
     $100,000.00 cash to Warner; and
     $125,000.00 cash to Universal.

If any Label accepts the settlement offer, then except as otherwise
provided in the Plan, that payment will (i) be in full settlement
and satisfaction of any claim that the Label has against the
Debtor, and (ii) constitute a full and complete release by the
Label (x) of the Debtor Affiliates to the extent and subject to the
terms provided in Section 11(b) of the Plan, (y) of the Lender
Released Parties to the extent and subject to the terms provided in
Section 10(e) of the Plan, and (z) of Pandora to the extent and
subject to the terms provided in Section 11(b) of the Plan.  

A copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/RDIO2ndAmendedDS.pdf

Rdio is represented by:

     Ron Bender, Esq.
     Philip A. Gasteier, Esq.
     Krikor J. Meshefejian, Esq.
     LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
     10250 Constellation Boulevard, Suite 1700
     Los Angeles, CA 90067
     Telephone:  (310) 229-1234
     Facsimile:  (310) 229-1244
     E-mail: rb@lnbyb.com
             pag@lnbyb.com
             kjm@lnbyb.com

Counsel to the Committee:

     John D. Fiero, Esq.
     Debra I. Grassgreen, Esq.
     PACHULSKI STANG ZIEHL & JONES LLP
     150 California Street, 15th Floor
     San Francisco, CA 94111
     Fax (415) 263-7010
     E-mail: jfiero@pszjlaw.com
             dgrassgreen@pszjlaw.com

                         About Rdio Inc.

Rdio, Inc. was founded in 2008 as a digital music service.  The
business operations were launched in 2010 after Rdio secured all
of
the major record label rights.  Since that time, Rdio has strived
to grow into a worldwide music service, and today is in
approximately 86 countries.

Rdio filed Chapter 11 bankruptcy petition (Bankr. N.D. Calif.,
Case No. 15-31430) on Nov. 16, 2015, with a deal in place to sell
the company to Pandora Media.  The petition was signed by Elliott
Peters as senior vice president.  Judge Dennis Montali has been
assigned the case.

The Debtor estimated assets in the range of $50 million to $100
million and liabilities of more than $100 million.  

Levene, Neale, Bender, Yoo & Brill LLP serves as the Debtor's
counsel.  Moelis & Company serves as investment banker.

The United States Trustee formed the Committee at the very outset
of this case to represent the interests of general unsecured
creditors.  The Committee was originally composed of seven members:
Roku, Inc.; Sony Music Entertainment; AXS Digital LLC; Shazam Media
Services; Warner Music Group Corp.; UMG Recordings, Inc.; and
Mosaic Networx LLC.  Sony Music Entertainment, UMG Recordings,
Inc., and Warner Music Group Corp. have since resigned from the
Committee.  The Committee is currently comprised of the remaining
four members.  The Committee is represented by Pachulski Stang
Ziehl & Jones LLP.


ROAD INFRASTRUCTURE: Moody's Assigns B2 Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating
(CFR) to Road Infrastructure Investment Holdings Inc. as well as a
B2-PD probability of default rating (PDR). Moody's also assigned B1
ratings to its proposed $75 million revolving credit facility due
2021 and $442 million senior secured first lien term loan due 2023.
Additionally, the company has a $172 million senior secured second
lien due 2024 that is unrated. Road will use the new facilities to
refinance its current capital structure following Road's sale to
Olympus Partners from Brazos Private Equity LLC. Upon completion of
the transaction Moody's will withdraw its existing ratings on Road
Infrastructure Investment, LLC (B2 negative). The transaction is
expected to close in June. The outlook is negative.

The following summarizes the ratings activity:

Ratings Assigned:

Road Infrastructure Investment Holdings Inc.

Corporate Family Rating -- B2

Probability of Default Rating -- B2-PD

$75 million senior secured revolving credit facility due 2021 --
B1 (LGD3)

$442 million senior secured first lien term loan due 2023 -- B1
(LGD3)

Outlook: Negative

Ratings to be Withdrawn:

Road Infrastructure Investment, LLC

Corporate Family Rating -- B2

Probability of Default Rating -- B2-PD

$75 million senior secured revolving credit facility due
2019 -- B1 (LGD3)

$390 million senior secured first lien term loan due
2021 -- B1 (LGD3)

$170 million senior secured second lien term loan due
2021 -- Caa1 (LGD5)

Outlook: Negative

** ratings will be withdrawn following repayment of the debt

The assigned ratings are first-time ratings and remain subject to
Moody's review of the final terms and conditions of the proposed
transaction.

RATINGS RATIONALE

Road's B2 CFR reflects its solid EBITDA margins historically
between 12%-15%, broad geographic manufacturing footprint, and
longstanding relationships with its customers. The rating is also
supported by the consistency of Road's revenue base since the
majority of the company's revenue is generated from infrastructure
maintenance spending, which limits the government's ability to
eliminate projects or cut spending. The company has also maintained
a stable customer base, however, the uncertainty of the government
bidding process could hinder future growth potential. Further
supporting the ratings are Road's leading positions in its traffic
paint and thermoplastic segments which Moody's estimates to be
several times larger than that of its closest competitors. Road has
benefitted from the drop in oil prices, which has reduced raw
material costs for Road in 2015 and is expected to continue through
2017; Moody's anticipates that additional margin gains could be
realized from Road's increased back integration into glass beads
and latex. Additionally, the passage of the December 2015 FAST Act
finalizes a $305 billion five-year federal transportation law which
provides certainty and increased spending at the federal level.

Road's CFR is pressured by the high leverage of 6.5x Debt/EBITDA
pro forma for the transaction as of March 2016. While Moody's
expects Road to realize some incremental margin improvement and
EBITDA growth in 2016 and 2017, Moody's anticipates that leverage
will remain above 6.0x into 2017. Other constraining factors to the
rating are the company's small size as measured by revenues around
$500 million, limited product diversity, dependency on government
funding and spending, and significant seasonality, reflected in its
generation of roughly 70% of revenues in the second and third
quarter. Moody's expects Road to draw on its revolver to meet
seasonal working capital demands to support the peak second and
third quarters selling seasons. While Moody's anticipates that the
company will continue to contemplate small bolt-on acquisitions,
these are anticipated to be accretive and funded with available
cash since the rating does not include flexibility for incremental
debt with leverage at current levels.

There will be additional debt held by a HoldCo above the rated
entities and outside of the restricted group. The rating assumes
that this HoldCo debt is held by an affiliate of the financial
sponsor and is not transferrable to a third party, the debt is not
secured or guaranteed by any subsidiary, and will remain
payment-in-kind (PIK) for the life of the rated debt, thus will
incur no cash interest expense. Furthermore, the rating assumes
that the HoldCo debt will not be refinanced prior to the repayment
of the debt issued by Road Infrastructure Investment Holdings,
Inc.

The company is expected to have adequate liquidity supported by
cash balances of approximately $5 million and $35 million available
under its $75 million revolving credit facility, pro forma for the
transaction. Road is also expected to generate at least $20 million
of free cash flow annually. Road's new $75 million senior secured
revolving credit facility is due 2021 and will be roughly 50% drawn
at the close of the financing. Moody's expects that the company
will pay off the majority of the balance on the revolver in the
second half of 2016 as working capital swings return cash to the
company. Due to a highly seasonal business model where Road
generates over two thirds of its business activities in the second
and third quarters of the year, working capital is heavily used in
the first and second quarters in preparation of seasonal sales.
Thus, revolver drawings supporting Road's working capital needs
could exceed $50 million at times. However, working capital swings
return cash to the company in the third and fourth quarter, when
the revolver is repaid. The revolving credit facility has a
springing financial covenant (Debt/EBITDA leverage ratio), which is
tested when borrowings exceed 30% of the $75 million commitment
amount. Road has no near-term debt maturities, other than a 1%
principal amortization of the $442 million first lien term loan due
2023. The company's $172 million second lien term loan due 2024 has
no principal payment requirements. Road benefits from having
limited capital expenditure requirements and not paying a regular
dividend.

The negative outlook reflects Moody's expectation that leverage
will remain elevated, but that the company will generate positive
free cash flow, which will cover debt service, capex, and result in
modest leverage improvements in 2017. The outlook includes Moody's
expectations for some earnings benefits from the FAST Act spending
as well as margin improvements from low oil prices and back
integration enhancements. The ratings have limited upside due to
Road's modest size, heavy debt burden and elevated leverage, but
could be upgraded if leverage declined below 4.0x on a sustained
basis. Conversely, the ratings could be downgraded if the company
fails to generate positive free cash flow annually and leverage
(Debt / EBITDA) does not trend down and remain below 6.5x. Added
debt or levered acquisitions could also trigger a downgrade.

Road Infrastructure Investment Holdings, Inc., headquartered in
Thomasville, NC, is a producer of pavement and safety marking
products primarily for the highway safety market. Road is the
largest global provider of pavement markings and maintains the top
market position in each of its key product lines; traffic paint,
thermoplastics, preform, and raised pavement markers. The company
operates 20 manufacturing facilities in four continents. Road's
revenues were approximately $536 million for the twelve months
ended March 31, 2016. On May 16, 2016, Olympus Partners purchased
Road from existing private equity owners Brazos Private Equity
Partners LLC, and management retained a minority equity interest.


ROAD INFRASTRUCTURE: S&P Affirms 'B-' CCR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit rating on
Road Infrastructure Investment Holdings Inc.  The outlook is
stable.

At the same time, based on preliminary terms and conditions, S&P
assigned a 'B-' issue-level rating to the proposed senior secured
first-lien credit facilities, composed of a $75 million revolving
credit facility and $442 million term loan, along with a recovery
rating of '3', indicating S&P's expectation of meaningful (in the
lower half of the 50% to 70% range) recovery in the event of
payment default.  S&P has assigned a 'CCC' issue-level rating to
the proposed senior secured second-lien $172 million term loan,
along with a recovery rating of '6' indicating S&P's expectation of
negligible (0% to 10%) recovery in the event of payment default.
The ratings on the existing first- and second-lien term loans are
unchanged.  S&P will withdraw the ratings on this debt once the
transaction closes and the company has fully repaid the tranches.

"The rating affirmation and assignment of new issue-level and
recovery ratings follows the announcement that Olympus Partners
will acquire a majority stake in Road Infrastructure Investment
Holdings Inc.," said S&P Global Ratings credit analyst Sebastian
Pinto-Thomaz.  "The 'B-' corporate credit rating reflects our
assessment of the company's weak business risk and our expectation
that the company's credit measures will fall toward the weaker end
of the highly leveraged financial risk profile," he added.

Despite a moderate increase in debt leverage as a result of the
transaction, a key underpinning of the ratings is S&P's expectation
that the company will be able to maintain adequate liquidity,
including sufficient cushion under its springing covenant.

The stable outlook reflects S&P's expectation for modest
improvements in operating performance over the next 12 months.  The
acquisition by Olympus Partners will result in weaker credit
metrics, due to an increase in total debt.  S&P expects the company
to maintain adequate liquidity and moderate free cash flow
generation over the next 12 months.  In S&P's base case scenario,
it would expect the company to maintain credit measures at the
weaker end of highly leveraged, including weighted-average debt to
EBITDA of about 9x (including the PIK note as debt).

S&P could lower ratings over the next 12 months if the company's
liquidity position were to weaken to a point S&P considers to be
less than adequate or if operating conditions were to worsen to
such an extent that free cash flow generation turned negative.  At
that point, S&P would expect adjusted debt to EBITDA to exceed 10x
(including the intercompany PIK note as debt), a level that S&P
would view as unsustainable.

Although unlikely given current credit metrics, S&P could consider
an upgrade over the next 12 months if adjusted debt to EBITDA
improves to below 7x.  This could happen if demand for traffic
safety materials significantly exceeds expectations, resulting in
revenue growth that exceeds expectations by 5%, combined with
strong operational performance and EBITDA margin expansion of about
400 basis points.  These conditions would benefit free cash flow
and improve the company's ability to sustainably pay down debt.



RYCKMAN CREEK: Wants Plan Filing Deadline Moved to Aug. 30
----------------------------------------------------------
Ryckman Creek Resources, LLC, et al., ask the U.S. Bankruptcy Court
for the District of Delaware to extend the exclusive periods for
the Debtor to file a plan of reorganization and to solicit
acceptance of that plan through and including Aug. 30, 2016, and
Oct. 29, 2016, respectively.

Unless extended, the Debtors' Plan Period and Solicitation Period
will expire on June 1, 2016, and July 31, 2016, respectively.  

A hearing on the request is set for June 23, 2016 at 1:00 p.m.
(Eastern).  Objections to the request must be filed by June 17,
2016, at 4:00 p.m. (Eastern).

On April 11, 2016, the Debtors filed the Joint Chapter 11 Plan of
Reorganization and the Disclosure Statement.  Since filing the Plan
and the Disclosure Statement, the Debtors have commenced a plan
mediation process with the Official Committee of Unsecured
Creditors and the prepetition lenders pursuant to the Court's order
establishing the terms governing mediation, which appointed Judge
Kevin Gross as the mediator.  The mediation will address
plan-related issues, including those that may arise as a result of
the Creditors Committee's ongoing discovery in connection with the
Debtors' post-petition financing order.  An initial mediation
session was held on May 18, 2016, and additional mediation dates
are scheduled for mid-June.

A hearing to consider the adequacy of the Disclosure Statement is
scheduled for June 23, 2016, and a hearing to consider confirmation
of the Plan is scheduled for Aug. 2, 2016.

The Debtors hope that the relief requested with respect to the Plan
Period will ultimately be unnecessary.  The Debtors believe that
the Plan, or an amended version thereof, should be, and will be
confirmed at the Confirmation Hearing.  The Confirmation Hearing
falls two days after the current expiration of the Solicitation
Period.  Thus, out of an abundance of caution, the Debtors file
this Motion to ensure that, in the event the Plan
is not confirmed at the Confirmation Hearing or the timeline for
confirmation shifts for any reason, the Debtors retain the
exclusive right to solicit votes on a plan of reorganization,
retain control over their reorganization, and remain at the center
of negotiations with their key constituencies.  Maintaining this
exclusive right to file and solicit votes on a plan of
reorganization is critical to the success of the Chapter 11 cases.

The size and complexity of a Debtor's Chapter 11 case can alone
constitute cause to extend the Exclusivity Periods.  The Debtors
have several hundred million of indebtedness to be restructured,
and their reorganization involves a number of complex issues
related to the Debtors' capital structure and the divergent
interests of certain of their stakeholders, which support an
extension of exclusivity.  The Creditors Committee is also involved
in extensive discovery regarding an investigation of, among other
things, the Debtors' prepetition lenders, the
outcome of which may impact the formulation of the Plan.  Due to
the complexity of the issues and the divergence of interests, the
Debtors may require, and do hereby seek, an extension of the
Exclusivity Periods to file, solicit, and pursue a plan that is in
the best interest of all parties involved.

The Debtors have made substantial progress in the Chapter 11 cases.
The Debtors' management, employees, and advisors devoted
substantial time and effort over the first three months of the
cases to a number of tasks, including, among other things:

      (a) filing numerous "first day" and "second day" motions,
          all of which have been approved on a final basis and
          were necessary to facilitate a smooth transition into

          Chapter 11, including authorization to (i) continue use
          of the Debtors' existing bank accounts, cash management
          system, business forms, and intercompany transactions;
          (ii) pay prepetition wages, compensation, and employee
          benefits; (iii) maintain existing insurance policies,
          pay all insurance obligations arising thereunder, renew,

          revise, extend, supplement, change or enter into new
          insurance policies, and continue to honor insurance
          premium financing obligations; (iv) pay certain
          prepetition taxes and related obligations; (v) provide
          utility companies with adequate assurance of payment;
          and (vii) pay prepetition claims of certain critical
          vendors;

      (b) obtaining approval of orders to facilitate efficient
          administration of the Chapter 11 cases, including
          directing the joint administration of the Chapter 11
          cases and establishing a bar date for creditors to file
          prepetition claims;

      (c) proposing, negotiating, amending, and finalizing the
          terms of the $35 million DIP facility, as well as the
          final order approving the DIP Facility;

      (d) implementing procedures to comply with the substantial
          reporting and disclosure requirements generally imposed
          on debtors in possession; and

      (e) commencing a plan mediation process with the Creditors
          Committee and the prepetition lenders, with additional
          sessions scheduled for mid-June.

The Debtors are represented by:

          SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
          Sarah E. Pierce, Esq.
          Alison L. Mygas, Esq.
          One Rodney Square
          P.O. Box 636
          Wilmington, Delaware 19899-0636
          Tel: (302) 651-3000
          Fax: (302) 651-3001
          E-mail: allie.mygas@skadden.com
                  sarah.pierce@skadden.com

                    and
          
          George N. Panagakis, Esq.
          Jessica S. Kumar, Esq.
          Justin M. Winerman, Esq.
          Tabitha J. Atkin, Esq.
          155 N. Wacker Drive
          Chicago, Illinois 60606
          Telephone: (312) 407-0700
          Fax: (312) 407-0411
          E-mail: george.panagakis@skadden.com
                  jessica.kumar@skadden.com
                  justin.winerman@skadden.com
                  tabitha.atkin@skadden.com

Counsel to the agent for the Debtors' prepetition secured lenders
and the agent for the Debtors' postpetition secured lenders can be
reached at:

          Robert Jones, Esq.
          Brent McIlwain, Esq.
          Holland & Knight LLP
          200 Crescent Court, Suite 1600
          Dallas, Texas 75201
          E-mail: Robert.Jones@hklaw.com
                  Brent.McIlwain@hklaw.com

                      and

          Neil B. Glassman, Esq.
          Bayard, P.A.
          222 Delaware Avenue, Suite 900
          Wilmington, Delaware 19899
          E-mail: nglassman@bayardlaw.com

Counsel to the Official Committee of Unsecured Creditors can be
reached at:

          Dennis A. Meloro, Esq.
          Greenberg Traurig, LLP
          1007 North Orange Street, Suite 1200
          Wilmington, Delaware 19801
          E-mail: melorod@gtlaw.com

                       and

          Shari L. Heyen, Esq.
          Michael L. Burnett, Esq.
          1000 Louisiana, Suite 1700
          Houston, Texas 77002,
          E-mail: HeyenS@gtlaw.com
                  BurnettM@gtlaw.com

                       and

          David B. Kurzweil, Esq.
          Terminus 200, 3333 Piedmont Road NE, Suite 2500
          Atlanta, Georgia 30305
          E-mail: KurzweilD@gtlaw.com

                           About Ryckman

Formed on Sept. 8, 2009, Ryckman Creek Resources, LLC is engaged
In the acquisition, development, marketing, and operation of a
Natural gas storage facility known as the Ryckman Creek Facility.
The Ryckman Creek Facility is a depleted crude oil and natural gas
reservoir located in Uinta County, Wyoming.  The Company began
development of the reservoir into a natural gas storage facility
in 2011.  The Ryckman Creek Facility began commercial operations in
late 2012 and received injections of customer gas and gas
purchased by the Company.  The Debtors have approximately 35
employees.

Ryckman Creek Resources, LLC, Ryckman Creek Resources Holdings
LLC, Peregrine Rocky Mountains LLC and Peregrine Midstream Partners
LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
16-10292 to 16-10295) on Feb. 2, 2016.  The petitions were signed
by Robert Foss as chief executive officer.  Kevin J. Carey has been
assigned the case.

The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP
as counsel, AP Services, LLC, as management provider, Evercore
Group LLC as investment banker, and Kurtzman Carson Consultants LLC
as claims and noticing agent.

On April 11, 2016, Ryckman Creek Resources, LLC, disclosed total
assets of more than $205 million and total debts of more than
$391.2 million.


SANDERS NURSERY: Wants Aug. 30 Exclusive Plan Filing Deadline
-------------------------------------------------------------
Sanders Nursery & Distribution Center, Inc., asks the U.S.
Bankruptcy Court for the Eastern District of Oklahoma to extend the
exclusivity period for soliciting acceptances of the Debtor's plan
of reorganization by 90 days, from June 1, 2016, to and including
Aug. 30, 2016.

The Debtor's exclusive period for soliciting acceptances of the
Plan is set to expire on June 1, 2016.

On May 23, 2016, Sanders Nursery filed its First Amended Chapter 11
Plan of Reorganization and Disclosure Statement to Accompany First
Amended Plan of Reorganization.  A hearing to consider approval of
the Disclosure Statement, as amended, has been scheduled for June
15, 2016, at 9:00 a.m.

The Debtor seeks to extend the Exclusivity Period to provide it
sufficient time to solicit acceptances of the Plan, and submits
that cause exists principally due to the substantial progress the
the Debtor has made towards reorganization in this case.

The Debtor is not attempting to pressure creditors to accede to its
reorganization demands.  Rather, the Debtor is acting in good faith
to confirm a Chapter 11 plan that is in the best interest of all of
its creditors, without undue delay.  The Debtor has been and will
continue paying its post-petition bills as they become due.

The Debtor is represented by:

      Sidney K. Swinson, Esq.
      Mark D.G. Sanders, Esq.
      Brandon C. Bickle, Esq.
      GableGotwals
      1100 ONEOK Plaza
      100 West Fifth Street
      Tulsa, Oklahoma 74103
      Tel: (918) 595-4800
      Fax: (918) 595-4990
      E-mail: sswinson@gablelaw.com
              msanders@gablelaw.com
              bbickle@gablelaw.com

Headquartered in Tahlequah, Oklahoma, Sanders Nursery &
Distribution Center, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Okla. Case No. 15-81312) on Dec. 4, 2015,
estimating its assets and liabilities at between $1 million and $10
million each.  The petition was signed by Burl Berry, vice
president.

Judge Tom R. Cornish presides over the case.

Brandon Craig Bickle, Esq., at Gable & Gotwals, P.C., serves as the
Debtor's bankruptcy counsel.


SCORPION MEDICAL: Wants Solicitation Period Extended by 120 Days
----------------------------------------------------------------
Scorpion Medical, Inc., asks the U.S. Bankruptcy Court for the
Middle District of Florida to extend the period to solicit
acceptances of the Debtor's plan of reorganization 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

Headquartered in Tahlequah, Oklahoma, Sanders Nursery &
Distribution Center, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Okla. Case No. 15-81312) on Dec. 4, 2015,
estimating its assets and liabilities at between $1 million and $10
million.  The petition was signed by Burl Berry, vice president.

Judge Tom R. Cornish presides over the case.

Brandon Craig Bickle, Esq., at Gable & Gotwals, P.C., serves as the
Debtor's bankruptcy counsel.

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


SEAPORT AIRLINES: Exclusive Plan Filing Period Extended to July 11
------------------------------------------------------------------
The Hon. Randall L. Dunn of the U.S. Bankruptcy Court for the
District of Oregon has extended, at the behest of SeaPort Airlines,
Inc., the deadline and exclusive period for the Debtor to file a
Disclosure Statement and a Plan of Reorganization to and including
July 11, 2016, and the exclusivity period contained in 11 U.S.C.
1121(c) is extended to and including Sept. 9, 2016.

The Debtor is represented by:

      Robert J. Vanden, Esq.
      Douglas R. Ricks, Esq.
      Christopher N. Coyle, Esq.
      VANDEN BOS & CHAPMAN, LLP
      319 S.W. Washington, Suite 520
      Portland, Oregon 97204
      Tel: (503) 241-4869
      Fax: (503) 241-3731

Portland, Oregon-based SeaPort Airlines, Inc. -- fdba Wings of
Alaska and fka Alaska Juneau Aeronautics, Inc. -- filed for Chapter
11 bankruptcy protection (Bankr. D. Ore. Case No. 16-30406) on Feb.
5, 2016.  The Hon. Randall L. Dunn presides over the case.  Douglas
R Ricks, Esq., and Robert J Vanden Bos, Esq., at Vanden Bos &
Chapman, LLP, serve as the Debtor's counsel.  In its petition,
SeaPort estimated $1 million to $10 million in both assets and
liabilities.  The petition was signed by Timothy F. Sieber,
SeaPort's president.  A list of its 20 largest unsecured creditors
is available for free at http://bankrupt.com/misc/orb16-30406.pdf


SECURITY CAPITAL: Chapter 15 Case Summary
-----------------------------------------
Chapter 15 Petitioner: Mark Longbottom and
                       Geoffrey Varga

Chapter 15 Debtor: Security Capital Limited
                  (In Official Liquidation)
                   c/o Duff & Phelps - Attn Mark Longbottom
                   42 North Church Street
                   P.O. Box 10387
                   Grand Cayman
                   
Chapter 15 Case No.: 16-32145

Chapter 15 Petition Date: June 1, 2016

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Hon. Stacey G. Jernigan

Chapter 15 Petitioner's Counsel: Charles R. Gibbs, Esq.
                                 AKIN, GUMP, STRAUSS, HAUER &
                                 FELD, LLP
                                 1700 Pacific Avenue, Suite 4100
                                 Dallas, TX 75201
                                 Tel: (214) 969-2800
                                 Fax: (214) 969-4343
                                 E-mail: cgibbs@akingump.com

Estimated Assets: Not Indicated

Estimated Debts: Not Indicated


SFX ENTERTAINMENT: PCO Says Privacy Rights Protected in Fame House
------------------------------------------------------------------
Elise S. Frejka, the consumer privacy ombudsman for SFX
Entertainment, Inc., has filed a report to assist the Bankruptcy
Court in its consideration of the facts, circumstances and
conditions of the proposed sale of substantially all of the assets
of the business of Debtor SFX Marketing LLC d/b/a Fame House to UMG
Commercial Services, Inc.

In performing her duties, the Ombudsman has had numerous
discussions with the Debtors about the need to retain and/or
transfer this consumer PII as part of the sale of the Fame House
business.  The Debtors have advised the Ombudsman that (a) all
merchant settlement reports will be finalized prior to the closing
of the Sale; (b) all historical consumer PII will be anonymized to
the extent transferred to a purchaser; and (c) all consumer PII, to
the extent not necessary to the on-going operation of the Fame
House business, will be destroyed in accordance with industry best
practices prior to the closing of any Sale.

Accordingly, the Ombudsman believes implementation of these
protections adequately protects the privacy rights of consumers and
the practical considerations associated with any sale of the Fame
House business.

                     About SFX Entertainment

SFX Entertainment, Inc., and 43 of its affiliates, a global
producer of live events and digital entertainment content focused
exclusively on the electronic music culture and other world-class
festivals, filed Chapter 11 bankruptcy petitions (Bankr. D. Del.
Case Nos. 16-10238 to 16-10281) on Feb. 1, 2016.  The petitions
were signed by Michael Katzenstein as chief restructuring officer.

The Debtors disclosed total assets of $662 million and total debt
of $490 million.

Judge Mary F. Walrath is assigned to the case.

Greenberg Traurig, LLP serves as the Debtors' counsel.  Kurtzman
Carson Consultants LLC acts as the Debtors' claims and noticing
agent.

The Official Committee of Unsecured Creditors retained Pachulski
Stang Ziehl & Jones LLP as counsel; and Conway Mackenzie, Inc., as
financial advisor.


SHEEHAN PIPE LINE: Court Approves Ritchie-Led Auction on June 16
----------------------------------------------------------------
Judge Terrence L. Michael of the U.S. Bankruptcy Court for the
Northern District of Oklahoma granted Sheehan Pipe Line
Construction Company approval of procedures where equipment will be
sold to Ritchie Bros. Auctioneers (America), Inc., for $29.5
million, absent higher and better offers.

Judge Michael approved the Asset Purchase Agreement ("Stalking
Horse APA") between the Debtor and Buyer Ritchie Bros.

The approved Bidding Procedures contain, among others, the
following relevant terms:

     (a) Break Up Fee: In the event that Stalking Horse (1) is not
the Successful Bidder at the Auction, or (2) the Equipment is sold
to another bidder at the Auction, and Stalking Horse has not
breached its obligations under the Stalking Horse APA, Stalking
Horse will be entitled to a Break-up Fee in the amount of $500,000,
as defined in the Stalking Horse APA.

     (2) Bid Deadline: June 10, 2016, no later than 4:00 p.m.

     (3) Auction Date: June 16, 2016 at 9:30 a.m.

     (4) Sale Hearing: June 17, 2016 at 9:30 a.m.

     (5) Objection Deadline: June 6, 2016, no later than 5:00 p.m.

The Stalking Horse APA contains, among others, these relevant
terms:

     (a) Purchase Price: The purchase price to be paid by Buyer to
Seller for the Equipment will be the sum of US $29,500,000 less a
holdback of US $1,000,000 to cover any Transportation Adjustment
plus any Profit Sharing Amount.

     (b) Transportation Adjustment: Seller acknowledges that the
Purchase Price is based upon the delivery of the Equipment to
Buyer's auction sites as designated by the Buyer (Buyer's intention
is for majority of the items to be sold within 60 days of the
Closing Date by way of unreserved public auction). Buyer will
undertake the transport of any such Equipment, but will be entitled
to use the Transportation Holdback to pay for such transportation
as actually incurred by Buyer.

     (c) Agreement to Share Sale Proceeds: Buyer and Seller agree
that as additional consideration the parties will share proceeds
received after the completion of Buyer's disposition of the
Equipment over and above the Upfront Cash Purchase Price.

Judge Michael approved the Bid Procedures despite the objection
filed by the Official Committee of Unsecured Creditors.

A full-text copy of the approved Bidding Procedures, dated May 19,
2016, is available at https://is.gd/weH5ih

A full-text copy of the Stalking Horse APA, dated May 19, 2016, is
available at https://is.gd/wastMU

The Official Committee of Unsecured Creditors of Sheehan Pipe Line
Construction Company is represented by:

          Samuel S. Ory, Esq.
          FREDERIC DORWART, LAWYERS
          124 E. Fourth Street
          Tulsa, OK 74103
          Telephone: (918)583-9913
          Facsimile: (918)583-8521
          E-mail: sory@fdlaw.com

                  - and -

          Geoffrey S. Goodman, Esq.
          Joanne Lee, Esq.
          Matthew J. Stockl, Esq.
          FOLEY & LARDNER LLP
          321 N. Clark Street, Suite 2800
          Chicago, IL 60654
          Telephone: (312)832-4514
          Facsimile: (312)832-4700
          E-mail: ggoodman@foley.com
                  jlee@foley.com
                  mstockl@foley.com

                     About Sheehan Pipe Line

Sheehan Pipe Line Construction Company, a contractor that
constructs pipelines in various states across the country, filed a
voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the U.S. Bankruptcy Court for the Northern
District of Oklahoma (Case No. 16-10678) on April 15, 2016,
listing
total assets of $90.2 million and total debt of $68.4 million.  

The petition was signed by Robert A. Riess, Sr., as president and
CEO. McDonald, McCann & Metcalf & Carwile, LLP, serves as counsel
to the Debtor.  The case is pending before Judge Terrence L.
Michael.


SKYBRIDGE SPECTRUM: Court Grants Leong's Motion to Dismiss Case
---------------------------------------------------------------
Judge Christopher S. Sontchi of the United States District Court
for the District of Delaware entered an order dated May 6, 2016, in
the case captioned In re: SKYBRIDGE SPECTRUM FOUNDATION, Debtor,
Case No. 16-10625-CSS (D. Del.):

   1. granting the Motion of Dr. Arnold Leong to Dismiss Debtor's
      Bankruptcy Case filed on April 15, 2016.

   2. denying the application authorizing the employment and
      retention of Sullivan Hazeltine Allinson LLC as counsel for
      the Debtor filed on March 11, 2016.

   3. denying the Motion of Dr Leong for Order: (A) Excusing
      Receiver from Compliance with Section 543 of the Bankruptcy
      Code; and (B) Granting Related Relief from the Automatic
      Stay Pursuant to Section 362 of the Bankruptcy Code filed
      on March 25, 2016.

   4. denying the Debtor's Motion for Order Authorizing Debtors
      to (A) Continue and Maintain Consolidated Cash Management
      System and Existing Bank Account and Books and Records; (B)
      Continue Use of Existing Business Forms; and (C) Granting
      Interim and Final Waiver of Section 345 Requirements, filed
      on March 29, 2016.

   5. denying the Motion for Entry of an Order Authorizing
      Retention and Payment of Professionals Utilized by the
      Debtor in the Ordinary Course of Business filed on
      March 29, 2016.

   6. denying the Motion for Entry of an Order Granting
      Additional Time Within Which to File Schedules and
      Statements, filed on March 29, 2016.

   7. denying the Motion of Susan L. Uecker, the Court-Appointed
      Receiver, for Entry of an Order Preserving the Status Quo
      of the Receivership Pending a Hearing on Excusal from
      Compliance with Section 543 of the Bankruptcy Code and Dr.
      Leong's Motion to Dismiss the Bankruptcy Case, filed on
      April 15, 2016.

   8. denying the Motion of the Debtor for an order Establishing
      Procedures for Interim Compensation and Reimbursement of
      Expenses of Professionals, filed on April 15, 2016.

   9. denying the Debtor's Motion Compelling Custodian to Turn
      Over Property of Debtor's Estate, filed on April 15, 2016.

As reported by the Troubled Company Reporter on April 26, 2016, Dr.
Leong asked the Bankruptcy Court to dismiss Skybridge Spectrum
Foundation's Chapter 11 bankruptcy case or to abstain from
exercising jurisdiction over the bankruptcy case.  According to Dr.
Leong, the bankruptcy case was commenced in bad faith.  Dr. Leong
asserts that Havens filed the bankruptcy case for the clear and
unequivocal purpose of interfering with the activities of the
Receiver and in an attempt to regain control of all of the FCC
Licenses.  Skybridge and Warren Havens have admitted that the
Debtor has no third party creditors and identify no valid
reorganization purpose for the commencement of the case.

Dr. Leong filed with the Bankruptcy Court his reply to Skybridge
Spectrum Foundation's opposition to his motion to dismiss the case
and motion to excuse turnover.  He explained that the dispute is
between Dr. Leong and Havens over ownership and control of
Skybridge Spectrum. It is a dispute regarding business strategy
where the opposing views are "Take the Money and Run" versus "Hold
and Build."

Havens is the sole officer and director of Skybridge and the latter
has no employees and has no equity holders.  Likewise, Skybridge
Spectrum has no meaningful ongoing operations and describes its
ongoing activities as "negotiating new deals," remaining "active
before the FCC," and engaging "in various litigation activities.

Dr. Leong also reminded the Court that, despite requesting a 30-day
extension of time, Skybridge Spectrum has failed to file any
Schedules or Statements. The only financial information filed with
the Bankruptcy Court are its 2012 tax returns, which reveal minimal
economic activity.

Skybridge Spectrum admits that the case was filed to prevent the
liquidation of the Skybridge Spectrum's estate, which it has
characterized as a wholesale "fire sale".

In sum, the differing interests of Dr. Leong and Havens as interest
holders in Skybridge Spectrum have been, can be and will be
properly protected by the Superior Court, to whom Susan L. Uecker,
the Court-Appointed Receiver, answers.

Dr. Arnold Leong is represented by:

          Dean A. Ziehl, Esq.
          Jeremy V. Richards, Esq.
          Bradford J. Sandler, Esq.
          Peter J. Keane, Esq.
          PACHULSKI STANG ZIEHL & JONES LLP
          919 North Market Street, 17th Floor
          Wilmington, DE 19899-8705
          Tel: (302) 652-4100
          Fax: (302) 652-4400
          Email: dziehl@pszjlaw.com
                 jrichards@pszjlaw.com
                 bsandler@pszjlaw.com
                 pkeane@pszjlaw.com

               About Skybridge Spectrum Foundation

Skybridge Spectrum Foundation filed a Chapter 11 bankruptcy
petition (Bankr. D. Del. Case No. 16-10626) on March 11, 2016.
Warren C. Havens signed the petition as president, sole director
and sole member. The Debtor estimated assets in the range of $100
million to $500 million and debts of up to $500,000. Sullivan
Hazeltine Allinson LLC represents the Debtor as counsel.

Susan L. Uecker, Court-appointed Receiver, is represented by:

          Eric D. Schwartz, Esq.
          Curtis S. Miller, Esq.
          Marcy J. McLaughlin, Esq.
          MORRIS, NICHOLS, ARSHT & TUNNELL LLP
          1201 North Market Street, Suite 1800
          Wilmington, DE 19801
          Telephone: (302)351-9208
          Facsimile: (302)425-4672
          E-mail: eschwartz@mnat.com
                  cmiller@mnat.com
                  mmclaughlin@mnat.com

                - and -

          David DeGroot, Esq.
          SHEPPARD MULLIN RICHTER & HAMPTON LLP
          Four Embarcadero Center, 17th Floor
          San Francisco, CA 94111
          Telephone: (415)774-3230
          Facsimile: (415)434-3947
          E-mail: ddegroot@sheppardmullin.com

Skybridge Spectrum Foundation is represented by:

          Elihu E. Allinson III, Esq.
          SULLIVAN HAZELTINE ALLINSON LLC
          901 North Market Street, Suite 1300
          Wilmington, DE 19801
          Telephone: (302)428-8191
          Facsimile: (302)428-8195
          E-mail: zallinson@sha-llc.com


SPEEDWAY MOTORSPORTS: Egan-Jones Hikes Sr. Unsec. Ratings to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company raised the senior unsecured ratings on
debt issued by Speedway Motorsports Inc. to BB+ from BB on May 12,
2016.

Speedway Motorsports, Inc. is an American corporation that owns and
manages racing facilities that host NASCAR, IndyCar Series, NHRA,
World of Outlaws and other motor racing series.



SUNEDISON INC: Terraform Power Gets Default Warnings
----------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
SunEdison Inc.'s financial woes are beginning to affect the
fortunes of its corporate offspring, the "yieldcos" that buy its
completed power projects.

According to the report, TerraForm Power Inc. and TerraForm Global
Inc. have been handed default warning notices from bondholders, due
to their failure to deliver audited financial statements for 2015,
the TerraForm companies revealed in filings on June 2 with the
Securities and Exchange Commission.

Delivery of the notices on May 31 starts the clock ticking on a
90-day period that could leave the companies, owners of major power
projects around the globe, at the mercy of lenders, the report
related.

Unless the TerraForm companies fix the problem by filing financial
reports with the Securities and Exchange Commission, the TerraForm
companies could be facing demands for immediate payment on the
bonds, according to an SEC filing, the report further related.  A
bond default triggers a cross-default on more senior debt, the
report added.

                      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: Wants Schedules Filing Deadline Moved to July 20
---------------------------------------------------------------
SunEdison, Inc., and certain of its affiliates ask the U.S.
Bankruptcy Court for the Southern District of New York to extend
the time for filing schedules and statements of financial affairs
through and including July 20, 2016.

On April 25, 2016, the Bankruptcy Court entered an Order extending
the time by which the Debtors must file their Schedules and
Statements to a total of 44 days from the Petition Date, to and
including June 6, 2016.

However, the Debtor needs to extend the June 6 deadline in view of
the substantial burdens already imposed on the Debtors' management,
the time and attention the Debtors must devote to the restructuring
process, the amount of work entailed in completing the Schedules
and Statements for hundreds of domestic and foreign subsidiaries of
Debtors, and the competing demands placed upon the limited number
of employees available to collect the information.

The requested July 20, 2016 deadline will enhance the accuracy of
the Statements and Schedules when filed and help avoid the
potential necessity of substantial subsequent amendments.

                      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.


SUNFLOWER RENEWABLE: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                     Case No.
      ------                                     --------
      Sunflower Renewable Holdings 1, LLC        16-11626
      13736 Riverport Drive
      Maryland Heights, MO 63043

      Blue Sky West Capital, LLC                 16-11627

      First Wind Oakfield Portfolio, LLC         16-11628

      First Wind Panhandle Holdings III, LLC     16-11629

      DSP Renewables, LLC                        16-11630

      Hancock Renewables Holdings, LLC           16-11631

Chapter 11 Petition Date: June 1, 2016

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

Judge: Hon. Stuart M. Bernstein

Debtors' Counsel: Jay M. Goffman, Esq.
                  SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
                  Four Times Square
                  New York, NY 10036
                  Tel: (212) 735-3000
                  Fax: (212) 735-2000
                  E-mail: Jay.Goffman@skadden.com

Debtors'          
Conflict
Counsel:          TOGUT, SEGAL & SEGAL LLP

Debtors'          
Restructuring     
Advisor:          MCKINSEY RECOVERY & TRANSPORTATION
                  SERVICES U.S., LLC

Debtors'          
Claims,
Noticing &
Administrative
Agent:            PRIME CLERK LLC

Estimated Assets: $10 million to $50 million

Estimated Debts: $0 to $50,000

The petition was signed by Karleen Stern, secretary.

The Debtors did not include a list of their largest unsecured
creditors when they filed the petitions.


SUPERIOR ENERGY: Egan-Jones Cuts Sr. Unsecured Ratings to B+
------------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Superior Energy Services Inc. to
B+ from BB+, and the local currency senior unsecured rating on the
Company's debt to B+ from BB- on May 12, 2016.

Superior Energy Services, Inc. is an oilfield services company.


SYNERGY TRANSPORT: Hires Miranda & Maldonado as Bankruptcy Counsel
------------------------------------------------------------------
Synergy Transport, Inc., asks the U.S. Bankruptcy Court for the
Western District of Texas to employ Miranda & Maldonado, P.C., as
counsel for the bankruptcy estate.

The Firm will provide these services:

      a) giving the Debtor legal advice with respect to its powers

         and duties as debtor-in-possession and the continued
         operation of its business and management of its
         properties;

      b) reviewing prepetition executory contracts and unexpired
         leases entered into by the Debtor and to determine which
         contracts or contracts should be rejected;

      c) preparing on behalf of the Debtor necessary applications,

         answers, ballots, judgments, motions, notices,
         objections, orders, reports and any other legal
         instrument necessary;

      d) assisting the Debtor in the preparation of a Disclosure
         Statement and the negotiation of a Plan of Reorganization

         with the creditors in its case, and any amendments; and

      e) performing all other legal services for the Debtor, as
         debtor-in-possession which may become necessary to
         effectuate a successful reorganization of the bankruptcy
         estate.

The Firm will be paid these hourly rates:

         Carlos A. Miranda III, Esq.              $300
         Gabe Perez, Esq.                         $200
         Legal Assistant & Law Clerks              $75

The Firm received the total prepetition retainer in the amount of
$10,000.  Of this amount, $1,717 was applied to the Chapter 11
filing fee as well as certain funds that were applied to the
prepetition legal services performed by the Firm.  As of May 23,
2016, the remaining amounts in trust are $4,903.

Carlos A. Miranda, Esq., at the Firm assures the Court that it
represents no interest adverse to the Debtor or its estate in the
matters upon which the Firm is to be engaged.

The Firm can be reached at:

         MIRANDA & MALDONADO, P.C.
         Carlos A. Miranda III, Esq.
         Gabe Perez, Esq.
         5915 Silver Springs, Bldg. 7
         El Paso, Texas 79912
         Tel: (915) 587-5000
         Fax: (915) 587-5001
         E-mail: cmiranda@mirandafirm.com
                 gperez@mirandafirm.com

Headquartered in El Paso, Texas, Synergy Transport, Inc., filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No.
16-30619) on April 21, 2016, estimating its assets at between $1
million and $10 million while not indicating the amount of its
liabilities.  The petition was signed by Ruben Melendez, Sr.,
authorized representative.

Judge Christopher H. Mott presides over the case.

Carlos A. Miranda, III, Esq., at Miranda & Maldonado, P.C., serves
as the Debtor's bankruptcy counsel.


TATOES LLC: Rabo AgriFinance Objects to Consultant Hiring
---------------------------------------------------------
Rabo AgriFinance filed with the U.S. Bankruptcy Court for the
Eastern District of Washington an objection to the request of
Columbia Manufacturing, Inc., dba Columbia Onion, Wahluke Produce,
Inc., and Tatoes, LLC, to hire CFO Selections, LLC as their Chapter
11 consultant.

Rabo AgriFinance said the application was filed in each of the
Debtors' separate Chapter 11 cases, but the Consulting Agreement
attached to each Application is only with Tatoes. It is therefore
unclear who Selections, LLC will be charging for its services to
the Debtors, and on what basis it would charge Wahluke or Columbia
since it has no agreement with those entities. If the intent is to
have Tatoes pass through CFO's charges for services rendered to
Wahluke or Columbia, the Application should clearly state and
describe that procedure. Before and after the petition date, CFO
wasn't allocating its time between the three separate Debtors.
Instead, it just billed all the work it performed together under on
invoice regardless of what it was doing and for whom, and charged
1/3 of the total amount to each Debtor.

Rabo AgriFinance also said the Application does not provide or
describe the agreement between Tatoes and CFO, or between CFO and
Wahluke and Columbia, if any, that was in place from  the petition
date, March 21, 2016 until April 20, 2016, and it does not disclose
post-petition payments to CFO by the Debtors prior to the date of
the Application, or after for that matter.

Rabo AgriFinance Healthcare is represented by:

     Bruce K. Medeiros
     Davidson Backman Medeiros PLLC
     1550 Bank of America Financial Centre
     601 West Riverside Avenue
     Spokane, Washington 99201
     Telephone: (509)624-4600
     Facsimile: (509)623-1660
     E-mail: bmedeiros@dbm-law.net

         - and -

     Michael R. Johnson, Esq.
     Douglas M. Monson, Esq.
     Ray Quinney & Nebeker P.C.
     36 South State Street, Suite 1400
     Salt Lake City, Utah 8411
     Telephone: (801)532-1500
     Facsimile: (801)532-7543
     E-mail: mjohnson@rqn.com
             dmonson@rqn.com

                        About Tatoes, LLC

Tatoes, LLC, Wahluke Produce, Inc., and Columbia
Manufacturing,
Inc., are engaged in farming, packing, storing,
and selling
potatoes, onions and wheat. Each of the Debtors filed
Chapter 11 bankruptcy petitions (Bankr. E.D. Wash. Case Nos.
16-00900,
16-00899 and 16-00898, respectively) on March 21,
2016.

Tatoes LLC estimated assets and liabilities in the range
of $10
million to $50 million. Wahluke Produce and Columbia
Manufacturing estimated assets in the range of $50 million to $100
million and liabilities of up to $100 million.



Bailey & Busey LLC serves as counsel to the Debtors.


TELESPEAK CCA: Seeks to Hire Suzy Tate as Legal Counsel
-------------------------------------------------------
TeleSpeak CCA, Inc. seeks approval from the U.S. Bankruptcy Court
for the Middle District of Florida to hire Suzy Tate, P.A. as its
legal counsel.

The Debtor tapped the firm to:

     (a) take all necessary actions to protect and preserve the
         estate of the Debtor, including the prosecution of
         actions on its behalf and the defense of any actions
         commenced against the Debtor;

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

     (c) advise the Debtor about its rights and obligations as
         debtor-in-possession; and

     (d) negotiate, prepare and file a chapter 11 plan of
         reorganization and corresponding disclosure statement.

The firm's current hourly rate is $300. The Debtor has agreed to
also pay fees for paralegal services and work-related expenses.

Suzy Tate, Esq., disclosed in a court filing that no attorney at
her firm currently represents any person adverse to the Debtor or
its estate.

The firm can be reached through:

     Suzy Tate, Esq.
     Suzy Tate, P.A.
     14502 N. Dale Mabry, Ste. 200
     Tampa, FL 33618
     Telephone: (813) 264-1685
     Facsimile: (813) 264-1690
     e-MAIL: suzy@suzytate.com

                       About TeleSpeak CCA

TeleSpeak CCA, Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the Middle District of Florida (Orlando) (Case
No. 16-03562) on May 27, 2016.  The petition was signed by John
Golak, president.  

The Debtor disclosed total assets of $68,219 and total debts of
$4.51 million.


TENASKA ALABAMA: S&P Affirms 'BB' Rating on $361MM Sr. Sec. Bonds
-----------------------------------------------------------------
S&P Global Ratings said it affirmed its 'BB' rating on electricity
generator Tenaska Alabama Partners L.P.'s (TAP) $361 million 7%
senior secured bonds due 2021 ($179.5 million outstanding as of
Dec. 31, 2015).  The outlook is stable.  The recovery rating has
been upgraded to '2' from '3', indicating S&P's expectation for a
substantial (70% to 90%; lower end of the range) recovery if a
default occurs.

The recovery rating was upgraded as a result of ongoing debt
amortization, as well as a continued strong value expectation for
this asset type in a liquidation scenario.

TAP is a limited partnership that owns and operates an 859-megawatt
(MW) combined-cycle generation facility in Autauga County, Ala.
The plant sells fuel conversion services under a 20-year tolling
agreement with BE Alabama LLC, which is a wholly owned subsidiary
of JPMorgan Chase & Co.  It also has a long-term service agreement
with General Electric Co. (GE) for equipment maintenance.

Tenaska, TAP's parent, is an experienced project developer that has
built more than 9,000 MW of generation capacity covering 15
domestic and international projects.

The stable outlook reflects S&P's view that project management has
appropriately responded to previous mechanical issues at the plant,
leading to an expectation of consistent availability throughout the
debt's remaining term.  Regarding the plant's capacity factor, any
deviation (whether an increase or a decrease) from current expected
levels would most likely be a moderately positive development for
the project's cash flow.

S&P could raise the rating if the DSCR consistently rises to 1.2x
or higher in the forecast for the debt's remaining term.  This
could occur due to lower-than-anticipated costs or consistently
very high capacity factors (possibly stemming from new contracts or
policies at the offtaker level).

S&P could lower the rating if TAP does not sustain strong operating
performance, leading to a pattern of reduced plant availability
that triggers penalties under its contracts.  Higher operating
costs (e.g., due to the plant's age or tax/regulatory issues) are
also a possibility, causing the DSCR to fall to the bottom end of
the 1x to 1.2x range for a sustained period.


THIERRY CASSAGNOL: July 28 Plan Confirmation Hearing
----------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida, Tampa Division, on May 31, 2016,
conditionally approved the disclosure statement explaining the plan
filed by Thierry Cassagnol.

The Court will conduct a hearing on confirmation of the Plan,
including timely filed objections to confirmation, objections to
the Disclosure Statement, motions for cramdown, applications for
compensation, and motions for allowance of administrative claims on
July 28, 2016 at 2:30 P.M.  If the Plan is not confirmed, the Court
will also consider dismissal or conversion of the case.

The bankruptcy case is In re: Thierry Cassagnol, Case No.
8:12-bk-14099-CPM (Bankr. M.D. Fla.).


TIMKEN CO: Egan-Jones Cuts Sr. Unsecured Debt Ratings to BB+
------------------------------------------------------------
Egan-Jones Ratings Company lowered the senior unsecured ratings on
debt issued by The Timken Co. to BB+ on May 12, 2016.

The Timken Company is a global manufacturer of bearings, and
related components and assemblies.



TODD SWENNING: Levene Neal's Frealy Named Chapter 11 Trustee
------------------------------------------------------------
Samuel K. Crocker, U.S. Trustee for Region 20, on May 31, 2016,
disclosed that he has appointed Todd A. Frealy of the firm Levene,
Neal, Bender, Yoo & Brill L.L.P., located in Los Angeles,
California, to serve as the Chapter 11 trustee in the Chapter 11
case of Todd A. Swenning.

The U.S. Trustee has consulted with these parties-in-interest
regarding the appointment of Mr. Frealy as the Chapter 11 trustee:

   a. Sam Bratton II, Counsel for the Debtor;

   b. Charles Greenough, Counsel for Commerce Bank, the largest
unsecured creditor in the case; and

   c. R. Samuel Boughner, Counsel for the Internal Revenue Service;
and

   d. Jeff Tate, Counsel for Demetria Ellis, Plaintiff in a
malpractice action filed against the Debtor.

Mr. Frealy has conducted a conflict check and reported to the U.S.
Trustee that to the best of his knowledge, neither he nor his firm
have any connections with the Debtor, creditors, or any other
parties in interest, including their respective attorneys and
accountants.

The U.S. Trustee asks the U.S. Bankruptcy Court for the Northern
District of Oklahoma to approve the application.

Samuel K. Crocker, the United States Trustee, is represented by:

         Katherine Vance OBA #9175
         Paul R. Thomas, OBA #11546
         Bonnie N. Hackler, OBA #18392
         224 S. Boulder, Room 225
         Tulsa, Oklahoma 74103
         Tel: (918) 581-6671
         Fax: (918) 581-6674
         E-mail: bonnie.hackler@usdoj.gov

The case, filed July 28, 2015, is In re Todd A. Swenning (Bankr.
N.D. Okla. Case No. 15-11408).


TRIANGLE PETROLEUM: Amends Fiscal 2015 Annual Report
----------------------------------------------------
Triangle Petroleum Corporation filed an amended annual report on
Form 10-K for the year ended Jan. 31, 2016, originally filed with
the Securities and Exchange Commission on April 14, 2016.

The Amendment amends Part III of the Original Filing to include
information previously omitted from the Original Filing in reliance
on General Instruction G(3) to Form 10-K, which permits Part III
information to be incorporated into the Form 10-K by reference from
our definitive proxy statement if such statement is filed no later
than 120 days after our fiscal year-end.  The Company said it no
longer intend to file its definitive proxy statement containing
such information within 120 days after the end of the fiscal year
covered by the Original Filing.

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

                       https://is.gd/Wp5UEH

                    About Triangle Petroleum

Triangle Petroleum Corporation is a Denver-based oil and natural
gas exploration and production company.   Triangle Petroleum
conducts its E&P, oilfield and midstream activities in the
Williston Basin of North Dakota and Montana.

Triangle Petroleum reported a net loss of $822 million on $358
million of total revenues for the year ended Jan. 31, 2016,
compared to net income of $93.4 million on $573 million of total
revenues for the year ended Jan. 31, 2015.

As of Jan. 31, 2016, Triangle Petroleum had $753 million in total
assets, $1.01 billion in total liabilities and a total
stockholders' deficit of $265 million.

KPMG LLP, in Denver, Colorado, issued a "going concern"
qualification on the Company's consolidated financial statements
for the year ended Jan. 31, 2016, citing that the Company does not
have sufficient liquidity to meet this obligation, if called by the
lenders.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


TRINITY TOWN: Planes Seeks to Compel Use of Cash Collateral
-----------------------------------------------------------
William Planes, as guarantor of the Sunfield Mortgage and a
contingent creditor of Trinity Town Center LLLP, asks the
Bankruptcy Court to compel authority for the Debtor to use the cash
collateral of Sunfield Homes, Inc.  Mr. Planes also seeks to
preserve the Chief Restructuring Officer's (CRO) exclusive right to
manage the Debtor's property and Sunfield to pay the premiums on
Debtor's hazard and liability insurance.

On Jan. 18, 2016, Trinity Town Center, LLLP; Trinity Town Center,
LLC; Trinity Comer, LLC; Prime Investment Holdings, Inc.;
Diversified Home Services & Construction, Inc. (DHS); William
Planes and Sunfield Homes, Inc.; signed a settlement agreement.

The Sunfield Settlement Agreement establishes a "Allowed Sunfield
Mortgage Claim", and in exchange provides that the Debtor, LLC,
Comer, Prime, DHS and Planes waive their Affirmative Defenses and
Stipulation to a Judgment of Foreclosure of the Allowed Sunfield
Mortgage Claim and in consideration for such Waiver of Affirmative
Defenses and Stipulation to a Judgment of Foreclosure, Sunfield is
to provide certain DIP financing to specifically pay for Debtors
then due Hazard and Liability Insurance Premiums, Allow the use of
Cash Collateral, and cooperate and not interfere with the CRO's,
Mike Luetgert, exclusive right to manage the Debtor's property and
the Debtor's petition for reorganization filed in the Court.

Sunfield has not funded the DIP Loan so to allow the CRO to pay its
insurance premiums for its Hazard and Liability Insurance, has
sought to restrict the CRO's use of Cash Collateral and has
interfered with the CRO's exclusive right to manage the Debtor's
Estate insisting that there will be no funding or use of Cash
Collateral until such time as the CRO's employment of Berkshire
Hathaway as Property Manager.

Mr. Planes can be contacted by:

         William Planes, Pro Se
         9040 Tryfon Boulevard, Suite A-I03
         Trinity, FL 34655
         Tel: (727) 781-9885
         E-mail: wpplanessr@gmail.com

                    About Trinity Town Center

Trinity Town Center LLLP is a Florida limited liability limited
partnership, developing, owning and operating the Trinity Town
Center, a real estate project located in Trinity, Florida, that is
intended to be used as a life style center containing retail,
restaurant, financial services, and offices for professional and
medical.

On Jan. 20, 2015, Trinity Town Center LLLP filed a Chapter 11
petition (Bankr. M.D. Fla. Case No. 16-00405) in Tampa, Florida.
The petition was signed by Michael D. Luetgert, the CRO.  The
Debtor has scheduled $25,215,778 in total assets and $21,599,870 in
total liabilities.

The Debtor has tapped McIntyre Thanasides Bringgold Elliot as its
legal counsel.

                           *     *     *

The deadline for filing claims was May 9, 2016.


UCI INTERNATIONAL: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

      Debtor                                           Case No.
      ------                                           --------
      UCI International, LLC                           16-11354
         aka UCI International, Inc.
         aka UCI Holdco, Inc.
         aka UCI-FRAM AutoBrands
         aka UCI-FRAM Group
      1900 W. Field Court
      Lake Forest, IL 60045

      Airtex Industries, LLC                           16-11355

      Airtex Products, LP                              16-11356

      ASC Holdco, Inc.                                 16-11357

      ASC Industries, Inc.                             16-11358

      Champion Laboratories, Inc.                      16-11359

      UCI Acquisition Holdings (No. 1) Corp            16-11360

      UCI Acquisition Holdings (No. 3) Corp            16-11361

      UCI Acquisition Holdings (No. 4) LLC             16-11362

      UCI-Airtex Holdings, Inc.                        16-11363

      UCI Holdings Limited                             16-11364

      UCI Pennsylvania, Inc.                           16-11365

      United Components, LLC                           16-11366

Type of Business: The Debtors claim to be leaders in the design,
                  manufacturing, and distribution of vehicle
                  replacement parts, including a broad range of
                  filtration, fuel delivery systems, and cooling
                  systems products in the automotive, trucking,
                  marine, mining, construction, agricultural, and
                  industrial vehicles markets.

Chapter 11 Petition Date: June 1, 2016

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

Judge: Hon. Mary F. Walrath

Debtors' Legal Counsel: Jessica C.K. Boelter, Esq.
                        Larry J. Nyhan, Esq.
                        Kerriann S. Mills, Esq.
                        Jackson T. Garvey, Esq.
                        SIDLEY AUSTIN LLP
                        One South Dearborn
                        Chicago, Illinois 60603
                        Tel: (312) 853-7000
                        Fax: (312) 853-7036
                        Email: lnyhan@sidley.com
                               kmills@sidley.com
                               jboelter@sidley.com
                               jgarvey@sidley.com

Debtors' Local          Edmon L. Morton, Esq.
Counsel:                Robert S. Brady, Esq.
                        Ashley E. Jacobs, Esq.
                        Elizabeth S. Justison, Esq.
                        YOUNG CONAWAY STARGATT & TAYLOR, LLP
                        Rodney Square
                        1000 N. King Street
                        Wilmington, Delaware 19801
                        Tel: (302) 571-6600
                        Fax: (302) 571-1253
                        Email: emorton@ycst.com
                               ajacobs@ycst.com
                               ejustison@ycst.com

Debtors'                ALVAREZ & MARSAL
Financial               55 West Monroe Street
Advisor:                Suite 4000
                        Chicago, IL 60603
                        Tel: (312) 601-4220
                        Fax: (312) 332-4599

Debtors'                MOELIS & COMPANY LLC
Investment              399 Park Avenue
Banker:                 5th Floor, New York
                        New York, 10022

Debtors'                GARDEN CITY GROUP
Claims and              P.O. Box 10278
Noticing                Dublin, OH 43017-5778
Agent:                  Toll-Free: (855) 907-3238
                        Tel: (614) 524-5591
                        Email: UCIInfo@gardencitygroup.com

Estimated Assets: $100 million to $500 million

Estimated Debts: $500 million to $1 billion

The petition was signed by Ricardo Felipe Alverque, chie financial
officer and vice president.

List of Debtors' 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Wilmington Trust                  Registered 8.625%  $400,000,000
National Association              Senior Notes Due    + accrued
as Trustee                               2019          interest
50 S Sixth St., Ste 1290
Minneapolis, MN 55402
United States
Tel: 612-217-5670
Fax: 612-217-5651
Email: qdepompolo@wilmingtontrust.com

Randall Metals Corporation            Trade Debt       $6,481,780
2483 Greenleaf Avenue
Elk Grove Village, IL 60007
United States
Tel: 847-952-9690 X215
Fax: 847-952-9731
Email: lleffingwell@randallmetals.com

Ahlstrom Engine Filtration LLC           Trade Debt     $3,673,828
3 Independence Pointe
Greenville, SC 29615
United States
Tel: 864-643-9877
Fax: 864-288-7946
Email: Gary.blevins@ahstrom.com

Jasper Rubber Products Inc.              Trade Debt     $3,219,540
1010 First Avenue
Jasper, IN 47546
United States
Tel: 812-482-3242
Fax: 812-482-0816
Email: dmathias@jasperrubber.com

Worthington Steel Company                 Trade Debt    $2,805,553
100 Old Wilson Bridge Rd
Columbus, OH 43085
United States
Tel: 614-840-3469
Fax: 614-395-7474
Email: pat.clark@worthingtonindustries.com

Blue Cross Blue Shield of Illinois        Trade Debt    $2,550,793
300 East Randolph Street
Chicago, IL 60601-5099
United States
Tel: 312-653-2775
Fax: 312-540-0544

A L Solutions US Inc.                     Trade Debt    $1,789,679
133 Williams Drive
Ramsey, NJ 07446
United States
Tel: 201-825-4235
Fax: 201-825-4236
Email: Rkramer@alsolutionsus.com

NSK Corporation                           Trade Debt    $1,471,469
4200 Goss Road
Ann Arbor, MI 48105
United States
Tel: 888-446-5675
Fax: 734-913-7510
Email: info@nsk-corp.com

Boutwell Owens & Co. Inc.                 Trade Debt    $1,457,919
251 Authority Drive
Fitchbug, MA 01420
United States
Tel: 978-345-2253
Fax: 978-343-9132
Email: billh@boutwellowens.com

Standard Group LLC The                    Trade Debt    $1,263,630
75-20 Astoria Blvd
Jackson Heights, NY 11370
Suite 100
United States
Tel: 516-641-5384
Fax: 718-310-5530
Email: louisc@thestandardgroup.com

Infinity Molding & Assembly Inc.           Trade Debt   $1,194,639
5520 Industrial Road
MT Vernon, IN 47620-7200
United States
Tel: 812-838-0370
Fax: 812-838-9301
Email: stitzer@infinity-mai.com

Hengst of North America                   Litigation    $1,183,275
29770 Hudson Drive                        Settlement/
Novi, MI 48377                            Trade Debt
United States
Tel: 586-757-2995
Fax: 586-757-2979
Email: m.stegmueller@hengst.com

C.H. Robinson                             Trade Debt    $1,137,055
14701 Charlson Road
Eden Praire, MN 55347
United States
Tel: 952-937-7780
Fax: 952-683-3701
Email: bruce.johnson@chrobinson.com

West Troy LLC                             Trade Debt    $1,006,247
650 Olympic Dr
Troy, OH 45373
United States
Tel: 937-339-2192
Fax: 937-339-7693
Email: dtyger@yasotay.com

Shandong Liancheng Auto Parts Co., Ltd.   Trade Debt      $976,462
6 Chunangye Avenue
Yanzhou Economic Development Zone
Shandong, China
Tel: 86 537 363 7588 8886
Fax: 86 53 7395 6801
Email: bguo@lmc-ind.com

Behr Thermot-Tronik GMBH                  Trade Debt      $827,882
Enzstrasse 25
70806 Kornwestheim, Germany
Tel: 49 7154 133 0
Fax: 49 7154 133 2 24

Cloyes Gear & Products Inc.               Trade Debt      $675,067
7800 Ball Road
Ft. Smith, AR 72908
United States
Tel: 479-646-1662
Fax: 479-646-5844
Email: tmyers@hihiholdings.com

International Paper                       Trade Debt      $660,508
6400 Poplar Ave
Memphis, TN 38197
United States
Tel: 901-419-9000
Fax: 901-419-7930

Inducontrol SA De CV                      Trade Debt      $593,974
Gitana Norte No. 469
Col. San Nicolas Tolentino
Tlahuac, 13250
Mexico
Tel: 52 555 859 5514
Fax: 52 555 845 3099
Email: abissar@inducontrol.com.mx

Motion Industries                         Trade Debt     $554,738
1605 Alton Road
Birmingham, AL 35210
United States
Tel: 205-956-1122
Fax: 205-951-1172
Email: Tim.breen@motion-ind.com

Auto Partsource LLC                       Trade Debt     $536,889
4605 Carolina Drive
Richmond, VA 23222
United States
Tel: 804-329-3000
Fax: 804-329-3094
Email: Jamalfe@autopartsource.com

Eagle Nonwovens Incorporated              Trade Debt     $534,169
10301 Lake Bluff Dr
St. Louis, MO 63123
United States
Tel: 314-293-2222
Fax: 314-416-8700
Email: mclauss@charter.net

ITW Labels                                Trade Debt     $533,844
1 Missouri Research Park DR
St. Charles, MO 63304
United States
Tel: 800-695-0036
Fax: 800-695-4584
Email: TCRooks@itwlabels.com

Hollingsworth & Vose Company              Trade Debt     $526,389
112 Washington Street
East Walpole, MA 02032
United States
Tel: 508-668-0295
Fax: 508-668-7403
Email: vhollingworth@hovo.com

BASF Corporation                          Trade Debt      $497,925
1609 Biddle Ave
Wyandotte, MI 48192
United States
Tel: 317-834-1408
Fax: 734-324-5245
Email: Robert.wissel@basf.com

Donaldson Company                         Trade Debt      $486,154
1400 West 94th Street
Minneapolis, MN 55440
United States
Tel: 952-887-3102
Fax: 952-887-3716
Email: shannon.daly@donaldson.com

Meccanotecnica USA Inc.                   Trade Debt      $460,685
41650 Gardenbrooke Road
Suite 110
Novi, MI 48375
United States
Tel: 248-347-0606
Email: jsneed@mtu-group.com

Miltec Incorporated                       Trade Debt      $442,074
3870 10th Street
Oak Creek, WI 53154
United States
Tel: 414-764-4630
Fax: 414-764-4470
Email: Serby@Milltecinc.com

Pallet Recyclers                          Trade Debt      $429,466
4200 Upper MT Vernon Rd
Evansville, IN 47711
United States
Tel: 812-402-0095
Fax: 812-402-0096
Email: neden@visioniv.net

Pension Benefit Guaranty                Pension Plan  Undetermined
Corporation
1200 K Street, NW
Washington, DC 20005-4026
United States
Tel: 800-400-7242
Fax: 202-326-4047


UNI-PIXEL INC: Prices Public Offering of its Common Stock
---------------------------------------------------------
Uni-Pixel, Inc., announced the pricing of its underwritten public
offering of an aggregate of 5,350,000 newly issued shares of common
stock at a price of $1.50 per share.  The Company expects to
receive gross proceeds of $8.03 million, before deducting
underwriting discounts and other estimated offering expenses.  The
underwriters have also been granted a 30-day option to purchase up
to 802,500 shares of common stock to cover over-allotments, if any.
The net proceeds to the Company from the offering of its shares
are expected to be approximately $7.46 million after deduction of
underwriting discounts and assuming no exercise of the
underwriters' over-allotment option.

Roth Capital Partners is serving as the sole book-running manager
in this offering.  Ladenburg Thalmann & Co. Inc. and The Benchmark
Company are serving as co-managers.

Subject to customary conditions, the offering is expected to close
on June 2, 2016.

The offering was conducted pursuant to a prospectus supplement and
an accompanying prospectus filed as part of an effective shelf
registration statement (File No. 333-203691) declared effective by
the U.S. Securities and Exchange Commission (“SEC”) on July 10,
2015.  Copies of the preliminary prospectus supplement and the
accompanying prospectus relating to the offering are available free
of charge on the SEC's website at www.sec.gov.  Electronic copies
of the preliminary prospectus supplement and the accompanying
prospectus may also be obtained from the offices of Roth Capital
Partners, 888 San Clemente, Suite 400, Newport Beach, CA 92660,
(800) 678-9147, or by accessing the SEC's website, www.sec.gov

                     About Uni-Pixel Inc.

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

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

Uni-Pixel reported a net loss of $37.02 million on $3.75 million of
revenue for the year ended Dec. 31, 2015, compared to a net loss of
$25.7 million on $0 of revenue for the year ended Dec. 31, 2014.

As of March 31, 2016, Uni-Pixel had $17.88 million in total assets,
$5.07 million in total liabilities and $12.81 million in total
shareholders' equity.


UNI-PIXEL INC: Says Public Offering Excludes Warrants
-----------------------------------------------------
Uni-Pixel, Inc., filed an amended current report with the
Securities and Exchange Commission to amend and restate the May 26,
2016, Form 8-K in its entirety.  Due to an administrative error, an
incorrect version of the Form 8-K was filed which erroneously
disclosed a public offering including warrants.  The public
offering does not, and was not intended to, include warrants for
sale in the public offering by the Uni-Pixel, Inc.

Uni-Pixel commenced a public offering of newly issued shares of
common stock in an underwritten public offering under an effective
shelf registration statement on file with the Securities and
Exchange Commission.  The offering is subject to market and other
conditions, and there can be no assurance as to whether or when the
offering may be completed, or as to the actual size or terms of the
offering.

Roth Capital Partners is serving as the sole book-running manager
in this offering. Ladenburg Thalmann & Co. Inc. and The Benchmark
Company are serving as co-managers.

                       About Uni-Pixel Inc.

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

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

Uni-Pixel reported a net loss of $37.02 million on $3.75 million of
revenue for the year ended Dec. 31, 2015, compared to a net loss of
$25.7 million on $0 of revenue for the year ended Dec. 31, 2014.

As of March 31, 2016, Uni-Pixel had $17.88 million in total assets,
$5.07 million in total liabilities and $12.81 million in total
shareholders' equity.


UNITED NETWORKING: Plan Confirmation Hearing Set for July 7
-----------------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida, Tampa Division, on May 31, 2016,
conditionally approved the disclosure statement explaining the plan
filed by Joel S. Treuhaft on behalf of United Networking
Enterprises, Inc.

The Court will conduct a hearing on confirmation of the Plan,
including timely filed objections to confirmation, objections to
the Disclosure Statement, motions for cramdown, applications for
compensation, and motions for allowance of administrative claims on
July 7, 2016 at 2:30 PM.

United Networking Enterprises, Inc. (Bankr. M.D. Fla., Case No.
15-12192) filed a Chapter 11 Petition on December 4, 2015.  The
Debtor is represented by Joel S Treuhaft, Esq., at Palm Harbor Law
Group, PA.


UNIVERSAL WELL: Creditors' Panel Hires Kilpatrick as Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Universal Well
Service Holdings, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to retain
Kilpatrick Townsend & Stockton LLP as counsel to the Committee,
nunc pro tunc to April 21, 2016.

The Committee requires Kilpatrick to:

   a. render legal advice regarding the Committee's organization,
      duties and powers in this case;

   b. assist the Committee in its investigation of the acts,
      conduct, assets, liabilities and financial condition of the
      Debtor and in the investigation of the extent, priority,
      and validity of liens and participating in and reviewing
      any proposed asset sales or dispositions, and any other
      matters relevant to this case;

   c. attend meetings of the Committee and any meetings with the
      Debtor and secured creditors, and its attorneys and other
      professionals, and participating in negotiations with these
      parties, as requested by the Committee;

   d. take all necessary action to protect and preserve the
      interests of the Committee, including possible prosecution
      of actions on its behalf and investigations concerning all
      litigation;

   e. assist the Committee in the review, formulation, analysis,
      and negotiation of any plan(s) of reorganization and
      accompanying disclosure statement(s) that may be filed or
      any other matters or pleadings with respect to the
      disposition of the chapter 11 case;

   f. assist the Committee in the review, analysis, and
      negotiation of any financing, funding agreements or cash
      collateral;

   g. assist the Committee with respect to communications with
      the general unsecured creditor body about significant
      matters in this case;

   h. review and analyze claims filed against the Debtor's
      estate;

   i. represent the Committee in hearings before the Court,
      appellate courts, and other courts in which matters may be
      heard, and representing the interests of the Committee
      before those courts and before the US Trustee;

   j. assist the Committee in preparing all necessary motions,
      applications, responses, reports and other pleadings in
      connection with the administration of this case; and

   k. provide such other legal assistance as the Committee may
      deem necessary and appropriate.

Kilpatrick will be paid at these hourly rates:

     David M. Posner         $915
     Patrick J. Carew        $545
     Lindsey Simon           $345
     Partners                $545-$915
     Counsel                 $610
     Associates              $345-$495
     Paralegals              $280

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

David M. Posner, partner in the law firm of Kilpatrick Townsend &
Stockton LLP, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.

Kilpatrick can be reached at:

     David M. Posner, Esq.
     KILPATRICK TOWNSEND & STOCKTON LLP
     The Grace Building
     1114 Avenue of the Americas
     Tel: (212) 775-8764
     Fax: (212) 658-9523
     Email: dposner@kilpatricktownsend.com

                     About Universal Well

Universal Well Service Holdings, Inc. sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the Northern District of Texas (Ft. Worth) (Case No. 16-40979) on
March 2, 2016.

The petition was signed by Kenneth K. Conte, chief financial
officer. The Debtor is represented by Joseph F. Postnikoff, Esq.,
at Goodrich Postnikoff & Associates, LLP.

The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million.


URBANCORP INC: Canadian Court Issues Recognition Order
------------------------------------------------------
The Ontario Superior Court of Justice issued an initial recognition
order and supplemental order recognizing (i) the Israeli
proceedings of Urbancorp Inc. as foreign main proceedings, and (ii)
Adv. Guv Gissin as their foreign representative of the company.

On April 25, 2016, the District Court for Tel Aviv-Yafo appointed
Mr. Gissin as functionary officer and foreign representative of the
Company in Israeli Court Liquidation File 44348-04-16.

KSV Kofman Inc. has been appointed as the information officer with
respect to the recognition proceedings.  Copies of the recognition
orders can be viewed at
http://ksvadvisory.com/insolvency-cases-2/urbancorp/.

KSV can be reached at:

   KSV Kofman Inc.
   in its capacity as Information Officer of
   Urbancorp Inc. and not in its personal capacity
   150 King Street West, Suite 2308
   Toronto, Ontario M5H 1J9
   Attention: Noah Goldstein
   Tel: (416) 932-6207
   Fax: (416) 932-6266
   Email: ngoldstein@ksvadvisory.com

Mr. Gissin can be reached at:

    Adv. Guy Gissin
    Foreign Representative
    c/o Gissin & Co., Advocates
    38 Habarzel Street
    Tel Aviv, Israel 69710
    Tel: +972-3-7467777
    Fax: +972-3-7467700
    Email: yael@gissinlaw.co.il

Mr. Gissin retained as counsel:

    Goodmans LLP
    Bay Adelaide Centre
    333 Bay Street, Suite 3400
    Toronto, ON M5H 2S7
    Attention: Joseph Latham
    Tel: 416-597-4211
    Fax: 416-979-1234
    Email: jlatham@goodmans.ca

Urbancorp Inc. -- http://www.urbancorp.com-- is real estate
developer in Canada.


VANGUARD HEALTHCARE: Crestview Selling to Skyline for $2.7MM
------------------------------------------------------------
Vanguard of Crestview, LLC, a debtor-affiliate of Vanguard
Healthcare, LLC, filed on May 30, 2016, a motion to sell its assets
to Skyline Health Care, LLC, pursuant to an Asset Purchase
Agreement, dated as of Feb. 29, 2016.

Crestview owns and operates a nursing home known as Crestview
Health and Rehabilitation, located at 2030 25th Avenue, North,
Nashville, Tennessee.

Prior to the Petition Date, Vanguard Healthcare, LLC, the parent
entity of Crestview, marketed Crestview for sale.  Pursuant to the
APA, Skyline has agreed to purchase all of Crestview's assets used
in the Business:

   * Assets to be sold include the real property and improvements
on which the Facility is situated, fixtures and equipment,
vehicles, occupancy contracts, and licenses.

   * The purchase price for the Assets is $2,700,000.

   * The Parties will close the sale of the Assets on or before
June 30, 2016.

The deadline for filing a response to the Debtor's motion is
June 20, 2016.  If a response is timely filed, a hearing will be
held on June 28, 2016, at 9:00 a.m.  The deadline to object to the
cure amounts in connection with the assumption and assignment of
contracts to the buyer is also June 20.

The Debtors have determined that a private sale of the Assets in
accordance with the proposed APA will maximize the value of their
estates, and is in the best interests of the Debtors, their
creditors, and other stakeholders.

The Debtor is jointly and severally liable to Healthcare Financial
Solutions, LLC (assignee of General Electric Capital Corporation)
("HFS") on account of loan obligations.  On information and belief,
HFS consents to the sale free and clear of any liens, thereby
satisfying Section 363(f)(2) of the Bankruptcy Code, in
consideration of receipt of $2,300,000 to be applied to the HFS
loan obligations at closing.

As the APA provides for a closing by June 30, 2016, the Debtor says
that the proposed sale of substantially all of its assets to
Skyline under Section 363 of the Bankruptcy Code must be
expeditiously pursued and approved.

A copy of the APA is available at:

    http://bankrupt.com/misc/Vanguard_107_Skyline_APA.pdf

                   Payment to Financial Advisor

New Century Capital Partners provided assistance in the negotiation
of the APA.  By confidential agreement dated Jan. 1, 2015, by and
between debtor Vanguard Healthcare and NCCP, the firm was engaged
to act as a financial adviser, which included services in
completing the sale of assets.

Pursuant to the terms of the NCCP Agreement, NCCP was entitled to a
transaction fee equal to 2% of the "Enterprise Value" paid to the
Debtors, which amount is calculated to be $54,000.

The Debtor seeks Court approval of this compensation pursuant to
the terms of this prepetition contract that is being honored for
the purposes of this transaction only since the services were
performed by NCCP before the commencement of the Chapter 11 case.

Attorneys for Skyline Health Care:

         Allen V. Koss
         KOSS & SCHONFELD, LLP
         90 John Street, Suite 408
         New York, NY 10038
         Tel: (212) 796-8915
         E-mail: avk@kandsllp.com

Attorneys for the Debtors:

         William L. Norton III, Esq.
         James B. Bailey, Esq.
         Bradley Arant Boult Cummings LLP
         1600 Division Street, Suite 700
         Nashville, TN 37203
         Telephone: (615) 252-2397
         Facsimile: (615) 252-6397
         E-mail: bnorton@bradley.com
                 jbailey@bradley.com

                   About Vanguard Healthcare

Vanguard is a long-term care provider headquartered in Brentwood,
Tennessee, providing rehabilitation and skilled nursing services at
14 facilities in four states (Florida, Mississippi, Tennessee and
West Virginia).

Vanguard Healthcare, LLC and 17 of its subsidiaries each filed a
Chapter 11 bankruptcy petition (Bankr. M.D Tenn. Proposed Lead Case
No. 16-03296) on May 6, 2016. The petitions were signed by William
D. Orand as chief executive officer.  Judge Randal S. Mashburn is
the case judge.

Vanguard Healthcare estimated assets in the range of $100 million
to $500 million and liabilities of up to $100 million.

The Debtors have hired Bradley Arant Boult Cummings LLP as counsel,
and BMC Group as noticing agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors by notice filed May 25, 2016.  The Committee has engaged
the attorneys at Bass Berry & Sims to represent the Committee in
the Chapter 11 cases.


VANGUARD HEALTHCARE: Taps Baker Donelson as Special Counsel
-----------------------------------------------------------
Vanguard Healthcare, LLC, et al., seek permission from the U.S.
Bankruptcy Court for the Middle District of Tennessee to employ
employment of Baker, Donelson, Bearman, Caldwell & Berkowitz, PC,
as special counsel.

A hearing on the request is set for June 21, 2016, at 9:00 a.m.

The Firm will:

      a. advise the Debtors with respect to any claims, defenses,
         preparation, and strategy for tort and employment
         litigation, labor & employment advice, healthcare
         regulatory/corporate compliance, collection efforts,
         certain bankruptcy matters related to the pending
         litigation the Firm is defending or that is filed during
         the pendency of these Chapter 11 cases, including active
         lawsuits pending in multiple jurisdictions;

      b. prepare on behalf of the Debtors all necessary and
         appropriate motions, applications, answers, orders,
         memoranda, reports, and other documents which may be
         required in connection with such matters;

      c. advise and represent the Debtors in all related
         discovery, pre-trial and trial matters, and in any
         hearing or special meetings and conferences related to
         these matters;

      d. perform the range of services historically provided to
         Debtors by the Firm and normally associated with matters
         as the Debtors' special counsel for tort and employment
         litigation, labor & employment advice, healthcare
         regulatory/corporate compliance, collection efforts, and
         certain bankruptcy matters related to the pending
         litigation the Firm is defending or that is filed during
         the pendency of these Chapter 11 cases, including active
         lawsuits pending in multiple jurisdictions;

      e. assist the Debtors and lead bankruptcy counsel in any
         Chapter 11-specific work insofar as it relates to tort
         and employment litigation, labor & employment advice,
         healthcare regulatory/corporate compliance, collection
         efforts, certain bankruptcy matters related to the
         pending litigation the Firm is defending or that is filed

         during the pendency of these Chapter 11 cases; including
         negotiation, formulation and confirmation of a Chapter 11

         plan(s); and

      f. render other advice and services as the Debtors may
         require in connection with the Debtors' tort and
         employment litigation, provide labor & employment advice,

         advise and provide services related to healthcare
         regulatory/corporate compliance, collections efforts, and

         assist in certain bankruptcy matters related to the
         pending litigation the Firm is defending or that is filed

         during the pendency of these Chapter 11 cases, including
         active lawsuits pending in multiple jurisdictions; as
         those matters may arise during the pendency of the cases.

In the 90-day period prior to the Petition Date, the Debtors paid
the Firm $223,874.16 for services rendered and as reimbursement for
expenses incurred.  Additionally, BHC-LTC Insurance, Ltd., paid the
Firm $20,709.38 through its producer Beecher Carlson for legal
services on healthcare litigation and general liability cases.

The Firm will be paid these hourly rates:

         Christy Tosh Crider, Shareholder        $395

         Ben Bodzy, Shareholder                  $265 (litigation)
                                                 $375 (labor &
                                                       employment
                                                       advice)

         Caldwell Collins, Associate             $320

         Carrie McCutcheon, Of Counsel           $305

         Tommy Parker, Shareholder               $400

         Angie Davis, Shareholder                $265 (litigation)
                                                 $395 (labor &
                                                       employment
                                                       advice)

         Craig Conley, Shareholder               $385  

         Drew Hutchison, Of Counsel              $265

         Blair Evans, Of Counsel                 $275

         Rich Faulkner, Shareholder              $420

         John Rowland, Shareholder               $450

         Tim Lupinacci, Shareholder              $575

         Davis Frye, Shareholder                 $395

The Firm charges for associate time at current standard rates
between $200 and $325 per hour, and for paralegal time at rates
between $175 to $205 per hour.

Christy Tosh Crider, Esq., a shareholder at the Firm, assures the
Court that there do not exist any circumstances or relationships,
including those disclosed herein, in which the Firm holds or
represents an interest adverse to the Debtors with respect to the
matters on which the Firm is to be employed, or which otherwise
create or raise any conflict of interest, prohibiting the Debtors'
employment of the Firm as special counsel under 11 U.S.C. 327(e),
or which result in the Firm being disqualified from serving as the
Debtors' special counsel.

Ms. Crider tells the Court that she is familiar with the Bankruptcy
Code, Bankruptcy Rules, Local Bankruptcy Rules, and U.S. Trustee
Guidelines and will comply with them, and I will ensure that all
attorneys at the Firm who work on this matter are aware of and
abide by all statutes, rules and regulations.
The Firm will charge the Debtors for these expenses in a manner and
at rates consistent with charges made generally to the Firm's other
clients and within the guidelines of the Local Rules of this
Court.

It is contemplated that the Firm will seek monthly compensation,
and at least interim compensation, during the cases as permitted by
the Court, Sections 330 and 331 of the Bankruptcy Code, and
Bankruptcy Rule 2016.  The Firm understands that its compensation
in the cases is subject to the prior approval of this Court.  No
compensation will be paid except in compliance with any procedures
approved by order of this Court or upon application to and approval
by this Court after notice and a hearing in accordance with
sections 330 and 331 of the Bankruptcy Code, Bankruptcy Rule 2016,
and Local Bankruptcy Rule 2016-1.

The Firm can be reached at:

         Baker, Donelson, Bearman, Caldwell & Berkowitz, PC
         Baker Donelson Center, Suite 800
         211 Commerce Street
         Nashville, Tennessee 37201
         Tel: (615) 726-5600
         Fax: (615) 744-5608
         E-mail: ccrider@bakerdonelson.com

The Debtors' attorneys can be reached at:

         William L. Norton, III, Esq.
         James B. Bailey (pro hac vice)
         Bradley Arant Boult Cummings LLP
         1600 Division Street, Suite 700
         Nashville, TN 37203
         Tel: (615) 252-2397
         Fax: (615)252-6397
         E-mail: bnorton@bradley.com
                 jbailey@bradley.com

                   About Vanguard Healthcare

Vanguard is a long-term care provider headquartered in Brentwood,
Tennessee, providing rehabilitation and skilled nursing services at
14 facilities in four states (Florida, Mississippi, Tennessee and
West Virginia).

Vanguard Healthcare, LLC, and 17 of its subsidiaries each filed a
Chapter 11 bankruptcy petition (Bankr. M.D Tenn. Proposed Lead Case
No. 16-03296) on May 6, 2016.  The petitions were signed by William
D. Orand as chief executive officer.  The Debtors estimated assets
in the range of $100 million to $500 million and liabilities of up
to $100 million.

The Debtors have hired Bradley Arant Boult Cummings LLP as counsel
and BMC Group as noticing agent.

Judge Randal S. Mashburn has been assigned the cases.


VENOCO INC: To Seek Plan Confirmation on July 13
------------------------------------------------
Venoco, Inc., and its affiliated debtors won approval of the
disclosure statement explaining their First Amended Joint Plan of
Reorganization.  In connection with the confirmation of the Plan,
the Court set a voting record date of May 16, 2016, a voting
deadline of June 24, 2016 at 4:00 p.m., a plan objection deadline
of June 24, 2016 at 4:00 p.m., and a confirmation hearing on July
13, 2016 at 10:00 a.m.

The Plan contemplates the implementation of a debt-to-equity
conversion of a substantial portion of the Debtors' prepetition
funded indebtedness, which will result in a significantly
deleveraged balance sheet for the Reorganized Debtors upon
emergence.

The Plan provides a framework for a comprehensive restructuring of
the Debtors that includes (a) an exchange of the First Lien Notes
Claims for 90% of the reorganized Debtors' equity issued and
outstanding as of the Effective Date; (b) an exchange of the Second
Lien Notes Claims for warrants for 10% of the reorganized
Debtors at a strike price equal to the First Lien Notes Claims; (c)
an exchange of the 8.875% Senior Notes Claims for (i) a $6.5
million Cash payment, (ii) 2.6% of the reorganized Debtors'
equity issued and outstanding on the Effective Date of the Plan,
which will be effectuated by a transfer of the equity the
Backstoppers of the DIP Facility are to receive as a backstop fee,
and (iii) a sliding scale 1% to 5% overriding royalty interest to
oil and gas produced from the LLA; and (d) an exchange of the
Claims held by holders of the Senior PIK Toggle Notes for warrants
for 2% of the equity of the reorganized Debtors at a strike price
equal to the First Lien Notes Claims, the Second Lien Notes Claims
and the 8.875% Senior Notes Claims if holders of Senior PIK Toggle
Notes Claims vote as a Class to accept the Plan.

A full-text copy of the Disclosure Statement, dated May 17, 2016,
is available at https://is.gd/MtYYsW

Venoco, Inc., and its affiliated debtors are represented by:

          Robert G. Burns, Esq.
          Robin J. Miles, Esq.
          Rebekah T. Scherr, Esq.
          BRACEWELL LLP
          1251 Avenue of the Americas, 49th Floor
          New York, NY 10020-1104
          Telephone: (212)508-6100
          Facsimile: (800)404-3970
          E-mail: Robert.Burns@bracewelllaw.com
                  Robin.Miles@bracewelllaw.com
                  Rebekah.Scherr@bracewelllaw.com

                  - and -

          Mark E. Dendinger, Esq.
          BRACEWELL LLP
          CityPlace I, 34th Floor
          185 Asylum Street
          Hartford, Connecticut 06103
          Telephone: (860)947-9000
          Facsimile: (800)404-3970
          E-mail: Mark.Dendinger@bracewelllaw.com

                  - and -

          Robert J. Dehney, Esq.
          Andrew R. Remming, Esq.
          Erin R. Fay, Esq.
          MORRIS, NICHOLS, ARSHT & TUNNELL LLP
          1201 North Market Street, 16th Floor
          P.O. Box 1347
          Wilmington, DE 19899
          Telephone: (302)658-9200
          Facsimile: (302)658-3989
          E-mail: rdehney@mnat.com
                  aremming@mnat.com
                  efay@mnat.com

                        About Venoco, Inc.

Headquartered in Denver, Colorado, Venoco, Inc., Denver Parent
Corporation, TexCal Energy (LP) LLC, Whittier Pipeline Corporation,
TexCal Energy (GP) LLC, Ellwood Pipeline, Inc., and TexCal Energy
South Texas, L.P. are independent energy companies primarily
focused on the acquisition, exploration, production and Development
of oil and gas properties in California.   As of the Petition Date,
the Debtors held interests in approximately 72,053 net acres in
California, of which 48,836 are developed.  As of the Petition
Date, the Debtors employed approximately 160 people.

The Debtors were founded by Timothy M. Marquez in Carpinteria,
California in 1992.  In January 2012, Denver Parent Company, an
affiliate of Mr. Marquez, who then owned 50% of the outstanding
shares of Venoco common stock, took the company private again by
acquiring all of the outstanding common stock for $12.50 per
share.

After going private in January 2012, the Debtors were left with
significant debt obligations, which in 2012 exceeded $845 million,
as disclosed in filings with the Court.  Between 2012 and 2014,
the
Debtors completed a number of asset sales, generating over $470
million in net proceeds for capital expenditures and for paydowns
of the debt.

Venoco, Inc., et al., filed Chapter 11 bankruptcy petitions
(Bankr.
D. Del. Proposed Lead Case No. 16-10655) on March 18, 2016.  The
Debtors estimated assets in the range of $100 million to $500
million and debts of up to $1 billion.  Hon. Kevin Gross has been
assigned the cases.

The Debtors have hired Morris, Nichols, Arsht & Tunnell, LLP and
Bracewell LLP as counsel; PJT Partners LP as financial advisor;
Deloitte LLP as restructuring advisor; Ernst & Young LLP as
independent auditor and tax advisor and BMC Group, Inc. as notice,
claims and balloting agent.


VERTELLUS SPECIALTIES: Moody's Cuts PDR to D-PD on Ch.11 Filing
---------------------------------------------------------------
Moody's Investors Service downgraded Vertellus Specialties Inc.'s
probability of default rating (PDR) to D-PD from Ca-PD/LD and
affirmed all other ratings including the corporate family rating
(CFR) at Ca following the announcement that Vertellus and its U.S.
subsidiaries commenced voluntary petitions under Chapter 11 of the
United States Bankruptcy Code. The rating outlook is stable.
Subsequent to today's actions, all ratings of Vertellus' will be
withdrawn as the company has entered bankruptcy proceedings.

Downgrades:

Issuer: Vertellus Specialties Inc.

-- Probability of Default Rating, Downgraded to D-PD from
    Ca-PD/LD

Outlook Actions:

Issuer: Vertellus Specialties Inc.

-- Outlook, Remains Stable

Affirmations:

Issuer: Vertellus Specialties Inc.

-- Corporate Family Rating, Affirmed Ca

-- Senior Secured Bank Credit Facility, Affirmed C(LGD5)

RATINGS RATIONALE

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

Vertellus Specialties Inc., a private company controlled by private
equity firm Wind Point Partners, is a leading global manufacturer
of pyridine and picoline derivative chemicals and producer of
renewable chemistries for plastics and coatings, high performance
additives for medical and plastics applications, and complex
intermediates for pharmaceutical and agriculture customers.
Vertellus offers a broad array of products to a diverse range of
customers in seven target markets: agricultural, nutrition,
personal care, industrial specialties, polymers and plastics,
pharmaceutical and medical, and coatings, adhesives, sealants and
elastomers. The company operates through two business segments VAN,
which specializes in agricultural and nutrition products, and VSM,
that makes specialty chemistries for personal care, pharmaceutical,
and polymer markets. In late 2014, Vertellus acquired Pentagon, a
producer of fine and specialty chemicals producer used in the life
sciences industry. Headquartered in Indianapolis, Indiana, the
company has operating facilities in the US, the United Kingdom,
Belgium, India and China. Revenues for the last twelve months ended
December 31, 2015 were $596 million.


VERTICAL COMPUTER: Mulls Possible Spin-Off of Subsidiary
--------------------------------------------------------
The Board of Directors of Vertical Computer Systems, Inc. has
authorized its management to analyze potential spin-off of the
Company's subsidiary, Ploinks, Inc. under which the Company will
distribute a portion of the Ploinks, Inc. common stock owned by the
Company in the form of a stock dividend to shareholders of the
Company.  A spin-off would create a stand-alone, publicly-traded
personal privacy and security software communications company.

The Company's management expects to make a final recommendation to
the Board within the next few months.  If the Board approves a
spin-off, such a transaction would likely be completed by the end
of the third quarter of 2016, subject to market, regulatory and
other conditions.

The Company has granted exclusive rights to Ploinks, Inc., to use
the Company's core communication platform for the personal private
communications market in the United States (excluding the
healthcare and enterprise markets), under certain conditions.

The primary objective of the Company is to become the leading green
energy focused platform for private communication in the world by
returning control of personal data to the individual and business
entities.  The Company will launch three distinct business
applications from its private communications platform: personal,
enterprise and healthcare.  The Company will focus on developing
the privacy platform and related applications to ensure continuous
strengthening of its technology with guidelines prohibiting
expansion into business offerings outside its core privacy focus.
The Company and its subsidiaries will develop solutions to allow
Internet and social media companies to utilize its private
communications platform in conjunction with their own business
models.

Ploinks version 1.7 is scheduled to be released for beta testing by
May 31, 2016.  Included in the update to Ploinks v1.7 is the
ability to view and send PDFs as attachments supplementing its
texts and images capability.  It is important to note that Ploinks
is not a social media application in the popular sense; rather, it
is an integral component of a private communications channel.
Incorporated as part of this private communications channel is the
concept of the "Puddle".  The "Puddle" refers to a private storage
device where Ploinks has been downloaded utilizing the Company's
web server technology, which allows synchronization via Ploinks
between the user's mobile device and the Puddle.  This gives the
Ploinks user the ability to backup and control their most sensitive
data.

The consumer release of Ploinks is predicated upon all facets of
the private communication channel being tested with particular
emphasis on achieving scalability and the highest standards of
security.  The finalization of the first consumer release of
Ploinks will be coordinated with the launch of a marketing plan as
well as the legal and business administration aspects of the
potential spin-off of Ploinks, Inc.  The Company and Ploinks, Inc.
believe the potential launch date for Ploinks can be determined and
announced by the second quarter of 2016.

                      About Vertical Computer

Richardson, Tex.-based Vertical Computer Systems, Inc., is a
multinational provider of Internet core technologies, application
software, and software services through its distribution network
with operations or sales in the United States, Canada and Brazil.

Vertical Computer reported a net loss available to common
stockholders of $3.15 million on $4.26 million of total revenues
for the year ended Dec. 31, 2015, compared to a net loss available
to common stockholders of $2.07 million on $7.43 million of total
revenues for the year ended Dec. 31, 2014.

As of March 31, 2016, Vertical Systems had $1.52 million in total
assets, $18.69 million in total liabilities, $9.90 million in
convertible cumulative preferred stock and a total stockholders'
deficit of $27.07 million.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company suffered net losses
and has a working capital deficiency, which raises substantial
doubt about its ability to continue as a going concern.


VILLAS DEL MAR: Hires Rodriguez as Special Counsel
--------------------------------------------------
Villas Del Mar Hau, Inc., seeks authority from the U.S. Bankruptcy
Court for the District of Puerto Rico to employ Felix Bartolomei
Rodriguez as special counsel to the Debtor.

Villas Del Mar requires Rodriguez to:

   a. advice the Debtor with respect to its duties, powers and
      responsibilities in the Puerto Rico's state courts under
      the laws of the U.S. and Puerto Rico;

   b. perform the required legal service needed by the Debtor
      to proceed with the state courts' cases;

   c. perform the professional services as necessary for the
      benefit of the Debtor and of the estate;

Rodriguez will be paid $100 per hour for 20 hours, for a one-year
contract. The hours expire every six months or when used whichever
comes first. After the payment has expired or been used, another 20
prepaid hours will be charged. This will continue for the duration
of the year contract.

Felix Bartolomei Rodriguez, Esq., assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.

Rodriguez can be reached at:

     Felix Bartolomei Rodriguez, Esq.
     INSTITUTO LEGAL LABORAL Y DE MEDIACION, C.S.P.
     Ave. Hostos 828, Suite 102
     Mayaguez, P.R. 00680
     Tel: (787) 806-4556
     E-mail: fbartolomei@illmpr.com

                       About Villas Del Mar

Villas Del Mar Hau, Inc. filed for Chapter 11 bankruptcy protection
(Bankr. D.P.R. Case No.: 15-10146) on December 22, 2015. The
petition was Myrna Hau Rodriguez, president/owner. The Hon. Enrique
S. Lamoutte Inclan presided over the case.

The Debtor estimated total assets of $3.80 million and estimated
total debts of $4.46 million.


VISCOUNT SYSTEMS: Annual Stockholders Meeting Set for July 28
-------------------------------------------------------------
Viscount Systems, Inc., has set July 28, 2016, as the date of the
Company's 2016 Annual Meeting of Stockholders, to be held at the
law offices of Ellenoff Grossman & Schole LLP at 1345 Avenue of the
Americas, 11th Floor, New York, New York 10105.

The record date for the Annual Meeting will be June 15, 2016.
Qualified stockholder proposals (including proposals made pursuant
to Rule 14a-18 under the Securities Exchange Act of 1934, as
amended) to be presented at the Annual Meeting and included in the
Company's proxy statement and form of proxy relating to that
meeting must be received by the Company, addressed to the principal
financial officer, not later than June 15, 2016.  For inclusion in
the Company's proxy statement, proposals must comply with
applicable Nevada law, the rules and regulations promulgated by the
Securities and Exchange Commission, and the procedures set forth in
the Company's amended and restated bylaws.

                      About Viscount Systems

Burnaby, Canada-based Viscount Systems, Inc., is a manufacturer,
developer and service provider of access control security
products.

Viscount reported a net loss attributable to common stockholders of
C$6.33 million on C$6.13 million of sales for the year ended Dec.
31, 2015, compared to a net loss of attributable to common
stockholders of C$990,681 on C$4.76 million of sales for the year
ended Dec. 31, 2014.

As of March 31, 2016, Viscount Systems had C$1.37 million in total
assets, C$10.03 million in total liabilities and a total
stockholders' deficit of C$8.65 million.

Dale Matheson Carr-Hilton Labonte LLP, in Vancouver, Canada, issued
a "going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has incurred losses in developing its business, and
further losses are anticipated in the future.  The Company requires
additional funds to meet its obligations and the costs of its
operations and there is no assurance that additional financing can
be raised when needed.  These factors raise substantial doubt about
the Company's ability to continue as a going concern, the auditors
noted.


WAFERGEN BIO-SYSTEMS: May Issue Additional Shares Under Plans
-------------------------------------------------------------
Wafergen Bio-Systems, Inc., filed with the Securities and Exchange
Commission a Form S-8 registration statement in order to register
an additional 2,500,000 shares of common stock, par value $0.001
per share, of the Company, which may be offered or sold to
participants under the WaferGen Bio-systems, Inc. 2008 Stock
Incentive Plan, to register 50,000 shares of Common Stock which
have been granted under an inducement restricted stock unit award
agreement and to register 150,000 shares of Common Stock which have
been granted under a non-statutory stock option agreement.

The Company has previously registered on Forms S-8 (File Nos.
333-152597, 333-164558, 333-170029, 333-180287, 333-196534 and
333-200684) an aggregate of 1,214,589 shares of Common Stock, as
adjusted for reverse stock splits in August 2013 and June 2014,
issuable pursuant to the Plan.  The additional 2,500,000 shares of
Common Stock authorized for issuance under the Plan and being
registered hereunder were approved by the Company's stockholders at
an annual meeting of stockholders held on May 25, 2016.

Following the filing of the Registration Statement, there will be
an aggregate of 3,714,589 shares of Common Stock registered and
authorized for issuance pursuant to the Plan.  Pursuant to General
Instruction E to Form S-8, the contents of registration statement
No. 333-152597 are incorporated herein by reference except to the
extent supplemented, amended or superseded by the information set
forth herein.

A full-text copy of the Form S-8 is available for free at:

                     https://is.gd/mZzflX

                  About WaferGen Bio-systems

Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research.  Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.

WaferGen reported a net loss attributable to common stockholders of
$19.99 million on $7.16 million of total revenue for the year ended
Dec. 31, 2015, compared to a net loss attributable to common
stockholders of $10.7 million on $6 million of total revenue for
the year ended Dec. 31, 2014.

As of March 31, 2016, Wafergen had $18.7 million in total assets,
$7.11 million in total liabilities and $11.6 million in total
stockholders' equity.


WANK ADAMS: Exclusive Solicitation Period Extended to June 28
-------------------------------------------------------------
The Hon. Michael E. Wiles of the U.S. Bankruptcy Court for the
Southern District of New York has extended, at the behest of Wank
Adams Slavin Associates LLP aka WASA Studio, the exclusive period
to solicit acceptances to the plan of reorganization is extended
through and including June 28, 2016, respectively.

As reported by the Troubled Company Reporter on May 5, 2016, the
Debtor said that it will be able to confirm the Plan as amended
because it provides all creditors with the maximum and most cost
efficient distribution of the Debtor's assets.  The Debtor
anticipates that HS Consulting, as the holder of Citibank's secured
claim, will vote in favor of an amended Plan and that other
creditors holding unsecured claims and priority wage claims will do
so, as well.  

Wank Adams Slavin Associates LLP filed a Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 15-11952) on July 27, 2015.  The petition
was signed by Harry Spring, senior managing partner.

The Debtor is represented by:

     Nancy L. Kourland, Esq.
     ROSEN & ASSOCIATES, P.C.
     747 Third Avenue
     New York, NY 10017-2803
     Tel: (212) 223-1100
     E-mail: nkourland@rosenpc.com


WESLEY HOMES: S&P Revises Outlook to Neg. & Affirms 'BB+' Rating
----------------------------------------------------------------
S&P Global Ratings revised the outlook to negative from stable and
affirmed its 'BB+' long-term rating and underlying rating (SPUR) on
the Washington State Housing Finance Commission's existing debt
issued for Wesley Homes Inc.

"The outlook revision reflects our view of Wesley's plans to move
forward with sizable capital plans that would substantially
increase the level of debt for the organization," said S&P Global
Ratings credit analyst Brian Williamson.



WILLY BATUNER: Unsecureds May Recoup Up to 9% of Allowed Claims
---------------------------------------------------------------
Willy Batuner delivered to the U.S. Bankruptcy Court for the
Northern District of Illinois a disclosure statement in support of
his Modified Plan of Reorganization, dated June 1, 2016.

The Plan classifies claims against and equity interests in the
Debtor in this manner:

     Class 1: Secured Claim of Wells Fargo

Wells Fargo Bank has filed a proof of claim, in the amount of
$78,965.54 with approximately $19,882.15 in arrearages as of the
petition date. The Wells Fargo Loan was a 15-year mortgage and will
be paid in full according to the terms of the note in 2020. The
Debtor is paying the current monthly mortgage payment while this
case is pending.

     Class 2: Secured Claim of Leonard Zlatnikov as Assignee of BMO


Leonard Zlatnikov, as Assignee of BMO Harris, is the current holder
of a Class 2 Claim that is secured by two separate maximum lien
mortgages of $100,000 and $180,000.  BMO had filed a proof of claim
alleging secured claim of $691,627.17 comprising the entire balance
of the secured and unsecured portion of G&B's loan.  The Debtor has
objected to BMO's claim. The Debtor and BMO have entered into
agreed order resolving the claim objection wherein BMO's claim was
allowed in the amount of $280,000 secured plus prepetition interest
and an unsecured deficiency claim of $321,000 plus prepetition
interest.  The allowed amount of the Class 2 Claim shall be
$280,000 plus allowed costs or such other amount as may be agreed
to by the Debtor and Class 2 claimant, provided the loan is paid
within 24 months of the effective date the Class 2 holder will
accept a reduced payoff of $187,000 for Class 2. Should the claim
not be paid within 25 months or the Debtor is not the successful
bidder for the equity interests in the Reorganized Debtor, the
Class 2 claims shall be the entire $280,000 along with prepetition
interest, attorneys fees and default interest for a total claim
estimated to be in excess of $380,000.  

     Class 3: Unsecured Creditors

Class 3 consists of all Unsecured Claims, totaling $563,823.70,
that not otherwise classified in the Plan.   In full satisfaction
thereof, Holders of Allowed Class 5 Claims will receive pro rata
share of the Debtor's Quarterly Plan Payments for a period of five
years from the effective date or 9%  of allowed claims whichever is
greater.  This Class is Impaired under the Plan and claim holders
are entitled to Vote .

     Class 4: Equity Interest

The Equity Security Holders will retain his Interests in the
Reorganized Debtor after the Effective Date upon payment of a new
Value contribution of $10,000 and contributing his exempt social
security income for a period of five years.  The Equity Security
Holders will only receive a distribution if all prior classes are
paid in full.

The Debtor will contribute his exempt social security income toward
the funding of the Plan as a new value contribution along with
$10,000 from his daughter Michelle Kaplan.  
 
The New Value Contribution shall be made available on the Effective
Date for distribution pursuant to the terms of the Plan. The New
Value Contribution shall be used to fund the payments contemplated
in the plan.  

In the event there is a non-accepting class, then the New Value
Contribution shall be subject to higher or better offers. In the
event that an entity offers more than the New Value Contribution
for the purchase of the equity in the Reorganized Debtor, the
Debtor shall conduct an auction for the sale of the equity in the
Reorganized Debtor between 15 and 30 days after the Confirmation
order is entered. The highest and best offer at the auction shall
constitute the New Value Contribution and the offeror shall
constitute the new Interest holder(s) in the Reorganized Debtor.

A copy of the Disclosure Statement is available at:

     http://bankrupt.com/misc/Batuner93DisclosureStatement.pdf

                        About Willy Batuner

Willy Batuner filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Ill. Case No. 15-24475) on July 17, 2015, to preserve his
personal residence at 750 Sarah Lane, Northbrook, Ill., and attempt
to repay all his debts.  The 750 Sarah Lane, was purchased in 2005
with a 15-year mortgage and has a small balance that will be paid
in full in 2020.  

Mr. Batuner owned and operated G and B Auto Sale, Inc., an auto
body repair facility and used car dealership in Milwaukee,
Wisconsin.  In 2014, G&B's Milwaukee location was foreclosed upon
and it ceased all operations.  Mr. Batuner was left unemployed and
sought employment. In 2015, he began working two jobs and his
spouse Lilly Batuner began working a second job.

Along with the foreclosure of G&B property, BMO Harris, as an
assignee of M&I Islley, institute foreclosure on the Batuner
personal residence.

Hon. Judge Janet S. Baer oversees the case.

He is represented by:

     O. Allan Fridman, Esq.
     555 Skokie, Blvd., Suite 500
     Northbrook, IL 60062
     Tel: 847-412-0788


ZONE CONSTRUCTION: Exclusive Plan Filing Deadline Moved to Aug. 30
------------------------------------------------------------------
Patrick M. Flatley of the U.S. Bankruptcy Court for the Northern
District of West Virginia has extended, at the behest of Zone
Construction and Excavation, LLC, the exclusive plan filing period
to Aug. 30, 2016.

As reported by the Troubled Company Reporter on May 6, 2016, the
Debtor sought the extension, saying that it will be in a better
position to file a plan after the renegotiation of leases and loans
for all of its equipment and stock.  That renegotiation, once
completed for all creditors, will greatly benefit the Debtor in
determining what net income may be available for distributions to
creditors.

Based in Morgantown, West Virginia, Zone Construction and
Excavation, LLC -- dba Zone Environmental, fdba Zone Gas Field
Services,  Zone Environmental Services -- filed a Chapter 11
petition (Bankr. N.D. W.Va. Case No. 16-00000) on January 1, 2016,
listing $500,000 to $1 million in assets and $1 million to $10
million in liabilities.  The petition was signed by Martin Elek,
managing member.

The Debtor is represented by:

     Todd Johnson, Esq.
     JOHNSON LAW, PLLC
     Post Office Box 519
     Morgantown, WV 26507-0519
     Tel: 304-292-7933
     Fax: 304-292-7931
     Email: todd@jlawpllc.com

          - and -

     John Wiley, Esq.
     J FREDERICK WILEY, PLLC
     PO Box 1381
     Morgantown, WV 26507
     Tel: (304) 906-7929
     Email: johnfwiley@aol.com


[^] BOOK REVIEW: The Story of The Bank of America
-------------------------------------------------
Author:  Marquis James and Bessie R. James
Publisher:  Beard Books
Softcover:  592 pages
List Price:  $31.80

Order your personal copy today at
http://www.amazon.com/exec/obidos/ASIN/1587981459/internetbankrupt

The Bank of America began as the Bank of Italy in 1904.
A. P. Giannini was motivated to found the Bank out of his
indignation over the neglect by other banks of the Italian
community in San Francisco's North Beach area. Local residents
were quickly drawn to Giannini's new type of bank suited for their
social circumstances, financial needs, and plans and aspirations.
Before Giannini's Bank of Italy, the field was dominated by large,
well-connected, and politically influential banks typified by the
magnate J. P. Morgan's House of Morgan catering to corporations
and the wealthy industrialists and their families of the Gilded
Age.

Giannini's Bank proved to be a timely enterprise with great
potential far beyond its founder's original aims. The early 1900s
following the Gilded Age was a time of spreading democratization
in American society with large numbers of immigrants being
assimilated. It was also a time of considerable industrial growth
after the heyday of the tycoons such as Morgan, Rockefeller, and
Carnegie in the latter 1800s. Giannini's idea was also helped by
the growth of California in its early stages of becoming one of
the most prosperous and most populous states. As California grew,
so did the Bank of America.

A. P. Giannini was the perfect type of individual to oversee the
growth of a bank that stood in sharp contrast to the House of
Morgan and which reflected broad changes in American society and
business. Giannini followed the quick success of his North Beach
bank with Bank of Italy branches elsewhere in San Francisco. With
the success of these followed branches throughout California's
agricultural valleys and Los Angeles as Giannini reached out to
populations of other average persons generally ignored by the
traditional banks. Throughout the rapid growth of his bank,
Giannini never lost touch with his original motive for creating a
bank suited for the average individual. When he died at 80 years
of age in 1949, he lived in the same house as he did when he
opened the original Bank of Italy; and his estate was less than
half a million dollars.

Throughout all the stages of the Bank of America's growth,
business recessions and depressions, and changes in American
society, including increased government regulation, the Bank
continued to reflect its founder's purposes for it. In the 1920s,
the Bank of Italy became a part of the corporation Transamerica.
In 1930, the Bank was merged with the Bank of America of
California. The newly formed bank was given the name the Bank of
America National Trust and Savings Association, with Giannini
appointed as chairman of the committee to work out the details of
the merger. In 1930, he selected Elisha Walker to head
Transamerica so he could be free to pursue his interest of
establishing a national bank with the same goals and nature as his
original Bank of Italy. But becoming alarmed over Walker's
proposed measures for dealing with the pressures of the
Depression, Giannini waged a battle involving board members,
stockholders, and allies he had worked with in the past to regain
control of Transamerica. In 1936, A. P. Giannini's son, Lawrence
Mario, succeeded his father as president of Bank of America, with
A. P. remaining as chairman of the board.

The story of Bank of America is largely the story of A. P.
Giannini: his ideas, his values, his ambitions, his goals, his
personality. The co-authors follow the stages of the Bank's growth
by focusing on the genteel, yet driven and innovative, A. P.
Giannini. There's a balance of basic business material such as
stock prices, rationale of momentous business decisions, and
balance-sheet data, with portrayals of outsized characters of the
time. Among these, besides Giannini, are the federal government
official Henry Morgenthau and Charles Stern, California's
superintendent of banks in the early 1900s. With this balance, The
Story of the Bank of America is an engaging and informative work
for readers of more technical business books and human-interest
business stories alike.


                            *********

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 ***