TCR_Public/160614.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, June 14, 2016, Vol. 20, No. 166

                            Headlines

151 MILBANK: Unsecureds to Recover 100% Under Ch. 11 Plan
36-60 ROUTE 303: Hires Auction Advisors to Sell Real Property
8110 AERO DRIVE: Gets Interim OK to Cash Collateral Use
8110 AERO DRIVE: Needs Until June 22 to File Financial Statements
ABEINSA HOLDING: Affiliates' Voluntary Chapter 11 Case Summary

ABENGOA BIOENERGY: Maple Debtors in Mo. Secure DIP Financing
ABENGOA BIOENERGY: Units' Case Summary & Top Unsecured Creditors
ABERDEEN MEDICAL: Hires McDowell Posternock as Attorney
ADELPHIA COMMUNICATIONS: ACC Claims Holdings Closed Exchange Offer
AEROPOSTALE INC: Gets Final Court OK of $160M DIP Financing

AFFILIATED FOODS: Court Junks Bid for Reconsideration in "Morgan"
AGROFRESH: S&P Lowers CCR to 'B' on Weak Performance
AIRPORT ROAD MINING: Hires Rivera Law Group as Special Counsel
ALLIANCE HEALTHCARE: S&P Affirms 'B+' CCR, Outlook Negative
AMERICAN CASINO: Moody's Raises Corporate Family Rating to B1

ANSWERS CORP: Moody's Lowers CFR to Caa2, Outlook Negative
AZIZ PETROLEUM: July 7 Combined Plan, Disclosures Hearing
BACK9NETWORK INC: Disclosures Okayed; Plan Hearing on July 6
BATS GLOBAL: S&P Assigns 'BB-' Rating on Proposed $650MM Loan
BLACK ELK ENERGY: Hires Wiliamson Sears & Rusnak as Counsel

BRANDON DORTCH: Wants Plan Filing Period Extended by 90 Days
CAESARS ENTERTAINMENT: Apollo, TPG Officials May Pitch in to Deal
CAESARS ENTERTAINMENT: Proposes Nov. 7 Plan Confirmation Hearing
CAL NEVA LODGE: Case Summary & 20 Largest Unsecured Creditors
CALPINE CORP: Fitch Rates New First-Lien Term Loan 'BB+'

CANDY INTERMEDIATE: 1st Lien Loan Upsize No Impact on Moody's CFR
CAPITOL BC: Case Summary & 20 Largest Unsecured Creditors
CEASARS ENTERTAINMENT: Judge Says He May Not Be Able to Halt Suits
CENTENE CORP: Moody's Maintains Ba2 Sr. Unsecured Debt Rating
CENTURY ALUMINUM: Moody's Affirms B2 CFR & Alters Outlook to Neg.

CENVEO INC: S&P Lowers Corporate Credit Rating to 'SD'
CHAIRMASTERS INC: Hires Evens Company as Financial Advisors
CHAIRMASTERS INC: Unsecureds to Get 100% Under Liquidating Plan
CHAPARRAL ENERGY: Schedules Deadline Extended to June 29
CHAPARRAL ENERGY: Sec. 341 Meeting of Creditors Set for June 17

CINEMARK USA: Moody's Assigns Ba1 Rating on New Sr. Sec. Term Loan
CLAIRE'S STORES: Future May Be Decided in Europe
CLARCONA PRE SCHOOL: July 13 Evidentiary Hearing on Plan Outline
COMMUNICATIONS SALES: Moody's Rates New $150MM Secured Notes 'B1'
CONCHO RESOURCES: Egan-Jones Cuts FC Sr. Unsec. Rating to B

CONSOLIDATED CONTAINER: S&P Affirms 'B-' CCR, Outlook Stable
CONSTELLATION ENTERPRISES: Sec. 341 Meeting Set for June 23
CONSUMER LAW: Plan Confirmation Hearing Set for July 11
COREY JUDE DELAHOUSSAYE: 2nd Amended Disclosure Statement Okayed
CORNERSTONE TOWER: Hires Jeffrey Hahn & Hemmerling as Attorneys

COTIVITI CORP: S&P Raises CCR to 'BB-' on Post-IPO Debt Repayment
DALLAS PROTON: Taps Lincoln Harris as Real Estate Broker
DARDEN-GREEN CO: Hires Benefits Consulting as General Counsel
DAVAMADA INC: Wants Aug. 19 Exclusive Plan Filing Deadline
DELTROPICO DESIGNS: Disclosure Statement Hearing Set for July 14

DEPAUL INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors
DEPAUL SERVICES: Voluntary Chapter 11 Case Summary
DETROIT PUBLIC SCHOOLS: Legislature OKs $617M Rescue Plan
DEX MEDIA: Files Schedules of Assets and Liabilities
DEX MEDIA: U.S. Trustee Unable to Appoint Committee

DIADEXUS INC: Files Chapter 7 Bankruptcy Petition
DISPOSAL TEJAS: Seeks to Hire McWhorter as Legal Counsel
DRAW ANOTHER CIRCLE: Case Summary & 30 Top Unsecured Creditors
ECLIPSE RESOURCES: S&P Raises CCR to 'CCC+', Outlook Negative
ERICKSON INC: S&P Lowers Rating to 'CCC', Outlook Negative

EXCO RESOURCES: Egan-Jones Cuts FC Sr. Unsec. Rating to C
FIRST BRONX: Court Approves Disclosure Statement
FLEXTRONICS INT'L: Moody's Hikes Unsecured Debt Rating From 'Ba1'
FLORHAM PARK: Seeks to Hire Edward Cienki as Special Counsel
FLOUR CITY BAGELS: Plan Filing Period Extended to Aug. 30

FOREST PARK REALTY: Wants Forest Park Dallas Sold for $135-Mil.
FPMC AUSTIN REALTY: Court OKs $60-Mil. Payment to Frost Bank
FRAC SPECIALISTS: Can Sell Certain Trucks to Cornerstone
FRAC SPECIALISTS: Can Use Capital One’s Cash Collateral
FRAC SPECIALISTS: Philip Spillane Resigns as CFO

FRANK ORION HAYMAN: Disclosure Statement Hearing Set for July 8
FUHU INC: Committee Hires Berkeley as Forensic Accountant
GAWKER MEDIA GROUP: Case Summary & 50 Top Unsecured Creditors
GAWKER MEDIA: Files for Bankruptcy After Losing $140M Lawsuit
GEIGER DEVELOPMENT: Hires Robert O Lampl Law Firm as Attorneys

GLACIAL MATERIALS: Hires Gleichenhaus Marchese as General Counsel
GLOBAL HEALTHCARE: Acquisition Plans No Impact on Moody's B2 CFR
GOGO INC: Moody's Assigns 'B3' Corporate Family Rating
GOODRICH PETROLEUM: Can Access Cash Collateral on Final Basis
GREATBATCH INC: Moody's Affirms B2 CFR & Changes Outlook to Neg.

GRIDWAY ENERGY: Philip Spillance Resigns as CFO
GULFMARK OFFSHORE: S&P Affirms 'CCC' Ratings on Weak Credit Metrics
HAGGEN HOLDINGS: Court OKs Amendment #1 to Albertson's APA
HAGGEN HOLDINGS: Inks Amendment #2 to Albertson's APA
HALLUCINATION MEDIA: Given Until Aug. 29 to File Plan, Outline

HDREPAIR.COM CORP: Hires Brett A. Elam Law Firm as Counsel
HDREPAIR.COM CORP: Plan Offers Cash, Preferred Stock to Unsecureds
HEARING HELP EXPRESS: Unsecureds to Get 7.9% Under Lender's Plan
HEENA HOSPITALITY: Case Summary & 7 Unsecured Creditors
HENRY PARKS CASEY: Court Official Announces Plan to Form Committee

HGIM CORP: S&P Lowers CCR to 'CCC+' on Weak Finc'l. Measures
HOLLY RIDGE: Case Summary & 20 Largest Unsecured Creditors
HORSEHEAD HOLDINGS: Had Attractive Offers Before Bankruptcy
INTERVENTION ENERGY: Can Use EIG's Cash Collateral Until July 26
JC PENNEY: Fitch Hikes Issuer Default Ratings to 'B+'

JFL VENTURE FUND: Taps Palm Harbor Law as Attorney
JOFFREY BALLET: Rent Spike Threatens To Put School Out of Business
JTS LLC: JMJ, et al., Object to Disclosure Statement
KENDALL LAKE TOWERS: Plan Filing Period Extended to Aug. 16
KENTUCKY ASSOCIATES: Taps Deiches & Ferschmann as Legal Counsel

LEHMAN BROTHERS: Unveils Tenth Distribution Percentage Recovery
LEWIS HEALTH: Wants Sept. 26 Exclusive Plan Filing Deadline
LG PROJECT 1: Hires Stephen R. Wade as General Counsel
LIMON-IOWA: Hires Gust Rosenfeld as Counsel
LINC USA GP: Has Interim Permit to Borrow $3-Mil. from Cantor

LOTUS STORES: Seeks to Hire Helmsing as Legal Counsel
MAGNOLIA BREWING: Court Denies Request to Extend Exclusive Periods
MANLEY TOYS: Creditors Join In Objection to Ch. 15 Recognition
MARATHON OIL: Egan-Jones Cuts Sr. Unsec. Ratings to BB-
MARINA DISTRICT: Fitch Puts 'B' IDR on CreditWatch Positive

MIDSTATES PETROLEUM: Files Schedules of Assets and Liabilities
MOHAVE AGRARIAN: Exclusive Plan Filing Deadline Moved to Aug. 4
MOLYCORP INC: Taps Deloitte Financial as Fresh-Start Accountant
MOLYCORP INC: Taps Deloitte LLP as Valuation Services Provider
MOVIESTOP: Files Chapter 11 Petition

MURPHY OIL: Egan-Jones Cuts FC Sr. Unsec. Rating to BB-
NATIONAL CERAMICS: July 11 Disclosure Statement Hearing
NAVIOS ACQUISITION: S&P Lowers CCR to 'B' on Link with Owner
NAVIOS MARITIME: S&P Affirms 'B-' Corporate Credit Rating
NERMINE AYOUB HANNA: Plan Confirmation Hearing Set for Aug. 2

NEW HORIZONS HEALTH: Disclosures Okayed; Plan Hearing on July 21
NEWFIELD EXPLORATION: Egan-Jones Cuts FC Sr. Unsec. Rating to B+
NOAH WEBSTER: S&P Lowers Rating on 2014/2015 School Bonds to 'BB'
NORANDA ALUMINUM: Flat Rolled Products Auction Moved to June 29
NORANDA ALUMINUM: Gets Exclusivity to File Plan Thru Oct. 5

NORTHERN BLIZZARD: DBRS Confirms B(low) Issuer Rating
ORANGE REGIONAL: Moody's Affirms Ba1 Rating on $308MM Debt
PACIFIC EXPLORATION: Colombian Superintendence Recognizes CCAA
PEABODY ENERGY: Committee Hires Blackacre as Independent Expert
PEABODY ENERGY: Committee Taps Jefferies as Investment Banker

PEABODY ENERGY: Creditors' Panel Hires Curtis as Conflicts Counsel
PEABODY ENERGY: Funded Dozens of Groups Questioning Climate Change
PEABODY ENERGY: Panel Taps Berkeley Research as Financial Advisor
PENN VIRGINIA: Egan-Jones Cuts FC Sr. Unsecured Rating to D
PENN VIRGINIA: Files Schedules of Assets and Liabilities

PICO HOLDINGS: Bloggers Vote "Against" Director Kenneth Slepicka
PILGRIM MEDICAL: Hires Phoenix Management Health as Manager
PITTSBURGH CORNING: PG Fully Funds Share of Asbestos Settlement
POC PROPERTIES: Taps Stout Risius as Expert Witness
POLLYANNA PROPERTIES: Hires Westside as Real Estate Broker

PREMIUM TRANSPORTATION: Panel Hires Province as Financial Advisors
PRUCRES INC: Court Determines Sale Proceeds Distribution
PSK REALTY: July 14 Plan Confirmation Hearing
PUERTO RICO: Supreme Court Rejects 2014 Debt Restructuring Law
PVH CORP: S&P Assigns 'BB+' Rating on New EUR350MM Sr. Notes

RANGE RESOURCES: Egan-Jones Cuts FC Sr. Unsec. Rating to B+
RDIO INC: Hires Winston & Strawn as Special Litigation Counsel
REGAL ENTERTAINMENT: Egan-Jones Cuts Sr. Unsec. Rating to BB-
ROCKDALE MANOR: Seeks to Hire Evan Altman as Attorney
SABINE OIL: Wants Exclusive Plan Filing Period Extended to Oct. 7

SANMINA CORP: Moody's Hikes Corporate Family Rating to 'Ba1'
SEAPORT AIRLINES: Taps Memphis Auto Auction as Auctioneer
SECURITY CAPITAL: Chapter 15 Case Transferred to Judge Houser
SEVENTY SEVEN ENERGY: Taps Prime Clerk as Claims Agent
SPECTRA ENERGY: Egan-Jones Cuts FC Sr. Unsec. Rating to BB

SPORTS AUTHORITY: ASICS Appeals Merchandise Sale Order
SPORTS AUTHORITY: Taps Deloitte as Tax Services Provider
SPORTS AUTHORITY: Taps Hilco to Sell Intellectual Property
SPORTS AUTHORITY: TSA Seeks to Sell Store #444 to Raymours for $5MM
STARVING STUDENTS: Wants Exclusive Plan Filing Extended to Oct. 26

STATEWIDE AMBULETTE: Hires Garvey Tirelli as Attorneys
STUART M. LEDIS: Disclosures Approved; Plan Hearing on July 27
SUN PRODUCTS: S&P Raises CCR to 'B'; Outlook Stable
SUNDEVIL POWER: Wants Aug. 9 Exclusive Plan Filing Deadline
SUNEDISON INC: Gets Final Court Approval of $300M DIP Financing

SYFOOD GROUP: Hires Hector Pedrosa-Luna as Counsel
TELEXFREE LLC: Files Status Report on Bid for Class Certification
TENDER LOVING: Wants Plan Filing Deadline Moved to Aug. 9
TRANSPORT EXPRESS: U.S. Trustee Unable to Appoint Committee
TRIMARK: Moody's to Retain B3 CFR on Proposed Loan Add-On

TRUSTEES OF CONNEAUT LAKE: July 12 Plan Confirmation Hearing
TUTOR PERINI: Moody's to Retain Ba3 Rating on Sr. Notes Offering
TUTOR PERINI: S&P Assigns 'BB-' Rating on New Notes Due 2021
TX FOUR HOLDINGS: U.S. Trustee Unable to Appoint Committee
ULTRA PETROLEUM: Seeks to Pay $1.1-Mil. per Quarter to 103 Employee

US FOODS: S&P Assigns 'B+' Rating on Proposed $2.3BB Sr. Loan
VALEANT PHARMACEUTICALS: Moody's Retains B2 CFR, Outlook Neg.
VEGAS MANAGEMENT: Taps Palm Harbor Law as Attorney
VENCORE INC: Moody's Retains B3 CFR on Revised Pending Dividend
VENCORE INC: S&P Lowers Rating on 1st-Lien Term Loan to 'B'

VESTIS RETAIL: Continuation of Store Closing Sales Approved
WAVE SYSTEMS: U.S. Trustee Unable to Appoint Committee
WEATHERFORD INT'L: Fitch to Rate Senior Unsecured Notes 'B+'/RR4'
WEATHERFORD INT'L: Moody's Rates Proposed $1-Bil. Unsec. Notes B2
WEST CORP: Moody's Assigns Ba3 Rating to New $400MM Secured Notes

WHISTLER ENERGY II: Seeks Schedules Extension to July 7
WILFRED HOLZINGER: To Establish Creditor Fund Under Exit Plan
WILLIAM COS: Egan-Jones Cuts FC Sr. Unsec. Rating to B+
WPX ENERGY: Moody's Affirms B3 Unsec. Notes Rating, Outlook Stable
[*] Five McGlinchey Attorneys Named in 2016 Florida Super Lawyers

[*] Health-Care Companies Succumb to Slow Pays, No Pays
[^] Large Companies with Insolvent Balance Sheet

                            *********

151 MILBANK: Unsecureds to Recover 100% Under Ch. 11 Plan
---------------------------------------------------------
151 Milbank, LLC, filed with the U.S. Bankruptcy Court for the
District of Connecticut a first amended disclosure statement
explaining its plan of reorganization, which propose to give
unsecured creditors 100% recovery of their allowed claims,
estimated to total $615,000, plus interest.

Under the terms of the Plan and in accordance with the Final DIP
Order, the Debtor will complete construction of the four-Unit
condominium development on the Property.  The Debtor's business
consists of the ownership, development, and sale of four
residential condominium units located at 151 Milbank Avenue in
Greenwich, Connecticut.

As of June 6, 2016, the Development is virtually complete with only
"punch list" items remaining.  The Debtor will prepare and file a
declaration of common interest ownership community on the Town of
Greenwich Land Records that will allow the Debtor to declare and
sell the four completed Units.  The procedures for selling the
Units include the requirement that Units cannot be sold to Insiders
and that the minimum net price is $2,500,000.

A full-text copy of the First Amended Disclosure Statement is
available at http://bankrupt.com/misc/ctb15-51485-281.pdf

The Debtor is represented by:

         William S. Fish, Jr., Esq.
         Thomas J. Farrell, Esq.
         HINCKLEY, ALLEN & SNYDER LLP
         20 Church Street, 18th Floor
         Hartford, CT 06103
         Tel: 860-725-6200
         Email: wfish@hinckleyallen.com
                tfarrell@hinckleyallen.com

151 Milbank, LLC (Bankr. D. Conn., Case No. 15-51485) filed a
Chapter 11 Petition on October 21, 2015.  The case is assigned to
Judge Alan H.W. Shiff.  The Debtor is represented by Thomas J.
Farrell, Esq., at Hinckley Allen and Snyder LLP, in Hartford,
Connecticut.  The Debtor's total assets is $4.6 million and total
debts is $4.4 million.  A list of the Debtor's 20 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/ctb15-51485.pdf


36-60 ROUTE 303: Hires Auction Advisors to Sell Real Property
-------------------------------------------------------------
36-60 Route 303 Associates, LLC seeks authorization from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Auction Advisors LLC as Auctioneer for Debtor's Real Property.

The Debtor is a single asset real estate entity that owns a
shopping center located at 36-60 Route 303, Valley Cottage, New
York 10989.  The Property according to the Debtor, is worth in
excess of $2,500.

The Debtor wishes to pursue an aggressive marketing of the Property
in an attempt to reach an efficient and expeditious sale of the
Property.

The Debtor requires Auction Advisors to undertake all services
necessary to market the property using a customized accelerated
marketing program to attract buyer inquiries, assure such inquiries
become informed bidders, develop rapport with such potential
buyers, foster competitive bidding among auction participants, and
realize the highest achievable sales price for the properties in a
compressed time period. This method of advertising is done over an
anticipated four week marketing program. Various methods of
advertising will be used including, but not limited to, display
advertising, online advertising, email notification and
telemarketing.

The Debtor agreed to compensate Auction Advisors, including hourly
rates, if applicable is as follows:

     a. auctioneer will be entitled to a reimbursement of
out-of-pocket expenses up to $12,500; plus

     b. in the event the Property is sold to the Stalking Horse
purchaser for the initial Stalking Horse Bid ($2,350,000), in
addition to the expense reimbursement the Auctioneer shall be
entitled to an auctioneer's fee equal to 1% of such Stalking Horse
initial bid amount; and

     c. in the event the Property is sold to (i) any bidder besides
Stalking Horse, or (ii) the Stalking Horse at a bid amount above
the Stalking Horse Bid, the Auctioneer Fee shall be the lesser of
(A) the Buyer's Premium (less any amounts payable to buyer brokers,
if applicable); and (B) one-half (1/2) of any amounts collected
above the Stalking horse bid, but not below the Stalking horse bid
sale fee.

     d. Auctioneer at its discretion will share a commission of up
to 2% with a duly registered buyer broker.

Joshua Olshin, principal of Auction Advisors 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.

Auction Advisors may be reached at:

      Joshua Olshin
      Auction Advisors LLC
      1350 Avenue of the Americas, 2nd Floor
      New York, New York 10019
      Tel: (212)375-1222 x705
      Fax: (212)202-6267
      E-mail: jolshin@auctionadvisors.com

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

36-60 Route 303 Associates, LLC, tapped DelBello, Donnellan,
Weingarten, Wise & Wiederkehr, LLP, as its attorney.

No trustee, examiner or statutory committee has been appointed.


8110 AERO DRIVE: Gets Interim OK to Cash Collateral Use
-------------------------------------------------------
The Honorable Margaret Mann of the U.S. Bankruptcy Court for the
Southern District of California grants 8110 Aero Drive Holdings,
LLC's first day motions on an interim basis and authorizes the
Debtor and/or the Receiver to use any and all "cash collateral"
until the matter is fully heard on June 9, 2016.

The Debtor told the Court that "[c]ash is critical and any
disruption to Debtor's use of cash collateral may inhibit Debtor's
(Hotel) operations and ability to continue to comply with its
obligations under the Franchise Agreement -- with Sheraton, LLC --
which would negatively impact Debtor’s reorganization.  The
Debtor asserted that it must immediately and continuously utilize
all cash proceeds, including the Lock Box Funds, in order to pay
franchise fees, employees, suppliers, service suppliers and other
ordinary course payments.  The Debtor projects that the income
generated currently by the Hotel will continue to grow over the
next calendar year as operations normalize.

The Debtor added that the Secured Creditor is adequately protected
through the significant equity cushion in excess of 20%, pointing
out the 2015 appraisal valued the Hotel at $16,800,000 while the
Debt is only approximately $9,000,000.  The Debtor estimates that
the Lock Box Funds could be anywhere from $350,000 to $700,000 and
believes that the funds are being used to pay the Receiver and his
professionals while the past due amount to Secured Creditor is not
being paid.  The Debtor said the Secured Creditor and the Receiver
have refused to provide Debtor with an accounting of the funds held
in the lockbox.

The Debtor also asked the Court to find that the interests of the
Registered Holders of JPMBB Commercial Securities Trust 2013-C-14,
Commercial Mortgage Pass-Through Certificates, Series 2013-C-14, in
the Debtor's cash collateral are adequately protected and grant the
Secured Creditor a replacement lien to the same extent, validity,
and priority as any lien held by Secured Creditor as of the
petition date.  The Debtor further asked the Court to require the
Secured Creditor to turn over all funds being held by either
Secured Creditor or the Receiver to the Debtor.

Wells Fargo Bank, National Association, as Trustee for the Benefit
of the Secured Creditor, told the Court that the Secured Creditor's
representative notified the Debtor of its intent to use the Lockbox
Funds to satisfy a portion of a $426,053 funding request from the
Receiver -- to address several urgent issues at the Hotel,
including: (a) $95,441 to replace the outdated and inoperable Fire
Alarm Control Panel, (b) $224,000 for four weeks payroll, (c)
$100,489 for insurance premiums, and (d) $2,818 to replace
inoperable exterior door locks.

Moreover, according to Wells Fargo, the Secured Creditor and the
Debtor have stipulated to permit the Receiver Jeffrey Kolessar (who
thereafter hired GF Management to manage the Debtor's Property
known as 8110 Aero Drive, San Diego, California and the Hotel) and
GF Management to remain in place and in control of the Property and
the Hotel, and to operate the Hotel and use the Secured Creditor's
cash collateral through June 5, 2016 with the understanding that
the parties will attempt to reach an agreement regarding control
and management of the Property and the Hotel.

A full-text copy of the Cash Collateral Motion dated May 26, 2016,
is available at https://is.gd/SsF6sH

A full-text copy of the Interim Cash Collateral Order dated June 6,
2016 is available at https://is.gd/xQxHFf

Proposed Attorneys for 8110 Aero Drive Holdings, LLC:

       William M. Rathbone, Esq.
       Megan M. Adeyemo, Esq.
       Jennifer E. Duty, Esq.
       GORDON & REES
       101 W. Broadway
       Suite 2000
       San Diego, CA 92101
       Telephone: (619) 696-6700
       Facsimile: (619) 696-7124
       Email: wrathbone@gordonrees.com
              madeyemo@gordonrees.com
              jduty@gordonrees.com

Attorneys for Secured Creditor:

       Craig A. Welin, Esq.
       Reed S. Waddell, Esq.
       Christopher D. Crowell, Esq.
       FRANDZEL ROBINS BLOOM & CSATO, L.C.
       1000 Wilshire Boulevard, Nineteenth Floor
       Los Angeles, California 90017-2427
       Telephone: (323) 852-1000
       Facsimile: (323) 651-2577
       Email: cwelin@frandzel.com
              rwaddell@frandzel.com
              ccrowell@frandzel.com

8110 Aero Drive Holdings, LLC, sought protection under Chapter 11
of the Bankruptcy Code on May 25, 2016 (Bankr. S.D.Calif., Case No.
16-03135).  The case is assigned to Judge Margaret M. Mann.

The Debtor's Counsel is William M. Rathbone, Esq., at Gordon & Rees
LLP, in San Diego, California.  The petition was signed by Luz
Burni, authorized representative.


8110 AERO DRIVE: Needs Until June 22 to File Financial Statements
-----------------------------------------------------------------
8110 Aero Drive Holdings, LLC, asks the U.S. Bankruptcy Court to
extend the time within which the Debtor must file its schedules of
assets and liabilities and statement of financial affairs up to and
including June 22, 2016.

According to the Debtor, although it is working with its secured
creditor (Registered Holders of JPMBB Commercial Securities Trust
2013-C-14, Commercial Mortgage Pass-Through Certificates, Series
2013-C-14) and the Receiver (Jeffrey Kolessar), additional time is
needed for the records to be turned over to Debtor and the
schedules to be prepared and verified considering that the
Debtor’s hotel has been under a receivership since April and is
being operated by outside management, the Debtor does not yet have
access to all current financial information and will not be able to
complete and finalize the Schedules by June 8, 2016.

Proposed Attorneys for 8110 Aero Drive Holdings, LLC:

       William M. Rathbone, Esq.
       Megan M. Adeyemo, Esq.
       Jennifer E. Duty, Esq.
       GORDON & REES
       101 W. Broadway
       Suite 2000
       San Diego, CA 92101
       Telephone: (619) 696-6700
       Facsimile: (619) 696-7124
       Email: wrathbone@gordonrees.com
              madeyemo@gordonrees.com
              jduty@gordonrees.com

8110 Aero Drive Holdings, LLC, sought protection under Chapter 11
of the Bankruptcy Code on May 25, 2016 (Bankr. S.D.Calif., Case No.
16-03135). The case is assigned to Judge Margaret M. Mann.

The Debtor’s Counsel is William M. Rathbone, Esq., at Gordon &
Rees LLP, in San Diego, California. The petition was signed by Luz
Burni, authorized representative.


ABEINSA HOLDING: Affiliates' Voluntary Chapter 11 Case Summary
--------------------------------------------------------------
Each of the following entities filed a voluntary petition under
Chapter 11 of the Bankruptcy Code.

        Debtor                                       Case No.
        ------                                       --------
        Abengoa Bioenergy Meramec Holding, Inc.      16-11450
        c/o The Corporation Trust Company
        1209 Orange Street
        Wilmington, DE 19801

        Abengoa Bioenergy Holdco, Inc.            16-11451

Type of Business: Energy, engineering and environmental companies

Chapter 11 Petition Date: June 12, 2016

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

Debtors' Counsel: R. Craig Martin, Esq.
                  DLA PIPER LLP (US)
                  1201 North Martket Street, 21st Floor
                  Wilmington, DE 19801
                  Tel: 302-468-5655
                  Fax: 302-778-7834
                  E-mail: craig.martin@dlapiper.com

Estimated Assets: $50 million to $100 million

Estimated Debts: $50 million to $100 million

The petition was signed by Antonio Jose Vallespir de Gregorio,
president & CEO.

The Debtors did not include a list of their largest unsecured
creditors when they filed the petitions.


ABENGOA BIOENERGY: Maple Debtors in Mo. Secure DIP Financing
------------------------------------------------------------
The so-called Maple Debtors -- Abengoa Bioenergy Meramec Renewable,
LLC, Abengoa Bioenergy Funding, LLC, Abengoa Bioenergy Maple, LLC,
Abengoa Bioenergy of Indiana, LLC, Abengoa Bioenergy of Illinois,
LLC, and Abengoa Bioenergy Operations, LLC, with chapter 11 cases
pending in Missouri -- ask the bankruptcy court to approve a
$10,000,000 postpetition secured financing arrangement to fund
their liquidity needs for the operation of their facilities in Mt.
Vernon, Ind., and Madison, Ill., until they can be auctioned and
sold.  

Abengoa Bioenergy Maple, LLC, is the named borrower and their other
debtors are named as Guarantors.  The Debtors want immediate access
to $5 million of financing pending a final DIP financing hearing.
The DIP financing pact will expire by its own terms on on Sept. 30,
2016.  

Deutsche Bank Trust Company Americas, serves as the as
administrative and collateral agent for the DIP Lenders.  Deutsche
Bank also serves as the administrative agent under a prepetition
credit agreement under which about $240 million is owed and
repayment of which is secured by extensive liens.  

The DIP Lenders will receive an upfront 2% Commitment Fee, collect
interest at LIBO plus 10% on amounts borrowed, and the Debtors will
pay the DIP Lenders' professionals' fees.  All borrowings will be
fully secured by superpriority postpetition liens (excluding
Avoidance Action Recoveries and subject to carveouts for statutory
fees and professional fees).  

                    About Abengoa Bioenergy

Abengoa Bioenergy Biomass of Kansas, LLC, is a bioenergy company
whose operations and primary asset include a commercial-scale
industrial plant in Hugoton, Kansas, dedicated to the research and
development of converting non-food based cellulosic biomass matter
into ethanol.  The Debtor is directly owned by Abengoa Bioenergy
Hybrid of Kansas, LLC and is an indirect subsidiary of Abengoa,
S.A., an engineering and clean technology company founded in Spain
in 1941.

Creditor groups filed involuntary chapter 7 petitions against
Abengoa in the District of Nebraska on Feb. 1, 2016, and the
District of Kansas on Mar. 23, 2016.  On Feb. 24, 2016, filed
voluntary chapter 11 cases (Bankr. E.D. Mo. Case No. 16-10446) into
which the involuntary proceedings were rolled.  

The Maple Debtors are represented by a team of lawyers at DLA Piper
LLP (US) led by Richard A. Chesley, Esq.  Prime Clerk serves as the
Debtors' claims agent.


ABENGOA BIOENERGY: Units' Case Summary & Top Unsecured Creditors
----------------------------------------------------------------
Each of the following affiliates of Abengoa Bioenergy US Holding,
LLC, filed a voluntary petition under Chapter 11 of the Bankruptcy
Code:

      Debtor                                          Case No.
      ------                                          --------
      Abengoa Bioenergy Meramec Renewable, LLC       16-44191
         fka Abengoa Bioenergy Meramec, Inc.
      16150 Main Circle Court, Suite 2000
      Chesterfield, Mo 63017-4689

      Abengoa Bioenergy Funding, LLC                 16-44192

      Abengoa Bioenergy Maple, LLC                   16-44193

      Abengoa Bioenergy of Indiana, LLC              16-44194

      Abengoa Bioenergy of Illinois, LLC             16-44195

      Abengoa Bioenergy Operations, LLC              16-44196

Type of Business: Engineering and Clean Technology Company

Chapter 11 Petition Date: June 12, 2016

Court: United States Bankruptcy Court
       Eastern District of Missouri (St. Louis)

Debtors' Counsel: Richard W. Engel, Jr., Esq.
                  ARMSTRONG TEASDALE LLP
                  7700 Forsyth Blvd., Suite 1800
                  St. Louis, MO 63105
                  Tel: (314) 621-5070
                  Email: rengel@armstrongteasdale.com

Estimated Assets: $500 million to $1 billion

Estimated Debts: $100 million to $500 million

The petition was signed by Sandra Porras Serrano, chief financial
officer.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Cargill Trade and                     Trade Debt       $2,353,832
Structured Finance
9350 Excelsior Blvd
Hopkins, MN 55343
United States

The CIT Group/ Equipment            Trade Debt         $1,695,105
Church Street Station
New York, NY 10261-4339
United States

The Andersons Inc- Rail             Trade Debt           $309,401
NW 6172, PO Box 1450
Minneapolis, MN 55485-6172
United States
Rasesh_shah@andersoninc.com

Evansville Western Railway, Inc.    Trade Debt           $296,009
818 West 2nd St.
Mt. Vernon, IL 47620
United States
Rachuchanan@evwr.com

Trinity Industries Leasing Company  Trade Debt           $273,192
2525 Stemmons Freeway
Philadelphia, PA 19175-0131
United States

Danisco US Inc.                     Trade Debt           $272,713
P.O. Box 7247-8528
Philadelphia, PA 19170-8528
United States

CSX Transportation, Inc.            Trade Debt           $215,800

Bodine Services of Evanisville, LLC Trade Debt           $190,303
info@bodineservices.com

Illinois-American Water Company     Trade Debt           $188,303  

bob.johnson@amwater.com

ACME Constructors, Inc.             Trade Debt           $169,491
djs@acmecontructors.com

Brenntag Mid-South, Inc.            Trade Debt           $164,576
south.henderson@brenntag.com

GATX Rail-Locomotive Rental         Trade Debt           $150,984
sam.buchholz@gatx.com

Innospec Fuel Specialities          Trade Debt           $100,292

America's Central Port              Trade Debt            $91,734

Trane US Inc.                       Trade Debt            $90,527

LLL Transport Inc.                  Trade Debt            $86,703
info@llltransport.com

Hulcher Services Inc.               Trade Debt            $84,784
info@hulcher.com

Wiese USA, Inc.                     Trade Debt            $70,217

Quality Liquid Feeds, Inc.          Trade Debt            $67,971

Southern Indiana Gas &              Trade Debt            $66,483
Electric Coone


ABERDEEN MEDICAL: Hires McDowell Posternock as Attorney
-------------------------------------------------------
Aberdeen Medical Service, Inc. seeks authorization from the U.S.
Bankruptcy Court for the District of New Jersey to employ McDowell
Posternock Apell & Detrick, PC as attorney.

The Debtor requires McDowell Posternock to provide all required
advice concerning operating as debtor-in-possession, assisting in
formulating and confirming Plan of Reorganization.

McDowell Posternock will be paid at these hourly rates:

       Ellen M. McDowell          $400
       Carrie J. Boyle            $275

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

The Debtor provided McDowell Posternock $2,500 retainer.

Ellen M. McDowell, member of McDowell Posternock, 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.

McDowell Posternock can be reached at:

       Ellen M. McDowell, Esq.
       MCDOWELL POSTERNOCK
       APELL & DETRICK, PC
       46 West Main Street
       Maple Shade, NJ  08052
       Tel: (856) 482-5544
       E-mail: emcdowell@mpadlaw.com

                     About Aberdeen Medical

Aberdeen Medical Services, Inc., based in Mount Laurel, NJ, filed a
Chapter 11 petition (Bankr. D.N.J. Case No. 16-20784) on June 2,
2016.  The Hon. Jerrold N. Poslusny Jr. presides over the case.
Ellen M. McDowell, Esq., at McDowell Posternock Apell & Detrick,
PC, as bankruptcy counsel.

In its petition, the Debtor estimated $0 to $50,000 in assets and
$1 million to $10 million in liabilities.  The petition was signed
by SCharles I. Tighe, authorized representative.


ADELPHIA COMMUNICATIONS: ACC Claims Holdings Closed Exchange Offer
------------------------------------------------------------------
ACC CLAIMS Holdings, LLC has closed its previously announced offers
to certain eligible holders to exchange:

     (i) class A limited liability company interests of ACC Claims
Holdings, LLC for up to all of the outstanding ACC Senior Notes
Claims (Class ACC 3) allowed under the Plan of Reorganization,
including any post-petition pre-effective date interest and
post-effective date interest to and including the extended
expiration date of the offers (the "Senior Claims"), against
Adelphia Communications Corporation, and

    (ii) class B limited liability company interests of ACC Claims
Holdings, LLC for up to all of the outstanding ACC Trade Claims
(Class ACC 4) allowed under the Plan of Reorganization, including
any post-petition pre-effective date interest and post-effective
date interest to and including the extended expiration date of the
offers (the "ACC 4 Claims"), and ACC Other Unsecured Claims (Class
ACC 5) allowed under the Plan of Reorganization, including any
post-petition pre-effective date interest and post-effective date
interest to and including the extended expiration date of the
offers (the "ACC 5 Claims" and, together with the ACC 4 Claims, the
"Other Claims"; the Senior Claims and the Other Claims, together,
the "Claims"), against Adelphia Communications Corporation.  

The closing occurred on Tuesday, June 7, 2016.

At the closing, ACC Claims Holdings, LLC delivered 3,445,195,173
newly-issued Class A membership interests and 342,911,375
newly-issued Class B membership interests to all eligible holders
that had validly tendered their Claims pursuant to the exchange
offers.

The exchange offers were made pursuant to (i) the offers to
exchange, dated March 3, 2016, and supplemented and amended on
March 9, 2016, March 21, 2016, April 1, 2016, April 8, 2016,
April 15, 2016, and April 21, 2016, April 29, 2016, May 5, 2016,
May 13, 2016 and May 20, 2016, and (ii) the related letter of
transmittal, dated as of March 3, 2016 and supplemented and amended
on March 21, 2016 and May 20, 2016.

ACC Claims Holdings, LLC is a Delaware limited liability company
formed on November 18, 2015.  ACC Claims Holdings, LLC exists
solely for the purpose of liquidating the claims and distributing
the proceeds thereof to the holders of its limited liability
company interests.  ACC Claims Holdings, LLC does not conduct a
trade or business or engage in any transactions other than
transactions merely incidental to (i) liquidation of claims,
whether by sale, transfer or other disposition by ACC Claims
Holdings, LLC or the claims held thereby, or be merger,
consolidation or other reorganization of ACC Claims Holdings, LLC,
or otherwise, and (ii) its dissolution.  

                  About Adelphia Communications

Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation was once the fifth-biggest cable company.  Adelphia
served customers in 30 states and Puerto Rico, and offered analog
and digital video services, Internet access and other advanced
services over its broadband networks.

Adelphia collapsed in 2002 after disclosing that founder John Rigas
and his family owed $2.3 billion in off-balance-sheet debt on bank
loans taken jointly with the company.  Mr. Rigas was sentenced to
12 years in prison, while son Timothy 15 years.

Adelphia Communications and its more than 200 affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 02-41729) on
June 25, 2002.  Willkie Farr & Gallagher represented the Debtors in
their restructuring effort.  PricewaterhouseCoopers served as the
Debtors' financial advisor.  Kasowitz, Benson, Torres & Friedman
LLP and Klee, Tuchin, Bogdanoff & Stern LLP represented the
Official Committee of Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas-Managed Entities, were
entities that were previously held or controlled by members of the
Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC.  The RME Debtors filed for Chapter 11 protection
(Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-10642) on March 31,
2006.  Their cases were jointly administered under Adelphia
Communications and its debtor-affiliates' Chapter 11 cases.

The Bankruptcy Court confirmed the Debtors' Joint Chapter 11 Plan
of Reorganization on Jan. 5, 2007.  The Plan became effective on
Feb. 13, 2007.

The Adelphia Recovery Trust, a Delaware Statutory Trust, was formed
pursuant to the Plan.  The Trust holds certain litigation claims
transferred pursuant to the Plan against various third parties and
exists to prosecute the causes of action transferred to it for the
benefit of holders of Trust interests.  Lawyers at Kasowitz,
Benson, Torres & Friedman, LLP (NYC), represent the Adelphia
Recovery Trust.


AEROPOSTALE INC: Gets Final Court OK of $160M DIP Financing
-----------------------------------------------------------
Aeropostale, Inc., a specialty retailer of casual apparel for young
women and men, on June 10 disclosed that the United States
Bankruptcy Court for the Southern District of New York has given
final approval for the Company to access $160 million in debtor
in-possession ("DIP") financing provided by Crystal Financial LLC.
The Court previously had given interim approval for the DIP
financing agreement on May 5, 2016.  This financing, combined with
Aeropostale's operating cash flow, will allow the Company to meet
its financial commitments and enable Aeropostale to focus on
completing its restructuring process, confirming a plan of
reorganization and emergence from Chapter 11 during the third
quarter of 2016.

"We are pleased that the Court has approved our DIP financing,"
said Julian Geiger, Chief Executive Officer.  "We are looking
forward to emerging from this process as a leaner, more efficient
business and firmly believe that we will be well-positioned to
compete and succeed in today's retail environment."

As announced on May 4, 2016, Aeropostale filed voluntary petitions
under Chapter 11 of the U.S. Bankruptcy code in the United States
Bankruptcy Court for the Southern District of New York in an effort
to optimize its store footprint, renegotiate burdensome contracts,
resolve its ongoing disputes with Sycamore Partners and achieve
long-term financial stability.

Aeropostale is advised in this transaction by Weil, Gotshal &
Manges LLP, Stifel Financial Corp. and FTI Consulting.

                    About Aeropostale, Inc.

Aeropostale, Inc. (OTC Pink: AROPQ) is a specialty retailer of
casual apparel and accessories, principally serving young women and
men through its Aeropostale(R) and Aeropostale Factory(TM) stores
and website and 4 to 12 year-olds through its P.S. from Aeropostale
stores and website.  The Company provides customers with a focused
selection of high quality fashion and fashion basic merchandise at
compelling values in an exciting and customer friendly store
environment.  Aeropostale maintains control over its proprietary
brands by designing, sourcing, marketing and selling all of its own
merchandise.  As of May 1, 2016 the Company operated 739
Aeropostale(R) stores in 50 states and Puerto Rico, 41 Aeropostale
stores in Canada and 25 P.S. from Aeropostale(R) stores in 12
states.  In addition, pursuant to various licensing agreements, the
Company's licensees currently operate 322 Aeropostale(R) and P.S.
from Aeropostale(R) locations in the Middle East, Asia, Europe, and
Latin America.  Since November 2012, Aeropostale, Inc. has operated
GoJane.com, an online women's fashion footwear and apparel
retailer.

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

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

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

Judge Sean H. Lane is assigned to the cases.


AFFILIATED FOODS: Court Junks Bid for Reconsideration in "Morgan"
-----------------------------------------------------------------
Judge J. Leon Holmes of the United States District Court for the
Eastern District of Arkansas, Western Division, denied the motion
for reconsideration filed by the defendant in the case captioned
BRENDA MORGAN, on behalf of herself and on behalf of all other
persons similarly situated; and DONNA KELLETT, on behalf of herself
and on behalf of all other persons similarly situated, Plaintiffs,
v. AFFILIATED FOODS SOUTHWEST, INC., Defendant, No. 4:15CV00296 JLH
(E.D. Ark.).

The action began as an adversary proceeding in bankruptcy on July
10, 2009. The plaintiffs filed a class action complaint, alleging
that Affiliated Foods violated the Worker Adjustment and Retraining
Notification Act (WARN Act) by failing to give employees at least
sixty days advance notice of termination. Affiliated Foods filed a
motion to withdraw the reference. The plaintiffs did not object to
withdrawing the reference and the motion was granted. The
plaintiffs then filed a motion for class certification pursuant to
Federal Rule of Civil Procedure 23. The Court granted the motion on
April 26, 2016. Now, Affiliated Foods has filed a motion for
reconsideration.

A full-text copy of the Opinion and Order dated June 2, 2016 is
available at https://is.gd/R1xRVg from Leagle.com

Brenda Morgan, Plaintiff, is represented by Cade L. Cox, Cox,
Sterling, McClure & Vandiver, PLLC, David Wayne Sterling, Arkansas
Department of Human Services, M. Vance McCrary, The Gardner Firm,
Mary E. Olsen, The Gardner Firm, Melanie J. McClure, Cox, Sterling,
McClure & Vandiver, PLLC & Stuart J. Miller, Lankenau & Miller,
LLP.

Donna Kellett, Plaintiff, is represented by Cade L. Cox, Cox,
Sterling, McClure & Vandiver, PLLC, David Wayne Sterling, Arkansas
Department of Human Services, M. Vance McCrary, The Gardner Firm,
Mary E. Olsen, The Gardner Firm, Melanie J. McClure, Cox, Sterling,
McClure & Vandiver, PLLC & Stuart J. Miller, Lankenau & Miller,
LLP.

Affiliated Foods Southwest Inc, Defendant, is represented by Greta
Brouphy, Esq. -- gbrouphy@hellerdraper.com -- Heller Draper Hayden
Patrick & Horn, LLC, Kerrilee Elizabeth Kobbeman, Esq. --
kkobbeman@cwlaw.com -- Conner & Winters, LLP, Richard L. Cox, Esq.
--  & Todd Patrick Lewis, Esq. -- tlewis@cwlaw.com -- Conner &
Winters, LLP.

Richard L Cox, Trustee, is represented by Todd Patrick Lewis,
Conner & Winters, LLP.

            About Affiliated Foods Southwest

Little Rock, Arkansas-based Affiliated Foods Southwest, Inc., and
its affiliates, including Shur-Valu Stamps, Inc., filed for
Chapter 11 bankruptcy (Bankr. E.D. Ark. Case No. 09-13178) on
May 5, 2009.  W. Michael Reif, Esq., at Dover Dixon Horne,
represented the Debtors in their restructuring efforts.  The
Debtors estimated assets between $10 million and $50 million and
debts between $100 million and $500 million.

Rather than proceed with a disclosure statement and plan of
reorganization, both Affiliated Foods and ShurValu engaged in
an orderly liquidation followed by conversion to Chapter 7 on
August 13, 2009.  M. Randy Rice became the Chapter 7 trustee in
the ShurValu matter.  Mr. Rice, as the trustee in the ShurValu
case, later chose to put the wholly owned subsidiary --
Supermarket Investors, Inc. -- into a separate Chapter 7 on
October 13, 2009.  The court thereafter appointed Mr. Rice as the
trustee in the SII proceeding.

Richard Cox was named the Chapter 7 bankruptcy trustee for
Affiliated Foods Southwest Inc.


AGROFRESH: S&P Lowers CCR to 'B' on Weak Performance
----------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on AgroFresh
to 'B' from 'B+'.  The outlook is stable.

In addition, S&P lowered the rating on the company's $425 million
first-lien term loan and $25 million revolving credit facility to
'B+' from 'BB-'.  The recovery rating remains '2', indicating S&P's
expectation for substantial (in the lower half of the 70% to 90%
range) recovery in the event of a payment default.

"The downgrade reflects our view of risks to the company's credit
quality arising from a weaker-than-expected apple crop, potential
competitive dynamics, as well as modestly weaker credit metrics,"
said S&P Global Ratings credit analyst Michael McConnell.

Earnings in 2015 and S&P's forecast for 2016 have been lower than
S&P's prior expectations, which have led to a drop in the credit
measures.  Specifically, the key ratio of funds from operations
(FFO) to total debt is now expected to remain below 12% over at
least the next year, which compares unfavorably with S&P's previous
expectation that this metric would be in the low- to mid-teens
percentage area.  Adverse weather conditions have been a primary
driver in the weaker performance due to effects on the global apple
crop, which drives an overwhelming majority of the company's
revenues and EBITDA.

The stable outlook reflects S&P's expectation that the company will
maintain its good market position and operating performance in the
highly niche post-harvest food preservation industry.  S&P expects
near-to-mid-term patent expirations and new entrants to the market
to remain key risk factors, and would expect the company to try to
partially offset this through investment in innovation and
acquisitions.  S&P expects that over the next 12 months the company
will sustain FFO to debt in the upper-single-digit percent area and
that liquidity will remain adequate.

S&P could lower the rating if the company experiences weakening
credit metrics resulting from continued adverse weather conditions,
or a decline in market share or pricing due to increased
competition.  S&P could consider a downgrade within the next 12
months if those conditions led to a decline in revenue of 5% and a
600 basis point decline in EBITDA margins, resulting in FFO to debt
deteriorating below 6% on a sustained basis.  S&P could also lower
the rating if, against its current expectation, the company pursues
large debt-funded acquisitions, or a change in financial policy
that increases shareholder rewards.

S&P could consider an upgrade within the next 12 months if the
company is able to improve FFO to debt above 12%, and S&P believes
this improvement will be sustained.  This could occur if the
company's earnings and cash flows are stronger than S&P projects,
or if it commits to significant debt reduction, in the absence of
acquisition opportunities.  Alternatively, S&P could view an
acquisition funded with equity, such that acquired EBITDA
effectively reduces leverage, as a positive credit factor.


AIRPORT ROAD MINING: Hires Rivera Law Group as Special Counsel
--------------------------------------------------------------
Airport Road Mining Company, LLC seeks authorization from the U.S.
Bankruptcy Court for the District of Arizona to employ Rivera Law
Group, P.C. as special counsel for the Debtor.

In 2007, the Debtor and LaFarge entered into a lease of Parcels
"A-F" to mine gravel and minerals from the property. However,
LaFarge did nor meet lease requirements, which led the Debtor to
unable to pay debt service to Farm Credit.  Default on the Debtor
and the resulting threatened property foreclosure were the primary
cause for the Debtor to file for Chapter 11 protection.

Due to LaFarge's failure to meet lease requirements, the Debtor
terminated the lease prepetition. However, LaFarge disputes lease
termination and has failed to vacate the premises.  Whether or not
the LaFarge lease was terminated is the largest single issue in
this case because it will determine what options are available to
the Debtor to reorganize.

The Debtor worked with Rivera Law Group pre-petition to analyze the
strength of its case against the LaFarge and begin preparations for
the impending legal battle.

The Debtor agreed to pay Rivera Law Group at its standard billable
rates and other usual charges.

Rivera Law Group has received a $30,000 retainer from the Debtor.

Sal J. Rivera of Rivera Law Group, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code, and does not represent any interest
adverse to the Debtor and its estates.

Rivera Law Group may be reached at:

     Sal J. Rivera
     Rivera Law Group, P.C.
     1440 E Missouri Ave, Suite 115
     Phoenix, AZ 85014
     Tel: 602.200.9530
     E-mail: sal@riveralawwgroup.com

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.


ALLIANCE HEALTHCARE: S&P Affirms 'B+' CCR, Outlook Negative
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit rating and
senior secured debt ratings on Alliance HealthCare Services and
revised the rating outlook to negative from stable.

The recovery rating on the senior secured debt is '3', indicating
expectations for meaningful (50%-70%; at the low end of the scale)
recovery in a payment default.

"The outlook revision to negative follows two quarters of
weaker-than-expected operating performance and risks to our new
base case given continued pricing pressures," said S&P Global
Ratings credit analyst Matthew O'Neill.  "The market for the
company's radiology services has become much more competitive and
margins have declined over the past several quarters as contracts
have been renewed at less favorable rates.  At the same time, the
company has significantly increased capital spending on new mobile
machines to serve new clients to offset price-driven revenue
declines.  However, revenue growth has been modest to date and
margin erosion has more than offset volume growth.  While we are
forecasting flat margins for 2016 that combined with revenue growth
should result in some debt reduction, leverage could remain at
current levels if pricing pressures are more severe than we
anticipate".

"Our rating on Newport Beach, Calif.-based Alliance HealthCare
reflects a largely single business focus in a fragmented diagnostic
imaging market with somewhat low barriers to entry, pricing
pressure, and a relatively high fixed-cost structure. While the
company has expanded into the faster growing oncology and
interventional services segments, about two-thirds of EBITDA still
comes from radiology.  Alliance HealthCare is the largest U.S.
mobile imaging provider, offering magnetic resonance imaging (MRI)
and positron emission tomography/computed tomography (PET/CT) scan
services to hospitals based on the number of scans or by the length
of use.  However, volume can also be cyclical and has increased
with the improving economy and larger number of patients with
insurance coverage.  Still, hospitals face cost pressure, which has
led to pricing pressure for outsourced providers such as Alliance.
Like all service providers, Alliance is subject to reimbursement
risk," S&P noted.

S&P's negative outlook on Alliance HealthCare reflects risks to
S&P's base case that leverage will decline this year given
continued pricing pressure and the recent trend of flat revenues
despite heavy capital spending

S&P's could lower the rating if the company is unable to grow
EBITDA in 2016, resulting in leverage above 5.5x.  A downgrade
could also occur if organic revenues decrease and margins decline
an additional 100 basis points beyond S&P's base-case scenario, and
the company sustained leverage above 5.5x.

S&P's could revise the outlook to stable if it gains confidence
that the company is able meet its revised base case and sustain
leverage around the low-5x area.  In S&P's view, this would occur
if the company experiences greater pricing stability and is able to
convert elevated capex into stronger revenues and EBITDA.  


AMERICAN CASINO: Moody's Raises Corporate Family Rating to B1
-------------------------------------------------------------
Moody's Investors Service upgraded American Casino & Entertainment
LLC's (ACEP) Corporate Family rating to B1 and the Probability of
Default rating to B1-PD.  Moody's also upgraded the company senior
secured revolving credit facility and term loan to B1 and affirmed
the Speculative Grade Liquidity rating at SGL-1.

"The rating upgrades reflect the improvement in leverage and
coverage metrics as a result of debt repayment and higher EBITDA",
said Moody's analyst, Peggy Holloway.  As of the LTM period ended
March 31, 2016, ACEP's adjusted debt/EBITDA declined to 3.6x from
4.9x at LTM March 31, 2015 and EBIT/interest rose to 2.6x -- well
within the parameters set for a ratings upgrade.  The upgrade also
reflects Moody's expectation, the company can at least maintain
credit metrics at these levels.

Ratings Upgraded:

  Corporate Family Rating to B1 from B2
  Probability of Default Rating to B1-PD from B2-PD
  Senior secured Term Loan to B1 LGD 3 from B2 LGD 3
  Senior secured Revolver to B1 LGD 3 from B2 LGD 3

Ratings Affirmed:

  Speculative Grade Liquidity (SGL), at SGL-1
  Outlook remains Stable

                        RATING RATIONALE

ACEP's B1 Corporate Family Rating reflects the company's better
than average leverage and coverage metrics for the rating category,
improving profitability and very good liquidity.  The ratings
consider the company's small size in terms of revenue and
significant geographic and property concentration risk.  All of the
company's four properties are located in Nevada and one, the
Stratosphere located on the Las Vegas Strip, accounts for nearly
50% of net revenues.  Additionally, the ratings reflect an element
of event risk related to either acquisition activity or shareholder
returns given ACEP's excess cash balances and estimated free cash
flow generation.  ACEP is owned by real estate funds ultimately
controlled by Goldman Sachs & Co, and so financial policy which to
date has been creditor friendly, could become more aggressive over
time if owners seek growth or equity returns with ACEP's excess
cash flow.

The rating outlook is stable reflecting improving economic
conditions in Nevada, improving visitation to the Las Vegas Strip
and Moody's expectation of modest growth in gaming revenues across
the company's properties.

The ratings are currently constrained given the company's small
scale in terms of revenues, its geographic concentration and
elements of event risk related to debt-financed acquisitions or
shareholder returns.

Ratings could be downgraded if operating trends in Nevada's gaming
markets show signs of sustained deterioration, if debt/EBITDA
increases above 5.25 times, or if liquidity weakens materially.

American Casino & Entertainment Properties, LLC ("ACEP") owns and
operates three gaming properties in Las Vegas, NV -- the
Stratosphere on the Las Vegas Strip, Arizona Charlie's Decatur and
Arizona Charlie's Boulder in the Las Vegas locals market -- and one
property in Laughlin, NV (Aquarius).  Annual revenue is
approximately $376 million for the last twelve month period ending
March 31, 2016.

The principal methodology used in these ratings was Global Gaming
Industry published in June 2014.


ANSWERS CORP: Moody's Lowers CFR to Caa2, Outlook Negative
----------------------------------------------------------
Moody's Investors Service downgraded Answers Corporation's
Corporate Family Rating to Caa2 from B3, Probability of Default
Rating (PDR) to Caa2-PD from B3-PD, first-lien credit facilities
rating to B3 from B1 and second-lien credit facility rating to Caa3
from Caa2.  The rating outlook was revised to negative from stable.
The rating actions reflect the increasing competitive environment
and rapid deterioration in Answers' operating performance.

Ratings Downgraded:

Issuer: Answers Corporation

  Corporate Family Rating to Caa2 from B3

  Probability of Default Rating to Caa2-PD from B3-PD

  $40.0 Million First-Lien Senior Secured Revolving Credit
   Facility due 2019 to B3 (LGD-3) from B1 (LGD-3)

  $320.9 Million (originally $325 Million) First-Lien Senior
   Secured Term Loan due 2021 to B3 (LGD-3) from B1 (LGD-3)

  $180.0 Million Second-Lien Senior Secured Term Loan due 2022 to
   Caa3 (LGD-5) from Caa2 (LGD-5)

Outlook Actions:

  Outlook, Changed to Negative from Stable

                         RATINGS RATIONALE

The two-notch downgrade of the CFR to Caa2 reflects Answers'
elevated probability of default and risk of debt impairment as a
result of rapidly deteriorating profitability in its core content
marketing and management business, Answers.com, as well as reduced
revenue expectations in the Answers Cloud Services (ACS) business
(specifically ForeSee and Webcollage properties).  It also
considers the company's uncertain revenue growth prospects amid
intensifying competition for acquiring paid website traffic after
Facebook, one of its leading sources for customer traffic,
increased its news feed pricing last year, which contributed to
higher traffic acquisition costs.  Earlier this year, Facebook
again updated its news feed algorithm, which further intensified
competition for referral traffic.  Additionally, because the
company is heavily reliant on free web traffic from Alphabet's
search engine, when Alphabet updated its algorithms in late 2014
this resulted in poor listings placements in search results for
Answers' websites.  Alphabet also made adjustments to its
revenue-share pricing tiers and ad network monetization.  Finally,
the market shift to mobile applications, which monetizes traffic at
lower rates, has also contributed to reduced monetization.
Collectively, these issues led to rising operating costs and
declines in Answers.com's website traffic and display advertising
revenue.

Answers' revenue, gross margin and EBITDA have come under pressure.
In the March 2016 quarter, consolidated non-GAAP revenue fell 15%
year-over-year (yoy) (Answers.com revenue dropped 30% while ACS
revenue increased 3%) and gross margin declined to around 58%
compared to 61% in Q115.  Gross margins were previously in the
85-90% range in 2013.  As-reported consolidated EBITDA fell 51% yoy
in Q116, which follows a 25% drop in 2015.  As of the March
quarter, total debt to EBITDA was 13.7x (Moody's adjusted). To
capture the impact of the Facebook and Alphabet ecosystem changes,
Answers recorded impairment charges totaling $480.5 million in 2015
related to the write down of goodwill and intangible assets
associated with properties that are now projected to achieve
significantly lower revenue growth rates and cash flows than
previously expected.  The impairment charges represented nearly
half of Answers' total assets (book value).

In response, the company has focused on improving the content
quality of its existing websites, expanded its content library by
extending into new verticals via various social-based website
launches and several small acquisitions and optimized the
wiki-based platform to attract higher margin visitors.  Despite
efforts to increase organic traffic to 277 million unique visitors
in April 2016 from a low of roughly 100 million in July 2015,
monetization rates remain low given the challenges in scaling
profitable acquisition of traffic.

Moody's believes Answers will be challenged in diversifying its ad
revenue sources, reducing its dependence on the leading social
media sites and search engines for customer traffic and creating
high-demand content to increase monetization.  Moody's believes the
company will need draw further on its revolver over the coming
quarters to fund operating losses given that these initiatives will
take a multi-year effort to build scale and meaningfully contribute
to earnings.  The company has modest operating scale relative to
its main competitors.  However, the Caa2 rating is supported by
Answers' adequate levels of liquidity and its subscription revenue
based assets comprising ACS, which provides cloud computing SaaS
solutions.

Rating Outlook

The negative rating outlook reflects uncertainty as to the
company's near-term prospects and its significant execution
challenges in stabilizing and restoring profitability through new
product development initiatives.

What Could Change the Rating -- Down

Ratings could be downgraded if Answers' profitability continues to
deteriorate, negative free cash flow worsens and the company is
unlikely to maintain adequate levels of liquidity.

What Could Change the Rating -- Up

A ratings upgrade is unlikely over the near-term.  However, Moody's
could stabilize Answers' rating outlook if it maintains good
liquidity and generates sustained positive free cash flow.

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

Answers Corporation, headquartered in St. Louis, Missouri, is an
Internet-based media company that operates in two business
segments: (i) Answers.com, which consists of several websites that
utilize a wiki-based, user-generated Q&A platform to monetize high
volume traffic through display advertising and high-demand online
content across a variety of topics via its 189.4 million registered
global users; and (ii) Answers Cloud Services (ACS), which provides
an integrated suite of Software-as-a-Service (SaaS) solutions to
help brands and retailers increase customer traffic to their
websites with a focus on consumer experience analytics, content
management and syndication and customer product reviews. Revenue
totaled $214 million for the twelve months ended March 31, 2016.


AZIZ PETROLEUM: July 7 Combined Plan, Disclosures Hearing
---------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida will
convene a hearing on July 7, 2016, at 1:30 p.m., to consider
approval of Aziz Petroleum, Inc.'s disclosure statement,
confirmation of its plan of reorganization, and fee applications.

The Plan proposes 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

The deadline for objections to claims is June 23.  The deadline for
filing fee applications is June 16.

The deadline for filing ballots accepting or rejecting the plan is
June 27.  The deadline for objections to confirmation and approval
of the Disclosure Statement is July 1.

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.


BACK9NETWORK INC: Disclosures Okayed; Plan Hearing on July 6
------------------------------------------------------------
Connecticut Bankruptcy Judge Ann M. Nevins approved the Second
Amended Disclosure Statement accompanying Back9Network, Inc and
Swing by Swing, Inc.'s Second Amended Plan of Reorganization filed
on June 3, 2016.

June 24, 2016 is fixed as the last day for returning written
ballots of acceptance or rejection of the Plan.  

July 6 at 3:00 p.m. is fixed as the date of the hearing to consider
confirmation of the Plan in the United States Bankruptcy Court, 450
Main Street, 7th Floor Courtroom, Room 715B, Hartford, CT 06103.
Written objections to the Plan are due June 29.  The Report of
Ballots and Administrative Expenses are due July 5.

Under the Plan, the claim of the state Department of Economic and
Community Development will be Allowed in the amount of
$4,774,048.94. The Reorganized Debtor will be obligated for the
full amount of DECD's Claim in accordance with the terms of the
DECD Amended Agreements. The Debtors shall execute and deliver to
DECD the DECD Amended Agreements on the Effective Date. The DECD
Amended Documents will provide among other things that the DECD
Claim shall be secured by a first priority security interest in all
assets of the Reorganized Debtor, which security interest shall be
pari passu with the security interest of Golfworks in accordance
with the  Intercreditor Agreement.  The DECD is expected to recoup
100% of the Allowed Secured Claim (Class 2) but is impaired under
the Plan.  Therefore, the DECD is entitled to vote on the Plan.

The Plan provides that General Unsecured Claims (Class 3) have been
scheduled in the approximate amount of $8,000,000.  Allowed
unsecured Claims exclude the Claims of Convertible Noteholders.
Holders of Allowed Claims in Class 3 shall each receive a pro rata
share of the Effective Date Payment in the amount of $700,000 and
the Post-Effective Date Payment in the amount of $300,000 (payable
in three equal installments over 18 months).  Holders of Allowed
Claims in Class 3 shall also receive the benefit of New Common
Stock of the Reorganized Debtor on the Effective Date representing
a pro rata share of 10% of the New Common Stock issued to Class 3.


On the Effective Date, the Class 3 Trust shall be established for
the benefit of Holders of Allowed Claims in Class 3 and the corpus
of the Class 3 Trust shall be the 10% of the New Common Stock
issued for the benefit of Holders of Allowed Claims in Class 3.
The Class 3 Trust will have one trustee and the beneficiaries of
the
Class 3 Trust shall be the Holders of Allowed Claims in Class 3.  
Class 3 is expected to recoup 10% to 12.5% plus 10% of the New
Common Stock.  Class 3 is impaired and is entitled to vote on the
Plan.

Convertible Noteholder Claims comprise Class 4 and have been
scheduled in the amount of $6,169,833.  Holders of Allowed Claims
in Class 4 shall receive the benefit of New Common Stock of the
Reorganized Debtor on the Effective Date representing a pro rata
share of 20% of the New Common Stock issued to Class 4.  On the
Effective Date, the Class 4 Trust shall be established for the
benefit of Holders of Allowed Claims in Class 4 and the corpus of
the Class 4 Trust shall be the 20% of the New Common Stock issued
for the benefit of Holders of Allowed Claims in Class 4.  The Class
4 Trust will have one trustee and the beneficiaries of the Class 4
Trust shall be the Holders of Allowed Claims in Class 4 All
warrants, options, equity, stock certificates, and any shareholder
agreement or similar agreement related to the Holders of Allowed
Claims in Class 4 will be rejected. Class 4 is impaired and is
entitled to vote on the Plan.

Preferred Interests in Class 5 will be converted into a beneficial
interest in New Common Stock of the Reorganized Debtor on the
Effective Date representing a pro rata share of 10% of the New
Common Stock issued to Class 5.  On the Effective Date, the Class 5
Trust shall be established for the benefit of Holders of Allowed
Preferred Interests in Class 5 and the corpus of the Class 5 Trust
shall be the 10% of the New Common Stock issued for the benefit of
Holders of Allowed Preferred Interests in Class 5.  The Class 5
Trust will have one trustee and the beneficiaries of the Class 5
Trust shall be the Holders of Allowed Preferred Interests in Class
5. All warrants, options, equity, stock certificates, and any
shareholder agreement or similar agreement related to the Holders
of Preferred Interests will be rejected. Class 5 is impaired and is
entitled to vote on the Plan.

Common Interests in Class 6 are out of the money. Class 6 is
impaired and is entitled to vote on the Plan.

Objections to confirmation of the Plan must be filed with the
Bankruptcy Court and served to:

     (a) counsel to the Debtors:

         Hinckley, Allen & Snyder LLP
         20 Church Street, 18th Floor
         Hartford, CT 06103
         Attention: William S. Fish, Jr.

     (b) counsel to the Creditors' Committee:

         Reid and Riege, P.C.
         One Financial Plaza
         Hartford, CT 06103
         Attention: Eric Henzy

     (c) counsel to Golfworks:

         Zeisler & Zeisler, P.C.
         10 Middle Street, 15th Floor
         Bridgeport, CT 06604
         Attention: James Berman

     (d) counsel to DECD:

         Pullman & Comley, LLP
         850 Main Street, P.O. Box 7006
         Bridgeport, CT 06601-7006
         Attention: Elizabeth Austin

     (e) the Office of the United States Trustee for the District
of Connecticut
         150 Court Street, Room 302
         New Haven, CT 06510
         Attention: Steven E. Mackey

A copy of the Second Amended Disclosure Statement is available at:

          http://bankrupt.com/misc/ctb15-22192-0169.pdf

                   About Back9Network

Back9Network Inc. and Swing by Swing Golf, Inc., engaged in the
business of developing and selling media content and information
over the internet, filed Chapter 11 bankruptcy petitions (Bankr. D.
Conn. Case Nos. 15-22192 and 15-22193, respectively) on Dec. 23,
2015.  The petition was signed by Charles Cox, the chief executive
officer.  The Debtors estimated assets and liabilities of $10
million to $50 million.  The Debtors have engaged Hinckley, Allen &
Snyder LLP as counsel.  The Debtors tapped Cardinal as its
financial advisor and Cohn Reznick as its accountant.  Judge Ann M.
Nevins has been assigned the cases.

The United States Trustee appointed the Committee of Unsecured
Creditors on January 12, 2016.  The Bankruptcy Court approved the
Committees' retention of counsel, Reid and Riege, P.C., on February
24, 2016.  The Committee then retained TrueNorth Capital Advisors,
LLC as its financial advisor.


BATS GLOBAL: S&P Assigns 'BB-' Rating on Proposed $650MM Loan
-------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' issue ratings on Bats
Global Markets Inc.'s proposed $650 million term loan B due 2023
and $100 million revolving facility due 2019.

The company is planning to use the proceeds from the term loan
issuance to refinance its existing B1 and B2 term loans.  S&P views
this transaction as leverage neutral and expect the company to
continue to operate with funds from operations (FFO) to debt of
20%-30% and debt to adjusted EBITDA below 3x over the next 12-18
months.  Based on EBITDA in the 12 months ended March 31, 2016, the
company's debt to adjusted EBITDA and FFO to debt were about 2.5x
and 26%, respectively.

Bats is a non-operating holding company, which, through its
subsidiaries, develops and operates electronic markets for the
trading of listed cash equity securities in the U.S. and Europe,
listed equity options in the U.S., and a foreign exchange market
globally.  Bats is the No. 2 equities market operator in the U.S
and the No. 1 European equities market operator by market share.
S&P expects the company to maintain its competitive position in the
U.S. and European markets.

RATINGS LIST

Bats Global Markets Inc.
Issuer Credit Rating                     BB-/Stable/--

New Rating

Bats Global Markets Inc.
$650 mil term loan B due 2023            BB-
$100 mil revolving facility due 2019     BB-


BLACK ELK ENERGY: Hires Wiliamson Sears & Rusnak as Counsel
-----------------------------------------------------------
Black Elk Energy Offshore Operations, LLC seeks authorization from
the U.S. Bankruptcy Court for the Southern District of Texas to
employ Williamson, Sears & Rusnak, LLP as special counsel for the
Debtor.

Williamson Sears represented the Debtor in connection with its
claims relating to the Deepwater Horizon Oil Spill prior to this
Chapter 11 case. Specifically, in 2013, the Debtor (represented by
Williamson Sears) commenced a lawsuit against BP Exploration &
Production, Inc., BP America Production Company, and BP p.l.c.
seeking judgment for damages incurred by the Debtor as a result of
the Deepwater Horizon Oil Spill.

On March 10, 2016, the Deepwater Horizon MDL Court entered an order
dismissing with prejudice the Debtor's claims against the BP
Defendants. However, after entry of the Dismissal Order and before
the Debtor filed an appeal, the Debtor conducted multiple meetings
with a group of neutral parties appointed by Deepwater Horizon MDL
Court. As a result of those meetings, the neutral parties
recommended a settlement of the Oil Spill Litigation.  The Debtor
believes that the settlement is in the best interest of the estate
and all parties and interest.

Accordingly, concurrently with the filing of the firm's employment
application, the Debtor filed a motion seeking approval of the
settlement of its Oil Spill Litigation claims.

Williamson Sears provides advice and consultation regarding the Oil
Spill Litigation.

Williamson Sears will be paid as follows:

     a. 25% of all payments made through the presently existing
Class Action Claims process;

     b. 25% if collection or settlement is made outside of the
Class Action Claims process

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

William Dills, associate of Williamson, Sears & Rusnak, LLP,
assured the Court that the firm does not represent any interest
adverse to the Debtors and their estates.

Williamson Sears may be reached at:

     William Dills
     Williamson, Sears & Rusnak, LLP
     4310 Yoakum Blvd
     Houston, TX 77006
     Telephone: 713.223.3330
     E-mail: wsr@wsrlawfirm.com

                         About Black Elk

Black Elk Energy Offshore Operations, LLC, is a Houston, Texas
based privately held limited liability company engaged in the
acquisition, exploitation, development and production of oil and
natural gas properties primarily in the shallow waters of the Gulf
of Mexico near the coast of Louisiana and Texas.

Black Elk had total assets of $339.7 million and total debt of
$432.3 million as of Sept. 30, 2014.

Judge Letitia Z. Paul of the U.S. Bankruptcy Court in the Southern
District of Texas placed Black Elk under Chapter 11 bankruptcy
protection on Sept. 1, 2015, converting an involuntary Chapter 7
bankruptcy petition by its creditors.  Thereafter, the Company
filed with the Court a voluntary Chapter 11 petition (Bankr. S.D.
Tex. Case No. 15-34287) on Sept. 10, 2015.  

Judge Paul later recused herself from the case and the matter was
given to Judge Marvin Isgur, according to information posted on
the
case docket on Sept. 14.

The Debtor is represented by Elizabeth E. Green of Baker &
Hostetler.  Blackhill Partners' Jeff Jones is the Debtor's Chief
Restructuring Officer.


BRANDON DORTCH: Wants Plan Filing Period Extended by 90 Days
------------------------------------------------------------
Brandon Dortch Farms, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Alabama to extend the exclusive period to file
a plan of reorganization by 90 days from June 22, 2016.

Exclusivity period for filing a plan was extended by court order
dated March 16, 2016, and now expires on June 22, 2016.  

The Debtor has planted hundreds of acres of crops which will be
harvested during the next 6 months.  The Debtor expects to be able
to file a plan and disclosure statement as soon as the projected
crop revenues and expenses are updated and calculated.  The Debtor
is obtaining post-petition financing from First National Bank &
Trust, and has reached adequate protection agreements with Regions
Bank, John Deere Finance, and several other secured creditors.

The Debtor needs additional time to project and evaluate its
financial situation, negotiate with its creditor classes, and
formulate a plan of reorganization.  An extension of the
exclusivity period will allow the time necessary to conduct this
analysis and formulate a plan.

Headquartered in Bay Minette, Alabama, Brandon Dortch Farms, LLC,
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Ala. Case
No. 15-03885) on Nov. 25, 2015, listing $4.55 million in total
assets and $8.23 million in total liabilities.  The petition was
signed by Timothy Brandon Dortch, managing member.

Judge Henry A. Callaway presides over the case.

Lawrence B. Voit, Esq., at Silver, Voit & Thompson P.C. serves as
the Debtor's bankruptcy counsel.

The Debtor's counsel can be reached at:

      Lawrence B. Voit, Esq.
      Alexandra K. Garrett, Esq.
      SILVER, VOIT & THOMPSON
      Attorneys at Law, P.C.
      4317-A Midmost Drive
      Mobile, AL 36609-5589
      Tel: (251) 343-0800
      Fax: (251) 343-0862
      E-mail: lvoit@silvervoit.com
              agarrett@silvervoit.com


CAESARS ENTERTAINMENT: Apollo, TPG Officials May Pitch in to Deal
-----------------------------------------------------------------
Jacqueline Palank, writing for The Wall Street Journal, reported
that executives at private-equity firms Apollo Global Management
and TPG, the owners of Caesars Entertainment Corp., may contribute
to a proposed settlement of legal claims tied to Caesars' bankrupt
operating unit, an adviser testified on June 9.

According to the report, James Millstein said in a bankruptcy court
here that Apollo co-founder Marc Rowan, Apollo partner David Sambur
and TPG co-founder David Bonderman "may make a contribution" to a
broader settlement offer by Caesars to resolve allegations that the
casino operator and its private-equity owners essentially looted
the operating unit of valuable assets for their benefit, harming
the now-bankrupt unit's creditors.  Caesars and its owners have
denied wrongdoing, the report noted.

"I think it's possible that they may participate in the
contribution," Mr. Millstein testified, the report related.

Mr. Millstein is a turnaround expert who is advising the Caesars
unit, known as Caesars Entertainment Operating Co., or CEOC., in
its chapter 11 restructuring, the report said.  He said he doesn't
know whether any potential contribution from the private-equity
officials would come through their personal assets or in "their
capacity as directors entitled to indemnification from their
employers," the report added.

                   About Caesars Entertainment

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

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

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

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

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

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

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

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


CAESARS ENTERTAINMENT: Proposes Nov. 7 Plan Confirmation Hearing
----------------------------------------------------------------
Caesars Entertainment Operating Company, Inc., et al., filed a
second amended joint plan of reorganization and accompanying
disclosure statement to modify the plan confirmation hearing.

The Debtors propose September 16, 2016, as the deadline to vote on
the Plan and objection to the Plan, and September 23, 2016, as the
day for Prime Clerk to file the Voting Report.  The Debtor also
propose for the Confirmation Hearing to commence on November 7,
2016, at 10:30 a.m.

Under the Plan, non-first lien claimants will share a pro rata
portion of the Non-First Lien Recovery Consideration and holders of
Undisputed Unsecured Claims and Disputed Unsecured Claims, if they
vote as a Class to accept the Plan, will also receive Cash from the
Unsecured Creditor Cash Pool.

The Unsecured Creditor Cash Pool, which will be comprised of up to
approximately $5.3 million, will be contributed by Caesars
Entertainment Corp.

In addition, with respect to the Par Recovery Unsecured Claims,
Winnick Unsecured Claims, Caesars Riverboat Casino Unsecured
Claims, and Chester Downs Management Unsecured Claims, Holders of
those Claims will receive Non-First Lien Recovery Consideration in
an amount equal to 100%, 67%, 71%, and 87%, respectively, of those
Holders’ Claim.

The Convenience Unsecured Claims will receive recoveries from the
Convenience Cash Pool, which consists of $12.5 million, and will
not receive any recoveries from the Non-First Lien Recovery
Consideration.  Additionally, the Non-Obligor Unsecured Claims will
receive payment in full in cash due to the fact that the
Non-Obligor Debtors are not liable for any of the Debtors' funded
debt obligations.

As of June 6, 2016, the Ad Hoc First Lien Groups, the Second
Priority Noteholders Committee, BOKF, Frederick Barton Danner, and
the Ad Hoc Group of 5.75% and 6.50% Notes do not support the Plan.
The Ad Hoc Committee of holders of 12.75% Second Lien Notes, which
collectively hold more than the majority of the face amount of such
notes, does not support the Plan, and would encourage other holders
of the 12.75% Second Lien Notes to vote against the Plan.
Additionally the Unsecured Creditors Committee has asserted that
the Plan may not be the best plan, but remains in negotiations with
the Debtors and CEC over the terms of a plan they can support.

A full-text copy of the Second Amended Disclosure Statement is
available at http://bankrupt.com/misc/ilnb15-01145-3952.pdf

The Debtors are represented by:

         James H.M. Sprayregen, P.C., Esq.
         David R. Seligman, P.C., Esq.
         KIRKLAND & ELLIS LLP
         KIRKLAND & ELLIS INTERNATIONAL LLP
         300 North LaSalle
         Chicago, IL 60654
         Tel: (312) 862-2000
         Fax: (312) 862-2200

            -- and --

         Paul M. Basta, P.C., Esq.
         Nicole L. Greenblatt, P.C., Esq.
         KIRKLAND & ELLIS LLP
         KIRKLAND & ELLIS INTERNATIONAL LLP
         601 Lexington Avenue
         New York, New York 10022-4611
         Telephone: (212) 446-4800
         Facsimile: (212) 446-4900

                   About Caesars Entertainment

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

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

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

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

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

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

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

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


CAL NEVA LODGE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Cal Neva Lodge, LLC
        1336 Oak Avenue, Suite D
        Saint Helena, CA 94574

Case No.: 16-10514

Chapter 11 Petition Date: June 10, 2016

Court: United States Bankruptcy Court
       Northern District of California (Santa Rosa)

Judge: Hon. Thomas E. Carlson

Debtor's Counsel: David M. Poitras, Esq.
                  JEFFER MANGELS BUTLER AND MARMARO LLP
                  1900 Avenue of the Stars 7th Fl
                  Los Angeles, CA 90067-2904
                  Tel: (310) 201-3571
                  E-mail: dpoitras@jmbm.com

Estimated Assets: $50 million to $100 million

Estimated Debts: $10 million to $50 million

The petition was signed by William T. Criswell, president of CR Cal
Neva, LLC- Manager of Cal Neva Lodge, LLC.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Alert Security                                           $28,111

Beflor Environmental                                     $89,742

Bray Whaler Inc.                                         $23,826

Capitol One Mortgage Payment                            $114,421

Case Development Service LLC                             $84,626

Collaborative Design Studio                             $158,287

Dimension 4                                             $452,306
21 Locust Avenue
Mill Valley, VA
94941

Galaxy Hotel Systems                                     $29,596

Gary David Group                                         $29,175

Glodow Nead Communications                                $97,529

Moulin, Xavier                                           $103,482

New World Concept Group                                   $32,086

Northstar Demolition                                      $96,201

Paul Duesing Partners                                     $90,380

Pezonella Associates, Inc.                                $34,609

Placer County Tax Collector                               $51,655

Spectrum CPA Group LLP                                    $35,485

Starwood Hotels & Resort Worldwide Inc.                   $30,287

Thannisch Development Services Inc.                       $82,039

The Penta Building Group                               $7,119,902
181 East Warm
Springs Road
Las Vegas, NV
89119


CALPINE CORP: Fitch Rates New First-Lien Term Loan 'BB+'
--------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to Calpine Corp.'s $562
million first-lien term loan facility maturing May 31, 2023 and
$625 million 5.25% senior secured notes due June 1, 2026. The term
loan amortizes at 1% per year and is priced at L+300 basis points.
The new term loan and the 2026 senior secured notes are secured
equally and ratably by a first-priority lien on substantially all
of Calpine's and certain of its guarantors existing and future
assets. The new financings are pari passu with Calpine's existing
first-lien debt including the revolving credit facility. Fitch has
assigned a Recovery Rating (RR) of 'RR1' (implying 91% - 100%
recovery) to the new financings. The Rating Outlook is Stable.

Calpine used the net proceeds from the new financings, along with
cash on hand, to repay approximately $806 million of the first-lien
term loan maturing in 2019 and $381 million of the first-lien term
loan maturing in 2020. With these new issuances, Calpine has
extended its debt maturity profile and has no further corporate
debt maturity until 2022.

KEY RATING DRIVERS

EBITDA Resiliency Through Cycles

Calpine's 'B+' Issuer Default Rating reflects Fitch's view that the
company can continue to generate stable levels of EBITDA even
during periods of extremely low natural gas prices. Given the
relative efficiency of Calpine's fleet compared to the market, low
natural gas prices can boost the run times for its generation
fleet, thus offsetting the compression in generation margins to a
large extent. Fitch's base deck for natural gas prices has seen a
series of revisions over the last few months and currently stands
at $2.25/$2.50/$2.75 per MMBtu in 2016/2017/2018, respectively. At
these prices, Fitch expects Calpine to generate 2016 adjusted
EBITDA within its stated guidance range of $1.8 billion - $1.95
billion, which compares with 2015 adjusted EBITDA of $1.98 billion.
Beyond 2016, Fitch expects adjusted EBITDA to increase modestly
reflecting Fitch's expectations of modest improvement in natural
gas prices and contribution from the already announced new
generation projects and recently completed Granite Ridge
acquisition.

Favorable Generation Mix

The combination of efficient natural-gas fired combined cycle
plants and Geysers (geothermal) assets make Calpine's fleet cleaner
than other coal-heavy independent power projects (IPPs). Calpine's
fleet is also much younger than its peers'. As a result, Calpine is
comparatively much less vulnerable to both existing and potential
stringent environment regulations addressing greenhouse gas
emissions, other air emissions including SOx, NOx, Mercury and coal
ash, as well as water use. For these reasons, Fitch views Calpine's
business mix as relatively strong compared with other merchant
generators. Over the medium- to long-term Calpine's dependence on
natural gas could be a disadvantage given the rapid penetration and
growing threat from renewables, particularly in California and
Texas.

Measured Approach to Growth

Fitch has a positive view of management's measured approach to
growth, which has been largely geared towards new generation that
is backed with long-term power purchase agreements (PPAs) with
creditworthy counterparties, and merchant facilities where Calpine
has significant cost advantages over other new entrants. Calpine
has also been an active and opportunistic buyer and seller of
generation assets, monetizing non-core assets and increasing scale
in core regions. Enhancements to annual capacity auctions in PJM
and New England will benefit Calpine's existing dual-fuel
generation fleet and support its strategy of targeting new builds
and acquisitions in these regions.

Fitch expects management to continue to monetize its assets in
non-core regions. Any asset purchases are likely to be measured, as
demonstrated by management's past actions, and will probably
consist of natural gas-fired assets so as to maintain the company's
relatively clean environmental profile. Any large-scale,
predominantly debt-funded acquisition is likely to put downward
pressure on ratings given there exists minimal headroom in the
credit metrics. Fitch's current view does not incorporate any major
foray by the company into the renewable sector, such as wind and
solar, over the near term.

High Leverage

Fitch's primary rating concern lies with Calpine's high leverage;
in particular net adjusted Debt/EBITDA has consistently trailed
management's stated 4.5x target. Calpine's year-end 2015 gross
adjusted Debt/EBITDA was 6.1x and the net adjusted debt/EBITDA was
5.7x. Timing of the debt issuance for the Granite Ridge acquisition
does have a bearing but, in general, management has opted to
operate at or above net adjusted debt/EBITDA of 5.5x. Any
deterioration in the EBITDA outlook from factors such as a further
drop in natural gas prices, adverse capacity auction outcomes,
compression in heat rates or expiration of above-market contracts
would be worrisome and place negative pressure on ratings if not
accompanied by commensurate debt reduction.

Capital Allocation Geared Toward Growth and Share Repurchases

Fitch expects Calpine to generate approximately $500 million of FCF
in 2016; annual FCF could increase to more than $700 million by
2017. These estimates incorporate both maintenance and growth capex
based on announced new projects. Significant covenant cushion,
incremental first-lien debt capacity and robust FCF generation even
in a commodity trough affords Calpine tremendous financial
flexibility to deploy capital. The pace of share repurchases has
been tracking above Fitch's expectations. As of Dec. 31, 2015,
Calpine had repurchased around $2.25 billion in stock over
2013-2015. This elevated level was driven in part by asset sales.
Reinvestment of capital in new generation projects under long-term
contracts would be viewed positively by Fitch.

Improvement in Credit Metrics

Fitch expects adjusted debt to EBITDAR to be 6.5x in 2016 and
improve to 5.5x in 2018. The improvement would be driven by
scheduled debt amortizations, incremental debt reduction as
contemplated by management, and modest improvement in EBITDA from
new generation projects coming on line. FFO adjusted leverage is
expected to be 6.8x in 2016 and improve to 5.7x in 2018. Coverage
ratios have deteriorated somewhat in 2015 with the timing of debt
issuance to finance the Granite Ridge acquisition and are likely to
remain in the 2.75x - 3.25x range over 2016-2018, in line with its
'B+' credit profile.

RECOVERY ANALYSIS

The individual security ratings at Calpine are notched above or
below the IDR as a result of the relative recovery prospects in a
hypothetical default scenario. Fitch values Calpine's power
generation assets using a net present value (NPV) analysis. The NPV
analysis for Calpine's generation portfolio yields approximately
$1,100/kw for the geothermal assets and an average of $425/kw for
the natural gas generation assets. Fitch's updated NPV analysis has
seen a material degradation in value, in particular for Calpine's
California portfolio. Any incremental first lien issuance and/or
further degradation in power generation values will put downward
rating pressure on the senior unsecured ratings.


KEY ASSUMPTIONS
-- Natural gas prices of $2.25/$2.50/$2.75 per MMBtu for
    2016/2017/2018, respectively;
-- Expected generation hedged per management estimates of 86%,
    48% and 28% for balance of 2016, 2017 and 2018, respectively.
    Hedged margin of $18/24/32 per MWh for balance of
    2016/2017/2018, respectively;
-- Growth and maintenance capex of approximately $1.9 billion
    over 2016-2018;
-- No additional growth projects except those already announced
    and under construction;
-- In absence of additional growth projects, Fitch has assumed
    that FCF generation can support an approximately $300 million
    stock buyback program annually.

RATING SENSITIVITIES
Positive: Positive rating actions for Calpine appear unlikely
unless there is material and sustainable improvement in Calpine's
credit metrics compared with Fitch's current expectations.
Management's net leverage target of 4.5x effectively caps Calpine's
IDR at the 'B+' category.

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

-- Weak wholesale prices due to unfavorable power demand and
    supply dynamics, regulatory interference and/or distortion in
    market pricing signals that depress Calpine's EBITDA and FFO
    below Fitch's expectations on a sustained basis;
-- An enhanced pace of share repurchases without hitting or
    sustaining the stated net leverage target of 4.5x;
-- An aggressive growth strategy that diverts significant
    proportion of growth capex towards merchant assets and/or
    inability to renew its expiring long-term contracts leading to

    a higher open position;
-- Inability to reduce its FFO adjusted leverage to below 7x, and

    total adjusted debt/EBITDAR below 6x over Fitch's forecast
    period; and
-- Incremental first-lien leverage and/or further deterioration
    in NPV of the generation portfolio that leads to downward
    rating pressure on the unsecured debt.

LIQUIDITY

Calpine's liquidity position is adequate. Calpine recently extended
the maturity of its $1.5 billion revolver to June 2020 and
increased the size by $178 million until June 2018. As of March 31,
2016, Calpine had approximately $244 million of cash and cash
equivalents at the corporate level and around $1.4 billion of
availability under the corporate revolver. The cash on hand has
declined from the $906 million available at Dec. 31, 2015 in part
due to the acquisition of Granite Ridge Energy Center and other
seasonal variations in working capital. There is no corporate debt
maturity until 2022 when Calpine's $1.57 billion first-lien term
loan matures. The scheduled project debt and term loan
amortizations approximate $200 million annually.

Fitch currently rates Calpine as follows:

Calpine Corp.
-- IDR 'B+';
-- First Lien Term Loans 'BB+/RR1';
-- First Lien Senior Secured Notes 'BB+/RR1';
-- Revolving Credit Facility 'BB+/RR1';
-- Senior Unsecured Notes 'BB-/RR3'.


CANDY INTERMEDIATE: 1st Lien Loan Upsize No Impact on Moody's CFR
-----------------------------------------------------------------
Moody's Investors Service said that Candy Intermediate Holdings,
Inc.'s (d.b.a. Ferrara Candy Co.) upsizing of the company's newly
proposed first lien term loan due 2023 to $535 million from $500
million while reducing the newly proposed second lien term loan
amount to $140 million from $150 million is a moderate credit
negative but it does not immediately impact the company's B2
Corporate Family Rating ("CFR"), the assignment of a B2 (LGD3)
rating to the newly proposed first lien term loan, or the stable
outlook.

Ferrara Candy Company (Ferrara), parent holding company of Candy
Intermediate Holdings, Inc., is primarily a manufacturer of branded
non-chocolate products, private label confectionary products as
well as a participant in various co-manufacturing programs. Ferrara
was formed in May 2012 through the merger of Farley's and Sathers
Inc. (F&S) and Ferrara Pan Candy Co, Inc. (Ferrara Pan). The
company is understood to be the third largest US based
non-chocolate confectionary company with one of the broadest
product portfolios in the category. Ferrara's brands include
Brach's, Bob's, Black Forest, Trolli, Lemonheads, Jujyfruits,
Atomic Fireballs, Boston Baked Beans, Chuckles, and Now and Later.
The company is majority owned by Catterton Partners. Net sales for
the twelve months ended March 31, 2016 were approximately $880
million.


CAPITOL BC: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Capitol BC, LLC
        41 Meetinghouse Lane
        Unit # 7
        Sagamore Beach, MA 02562

Case No.: 16-12243

Chapter 11 Petition Date: June 10, 2016

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

Judge: Hon. Joan N. Feeney

Debtor's Counsel: Donald Ethan Jeffery, Esq.
                  MURPHY & KING, PROFESSIONAL CORPORATION
                  One Beacon Street, 21st Floor
                  Boston, MA 02108
                  Tel: (617) 423-0400
                  Fax: 617-556-8985
                  E-mail: dej@murphyking.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Bruce A. Erickson, CRO.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/mab16-11243.pdf


CEASARS ENTERTAINMENT: Judge Says He May Not Be Able to Halt Suits
------------------------------------------------------------------
Steven Church, writing for Bloomberg News, reported that the judge
overseeing the bankruptcy of Caesars Entertainment Corp.'s main
operating unit said he's not sure he has the power to halt
bondholder lawsuits in other courts that could also tip the parent
company into Chapter 11.

According to the report, Caesars Entertainment Operating Co., or
CEOC, is asking for a court order to block parties from taking
action in the suits, which target the parent company for actions
preceding the unit's Chapter 11 filing.  U.S. Bankruptcy Judge A.
Benjamin Goldgar said at a hearing in Chicago that it may not make
any difference if he tells the parties to put the brakes on the
litigation, since much of the briefing has been completed, the
report related.  The judges in New York and Delaware appear to have
enough information to rule without jury trials, he said, the report
further related.

"If it is just a matter of enjoining the parties, I don't see the
emergency," Judge Goldgar said, the report cited.  It may be too
late to stop either court from ruling, he said, the report added.
Also, Judge Goldgar questioned whether he has the authority in this
situation to tell another judge not to rule, even though he's
allowed to order the parties to stand down, the report further
related.

The main Caesars lawsuit is BOKF NA v. Caesars Entertainment Corp.,
15-cv-01561, U.S. District Court, Southern District of New York
(Manhattan).

                   About Caesars Entertainment

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

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

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

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

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

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

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

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


CENTENE CORP: Moody's Maintains Ba2 Sr. Unsecured Debt Rating
-------------------------------------------------------------
Moody's Investors Service has maintained the Ba2 senior unsecured
debt rating of Centene Corporation's (Centene, NYSE:CNC) senior
notes following a $500 million add-on to the 4.75% $500 million
debt issuance due in 2022. The debt issuance is a draw on the
company's shelf registration, which it filed in May 2014. Centene
intends to use the net proceeds to repay outstanding borrowings
under the company's Revolving Credit Facility and to pay related
fees and expenses. The outlook on the rating remains negative.

RATINGS RATIONALE

Moody's notes that with the additional debt Centene's adjusted
financial leverage (debt to capital where debt includes operating
leases) is expected to remain unchanged from its level on March 31,
2016 of 45.5%. We continue to expect this elevated level of
financial leverage, primarily the result of the recently completed
Health Net transaction, to be reduced back down to approximately
40% by the end of 2017.

Moody's Ba2 senior debt rating for Centene is based primarily on
the company's concentration in the Medicaid market, acquisitive
nature, and the increase in its financial leverage as a result of
the Health Net acquisition, offset by its multi-state presence,
expansion into other healthcare product opportunities, relatively
stable financial profile and adequate capitalization. The rating
also reflects concerns with respect to the level of reimbursements
to Medicaid managed care companies as states fall under budgetary
and political pressures. According to the rating agency, while rate
increases have been under pressure over the last several years, it
appears that states have adhered to actuarial valuations in
determining reimbursement levels, including covering the industry
fee insurance companies are required to pay under the Affordable
Care Act. In addition, the healthcare reform legislation, which has
increased the number of persons eligible for Medicaid, has
increased interest among states in Medicaid managed care options,
providing growth opportunities for Centene.

Since Centene's outlook is negative, Moody's stated that a ratings
upgrade over the next twelve months is unlikely; however, the
outlook could be returned to stable if; 1) EBITDA margins remain
above 3.5% on a consistent basis, 2) financial leverage (debt to
capital) is reduced to or below 40% with Consolidated Risk Based
Capital (RBC) of at least 180% of company action level (CAL), and
3) Centene successfully manages the integration of Health Net.
However, the rating agency said that if 1) there are material
negative developments related to the integration of Health Net, 2)
the RBC ratio is below 180% of CAL, or 3) EBITDA margins fall below
3.5%, the ratings could be downgraded.

Centene Corporation is headquartered in St. Louis, Missouri. For
the first three months of 2016, the company reported total revenues
of approximately $7 billion with managed care membership as of
March 31, 2016 of approximately 11.1 million. As of March 31, 2016
the company reported shareholders' equity of approximately $5.3
billion.


CENTURY ALUMINUM: Moody's Affirms B2 CFR & Alters Outlook to Neg.
-----------------------------------------------------------------
Moody's Investors Service changed Century Aluminum Company's
outlook to negative from stable and downgraded the Speculative
Grade Liquidity rating to SGL-3 from SGL-2. The B2 Corporate Family
Rating (CFR) B2-PD Probability of Default Rating and B3 senior
secured notes rating were affirmed.

The negative outlook incorporates the weakened performance of the
company and deterioration of debt protection metrics in the face of
aluminum price pressure and uncompetitive power costs at the Mt.
Holly smelter, for which the company is seeking a long-term
solution. Although aluminum prices showed modest improvement in the
April/May timeframe, Moody's believes the upward momentum is
limited and downside pressure remains should capacity restarts take
place at idled Chinese smelters. Given the company's indicated
consolidated cash breakeven price of about $1,550/metric ton,
significantly higher aluminum prices are necessary for meaningful
recovery in performance and metrics."

Affirmations

Issuer: Century Aluminum Company

-- Corporate Family Rating, affirmed B2

-- Probability of Default Rating, affirmed B2-PD

-- Senior Secured Regular Bond/Debenture due 2021, Affirmed B3,
    to LGD5 from LGD4

Outlook Actions:

-- Outlook, Changed To Negative From Stable

Downgrades

-- SGL-3 from SGL-2

RATINGS RATIONALE

Century's B2 CFR considers company's weak performance as evidenced
by the EBIT/interest and debt/EBITDA ratios of -2.0x and 9.8x
respectively for the twelve months ended March 31, 2016. The
deterioration in the company's performance reflects, in large part,
flat to declining volumes, high power costs at certain of its
smelters, which render them not competitive, low aluminum prices as
well as the low delivery premiums in 2015 and first half of 2016.
The premiums significantly impact the realized price of aluminum
over LME prices. The rating also recognizes the stability of
Century's alumina supply and aluminum offtake, most all of which is
under contract with Glencore (Baa3, stable). However, the rating
incorporates Century's relatively small size, sensitivity to
movement in energy prices and exposure to aluminum market
fundamentals. Aluminum prices are expected to remain range bound at
current levels with risk to the downside while the MidWest premium
is expected to range between $0.075/lb and $0.085/lb. Given the
current operating environment, the CFR is weakly positioned at the
B2 rating level. The SGL-3 speculative grade liquidity rating
reflects the company's adequate liquidity position, supported by
$126 million in cash at March 31, 2016, slightly positive cash flow
generating ability, manageable capital expenditures and lack of
material debt maturities over the next several years. The change to
an SGL -- 3 from an SGL -2 reflects the contraction since March
2015 in the cash position as well as the moderate level of
availability under the ABL facility. While Century has a $150
million asset backed lending facility in the US (ABL) borrowing
availability at March 31, 2016 was only $85.8 million as receivable
and inventory levels were insufficient to provide full access under
the borrowing base formulas. After considering roughly $44.6
million in outstanding Letters of Credit, borrowing capacity was
$41.1 million. Liquidity is also supported by an up to a $50
million revolving credit facility to its Iceland subsidiary
Nordural Grundartangi ehf.

The rating on the senior secured notes reflects their weaker
position in the capital structure behind the company's $150 million
ABL (unrated). The secured notes benefit from a second priority
lien on all domestic assets, stock of domestic subsidiaries, and
65% of stock of foreign subsidiaries. Because the company does not
currently have domestic first lien funded debt other than the ABL,
the secured notes effectively have a first lien claim on the
domestic assets not pledged to the ABL.

The ratings are unlikely to be upgraded, but upward pressure could
arise should the company demonstrate a sustainable EBIT margin of
8%, EBIT/interest of greater than 3.5x and leverage, as measured by
the debt/EBITDA ratio of no more than 4x. The rating could be
downgraded should the EBIT margin be sustained at less than 5%,
EBIT/interest at less than 2x and leverage, as measured by the
debt/EBITDA ratio not trend toward no more than 5x.

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

Headquartered in Chicago, Illinois, Century is a primary aluminum
producer in North America and Iceland with ownership interests in
five aluminum production facilities. The company also produces
carbon anodes at its Century Vlissingen facility in the Netherlands
and has a 40% interest in BHH, a carbon anode, cathode and
graphitized products producer in China. Revenues for the twelve
months ended March 31, 2016 were about $1.7 billion.


CENVEO INC: S&P Lowers Corporate Credit Rating to 'SD'
------------------------------------------------------
S&P Global Ratings said it has lowered its corporate credit rating
on Cenveo Inc. to 'SD' (selective default) from 'CC'.  At the same
time, S&P lowered its issue-level rating on the company's 11.5%
senior unsecured notes to 'D' from 'CC'.

"The rating actions follow Cenveo's announcement that on June 10,
2016, it will exchange $150 million 11.5% senior unsecured notes
due 2017 for $106 million new 6% senior unsecured notes due May
2024 (not rated) plus warrants," said S&P Global Ratings credit
analyst Minesh Patel.  "We view this transaction as a distressed
exchange because investors will receive less principal and interest
than what was promised on the original securities."

Additionally, the company has entered into an exchange agreement
with Allianz Global Investors U.S. LLC to fund a new $50 million 4%
notes (unrated) and to repurchase $37.5 million 7% senior
exchangeable notes (unrated) held by Allianz at 60% of principal
plus interest and warrants.  Cenveo has until Jan. 31, 2017, to
repurchase the 7% notes.

Pro forma for the transactions, S&P expects adjusted leverage in
the mid- to high-7x area.  S&P expects to reassess its corporate
credit and issue-level ratings on Cenveo over the next two to three
weeks, after meeting with Cenveo's management for updates on the
business management and investment plans, liquidity, and debt
repayment and refinancing plans.  Although the transactions will
decrease Cenveo's leverage and interest expense, S&P expects the
corporate credit rating to be no higher than 'B-', given the
company's high leverage and meaningful debt maturities in 2019.  If
S&P concludes that the company's capital structure is
unsustainable, it could raise the rating to the 'CCC' rating
category.


CHAIRMASTERS INC: Hires Evens Company as Financial Advisors
-----------------------------------------------------------
Chairmasters Inc., and  and Honesdale Woodcraft Corporation seek
permission from the U.S. Bankruptcy Court for the Southern District
of New York to employ Evens Company, LLC as Financial Advisors for
the Debtor-in-Possession.

Chairmasters is a furniture business whose customers include, inter
alia, national clothing retailers, venues, hotel chains and
restaurants.

Honesdale manufactures the furniture which is sold by
Chairmasters.

The services to be rendered by Evens shall include advice and
assistance (1) with respect to its options to reorganize its
financial affairs, including but not limited to a potential sale of
some or substantially all of the assets of the Debtors business;
(2) in the event that it is necessary, the refinancing of the
company and (3) such other services as the Debtor and Evans shall
from time to time reasonably agree upon.

The Debtor agreed to compensate Evens as follows:

     a. Evans will receive a fee of $10,000 payable upon final
section 330 application to the Court. This fee is payable
regardless of whether any transaction shall be consummated.

     b. should any transaction (as define in the Evans Agreement)
be consummated (i) during the period of the agreement, or (ii)
within 12 months after the end of the period of the agreement
during which time Evans has commenced or participated in the
transaction, the Debtor agrees to pay Evans a cash fee (the
“Transaction Fee”) at closing as apple to the aggregate
consideration of each such transactions, 10% of the sale proceeds.

     c. the Transaction Fee shall be due and paid upon the closing
of a Transaction in which case the Transaction Fee will be paid out
of the proceeds of the closing. Accordingly, any motion for
approval of a financing or of sale pursuant to Section 363 of the
Bankruptcy Code shall also include a motion for payment of Evan’s
fees and expenses. In the event of a reorganization the fee will be
payable upon confirmation of a Plan of Reorganization.

     d. reasonable out-of-pocket expenses directly incurred by
Evans in connection with this agreement shall be reimbursed to
Evans by the Debtors. Evans will obtain prior written approval from
the Debtors to incur any sums covered under this paragraph in
excess of $500.

John Schwarten, managing partner of the firm of Evens Company 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.

Evens may be reached at:

       John Schwarten
       Evens Company LLC
       1460 Broadway
       New York, New York 10036

Chairmasters Inc., based in Tarrytown, N.Y. 10591 , filed a Chapter
11 petition (Bankr. S.D.N.Y. Case No. 15-22628) on May 1, 2015.
The Hon. Robert D. Drain presides over the case.  Erica Feynman
Aisner, Esq., and Jonathan S. Pasternak, Esq., at DELBELLO
DONNELLAN WEINGARTEN WISE & WIEDERKEHR, LLP, serve as counsel to
the Debtor.

In its petition, Chairmasters estimated $1 million to $10 million
in assets, and $500,000 to $1 million in liabilities.  The petition
was signed by Jeffrey Jahier, president.


CHAIRMASTERS INC: Unsecureds to Get 100% Under Liquidating Plan
---------------------------------------------------------------
Chairmasters Inc. and Honesdale Woodcraft Corporation filed with
the U.S. Bankruptcy Court for the Southern District of New York a
second amended joint Chapter 11 plan of liquidation and
accompanying disclosure statement proposing to pay 100% of the
allowed general unsecured claims.

Allowed Unsecured Claims against the Debtors total approximately
$500,000.  Holders of Allowed Class 3 Unsecured Claims shall each
receive, on a pro rata basis, a Cash distribution of the remaining
Plan Distribution Fund up to 100% of its Allowed Class 3 Claim,
with interest thereon at the Federal Rate, after payment in full of
all unclassified and Class 1 (Priority Claims) and 2 (Allowed
Secured Claim of Honesdale National Bank) in full.  Distributions
will commence approximately 30 days after the payments to all
holders of Allowed Unclassified Claims and Class 1 and 2 Claims
have been completed. Class 3 Claims are impaired under this Plan.
Holders of such Claims will be entitled to vote to accept or reject
the Plan.

Chairmasters Inc. (Bankr. S.D.N.Y., Case No. 15-22628) and
Honesdale Woodcraft Corporation (Bankr. S.D.N.Y., Case No.
15-22629) filed a Chapter 11 Petition on May 1, 2015.  On May 6,
2015 the Court entered an order authorizing the joint
administration of the chapter 11 cases for procedural purposes
only.  The petition was signed by Jeffrey Jahier, president.

The Debtors are represented by:

          Jonathan S. Pasternak, Esq.
          DELBELLO DONNELLAN WEINGARTEN
             WISE & WIEDERKEHR, LLP
          One N. Lexington Avenue
          White Plains, NY 10601
          Tel: (914) 681-0200


CHAPARRAL ENERGY: Schedules Deadline Extended to June 29
--------------------------------------------------------
The U.S. Bankruptcy Judge Laurie Selber Silverstein for the
District of Delaware has extended Chaparral Energy, Inc., et al.'s
time to file their Schedules and Statements for 21 days, through
and including June 29, 2016, without prejudice to the Debtor's
right to seek additional extensions.

                     About Chaparral Energy

Founded in 1988, Chaparral Energy, Inc. is a Delaware corporation
headquartered in Oklahoma City and a pure play Mid-Continent
independent oil and natural gas exploration and production
company.

At March 31, 2016, the Company had total assets of $1,229,373,000,
total current liabilities of $1,940,742,000 and total stockholders'
deficit of $759,546,000.

Chaparral Energy, Inc. and its 10 affiliates sought protection
under Chapter 11 of the Bankruptcy Code in the District of Delaware
(Lead Case No. 16-11144) on May 9, 2016. The petition was signed by
Mark A. Fischer, chief executive officer.

The Debtors are represented by Richard Levy, Esq., Keith Simon,
Esq., David McElhoe, Esq., and Marc Zelina, Esq., at Latham &
Watkins LLP; and Mark D. Collins, Esq., at Richards, Layton &
Finger, P.A., as counsel. Kurtzman Carson Consultants LLC serves as
administrative advisor.

The Office of the U.S. Trustee on May 18 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 cases of Chaparral Energy, Inc. and its
affiliates.


CHAPARRAL ENERGY: Sec. 341 Meeting of Creditors Set for June 17
---------------------------------------------------------------
The meeting of creditors of Chaparral Energy, Inc., is set to be
held on June 17, 2016, at 10:00 a.m., according to a filing with
the U.S. Bankruptcy Court in Delaware.

The meeting will take place at 844 King Street, Room 2112,
Wilmington, Delaware 19801.

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

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

                     About Chaparral Energy

Founded in 1988, Chaparral Energy, Inc. is a Delaware corporation
headquartered in Oklahoma City and a pure play Mid-Continent
independent oil and natural gas exploration and production
company.

At March 31, 2016, the Company had total assets of $1,229,373,000,
total current liabilities of $1,940,742,000 and total stockholders'
deficit of $759,546,000.

Chaparral Energy, Inc. and its 10 affiliates sought protection
under Chapter 11 of the Bankruptcy Code in the District of Delaware
(Lead Case No. 16-11144) on May 9, 2016. The petition was signed by
Mark A. Fischer, chief executive officer.

The Debtors are represented by Richard Levy, Esq., Keith Simon,
Esq., David McElhoe, Esq., and Marc Zelina, Esq., at Latham &
Watkins LLP; and Mark D. Collins, Esq., at Richards, Layton &
Finger, P.A., as counsel. Kurtzman Carson Consultants LLC serves as
administrative advisor.

The Office of the U.S. Trustee on May 18 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 cases of Chaparral Energy, Inc. and its
affiliates.


CINEMARK USA: Moody's Assigns Ba1 Rating on New Sr. Sec. Term Loan
------------------------------------------------------------------
Moody's Investors Service has assigned a Ba1 rating to Cinemark
USA, Inc.'s new senior secured term loan.  Proceeds from the new
term loan were used to pay off the existing term loan.  The
maturity date remains unchanged and no new debt has been issued as
part of the transaction.  The company is benefiting from a change
in pricing on the term loan, with the spread being reduced 25 basis
points (bps) to 275 bps above LIBOR.  The transaction will reduce
annual interest by approximately $1.5 million.  The company's B1
Corporate Family Rating (CFR) and stable outlook remain unchanged.

Assignments:

Issuer: Cinemark USA, Inc.

  Senior Secured Bank Credit Facility, Assigned Ba1(LGD2)

                         RATINGS RATIONALE

Cinemark's B1 CFR incorporates the company's liberal use of
operating cash flows and the constraints imposed by a mature
industry experiencing a secular decline in attendance.
Additionally, the company is challenged by a dependence on a
limited number of movie studios, an unpredictable box office
result, and emerging competitive threats.  Despite these
challenges, the company is one of the four largest operators in the
US with approximately 12% share of the North America box office,
and is diversified with nearly 30% of its revenues generated
overseas.  In addition to size and scale, the company benefits from
barriers to entry into the first-run window for theatrical
distribution, pricing power, high margins, and good liquidity.

Cinemark Holdings, Inc., headquartered in Plano, Texas and the
owner of Cinemark USA, Inc., operates 516 theatres with 5,840
screens in 41 U.S. states.  The company also has substantial
international operations in Latin American including Brazil,
Argentina and 12 other Latin American countries.  Its revenue for
the last twelve months ending March 31, 2016, was approximately
$2.9 billion.

The principal methodology used in this rating was Business and
Consumer Service Industry published in December 2014.


CLAIRE'S STORES: Future May Be Decided in Europe
------------------------------------------------
John E. Morris, writing for Bloomberg Brief, reported that the odds
that Claire's Stores ends up in bankruptcy will rise if its private
equity owner Apollo Global Management lays claim to the retailer's
European assets, according to Bloomberg Intelligence retail analyst
Noel Hebert.

According to the report, Claire's two-year CDS implied an 83
percent cumulative default probability on June 8, up from 77
percent in September, assuming a recovery rate of 20 percent.  This
reflects weaker Ebitda trends, reduced liquidity and concerns about
next year's maturity of $259.6 million in subordinated notes, the
report related.

Apollo could swap the 2017 notes for Claire's equity or convertible
notes with a low coupon, reducing the interest burden and buying
time for a turnaround in sales and cash flow, Hebert said in a June
8 interview.  It could also move equity in its relatively
unencumbered European business to a new entity under the holding
company and borrow against that to refinance the 2017 bonds, Hebert
said, the report related.  That would make a smaller dent in debt
and interest cost, the report noted.

The Troubled Company Reporter, citing Jodi Xu Klein and Lauren
Coleman-Lochner of Bloomberg Brief, previously reported that
Claire's Stores owner Apollo Global Management is buying up the
retailer's bonds due next year, according to people with knowledge
of the matter.

According to the report, Apollo, which together with Claire's
already owns 90 percent of the chain's 10.5 percent 2017 bonds
after a debt exchange in May, has been seeking to purchase the
remainder of the bonds, said one of the people. After next year,
Claire's doesn't have any maturities until 2019, according to data
compiled by Bloomberg.

After the exchange deal, which allows the company to pay interest
in kind on $174.4 million of the bonds, Claire's owed about $4.5
million of interest on June 1 on about $85 million of bonds
outstanding, one of the people said, the report related.  Claire's
had just $49 million in cash on its books as of April 30,
Bloomberg
data show.

The 2017 bonds changed hands at 53.55 cents on the dollar on June
2
morning in New York, the report said, citing Trace.

                      About Claire's Stores

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

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

                           *     *     *

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

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


CLARCONA PRE SCHOOL: July 13 Evidentiary Hearing on Plan Outline
----------------------------------------------------------------
Judge Karen S. Jennemann of the U.S. Bankruptcy Court for the
Middle District of Florida, Orlando Division, conditionally
approved the disclosure statement explaining Clarcona Pre School's
plan of reorganization.

An evidentiary hearing will be held on July 13, 2016, at 2:00 PM in
Courtroom 6A, 6th Floor, George C. Young Courthouse, 400 West
Washington Street, Orlando, Florida, to consider and rule on the
disclosure statement and any objections or modifications and, if
the Court determines that the disclosure statement contains
adequate information within the meaning of 11 U.S.C. Sec. 1125, to
conduct a confirmation hearing, including hearing objections to
confirmation, 11 U.S.C. Sec. 1129(b) motions, applications of
professionals for compensation, and applications for allowance of
administrative claims.

The hearing may be adjourned from time to time by announcement made
in open Court without further notice.

Creditors and other parties in interest must file with the clerk
their written acceptances or rejections of the plan (ballots) no
later than seven days before the date of the Confirmation
Hearing.

Any party desiring to object to the disclosure statement or to
confirmation must file its objection no later than seven days
before the date of the Confirmation Hearing.

Clarcona Pre School, Inc. (Bankr. M.D. Fla. Case No. 15-10366)
filed a Chapter 11 Petition on December 11, 2015.  The Debtor is
represented by Jeffrey Ainsworth, Esq., at Bransonlaw PLLC.


COMMUNICATIONS SALES: Moody's Rates New $150MM Secured Notes 'B1'
-----------------------------------------------------------------
Moody's Investors Service assigned B1 ratings to Communications
Sales & Leasing, Inc's proposed $150 million senior secured notes,
in line with the company's existing senior secured ratings. The
notes will be subject to the same guarantees, security, and
covenants as the company's existing $400 million senior secured
notes. Moody's expects CS&L to use the proceeds repay outstanding
borrowings on the revolving credit facility.

To partially fund the acquisition of PEG Bandwidth ("PEG"), CS&L
borrowed $321 million on the company's revolver. Paying down a
portion of the outstanding amount on the facility enhances CS&L's
liquidity as the company will now have over $300 million available.
Leverage will remain elevated at around 5.8x debt to EBITDA
(incorporating Moody's standard adjustments) as a result of the PEG
transaction.

Assignments:

Issuer: Communications Sales & Leasing, Inc

-- Senior Secured Regular Bond/Debenture, Assigned B1 (LGD3)

RATINGS RATIONALE

CS&L's B2 corporate family rating (CFR) primarily reflects its
tight linkage with Windstream Services, LLC ("Windstream", B1
stable). CS&L's rating will remain linked with Windstream unless or
until it can add tenants and meaningfully diversify its revenue
stream. The rating also contemplates CS&L's high leverage of near
6x and its limited retained free cash flow as a result of its high
dividend payout. CS&L's B2 family rating also reflects the amount
and structure of liabilities within Windstream relative to the
lease obligation. Offsetting these limiting factors, the B2 rating
reflects CS&L's stable and predictable revenues, its high margins
and the strong contract terms within the master lease agreement
between it and Windstream. Further, the acquisition of PEG adds a
small degree of revenue diversification which is an important first
step in creating some ratings separation between CS&L and
Windstream as Windstream represents effectively all of CS&L's
revenues.

Communications Sales & Leasing, Inc. is a publicly traded, real
estate investment trust (REIT) that was spun off from Windstream
Holdings, Inc. in April 2015.


CONCHO RESOURCES: Egan-Jones Cuts FC Sr. Unsec. Rating to B
-----------------------------------------------------------
Egan-Jones Ratings Company downgraded the foreign currency senior
unsecured rating on debt issued by Concho Resources Inc. to B from
BB- on May 13, 2016.  EJR also lowered the foreign currency
commercial paper rating on the Company to B from A3.

Concho Resources Inc. is an independent oil and natural gas company
engaged in the acquisition, development, exploration and production
of oil and natural gas properties. The Company’s operations are
primarily focused in the Permian Basin of southeast New Mexico and
west Texas.


CONSOLIDATED CONTAINER: S&P Affirms 'B-' CCR, Outlook Stable
------------------------------------------------------------
S&P Global Ratings said that it has revised its outlook on
U.S.-based packaging company Consolidated Container Co. LLC to
stable from negative.

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

"The outlook revision reflects the improvement of Consolidated
Container's operating performance and our expectation that the
company will maintain adequate liquidity while generating positive
free cash flow over the next 12 months," said S&P Global credit
analyst Steven Mcdonald.  "We believe that the company's
cost-reduction initiatives and efforts to diversify its product mix
toward the more profitable value-added segment will support
improved earnings and free cash flow generation in 2016 and
onwards."

The stable outlook on Consolidated Container incorporates S&P's
expectation that the company's operating results will modestly
improve over the next 12 months as it continues to implement its
cost, price, and product-mix improvement initiatives.  S&P believes
that this will slightly enhance the company's credit protection
profile, though S&P still expect that its credit measures will
remain in-line with S&P's highly leveraged financial risk profile
assessment.  Under S&P's 2016 forecast it projects that the company
will maintain an adjusted debt-to-EBITDA metric of around 7x and a
FFO-to-debt ratio of about 6%-7%.

S&P could lower its ratings on Consolidated Container if the
company's liquidity position deteriorates meaningfully.  This could
occur if the company is unable to generate positive free cash flow
and is forced to draw significantly on its asset-based lending
(ABL) facility.  S&P could also lower its ratings if the company's
operating performance falls short of S&P's expectations such that
its capital structure appears to be unsustainable.

S&P could raise its ratings on Consolidated Container if its
operating performance continues to improve such that its credit
measures reach the stronger end of our highly leveraged category.
This could occur if the company sustains leverage of less than 6x
and a FFO-to-debt ratio of around 10%.


CONSTELLATION ENTERPRISES: Sec. 341 Meeting Set for June 23
-----------------------------------------------------------
The meeting of creditors of Constellation Enterprises LLC is set to
be held on June 23, 2016, at 10:00 a.m., according to a filing with
the U.S. Bankruptcy Court in the District of Delaware.

The meeting will take place at J. Caleb Boggs Federal Building, 844
King Street, Wilmington, Delaware 19801.

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

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

                     About 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.


CONSUMER LAW: Plan Confirmation Hearing Set for July 11
-------------------------------------------------------
Judge Tamara O. Mitchell of the U.S. Bankruptcy Court for the
Northern District of Alabama, Southern Division, conditionally
approved the disclosure statement explaining Consumer Law and Mass
Tort Litigation Group, LLC's first amended plan of reorganization
dated June 1, 2016, and scheduled the hearing on final approval of
the Disclosure Statement and confirmation of the Plan for July 11,
2016, at 11:00 a.m. (prevailing Central Time).

The deadline for filing and serving objections to the Disclosure
Statement and/or confirmation of the Plan will be July 5, 2016, at
4:00 p.m. (prevailing Central Time).

Holders of allowed general unsecured claims are unimpaired under
the Plan.  The Debtor estimates that the total amount of general
unsecured claims will not exceed $85,000.  Holders will be paid in
full in cash within the later of the effective date of the Plan,
the due date for the claim or 15 business days after the claim is
allowed, if an objection is filed against the claim.

The Whatley secured claims ($1,885,335 and $269,000) and the
Kallas
secured claim ($312,524) are impaired and will be paid in 10 years
at an annual interest rate of 4%.

A copy of the First Amended Disclosure Statement is available at:

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

The Debtor is represented by:

     Michael L. Hall, Esq.
     Heather A. Lee, Esq.
     Regan C. Loper, Esq.
     BURR & FORMAN LLP
     420 North 20th Street, Suite 3400
     Birmingham, AL 35203
     Tel: 205-251-3000
     Fax: 205-458-5100

                       About Consumer Law

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

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

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


COREY JUDE DELAHOUSSAYE: 2nd Amended Disclosure Statement Okayed
----------------------------------------------------------------
Bankruptcy Judge Douglas D. Dodd approved the Second Amended
Disclosure Statement explaining Corey Jude Delahoussaye's Chapter
11 plan.

The objection by Investar Bank has been orally withdrawn.  The
objection by Resweber Construction Company, Inc., has been
overruled for reasons rendered orally at the hearing on May 27.

Corey Jude Delahoussaye filed a Chapter 11 petition (Bankr. M.D.
La. Case No. 15-10816) on July 14, 2015.


CORNERSTONE TOWER: Hires Jeffrey Hahn & Hemmerling as Attorneys
---------------------------------------------------------------
Cornerstone Tower Service, Inc., seeks authorization from the U.S.
Bankruptcy Court for the District of Nebraska to employ Jeffrey,
Hahn & Hemmerling, PC, LLO as attorneys for the Debtor in
Possession.

The Debtor requires Jeffrey, Hahn & Hemmerling to:

     a. examine claims, particularly priority of claims, and to
institute the necessary proceedings and objections and the amounts
due, and also, to conduct various negotiations necessary to effect
any adjustments as the amount due but the terms and time for
payment of claims.

     b. represent the Debtor in Possession in all legal matters
arising during the continuation of business and the control of
assets.

     c. defend and prosecute all motions, proceedings and actions
initiated by and against the Debtor in Possession herein and to
prosecute and defend all suits involving the Debtor's estate
herein.

To the best of the Debtor's knowledge, Jeffrey, Hahn & Hemmerling
is not now connected with any party to the proceeding and does not
represent any interest adverse to the Debtor and its estates.

Jeffrey, Hahn & Hemmerling may be reached at:
  
         John C. Hahn, Esq.
         Barry L. Hemmerling, Esq.
         Thomas E. Zimmerman, Esq.
         Jeffrey, Hahn & Hemmerling, PC, LLO
         5640 S. 84th Street, Suite 100
         Lincoln, Nebraska 68516
         Telephone: 402-483-7711

Headquartered in Grand Island, Nebraska, Cornerstone Tower
Service,
Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Neb.
Case No. 16-40787) on May 13, 2016, estimating its assets at
between $1 million and $10 million and liabilities at between $1
billion and $10 billion.  The petition was signed by James Scheer,
president.

Judge Thomas L. Saladino presides over the case.

John C. Hahn, Esq., at Jeffrey, Hahn, Hemmerling & Zimmerman
serves
the Debtor's bankruptcy counsel.


COTIVITI CORP: S&P Raises CCR to 'BB-' on Post-IPO Debt Repayment
-----------------------------------------------------------------
S&P Global Ratings said that it raised its corporate credit rating
on Wilton, Conn.-based Cotiviti Corp. to 'BB-' from 'B'.  The
outlook is stable.

At the same time, S&P raised its issue-level rating on the
company's first-lien credit facilities to 'BB' from 'B+' (these
facilities include a $75 million revolving facility expiring May
2019 and $810 million term loan due May 2021).  S&P's recovery
rating on the first-lien facilities is unchanged at '2', indicating
S&P's expectation for lenders to receive substantial (70%-90%, in
the lower half of the range) recovery in the event of a default.
Concurrently, S&P raised its issue-level rating on the company's
second-lien term $265 million term loan due May 2022 (with about
$50 million outstanding) to 'B' from 'CCC+'.  S&P's recovery rating
on the second-lien facility is unchanged at '6', indicating S&P's
expectation for lenders to receive negligible (0%-10%) recovery in
the event of payment default.

S&P removed all ratings on Cotiviti from CreditWatch, where they
were placed with positive implications, on May 13, 2016.

S&P estimates the company's adjusted debt was approximately
$840 million, proforma for debt repayment of $215 million and a
$150 million special dividend, as of March 31, 2016, which includes
S&P's adjustments for operating leases.

The upgrade reflects S&P's expectations that Cotiviti will sustain
lower credit metrics, including debt-to-EBITDA of about 4x in 2016
and near 3.5x in 2017, as compared to 5.1x in 2015.  Cotiviti's
leverage is expected to be lower because of its planned $215
million prepayment of its second-lien term loan in the near term
and our forecast includes the payment, using proceeds from its $220
million partial IPO.  The company could increase the principal
payment to $248 million if the underwriters execute their option to
purchase additional shares, which would have no further impact on
our ratings.  Subsequent to the IPO, private-equity firm Advent
International will continue to control the company, with its
ownership estimated to be about 65%.

The stable outlook reflects S&P's expectation that Cotiviti's
operating performance will remain robust, owing to the company's
strong position in the payment integrity market, efficient
operating model, good client retention, tailwinds from increasing
and complex processes in healthcare spending, and healthy recurring
free cash flow generation.  Over the next year, S&P expects the
company to maintain debt to EBITDA in the 3.5x to 4x range.


DALLAS PROTON: Taps Lincoln Harris as Real Estate Broker
--------------------------------------------------------
The Chapter 11 trustee of Dallas Proton Treatment Center LLC and
its affiliates seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to hire Lincoln Harris CSG as his
real estate broker.

Robert Yaquinto Jr., the bankruptcy trustee, tapped the firm in
connection with a potential sale of the Debtors' property located
at 2300 North Stemmons Freeway, Dallas, Texas.

Specifically, Lincoln Harris will provide these services:

     (a) advise the trustee of potential options regarding the
         Dallas property;

     (b) market the property for potential sale;

     (c) assist the trustee in preparing documents necessary to
         effectuate a potential sale of the property  

     (d) represent the trustee in negotiations; and

     (e) assist the trustee in getting court approval for any such

         sale of the property.  

Mr. Yaquinto will pay the firm a commission if he enters into a
written sale agreement and the deal is completed and closed.  

The commission contemplated is equal to 1.5% of the gross sales
price if the property is sold to Crow Holdings, Perot Group or any
creditors.  Otherwise, the commission is equal to 2.5% of the gross
sales price.

In a court filing, Webber Beall III, executive vice-president of
Lincoln Harris, disclosed that the firm does not hold or represent
any interest adverse to the Debtors or their estates.

The firm can be reached though:

     Webber Beall III
     Lincoln Harris CSG
     6688 N. Central Expressway, Suite 300
     Dallas, Texas

               About Dallas Proton Treatment Center

Dallas Proton Treatment Holdings, LLC, was formed in January 2010
and is registered as a limited liability company under the laws of
the State of Delaware.  Holdings' authorized purpose is to conduct
whatever business is necessary to design, finance, construct, and
manage a licensed, freestanding healthcare center (the "Project")
in the Dallas, Texas area that provides proton-radiation therapy
for patients with cancerous tumors.

Holdings' wholly owned subsidiary, Dallas Proton Treatment Center,
LLC ("Center") was formed in March 2012 for the specific purpose Of
developing, owning, and operating the Project. Center is the legal
owner of a tract of land and improvements at 2300 N. Stemmons Fwy,
Dallas, TX 75207 (the "Dallas Property").  Center purchased that
real estate on or around November 12, 2013, for approximately
$11,600,000.  Center has spent approximately $18,000,000 in
additional funds to develop and start construction of the Project.

Project is the last of a four-facility program to build four
proton-therapy centers across the United States.  All four centers
were or are being developed and constructed under the management of
Advanced Particle Therapy, LLC ("APT").  As of the Petition Date,
APT owned approximately 95% of the Class B equity units, and 96.4%
of the Class A equity units, in Holdings.

Dallas Proton Treatment Center and Dallas Proton Treatment
Holdings sought Chapter 11 protection (Bankr. N.D. Tex. Case Nos.
15-33783 and 15-33784, respectively) on Sept. 17, 2015.  The
petitions were signed by James Thomson as chief technology
officer/manager.  

Gardere Wynne Sewell LLP serves as counsel to the Debtors.

                           *     *     *

The Court established Jan. 20, 2016, as the general deadline for
filing proofs of claim against the Debtors.

The Debtors filed a Joint Plan of Reorganization that would allow
them to emerge quickly from Chapter 11 and then raise funds to
complete their proton-therapy center in Dallas.  Holders of
general unsecured claims against Holdings (A7) and Center (B7) will
be paid from the proceeds of the First, Second, and/or Third
Capital Cash, at the election of each holder of a claim, in the
following amounts:

  * 60% of such Allowed Claim on or before Aug. 30, 2016.
  * 80% of such Allowed Claim on or before Sept. 30, 2016.
  * 100% of such Allowed Claim on or after Oct. 1, 2016.


DARDEN-GREEN CO: Hires Benefits Consulting as General Counsel
-------------------------------------------------------------
Darden-Green Co., Inc., seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Alabama to employ
Mike Weiner of Benefits Consulting Inc., as general counsel for the
Debtor in Possession.

The Debtor requires Benefits Consulting to:

     a. assist the Debtor in developing a business plan to help the
business become more profitable;

     b. monitor the Debtor's implementation of the business plan;

     c. provide business and financial advice to make such
additional adjustments as may be necessary to help the Debtor
increase profitability during the pendency of the Chapter 11
Bankruptcy case;

     d. assist the Debtor in the development, creation and
prosecution of a disclosure Statement and Plan of Reorganization;
and

     e. provide other, further additional consulting services as
may be beneficial to the Debtor, or as requested by the Debtor.

Benefits Consulting will be compensated $1,700 hours a week for 8
hours of services per week together with any actual out of pocket
expenses incurred in the performance of such services.

Benefits Consulting does not represent any interest adverse to the
Debtor and its estates.

Benefits Consulting may be reached at:

       Mike Weiner
       Benefits Consulting, Inc.
       5101 Clubridge Drive W.
       Birmingham, Alabama 35242
       Telephone: 205-999-2685
       E-mail: mweiner57@gmail.com

                  About Darden-Green

Darden-Green Co., Inc., based in Birmingham, Alabama, filed a
Chapter 11 petition (Bankr. N.D. Ala. Case No. 16-01957) on May 12,
2016.  Hon. Tamara O Mitchell presides over the case.  Thomas E
Reynolds, Esq., at Reynolds Legal Solutions, LLC, serves as Chapter
11 counsel.  In its petition, the Debtor listed total assets of
$2.13 million and total liabilities of $2.31 million.  The
petition was signed by Bobbie Green, general manager.


DAVAMADA INC: Wants Aug. 19 Exclusive Plan Filing Deadline
----------------------------------------------------------
Davamada Inc. asks the U.S. Bankruptcy Court for the District of
Puerto Ricto to extend the exclusivity period within which to file
a plan of reorganization period through and including Aug. 19,
2016, and the exclusivity period within which to solicit
acceptances of a plan through and including Aug. 4, 2016.

On June 7, 2016, 13 days before the date to file the Plan and
Disclosure Statement, creditor Puerto Rico Treasury Department
filed two Proofs of claim with the amounts of $465,803.31 and
$946,701.91 respectively.  The amounts filed by this creditor were
not projected in the debtor budget as they are contrary to the
amounts in Debtor's records and the amounts previously provided by
Treasury.

The PR Treasury Department filed the proofs of claim 13 days before
the date to present a plan and disclosure statement.  The Debtor is
in the process of reviewing the Proofs of Claim to proceed with its
objection and resolve once and for all the amounts owed in order to
be able to file a plan.  

The Debtors seek these extensions to avoid the necessity of having
to formulate a plan of reorganization prematurely and to ensure
that their plan of reorganization best addresses the interests of
the Debtors and their employees, creditors and the constituents in
the Bankruptcy estate.

Davamada, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
D.P.R. Case No. 15-10223) on Dec. 23, 2015.  Javier Vilarino, Esq.,
at Vilarino & Associates LLC serves as the Debtor's bankruptcy
counsel.

The Counsel can be reached at:

      Javier Vilarino, Esq.
      VILARINO & ASSOCIATES LLC
      P.O. BOX 9022515
      San Juan, PR 00902-2515
      Tel: (787) 565-9894
      E-mail: jvilarino@vilarinolaw.com


DELTROPICO DESIGNS: Disclosure Statement Hearing Set for July 14
----------------------------------------------------------------
Bankruptcy Judge Robert A. Mark will hold a hearing July 14 at 1:30
p.m. to consider approval of the disclosure statement explaining
the Chapter 11 plan of Deltropico Designs, LLC.

Objections to the disclosure statement are due July 7.

The Disclosure Statement and Plan were filed May 26.

Deltropico Designs, LLC, based in Miami, Florida, filed a Chapter
11 petition (Bankr. S.D. Fla. Case No. 15-25767) on Aug. 31, 2015.
Hon. Robert A Mark presides over the case.  The Debtor's counsel
is:

                  Nathan G Mancuso, Esq.
                  MANCUSO LAW, P.A.
                  7777 Glades Rd # 100
                  Boca Raton, FL 33434
                  Tel: (561) 245-4705
                  Email: ngm@mancuso-law.com

In its petition, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities.  The petition
was signed by Luis Fernandez Trujillo, manager.


DEPAUL INDUSTRIES: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: DePaul Industries
        4950 NE Martin Lurther King Jr Blvd
        Portland, OR 97211

Case No.: 16-32293

Chapter 11 Petition Date: June 10, 2016

Court: United States Bankruptcy Court
       District of Oregon

Judge: Hon. Peter C McKittrick

Debtor's Counsel: Jeffrey C Misley, Esq.
                  1000 SW Broadway #1400
                  Portland, OR 97205
                  Tel: (503) 227-1111
                  E-mail: jeffm@sussmanshank.com

                    - and -

                  Thomas W Stilley, Esq.
                  SUSSMAN SHANK LLP
                  1000 SW Broadway #1400
                  Portland, OR 97205
                  Tel: (503) 227-1111
                  E-mail: tom@sussmanshank.com
                          tstilley@sussmanshank.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Travis Pearson, president and chief
executive officer.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/orb16-32293.pdf


DEPAUL SERVICES: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: DePaul Services, Inc.
        4950 NE Martin Luther King Jr Blvd
        Portland, OR 97211

Case No.: 16-32294

Chapter 11 Petition Date: June 10, 2016

Court: United States Bankruptcy Court
       District of Oregon

Judge: Hon. Trish M Brown

Debtor's Counsel: Jeffrey C Misley, Esq.
                  1000 SW Broadway #1400
                  Portland, OR 97205
                  Tel: (503) 227-1111
                  E-mail: jeffm@sussmanshank.com

                         - and -

                  Thomas W Stilley, Esq.  
                  SUSSMAN SHANK LLP
                  1000 SW Broadway #1400
                  Portland, OR 97205
                  Tel: (503) 227-1111
                  E-mail: tom@sussmanshank.com
                          tstilley@sussmanshank.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Travis Pearson, president and chief
executive officer.

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


DETROIT PUBLIC SCHOOLS: Legislature OKs $617M Rescue Plan
---------------------------------------------------------
The American Bankruptcy Institute, citing Kathleen Gray of the
Detroit Free Press, reported that after emotional and passionate
debate, the Michigan Legislature narrowly passed a $617-million
package to try and fix the collapsing Detroit Public Schools
district.

According to the report, back-room negotiations between Republican
leaders in the Senate, House and Gov. Rick Snyder led to the votes
needed to pass the life line to the district, but neither
Democratic leaders nor Detroit lawmakers were included in the talks
that ended with a 19-18 vote on the main bill in the package.

"You cowards!" State Sen. Morris Hood, D-Detroit, said of the way
in which the deal was reached, the report related.  "You damn
cowards to even take up this legislation before us and our
community and not even have one Detroiter in the room to help to
negotiate this.  These are kids I have to look at every day, but
you want to make decisions about their life and tell them what kind
of life they’re going to have.  This is the crap you’re shoving
down their throats. This is going to impact them for years."

But Senate Majority Leader Arlan Meekhof, R-West Olive, said the
plan pays off the districts debt, provides transition costs for
when the district splits into two districts and returns the
district to a locally elected school board in January, the report
further related.

The Troubled Company Reporter previously reported that The American
Bankruptcy Institute, citing Shawn D. Lewis of The Detroit News,
reported that Detroit Public Schools' emergency manager is open to
most of the provisions in a House-passed plan to rescue the
financially troubled district and return some power to an elected
school board, but other district stakeholders remain fiercely
opposed to the $617 million package, which could face a Senate vote
this week.

According to the report, retired bankruptcy Judge Steven Rhodes,
who took control of Michigan's largest school district three
months
ago, believes the plan approved on June 3 by the House in a 55-53
vote is a step toward saving DPS from running out of money by
month's end, spokeswoman Michelle Zdrodowski said June 6.

The House bill contains less money for startup costs for a new,
debt-free Detroit district than a $715 million plan approved by
the
Senate, but is larger than a $500 million bill initially approved
by the GOP-controlled House, the report related.

"The $617 million allocated in the bill will greatly assist in our
efforts to create a sustainable and successful new school
district," Zdrodowski told the news agency.  "We plan (on) working
creatively with the governor's office, the state superintendent
and
the Michigan Department of Education to identify the remainder of
the resources necessary to educate our students."

                     *     *     *

The Troubled Company Reporter, on March 14, 2016, reported that
Moody's Investors Service has affirmed the Caa1 implied general
obligation unlimited tax (GOULT) issuer rating of Detroit Public
Schools (DPS), MI. Concurrently, the outlook on the district
remains negative. Outstanding long-term debt consists of $1.45
billion of GOULT bonds, $259.3 million in state aid revenue bonds,
and a $200.2 million obligation to the State of Michigan's (Aa1
stable) School Loan Revolving Fund (SLRF).

The Caa1 issuer rating reflects the district's severely stressed
financial position, which includes a growing deficit General Fund
balance, very narrow liquidity, and ongoing revenue challenges
associated with annual declines in enrollment. The rating also
factors the City of Detroit's (B2 positive) challenged tax base
and
weak economic profile, including low income levels, above average
unemployment, and population loss. Additionally incorporated are
the district's high fixed costs, associated with its elevated debt
burden and exposure to unfunded pension liabilities including past
due delinquencies.


DEX MEDIA: Files Schedules of Assets and Liabilities
----------------------------------------------------
Dex Media, Inc. and its debtor-affiliates filed with the U.S.
Bankruptcy Court for the District of Delaware its schedules of
assets liabilities, disclosing:

     Name of Schedule         Assets             Liabilities
     ----------------         --------------     --------------
  A. Real Property            $0
  B. Personal Property        $0
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $1,150,015,857
  E. Creditors Holding
     Unsecured Priority
     Claims                                      $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                      $1,361,851,960
                             --------------      --------------
        Total                $0                  $2,511,867,817

A copy of the schedules is available for free at:

                        https://is.gd/Pvip2l

                        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: 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 Dex Media, Inc.

                          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.


DIADEXUS INC: Files Chapter 7 Bankruptcy Petition
-------------------------------------------------
Diadexus, Inc., a diagnostics company developing and
commercializing products that aid in assessing the prognosis of
cardiac disease, on June 10, 2016, disclosed that it is filing for
relief under Chapter 7 of Title 11 of the US Bankruptcy Code in
order to initiate an orderly liquidation of the assets of the
Company.  The Company has been notified that its lender, Oxford
Finance LLC, exercised certain of its rights under the August 2014
Loan and Security Agreement, including with respect to acceleration
of obligations and demand for repayment and the removal of all of
the available cash and investments from the accounts of the
Company.

The Chapter 7 case will be filed in the US Bankruptcy Court for
Northern District of California.  Upon the filing, a Chapter 7
trustee will be appointed in the case and the assets of the Company
will be liquidated in accordance with the bankruptcy code.
Additional information on the process may be obtained through the
bankruptcy court.

The Company has been in discussions with Oxford Finance LLC for
several months in an attempt to restructure its current loan
agreement and reduce near-term financial constraints on its
business but has been unable to reach an agreement.  As of March
31, 2016, $13.3 million in principal remained outstanding under the
Loan and Security Agreement with Oxford.  As part of this process,
the Company engaged Alvarez & Marsal Healthcare Industry Group, LLC
as its restructuring advisor.

The Company also disclosed that Leone Patterson, the Company's
Chief Financial Officer (CFO) since March 2015, has notified
Diadexus that she will be leaving effective immediately.

                      About Diadexus, Inc.

Diadexus, based in South San Francisco, California, is a
diagnostics company developing and commercializing products that
aid in the prediction of cardiac disease risk, providing healthcare
providers with actionable information for managing patients.  The
Company pioneered the testing of Lp-PLA2, a marker of
vascular-specific inflammation that provides new information, over
and above traditional risk factors measured in a lipid panel, and
has over a decade of peer-reviewed literature validating its
utility.  Diadexus' products, the PLAC(R) Test ELISA Kit, first
cleared by the FDA in 2003, and the PLAC(R) Test for Lp-PLA2
Activity, cleared in December 2014, are the only two FDA-cleared
tests to measure Lp-PLA2.

The Company also has a pipeline of biomarkers for heart failure,
proADM, proET-1 and proANP, each of which provide distinct,
additive information for healthcare providers over currently
available markers.  Diadexus also provides services to
pharmaceutical partners to address the need to incorporate
biomarkers in clinical development.


DISPOSAL TEJAS: Seeks to Hire McWhorter as Legal Counsel
--------------------------------------------------------
Disposal Tejas, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to hire McWhorter, Cobb &
Johnson LLP as its legal counsel.

The Debtor tapped the firm to provide these services:

     (a) preparation of legal papers necessary to comply with the
         requisites of the U.S. Bankruptcy Code and Bankruptcy
         Rules;

     (b) advising the Debtor regarding the preparation of
         operating reports, motions for use of cash collateral,
         and development of a Chapter 11 plan of reorganization;

     (c) advising the Debtor concerning questions arising in the
         conduct of the administration of the Debtor's estate; and

     (d) assisting the Debtor in the sale of the Debtor's assets,
         the closing of the sale and distributions to creditors.

Todd Johnston of McWhorter disclosed in a court filing that he has
no connection with the Debtor or its creditors.

The firm can be reached though:

     Todd J. Johnston
     McWhorter, Cobb & Johnson LLP
     1722 Broadway
     P.O. Box 2547
     Lubbock, Texas 79408
     806/762-0214
     806/762-8014 (fax)

                       About Disposal Tejas

Disposal Tejas, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the Northern District of Texas (San Angelo)
(Case No. 16-60064) on June 6, 2016.  

The petition was signed by Francisco J. McGee, manager.  The
case is assigned to Judge Robert L. Jones.

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


DRAW ANOTHER CIRCLE: Case Summary & 30 Top Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

    Debtor                                        Case No.
    ------                                        --------
    Draw Another Circle, LLC                  16-11452
    603 Sweetland Avenue
    Hillside, NJ 07205

    Hastings Entertainment, Inc.           16-11453
    MovieStop, LLC                           16-11454
    SP Images Inc.                           16-11455
    Hastings Internet, Inc.                       16-11456

Type of Business: Multimedia entertainment and lifestyle retailer

Chapter 11 Petition Date: June 13, 2016

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

Judge: Hon. Kevin J. Carey

Debtors' Counsel: Christopher M. Samis, Esq.
                  L. Katherine Good, Esq.
                  Chantelle D. McClamb, Esq.
                  WHITEFORD, TAYLOR & PRESTON LLC
                  The Renaissance Centre, Suite 500
                  405 North King Street
                  Wilmington, Delaware 19801
                  Tel: (302) 353-4144
                  E-mail: csamis@wtplaw.com
                          kgood@wtplaw.com
                          cmcclamb@wtplaw.com

                      - and -

                  Cathy Hershcopf, Esq.
                  Michael Klein, Esq.
                  Robert Winning, Esq.
                  COOLEY LLP
                  1114 Avenue of the Americas
                  New York, New York 01136
                  Tel: (212) 479-6000
                  E-mail: chershcopf@cooley.com
                          mklein@cooley.com
                          rwinning@cooley.com

Debtors'          
Lease
Disposition
Consultant:       RCS REAL ESTATE ADVISORS

Debtors'          
Financial
Advisor:          FTI CONSULTING

Debtors'          
Claims and
Noticing
Agent:            RUST CONSULTING/OMNI BANKRUPTCY

Estimated Assets: $0 to $50,000

Estimated Debts: $50 million to $100 million

The petition was signed by Joel Weinshanker, manager.

List of Debtor's 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Universal Studios Home Video          Trade Debt      $3,704,634
c/o Bank of America
Attn: Eddie Cunningham
12563 Collections Center DR
Chicago, IL 60693

Fox Home Entertainment                Trade Debt      $3,324,274
c/o Bank of America
Attn: Mike Dunn
P.O. Box 402665
Atlanta, GA 30384-2665

Sony Pictures Home                    Trade Debt      $1,211,703
Attn: Joe Guarino
10202 West Washington Blvd
Culver City, CA 90232

Harpercollins Publishers              Trade Debt      $1,061,223
Attn: Josh Marwell
500 Ross Street 154-0455
Pittsburg, PA 15251-6846

Incomm Inc.                           Trade Debt      $1,026,005
Attn: Joshua Kosub
P.O. Box 935356
Atlanta, GA 31193-5359

Alliance Entertainment Cor. (Music)   Trade Debt        $840,913
Attn: Jeff Walker
P.O. Box 451239
Fort Lauderdale, FL 33345

ACD Distribution LLC                  Trade Debt        $836,981
Attn: Bob Maher
3129 Deming Way
Middleon, WI 53562

Sony Interactive Entertainment        Trade Debt         $731,362
America LLC
Attn: Andrew Shuster
2207 Bridgepointe Pkwy
San Mateo, CA 94404

Simon & Schuster                     Trade Debt          $726,569
Attn: Michael Selleck
1230 Ave of the Americas
New York, NY 10020

DPI                                  Trade Debt          $500,491
Attn: Bill Fetter
900 N. 23rd Street
St. Louis, MO 63106

Bioworld                             Trade Debt          $488,939
Attn: Raj Malik
P.O. Box 674048
Dallas, TX 75267-4048

Sony Music                           Trade Debt          $454,887
Attn: Bob Garbarini
1 Sony Drive
Park Ridge, NJ 07656

MPS/VHPS                             Trade Debt          $452,687
Attn: Alison Lazarus
PO Box 930668
Atlanta, GA 31193-0668

Perseus Distribution                 Trade Debt          $427,585
Perseus Distribution Inc.
Attn: Sabrina McCarthy
15636 Collections Center DR
Chicago, IL 60693

Ingram Book Company                  Trade Debt          $371,760
Attn: Shawn Morin
PO Box 502779
St Louis, MO 63150-2779

Hasbro, Inc.                         Trade Debt          $347,420
Attn: Stacey Wallingford
P.O. Box 281480
Atlanta, GA 30384-1480

Scholastic Inc.                      Trade Debt          $320,743
Attn: Ellie Berger
P.O. Box 416851
Boston, MA 02241-6851

Bethesda Softworks LLC               Trade Debt          $297,499
Attn: Vlatko Andonov
1370 Piccard Drive Suite 120
Rockville, MD 20850

Skullcandy                           Trade Debt          $273,949
Attn: Thomas Wucher
P.O. Box 204619
Dallas, TX 75320-4619

Fender Musical Instruments           Trade Debt          $270,982
Attn: Phillip Short
P.O. Box 52567
Phoenix, AZ 85072-2567

Fox Video Revenue Sharing            Trade Debt          $262,356
c/o Bank of America
P.O. Box 402665
Atlanta, GA 30384-2665

Ultra Pro International               Trade Debt         $259,683
P.O. Box 101474
Pasadena, CA 91189-1474

Lifeworks Technology Group            Trade Debt         $257,286

Red Distribution                      Trade Debt         $248,070

Books For Less/ DS Computer           Trade Debt         $243,070

Lego Systems Inc.                     Trade Debt         $236,194

Dillanos Coffee Roasters Inc.         Trade Debt         $220,976

E1 Entertainment Distribution/Koch    Trade Debt         $211,941

PSI Publishers Services Inc.          Trade Debt         $208,521

United Parcel Service                 Trade Debt         $204,983


ECLIPSE RESOURCES: S&P Raises CCR to 'CCC+', Outlook Negative
-------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on State
College, Pa.-based Eclipse Resources Inc. to 'CCC+' from 'CC'.  The
rating outlook is negative.

At the same time, S&P raised its rating on the company's senior
unsecured notes to 'CCC+' from 'CC'.  S&P also revised the recovery
rating on this debt to '4' from '5', indicating average (30% to
50%; lower end of range) recovery in the event of a payment
default.

"The rating action reflects our opinion that Eclipse is unlikely to
pursue further distressed debt transactions given the lack of
bondholders' appetite for a distressed exchange--as demonstrated by
the early termination of the company's exchange offer in
February--and the increase in its bond price over the past three
months," said S&P Global Ratings credit analyst Christine Besset.

S&P raised the corporate credit rating on Eclipse to reflect S&P's
forward-looking opinion of the company's creditworthiness.  The
rating reflects S&P's view that the company's capital structure is
unsustainable under its commodity price assumptions.  While the
company's liquidity position is adequate, with about $282 million
available as of end of March 2016, S&P views financial leverage as
unsustainably high in 2016 and 2017, primarily due to weak
commodity prices and lower-than-expected production growth as a
result of the company's curtailed drilling plans.

The negative outlook reflects S&P's expectation that Eclipse'
liquidity will deteriorate under its current pricing assumptions
since S&P forecasts that EBITDA will not cover interests and
budgeted capital spending in 2016 and 2017.  In particular, barring
asset sales or other capital market transactions, the company will
not be able to fund growth capital spending from internally
generated cash flow through the end of 2017.  S&P could lower the
ratings if it foresaw a specific scenario of default within 12
months.

S&P could raise the rating if it expected Eclipse to generate
enough cash flow to cover interest payments and maintenance capital
expenditures on a sustained basis.  Such a scenario would most
likely occur if the company was able to grow production
substantially and commodity prices improved.


ERICKSON INC: S&P Lowers Rating to 'CCC', Outlook Negative
----------------------------------------------------------
S&P Global Ratings said that it has downgraded Portland,
Ore.–based Erickson Inc. to 'CCC' from 'CCC+'.  The outlook is
negative.

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

"The downgrade reflects the current pressure on Erickson's
liquidity and capital structure, which we now believe is
unsustainable over the long-term, and follows two recent company
announcements," said S&P Global credit analyst Jeff Ward.  The
first announcement detailed the appointment of a new CFO, David W.
Lancelot, who the company notes has experience in debt
restructuring.  The second announcement mentioned that the company
had engaged financial advisors Imperial Capital to explore
strategic alternatives.  S&P believes that these recent
developments have made it increasingly likely that the company will
pursue a debt exchange or other restructuring wherein the holders
of its second-lien debt will receive less than their promised
value.

The negative outlook on Erickson reflects S&P's view that there is
a significant risk the company will undertake a debt restructuring
that S&P would view as a distressed exchange, which it considers a
default under S&P's criteria.

S&P could downgrade Erickson to 'CC' if the company proposes a
transaction that S&P views as distressed, or if S&P come to believe
that the company will be unable meet its financial obligations over
the next six months.

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


EXCO RESOURCES: Egan-Jones Cuts FC Sr. Unsec. Rating to C
---------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by EXCO Resources Inc. to C from B-
on May 16, 2016.

EXCO Resources, Inc., is a Dallas-based oil and natural gas company
engaged in the exploration, acquisition, development and production
of onshore U.S. oil and natural gas properties with a focus on
shale resource plays.



FIRST BRONX: Court Approves Disclosure Statement
------------------------------------------------
Judge Robert Drain of the U.S. Bankruptcy Court for the Southern
District of New York on June 6, 2016, approved the disclosure
statement First Bronx, LLC's Third Amended Plan of Reorganization,
and scheduled the Plan confirmation hearing for July 7, 2016, at
10:00 a.m., EST.

July 5 is fixed as the last date by which written objections to the
confirmation of the Plan must be filed with the Court.

The Troubled Company Reporter previously reported that the Plan
provides for the members of the Debtor to make a significant
capital contribution to fund the Plan, and the payment to certain
creditors and funding from the rental income going forward.  The
Plan also provides for the restructuring of the Debtor's secured
obligations and the payment of 50% to the allowed unsecured
creditors class from the cash on hand, the contribution from the
members and from the operation of the Debtor's business
post-confirmation.  The secured creditor's claim will be reduced by
the payment of the Contribution Amount1 from the members.  After
the Effective Date, the rental income generated from the Property,
including from the Billboard, will fund all future Plan payments.
The new term of the Secured Creditor's note will be five years.

A redlined version of the disclosure statement explaining the Third
Amended Plan of Reorganization is available at:

           http://bankrupt.com/misc/nysb14-22047-96.pdf

The Debtor is represented by:

          Robert M. Sasloff, Esq.
          A. Mitchell Greene, Esq.
          ROBINSON BROG LEINWAND
             GREENE GENOVESE & GLUCK P.C.
          875 Third Avenue, 9th Fl.
          New York, NY 10022
          Tel: 212-603-6300

First Bronx LLC (Bankr. S.D.N.Y., Case No. 14-22047) filed a
Chapter 11 Petition on January 13, 2014.  The case is assigned to
Judge Robert D. Drain.

The Debtor's Counsel is Arnold Mitchell Greene, Esq., at Robinson
Brog Leinwand Greene Genovese & Gluck, P.C., in New York.  The
petition was signed by David Goldwasser, GC Realty Advisors LLC,
managing member.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb14-22047.pdf


FLEXTRONICS INT'L: Moody's Hikes Unsecured Debt Rating From 'Ba1'
-----------------------------------------------------------------
Moody's Investors Service has upgraded Flextronics International
Ltd.'s ("Flex") senior unsecured debt ratings to Baa3 from Ba1 and
changed the outlook to stable from positive. In addition, Moody's
withdrew the company's Ba1 Corporate Family Rating, the Ba1-PD
Probability of Default Rating and the SGL-1 Speculative Grade
Liquidity Rating.

The rating upgrade reflects Moody's views that Flex has
demonstrated steady progress in diversifying its capabilities
beyond its roots in electronics manufacturing services ("EMS"). The
new collaborative design and build model between the company and
its customers allows it to capture growth opportunities from new
customers and markets. The company has delivered steady financial
performance and now has a customer base that is less concentrated
and that extends across an expanded industry set.

RATINGS RATIONALE

The Baa3 rating reflects Flexs' diversification drive, solid cash
generating capacity, and Moody's expectation that the company will
maintain a leading global position in electronics manufacturing
services ("EMS") and complete supply chain solutions. Flex has a
global manufacturing footprint with facilities located in low labor
cost regions, but has also been expanding its capabilities and
services so as to provide complete end-to-end product life cycle
capabilities, to support its customers from concept through
commercialization. This strategy should lead to steadily improving
operating margins and returns on invested capital that are
commensurate with an investment grade rating.

The company has been diversifying its end markets into business
areas that are more recent adopters of EMS outsourcing, which has
been driven in large part by increasing electronics content in an
ever-expanding array of products and devices. This increased
contribution from the automotive, energy, medical and industrial
segments delivers higher margins and longer product cycles that
offset the more volatile legacy consumer oriented electronics
sectors. Over the next several years, Moody's expects revenue and
operating profits from the company's high reliability solutions and
industrial and emerging industries segments to exceed the
contribution from the consumer technology and communications &
enterprise compute units which have historically accounted for the
majority of profitability.

While Flexs' financial leverage will be elevated in the near term,
due to debt raises to fund recent acquisition activity, Moody's
expects the company to reduce leverage to the mid 2.0 times levels
over the next year. This should be driven by revenue growth, margin
improvements from its recent restructuring efforts, its increased
customer engagement and continued expansion into higher margin
industries.

Moody's also notes that the EMS sector has demonstrated enduring
resiliency as the industry evolved from contract manufacturing to
involve full supply chain services and greater design and build
collaboration with its customers. These trends have minimized the
historic cyclical volatility in the EMS sector, resulting from
limited demand visibility, historic customer concentration and high
fixed costs associated with maintaining manufacturing operations to
serve customers across the globe. As the EMS providers are more
fully integrated within the overall supply chains of their
expanding customer base, the industry has delivered more consistent
and stable returns.

Flexs' has a very good liquidity position. This is supported by
Moody's expectation of cash balances of at least $1.5 billion (cash
was over $1.6 billion as of March 31, 2016) and consistent
generation of free cash flow. Cash flow could be slightly affected
by ongoing margin pressure in the consumer technology segment over
the next year, although Moody's expects relatively stable capital
expenditures compared to prior years. Liquidity is also supported
by Flexs' full access to a $1.5 billion committed unsecured
revolving credit facility maturing October 2019 and Moody's
expectation that Flextronics will maintain substantial cushion
relative to financial covenants over the next twelve months.

Outlook

The stable outlook reflects Flexs' strong credit profile as it
affords it the flexibility to manage operating and business
challenges, which are persistent in its line of business,
especially as the industry evolves from contract manufacturing to
involve greater design and collaboration with its customers.

What Could Change the Rating - Up

Flexs' ratings could be upgraded if the company continues its path
of tangible progress in business line diversification that delivers
operating and financial metrics improvement, evidenced by operating
margins sustained above 4.0%, sustained total debt to EBITDA below
2.0x (Moody's adjusted) and free cash flow to adjusted debt above
25%.

What Could Change the Rating - Down

The rating could be downgraded if Flexs reverses its operating
improvements, experiences substantial revenue erosion or
experiences material customer/program losses without offsetting
increases in new customer wins/program ramps, such that its
profitability metrics deteriorate (e.g., operating margins approach
2.0%), or total debt to EBITDA is sustained above 3.0x (Moody's
adjusted).

Rating Actions:

Corporate Family Rating -- Ba1 Withdrawn

Probability of Default Rating -- Ba1-PD Withdrawn

Speculative Grade Liquidity Rating -- SGL-1 Withdrawn

Senior Unsecured Notes -- Upgraded to Baa3 from Ba1

Outlook changed to Stable from Positive

Based in Singapore, with operating headquarters in Santa Clara, CA,
Flex is a leading electronics manufacturing services company that
provides innovation, design, engineering, manufacturing and supply
chain and logistics services to its customers in various industries
and end-markets.


FLORHAM PARK: Seeks to Hire Edward Cienki as Special Counsel
------------------------------------------------------------
Florham Park Surgery Center LLC seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire Edward
Cienki as its special counsel.

The Debtor proposes to hire Mr. Cienki to provide legal services
regarding corporate and healthcare regulatory matters; to act as
alternate administrator if requested; and to serve as special
corporate counsel.   

Mr. Cienki will be paid $450 per hour for his services and will
receive reimbursement for work-related expenses.

In a court filing, Mr. Cienki disclosed that he does not hold or
represent any interest adverse to the Debtor's estate and that he
is "disinterested" as defined in section 101(14) of the Bankruptcy
Code.

Mr. Cienki's contact information is:

     Edward A. Cienki, Esq.
     5 Golf Drive
     Hammonton, NJ 08037
     Phone: (609) 567-1740
     Telecopier: (609) 567-4775
     Email: cienkilaw@verizon.net

                    About Florham Park Surgery

Florham Park Surgery Center LLC filed on Apr. 11, 2016, voluntary
petitions (Bankr. D.N.J. Case No. 16-16964).  The case is assigned
to Judge John K. Sherwood.  The Debtors are represented by Daniel
Stolz, Esq., at Wasserman Jurista & Stolz, in Basking Ridge, N.J.

The Debtor disclosed estimated assets of between $100,000 to
$500,000 and estimated liabilities of between $1 million to $10
million as of the Chapter 11 filing.


FLOUR CITY BAGELS: Plan Filing Period Extended to Aug. 30
---------------------------------------------------------
The Hon. Paul R. Warren of the U.S. Bankruptcy Court for the
Western District of New York has extended, at the behest of Flour
City Bagels, LLC, the exclusive right to file a Chapter 11 plan
through and including Aug. 30, 2016, and the exclusive right to
solicit acceptances of the plan through and including Oct. 31,
2016.

As reported by the Troubled Company Reporter on May 30, 2016, the
Debtor sought to extend the Exclusive Periods (i) to allow the
Debtor to focus its time and resources on the sale process and
(ii), if a sale of the Debtor's assets is not consummated, to
provide sufficient time for the Debtor to evaluate the content for,
to negotiate with creditors regarding, and otherwise to formulate
an alternative Chapter 11 plan.

                     About Flour City Bagels

Headquartered in Fairport, New York, Flour City Bagels, LLC,
operates 32 bakeries that serve "New York Style" bagels, coffee,
drinks, soups, salads, sandwiches, fresh fruit, and a variety of
other related items.  In 1993, the Debtor opened its commissary in
Rochester, at which it produces bagels for sale at all of its 32
bakeries.  The Debtor employs 425 people.

Flour City Bagels, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 16-20213) on March 2,
2016, estimating both assets and debts in the range of $10 million
to $50 million.  Kevin Coyne, the manager, signed the petition.

Judge Paul R. Warren is assigned the case.

Bond, Schoeneck & King, PLLC, and Buckley King serve as the
Debtor's counsel.


FOREST PARK REALTY: Wants Forest Park Dallas Sold for $135-Mil.
---------------------------------------------------------------
Forest Park Realty Partners III, LP and BT Forest Park Realty
Partners, LP ask the U.S. Bankruptcy Court for the Northern
District of Texas, Dallas Division, to approve the sale of real
properties that constitute Forest Park Medical Center of Dallas
("Forest Park Dallas") to Columbia Hospital at Medical City Dallas
Subsidiary, LP ("HCA"), for $135,000,000.

Forest Park Dallas is a state-of-the-art, physician-owned surgical
hospital facility and is located at the south-east corner of
Central Expressway and LBJ Freeway in Dallas, Texas. The Properties
include several hospital buildings, a six-story parking deck, and a
vacant lot.

The Debtors lease the Forest Park Dallas Hospitals to Forest Park
Medical Center LLC in exchange for Forest Park Medical Center's
payment of monthly base rent and operating expense reimbursements.

The Debtors seek authority to sell and transfer the Properties free
and clear of all liens, claims, encumbrances and interests, with
such claims and interests attaching to the proceeds of the sale of
the Properties, subject to any rights and defenses of the Debtors
and other parties in interest with respect thereto.

The Debtors relate that Forest Park Dallas has been closed since
October 2015.  They further relate that Forest Park Medical Center
has filed for bankruptcy, has been unable to reopen the Hospitals,
and has no ability to operate the Hospitals.  The Debtors aver that
Forest Park Medical Center has not paid any rent to the Debtors
since September 2015 and currently owes the Debtors nearly $22
million in past due rent, approximately $4 million of which was
incurred post-petition after Forest Park Medical Center's
bankruptcy filing.

The Debtors tell the Court that Forest Park Medical Center's
failure to pay monthly rent to the Debtors have caused the Debtors
difficulty in making their monthly payments to their principal
secured lender, Sabra Texas Holdings, L.P.  The Debtor further
tells the Court that Sabra has filed proofs of claim in each of the
Debtors' bankruptcy cases asserting secured claims in the amount of
$115,283,646.62.

"HCA is a bona fide, third party purchaser for value of the
Properties, and the Debtors engaged in extensive negotiations with
HCA regarding its purchase of the Properties.  The Sale Agreement
was negotiated by the Debtors and HCA in good faith and at arm's
length.  The Purchase Price is a fair and reasonable market price
and provides substantial value to the Debtors' estates, and the
amount realized will pay off the Debtors' indebtedness to all of
its creditors and allow the Debtors to make a distribution to their
equity holders... Sabra supports the relief requested in this
Motion," the Debtors aver.

Forest Park Realty Partners III, LP and BT Forest Park Realty
Partners, LP are represented by:

          Melissa S. Hayward, Esq.
          Julian P. Vasek, Esq.
          FRANKLIN HAYWARD LLP
          10501 N. Central Expy, Ste. 106
          Dallas, TX 75231
          Telephone: (972)755-7100
          Facsimile: (972)755-7110
          E-mail: MHayward@FranklinHayward.com
                  Jvasek@FranklinHayward.com

                     About Forest Park Realty

Forest Park Realty Partners III, LP, and BT Forest Park Realty
Partners, LP, own properties that constitute Forest Park Dallas,
which includes several hospital buildings, a parking garage, and a
vacant lot.

Forest Park Realty Partners III, LP, and BT Forest Park Realty
Partners, LP, sought Chapter 11 protection (Bankr. N.D. Tex. Lead
Case No. 15-34814) on Nov. 30, 2015. The petitions were signed by
Todd Furniss as manager of Neal Richards Group Forest Park
Development LLC, its general partner. Judge Stacey G. Jernigan has
been assigned to the cases.

Forest Park estimated assets of $50 million to $100 million and
liabilities of $100 million to $500 million.

Franklin Hayward LLP serves as counsel to the Debtors.


FPMC AUSTIN REALTY: Court OKs $60-Mil. Payment to Frost Bank
------------------------------------------------------------
Frost Bank, as a Lender and Administrative Agent for Amarillo
National Bank and Whitney Bank sought and obtained from Judge Tony
M. Davis of the U.S. Bankruptcy Court for the Western District of
Texas, Austin Division, authorization for debtor FPMC Austin Realty
Partners, LP, to pay Frost Bank its debt, fees, and expenses at
closing from the sale proceeds of the Debtor's primary assets.

Frost Bank related that it made a construction loan to the Debtor
under various loan documents in the original principal amount of
$63,742,287.  Frost Bank further related that the obligations under
the Pre-Petition Loan were secured by all assets of the Debtor,
then owned or thereafter acquired, including all products and
proceeds and a properly perfected first lien against the Property
through a deed of trust.

The Pre-Petition Loan was to be used to construct a medical campus
in Round Rock, Texas to be known as Forest Park Medical Center
Hospital, which included a hospital, medical office building and an
adjacent parking garage ("Property").

Frost Bank averred that the Court approved the sale of the Property
to St. David's Healthcare Partnership, L.P., LLP for $115 million.
Frost Bank further averred that during the Sale Hearing, the Court
instructed it to file its Second Amended Motion to set forth the
amounts to be paid to it and the procedures for the payment at
closing of the sale.

                         Pre-Petition Debt

Frost Bank contended that the total prepetition debt owed by the
Debtor is $58,953,708, and that the said amount consisted of the
following:

          Principal:                    $57,577,111
          Interest:                      $1,262,858
          Late Fee:                          $1,250
          Agency Fee:                       $30,000
          Appraisal:                         $7,525
          Attorney Fees and Expenses:       $74,964
           (August-December)

                             DIP Loan

Frost Bank contended that the DIP Loan is capped at $1.7 million
and expires on June 30, 2016.  It further contended that the DIP
Loan interest is a fixed rate of 10% with a per diem interest
accrual of $328.03 per day.

Frost Bank requested the Court to approve the DIP Loan Debt in the
amount of $1,244,886, which consisted of the following amounts to
be paid at closing, subject to any minor adjustments set forth in
Frost Bank's payoff letter and closing instructions to the Debtor's
title company and escrow agents:

          Principal:               $1,180,900
          Interest:                    $3,908
          Attorney Fees:              $60,079

Frost Bank related that the amount for attorney's fees in the DIP
Loan includes an estimated $10,000 in additional attorney fees and
expenses before the closing and an additional $5,000 post-closing,
which is the same amount provided in the DIP Loan for the Debtor's
counsel.

Judge Davis authorized the Debtor and its Title Company and Escrow
and Disbursement Agent to pay all the amounts due and owing to
Frost Bank, subject only to the final adjustments for additional
interest from May 13, 2016 to the closing date to be specified in
Frost Bank's payoff letters.

Frost Bank is represented by:

          Michael J. Quilling, Esq.
          Linda S. LaRue, Esq.
          Timothy A. York, Esq.
          QUILLING SELANDER LOWNDS,
          WINSLETT & MOSER, P.C.
          2001 Bryan Street, Suite 1800
          Dallas, TX 75201
          Telephone: (214)871-2100
          Facsimile: (214)871-2111
          E-mail: mquilling@qslwm.com
                  llarue@qslwm.com
                  tyork@qslwm.com

                     About FPMC Austin Realty

FPMC Austin Realty Partners, LP's primary asset is a medical
campus
property commonly known as the Forrest Park Medical Center
Hospital
and Medical Office Building located 8.5 acres on the south side of
SH 45 North between MoPac and I-35 in Round Rock, Texas
("Property").

FPMC Austin Realty Partners filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Tex. Case No. 16-10020) on Jan. 5, 2016. The petition
was signed by Mary Hatcher as manager of NRG Austin Dev. LLC, its
general partner. Judge Tony M. Davis has been assigned the case.

The Debtor estimated assets of $100 million to $500 million and
liabilities of $50 million to $100 million.

The Law Offices of Ray Battaglia, PLLC serves as the Debtor's
counsel.


FRAC SPECIALISTS: Can Sell Certain Trucks to Cornerstone
--------------------------------------------------------
U.S. Bankruptcy Judge Mark X. Mullin has authorized Frac
Specialists, LLC, to sell certain trucks to Cornerstone Co. free
and clear of all claims, encumbrances, liens, and interests
pursuant to Section 363(f) of the Bankruptcy Code.

The total sale proceeds will be allocated as follows:

         Frac Specialists       $83,000
         Acid Specialists        13,000
         Cement Specialists      30,000
                               --------
         Total                 $126,000

                      About Frac Specialists

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

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

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

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

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


FRAC SPECIALISTS: Can Use Capital One’s Cash Collateral
---------------------------------------------------------
U.S. Bankruptcy Judge Mark X. Mullin has authorized Frac
Specialists, LLC, to use the cash collateral after resolving
Capital One Bank's objection.

As additional adequate protection to Capital One for the Debtors'
use of the Cash Collateral, the Debtors are authorized and directed
to pay Capital One the sum of $1,750,000, which will be applied to
the outstanding principle of Capital One's indebtedness.  Upon such
payment, Capital One agrees that it will not at any time prior to
Aug. 15, 2016, seek additional adequate protection payments from
Debtors or the Court.

                      About Frac Specialists

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

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

On May 27, 2015, the Court directed the joint administration of the
cases.  The Debtors disclosed $61.7 million  in assets and $57.98
million in liabilities.

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

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


FRAC SPECIALISTS: Philip Spillane Resigns as CFO
------------------------------------------------
Frac Specialists, LLC, has filed a notice with the Bankruptcy Court
that Philip Spillane has resigned as the Debtors' Chief Financial
Officer and sole remaining officer effective upon the dismissal of
the Chapter 11 cases.

                      About Frac Specialists

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

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

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

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

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


FRANK ORION HAYMAN: Disclosure Statement Hearing Set for July 8
---------------------------------------------------------------
Debtors Frank Orion Hayman and Marcene Faye Kreifels−Hayman on
March 11, 2016, filed their amended disclosure statement and plan
under Chapter 11 of the Bankruptcy Code.

Judge Jerry C. Oldshue Jr. ruled that the hearing to consider the
approval of the amended disclosure statement shall be held via
Telephone Conference, (1−888−363−4749, Access Code 1729588,
Security Code 8818) on July 8, 2016 at 9:30 a.m., Central Time.

July 1, 2016, is fixed as the last day for filing and serving
written objections to the amended disclosure statement.  

Frank Orion Hayman and Marcene Faye Kreifels-Hayman filed a Chapter
11 petition (Bankr. N.D. Fla. Case No. 15-30605) on June 4, 2015.


FUHU INC: Committee Hires Berkeley as Forensic Accountant
---------------------------------------------------------
The Official Committee of Unsecured Creditors of Arctic Sentinel,
Inc., f/k/a Fuhu, Inc., et al., seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain Berkeley
Research Group, LLC as Forensic Acountant, nunc pro tunc to May 13,
2016.

The Committee requires Berkeley Research to:

     a. provide forensic and investigative accounting services
related to the prepetition financial affairs of the Debtors;

     b. provide periodic reports to the Committee and/or its legal
advisors as to Berkeley Research's findings;

     c. if necessary, provide expert reports and/or testimony
related to any causes of action that may be brought as a result of
Berkeley Research's findings; and

     d. perform other accounting and e-discovery services for the
Committee as may be necessary or proper in this proceeding.

Berkeley Research will be paid at these hourly rates:

     Thomas Jeremiassen, Managing Director          $525
     Nicholas Troszak, Associate Director           $445
     Spencer Ferrero, Consultant                    $310
     Laura Kramer, Associate                        $240

Berkeley Research does not represent any interest adverse to the
Debtor and its estates.

Berkeley Research may be reached at:

     Marvin Tenenbaum
     Berkeley Research Group, LLC
     70 W. Madison, Suite 5000
     Chicago, IL 60602
     Tel: (312)429-7900
     Fax:(312)637-4974
     E-mail: mtenenbaum@thinkbrg.com

                   About Fuhu, Inc.

Fuhu, Inc. and Fuhu Holdings, Inc. filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-12465) on Dec. 7, 2015.
The petition was signed by James Mitchell as chief executive
officer. The Debtors estimated assets in the range of $10 million
to $50 million and liabilities of $100 million to $500 million.
Pachulski Stang Ziehl & Jones LLP represents the Debtors as
counsel. Judge Christopher S. Sontchi presides over the case.

Fuhu is headquartered in El Segundo, California, and employs
approximately 115 employees and retains one independent contractor
who work in various areas including marketing, sales, operations,
creative, technology, development and management.

Court document indicates that between 2010 and 2013, Fuhu's revenue
grew to more than $195 million in 2013. Fuhu's array of nabi
tablets are sold in more than 10,000 retail outlets, including
Target, Best Buy, Costco Wholesale, Toys R'Us and Walmart stores.

Fuhu Moldings owns significant intellectual property assets of the
Debtors, including trademarks and copyrights.

The Office of the U.S. Trustee appointed seven creditors to the
official committee of unsecured creditors. Cooley LLP represents
the committee.

                          *     *     *

The Debtors won approval of bidding procedures in connection with
the sale substantially all of their operating assets. The Court
approved a Jan. 15, 2016 bid deadline, a Jan. 19 auction, and a
Jan. 20 sale hearing. Absent higher and better offers, the Debtors
are under contract sell the assets to stalking horse GWS Fuhu, LLC,
for $10,000,000, subject to adjustments, plus the assumption of the
assumed liabilities, and for a minimum of $1,000,000 to be
available for satisfaction of the claims of unsecured creditors.


GAWKER MEDIA GROUP: Case Summary & 50 Top Unsecured Creditors
-------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

     Debtor                                      Case No.
     ------                                      --------
     Gawker Media Group, Inc.                    16-11719
        fdba Gawker Sales, LLC
        fdba Gawker Entertainment, LLC
        fdba Gawker Technology, LLC
     114 5th Ave., 2nd Floor
     New York, NY 10011

     Kinja, Kft.                                 16-11718
        dba Jezebel
        dba io9
        dba Blogwire Hungary Kft.
        dba Defamer
        dba Gawker Stalker
        dba Kotaku
        dba Deadspin
        dba Lifehacker
        dba Jalopnik
        dba Valleywag
        dba Kinja
        dba Gizmodo
        dba Blogwire Hungary Szellemi Alkotast Hasznosito Kft.
        dba Blogwire
        dba Gawker
        dba Sploid
     Andrassy ut 66., 1062
     Budapest
     Hungary
Case No.: 16-11719

Type of Business: Media

Chapter 11 Petition Date: June 12, 2016

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

Debtor's Counsel: Gregg M. Galardi, Esq.
                  ROPES & GRAY LLP
                  1211 Avenue of the Americas
                  New York, NY 10036
                  Tel: 212-596-9000
                  Fax: 212-596-9090
                  Email: gregg.galardi@ropesgray.com

Debtor's          OPPORTUNE, LLP
Restructuring
Advisor:

Debtor's          HOULIHAN LOKEY CAPITAL, INC.
Investment
Banker:

Debtor's          PRIME CLERK LLC
Claims,
Notice
and
Balloting
Agent:


Estimated Assets: $50 million to $100 million

Estimated Debts: $100 million to $500 million

The petition was signed by William Holden, chief restructuring
officer.

List of Debtor's 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
List of Debtor's 50 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Terry Gene Bollea                    Litigation      $130,000,000
Harder Mirell & Abrams
132 S Rodeo Dr Ste 301
Beverly Hills, CA 90212
Tel: 424-203-1600
Email: charter@hmafirm.com

Morrison Cohen LLP                   Trade Debt          $115,379
dcohen@morrisoncohen.com

Risk Strategies Company              Trade Debt           $82,300
DeWitt Stern Group

SimpleReach, Inc.                    Trade Debt           $82,215
ops@simplereach.com

Google Inc. (DoubleCiick)            Trade Debt           $67,603
collections-us@google.com

Cloudinary Ltd.                      Trade Debt           $54,022
billing@cloudinary.com

Krux Digital                         Trade Debt           $51,143
billing@krux.com

Fastly                               Trade Debt           $42,051
marketing@fastly.com
billing@fastly.com

Fried, Frank, Harris, Shriver &      Trade Debt           $39,578
Jacobson LLP
annemarie.crouch@friedfrank.com

Medialink                            Trade Debt           $37,800
accounting@medialink.com

DataGram                             Trade Debt           $30,006
billing@datagram.com

Getty Images                         Trade Debt           $29,680
sales@gettyimages.com

The Hartford                         Trade Debt           $27,470

JW Player (Longtail Ad Solutions,    Trade Debt           $22,900
Inc.)
payments@jwplayer.com

Specless                             Trade Debt           $22,500
steve@gospecless.com

Moat Inc.                            Trade Debt           $20,443
jonah@moat.com

Google, Inc. (Analytics)             Trade Debt           $17,500
collections-us@google.com

Brandtale                            Trade Debt           $16,331
ben@brandtale.com

STAQ, INC.                           Trade Debt           $15,750
ar@staq.com

Shenker & Bonaparte, LLP             Trade Debt           $13,566
brooke@bb-law.net

Equinox Fitness Clubs -Corp          Trade Debt           $13,137
corpbilling@equinox.com

AOL Advertising                      Trade Debt           $12,844
rebecca.mcdaniel@teamaol.com

Operative Media, Inc.                Trade Debt           $11,820
AR@operative.com

Akerman LLP                          Trade Debt           $11,185
charles.brumback@akerman.com

Sizmek Technologies, Inc.            Trade Debt           $11,019
Barbara.Blyden@sizmek.com

Metropolitan Cleaning, LLC           Trade Debt           $10,173
jessica@fluke@metbldg.com

Marlena Agency, Inc.                 Trade Debt           $10,000
marlena@marlenaagency.com

Submersive Media                     Trade Debt            $8,100
info@submersivemedia.com

Ad-Juster, Inc. (media)              Trade Debt            $7,200
accountservices@adjuster.com

Nsone Inc.                           Trade Debt            $7,200
support@ns1.com

CDW Direct                           Trade Debt            $6,332
drewmcm@cdw.com

Jelle Claeys Automotive Artwork      Trade Debt            $5,000
info@jelleclaeys.be

Redbooks                             Trade Debt            $4,349
michael.emerson@redbooks.com

Joshua M Lees                           Trade Debt         $1,160

Market Halsey Urban Renewal, LLC        Trade Debt         $3,692
hrozell@jjop.com

Associated Press                        Trade Debt         $3,640
apdsalesopertaions@ap.org

ShoreTel Inc.                           Trade Debt         $3,089
skysuport@shoretel.com

L-Cut Digital Media, Inc.               Trade Debt         $3,000
lcutdigital@gmail.com

Merrill Communications, LLC             Trade Debt         $2,981
Billing@merrillcorp.com

Submarine Leisure Club, Inc.            Trade Debt         $2,876
(Wirecutter)
notes@thewirecutter.com

Corey Foster                            Trade Debt         $2,650
corey@gawker.com

ADP Workforce Now ADP, LLC              Trade Debt         $2,629

Optimizely, Inc.                        Trade Debt         $2,613
sales@optimizely.com

Atlantic Metro Communications           Trade Debt         $2,407
billing@atlanticmetro.net

Cogent Communications                   Trade Debt         $2,000
billing@cogentco.com

Pacific Coast News                      Trade Debt         $2,000
plubbock@photoshot.com

Creative Circle, LLC                    Trade Debt         $1,925
CollectionsNY@creativecircle.com

C&G Group Kft.                          Trade Debt         $1,794

The Oliver Group                        Trade Debt         $1,757
cnilsen@the-olivergroup.com

Concur Technologies, Inc.               Trade Debt         $1,512
ARCustomerSupport@concur.com


GAWKER MEDIA: Files for Bankruptcy After Losing $140M Lawsuit
-------------------------------------------------------------
Gawker Media, LLC filed a voluntary petition under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of New York after being ordered to pay $140.1 million in
connection with an invasion of privacy lawsuit arising from
publication of a report and commentary and accompanying sex video
involving Terry Gene Bollea.

A Florida jury awarded $140.1 million to Mr. Bollea, also known as
Hulk Hogan.  An additional $10 million of punitive damages was
assessed against Nick Denton, the Company's founder, and an
additional $100,000 of punitive damages was assessed against A.J.
Daulerio, the former editor-in-chief of Gawker.com.
  
The bankruptcy filing came after a judge refused to reduce the $50
million bond for each of the Bollea Litigation defendants to stay
execution of the judgments pending appeal and denied Gawker Media's
request to post stock or alternative collateral in lieu of the
bonds.

In its bankruptcy petition, the media company said it intends to
sell substantially all of its assets to preserve value for
distribution to creditors.

The Debtor estimated assets in the range of $50 million to $100
million and liabilities of up to $500 million.  It listed Terry
Bollea as its largest unsecured creditor holding a claim of $130
million.

Aside from the Bollea Litigation, the Company is also a party to
numerous other litigations seeking more than $160 million in
damages, namely: (a) Huon v. Denton, et al., No. 11-cv-03054 (N.D.
Ill.) and on appeal No. 15-3049 (7th Cir.); (b) Ashley Terrill v.
Gawker Media, LLC, et al., No. 16-CV-00411 (S.D.N.Y.); (c) Teresa
Thomas v. Gawker Media, LLC, et al., No. 16-CV-09519 (Or. Multnomah
Cty. Cir. Ct.; (d) Ayyadurai v. Gawker Media, LLC, et al., No.
16-CV-10853; and (e) Charles C. Johnson, et al. v. Gawker Media,
LLC, et al., No. 15CECG03734 (Cal. Super. Ct. Fresno Cty.).

Founded in 2002 by Nick Denton, Gawker Media is privately-held
online media company operating seven distinct media brands with
corresponding websites under the names Gawker, Deadspin,
Lifehacker, Gizmodo, Kotaku, Jalopnik, and Jezebel.  The Company's
various Websites cover, among other things, news and commentary on
current events, politics, pop culture, sports, cars, fashion,
productivity, technology and video games.

Between 2012 and 2015, the Company experienced a compound annual
growth rate of approximately 24%, with revenue in 2015 of
approximately $49.9 million.  The Company's primary source of
revenue is selling advertising space on its Websites.

The Debtor has engaged Ropes & Gray LLP as bankruptcy counsel,
Opportune LLP as restructuring advisor, Houlihan Lokey Capital,
Inc. as investment banker and Prime Clerk LLC as notice, claims,
balloting and administrative agent.

The Debtor's case is assigned to the Honorable Stuart M. Bernstein
and is assigned case number 16-11700.


GEIGER DEVELOPMENT: Hires Robert O Lampl Law Firm as Attorneys
--------------------------------------------------------------
Geiger Development, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to employ
Robert O Lampl and his Law Firm as Attorneys.

The Debtor requires the Robert O Lampl firm to:

     a. administer of its estate and represent the Debtor on
matters involving legal issues that are present or are likely to
arise in the case;

     b. prepare any legal document on behalf of the Debtor;

     c. review reports for legal sufficiency;

     d. furnish information on legal matters regarding legal
actions and consequences; and

     e. all necessary legal services connected with Chapter 11
proceedings including the prosecution and/or defense of any
adversary proceedings.

The O Lampl Firm will be paid at these hourly rates:

      Robert O Lampl                     $450
      John P. Lacher                      $400
      David L. Fuchs                      $375
      Ryan J. Cooney                      $275
      Paralegal                           $150

The initial retainer payment of $25,000 was paid from pre-petition
and non-Estate funds.

Robert O Lampl assured the Court that his Law Firm does not
represent any interest adverse to the Debtors and their estates.

Robert O Lampl and his Law Firm may be reached at:

      Robert O Lampl, Esq.
      John P. Lacher, Esq.                      
      David L. Fuchs, Esq.                     
      Ryan J. Cooney, Esq.                     
      Robert O Lampl Law Office
      960 Penn Avenue, Suite 1200
      Pittsburgh, PA 15222
      Telephone: (412)392-0330
      Facsimile: (412)392-0335
      E-mail: rlampl@lampllaw.com

Geiger Development, Inc., based in Friedens, Pa., filed a Chapter
11 petition (Bankr. W.D. Pa. Case No. 16-70427) on June 2, 2016.
The Hon. Jeffery A. Deller presides over the case.  Robert O Lampl,
Esq., 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 Larry Mostoller, Jr.,
secretary/treasurer.


GLACIAL MATERIALS: Hires Gleichenhaus Marchese as General Counsel
-----------------------------------------------------------------
Glacial Materials, LLC seeks authorization from the U.S. Bankruptcy
Court for the Western District of New York to employ Gleichenhaus,
Marchese & Weishaar, PC as General Counsel.

The Debtor requires Gleichenhaus Marchese to:

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

     b. take necessary action to avoid liens against Debtor's
property, remove restraints against Debtor's property and such
other actions to remove any encumbrances of liens which are
avoidable, which were placed against the property of the Debtor
prior to the filing of the Petition instituting this proceeding and
at a time when the Debtor was insolvent;

     c. take necessary action to enjoin and stay until final decree
herein any attempts by secured creditors to enforce liens upon
property of the Debtor in which property Debtor ha substantial
equity;

     d. represent the Debtor in any proceedings which may be
instituted in the Court by creditors or other parties during the
course of this proceeding;

     e. prepare on behalf of the Debtor the necessary petitions,
answers, orders, reports, and other legal papers;

     f. perform all other legal services for the Debtor as
Debtor-in-Possession, necessary to employ attorneys for such
services.

Gleichenhaus Marchese will be paid at these hourly rates:

      Robert B. Gleichenhaus                   $300
      Michael A. Weishaar                      $300
      Paralegals                                $80

Gleichenhaus Marchese held a net retainer in the amount of
$15,000.
     
Michael A. Weishaar, partner of Gleichenhaus, Marchese & Weishaar,
PC, assured the Court that Gleichenhaus Marchese does not represent
any interest adverse to the Debtors and their estates.

Gleichenhaus Marchese may be reached at:

        Michael A. Weishaar, Esq.
        Gleichenhaus, Marchese & Weishaar, PC
        930 Convention Tower
        43 Court Street
        Buffalo, NY 14202
        Tel: (716)845-6446
        Fax: (716)845-6475

Glacial Materials, LLC, based in Buffalo, N.Y., sought chapter 11
protection (Bankr. W.D.N.Y. Case No. 16-10907) on May 5, 2016, is
represented by Robert B. Gleichenhaus, Esq., at Gleichenhaus,
Marchese & Weishaar, P.C., in Buffalo, N.Y., and estimated its
assets and debts at less than $10 million at the time of the
filing.  


GLOBAL HEALTHCARE: Acquisition Plans No Impact on Moody's B2 CFR
----------------------------------------------------------------
Moody's Investors Service said that there is no impact to Global
Healthcare Exchange's ("GHX") B2 Corporate Family Rating, the
rating on its senior secured credit facilities or the stable
outlook following the company's announcement that it is increasing
the existing $375 million senior secured term loan B ("TLB") by
about $43 million to make an acquisition that will be complementary
to its core business profile. The increase in the TLB is credit
negative because it increases GHX's PF LTM March 31, 2016 leverage
by about 0.5x to about 5.9x (Moody's adjusted), though the
acquisition also brings strategic benefits.


GOGO INC: Moody's Assigns 'B3' Corporate Family Rating
------------------------------------------------------
Moody's Investors Service assigned a B3 Corporate Family Rating, a
B3-PD Probability of Default Rating and a SGL-2 Speculative Grade
Liquidity ("SGL") Rating for Gogo Inc. ("Gogo" or "the company").
Moody's also assigned a B2 (LGD3) rating to the company's senior
secured note offering, which is expected to raise at least $500
million in proceeds, with the possibility of upsizing to $550
million. The senior secured notes will be issued at its subsidiary,
Gogo Intermediate Holdings LLC, and co-issued at a second
subsidiary, Gogo Finance Co. Inc. The company plans to use the
borrowings to refinance indebtedness outstanding under its amended
and restated senior term facility, which Gogo may prepay at par
plus 3.0% of the principal amount of the loans prepaid. Gogo
intends to use the remaining net proceeds, if any, for working
capital and other general corporate purposes, including potential
costs associated with the launch and commercial rollout of Gogo's
next-generation technology solutions. The outlook is stable.

Moody's has taken the following rating actions:

Issuer: Gogo Inc.

Corporate Family Rating, Assigned B3

Probability of Default Rating, Assigned B3-PD

Speculative Grade Liquidity Rating, Assigned SGL-2

Outlook, Stable

Issuer: Gogo Intermediate Holdings LLC (co-issued by Gogo Finance
Co. Inc.)

Gtd Senior Secured 1st Lien Notes, Assigned B2 (LGD3)

Outlook, Stable

RATINGS RATIONALE

Gogo's B3 CFR reflects its small scale, low margins, high leverage
and the expectation of negative free cash flow for the next several
years as the company heavily invests in connection with the
roll-out of the company's technology roadmap and international
expansion. Advanced satellite technology, such as 2Ku, and
additional air-to-ground technologies will help address current
data demands and enable a platform for future growth. The rating is
supported by the company's strong market position in broadband aero
communications, the industry's high barriers to entry, a robust
revenue growth profile, its continuing long-term relationship with
American Airlines (one of Gogo's largest customers), relatively
large cash balances and a seasoned and proven management team.

On June 3, Gogo announced that it reached an agreement with
American Airlines ("AA") to provide service on a meaningful portion
of the American fleet currently served by Gogo. As part of the
agreement, Gogo will install its 2Ku service on almost 140
aircraft, increasing the company's total 2Ku awarded aircraft to
over 1,200 aircraft, demonstrating a strong market adoption of 2Ku
technology. The agreement removes some of the uncertainty
associated with Gogo's relationship with AA and provides visibility
to Gogo's forecast with 2Ku installs projected through 2018 being
locked in at this point in time.

Gogo will continue providing ground-based air-to-ground ("ATG")
connectivity, but AA has the option to remove service from as many
as 550 aircraft. About 150 of these aircraft will be retired, and
AA hasn't decided which providers it will use to upgrade its
remaining aircraft. Competitors such as ViaSat and Panasonic could
potentially win some or all of the remaining aircraft as AA has
demonstrated a willingness to have multiple suppliers for broadband
on its aircraft. AA also announced on June 3 that it reached an
agreement with ViaSat to provide satellite service on its new
Boeing 737 MAX fleet of about 100 aircraft.

Gogo's SGL-2 short-term liquidity rating indicates Moody's
expectation that the company will sustain good liquidity through
the next 12 to 18 months due to its large cash balances. Moody's
expects Gogo to remain cash flow negative for FYE2016 and FYE2017
as the company aggressively invests into growing out the business.
As of March 31, 2016, Gogo had $313 million in cash and no
revolver. The note offering, assuming it results in $500 million of
proceeds, is expected to increase cash balances by about $194
million.

The B2 rating of the senior secured first lien notes held at Gogo
Intermediate Holdings LLC (also co-issued at Gogo Finance Co. Inc.)
reflect a LGD3 loss given default assessment. The rating is notched
down from the LGD model output due to Moody's concern about lower
than average recovery due to the heightened technology risk
associated with the deployment of Gogo's new 2Ku service. The
secured notes are guaranteed on a senior secured basis by Gogo Inc.
and by each of Gogo Inc.'s existing and future domestic restricted
subsidiaries (other than the co-issuers of the notes: Gogo
Intermediate Holdings LLC and Gogo Finance Co. Inc.).

The stable outlook reflects Moody's expectation that the company
will continue to produce relatively healthy revenue growth while
leverage remains high as Gogo heavily invests during its growth
phase.

Given the expectation for high leverage and negative free cash
flow, an upgrade is unlikely over the next 12 to 18 months.
However, upward rating pressure would ensue if Gogo were to
sustainably generate free cash flow and financial leverage
approached 4x (Moody's adjusted).

Downward rating pressure could develop if liquidity becomes
strained, revenue growth stalls, or if the company is unable to
improve its free cash flow profile over time. Additionally, debt
financed acquisitions/investments which result in a deterioration
in cash flow or a material increase in leverage could result in a
downgrade.


GOODRICH PETROLEUM: Can Access Cash Collateral on Final Basis
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, gave Goodrich Petroleum Corporation and its
affiliated debtors permission to use cash collateral and all other
Prepetition Collateral on a final basis.

The Debtor's right to use the Cash Collateral pursuant to the Final
Order will terminate without further notice or court proceeding on
the earliest to occur of August 5, 2016, five business days after
the delivery by the First Lien Agent of a written notice of
termination as a result of the occurrence and continuation of any
termination events.

The Troubled Company Reporter previously reported that Debtors were
given interim authority and directed to pay Wells Fargo Bank, N.A.,
as successor Administrative Agent to BNP Paribas under the First
Lien Credit Agreement and the other First Lien Secured Parties an
adequate protection payments in an amount equal to all accrued and
unpaid prepetition or postpetition interest, fees and costs due and
payable under the First Lien Credit Agreement, where such payments
calculated based on the Alternative Base Rate plus 2.25% Applicable
Margin, provided that additional interest on the
First Lien Prepetition Indebtedness at the post-default rate of 2%
shall continue to accrue and shall be added to the aggregate
allowed amount of the First Lien Prepetition Indebtedness.

As additional adequate protection, the Debtors are also directed
to
pay in cash the reasonable professional fees, expenses and
disbursements incurred by the First Lien Agent arising prior to
and
subsequent to the Petition Date, including the professional fees
and expenses of Willkie Farr & Gallagher LLP, Deloitte CRG and
other professionals or advisors retained by or on behalf of the
First Lien Agent.

The Second Lien Trustees are granted security interests in and
liens on the Collateral to secure payment of an amount equal to
the
Collateral Diminution, as adequate protection for the benefit of
the Second Lien Secured Parties. As additional adequate protection
to Franklin Advisors, Inc., in its capacity as investment manager
on behalf of the majority of holders of the Second Lien Notes, the
Debtors are directed to pay – only when the Debtors are
longer
seeking to assume the Second Lien RSA or the RSA has been
terminated – in cash the professional fees expenses and
disbursements incurred by Franklin under the Second Lien Notes,
which shall be limited to the reasonable fees, expenses and
disbursements of Jones Day LLP, as counsel to Franklin, and
Intrepid Financial Partners, as financial advisor to Franklin.
However, these fees and expenses of Franklin will only become
effective if it is approved as part of the Final Order.

Moreover, the Court allowed a Post Carve Out in an aggregate
amount
not to exceed $500,000 for the payment of all fees required to be
paid to the Clerk of the Bankruptcy Court and the U.S. Trustee,
any
fees and disbursements incurred by a Chapter 7 Trustee in amount
not to exceed $25,000, all allowed unpaid fees and disbursements
incurred by professionals retained by the Debtors and the
Committee.

An aggregate of $50,000 from the Carve Out and the Collateral may
be used to pay any professional fees and expenses of the Committee
to investigate the claims and liens of the Prepetition Secured
Parties and the Debtors may use Cash Collateral to pay Allowed
Professional Fees incurred by the Debtors in order to respond to
any discovery requests by the Committee in connection with such
investigation.

A full-text copy of the Final Cash Collateral Order dated June 06,
2016, with Budget is available at https://is.gd/1Fn3kk

                    Committee's Objection

The Official Committee of Unsecured Creditors related that since
its inception, it has been actively engaged in discussions with the
Debtors together with its advisors, the First Lien Secured Parties
and the Second Lien Secured Parties to rapidly get up to speed on
the Debtors' businesses and their proposed restructuring.  Based on
these discussions, the Committee believes that potential contested
issues have narrowed significantly, but at least two critical
issues remain open as of the time of filing this Objection.
Specifically, according to the Committee, the primary open points
are as follows:

   1. The Proposed Final Order contains unacceptable financial
restraints on the Committee’s ability to investigate claims and
prosecute causes of action for the benefit of unsecured creditors.


   2. The Budget allocated for the Committee’s fees is
restrictively small and contains no variance provision, which could
easily and unnecessarily lead to an event of default under the
Proposed Final Order. Likewise, the Carve Out cap is insufficient
to enable the Committee to adequately perform its fiduciary duties
to unsecured creditors.

Proposed Counsel to the Official Committee of Unsecured Creditors:

       Sarah Link Schultz, Esq.
       Sarah J. Crow, Esq.
       AKIN GUMP STRAUSS HAUER & FELD LLP
       1700 Pacific Ave., Suite 4100
       Dallas, TX 75201-4624
       Telephone: (214) 969-2800
       Facsimile: (214) 969-4343
       Email: sschultz@akingump.com
              sjcrow@akingump.com

       -- and --

       Fred S. Hodara, Esq.
       AKIN GUMP STRAUSS HAUER & FELD LLP
       One Bryant Park
       New York, NY 10036-6745
       Telephone: (212) 872-8040
       Facsimile: (212) 872-1002
       Email: fhodara@akingump.com

               About Goodrich

Goodrich Petroleum Corporation is an independent oil and natural
gas company engaged in the exploration, development and production
of oil and natural gas on properties primarily in (i) Southwest
Mississippi and Southeast Louisiana, which includes the Tuscaloosa
Marine Shale Trend, (ii) Northwest Louisiana and East Texas, which
includes the Haynesville Shale, and (iii) South Texas, which
includes the Eagle Ford Shale Trend.

Goodrich Petroleum and its subsidiary Goodrich Petroleum Company,
L.L.C. filed voluntary petitions on April 15, 2016, in the United
States Bankruptcy Court for Southern District of Texas to pursue a
pre-packaged Chapter 11 plan of reorganization. The Debtors have
filed a motion with the Court seeking joint administration of the
Chapter 11 Cases under the caption In re Goodrich Petroleum
Corporation, et. al (Case No. 16-31975).

Goodrich estimated $50 million to $100 million in assets and $500
million to $1 billion in liabilities.  The petition was signed by
Robert C. Turnham, Jr., president and chief operating officer.
Bankruptcy Judge Marvin Isgur presides over the case.

Bradley Roland Foxman, Esq., Garrick Chase Smith, Esq., Harry A.
Perrin, Esq., David S. Meyer, Esq., and Lauren R. Kanzer, Esq., at
Vinson & Elkins LLP, serve as the Debtors' counsel. Lazard Freres &
Co. LLC, serves as the Debtors' investment banker while BMC Group,
Inc., serves as notice, claims and balloting agent.

The Office of the U.S. Trustee on April 27 appointed six creditors
of Goodrich Petroleum Corporation to serve on the official
committee of unsecured creditors.  The Committee retained Akin Gump
Strauss Hauer & Feld LLP as counsel.


GREATBATCH INC: Moody's Affirms B2 CFR & Changes Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service changed the rating outlook of Greatbatch,
Inc. to negative from stable.  At the same time, Moody's affirmed
the company's existing ratings, including its B2 Corporate Family
Rating and B2-PD Probability of Default Rating. Moody's also
downgraded company's Speculative Grade Liquidity Rating to SGL-3
from SGL-2.

The negative rating outlook reflects Moody's belief that
Greatbatch's weaker than anticipated operating performance will
make it more challenging to reduce its financial leverage to levels
acceptable for its rating.  Lower than anticipated end-user demand,
customer inventory reduction initiatives, and price concessions in
renegotiating long term contracts will limit revenue and EBITDA
growth.

The downgrade of Greatbatch's Speculative Grade Liquidity Rating to
SGL-3 from SGL-2 reflects deterioration in the company's cash flow
and cash balances.  In addition, headroom related to compliance
under its net leverage covenant will erode due to scheduled step
downs over the next twelve months.  Furthermore, Moody's believes
that Greatbatch will not achieve meaningful EBITDA growth or debt
repayment over the next 12 months.

Ratings downgraded:

Greatbatch, Inc.
  Speculative Grade Liquidity Rating to SGL-3 from SGL-2

Ratings affirmed:

Greatbatch, Inc.
  Corporate Family Rating at B2
  Probability of Default at B2-PD
  Senior secured first lien revolving credit facility at B1
  (LGD 3)
  Senior secured first lien term loan A at B1 (LGD 3)
  Senior secured first lien term loan B at B1 (LGD 3)
  Senior unsecured notes at Caa1 (LGD 6)
  The outlook on all ratings is negative.

                        RATINGS RATIONALE

Greatbatch's B2 Corporate Family Rating reflects Moody's
expectation that the company will operate with relatively high
financial leverage, modest interest coverage and very high
concentration among its top customers.  Greatbatch will continue to
face integration and execution risks associated with its
acquisition of Lake Region Medical, the largest acquisition in its
history.  However, the ratings are supported by the company solid
scale and market position in the highly fragmented medical device
outsourcing business as well as expected cost synergies.

The ratings could be downgraded if the company continues to face
top-line and earnings pressure, loses a key customer, or if
liquidity deteriorates.  In addition, the ratings could be lowered
if the company engages in debt-financed acquisitions or shareholder
initiatives.  If debt/EBITDA is sustained above 6.0 times, it could
result in a downgrade.  The ratings could be upgraded upon
successful integration of the Lake Region Medical acquisition and
the realization of synergies, resulting in improved profitability
and cash flow.  Additionally, debt/EBITDA would need to be
sustained below 5.0 times in order for Moody's to consider an
upgrade.

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

Headquartered in Frisco, TX, Greatbatch, Inc. performs contract
manufacturing services, primarily for companies within the medical
device industry.  In late 2015, Greatbatch acquired Lake Region
Medical, one of its largest competitors.  Pro forma, annual net
sales are approximately $1.4 billion.  At its 2016 annual meeting,
stockholders approved management's proposal to change the company's
name to Integer Holdings Corporation.


GRIDWAY ENERGY: Philip Spillance Resigns as CFO
-----------------------------------------------
Gridway Energy Holdings, Inc., has filed a notice with the
Bankruptcy Court that Philip Spillane has resigned as Chief
Financial Officer and sole remaining officer effective upon the
dismissal of the Chapter 11 Cases.

                       About Gridway Energy

Gridway Energy Holdings, Inc., and its affiliates, including
Glacial Energy Holdings -- providers of electricity and natural gas
in markets that have been restructured to permit retail competition
-- sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead
Case No. 14-10833) on April 10, 2014.

The Debtors have 200,000 electric residential customers and 55,000
gash residential customers across the U.S.  A large portion of the
customers' energy consumption and revenue is generated in the
northeast U.S., Ohio, Illinois and Texas (collectively accounting
for 80% of revenue), with the remaining portion coming from
California and other states.

The Debtors blamed the bankruptcy due to lower revenue brought by
increased market competition, which caused the Debtors to default
on certain of their obligations. Gridway defaulted on $60 million
of debt.

Prepetition, the Debtors negotiated a stock purchase transaction
with an interested buyer. But in March 2014, the purchaser withdrew
from the transaction because of the large amount of debt that the
purchaser would become liable through a stock transaction.

The Debtors are represented by Michael R. Nestor, Esq., Joseph M.
Barry, Esq., and Donald J. Bowman, Jr., Esq., at Young Conaway
Stargatt & Taylor, LLP; and Alan M. Noskow, Esq., and Mark A.
Salzberg, Esq., at Patton Boggs LLP.  They employed Omni Management
Group, LLC, as claims and notice agent.

Gridway Energy estimated assets of $500 million to $1 billion and
debt of more than $1 billion.

The Creditors' Committee is represented by Sharon Levine, Esq., and
Philip J. Gross, Esq., at Lowenstein Sandler LLP; and Frederick B.
Rosner, Esq., and Julia B. Klein, Esq., at The Rosner Law Group
LLC.

Vantage is represented in the case by Ingrid Bagby, Esq., David E.
Kronenberg, Esq., Kenneth Irvin, Esq., and Karen Dewis, Esq., at
Cadwalader, Wickersham & Taft LLP, and Jason M. Madron, Esq., at
Richards, Layton & Finger, P.A.


GULFMARK OFFSHORE: S&P Affirms 'CCC' Ratings on Weak Credit Metrics
-------------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC' corporate credit rating on
U.S.-based offshore service provider GulfMark Offshore Inc.  The
rating outlook remains negative.

At the same time, S&P affirmed its 'CCC+' issue-level rating on
Gulfmark's senior unsecured notes.  The recovery rating remains
'2', indicating S&P's expectation for substantial recovery
(70%-90%; lower half of the range) for debtholders in the event of
a payment default.

"The ratings affirmation reflects our belief that the company could
consider a debt exchange or restructuring that we would view as
distressed over the next 12 months," said S&P Global Ratings credit
analyst Kevin Kwok.  "We expect dayrates and utilization for the
company's vessels will continue to weaken in 2016, resulting in
unsustainable credit metrics," he added.

"We are lowering our assessment of Gulfmark's business risk to weak
from fair, reflecting the company's increased volatility in
profitability.  Gulfmark's EBITDA dropped by 70% last year, and we
project a further decline in 2016.  We expect that the company will
have difficulty replacing contracts as they roll off this year due
to weak demand for offshore drilling services in the Gulf of
Mexico.  Utilization has dropped from almost 85% in 2014 to about
38% in the first quarter of 2016, and dayrates for new contracts
have also declined due to an oversupply of offshore vessels.  We
expect utilization and dayrates to remain relatively flat over the
next few quarters," S&P said.

The negative outlook reflects S&P's expectation that dayrates and
utilization levels will be weak in 2016 compared with those in
2015.  S&P expects credit metrics to be at unsustainable levels in
2016 and 2017, and believes the company could consider a distressed
debt exchange or restructuring.

S&P could lower the ratings if the company missed an interest
payment or restructured its debt.

S&P could raise the ratings if it expected the company to be able
to meet its near-term obligations, and S&P no longer believed the
company would consider a debt exchange or restructuring, which
would most likely occur if offshore oil and gas activity recovered
or if the company were able to sell assets or raise equity.


HAGGEN HOLDINGS: Court OKs Amendment #1 to Albertson's APA
----------------------------------------------------------
The Honorable Kevin Gross of the U.S. Bankruptcy Court for the
District of Delaware entered an order on June 1, 2016, approving
Amendment #1 to the Asset Purchase Agreement dated May 31, 2016, by
and among Haggen Opco North LLC, Haggen, Inc., and Haggen
Operations Holdings, LLC, as Sellers, and the Buyer, Albertson's
LLC.

The Parties entered into Amendment #1 to the APA in order to
capitalize on certain additional assets that were not included in,
and to clarify certain terms of, the APA.  The additional assets
transferred under the First Amendment included (a) IT equipment
that was originally located at a "non-core" store whose real
property lease was previously rejected by the Debtors, (b) all
assets related to Sellers' catering business and any trucks, vans
or autos owned by Sellers and used in connection with such catering
business, and (c) all assets of Sellers' liquor distribution
business, including the liquor inventory at cost and the real
property lease for the property located at 3800 First Avenue South,
in Seattle, Washington.

Judge Gross also approves the sale of certain additional assets to
the Buyer to the First Amendment, and the assumption and assignment
of the real property lease for the property located at Seattle
property, and fixed the Cure Amount for the Liquor Distribution
Lease at the amount of $17,961.  In addition, the Court authorizes
the Sellers to pay any and all amounts outstanding under the Retail
Installment Sale Contract by and among Haggen, Inc., and DCOB Inc.
d/b/a Rairdon's Dodge Chrysler Jeep of Bellingham, up to and
aggregate amount of approximately $34,091.

                About Haggen Holdings

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

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

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

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

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

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

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


HAGGEN HOLDINGS: Inks Amendment #2 to Albertson's APA
-----------------------------------------------------
Haggen Holdings, LLC, and its affiliated Debtors have submitted to
the U.S. Bankruptcy Court a motion seeking, among other things, the
entry of an order:

   (a) authorizing and approving the Debtors’ entry into
Amendment #2 to Asset Purchase Agreement, which amends that certain
Asset Purchase Agreement by and among Haggen Opco North LLC,
Haggen, Inc., and Haggen Operations Holdings, LLC, as Sellers, and
the Buyer, Albertson's LLC, and that certain letter agreement
between the Parties regarding certain capital improvements and
promotional expenditures to be made in connection with the Asset
Purchase Agreement.

   (b) approving the assumption and assignment of the Arlington, WA
Lease to the Buyer.

   (c) authorizing the Debtors to pay severance to certain of their
employees.

   (d) authorizing the Debtors to consummate transactions related
to the Second Amendment and Letter Agreement.

The Sellers have agreed to enter into the Second Amendment to
further capitalize on certain of their assets and to clarify
certain terms of the APA in the broader context of the Albertson's
Sale.  Particularly, the Sellers have agreed to sell to Buyer the
real property lease for the property located at 5917 195th Street
NE, in Arlington, Washington, which property is used primarily as a
storage facility for certain of Sellers' records and equipment.

Under the Second Amendment, the Arlington, WA, Lease will be
assumed and assigned to Buyer and deemed instead to be a "Store
Lease." Furthermore, under the terms of the APA as currently
drafted, the Purchase Price for the Albertson's Sale is to be
adjusted downward for amounts payable by Buyer with respect to
Assumed Employee Liabilities to Transferred Employees in accordance
with the valuations set forth on the Disclosure Schedule to the
APA.

Specifically, the Assumed Employee Liabilities with respect to
Transferred Employees (other than accrued sick time) would be
valued at 100% of the accrued or earned amount as of the Closing.
However, pursuant to the Second Amendment, the Buyer has agreed to
forego a purchase price reduction for any Assumed Employee
Liabilities which is not entitled priority under the Bankruptcy
Code but in no event will the accrued or earned amount of these
Assumed Employee Liabilities exceed $260,000.

Furthermore, in order to provide the Sellers' corporate employees
that are being terminated in connection with the Albertson's Sale
with some financial stability after their loss of employment, and
to generate goodwill in the grocery industry, the Buyer wishes to
fund severance payments for such employees -- the aggregate cost of
the Severance Payments will be approximately $382,000.

The Buyer has agreed to fund all promotional expenditures to be
made, and capital improvements to be implemented, at three of the
Core Stores to be transferred to Buyer under the Asset Purchase
Agreement. The Parties have determined that these promotional
expenditures and capital improvements are necessary to the
continued viability of such stores, and have estimated that the
aggregate cost of the capital improvements will be approximately
$260,000 (with the understanding that such costs in excess of
$347,000 will require the consent of Buyer, which consent shall not
to be unreasonably withheld, conditioned or delayed). In addition,
the Buyer has remitted approximately $193,577 to Sellers to fund
the needed promotional expenditures.

Counsel to the Debtors and Debtors-in-Possession:

       Matthew B. Lunn, Esq.
       Robert F. Poppiti, Esq.
       Ian J. Bambrick, Esq.
       Ashley E. Jacobs, Esq.
       YOUNG CONAWAY STARGATT & TAYLOR, LLP
       Rodney Square
       1000 North King Street
       Wilmington, Delaware 19801
       Telephone: (302) 571-6600
       Facsimile: (302) 571-1253
       Email: mlunn@ycst.com
              rpoppiti@ycst.com
              ibambrick@ycst.com
              ajacobs@ycst.com

       -- and --

       Frank A. Merola, Esq.
       Sayan Bhattacharyya, Esq.
       Elizabeth Taveras, Esq.
       STROOCK & STROOCK & LAVAN LLP
       180 Maiden Lane
       New York, New York 10038-4982
       Telephone: (212) 806-5400
       Facsimile: (212) 806-6006
       Email: fmerola@stroock.com
              sbhattacharyya@stroock.com
              etaveras@stroock.com

           About Haggen Holdings

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

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

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

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

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

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

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


HALLUCINATION MEDIA: Given Until Aug. 29 to File Plan, Outline
--------------------------------------------------------------
Judge K. Rodney May of the U.S. Bankruptcy Court for the Middle
District of Florida, Tampa Division, directed Hallucination Media,
LLC, to file a plan and disclosure statement on or before August
29, 2016.

The case came on for status conference pursuant to Bankruptcy Code
Section 105(d) on June 2, 2016.  At the Status Conference, the
Court reviewed the nature and size of the Debtor's business, the
overall status of the case and considered the respective positions
of the parties represented at the Status Conference.  Based on that
review, the Court has determined that it is appropriate in this
case to implement procedures governing the filing of a plan of
reorganization and disclosure statement to ensure that this case is
handled expeditiously and economically.

If the Debtor fails to file a Plan and Disclosure Statement by the
Filing Deadline, the Court will issue an Order to Show Cause why
the case should not be dismissed or converted to a Chapter 7 case
pursuant to section 1112(b)(1) of the Bankruptcy Code.

Hallucination Media, LLC (Bankr. M.D. Fla., Case No. 16-04116)
filed a Chapter 11 Petition on May 12, 2016.  The Debtor is
represented by Leon A. Williamson Jr., Esq., at Leon A. Williamson,
Jr., P.A.


HDREPAIR.COM CORP: Hires Brett A. Elam Law Firm as Counsel
----------------------------------------------------------
HDRepair.com Corp., seeks permission from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Brett A. Elam and
The Law Offices of Brett A. Elam as attorney.

The Debtor requires Mr. Elam to:

     a. advise the Debtor of the requirements of the Bankruptcy
Code, the Federal Rules of Bankruptcy Procedure, applicable local
rules pertaining to the administration of the case and U.S. Trustee
Guidelines related to the daily operation of the Debtor's business
and administration of the estate;

     b. represent the Debtor in all proceedings before this Court;

     c. negotiate with creditors, prepare and seek confirmation of
a plan of reorganization and related documents, and assist the
Debtor with implementation of any plan; and

     d. perform all other legal services for the Debtor as may be
necessary in connection with the case.

The firm will be paid at these hourly rates:

        Attorneys              $225-$375
        Paralegals             $95-$135

The Debtor paid a prepetition retainer in the amount of $7,500.
However, this amount has been billed against and depleted for
pre-petition work.
    
Brett A. Elam, member of The Law Offices of Brett A. Elam, assured
the Court that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

The firm can be reached at:

       Brett A. Elam
       The Law Offices of Brett A. Elam
       105 S. Narcissus Avenue, Suite 802
       West Palm Beach, FL 33401
       Tel: (561) 833-1113
       Fax: (516) 833-1115

HDRepair.com Corp. -- fdba Roxberry Enterprises, Inc., LOVJuice,
Inc., Cabelite, LLC and HDRepair Services, LLC -- filed a Chapter
11 petition (Bankr. S.D. Fla. Case No. 16-17855) on May 31, 2016.
The Hon. Erik P. Kimball oversees the case.  The Debtor is
represented by Brett A Elam, Esq., at Farber + Elam, LLC.  The
petition was signed by Robert Roxberry, president.


HDREPAIR.COM CORP: Plan Offers Cash, Preferred Stock to Unsecureds
------------------------------------------------------------------
HDRepair.com Corp. filed a Chapter 11 and disclosure statement with
the U.S. Bankruptcy Court for the Southern District of Florida.

The Plan provides that on the effective date, holders of Allowed
General Unsecured Claims in Class 7 will be paid:

     -- cash equal to 1% of each claim within Class 7; and

     -- a participating convertible preferred stock in the
Reorganized Debtor in an amount equal to 19% of the face value of
each allowed unsecured claim.  The preferred stock will have a 3%
non-cumulative dividend and the principal amount of the preferred
stock will be redeemed annually through the dedication of 15% of
the profits of the Reorganized Debtor and 10% of the proceeds of
the sale of franchises by LOVJuice Franchising LLC.  

According to the Debtor, this element of the Plan provides for the
indubitable equivalent, i.e., the partial funding of the plan to
the unsecured creditors through a participation in proceeds from
future franchise sales.

According to its liquidation analysis, general unsecured claims
total $623,015.  In a Chapter 7 liquidation, the Debtor says there
won't be enough money to pay this creditor group.  It projects its
total property value in a liquidation to be $346,181, which will
not be enough to even satisfy secured claims, totaling $606,500.

A copy of the Disclosure Statement is available at:

          http://bankrupt.com/misc/flsb-16-17855-0012.pdf

HDRepair.com Corp. is a marketer and provider of "in-home warranty"
services to name brand manufacturers and marketers of electronic
TVs.

As of May 31, 2016, the Company had $1.045 million in total assets
and $1.131 million in total liabilities.

HDRepair.com Corp. -- fdba Roxberry Enterprises, Inc., LOVJuice,
Inc., Cabelite, LLC and HDRepair Services, LLC -- filed a Chapter
11 petition (Bankr. S.D. Fla. Case No. 16-17855) on May 31, 2016.
The Hon. Erik P. Kimball oversees the case.  The Debtor is
represented by Brett A Elam, Esq., at Farber + Elam, LLC.  The
petition was signed by Robert Roxberry, president.


HEARING HELP EXPRESS: Unsecureds to Get 7.9% Under Lender's Plan
----------------------------------------------------------------
Better Hearing, LLC, the senior secured lender to Hearing Help
Express, Inc., filed with the U.S. Bankruptcy for the Northern
District of Illinois, Western Division, a second amended plan of
reorganization and accompanying disclosure statement for the
Debtor, proposing to pay 73% of the secured senior claim and 7.9%
to 84.7% of the general unsecured claims.

BHL, the senior secured lender to the Debtor, holds a fully
perfected first lien on and security in substantially all of the
Debtor's assets.  Under prior orders of the Bankruptcy Court, the
time period to challenge those liens has expired.  On the Petition
Date, the amount of BHL's secured claim against the Debtor exceeded
$2,400,000.

Under the Plan, the Allowed Claim of BHL is impaired. The Allowed
Claim of BHL will be treated as follows: (i) BHL will have an
Allowed Secured Claim in the amount of $2,000,000, secured by a
first priority lien on all of the Reorganized Debtor's Assets (and
continue to be secured by any BHL Co-Obligors) which will be repaid
over 48 months in quarterly installments with interest at 5% per
annum. Interest only for first year with the first year deferred
quarterly payments to be made in month 48; and (ii) BHL will
receive 80% of Reorganized Debtor's Interests. The BHL Allowed
Secured Claim in the amount of $2,000,000 will continue to be
secured by the BHL Loan Documents, as amended from time to time.
Estimated Percentage Recovery for the Allowed Claim of BHL is 73%.

Under the Plan, Allowed General Unsecured Claims are impaired.
Unless otherwise agreed to by the holder of an Allowed General
Unsecured Claim, each holder of a General Unsecured Claim will
receive the following: (i) on the Effective Date or as soon as
practicable thereafter, each such holder will receive its Pro Rata
share of the Class 5 Pool on account of the amount of such Allowed
Claim; and (ii) from time to time each such holder will receive
their Pro Rata Share of the Hovis Litigation Proceeds and Causes of
Action.  Expected Percentage Recovery is 7.9% to 84.7%.  General
unsecured claims total approximately $4,445,000.

BHL is represented by:

          James E. Morgan, Esq.
          HOWARD & HOWARD, PLLC
          200 South Michigan Ave., Suite 1100
          Chicago, Illinois 60604
          Telephone: (312) 372-4000
          Facsimile: (312) 939-5617
          Email: JMorgan@howardandhoward.com

Hearing Help Express, Inc., dba Hearing Help Express, dba Hear
Direct, dba Simply Batteries, dba Moolah by Mail, dba Eco-Gold
Batteries, dba Eco-Gold Hearing Products, dba Lotus Express, sought
protection under Chapter 11 of the Bankruptcy Code on July 14, 2014
(Bankr. N.D. Ill., Case No. 14-82161).  The bankruptcy case is
assigned to Judge Thomas M. Lynch.

The Debtor is represented by James E Stevens, Esq., at Barrick,
Switzer, Long, Balsley & Van Evera, in Rockford, Illinois.

The Debtor has estimated assets of $0 to $50,000 and estimated
liabilities of $1 million to $10 million.

The petition was signed by James E. Hovis, CEO and chairman of the
Board.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilnb14-82161.pdf


HEENA HOSPITALITY: Case Summary & 7 Unsecured Creditors
-------------------------------------------------------
Debtor: Heena Hospitality, LLC
        150 Alford Drive
        Weatherford, TX 76087

Case No.: 16-42305

Chapter 11 Petition Date: June 10, 2016

Court: United States Bankruptcy Court
       Northern District of Texas (Ft. Worth)

Judge: Hon. Russell F. Nelms

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  JOYCE W. LINDAUER ATTORNEY, PLLC
                  12720 Hillcrest Road, Suite 625
                  Dallas, TX 75230
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: joyce@joycelindauer.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Bob Bhojwani, president.

A list of the Debtor's seven largest unsecured creditors is
available for free at http://bankrupt.com/misc/txnb16-42305.pdf


HENRY PARKS CASEY: Court Official Announces Plan to Form Committee
------------------------------------------------------------------
William Miller, U.S. bankruptcy administrator, on June 10 filed
with the U.S. Bankruptcy Court for the Middle District of North
Carolina a notice of formation of an official committee of
unsecured creditors in the Chapter 11 case of Henry Parks Casey.

Unsecured creditors willing to serve on the committee are required
to file a response within 10 days from June 10.  

An organizational meeting will be scheduled after the committee is
appointed, according to the filing.

Mr. Miller can be reached through:

     Susan O. Gattis
     Bankruptcy Analyst
     101 S. Edgeworth Street
     Greensboro, N. C. 27401
     Fax: 336-358-4185
     Email: susan_gattis@ncmba.uscourts.gov

                    About Henry Parks Casey

Henry Parks Casey sought protection under Chapter 11 of the
Bankruptcy Code in the Middle District of North Carolina (Case No.
16-50603).


HGIM CORP: S&P Lowers CCR to 'CCC+' on Weak Finc'l. Measures
------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on HGIM
Corp. to 'CCC+' from 'B-'.  The outlook is negative.

At the same time, S&P lowered the issue-level rating on the
company's senior secured notes to 'CCC+' from 'B-'.  The recovery
rating is '3', indicating S&P's expectation for meaningful (higher
end of 50% to 70% range) recovery if a payment default occurs.

"The downgrade reflects our expectations for HGIM's utilization and
day-rates to decrease in 2016, which result in weaker credit
measures than originally anticipated," said Standard & Poor's
credit analyst David Lagasse.

S&P expects debt to EBITDA to be above 8x this year and next,
levels that S&P views as unsustainable.  The company has a total of
about 11 vessels rolling off contract in 2016, and S&P believes it
will be challenging to re-contract them at current day-rates due to
an oversupply of offshore support vessels (OSV), and weak demand
for offshore-drilling services due to low crude oil and natural gas
prices.

The negative outlook reflects the potential for credit measures to
deteriorate further and the potential for liquidity to become less
than adequate, particularly in the latter part of the second half
of 2017.

S&P could lower the ratings if it assessed liquidity as less than
adequate.  This could occur if day-rates and utilization for the
company's OSVs weaken beyond S&P's expectations, leading to weaker
operating margins and/or revenue declines.

S&P could revise the rating outlook to stable if the company's
leverage improves such that S&P expects FFO to debt to be
approaching 12%.  This could occur if industry conditions improve,
and revenues increase on a sustained basis while maintaining
current operating margins.



HOLLY RIDGE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Holly Ridge Group, LLC
        1 Airport Rd
        Lakewood, NJ 08701-6902

Case No.: 16-21386

Nature of Business: Single Asset Real Estate

Chapter 11 Petition Date: June 11, 2016

Court: United States Bankruptcy Court
       District of New Jersey (Trenton)

Judge: Hon. Christine M. Gravelle

Debtor's Counsel: Timothy P. Neumann, Esq.
                  BROEGE, NEUMANN, FISCHER & SHAVER LLC
                  25 Abe Voorhees Drive
                  Manasquan, NJ 08736
                  Tel: 732-223-8484
                  Fax: 732-223-2416
                  E-mail: timothy.neumann25@gmail.com
                          tneumann@bnfsbankruptcy.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by David S. Meisken, member.

A list of the Debtor's nine largest unsecured creditors is
available for free at http://bankrupt.com/misc/njb16-21386.pdf


HORSEHEAD HOLDINGS: Had Attractive Offers Before Bankruptcy
-----------------------------------------------------------
Len Boselovic, writing for Pittsburgh Post-Gazette, reported that
word that there were attractive offers to buy parts of Horsehead
Holding shortly before the Robinson zinc producer declared
bankruptcy Feb. 2 makes skeptical shareholders even angrier at the
prospect of losing everything if the company's reorganization goes
according to plan.

Offers made in December for parts of Horsehead's operations were
"for substantially more" than the $255 million to $305 million
value put on the company by the group leading the reorganization
effort, the report said, citing documents that a shareholder
committee filed in federal bankruptcy court in Delaware in May.

The shareholder group said it cannot disclose details of the offers
because of nondisclosure agreements its members signed after the
court authorized them to join the bankruptcy proceedings; however,
shareholders assured the court that the offers were more
representative of the company's value than the "depressed fiction"
in the reorganization plan presented by the group of lenders
leading the reorganization, the report related.

The lender group owns about 57 percent of Horsehead's $428 million
in debt, the report further related.  The group would receive
nearly all of the stock in the new company, the report said, citing
the reorganization plan it filed in April.  Unsecured creditors
would receive a minimal amount, while shareholders would be wiped
out, the report added.

                About Horsehead Holding Corp.

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

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

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

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

Andrew Vara, acting U.S. trustee for Region 3, appointed seven
creditors of Horsehead Holding Corp. to serve on the official
committee of unsecured creditors. Lowenstein Sandler LLP serves as
counsel to the Committee, while Drinker Biddle & Reath LLP serves
as co-counsel.  The Unsecured Creditors Committee is represented
by:

          Kenneth A. Rosen, Esq.
          Bruce Buechler, Esq.
          Philip J. Gross, Esq.
          LOWENSTEIN SANDLER LLP
          65 Livingston Avenue
          Roseland, NJ 07068
          Telephone: (973)597-2500
          Facsimile: (973)597-6247
          E-mail: krosen@lowenstein.com
                  bbuechler@lowenstein.com
                  pgross@lowenstein.com

The U.S. Trustee's office appointed Aquamarine Capital and six
others to serve on Horsehead Holding Corp.'s committee of equity
security holders.


INTERVENTION ENERGY: Can Use EIG's Cash Collateral Until July 26
----------------------------------------------------------------
Intervention Energy Holdings, LLC, and its affiliated Debtors has
sought and obtained authority from the U.S. Bankruptcy Court for
the District of Delaware to use Cash Collateral only to the extent
required to pay the expenses enumerated in the budget to operate
the Debtors' business until July 26, 2016.

EIG Management Company, LLC, is as administrative agent under that
certain Note Purchase Agreement, dated as of January 6, 2012 for
(1) EIG Energy Fund XV, L.P. (f/k/a Energy Fund XV, L.P.), (2) EIG
Energy Fund XV-A, L.P. (f/k/a Energy Fund XV-A, L.P.), (3) EIG
Energy Fund XV-B, L.P. (f/k/a Energy Fund XV-B, L.P.), and (4) EIG
Energy Fund XV (Cayman), L.P. (f/k/a Energy Fund XV (Cayman),
L.P.).

The Debtors said they seek to use the cash generated from the
operation of their businesses or disposition of their property as
original collateral or proceeds of the Prepetition Collateral to
continue to operate their business during their Chapter 11 Cases.
According to the Debtors, the Budget shows that there is no
diminution in value of the Secured Noteholders' interest in the
Cash Collateral.  In fact, the Debtors asserted, cash position is
approximately $2.3 million as of the Petition Date and is projected
to improve significantly over the next 13-weeks and by week ending
August 20, 2016, the Debtors' ending cash balance is projected to
be approximately $5.7 million. Accordingly, there is no diminution
of value of the Secured Noteholder's interest in the Cash
Collateral and consequently, obviates the need for any additional
adequate protection. Nonetheless, the Debtors will grant
replacement liens to the Secured Noteholders to the extent,
priority and validity of their Prepetition Liens over the
Prepetition Collateral, the Debtors said.

Cash Collateral will be used for (a) working capital and other
general corporate purposes, and (b) permitted payment of costs of
administration of these Chapter 11 Cases, in each case in
accordance with the Budget.

The Prepetition Liens on the Prepetition Collateral shall remain in
place.  The Debtors will grant replacement liens to the Secured
Noteholders to the extent, priority and validity of their
Prepetition Liens on all Prepetition Collateral.

         Secured Noteholders Object

The Secured Noteholders complain that the commencement of these
chapter 11 cases has exposed them to a material risk of diminution
of value of their collateral, and now, the proposed adequate
protection is insufficient to protect the Secured Noteholders from
this risk. And, granting replacement liens on what is otherwise
already the Secured Noteholders' collateral is meaningless. Without
sufficient adequate protection, the Secured Noteholders should not
be forced to accept the material risk of diminution of value
present in these chapter 11 cases.

Accordingly, the Secured Noteholders believe that in addition to
the Debtor's proposal, an appropriate adequate protection package
for the Secured Noteholders at this stage of the chapter 11 cases
should include, at a minimum, the following: (a) additional and
replacement liens on all of Intervention's assets, including any
unencumbered assets, (b) allowed superpriority administrative
claims pursuant to sections 503(b) and 507(b) of the Bankruptcy
Code to the extent of any diminution of value, (c) receipt and
disbursement variance testing against a weekly budget acceptable to
the Secured Noteholders, and (d) limitations preventing the use of
cash collateral to fund any investigation or litigation with
respect to challenging the amount, priority, or perfection of the
Prepetition Obligations or the Prepetition Liens.

Final Hearing to consider entry of a final order granting cash
collateral use on a final basis will be held on July 26, 2016 at
10:00 a.m.

A full-text copy of the Second Interim Cash Collateral Order dated
June 7, 2016, with Budget is available at https://is.gd/P0iGWn

A full-text copy of the Cash Collateral Motion dated May 20, 2016,
with Budget is available at https://is.gd/COSNUd

Proposed Attorneys for Debtors and Debtors in Possession:

       Stuart M. Brown, Esq.
       DLA PIPER LLP (US)
       1201 North Market Street, Suite 2100
       Wilmington, DE 19801
       Telephone: (302) 468-5700
       Facsimile: (302) 394-2341
       Email: Stuart.Brown@dlapiper.com

       -- and --

       Thomas R. Califano, Esq.
       Dienna Corrado, Esq.
       DLA PIPER LLP (US)
       1251 Avenue of the Americas
       New York, New York 10020
       Telephone: (212) 335-4500
       Facsimile: (212) 335-4501
       Email: Thomas.Califano@dlapiper.com
              Dienna.Corrado@dlapiper.com

Counsel to EIG Energy Fund XV-A, L.P., EIG Management Company, LLC,
and Affiliated Funds and Entities:

       Domenic E. Pacitti, Esq.
       KLEHR HARRISON HARVEY BRANZBURG LLP
       919 N. Market Street, Suite 1000
       Wilmington, Delaware 19801
       Telephone: (302) 426-1189
       Facsimile: (302) 426-9193
       Email: dpacitti@klehr.com

       -- and --

       Morton Branzburg, Esq.
       KLEHR HARRISON HARVEY BRANZBURG LLP
       1835 Market Street, Suite 1400
       Philadelphia, Pennsylvania 19103
       Telephone: (215) 569-2700
       Facsimile: (215) 568-6603
       Email: mbranzburg@klehr.com

       -- and --

       Paul M. Basta, Esq.
       KIRKLAND & ELLIS LLP
       601 Lexington Avenue
       New York, New York 10022
       Telephone: (212) 446-4800
       Facsimile: (212) 446-4900
       Email: paul.basta@kirkland.com

       -- and --

       Judson Brown, Esq.
       KIRKLAND & ELLIS LLP
       655 Fifteenth Street, N.W.
       Washington, D.C., 20005
       Telephone: (202) 879-5000
       Facsimile: (202) 879-5200
       Email: judson.brown@kirkland.com

       -- and --

       Brian E. Schartz, Esq.
       KIRKLAND & ELLIS LLP
       600 Travis Street, Suite 3300
       Houston, Texas 77002
       Telephone: (713) 835-3600
       Facsimile: (713) 835-3601
       Email: brian.schartz@kirkland.com

              About Intervention Energy

Intervention Energy Holdings, LLC filed for Chapter 11 protection
(Bankr. D. Del. Case No. 16-1247) 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.


JC PENNEY: Fitch Hikes Issuer Default Ratings to 'B+'
-----------------------------------------------------
Fitch Ratings has upgraded the Issuer Default Ratings (IDRs) of
J.C. Penney Co., Inc. and J.C. Penney Corporation, Inc. to 'B+'
from 'B' given Fitch's continued confidence in the company's
ability to generate $950 million to $1 billion in EBITDA and the
refinancing of its $2.2 billion term loan due May 2018. The Rating
Outlook is Stable.

Fitch has assigned 'BB+/RR1' ratings to J.C. Penney Corporation,
Inc.'s (J.C. Penney) new $1.69 billion senior secured term loan and
$500 million of 5.875% senior secured notes, with both due June
2023. The proceeds will be used to refinance the existing $2.2
billion senior secured term loan due May 2018. A full list of
rating actions follows at the end of this press release.

KEY RATING DRIVERS
Refinancing Complete: The company has refinanced its $2.2 billion
term loan due May 2018 through a new $1.69 billion term loan and
$500 million senior secured notes, both due June 2023. The
refinancing removes a level of uncertainty regarding J.C. Penney's
liquidity and increases Fitch's confidence in the company's ability
to refinance other upcoming maturities, though Fitch continues to
expect J.C. Penney to use free cash flow (FCF) to pay down its
near-term maturities, including approximately $500 million of due
in 2017/2018.

Pathway to $1 billion EBITDA: J.C. Penney has demonstrated a
meaningful turnaround in its business over the last two years, with
EBITDA improving to $750 million in 2015 (adding back $45 million
in non-cash equity compensation) from $275 million in 2014.
Estimated 2016 EBITDA of approximately $950 million was bolstered
by better-than-expected 1Q 2016 EBITDA of $160 million ($90 million
in 1Q 2015) despite modest sales weakness at J.C. Penney and
significant, negative EBITDA revisions across the mid-tier apparel
and department store space following a challenging spring selling
season. Fitch continues to expect J.C. Penney's cost structure
improvements to allow for $1 billion in EBITDA in 2017 unless
further sales weakness in the apparel industry hurts J.C. Penney's
recovery.

Sustainable Low Single-Digit Comps: Fitch expects J.C. Penney to
sustain comparable store sales (comps) growth, including online
growth, in the low single digit range in 2016/2017, as it invests
in areas such as Sephora, home-related categories, private brands
and omnichannel.

Underlying Fitch's comp assumption is the expectation that industry
apparel, accessories, footwear and home sales grow 1%-2% annually.
While online growth (from a 2015 base of $1.4 billion) is expected
to contribute at least half of comps growth, J.C. Penney should see
flat to modestly positive comps at the store level as the company's
square footage productivity continues to rebound from the
significant reductions during 2012/2013 due to now-reversed
promotional and merchandising changes.

J.C. Penney's ability to sustain 1%-2% positive comps compares
favorably to its department store peers. Overall department store
traffic trends remain soft, and industry sales are expected to
continue to decline 2% annually as volume continues to shift to
off-mall channels, such as online, discount and off-price
retailers.

EBITDA Margin Trending Towards 8%: Gross margins have improved 130
bps to 36% in 2015, through improved clearance and
promotional-selling margin performance, increased sales of private
brands and key value items, and better in-stock positions. The
company has been focused on cost-cutting efforts and achieved net
SG&A reduction of $218 million in 2015.

Fitch expects gross margin to be relatively flat in the 36% range
in 2016/2017 and a SG&A reduction of approximately $150 million
(given 1Q reduction of $91 million) in 2016 as the company
continues to rightsize its cost structure to a $13 billion revenue
base, relative to $17 billion-plus in 2011. Should these SG&A
savings materialize, J.C. Penney's SG&A ratio would return to
33%-33.5%, in line with the 33.3% level in 2011.

As a result of improved gross margin and SG&A reduction on low
single-digit top-line growth, Fitch expects EBITDA margin to
approach 7.5%-8% in 2017 from approximately 6% in 2015 - in line
with 2011 levels of 7.7%. This is still below the low double digits
at some of its peers such as Macys, Kohl's and Nordstrom.

Free Cash Flow Turns Positive: FCF was positive $120 million in
2015, and Fitch expects FCF to be positive $200 million in 2016 and
increase to $225 million in 2017.

Leverage Below 6x Expected in 2016: Adjusted debt/EBITDAR was 6.9x
at the end of 2015 and is expected to be in the mid-5x in 2016
given Fitch's projections of approximately $950 million in EBITDA
and $400 million in debt paydown.

KEY ASSUMPTIONS
-- Fitch expects J.C. Penney to sustain low single digit comps
    growth in 2016/2017.
-- Adjusted debt/EBITDAR is expected to be mid-5x at the end of
    2016 and trend towards 5x in 2017 if EBITDA exceeds $1 billion

    and with $600 million to $700 million in debt paydown over the

    next two years.
-- With total liquidity at $2.3 billion at April 30, 2016, and
    FCF expectations of $200 million in 2016 and $225 million in
    2017, the company can comfortably address total unsecured debt

    maturities of $600 million through 2018. Asset sales could
    lead to further debt reduction.

RATING SENSITIVITIES
Positive Rating Action: A positive rating action could occur if
J.C. Penney continues to generate 2%-3% comps growth and EBITDA
exceeds $1 billion, the company pays down upcoming unsecured debt
maturities, and leverage moves towards to the mid-4x range.

Negative Rating Action: A negative rating action could occur if
comps and margin trends stall or on lower than expected FCF that
prevents the company from paying down $200 million to $300 million
in debt annually causing leverage to remain in the mid-5x range.

LIQUIDITY

Total liquidity (cash and revolver availability) was $2.3 billion
at April 30, 2016, which should enable J.C. Penney to comfortably
address total unsecured debt maturities of $600 million through
2018. J.C. Penney retired $494 million outstanding principal of the
term loan due in June 2019 in December.

FCF was positive $120 million in 2015, better than breakeven
results in 2014. Fitch expects FCF to be positive $200 million in
2016 and approach almost $300 million in 2017.

The company is also pursuing the potential sale and partial
leaseback of its home office building in Plano, Texas. J.C. Penney
estimates that the home office could garner $200 million to $250
million in proceeds in 2016.

Fitch expects J.C. Penney to be able to meet its goal of paying
down $400 million to $500 million of debt in 2016 (including $78
million of unsecured debentures due August 2016) if it can monetize
some of its assets on top of the $200 million in projected FCF.

ISSUE RATINGS BASED ON RECOVERY ANALYSIS
For issuers with IDRs at 'B+' and below, Fitch performs a recovery
analysis for each class of the issuer's obligations. The issue
ratings are derived from the IDR and the relevant Recovery Rating
(RR) and notching, based on Fitch's recovery analysis that places a
liquidation value under a distressed scenario of approximately $5.5
billion as of April 30, 2016 for J.C. Penney.

J.C. Penney's $2.35 billion senior secured asset-backed loan (ABL)
facility that matures in June 2019 been upgraded to 'BB+/RR1' from
'BB/RR1' and is expected to have outstanding recovery prospects
(91%-100%) in a distressed scenario. The facility is secured by
first lien priority on inventory and receivables with borrowings
subject to a borrowing base. Any proceeds of the collateral will be
applied first to the satisfaction of all obligations under the
revolving facility and second to the satisfaction of the
obligations under the term loan facility.

J.C. Penney is required to maintain a minimum excess availability
at all times of not less than (a) $200 million in the event that
10% of the line cap (the lesser of total commitments under the
credit facility or the borrowing base) is equal to or greater than
$200 million or (b) the greater of (i) 10% of line cap and (ii)
$150 million in the event that 10% of the line cap is less than
$200 million.

The new $1.69 billion term loan and $500 million senior secured
notes are also expected to have outstanding recovery prospects of
91%-100%, and have been assigned 'BB+/RR1'. Both the term loan
facility and the senior secured notes are secured by (a) first lien
mortgages on 285 owned and ground-leased stores (subject to certain
restrictions primarily related to Principal Property owned by J. C.
Penney Corporation, Inc.) and nine owned distribution centers; (b)
a first lien on intellectual property (trademarks including J.C.
Penney, Liz Claiborne, St. John's Bay and Arizona), machinery and
equipment; (c) a stock pledge of J.C. Penney Corporation and all of
its material subsidiaries and all intercompany debt; and (d) second
lien on inventory and accounts receivable that back the ABL
facility.

The term loan and senior secured notes rank parri passu in terms of
priority of payment. Fitch has upgraded the $2.6 billion senior
unsecured notes to 'B+/RR4'from 'B/RR4' and expects the notes to
have average recovery prospects (31%-50%).

FULL LIST OF RATING ACTIONS

Fitch has upgraded the following ratings:

J.C. Penney Co., Inc.
-- IDR to 'B+' from 'B'.

J.C. Penney Corporation, Inc.
-- IDR to 'B+' from 'B'.
-- Senior secured bank credit facility to 'BB+/RR1' from
    'BB/RR1';
-- Senior unsecured notes and debentures to 'B+/RR4' from
    'B/RR4'.

Fitch has also assigned the following ratings:

J.C. Penney Corporation, Inc.
-- $1.7 billion new senior secured term loan 'BB+/RR1';
-- $500 million senior secured notes 'BB+/RR1'.

The Rating Outlook is Stable.




JFL VENTURE FUND: Taps Palm Harbor Law as Attorney
--------------------------------------------------
JFL Venture Fund IV, LLC seeks permission from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Joel S.
Treuhaft, Esq. and Palm Harbor Law Group, P.C. as attorney, nunc
pro tunc to June 3, 2016.

The Debtor requires Palm Harbor to:

   (a) give the Debtor legal advice with respect ot its powers and

       duties as Debtor and as Debtor-in-Possession in the
       continued operation of its business and management of its
       property, if appropriate;

   (b) prepare, on behalf of the Debtor, necessary applications,
       answers, orders, reports, complaints, and other legal
       papers and appear at hearings thereon; and

   (c) perform all other legal services for the Debtor as debtor-
       in-possession which may be necessary herein.

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

Joel S. Treuhaft 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.

Palm Harbor can be reached at:

       Joel S. Treuhaft, Esq.
       PALM HARBOR LAW GROUP, P.A.
       2991 Alternate 19, Suite B
       Palm Harbor, FL 34683
       Tel: (727) 797-7799
       Fax: (727) 213-6933

                   About JFL Venture Fund IV

JFL Venture Fund IV, LLC, based in Redington Beach, FL, filed a
Chapter 11 petition (Bankr. M.D. Fla. Case No. 16-04857) on
June 3, 2016.  Joel S Treuhaft, Esq., at Palm Harbor Law Group,
P.C., as bankruptcy counsel.

In its petition, the Debtor estimated $500,000 to $1 million in
assets and $1 million to $10 million liabilities.  The petition was
signed by James Lowy, manager.


JOFFREY BALLET: Rent Spike Threatens To Put School Out of Business
------------------------------------------------------------------
Kathianne Boniello, writing for New York Post, reported that a
misbegotten pas de deux with a rent-raising Manhattan landlord may
force one of America's best-known ballet schools into bankruptcy.

According to the report, Joffrey Ballet School for years housed
students in a Grove Street building in the heart of Greenwich
Village, just steps from its school on Sixth Avenue at West 10th
Street.

The school was negotiating to buy the building in 2014 when the
owners sold it instead to the Sabet Group for $24 million, the
report related.  Sabet more than doubled the $40,000 annual rent to
a crippling $108,000, the report said, citing Joffrey ­executive
director Christopher D'Addario.

The school had 30 days to accept the new multiyear deal or else
relocate the students, the report added.  D'Addario says the
Joffrey School tried for more than a year to make things work, even
though the building desperately needed renovations -- as cabinets
and counters were falling down, and rodents were rampant, the
report related.


JTS LLC: JMJ, et al., Object to Disclosure Statement
----------------------------------------------------
JMJ Properties Companies and certain judgment creditors object to
the disclosure statement explaining JTS, LLC, d/b/a Johnson's Tire
Service's plan, complaining that it fails to disclose and
adequately describe certain information.

JMJ specifically complains that instead of disclosing its pending
administrative claim, the Debtor, at page 11 of the Disclosure
Statement, inappropriately reports that the only administrative
claims it owes are for "ordinary course" postpetition expenses,
professional fees and fees due the Office of the United States
Trustee.  The current estimate of the administrative claims of the
JMJ Parties is $45,397.  There is only $15,000 held in the trust
account of the Debtor’s attorney to pay this amount so the Debtor
may have to pay more than $30,000 toward the excess, JMJ points
out.  This fact needs to be disclosed, JMJ asserts.

The Judgment Creditors tell the Court that they fully support a
liquidation plan.  Unfortunately, despite invitation to work on a
consensual liquidation plan that the Judgment Creditors could
support, no return correspondence was received and no negotiations
ensued.  The Judgment Creditors pointed out that the Second Amended
Disclosure Statement and Plan differs little from the first two
plans, other than 27 the percentage amount that would be paid to an
insider, Dennis Gaede, from the liquidation of the assets. The
percentage to be paid to Dennis Gaede drops in the Second Amended
Plan, but regardless of the lower percentage, the Second Amended
Plan again sets forth a plan that violates that violates the
absolute priority rule embodied in 11 U.S.C. §1129(b)(2)(B)(ii).
The Judgment Creditors can support a liquidating plan, but not one
that proposes to give to an insider 20% of all assets plus all the
operating account cash under the guise of a “new value”
exception. The Second Amended Plan is not fair and equitable.

JMJ is represented by:

         Robert P. Crowther, Esq.
         LAW OFFICES OF ROBERT CROWTHER
         1113 W. Fireweed Lane, Suite 200
         Anchorage, Alaska 99503
         Telephone (907) 274-1980
         Facsimile (907) 274-2085

The Judgment Creditors -- H. Watt & Scott, Inc., SOLO, LLC, WSW,
LLC, Seven C Investments, Inc., Robert A. Scott, Glenn L. Watts,
Craig A. Watts, Bruce A. Chambers, and Lisa M. Chambers -- are
represented by:

        Michelle Boutin, Esq.
        RCO LEGAL - ALASKA, INC.
        911 W. 8th Avenue, Suite 200
        Anchorage, Alaska 99501
        Tel: 907.754.9900
        Fax: 907.334.5858

                             About JTS

JTS, LLC, d/b/a Johnson's Tire Service, a privately held single
member LLC owned by Kelly Gaede, is one of the largest family owned
and operated independent tire dealer and auto repair companies in
Alaska.  The company provides three main services: (i) new tires
(ii) tire change over (iii) automotive repair. With corporate
headquarters in Anchorage, JTS, LLC currently operates three
locations across the Anchorage Metro area, which services a
combined population of 400,000 in the communities of Anchorage,
Eagle River and Wasilla.  The Eagle River and Wasilla locations
were scheduled to close by Feb. 29, 2016.

JTS, LLC sought Chapter 11 protection (Bankr. D. Alaska Case No.
15-00167) in Anchorage, Alaska, on June 15, 2015.  JTS estimated
$10 million to $50 million in assets and debt.

The Debtor tapped David H. Bundy, Esq., at David H. Bundy, PC, in
Anchorage, as counsel.  The Debtor also engaged BDO, LLP as
accountants to prepare income tax returns; Newhouse & Vogler as
accountants to audit the Debtor's 2014 financial statement; and
Gary Petros, a real estate agent with Jack White Commercial to list
and sell the Debtor's property at 3300 Denali St, Anchorage.


KENDALL LAKE TOWERS: Plan Filing Period Extended to Aug. 16
-----------------------------------------------------------
The Hon. Robert A. Mark of the U.S. Bankruptcy Court for the
Southern District of Florida has extended the exclusive right for
Kendall Lake Towers Condominium Association, Inc., to file a plan
until Aug. 16, 2016, and to solicit acceptances of the plan until
Dec. 14, 2016.

As reported by the Troubled Company Reporter on June 2, 2016, the
Debtor asked the Court to extend the exclusive periods for Debtors
to file a plan to Sept. 13, 2016, and accept votes to Dec. 12,
2016.  The Debtor had until June 15, 2016, to file a plan and
accompanying disclosure statement.  The Debtor requires more time
to negotiate creditors for a consensual plan and disclosure and has
complex maintenance and repair issues which must be factored in the
plan, and therefor respectfully requests that the Court, pursuant
to Section 1121(d) of the Bankruptcy Code.

The Debtor will file objections to claims by Aug. 1, 2016.

The Debtor will also cause monthly operating reports to be signed
by the Debtor's President and will use the regular Monthly
Operating Report form rather than the small business report form
starting with the May report due June 20, 2016.  The Debtor will
file signature pages for the three reports already filed with
reference by ECF number by June 20, 2016.

                    About Kendall Lake Towers

Kendall Lake Towers Condominium Association, Inc. sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla., Case No.
16-12114) on Feb. 16, 2016.  The Debtor is represented by Joel M.
Aresty, Esq., at Joel M. Aresty, PA.


KENTUCKY ASSOCIATES: Taps Deiches & Ferschmann as Legal Counsel
---------------------------------------------------------------
Kentucky Associates, L.L.C. seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire Deiches & Ferschmann
as its legal counsel.

As legal counsel, the firm will advise Kentucky Associates about
its duties and powers as a debtor-in-possession; prepare legal
papers on its behalf; and other legal services.

Deiches & Ferschmann will be paid $425 per hour for its services.
The firm has already received a retainer in the amount of $20,000,
according to court filings.

Ira Deiches, Esq., at Deiches & Ferschmann, disclosed in a court
filing that the firm does not hold or represent any interest
adverse to the Debtor's estate and that it is "disinterested" as
defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Ira R. Deiches, Esq.
     Deiches & Ferschmann
     A Professional Corporation
     25 Wilkins Avenue
     Haddonfield, NJ 08033
     Tel: (856) 428-9696

                    About Kentucky Associates

Kentucky Associates, L.L.C. sought protection under Chapter 11
of the Bankruptcy Code in the District of New Jersey (Camden)
(Case No. 16-21083) on June 7, 2016.  

The petition was signed by Michael Joffe, member.  The case is
assigned to Judge Jerrold N. Poslusny Jr.

The Debtor disclosed total assets of $1.75 million and total
debts of $1.23 million.


LEHMAN BROTHERS: Unveils Tenth Distribution Percentage Recovery
---------------------------------------------------------------
Lehman Brothers Holdings Inc., as Plan Administrator, on June 9
announced in a court filing the percentage recovery that will be
distributed on June 16, 2016 to holders of allowed claims against
LBHI and its various affiliated Debtors (collectively, "Lehman").

Lehman's aggregate tenth distribution to unsecured creditors
pursuant to its confirmed chapter 11 plan will total approximately
$2.8 billion.  This distribution includes (1) $2.0 billion of
payments on account of third-party claims, which includes
non-controlled affiliate claims, and (2) $0.8 billion of payments
among the Lehman Debtors and their controlled affiliates (see
Exhibit B to the court filing, Docket # 52991, for further detail).
Cumulatively through the tenth distribution, Lehman's total
distributions to unsecured creditors will amount to approximately
$109.8 billion including (1) $80.5 billion of payments on account
of third-party claims, which includes non-controlled affiliate
claims and (2) $29.3 billion of payments among the Lehman Debtors
and their controlled affiliates.

The interim timing of this distribution was approved by the U.S.
Bankruptcy Court for the Southern District of New York on May 26,
2016 (Docket #52950), pursuant to a motion filed on May 11, 2016
(Docket #52752), which sought to advance the tenth distribution
date in order to mitigate the negative timing consequences of a
delay in the effective date of a substantial settlement with
JPMorgan Chase Bank, N.A.  This delay was caused by an objection
and a related appeal filed by a pro se litigant.  The tenth
distribution includes $1.496 billion of plan distributions related
to the JPMorgan settlement.

In accordance with the chapter 11 plan, which was confirmed on
December 6, 2011, and subject to available funds, the Lehman
Debtors' eleventh distribution to creditors is anticipated to be
made within 5 business days of September 30, 2016.

                       About Lehman Brothers

Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the
fourth largest investment bank in the United States.  For more than
150 years, Lehman Brothers has been a leader in the global
financial markets by serving the financial needs of corporations,
governmental units, institutional clients and  individuals
worldwide.

Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008
(Bankr. S.D.N.Y. Case No. 08-13555).  Lehman's bankruptcy petition
disclosed US$639 billion in assets and US$613 billion in debts,
effectively making the firm's bankruptcy filing the largest in U.S.
history.  Several other affiliates followed thereafter.

Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC
sought for bankruptcy protection in December 2009.

The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil,
Gotshal & Manges, LLP, in New York, represent Lehman.  Epiq
Bankruptcy Solutions serves as claims and noticing agent.

Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as
counsel to the Official Committee of Unsecured Creditors.  Houlihan
Lokey Howard & Zukin Capital, Inc., is the Committee's investment
banker.

On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant to
the provisions of the Securities Investor Protection Act (Case No.
08-CIV-8119 (GEL)).  James W. Giddens has been appointed as trustee
for the SIPA liquidation of the business of LBI.

The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion.  Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees.  Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.

Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history.  The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.

                          *     *     *

In October 2015, Lehman made its eighth distribution to creditors,
bringing Lehman's total distributions to unsecured creditors to
approximately $105.4 billion including (1) $77.2 billion of
payments on account of third-party claims, which includes
non-controlled affiliate claims and (2) $28.2 billion of payments
among the Lehman Debtors and their controlled affiliates.

As of September 2015, the trustee in charge of LBI has returned
around $7.65 billion to the defunct brokerage's unsecured
creditors, a recovery of about 35 cents on the dollar.


LEWIS HEALTH: Wants Sept. 26 Exclusive Plan Filing Deadline
-----------------------------------------------------------
Lewis Health Institute, Inc., asks the U.S. Bankruptcy Court for
the Southern District of Florida to extend the Debtor's exclusive
period to file a plan of reorganization through and including Sept.
26, 2016, and extend the Debtor's exclusive period to solicit
acceptances of its plan of reorganization for 60 days, through and
including Nov. 25, 2016.

The Debtor's exclusivity period deadline expires on June 28, 2016.

The Debtor attended a mediation with its largest creditor in
December 2015.  At that time, the Debtor and the creditor entered
into a settlement agreement, which was approved by the Court on
Jan. 20, 2016.  The Debtor is in the process of finalizing and
determining treatment of its creditors through the Chapter 11 Plan.
The Debtor seeks the extension without the intent to hinder or
delay any payments due HCA Health Services of Florida, Inc.

The Debtor tells the Court that its request for extension of the
Exclusive Period is reasonable given the Debtor's progress to date.
Extending the exclusive period will give the Debtor the
opportunity to have the Debtor's Plan confirmed.

The Debtor assures the Court that it is not seeking this extension
to delay the administration of the case or to pressure creditors to
accept an unsatisfactory plan.  To the contrary, the requested
extension to the exclusive periods will permit the Debtor to move
forward in an orderly, efficient and cost effective manner to
maximize the value of the Debtor's assets.

Lewis Health Institute, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Fla. Case No. 15-25980) on Sept. 3, 2015.
Craig I Kelley, Esq., at Kelley & Fulton, PL, serves as the
Debtor's bankruptcy counsel.

The counsel can be reached at:

      KELLEY & FULTON, P.L.
      Craig I. Kelley, Esq.
      1665 Palm Beach Lakes Blvd.
      The Forum - Suite 1000
      West Palm Beach, Florida 33401
      Tel: (561) 491-1200
      Fax: (561) 684-3773
      E-mail: craig@kelleylawoffice.com


LG PROJECT 1: Hires Stephen R. Wade as General Counsel
------------------------------------------------------
LG Project 1, LLC., seeks authorization from the U.S. Bankruptcy
Court for the Central District of California to employ Law Offices
of Stephen R. Wade P.C. as General Counsel.

The Debtor requires the Firm to:

     a. provide pre-petition analysis of the Debtor's financial
condition, pending litigation and related matters, to prepare and
file the petition, schedules and statement of affairs as well as
the appropriate "First Day" motions;

     b. advise the Debtor concerning the requirements of the
Bankruptcy Code, the Federal Rules of Bankruptcy Procedure ("FRBP")
the Local Rules of the Central District of California, ("Local
Rules"); and with respect to compliance with the requirement of the
United States Trustee ("OUST");

     c. advise the Debtor regarding matters of bankruptcy law,
including the rights and remedies of the Debtor in regard to its
assets and the claims of its creditors;

     d. conduct examinations of witnesses, claimants, or adverse
parties with respect to any necessary or pending litigation arising
in Bankruptcy;

     e. prepare and assist in the preparation of reports, accounts
applications, motions, complaint, orders and or any other pleadings
of any kind required in this case;

     f. represent the Debtor in any proceedings or hearings in this
Court and any proceedings in any other court where the Debtor's
rights under the Bankruptcy Code may be litigated or affected;

     g. file any motion, applications or other pleadings
appropriate to effectuate the reorganization of the Debtor;

     h. review claims filed in the Debtor's case, and, if
appropriate, to prepare and file objections to disputed claims;

     i. assist the Debtor in negotiation, formulation, confirmation
and implementation of a Chapter 11 plan of reorganization;

     j. assist the Debtor in negotiation with the Estate's secured
creditors;

     k. serve as the Debtor's general insolvency counsel in
cooperation with any special counsel or other professional(s)
retained by the Debtor in the case;

     l. take other actions and perform such other services as the
Debtor may require of the Firm in connection with its Chapter 11
case.

The Firm will be paid at these hourly rates:

      Stephen R.Wade                   $415
      Derek May                        $250
      Rudy De La Torre                 $125
     
The Firm received a $15,000 pre-petition retainer

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

Stephen R. Wade, principal of The Law Offices of Stephen R. Wade
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.

The Firm may be reached at:

     Stephen R. Wade, Esq.
     The Law Offices of Stephen R. Wade P.C.
     350 West Fourth Street
     Claremont, CA 91711
     Phone: (909)985-6500
     Facsimile: (909)399-9900

LG Project 1, LLC, based in Marina Del Rey, Calif., filed a Chapter
11 petition (Bankr. C.D. Cal. Case No. 16-15922) on May 4, 2016.
The Hon. Sandra R. Klein presides over the case.  The Law Offices
of Stephen R. Wade P.C. 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 Andrea Trout,
vice president of Legacy Group, Inc., manager.


LIMON-IOWA: Hires Gust Rosenfeld as Counsel
-------------------------------------------
Limon-Iowa, LLC seeks authorization from the U.S. Bankruptcy Court
for the District of Arizona to employ Gust Rosenfeld P.L.C. as
counsel for the Debtor.

The Debtor requires Gust Rosenfeld to:

     a. advise and assist the Debtor with respect to the
obligations and limitations imposed on it as a debtor in
bankruptcy;

     b. advise the Debtor with respect to the continued operation
of their business while in bankruptcy;

     c. advise the Debtor with respect to the treatment of claims
against its bankruptcy estate and the assumption or rejection of
executory contracts;

     d. prepare all pleadings and applications, and attend all
hearings and examinations, necessary to the proper administration
of the Debtor's bankruptcy proceedings;

     e. advise and assist the Debtor in the formulation and
presentation of a disclosure statement and plan of reorganization;

     f. any other necessary action concerning any of the matters.

The Debtor agreed to pay the firm's rates ranging between $200 and
$480 per hour.

To the best of the Debtor's knowledge, Gust Rosenfeld is a
disinterested party and does not represent any interest adverse to
the Debtor and its estates.

GR may be reached at:

      Sean P. O'Brein, Esq.
      Todd B. Tuggle, Esq.
      Gust Rosenfeld P.L.C.
      One E. Washington, Suite 1600
      Phoenix, AZ 85004-2553
      Telephone: 602.257.7409
      Facsimile: 602.254.4878
      E-mail: spobrein@gustlaw.com
              ttuggle@gustlaw.com

Limon-Iowa, LLC, based Scottsdale, Ariz., filed a Chapter 11
petition (Bankr. D. Ariz. Case No. 16-06377) on June 3, 2016.  The
Hon. Daniel P. Collins presides over the case.  Sean P. O'Brien,
Esq., at GUST ROSENFELD P.L.C., serves as the Debtor's counsel.  In
its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Dennis R.
Haydon, manager.


LINC USA GP: Has Interim Permit to Borrow $3-Mil. from Cantor
-------------------------------------------------------------
Linc USA GP, et al., sought and obtained interim authority from the
U.S. Bankruptcy Court for the Southern District of Texas to borrow
up to an aggregate principal amount of $3 million from Cantor
Fitzgerald Securities, as administrative and collateral agent for
the Lenders, and postpetition use of the cash collateral securing
their prepetition indebtedness.

The Debtors seek postpetition use of Cash Collateral from the
Secured Noteholders and access to up to $10 million of postpetition
financing on a priming and superpriority basis from the DIP
Lenders, which consist of various lenders under the First Lien
Indenture.  The entire principal amount of $408,550,000 is
currently outstanding under the Indentures.

According to the Debtors, through use of Cash Collateral and
proceeds from the DIP Financing, the Debtors will have access to
the necessary funding to: (a) continue the day-to-day operation of
their business; (b) fund the expenses necessary to preserve the
value of their oil and gas assets; and (c) fund these chapter 11
cases.

The DIP Documents provide for a term loan in an aggregate principal
amount of up to $10 million, with an initial draw of up to $3
million, for working capital purposes during the pendency of these
bankruptcy cases, subject to certain conditions, upon entry of a
Final Order.  Interest will accrue at a cash rate of LIBOR + 9% and
a PIK rate of 3% with LIBOR to be no lower than 1%). Interest
during the continuance of an Event of Default shall accrue at a
rate that is 2% above the non-default interest rate.  The Advances
and all other obligations arising under the DIP Facility will be
unconditionally guaranteed on a joint and several basis by any and
all of the Borrower’s current, direct subsidiaries that are
debtors in the Cases.  The DIP Agent and DIP Lenders shall have an
allowed superpriority claim with priority over all other expenses,
subject only to the Carve-Out.

There is OID of 4.0% and exit fee of 1.0%. In addition, the Debtors
shall reimburse the DIP Lenders and the DIP Agent from time to time
for all reasonable expenses incurred by them in connection with the
negotiation, documentation administration and enforcement of the
DIP Facility and the participation in the Cases in such capacity.

As adequate protection, the First Lien Noteholders are entitled to
the following adequate protection: (a) a replacement security
interest in and lien, in the amount of such diminution, upon all
the DIP Collateral, subject and subordinate only to the DIP Liens
and any liens on the DIP Collateral to which such DIP Liens are
junior and the Carve-Out, (b) a superpriority claim, subject only
to the Superpriority Claims and the Carve-Out, with priority over
any and all other administrative claims against the Debtors,
immediately junior to the Superpriority Claims and any other claims
held by the DIP Agent and the DIP Lenders.

In addition, the Debtors are authorized and directed to make
adequate protection payments: (i) immediate, non-refundable cash
payment of all reasonable accrued and unpaid fees and disbursements
owing to the First Lien Noteholders under the First Lien Indenture
and incurred prior to the Petition Date, (ii) subject to the
Budget, all reasonable fees, costs, expenses and disbursements of
one primary counsel, Paul, Weiss, Rifkind, Wharton & Garrison LLP,
and of one financial advisor, to the First Lien Noteholders
incurred in connection with the Debtors, the Cases, the
transactions contemplated, or the enforcement or protection of any
rights or remedies of the First Lien Noteholders, and (iii)
continued maintenance and insurance of the Prepetition Collateral
and the DIP Collateral as required under the First Lien Documents
and the DIP Documents.

While the Second Lien Noteholders are entitled to the following
adequate protection: (a) in the amount of such diminution a
replacement security interest in and lien upon all the DIP
Collateral subject and subordinate only to the Carve-Out, the DIP
Liens, and the First Lien Adequate Protection Liens, and (b) a
superpriority claim immediately junior to the Superpriority Claims
held by the DIP Agent and the DIP Lenders and the First Lien
Noteholders’ Adequate Protection Claim.

The Final Hearing is scheduled for June 21, 2016 and any party in
interest objecting to the relief soufht shall file written
objections no later than June 16.

A full-text copy of the Interim DIP Order dated June 1, 2016 is
available at https://is.gd/PyNbKn

A full-text copy of the DIP Motion dated May 29, 2016, with Budget
is available at https://is.gd/erO6kI

Proposed Counsel to Debtors and Debtors in Possession:

       Jason G. Cohen, Esq.
       William A. (Trey) Wood III, Esq.
       Chelsea R. Dal Corso, Esq.
       BRACEWELL LLP
       711 Louisiana, Suite 2300
       Houston, Texas 77002
       Telephone: (713) 223-2300
       Facsimile: (713) 221-1212
       Email: Jason.Cohen@bracewelllaw.com
              Trey.Wood@bracewelllaw.com
              Chelsea.DalCorso@bracewelllaw.com

           About Linc USA

Linc USA GP and its subsidiaries operate an independent oil and gas
exploration and production business with a primary focus on
conventional onshore and shallow state water properties along the
Gulf Coast of Texas and properties in the Powder River Basin of
Wyoming.  The Debtors, through their majority owned subsidiary,
Renaissance Umiat, LLC (which is not a Debtor), also own oil and
gas properties in the Umiat field on Alaska's North Slope.

The Debtors are ultimately owned by Linc Energy Ltd., an Australian
corporation established in the year 2000, shares of which were
listed on the Singapore Stock Exchange.  Linc Energy Ltd. entered
into voluntary administration in Australia on April 15, 2016.

On May 29, 2016, each of Linc USA GP, Linc Energy Finance (USA),
Inc., Linc Energy Operations, Inc., Linc Energy Resources, Inc.,
Linc Gulf Coast Petroleum, Inc., Linc Energy Petroleum (Wyoming),
Inc., Paen Insula Holdings, LLC, Diasu Holdings, LLC, Diasu Oil &
Gas Company, Inc., Linc Alaska Resources, LLC and Linc Energy
Petroleum (Louisiana), LLC filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code.

The Debtors estimated assets in the range of $50 million to $100
million and debts of up to $500 million.

As of the Petition Date, the Debtors estimate that they owed
approximately $5.8 million to their vendors.

Bracewell LLP serves as the Debtors' counsel.  Kurtzman Carson
Consultants LLC acts as the Debtors' notice, claims and balloting
agent.

The cases are pending joint administration before David R Jones.


LOTUS STORES: Seeks to Hire Helmsing as Legal Counsel
-----------------------------------------------------
Lotus Stores, Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Alabama to hire Helmsing, Leach,
Herlong, Newman & Rouse, P.C. as its general bankruptcy counsel.  

Helmsing will provide the Debtor with advice concerning the
management of its business and property, and other legal services.

The firm's professionals and their hourly rates are:

     Jeffery J. Hartley      $285
     Christopher T. Conte    $285
     Other Associates        $220
     Paralegals              $105

Helmsing has no connection with the Debtor, the creditors or any
other party, according to court filings.

The firm can be reached through:

     Jeffery J. Hartley, Esq.
     Helmsing, Leach, Herlong, Newman & Rouse, P.C.
     P.O. Box 2767
     Mobile, AL 36652-2767
     Tel: (251) 432-5521
     Email: jjh@helmsinglaw.com

                       About Lotus Stores

Lotus Stores, Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the Southern District of Alabama (Mobile) (Case
No. 16-01867) on June 7, 2016.  The petition was signed by Lalonie
Farnell, president and sole shareholder.  

The Debtor estimated assets of $100,000 to $500,000 and debts of $1
million to $10 million.


MAGNOLIA BREWING: Court Denies Request to Extend Exclusive Periods
------------------------------------------------------------------
The Hon. Dennis Montali of the U.S. Bankruptcy Court for the
Northern District of California has denied Magnolia Brewing
Company, LLC's request to extend the exclusivity period to file a
plan of reorganization and to solicit acceptance of the plan.

For the reasons stated on the record and in the Court's tentative
ruling of June 6, 2016, the request is denied.

As reported by the Troubled Company Reporter on May 11, 2016, the
Debtor asked the Court to extend the periods within which the
debtor has the exclusive right to file a plan of reorganization for
90 days from May 28, 2016 to and including Aug. 26, 2016, and the
period within which it has the exclusive right to solicit
acceptance of a plan from July 27, 2016, to and including Oct. 25,
2016.  The Debtor said that the exclusivity periods should be
extended because the Debtor requires more time to implement a
restructured business model that will form the proof and basis of
the feasibility of its forthcoming plan.  This is the Debtor's
second request for an extension of the exclusivity periods.

                     About Magnolia Brewing

Magnolia Brewing Company LLC sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Northern
District of California (San Francisco) (Case No. 15-31480) on
Nov. 30, 2015.  The petition was signed by Dave McLean, managing
member.

The Debtor owns and operates a 30-barrel production brewery located
at 3rd and 22nd in San Francisco, California, which was first
opened in 2014, as well as an adjacent restaurant, Smokestack.  The
Debtor also owns the Magnolia Pub and Brewery located at Haight and
Masonic in San Francisco as a result of the Debtor's acquisition of
those assets from McLean Breweries, Inc., pursuant to a merger
between the Debtor and McLean, which occurred in January 2015.
Before the merger, the Debtor and McLean had common management and
a number of common employees and substantially similar ownership.
The Debtor's beer is sold at both of its restaurants and to over
250 draft beer accounts in the San Francisco Bay Area.

The Debtor is represented by Ron Bender, Esq., and John-Patrick M.
Fritz, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P.  The case
is assigned to Judge Dennis Montali.

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

The Office of the United States Trustee formed the Official
Committee of Unsecured Creditors on Dec. 7, 2015.


MANLEY TOYS: Creditors Join In Objection to Ch. 15 Recognition
--------------------------------------------------------------
Creditors Tammie Ackelson, Robin Drake and Heather Miller join the
opposition of ASI Inc., f/k/a Aviva Sports Inc., to all emergency
relief sought by the Appointed Liquidators and Foreign
Representatives of debtor Manley Toys Limited, including their
request for provisional relief pursuant to Section 1519(a) of the
Bankruptcy Code.

Ackelson, et al., are represented by:

         Jill M. Zwagerman, Esq.
         Newkirk Zwagerman P.L.C.
         515 East Locust Street, Suite 300
         Des Moines, IA 50309-1968
         Tel: (515) 883-2000
         E-mail: Jzwagerman@newkirklaw.com

Matt Ng and John Robert Lees filed a petition under Chapter 15 of
the Bankruptcy Code for Hong Kong-based Manley Toys Limited on
March 22, 2016 (Bankr. D.N.J., Case No.: 16-15374).  Manley Toys is
engaged in the development, sourcing, and marketing of toys,
children's products and party supplies.  The case is before Judge
Jerrold N. Poslusny Jr.

The Chapter 15 Petitioners are represented by Stephen M. Packman,
Esq., at Archer & Greiner, P.C., in Haddonfield, New Jersey.


MARATHON OIL: Egan-Jones Cuts Sr. Unsec. Ratings to BB-
-------------------------------------------------------
Egan-Jones Ratings Company lowered the senior unsecured ratings on
debt issued by Marathon Oil Corp. to BB- on May 16, 2016.

Marathon Oil Corporation is an American petroleum and natural gas
exploration and production company headquartered in the Marathon
Oil Tower in Houston, Texas.



MARINA DISTRICT: Fitch Puts 'B' IDR on CreditWatch Positive
-----------------------------------------------------------
Fitch Ratings has placed Marina District Finance Company, Inc.'s
(Borgata) 'B' Issuer- Default Rating (IDR) on Rating Watch Positive
and Borgata's issue ratings on Rating Watch Positive following MGM
Resort International's (MGM) and Boyd Gaming's (BYD) announcement
that MGM will acquire BYD's 50% stake in Borgata. MGM will then
sell Borgata's real estate assets to MGM Growth Properties (MGP)
and lease back the real property to a subsidiary of MGM.

The Rating Watch reflects Fitch's view of MGM & MGP's credit
profiles, which are seen by Fitch as stronger than Borgata's
current credit profile. Fitch currently rates MGM's Long-Term IDR
'BB'. Fitch does not have public ratings on MGP but views its
credit profile as slightly stronger relative to MGM's main credit
group.

Fitch will more closely link Borgata's IDR to the MGM corporate
family following the acquisition. At that point, Borgata will be
included in the master lease between MGM and MGP and most likely
will be integrated into MGM's loyalty program.

Borgata is a market leader in a tough Atlantic City market.
Leverage is currently low at 3.1x for the LTM period ending March
31, 2016, reflecting debt paydown and growing EBITDA.

Borgata is exposed to potential regulatory risk as New Jersey
residents are voting on whether to expand gaming outside of
Atlantic City in November. Overall, Fitch believes that Borgata
could remain a leading casino resort in the Northeast even if
gaming expands in the state.

KEY ASSUMPTIONS

Fitch's expectations are based on the agency's internally produced,
conservative rating case forecasts. They do not represent the
forecasts of rated issuers individually or in aggregate. Key Fitch
forecast assumptions include:

-- Fitch projects low single-digit growth in 2016 and mid-single-
    digit declines in 2017 as competitive properties open in New
    York and Pennsylvania.
-- EBITDA margins are relatively stable between 24% - 26% through

    the forecast period.
-- Fitch does not model in a gaming expansion in New Jersey.

BORGATA RATING SENSITIVITIES

Should the transaction close as planned, Fitch will likely upgrade
Borgata's IDR as Fitch will view it more closely linked with that
of MGM. It is possible that Fitch will withdraw Borgata's ratings
if its credit facility is repaid. Borgata had roughly $640 million
of secured term loans outstanding as of March 31, 2016.

FULL LIST OF RATING ACTIONS

Marina District Finance Company, Inc.

-- Long-Term IDR 'B' placed on Rating Watch Positive;

-- Senior secured revolver 'BB/RR1' placed on Rating Watch
    Positive;

-- Senior secured term loans due 2018 and 2023 'BB-/RR2' placed
    on Rating Watch Positive.


MIDSTATES PETROLEUM: Files Schedules of Assets and Liabilities
--------------------------------------------------------------
Midstates Petroleum Company, Inc. and its debtor-affiliates filed
with the U.S. Bankruptcy Court for the Southern District of Texas
its schedules of assets liabilities, disclosing:

     Name of Schedule         Assets             Liabilities
     ----------------         --------------     --------------
  A. Real Property            $0
  B. Personal Property        $0
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                              $1,457,075,690
  E. Creditors Holding
     Unsecured Priority
     Claims                                      $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                      $  673,088,846
                             --------------      --------------
        Total                $0                  $2,130,164,536

A copy of the schedules is available for free at:

                        https://is.gd/1soVIB

                 About Midstates Petroleum Company

Midstates Petroleum Company, Inc. --
http://www.midstatespetroleum.com/-- is an independent exploration
and production company focused on the application of modern
drilling and completion techniques in oil and liquids-rich basins
in the onshore U.S. Midstates' drilling and completion efforts are
currently focused in the Mississippian Lime oil play in Oklahoma
and Anadarko Basin in Texas and Oklahoma.  The Company's operations
also include the upper Gulf Coast tertiary trend in central
Louisiana.

Midstates Petroleum Company, Inc. and Midstates Petroleum Company
LLC filed separate Chapter 11 petitions (Bankr. S.D. Tex. Case Nos.
16-32237 and 16-32238) on April 30, 2016.  Judge David R Jones
presides over the case.  Kurtzman Carson Consultants LLC serves as
claims and noticing agent.  

As of Dec. 31, 2015, the Company listed assets of $679 million and
total debts of $2 billion.

The petitions were signed by Nelson M. Haight, executive vice
president and chief financial officer.

The Office of the U.S. Trustee on May 12 appointed three creditors
to serve on the official committee of unsecured creditors.



MOHAVE AGRARIAN: Exclusive Plan Filing Deadline Moved to Aug. 4
---------------------------------------------------------------
The Hon. Mike K. Nakagawa of the U.S. Bankruptcy Court for the
District of Nevada has extended, at the behest of Mohave Agrarian
Group, LLC, the Debtor's exclusive plan filing period through Aug.
4, 2016, and the exclusive period to solicit acceptance of the plan
through Oct. 5, 2016.

As reported by the Troubled Company Reporter on April 28, 2016, the
Debtor sought the extensions, saying that an extension of the
exclusive period to file a plan will enable the Debtor to finalize
the value of its real property assets prior to the filing of the
plan and promote an efficient plan solicitation process.  The
Debtor told the Court that it has made substantial progress in
drafting its plan of reorganization.  In anticipation of filing a
plan, the Debtor requires a determination of the value of its
Properties for all purposes so it can meet its burdens to confirm a
plan of reorganization.  

                       About Mohave Agrarian

Headquartered in Las Vegas, Nevada, Mohave Agrarian Group, LLC, is
a privately-held company founded in January 2014.

The Company filed for Chapter 11 bankruptcy protection (Bankr. D.
Nev. Case No. 16-10025) on Jan. 5, 2016, estimating its assets at
between $10 million and $50 million and its liabilities at between
$1 million and $10 million.  The petition was signed by James M.
Rhodes as president of Truckee Springs Holdings, Inc., manager of
Mohave Agrarian.  Fox Rothschild LLP represents the Debtor as
counsel.  Judge Mike K. Nakagawa has been assigned the case.

Counsel for Mohave Agrarian Group, LLC is:

     BRETT A. AXELROD, ESQ.
     FOX ROTHSCHILD LLP
     1980 Festival Plaza Drive, Suite 700
     Las Vegas, NV 89135
     Telephone: (702) 262-6899
     Facsimile: (702) 597-5503
     E-mail: baxelrod@foxrothschild.com


MOLYCORP INC: Taps Deloitte Financial as Fresh-Start Accountant
---------------------------------------------------------------
Molycorp Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Deloitte
Financial Advisory Services LLP to provide fresh-start accounting
services.  

Specifically, Deloitte Financial will assist the Debtors in meeting
their financial reporting requirements in connection with their
emergence from Chapter 11 as promulgated under the Accounting
Standards Codification 852 and related requirements, including:

     (a) determining the effects of the Plan;

     (b) revaluating the Debtors' assets and liabilities under
         fresh-start accounting rules, as applicable;

     (c) recording resulting transactions in its original book of
         entry; and

     (d) determining other necessary emergence-related external
         reporting disclosures as of the appropriate reporting
         date in conformity with applicable accounting standards.

The hourly rates for fresh-start accounting services to be provided
by Deloitte Financial are:
     
     Partner/Principal/Managing Director   $695 – $795
     Senior Manager                        $595 – $650
     Manager/Vice President                $450 – $575
     Senior Associate                      $375 – $425
     Associate                             $275 – $350

Aside from professional fees, the firm will also receive
reimbursement for work-related expenses.

Michael Sullivan, a managing director of Deloitte Financial,
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 C. Sullivan
     Managing Director
     Deloitte Financial Advisory Services LLP
     100 Kimball Drive
     Parsippany, NJ 07054-0319
     Tel: 973-602-6000
     www.deloitte.com

                       About Molycorp, Inc.

Molycorp Inc. -- http://www.molycorp.com/-- is a global rare  
earths and rare metals producer.  Molycorp owns several prominent
are earth processing facilities around the world.  It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.

Molycorp has corporate offices in the United States, Canada and
China.  CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada.  Other senior management members are located at its U.S.
corporate headquarters in Greenwood Village, Colorado.

Molycorp reported a net loss of $623 million in 2014, a net loss of
$377 million in 2013 and a net loss of $475 million in 2012.

As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.

Molycorp and its North American subsidiaries, together with certain
of its non-operating subsidiaries outside of North America, filed
Chapter 11 voluntary petitions in Delaware (Bankr. D. Del. Lead
Case No. 15-11357) on June 25, 2015, after reaching agreement with
a group of lenders on a financial restructuring. The Chapter 11
cases of Molycorp and 20 affiliated debts are pending before Judge
Christopher S. Sontchi.

The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.

The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings.  Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from the
filings as it is not 100% owned by the Company.

Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from AlixPartners,
LLP.  Jones Day and Young, Conaway, Stargatt & Taylor LLP act as
legal counsel to the Company in this process. Prime Clerk serves as
claims and noticing agent.

Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.

On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case of
Molycorp Inc. appointed eight creditors of the company to serve on
the official committee of unsecured creditors.  The Creditors
Committee tapped Ashby & Geddes, P.A. and Paul Hastings LLP as
attorneys.

                          *     *     *

Molycorp, Inc.'s Fourth Joint Amended Plan of Reorganization has
been confirmed by the U.S. Bankruptcy Court for the District of
Delaware.  The Plan contemplates two possible outcomes: (1) the
sale of substantially all of the Debtors' assets if certain
conditions set forth in the Plan are satisfied and (2) (a) the sale
of the assets associated with the Debtors' Mountain Pass mining
facility in San Bernardino County, California; and (b) the
stand-alone reorganization around the Debtors' other three business
units.

Judge Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware on April 8, 2016, issued a findings of fact,
conclusions of law, and order confirming the Fourth Amended Joint
Plan of Reorganization of Molycorp, Inc., and its debtor
affiliates.

The Plan has yet to be declared effective.

On April 13, 2016, Judge Sontchi directed the appointment of a
Chapter 11 trustee to oversee the operations of Industrial Minerals
LLC, Molycorp Advance Water Technologies LLC, Molycorp Minerals
LLC, PP IV Mountain Pass II Inc., PP IV Mountain Pass Inc., and RCF
Speedwagon Inc.  Each of the bankruptcy cases of the companies are
no longer jointly administered with Molycorp's case under Case No.
15-11357.

On May 2, 2016, the Court entered an order in the Molycorp Minerals
Debtors' cases approving the
appointment of Paul E. Harner as chapter 11 trustee for Molycorp
Mineral Debtors' bankruptcy
estates.


MOLYCORP INC: Taps Deloitte LLP as Valuation Services Provider
--------------------------------------------------------------
Molycorp Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Deloitte
LLP.

Deloitte will provide valuation services related to fresh-start
accounting. in connection with the Debtors' emergence from their
Chapter 11 cases.  The firm has agreed to provide valuation
services in two phases:

     (a) Phase 1: An estimation of the fair market value of the
         equity of each Molycorp subsidiary forming part of its
         downstream business for Canadian taxation purposes; and

     (b) Phase 2: An allocation of the equity value of each of the

         subsidiaries to the fair value of its tangible and
         intangible assets, and liabilities for fresh-start
         accounting purposes.

Specifically, the services to be provided by Deloitte in connection
with its valuation work include:

     (a) General Valuation: (i) review the plan and other
         documentation related to the emergence of the Debtors
         from Chapter 11; (ii) review the financial position, and
         historical and projected operating results of the
         subsidiaries; (iii) review the Miller Buckfire valuation
         report and discuss the basis of that valuation with the
         Debtors' management and Miller Buckfire; (iv) research
         the industry and market trends and outlook, economic
         environment, comparable companies and precedent
         transaction, and access the current competitive
         environment; (v) hold discussion with management; (vi)
         prepare a draft valuation report for discussion with
         management; and (vii) finalize and issue a final
         valuation report.

     (b) Tangible Assets Valuation: (i) review information about
         the property and equipment used in the operations of the
         subsidiaries; (ii) review previous appraisals, if any, of

         the tangible assets owned by the subsidiaries; (iii)
         perform a physical inspection of all assets where
         Deloitte and the management agree is appropriate; (iv)
         estimate the new and depreciated replacement costs of the

         tangible assets owned by the subsidiaries.

     (c) Intangible Assets Valuation: (i) in consultation with the

         management, identify the various intangible assets
         including trademarks, patents, and customer
         relationships; (ii) review with management financial
         projections for identifiable intangible assets; and (iii)

         using valuation methodologies that Deloitte deem
         appropriate, determine the fair value of the identifiable

         intangible assets of the subsidiaries.

The firm's professionals and their hourly rates are:

     Partner/Director     $635 - $735
     Senior Manager       $560 - $605
     Manager              $435 - $485
     Senior Associate     $385 - $435
     Associate            $285 - $335

D. Jeffrey Harder, a financial advisor and partner at Deloitte,
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:

     D. Jeffrey Harder
     Deloitte LLP
     2800 – 1055 Dunsmuir Street
     4 Bentall Centre
     P.O. Box 49279
     Vancouver BC V7X 1P4
     Canada
     Tel: 604-669-4466
     www.deloitte.ca

                       About Molycorp, Inc.

Molycorp Inc. -- http://www.molycorp.com/-- is a global rare  
earths and rare metals producer.  Molycorp owns several prominent
are earth processing facilities around the world.  It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.

Molycorp has corporate offices in the United States, Canada and
China.  CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada.  Other senior management members are located at its U.S.
corporate headquarters in Greenwood Village, Colorado.

Molycorp reported a net loss of $623 million in 2014, a net loss of
$377 million in 2013 and a net loss of $475 million in 2012.

As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.

Molycorp and its North American subsidiaries, together with certain
of its non-operating subsidiaries outside of North America, filed
Chapter 11 voluntary petitions in Delaware (Bankr. D. Del. Lead
Case No. 15-11357) on June 25, 2015, after reaching agreement with
a group of lenders on a financial restructuring. The Chapter 11
cases of Molycorp and 20 affiliated debts are pending before Judge
Christopher S. Sontchi.

The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.

The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings.  Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from the
filings as it is not 100% owned by the Company.

Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from AlixPartners,
LLP.  Jones Day and Young, Conaway, Stargatt & Taylor LLP act as
legal counsel to the Company in this process. Prime Clerk serves as
claims and noticing agent.

Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.

On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case of
Molycorp Inc. appointed eight creditors of the company to serve on
the official committee of unsecured creditors.  The Creditors
Committee tapped Ashby & Geddes, P.A. and Paul Hastings LLP as
attorneys.

                          *     *     *

Molycorp, Inc.'s Fourth Joint Amended Plan of Reorganization has
been confirmed by the U.S. Bankruptcy Court for the District of
Delaware.  The Plan contemplates two possible outcomes: (1) the
sale of substantially all of the Debtors' assets if certain
conditions set forth in the Plan are satisfied and (2) (a) the sale
of the assets associated with the Debtors' Mountain Pass mining
facility in San Bernardino County, California; and (b) the
stand-alone reorganization around the Debtors' other three business
units.

Judge Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware on April 8, 2016, issued a findings of fact,
conclusions of law, and order confirming the Fourth Amended Joint
Plan of Reorganization of Molycorp, Inc., and its debtor
affiliates.

The Plan has yet to be declared effective.

On April 13, 2016, Judge Sontchi directed the appointment of a
Chapter 11 trustee to oversee the operations of Industrial Minerals
LLC, Molycorp Advance Water Technologies LLC, Molycorp Minerals
LLC, PP IV Mountain Pass II Inc., PP IV Mountain Pass Inc., and RCF
Speedwagon Inc.  Each of the bankruptcy cases of the companies are
no longer jointly administered with Molycorp's case under Case No.
15-11357.

On May 2, 2016, the Court entered an order in the Molycorp Minerals
Debtors' cases approving the
appointment of Paul E. Harner as chapter 11 trustee for Molycorp
Mineral Debtors' bankruptcy
estates.


MOVIESTOP: Files Chapter 11 Petition
------------------------------------
BankruptcyData.com reported that privately-held MovieStop and four
affiliated Debtors filed for Chapter 11 protection with the U.S.
Bankruptcy Court in the District of Delaware, Lead Case No.
16-11452.  The Company, which is a value retailer of new and used
movies, is represented by Christopher M. Samis of Whiteford Taylor
& Preston.  The Company announced that is now initiating a detailed
process to evaluate offers for the assets of Hastings Entertainment
and SP Images in order to maximize stakeholder value. This
development follows the Company's launch of a successful refresh
program across 20 Hastings Entertainment superstores and
implementation of a series of initiatives aimed at increasing
operational efficiency and overall profitability. Jim Litwak,
president and C.O.O. of Hastings Entertainment, notes, "In the past
six months, Hastings has made significant progress in transforming
our stores into entertainment destinations with exciting new
categories that appeal to every member of the family and also
extend to our e-commerce business.  We are hopeful that we are on
the right path but need an additional cash infusion to complete our
remerchandising strategy.  An asset sale to a well-capitalized
purchaser would give us this financial stability and allow the
buyer to pick and choose the assets it wants to acquire, while also
disassociating us from the unique challenges facing our sister
companies and creating new opportunities to generate long-term
value for our creditors, associates, customers, suppliers and
ultimately the communities we serve."  Draw Another Circle and its
subsidiaries filed for Chapter 11 protection to facilitate the
sales process. SPImages will continue a parallel sale process
through bankruptcy, while MovieStop will continue its inventory
clearance sales, which are expected to be completed in July 2016.
Bank of America has committed to providing $90 million in new
debtor-in-possession financing, which, combined with cash from
ongoing operations, will ensure the businesses are able to meet
their financial commitments throughout this process.

                          About MovieStop

MovieStop is a retailer of new and used movies and related
merchandise.  It was founded in 2004 as a division of GameStop.
GameStop spun off MovieStop to private owners in 2012.


MURPHY OIL: Egan-Jones Cuts FC Sr. Unsec. Rating to BB-
-------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Murphy Oil Corp. to BB- from BBB
on May 13, 2016.

Murphy Oil Corporation is an American petroleum and natural gas
exploration company headquartered in El Dorado, Arkansas. The
company also has operating offices in Houston, Texas, Calgary,
Alberta, and Kuala Lumpur, Malaysia.



NATIONAL CERAMICS: July 11 Disclosure Statement Hearing
-------------------------------------------------------
Judge Laurel M. Isicoff of the U.S. Bankruptcy Court for the
Southern District of Florida will convene a hearing on July 11,
2016, at 11:30 a.m., to consider approval of the disclosure
statement explaining National Ceramics of Florida Corp.'s plan of
reorganization.

Under the Debtor's Plan, general unsecured creditors are estimated
to receive approximately 1% to 5% of their allowed claims.

Keystone, a secured creditor, be paid in full to the extent of its
collateral, and the remainder of its claim will be paid pro rata
with the unsecured claims in Class 2.  General unsecured creditors
will receive pro rate share of $20,000 Cash Infusion after payment
of Class 1 secured claim of Key Stone.  The Debtor estimates the
payments to general unsecured creditors will be approximately 1% to
5% of allowed claims.  Holders of equity interests will retain
interests in exchange for $20,000 Cash Infusion and general
releases.

Objections to the Disclosure Statement are due July 4.

A full-text copy of the Disclosure Statement dated June 2, 2016, is
available at http://bankrupt.com/misc/flbs-16-14739-21.pdf

National Ceramics of Florida, Corp. sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-14739) on
April 1, 2016.  The Debtor is represented by David R. Softness,
Esq., at David R. Softness, PA.

The Troubled Company Reporter, on May 19, 2016, reported that 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 National Ceramics of Florida, Corp.


NAVIOS ACQUISITION: S&P Lowers CCR to 'B' on Link with Owner
------------------------------------------------------------
S&P Global Ratings said that it has lowered its long-term corporate
credit rating on Marshall Islands-registered tanker shipping
company Navios Maritime Acquisition Corp. to 'B' from 'B+'.  The
outlook is negative.

Accordingly, S&P lowered its issue rating on Navios Acquisition's
senior secured debt to 'B+' from 'BB-'.  The recovery rating
remains at '2', indicating S&P's expectation of recovery prospects
in the lower half of 70%-90% range.

The downgrade reflects the one-notch negative adjustment S&P
applies because S&P now believes that Navios Acquisition's
financial and liquidity position is linked to its lower-rated
46.2%-owner Navios Maritime Holdings Inc. (Navios Holdings) because
of the entities' linked business relationships.  This is reflected
in the overlaps in management and board of directors (one person on
both boards) of both companies, their common business ties and
shared name affiliation, corporate history, and corporate support
functions.

Navios Holdings' weakened credit quality over the past quarters,
most importantly its persistent cash burn from its core drybulk
shipping operations, has increased S&P's concerns about the
influence Navios Holdings has on Navios Acquisition and the
potential for upstreamed support.  This follows Navios
Acquisition's provision of a revolving credit facility (RCF) to
Navios Holdings in March this year (which was ultimately
terminated), with relatively attractive pricing, in S&P's view.  In
S&P's opinion, the potential continued liquidity tightening at
Navios Holdings could lead to actions aimed at alleviating this
pressure, to the detriment of Navios Acquisition's credit standing.
This contradicts S&P's previous understanding that each company
was to operate financially on a stand-alone basis, including during
periods of stress.  These developments have prompted S&P to revise
its approach and analyze Navios Acquisition and Navios Holdings on
an integrated basis.

At the same time, S&P maintains its view of Navios Acquisition's
stand-alone credit quality (SACP), which S&P assess at 'b+'.

"We have reassessed Navios Acquisition's financial risk profile to
aggressive from highly leveraged, which is consistent with our
previous expectation that the company would continue to deliver
sustained EBITDA growth until 2015, predominantly underpinned by
firm tanker rates and an expanding fleet.  We also continue to
believe that the company will maintain a solid earnings performance
beyond 2015, complemented by a balanced investment strategy and
gradual debt reduction.  This has resulted in improved credit
ratios, along with an S&P Global Ratings-adjusted ratio of funds
from operations (FFO) to debt slightly in excess of 12% in the 12
months to March 31, 2016.  Furthermore, we forecast that adjusted
FFO to debt will improve and remain at about 14% over 2016-2017,
which is a level that we consider commensurate with the lower end
of our aggressive category," S&P said.

The company's financial risk profile remains constrained, however,
by the absolute high adjusted debt stemming from the underlying
industry's high capital intensity and the company's historically
large expansionary investments.  S&P forecasts that Navios
Acquisition's adjusted debt peaked in 2015, after the company paid
all installments for vessels on order, and that it will gradually
decline thereafter.  S&P assumes that any further potential
disposals of vessels to an affiliate Navios Maritime Midstream
Partners L.P. (Navios Midstream), or additions to renew the fleet,
will be carried out in a way that supports credit measures in line
with an aggressive financial risk profile.

"Under our base-case operating scenario, we project relatively
stable annual EBITDA (including cash dividends received from Navios
Midstream) in 2016-2017 of more than $200 million, against about
$216 million in 2015.  We take into account Navios Acquisition's
high contracted revenues, which provide good earnings visibility
and consequently downside protection to time charter rates for
product tankers and very large crude carriers (VLCC) that will
likely fall moderately from the high levels in 2015.  As of May 19,
2016, Navios Acquisition had contracted 95% and 53% of its vessel
available days on a charter-out basis for 2016 and 2017,
respectively.  We understand that the average charter rates in
these contracts are above Navios Acquisition's cash flow break-even
rates (including capital repayments) and that about one-half of the
contracts include a profit-sharing provision, which will enable
Navios Acquisition to capture the potential upside in rates.  That
also means that the company should be able to generate excess cash
flow this year and next," S&P said.

The key consideration in S&P's assessment of Navios Acquisition's
fair business risk profile is S&P's view of the shipping industry's
high risk.  S&P thinks this stems from the industry's capital
intensity, high fragmentation, frequent imbalances between demand
and supply, lack of meaningful supply discipline, and volatility in
charter rates and vessel values.  The company's relatively narrow
business scope and diversity, with a focus on the tanker industry,
and its concentrated, albeit good-quality, customer base also
constrain the rating.

S&P considers these risks to be partly offset by Navios
Acquisition's competitive position, which incorporates the
company's strong profitability.  S&P factors in its view of low
volatility in the company's EBITDA margins and returns on capital,
thanks to its conservative chartering policy, competitive operating
break-even rates, and limited exposure to fluctuations in prices of
bunker fuel through time-charter contracts, which largely
counterbalance the industry's cyclical swings.  S&P also thinks
that Navios Acquisition's competitive position benefits from its
attractive fleet profile, supported by relatively large, modern,
and high-quality tankers.

S&P's assessments of a fair business risk profile and an aggressive
financial risk profile indicate an anchor of 'bb-' (previously 'b')
for Navios Acquisition.  S&P applies a downward adjustment of one
notch for our comparable ratings analysis because Navios
Acquisition's business and financial risk profiles are at the
lower-end of the respective categories.  Furthermore, S&P revised
its management and governance assessment to fair from strong
previously, to reflect the potential influence Navios Holdings has
on Navios Acquisition, after Navios Acquisition's provision of the
aforementioned RCF to Navios Holdings.  This leads to an SACP of
'b+' on the company.

The negative outlook reflects S&P's view that, given the linked
business relationship between Navios Acquisition and Navios
Holdings, Navios Acquisition's creditworthiness could be undermined
by possible further deterioration of Navios Holdings' liquidity
position in the coming quarters.

A downgrade of Navios Acquisition is possible if Navios Holdings'
efforts to restore its liquidity do not unfold and if S&P
considered that its liquidity sources-to-uses ratio could fall
below 1.0x, constituting a likely default risk within the next 12
months, in particular if there is no rebound in drybulk charter
rates or if the cash flow from a major contract with Vale S.A. for
storage and transshipment of iron ore from January 2017, which is
currently under a legal dispute, is delayed or the contract is
amended at less favorable terms.

Rating pressure would also arise if Navios Acquisition performs
below S&P's expectations.  This could stem from an unforeseen drop
in tanker rates significantly below the 2015 levels or an increase
in debt due to fleet expansion, resulting in FFO to debt being
consistently below 12%.

S&P could revise its outlook on Navios Acquisition to stable if S&P
was to take the same rating action on Navios Holdings.  This could
occur if Navios Holdings' measures to boost its liquidity sources
were successful, if S&P believed that the company's free cash flow
generation could turn positive, and if its liquidity position
stabilized.  However, S&P thinks positive free cash flow generation
is unlikely before 2017.



NAVIOS MARITIME: S&P Affirms 'B-' Corporate Credit Rating
---------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term corporate credit
rating on Marshall Islands-registered shipping company Navios
Maritime Holdings Inc.

At the same time, S&P lowered its issue rating on the company's
senior secured debt to 'B-' from 'B' and revised the recovery
rating to '3' from '2', reflecting S&P's revised recovery analysis.
S&P's recovery expectations are now in the lower half of the
50%-70% range.

S&P also affirmed its 'CCC' issue rating on the company's senior
unsecured debt.  The recovery rating is unchanged at '6',
reflecting S&P's expectation of negligible recovery (0%-10%) in the
event of a payment default.

The rating affirmation reflects S&P's belief that Navios Holdings'
financial and liquidity position is linked to its higher-rated
46.2%-owned non-consolidated affiliate Navios Maritime Acquisition
Corp. because of the entities' linked business relationships, as
reflected in the overlaps in management and boards of directors
(although only one person is on the board of both companies), as
well as their common business ties and shared name affiliation,
corporate history, and corporate support functions.  S&P also takes
into account Navios Holdings' ability to influence Navios
Acquisition and potential for upstream support.  This follows
Navios Acquisition's provision of a revolving credit facility to
Navios Holdings in March this year (which was ultimately
terminated) with a relatively attractive pricing, in S&P's view. In
S&P's opinion, potential continued liquidity tightening at Navios
Holdings could lead to actions aimed at alleviating this pressure
to the detriment of Navios Acquisition.  This contradicts S&P's
previous understanding that financially each company was to operate
on a stand-alone basis, including during periods of stress.
Consequently, S&P has revised its approach and now analyze Navios
Holdings and Navios Acquisition on an integrated basis.

Furthermore, S&P has revised downward its stand-alone credit
profile (SACP) on Navios Holdings to 'ccc+' from 'b-' because S&P
believes that the company will continue to generate negative cash
flow in 2016 and will rely on third parties and recovery of drybulk
shipping rates to avert a potential liquidity shortfall.

Navios Holdings' earnings will remain under persistent pressure in
2016.  Weak drybulk shipping industry prospects, combined with the
company's large capital expenditure (capex) for new drybulk vessels
and port expansion in South American logistics operations, will
lead to negative cash flows and a diminishing cash position during
the course of this year, according to S&P's base case.  S&P
forecasts that Navios Holdings will generate negative cash flow of
$40 million-$50 million in 2016 (the vast majority in the drybulk
shipping operations), which incorporates the company's working
capital optimization and efficiency measures.  These figures
compare with a cash balance of about $177 million on Dec. 31,
2015.

Drybulk ship operators are suffering the lowest charter rates in
the past 30 years, as supply growth continues to outstrip demand
growth.  This situation has been aggravated recently by
significantly weakened demand from China, by far the largest global
importer of iron ore and one of the largest importers of coal.
According to Clarkson Research, a one-year time charter rate for a
Capesize large drybulk carrier runs presently at around $6,500 per
day, which is just about the operating cost break-even (not
including interest expense and capital repayment).  S&P foresees no
rebound in charter rates in 2016 because it don't expect any
immediate demand-side stimulus or supply-side relief. S&P assumes
that the impact from accelerated scrapping will likely be wiped out
by new vessel deliveries unless the deferral/cancellation rate
significantly soars.

Furthermore, S&P's SACP incorporates uncertainties over Navios
Holdings' future cash flows following a request by Vale S.A. for an
early termination of its 20-year transshipment contract with Navios
Holdings' 63.8%-owned subsidiary Navios South American Logistics
Inc. (Navios Logistics).  This could prevent Navios Logistics from
securing a significant portion of the added capacity to its
expanding port terminal in Uruguay.  Under the contract, Navios
Logistics would have generated a minimum of
$40 million in annual revenues for handling about 4 million tons of
iron ore for 20 years.  S&P is currently uncertain over the outcome
of this dispute, including whether Vale will have to pay a
termination fee, take-or-pay amounts, or renegotiate contract
terms.  As a result, S&P's base-case scenario continues to
incorporate the take-or-pay amounts starting in 2017, according to
the existing contract.

The negative outlook reflects a risk of a further deterioration of
Navios Holdings' liquidity position in the coming quarters, in
particular if timely corrective actions by management to bolster
the company's liquidity sources do not materialize.

S&P could downgrade Navios Holdings if the company's efforts to
restore its liquidity are not successful and if S&P considers its
liquidity sources-to-uses ratio will fall below 1.0x, constituting
a likely default risk within the next 12 months.  In particular,
S&P thinks this might happen if there is no rebound in drybulk
charter rates or if the cash flow from the Vale contract is delayed
or the contract is amended at less favorable terms.

Rating pressure on Navios Holdings would also arise if Navios
Acquisition underperforms S&P's expectations -- either because of
an unforeseen drop in tanker rates significantly below the 2015
levels or an increase in debt due to fleet expansion, resulting in
Navios Acquisition's FFO to debt being consistently below 12%.

S&P could revise the outlook to stable if Navios Holdings' measures
to boost its liquidity sources were successful, if S&P believed
that the company's free cash flow generation was to turn positive,
and if its liquidity position stabilized.  However, S&P thinks
positive free cash flow generation is unlikely before 2017.


NERMINE AYOUB HANNA: Plan Confirmation Hearing Set for Aug. 2
-------------------------------------------------------------
Chief Bankruptcy Judge Paul G. Hyman, Jr., approved the disclosure
statement explaining the Chapter 11 plan of Nermine Ayoub Hanna and
set the hearing to consider confirmation of the Plan for August 2,
2016 at 10:00 a.m.

The Debtor filed a Second Amended Disclosure Statement and Second
Amended Plan on December 17, 2015.

Judge Hyman also set these deadlines:

     -- PROPONENT'S DEADLINE FOR SERVING THIS ORDER,
        DISCLOSURE STATEMENT, PLAN, AND BALLOT:
        June 23, 2016 (40 days before Confirmation Hearing)

     -- DEADLINE FOR OBJECTIONS TO CLAIMS:
        June 23, 2016 (40 days before Confirmation Hearing)

     -- DEADLINE FOR FEE APPLICATIONS:
        July 12, 2016 (21 days before Confirmation Hearing)

     -- PROPONENT'S DEADLINE FOR SERVING NOTICE OF FEE
APPLICATIONS:
        July 19, 2016 (14 days before Confirmation Hearing)

     -- DEADLINE FOR OBJECTIONS TO CONFIRMATION:
        July 19, 2016 (14 days before Confirmation Hearing)

     -- DEADLINE FOR FILING BALLOTS ACCEPTING OR REJECTING PLAN:
        July 19, 2016 (14 days before Confirmation Hearing)

     -- PROPONENT'S DEADLINE FOR FILING PROPONENT'S REPORT
        AND CONFIRMATION AFFIDAVIT:
        July 28, 2016 (three business days before Confirmation
Hearing)

     -- DEADLINE FOR INDIVIDUAL DEBTOR TO FILE "CERTIFICATE FOR
        CONFIRMATION REGARDING PAYMENT OF DOMESTIC SUPPORT
        OBLIGATIONS AND FILING OF REQUIRED TAX RETURNS":
        July 28, 2016 (three business days before Confirmation
Hearing)

Nermine Ayoub Hanna filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Fla. Case No. 13-17854-PGH) in 2013.  She is represented by:

     Aaron A. Wernick, Esq.
     Furr and Cohen, P.A.
     2255 Glades Road, Suite 337W
     Boca Raton, FL 33431
     Tel: (561) 395-0500
     Fax: (561) 338-7532
     E-mail: awernick@furrcohen.com


NEW HORIZONS HEALTH: Disclosures Okayed; Plan Hearing on July 21
----------------------------------------------------------------
Bankruptcy Judge Gregory R. Schaaf approved the disclosure
statement explaining the Chapter 11 plan of New Horizons Health
Systems, Inc.  The Plan documents were filed April 27, 2016.

July 14, 2016 at 4:00 pm (EST) is fixed as the last day for
creditors to cast their vote on the Plan.

The hearing on confirmation of the Plan shall be held on July 21,
2016 at 9:00 a.m. (EST) in the United States Bankruptcy Court, 2nd
Floor, Community Trust Building, 100 East Vine Street, Lexington,
Kentucky.

July 14, 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.  

The Debtor is represented in the case by:

     Ellen Arvin Kennedy, Esq.
     John M. Spires, Esq.
     Dinsmore & Shohl, LLP
     250 W. Main Street, Suite 1400
     Lexington, Kentucky 40507
     Tel: (859) 425-1000
     Fax: (859) 425-1099
     E-mail: ellen.kennedy@dinsmore.com
             john.spires@dinsmore.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.

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


NEWFIELD EXPLORATION: Egan-Jones Cuts FC Sr. Unsec. Rating to B+
----------------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Newfield Exploration Co. to B+
from BB+ on May 13, 2016.

Newfield Exploration Company is an independent crude oil and
natural gas exploration and production company.



NOAH WEBSTER: S&P Lowers Rating on 2014/2015 School Bonds to 'BB'
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'BB' from 'BB+'
on the Pima County Industrial Development Authority, Ariz.'s series
2014 and 2015 charter school revenue and revenue refunding bonds
issued on behalf of Noah Webster Basic Schools Inc.  The outlook is
negative.

"The rating action reflects our view of Noah Webster's ongoing
growth risk associated with its Noah Webster Schools-Pima campus,
which missed its enrollment projections for the second year in a
row, causing increased operational pressure for the organization,"
said S&P Global Ratings credit analyst Debra Boyd.

The outlook reflects S&P's view of the school's missed enrollment
projections, which could continue and cause persistent deficit
operations, low cash on hand, and weak debt service coverage.


NORANDA ALUMINUM: Flat Rolled Products Auction Moved to June 29
---------------------------------------------------------------
Noranda Aluminum, Inc., has filed a notice modifying the dates of
governing the auction of Noranda Aluminum, Inc., et al.'s flat
rolled products business owned and operated by Noranda USA, Inc.,
conducted at the rolling mills in (a) Huntingdon, Tennessee, (b)
Newport, Arkansas, and (c) Salisbury, North Carolina, together with
any assets, facilities, real property, personal property, plants,
equipment, inventory, and accounts receivable associated
therewith.

The modified sale process dates are:

     Bid Deadline      June 24, 2016 at 5:00 p.m. (Eastern Time)
     Auction           June 29, 2016 at 10:00 a.m. (Eastern Time)
     Sale Hearing      July 14, 2016 at 10:00 a.m. (Central Time)

                     About Noranda Aluminum

Noranda Aluminum, Inc., and 10 of its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Lead Case No.
16-10083) on Feb. 8, 2016.  The petitions were signed by Dale W.
Boyles, the chief financial officer.  Judge Barry S. Schermer is
assigned to the cases.

The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as counsel, Carmody MacDonald P.C. as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC as restructuring advisors and Prime Clerk LLC as claims,
solicitation and balloting agent.

The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion.  As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount of
secured indebtedness, consisting of a revolving credit facility
and a term loan facility.

The Debtors had approximately 1,857 employees as of the Petition
Date.


NORANDA ALUMINUM: Gets Exclusivity to File Plan Thru Oct. 5
-----------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court approved
Noranda Aluminum Holding's second motion to extend the exclusive
period, by 120 days, during which the Company can file a Chapter 11
plan and solicit acceptances thereof through and including October
5, 2016 and December 5, 2016, respectively. As previously reported,
"The Debtors seek such extensions to avoid the necessity of having
to prematurely formulate a chapter 11 plan and to ensure that any
such plan best addresses the interests of the Debtors and their
employees, creditors and estate. Finally, during the first 120 days
of these Chapter 11 Cases, the Debtors and their professionals have
been working diligently on numerous additional chapter 11-related
tasks, including (a) beginning the process of analyzing the
Debtors' leases and executory contracts to identify which are
beneficial to the Debtors' estates and should be assumed and which
should be rejected, (b) engaging in negotiations with critical
vendors and contract counterparties, and (c) finalizing and filing
the Debtors' schedules of assets, liabilities and executory
contracts and unexpired leases, and their statements of financial
affairs. Work, however, remains to be done before the Debtors are
in a position to propose and confirm a realistic chapter 11 plan."


                       About Noranda Aluminum

Noranda Aluminum, Inc., and 10 of its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Proposed Lead
Case No. 16-10083) on Feb. 8, 2016.  The petitions were signed by
Dale W. Boyles, the chief financial officer.  Judge Barry S.
Schermer is assigned to the cases.

The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as counsel, Carmody MacDonald P.C. as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC as restructuring advisors and Prime Clerk LLC as claims,
solicitation and balloting agent.

The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion.  As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount
of secured indebtedness, consisting of a revolving credit facility
and a term loan facility.

The Debtors had approximately 1,857 employees as of the Petition
Date.

The Office of the U.S. Trustee appointed seven creditors of Noranda
Aluminum Holding Corp. and its affiliated debtors to serve on the
official committee of unsecured creditors.  The Committee retained
Lowenstein Sandler LLP as counsel and Houlihan Lokey Capital Inc.
as financial advisor and investment banker.


NORTHERN BLIZZARD: DBRS Confirms B(low) Issuer Rating
-----------------------------------------------------
DBRS Limited confirmed the Issuer Rating and the rating of the
Senior Unsecured Notes (the Notes) of Northern Blizzard Resources
Inc. (NBR or the Company) at B (low). DBRS has maintained all
trends as Negative. The Recovery Rating on the Notes has been
confirmed at RR4. The confirmation of the B (low) rating signifies
DBRS’s opinion that NBR’s key credit metrics and business
profile are consistent with its current rating. The B (low) rating
also considers NBR’s sufficient liquidity position and the
Company’s price hedges through 2017, which should augment cash
flow and mitigate the price volatility in the current weak, albeit
improving, oil price environment. The maintenance of a negative
trend accounts for the continued erosion in credit metrics through
the first part of 2016.

The Company's lease-adjusted debt-to-cash flow ratio rose to 2.94
times (x) for the 12 months ending March 31, 2016, from 2.45x at
year-end 2015. The lease-adjusted EBIT interest coverage was weak
over both periods. The Company’s cash flow is sensitive to a
change in the price of oil. In-the-money hedges have provided a
significant cushion to cash flow during the recent weak price
environment thus mitigating the pressure on the Company’s
financial profile. The recent strength in the price of oil has also
been beneficial. However, if the price of oil returns to lower
levels, NBR may not be able to add hedges at prices as favourable,
which could have a negative impact on future cash flow and cause a
further weakening in the Company’s credit metrics.

The Company has good financial and capital flexibility and has
adjusted capital spending and the payment of cash dividends for a
lower pricing environment. Free cash flow (after capital spending
and cash dividends) in 2015 and for the first quarter of 2016 was
positive. Free cash flow has been deployed to reduce debt. Based on
the recently announced updated 2016 capex budget of $55 million (up
from $40 million previously) and supported by the positive hedges,
DBRS anticipates NBR will be able to generate a free cash flow
surplus in 2016. Should the price of oil stabilize at a level in
excess of USD 50/bbl, DBRS will likely change all trends back to
Stable.

The Company has also maintained sufficient liquidity to withstand a
period of weak pricing. Liquidity is supported by a borrowing base
facility of $300 million (down from $475 million following the
recent borrowing base review) and as of June 8, 2016, the facility
was undrawn. Furthermore, refinancing risk is low, since the USD
276.2 million (CAD 359.8 million) of Notes do not mature until
February, 2022.

NBR is concentrated on the production of lower-margin heavy oil
(91% of total 2015 boe/d production) in Saskatchewan. Relative to
its peers, NBR is more exposed to the heavy/light oil price
differential. This risk has been partially mitigated with hedging
of both the price of WTI oil and the heavy/light price
differential. The Company is projecting in excess of 19,000 boe/d
in 2016, virtually all oil. For 2016, NBR has hedged 11,500 bbls/d
(about 60% of total estimated production) at an average price of
CAD 79.50/bbl (about USD 61/bbl) for WTI oil and 11,500 bbls/d of
the WTI/WCS differential, at an average of CAD 18.87/bbl. In 2017,
the Company has hedged 10,000 bbls/d at an average WTI price of CAD
66.19/bbl (about USD 51/bbl) and 8,000 bbls/d of the WTI/WCS
differential at an average of CAD 18.28/bbl.



ORANGE REGIONAL: Moody's Affirms Ba1 Rating on $308MM Debt
----------------------------------------------------------
Moody's Investors Service affirms Orange Regional Medical Center's
(ORMC) Ba1 assigned to $308 million of outstanding debt issued
through the Dormitory Authority of the State of New York. The
outlook is revised to positive from stable.

The Ba1 reflects ORMC's growing market share in a favorable service
area, highlighting improved operating performance and noted
tempering of leverage, supported by good volume growth in the last
three years with the opening of a replacement hospital on its main
campus. The rating is balanced by a still very high leverage
position, leading to weaker debt coverage metrics, and some
historic variability in volume trends.

Rating Outlook

Revision of the outlook to positive reflects Moody's expectation
that ORMC will sustain the improved operating performance, which
will allow the organization to strengthen the balance sheet and
continue to steadily deleverage.

Factors that Could Lead to an Upgrade

  Continued deleveraging of the balance sheet and improvement
  in liquidity balances

  Sustaining recent trends of improved operating margins

Factors that Could Lead to a Downgrade

  Additional debt or equivalents

  Material downturn in operating performance

  Decline in liquidity

Legal Security

The bonds are secured by a pledge of Gross Receipts of the Orange
Regional Medical Center and a pledge of first mortgage on the new
campus. A fully funded debt service reserve fund is also present.

Use of Proceeds. Not applicable

Obligor Profile

Orange Regional Medical Center (ORMC), is a 383 bed acute care
hospital located in Orange County, serving as a regional referral
center in the Mid-Hudson Valley region of New York State. Greater
Hudson Valley Health System, Inc. (GHVHS) located in Middletown,
New York, is the sole member and active parent company of ORMC and
Catskill Regional Medical Center in Sullivan County.


PACIFIC EXPLORATION: Colombian Superintendence Recognizes CCAA
--------------------------------------------------------------
Pacific Exploration & Production Corporation on June 13 disclosed
that the Colombian Superintendencia de Sociedades (the
"Superintendence") on Friday, June 10, 2016 granted an order under
Colombian Law 1116 recognizing and giving effect to the initial
order obtained from the Ontario Superior Court on April 27, 2016
under the Companies' Creditors Arrangement Act (Canada) and
recognizing the CCAA proceedings as the foreign main proceedings
for the restructuring of the company.  The Superintendence also
authorized the granting of security over the assets of the
Colombian branches of Meta Petroleum Corp., Pacific Stratus Energy
Colombia Corp., and Petrominerales Colombia Corp. (each a
subsidiary of the Company) in connection with the Company's
proposed U.S.$500 million debtor-in-possession financing and
U.S.$134 million letter of credit facility.

As announced on June 8, 2016, the CCAA proceedings were also
recognized as the foreign main restructuring proceedings for the
Company by the U.S. Bankruptcy Court for the Southern District of
New York under an order it entered under Chapter 15 of the U.S.
Bankruptcy Code on June 8, 2016.

"We are pleased that the Company has now received these recognition
orders from both the Colombian Superintendencia de Sociedades, and
the United States Bankruptcy Court for the Southern District of New
York," said Dennis Mills, Chair of the Independent Committee of the
Board of Directors.  "With these orders, the Company can continue
the significant progress that it has made in its main restructuring
proceedings under the CCAA in Canada, all with a view to
implementing the restructuring in the third quarter of 2016."

Shareholder Contact Information

Shareholders are reminded that any questions or concerns can be
directed to the Company at ir@pacificcorp.energy

Noteholder Contact Information

Noteholders with questions concerning the restructuring are
encouraged to contact Kingsdale Shareholder Services at
1-877-659-1821 toll-free in North America or call collect at
1-416-867-2272 outside of North America or by email at
contactus@kingsdaleshareholder.com

             About Pacific Exploration & Production

Pacific Exploration & Production Corp. is a Canadian public company
and a leading explorer and producer of natural gas and crude oil,
with operations focused in Latin America.  The Company has a
diversified portfolio of assets with interests in more than 70
exploration and production blocks in various countries including
Colombia, Peru, Guatemala, Brazil, Guyana and Belize.  The
Company's strategy is focused on sustainable growth in production &
reserves and cash generation.   

The Troubled Company Reporter-Latin America, on Feb. 23,
2016,reported that Fitch Ratings says that the agency could
downgrade its ratings on Pacific Exploration and Production Corp.
(Pacific; Long-term Foreign and Local Currency Issuer Default
Ratings of 'C') to restricted default (RD).  This could occur after
the expiration of the recently negotiated extension with
bondholders of the time in which to declare principal due and
payable on certain notes.  Fitch considers the extension of
multiple waivers or forbearance periods upon a payment default a
restricted default given they represent a material reduction in
terms compared with the original contractual terms.  Furthermore,
the extension of multiple waivers can be interpreted as a tool that
is being conducted in order to avoid bankruptcy.

                        *     *     *


On April 7, 2016, the TCR reported that Fitch Ratings downgraded
Pacific Exploration and Production Corp.'s (Pacific) Foreign and
Local Currency Long-term Issuer Default Ratings (IDRs) to
restricted default 'RD' from 'C'.  Concurrently, Fitch affirmed the
'C/RR4' long-term rating on Pacific's outstanding senior unsecured
debt issuances totaling approximately USD4 billion with final
maturities in 2019 through and 2025.

On Jan. 21, 2016, the TCR reported that Moody's Investors Service
has downgraded Pacific Exploration & Production Corp. (Pacific
E&P)'s corporate family rating and senior unsecured debt ratings to
C from Caa3.

The TCR, on Jan. 20, 2016, reported that Standard & Poor's Ratings
Services said it lowered its long-term corporate credit and
issue-level ratings on Pacific Exploration and Production Corp.
(Pacific) to 'CC' from 'CCC+'.  S&P also removed the rating from
CreditWatch with negative implications.  The outlook is negative.

On Jan. 14, 2016, Pacific announced that it has elected to utilize
the 30 day grace period rather than make the interest payments due
on Jan. 19, 2016 and Jan. 26, 2016 of about $65 million.  Although

the company is still current on those obligations, S&P expects
default to be a virtual certainty.


PEABODY ENERGY: Committee Hires Blackacre as Independent Expert
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Peabody Energy
Corporation, et al., asks for authorization from the U.S.
Bankruptcy Court for the Eastern District of Missouri to retain
Blackacre LLC as its independent expert, nunc pro tunc to April 27,
2016.

Blackacre will:

      (a) review and analyze any bid submitted as part of the
          process to sell the Debtors' assets;

      (b) review and analyze the Debtors' disclosure statement and

          plan of reorganization;

      (c) review and analyze other proposals made by the Debtors
          in their Chapter 11 cases to determine whether such
          proposals are feasible and optimal;

      (d) develop an expert report and opinion and provide expert
          testimony with respect to any bid, disclosure statement,

          plan of reorganization, or other proposal put forward by

          the Debtors; and
      (e) provide such other consulting or advisory services as
          may be needed.

Blackacre will charge $500 per hour for W. Douglas Blackburn's
consulting services.

W. Douglas Blackburn, the founder of Blackacre, assures the Court
that the firm (i) is a creditor, equity security holder or an
insider of the Debtors or (ii) is or was, within two years before
the Petition Date, a director, officer, or employee of any of the
Debtors.  Mr. Blackburn adds that the Blackacre is not related or
connected to any U.S. Bankruptcy Judge for the Eastern District of
Missouri, the U.S. Trustee, or any person employed in the office of
the U.S. Trustee.

Consistent with Blackacre's ordinary billing practices, the
Committee requests that, notwithstanding anything to the contrary
in the Bankruptcy Code, the Bankruptcy Rules, orders of this Court,
or any guidelines regarding submission and approval of fee
applications, Blackacre be excused from maintaining time records as
set forth in Bankruptcy Rule 2016(a) and the Trustee Guidelines in
connection with the services to be rendered pursuant to the
Engagement Letter.  Blackacre will nonetheless maintain reasonably
detailed summary time records in one-half hour increments, which
records shall indicate the total hours incurred by Mr. Blackburn
for each day and provide a brief description of the nature of the
work performed.  Courts in other large chapter 11 cases have
excused professionals from time-keeping requirements.

The Firm may be reached at:

     W. Douglas Blackburn, Jr.
     Blackacre LLC
     2849 Oak Point Lane
     Richmond, VA 23233
     Tel: 804-527-1015
     Mobile: 804-314-6105
     Fax: 804-527-5308
     E-mail: blackacrellc@yahoo.com

                 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., at Morrison & Foerster LLP and Sherry K. Dreisewerd, Esq., at
Spencer Fane LLP.

Michael J. Russano, Esq., at Davis Polk & Wardwell LLP is 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.

Laura Uberti Hughes, Esq., at Bryan Cave is the 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.


PEABODY ENERGY: Committee Taps Jefferies as Investment Banker
-------------------------------------------------------------
The Official Committee of Unsecured Creditors of Peabody Energy
Corporation, et al., asks for authorization from the U.S.
Bankruptcy Court for the Eastern District of Missouri to retain
Jefferies LLC as its investment banker nunc pro tunc to April 27,
2016.

The Firm will provide these services:

      (a) becoming familiar with, to the extent the Firm deems
          appropriate, and analyze, the business, operations,
          properties, financial condition and prospects of the
          Debtors;

      (b) advising the Committee on the current state of the       
   
          restructuring market;

      (c) assisting and advising the Committee in evaluating and
          analyzing the proposed implementation of any
          transaction;

      (d) assisting and advising the Committee in examining and
          analyzing any potential or proposed restructuring;

      (e) assisting and advising the Committee in evaluating and
          analyzing the proposed implementation of any transaction

          including the value of the securities or debt
          instruments, if any, that may be issued in any
          transaction;

      (f) assisting and advising the Committee in evaluating any
          potential financing transactions by the Debtors;

      (g) assisting and advising the Committee on tactics and
          strategies for negotiating with other stakeholders;

      (h) attending meetings of the Committee with respect to
          matters on which the Firm has been engaged to advise the

          Committee;

      (i) providing testimony, as necessary and appropriate, with
          respect to matters on which the Firm has been engaged to

          advise the Committee, in any proceeding before the
          Court; and

      (j) rendering such other investment banking and financial
          advisory services as may from time to time be agreed
          upon by the Committee and the Firm, including, but not
          limited to, providing expert testimony, and other expert

          and investment banking and financial advisory support
          related to any threatened, expected, or initiated
          litigation.

For its services, the Firm will be paid (i) a monthly fee of
$200,000; (ii) a transaction fee of $5 million upon consummation of
any transaction; and (iii) a contingent fee of $3 million, payable
upon consummation of any transaction supported by the Committee.
After twelve full Monthly Fees have been paid to the Firm, 50% of
any additional Monthly Fee payments actually paid to and retained
by the Firm will be credited against any Transaction Fee due to the
Firm.

The Committee believes that the Firm is a disinterested person as
that term is defined in Section 101(14) of the Bankruptcy Code and
utilized in Section 328(c) of the Bankruptcy Code.

Leon Szlezinger, Managing Director and Joint Global Head of
Restructuring & Recapitalization at the Firm, tells the Court that
the Firm will maintain reasonably detailed summary time records in
one-half hour increments, which records will indicate the total
hours incurred by each professional for each day and provide a
brief description of the nature of the work performed.

The Firm can be reached at:

          Leon Szlezinger
          Jefferies Group LLC  
          Jefferies LLC
          520 Madison Avenue
          10th Floor
          New York, NY 10022
          Tel: (212) 284-2300
          Website: http://www.jefferies.com/

                 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., at Morrison & Foerster LLP and Sherry K.
Dreisewerd, Esq., at Spencer Fane LLP.

Michael J. Russano, Esq., at Davis Polk & Wardwell LLP is 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.

Laura Uberti Hughes, Esq., at Bryan Cave is the 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.


PEABODY ENERGY: Creditors' Panel Hires Curtis as Conflicts Counsel
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Peabody Energy
Corporation, et al., asks for authorization from the U.S.
Bankruptcy Court for the Eastern District of Missouri to retain
Curtis, Mallet-Prevost, Colt & Mosle LLP as conflicts counsel nunc
pro tunc to May 25, 2016.

The Firm will:

      (a) advise the Committee with respect to its rights, duties
          and powers in the Chapter 11 cases (with respect to the
          CNTA Dispute and other matters that are delegated to
          Curtis from time to time);

      (b) assist and advise the Committee in its consultations
          with the Debtors in connection with the administration
          of the Chapter 11 cases;

      (c) assist the Committee in analyzing the claims of the
          Debtors' creditors and the Debtors' capital structure,
          and negotiating with holders of claims and equity        
            
          interests;

      (d) assist the Committee with its investigation of the acts,

          conduct, assets, liabilities and financial condition of
          the Debtors and the operation of the Debtors' business;

      (e) assist the Committee with its investigation of liens and

          claims of creditors, including taking discovery of
          certain creditors and conducting analysis of potential
          claims that may be brought against certain creditors;

      (f) assist the Committee in its analysis of, and
          negotiations with, the Debtors or any third party
          concerning matters related to, among other things, the
          reconciliation of claims, the assumption or rejection of

          certain leases of nonresidential real property and
          executory contracts, asset dispositions, labor issues,
          financing issues and the terms of a plan of
          reorganization and accompanying disclosure statement and
         
          related documents;

      (g) assist and advise the Committee regarding its
          communications to the general creditor body about
          significant matters in the Chapter 11 cases;

      (h) represent the Committee at hearings and other
          proceedings;

      (i) review and analyze applications, orders, statements of
          operations and schedules filed with the Court and advise

          the Committee as to their propriety;

      (j) assist the Committee in preparing pleadings and
          applications as may be necessary in furtherance of the
          Committee's interests and objectives;

      (k) prepare, on behalf of the Committee, any pleadings,
          including without limitation, motions, memoranda,
          complaints, objections, and responses to any of the
          foregoing; and

      (l) perform other legal services as may be required or
          are otherwise deemed to be in the interests of the
          Committee in accordance with the Committee's powers and
          duties as set forth in the Bankruptcy Code, Bankruptcy
          Rules or other applicable law.

The Firm will be paid at these hourly rates:

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

The Firm issued these Statements with respect to the U.S. Trustee's
Guidelines:

     -- The Firm didn't agree to any variations from, or
alternatives to, its standard or customary billing arrangements for
this engagement.  None of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case.  The Firm did not represent the Committee prior to
these Chapter 11 cases.  The Committee and the Firm expect to
develop a prospective budget and staffing plan to comply with the
U.S. Trustee's requests for information and additional disclosures,
and any other orders of the Court for the first interim period,
recognizing that in the course of these Chapter 11 cases, there may
be unforeseeable fees and expenses that will need to be addressed
by the Committee and the Firm.  The Committee will continue to
review the staffing plan and budget, along with the Firm's
invoices, and together with the Firm, make adjustments as may be
necessary or appropriate.

     -- The Firm has informed the Committee that it (a) doesn't
hold or represent an interest adverse to the Committee; (b) is a
disinterested person as defined by Section 101(14) of the
Bankruptcy Code; and (c) has no connection to the Debtors', their
creditors or other parties-in-interest.

The Firm can be reached at:

          Emanuella Agostinelli
          Curtis, Mallet-Prevost, Colt & Mosle LLP
          1717 Pennsylvania Avenue, N.W.
          Washington, D.C. 20006
          Tel: (202) 452-7373
          Fax: (202) 452-7333
          E-mail: eagostinelli@curtis.com

                 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., at Morrison & Foerster LLP and Sherry K.
Dreisewerd, Esq., at Spencer Fane LLP.

Michael J. Russano, Esq., at Davis Polk & Wardwell LLP is 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.

Laura Uberti Hughes, Esq., at Bryan Cave is the 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.


PEABODY ENERGY: Funded Dozens of Groups Questioning Climate Change
------------------------------------------------------------------
Suzanne Goldenberg and Helena Bengtsson, writing for The Guardian,
reported that Peabody Energy, America's biggest coalmining company,
has funded at least two dozen groups that cast doubt on manmade
climate change and oppose environment regulations, analysis by the
Guardian reveals.

According to the report, the funding spanned trade associations,
corporate lobby groups, and industry front groups as well as
conservative thinktanks and was exposed in court filings in May.

The coal company also gave to political organisations, funding
twice as many Republican groups as Democratic ones, the report
related.

Peabody, the world's biggest private sector publicly traded coal
company, was long known as an outlier even among fossil fuel
companies for its public rejection of climate science and action,
but its funding of climate denial groups was only exposed in
disclosures after the coal titan was forced to seek bankruptcy
protection in April, under competition from cheap natural gas, the
report further related.

Environmental campaigners said they had not known for certain that
the company was funding an array of climate denial groups -- and
that the breadth of that funding took them by surprise, the report
said.

The company's filings reveal funding for a range of organisations
which have fought Barack Obama's plans to cut greenhouse gas
emissions, and denied the very existence of climate change, the
report added.

                 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., at Morrison & Foerster LLP and Sherry K. Dreisewerd, Esq.,
at
Spencer Fane LLP.

Michael J. Russano, Esq., at Davis Polk & Wardwell LLP is 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.

Laura Uberti Hughes, Esq., at Bryan Cave is the 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.


PEABODY ENERGY: Panel Taps Berkeley Research as Financial Advisor
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Peabody Energy
Corporation, et al., asks for authorization from the U.S.
Bankruptcy Court for the Eastern District of Missouri to retain
Berkeley Research Group, LLC, as financial advisor.

Berkeley will:

      a. assist counsel in the investigation of properly perfected

         liens, including performing cash tracing and establishing

         identifiable collateral proceeds, if any;

      b. provide electronic forensic assistance (as necessary) in  
       
         the examination of leases;

      c. provide accounting expertise in the determination of the
         proper definitions of and application thereof in
         determining the Principal Property Cap;

      d. provide the Committee assurance of the Debtors'
         compliance with the approved uses of cash collateral;

      e. challenging the underlying operating and modelling
         assumptions behind the DIP Budget to validate its
         reasonableness as a basis for financial covenants;

      f. evaluate relief requested in cash management motion,
         including proper controls related to and financial
         transparency into intercompany transactions, use of GUC
         cash, and use of cash collateral;

      g. advise and assist the Committee in its analysis and
         monitoring of the Debtors' and non-Debtor affiliates'
         historical, current, and projected financial affairs,
         including, SEC filings, schedules of assets and
         liabilities and statement of financial affairs, and
         performance on a mine-by-mine and asset-by-asset basis;

      h. scrutinize cash disbursements on an on-going basis for
         the period subsequent to the commencement of these cases;

      i. develop a periodic monitoring report to enable the
         Committee to evaluate effectively the Debtors' financial
         performance relative to projections and any relevant
         operational issues on an ongoing basis, and validate
         underlying operational and financial business plan
         assumptions against historical financial and cash flow
         performance;

      j. advise and assist the Committee and counsel in reviewing
         and evaluating any court motions, applications, or other
         forms of relief, filed or to be filed by the Debtors, or
         any other parties-in-interest;

      k. advise and assist the Committee in identifying and
         reviewing any preference payments, fraudulent
         conveyances, and other potential causes of action that
         the Debtors' estates may hold against insiders and
         third parties;

      l. analyze the Debtors' and non-Debtor affiliates' assets
         and possible recoveries to creditor constituencies under
         various scenarios;

      m. review and provide analysis of any bankruptcy plan and
         disclosure statement relating to the Debtors including,
         the assessment of projections to ensure any plan or
         reorganization is supported by a credible business
         plan/projections, and if applicable, the development and
         analysis of any bankruptcy plans proposed by the
         Committee;

      n. advise and assist the Committee in its assessment of the
         Debtors' employee needs and related costs;

      o. analyze both historical and ongoing intercompany and
         related party transactions of the Debtors and non-Debtor
         affiliates;

      p. monitor Debtors' claims management process, including
         analyzing claims and guarantees, and summarizing claims
         by entity.  Based upon the analysis of claims by entity,
         prepare a waterfall of expected recoveries to creditor    
     
         classes under various settlement scenarios;

      q. work with the Debtors' tax advisors to ensure that any
         restructuring or sale transaction is structured to
         minimize tax liabilities to the estate;

      r. in support of scope activities, potentially provide
         expert reports and testimony, and

      s. other matters as may be requested by the Committee from
         time to time.

BRG will be paid these hourly rates:

         Peter Chadwick                 $875
         Christopher J. Kearns          $940
         David Galfus                   $940
         Norman Haslun                  $675
         Sal Tajuddin                   $535
         Jonathan Humphrey              $500
         Joseph Woodmansee              $460
         Brian Park                     $275
         James Lewis                    $265
         Managing Director           $650-$940
         Director                    $450-$650
         Professional Staff          $250-$450
         Support Staff               $120-$250

Peter C. Chadwick, managing director and a member of Berkeley,
assures the Court that BRG is a disinterested person as that term
is defined in Section 101(14) of the Bankruptcy Code.

BRG intends to apply to the Court for payment of compensation and
reimbursement of expenses in accordance with applicable provisions
of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules
(including any order adopting any guidelines promulgated by the
Office of the U.S. Trustee), the Engagement Letter, and any
additional procedures that may be established by the Court in the
Chapter 11 cases.

BRG can be reached at:

         Jerry Lewandowski
         Berkeley Research Group, LLC
         1800 M Street NW
         Second floor
         Washington, DC 20036
         Tel: (202) 480-2700  
         Fax: (202) 419-1844
         E-mail: jlewandowski@thinkbrg.com

                 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., at Morrison & Foerster LLP and Sherry K.
Dreisewerd, Esq., at Spencer Fane LLP.

Michael J. Russano, Esq., at Davis Polk & Wardwell LLP is 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.

Laura Uberti Hughes, Esq., at Bryan Cave is the 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.


PENN VIRGINIA: Egan-Jones Cuts FC Sr. Unsecured Rating to D
-----------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by Pen Virginia Corp. to D from
CCC, and the local currency senior unsecured rating on the
Company's debt to D from C on May 13, 2016.

Penn Virginia Corporation is an independent oil and gas company
engaged in the exploration, development and production of oil, NGLs
and natural gas in various domestic onshore regions of the United
States, with a primary focus in the Eagle Ford Shale of south
Texas.



PENN VIRGINIA: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Penn Virginia Corporation and its debtor-affiliates filed with the
U.S. Bankruptcy Court for the Eastern District of Virginia its
schedules of assets liabilities, disclosing:

     Name of Schedule        Assets             Liabilities
     ----------------        ---------------    ----------------
  A. Real Property           $0
  B. Personal Property       $384,653,336.52
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                             $  112,552,819.70
  E. Creditors Holding
     Unsecured Priority
     Claims                                     $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                     $1,138,375,575.43
                             ---------------    -----------------
        Total                $384,653,336.52    $1,250,928,395.13

A copy of the schedules is available for free at:

                        https://is.gd/NDwBGi

                   About Penn Virginia Corporation

Based in Radnor, Pennsylvania, Penn Virginia Corporation is an
independent oil and gas company engaged in the exploration,
development and production of oil, NGLs and natural gas in various
domestic onshore regions of the United States, with a primary focus
in the Eagle Ford Shale in South Texas.

Each of Penn Virginia Corporation, Penn Virginia Holding Corp.,
Penn Virginia MC Corporation, Penn Virginia MC Energy L.L.C., Penn
Virginia MC Operating Company L.L.C., Penn Virginia Oil & Gas
Corporation, Penn Virginia Oil & Gas GP LLC, Penn Virginia Oil &
Gas LP LLC and Penn Virginia Oil & Gas, L.P. filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Case Nos. 16-32395 to 16-32403, respectively) on May 12, 2016. The
petitions were signed by Seth R. Bullock as chief restructuring
officer.

The Debtors have engaged Kirkland & Ellis LLP as counsel, Kutak
Rock LLP as local counsel, Jefferies LLC as investment banker,
Alvarez & Marsal North America, LLC as restructuring advisor, KPMG
LLP as tax advisor and Epiq Bankruptcy Solutions, LLC as notice,
claims and balloting agent. PJT Partners is acting as financial
advisor and Milbank, Tweed, Hadley & McCloy LLP is acting as legal
advisor to the ad hoc committee of noteholders. Opportune LLP is
acting as financial advisor and Bracewell LLP is acting as legal
advisor to Wells Fargo (as agent) and the RBL lenders.

Judge Keith L. Phillips has been assigned the cases.



PICO HOLDINGS: Bloggers Vote "Against" Director Kenneth Slepicka
----------------------------------------------------------------
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 activist bloggers vote "Against" Kenneth Slepicka in the PICO
Electronic Proxy and encourage all PICO shareholders to do the
same.

The bloggers note that the PICO Proxy offers shareholders have a
golden opportunity to effectuate change. They provide a link to the
pertinent paragraphs here: http://goo.gl/wGY9uW

These are the important points:

     a) If a director receives more "Against" votes than "For"
votes, the Corporate Governance and Nominating Committee (CGNC)
will evaluate that director's continued service on the Board;

     b) The CGNC will make a recommendation to the entire Board
(and the director in question will not participate); and

     c) Within 90 days, the Board will ask the director for
remediation or resignation.

The activist bloggers offer readers 10 reasons to vote "Against"
Mr. Slepicka, calling him "The Slug."

"10 Reasons To Toss The Slug

     1) Mr. Slepicka Is Corrupt: See RPN June 7, 2016.
goo.gl/IepnLs  

     2) Mr. Slepicka Is Incompetent: During Mr. Slepicka's 11-year
tenure as a Director, PICO shareholders have lost over half a
billion dollars in value.

     3) Mr. Slepicka Is Conflicted: PICO owns securities in Mr.
Slepicka's firm. John "The Juicer" Hart personally owns securities
in Mr. Slepicka's firm. Mr. Slepicka knows, or should know about
Mr. Hart's equity interest. Mr. Hart's equity interest has not been
formally disclosed to PICO shareholders. Mr. Slepicka knew, or
should have known, that too. Mr. Slepicka is a PICO Director. We
see Mr. Slepicka plagued by conflicts possibly deeper than those
that plague Mr. Hart. And Mr. Slepicka is a PICO Director. This
makes Mr. Slepicka conflicted.

     4) Mr. Slepicka Is A Deadbeat: Mr. Slepicka serves on no
Committees. He has not served on a Committee since 2011. Yet last
year, PICO shareholders paid this deadbeat $138,856. And for what?
He did nothing that resulted in increased value for PICO
shareholders.

     5) Mr. Slepicka's Firm Is A Deadbeat: PICO's SEC filings do
not mention any dividends paid by Synthonics on the Series D
Preferred Securities to PICO.

Does Synthonics get to use PICO's shareholder capital for free? Why
has PICO held speculative biotech securities on its balance sheet
for 6 years with no return?

Convertible preferred shares of a speculative, ne'er-do-well
biotech should yield around 8%. PICO made the majority of its
Synthonics investment in 2010. We calculate that Synthonics owes
PICO shareholders at least $1 million ($2 million x .08% x 6
years). If Mr. Slepicka would like to remedy this cronyistic sham
investment, Synthonics should redeem the Series D Synthonics
Preferred for $3.2 million today ($1 million in dividends + $2.2
million par).

We bet the convertible feature of the Series D Synthonics Preferred
is worthless. We bet if PICO shopped the Synthonics position to
arm's length, independent buyers, the bids would come back almost
at $0. We bet the whole thing is an example of cronyism between The
Juicer and The Slug. We bet the only reason the Synthonics position
is still on the books is because The Juicer and The Slug can't sell
it and neither man is honest enough to write it down to $0.

     6) Mr. Slepicka's Director Credentials Are Worthless:
According to PICO's latest Proxy Statement:

'Mr. Slepicka has also received a Master Director Certification
from the National Association of Corporate Directors (NACD), is a
member, and has earned certificates of director education in 2007,
2008, and 2009, as well as the status of Leadership Fellow from the
NACD.'

Mr. Slepicka's Director credentials have taken the same trajectory
as the Venezuelan Bolivar: from full value to $0. We wonder if Mr.
Slepicka also was honored by the NACD for competency in disclosure
failure? Perhaps he leads a workshop on conflict of interest?
Again, see PICOGate.

     7) The Juicer And The Slug Already Bankrupted One Company:
Back in 1995, when Mr. Hart ran PICO with Ronald Langley, PICO
bought common stock in PC Quote, "A leading provider of ticker
plant and smart order routing technologies and managed services to
exchanges, financial institutions, hedge funds, and channel
partners."

Mr. Hart was made a Director of Hyperfeed Technologies in 1997, and
Mr. Slepicka was made a Director in 1998. After refusing two
acquisition offers, in November 2006, Hyperfeed Technologies filed
for Chapter 7 bankruptcy -- a liquidation. PICO shareholders lost
over $10 million in the Hyperfeed bankruptcy.

     8) Mr. Slepicka Is A De Minimis Shareowner: The 2016 Proxy
Statement says that Mr. Slepicka owns a mere 12,543 PICO shares
-- or barely 1,000 shares for every year he has served on the
Board. Contrarily, Mr. Brownstein, who came to PICO less than 6
months ago, owns 14,968 shares. Mr. Slepicka is not invested in
PICO's future.

     9) Three More Years Of This Clown? Although the PICO Board
will be declassified as of July 11, 2016, the current Director
elections are for 3-year terms. Do you want this corrupt and
incompetent crony of Mr. Hart on the PICO Board until 2019? We
don't.

    10) The Fantastic Four Need Freedom To Create Value: In the
PICO Boardroom, Mr. Slepicka is the equivalent of an ill-fitting
jockstrap. He occupies an important place, but he is an annoying
hindrance to forward motion.

The Fantastic Four (Mr. Brownstein, Ray Marino, Andrew Cates and
Daniel Silvers) are working to create value for PICO shareholders.
Justin Akin and River Road are also doing their part. But these
value creation agents will be stymied if Mr. Slepicka remains on
the Board. If Mr. Slepicka is pushed out Manuela Herzer-style, the
only corrupt and incompetent Directors remaining would be Messrs.
Machado and Hart. When voting, the Fantastic Four would carry the
day every time.

RPN has voted 'Against' Mr. Slepicka. We encourage all PICO
shareholders to vote 'Against' Mr. Slepicka."


PILGRIM MEDICAL: Hires Phoenix Management Health as Manager
-----------------------------------------------------------
Pilgrim Medical Center, Inc., seeks authorization from the U.S.
Bankruptcy Court for the District of New Jersey to employ Phoenix
Management Health, LLC as its Managing Agent.

Phoenix Health Management, Inc., has managed the day-to-day
operations of the Debtor for a number of years. Moreover, it is
more economical for the Debtor to engage in the services of a
company to manage its business than to employ full-time staff for
the same function.

The Debtor requires Phoenix Management Health to:

     a. do bookkeeping;

     b. manage employee healthcare benefit;

     c. pay all of the Debtor's bills;

     d. provide materials, equipment and staff to process
electronic and paper billing submissions; and

     e. order of necessary supplies

The Debtor agreed to compensate Phoenix Management Health 2% of the
gross receipts realized by the Debtor.

Nicholas V. Campanella, MD, FACOG, the sole owner of Debtor, is
also a member of Phoenix Health Management, LLC.

Phoenix Health Management may be reached at:

       Phoenix Health Management, LLC
       44 Engle Street, 2nd Floor
       Englewood, NJ 07631

           About Pilgrim Medical Center

Pilgrim Medical Center, Inc. sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the District
of New Jersey (Newark) (Case No. 16-15414) on March 22, 2016.

The petition was signed by Nicholas V. Campanella, shareholder. The
case is assigned to Judge Stacey L. Meisel.

The Debtor estimated under $50,000 in assets and debts of $1
million to $10 million.


PITTSBURGH CORNING: PG Fully Funds Share of Asbestos Settlement
---------------------------------------------------------------
PPG on June 10, 2016, disclosed that the company has fully funded
its portion of the Pittsburgh Corning Asbestos Trust that was
established by the U.S. Bankruptcy Court for the Western District
of Pennsylvania in May 2016.

PPG fulfilled initial funding requirements June 9, based on
agreed-upon terms of the trust settlement.  The obligations include
cash funding of approximately $500 million (pretax) and the
transfer of about 2.78 million shares of PPG common stock, which
were hedged at approximately $22 per share (incremental cash
payment of about $60 million).  These shares were already included
in the company's outstanding diluted share count.  Lastly, PPG
relinquished any claim to its equity interest in Pittsburgh Corning
and conveyed to the Trust its ownership interest in Pittsburgh
Corning's European subsidiary.

In addition to the initial funding obligation, the company
exercised an option to prepay all future cash obligations, totaling
a net of approximately $250 million (pretax), including a 5.5
percent prepayment discount.

All payments were applied against a previously established PPG
reserve for the total asbestos-trust obligation.  The company
utilized cash on hand for the payments, and this funding will have
no impact on PPG's previously stated cash-deployment targets.

These actions complete PPG's funding obligations to the Pittsburgh
Corning Asbestos Trust, and PPG has no ongoing responsibility for
the Trust's operation or management.

               About Pittsburgh Corning Corporation

Pittsburgh Corning Corporation filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Pa. Case No. 00-22876) on April 16, 2000,
to address numerous claims alleging personal injury from exposure
to asbestos.  At the time of the bankruptcy filing, there were
about 11,800 claims pending against the Company in state court
lawsuits alleging various theories of liability based on exposure
to Pittsburgh Corning's asbestos products and typically requesting
monetary damages in excess of $1 million per claim.

Judge Thomas Agresti handles the bankruptcy case.  Reed Smith LLP
serves as counsel and Deloitte & Touche LLP as accountants to the
Debtor.

The U.S. Trustee appointed a Committee of Unsecured Trade Creditors
on April 28, 2000.  The Bankruptcy Court authorized the retention
of Leech, Tishman, Fuscaldo & Lampl, LLC, as counsel to the
Committee of Unsecured Trade Creditors, and Pascarella & Wiker,
LLP, as financial advisor.

The U.S. Trustee also appointed a Committee of Asbestos Creditors
on April 28, 2000.  The Bankruptcy Court authorized the retention
of these professionals by the Committee of Asbestos Creditors: (i)
Caplin & Drysdale, Chartered as Committee Counsel; (ii) Campbell &
Levine as local counsel; (iii) Anderson Kill & Olick, P.C. as
special insurance counsel; (iv) Legal Analysis Systems, Inc., as
Asbestos-Related Bodily Injury Consultant; (v) defunct firm, L.
Tersigni Consulting, P.C. as financial advisor, and (vi) Professor
Elizabeth Warren, as a consultant to Caplin & Drysdale, Chartered.

The Asbestos Committee is presently represented by Douglas A.
Campbell, Esq., and Philip E. Milch, Esq., at Campbell & Levine,
LLC; and Peter Van N. Lockwood, Esq., Leslie M. Kelleher, Esq., and
Jeffrey A. Liesemer, Esq., at Caplin & Drysdale, Chartered.

On Feb. 16, 2001, the Court approved the appointment of Lawrence
Fitzpatrick as the Future Claimants' Representative.  The
Bankruptcy Court authorized the retention of Meyer, Unkovic & Scott
LLP as his counsel, Young Conaway Stargatt & Taylor, LLP, as his
special counsel, and Analysis, Research and Planning Corporation as
his claims consultant.  The FCR is presently represented by Joel M.
Helmrich, Esq., at Dinsmore & Shohl LLP; and James L. Patton, Jr.,
Esq., Edwin J. Harron, Esq., and Sara Beth A.R. Kohut, Esq., at
Young Conaway Stargatt & Taylor, LLP.

In 2003, a plan of reorganization was agreed to by various
parties-in-interest, but, on Dec. 21, 2006, the Bankruptcy Court
issued an order denying the confirmation of that plan, citing that
the plan was too broad in addressing independent asbestos claims
that were not associated with Pittsburgh Corning.

On Jan. 29, 2009, an amended plan of reorganization (the Amended
PCC Plan) -- which addressed the issues raised by the Court when it
denied confirmation of the 2003 Plan -- was filed with the
Bankruptcy Court.

As reported by the TCR on April 25, 2012, Pittsburgh Corning, which
is a joint venture between Corning Inc. and PPG Industries Inc.,
filed another amendment to its reorganization plan.

PCC's balance sheet at Sept. 30, 2012, showed $29.4 billion in
total assets, $7.52 billion in total liabilities and $21.9 billion
in total equity.


POC PROPERTIES: Taps Stout Risius as Expert Witness
---------------------------------------------------
POC Properties, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Eastern District of Wisconsin to hire
Stout, Risius & Ross as an expert witness.

The firm will provide opinions on the value of certain collateral
feasibility of the Debtors' plan of reorganization and the interest
rate to be paid under the plan.

If necessary, Daniel Van Vleet, a managing director at Stout
Risius, will appear at depositions and provide testimony at the
hearing on the confirmation of the plan.

Stout Risius is subject to a fee cap of $75,000.  The firm will
charge $525 per hour for most services provided by Mr. Van Vleet,
which include any necessary courtroom or deposition testimony he
may provide.  Additional services may be provided by associates
whose hourly rates range from $150 to $780.

Aside from professional fees, the firm will also receive
reimbursement for work-related expenses.

John VanSanten, a managing director in the Valuation and Financial
Opinions Group at Stout Risius, disclosed in a court filing that
the firm does not represent any interest adverse to the Debtors' or
their estates.

The firm can be reached through:

     John VanSanten
     Stout, Risius & Ross
     One South Wacker Dr., 38th Floor
     Chicago, IL 60606
     Tel: +1.312.857.9000
     Fax: +1.312.857.9001

                        About POC Properties

POC Properties, LLC, SOP Academy, LLC and Academy Road Partners,
LLC, filed Chapter 11 bankruptcy petitions (Bankr. E.D. Wisc. Case
Nos. 15-33291, 15-33292 and 15-33293, respectively) on Dec. 11,
2015.  Warren S. Blumenthal signed the petition as authorized
person.  The Debtors estimated both assets and liabilities in the
range of $10 million to $50 million.  Kerkman & Dunn represents the
Debtors as counsel. Judge Susan V. Kelley is assigned to the case.


POLLYANNA PROPERTIES: Hires Westside as Real Estate Broker
----------------------------------------------------------
Pollyanna Properties LLC, seeks permission from the U.S. Bankruptcy
Court for the Central District of California to employ James Nasser
of Westside Estate Agency as their Real Estate Broker.

Mr. James Nasser will act as the Debtor's sole broker for the
Debtor's real property located at 1240 Hilldale Ave, Los Angeles,
CA 90069.

Mr. Nasser has not received a retainer or any other compensation
from the Debtor. Upon sale of the property, the Debtor will pay Mr.
Nasser 6% of the listing price.

James Nasser, agent for broker, Westside Estate Agency, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code, and does not
represent any interest adverse to the Debtor and its estates.

Westside Estate Agency can be reached at:

        James Nasser
        Westside Estate Agency
        210 N. Canon Drive
        Beverly Hills, CA 90069
        Phone: (310)860-8894
        Fax: (310)973-4599

Pollyanna Properties LLC, based in Calabasas, California, filed a
Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-11430) on May 11,
2016.  The Hon. Maureen Tighe presides over the case.  Matthew D
Resnik, Esq., at SIMON RESNIK HAYES LLP, serves as counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Douglas
James Reed, managing member.


PREMIUM TRANSPORTATION: Panel Hires Province as Financial Advisors
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Premium
Transportation Services, Inc., seeks authorization from the U.S.
Bankruptcy Court for the District of Delaware to retain Province,
Inc., as Financial Advisor, nunc pro tunc to May 13, 2016.

The Committee requires Province to:

     a. become familiar with and analysing the Debtor's Business
restructuring plan, assets and liabilities, and overall financial
condition;

     b. assist the Committee in determining how to react to the
Debtor's restructuring plan or in formulating and implementing its
own plan;

     c.monitor the financing and sale process, interface with the
Debtor's professionals, and advise the committee regarding the
process;

     d. prepare,or review as applicable, avoidance action and claim
analyses;

     e. assist the Committee in reviewing the Debtor's financial
reports, including, but not limited to SOFAs, Schedules, cash
budgets, and Monthly Operating Reports.

     f. advise the Committee on the current state of the chapter 11
Case;

     g. advise the Committee in negotiations with the Debtor and
third parties as necessary;

     h. if necessary, participate as a witness in hearings, before
the bankruptcy court with respect to matters upon which Province
has provided advice; and

     i. other activities as are approved by the Committee, the
Committee's counsel, and as agreed to by Province

Province will be paid at these hourly rates:

      Principal                     $660-$700
      Director/Managing Director    $470-$620
      Associate/Sr. Associate       $330-$460
      Analyst/Sr. Analyst           $250-$320
      Para professional             $100

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

Victor Delaglio, Managing Director with the firm Province, Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Province can be reached at:

       Victor Delaglio
       Province, Inc.
       2360 Corporate Circle, Suite 330
       Henderson, NV 89074
       Tel: 702-685-5555 ext 418
       Fax: 702-685-5556
       E-mail: vdelaglio@provincefirm.com

                About Premium Transportation

Premium Transportation Services, Inc. sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the District of Delaware (Delaware) (Case No. 16-10629) on March
13, 2016. The petition was signed by Sam Joumblat, CFO.

The Debtor is represented by Robert J. Dehney, Esq., and Erin R.
Fay, Esq., at Morris, Nichols, Arsht & Tunnell, LLP.

The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million.


PRUCRES INC: Court Determines Sale Proceeds Distribution
--------------------------------------------------------
Judge Robert E. Nugent of the United States Bankruptcy Court for
the District of Kansas granted Prucres Inc.'s motion to determine
the distribution of proceeds of the sale of a 93-acre tract of
undeveloped real estate in Santa Clarita, California.  The judge,
however, overruled Prucres' objection to MP Property Partners-90
Acres, LLC's Claim No. 3.

Prucres and MP are tenants in common in the 93-acre tract of
property and each signed a Tenancy in Common Agreement (TICA) on
about November 1, 2005, prior to the closing of their acquisition
on November 3, 2005.  Both the TICA and the tenants' deed to the
property reflect that each own a 50% undivided interest.  But the
TICA also contains specific terms that provide, in part, that upon
the sale of the property, each party may first recover its
respective acquisition costs before the 50-50 division of "profits"
begins.  The matters are complicated by MP's having loaned money to
Prucres in 2008 on an unrelated deal, a debt that is secured by a
deed of trust that encumbers Prucres' share of the property.  The
debtor's confirmed plan of reorganization provides for the sale of
the property and the bankruptcy court's determination of each
party's interest in the proceeds by interpreting the TICA and by
allowing or disallowing MP's secured claim.  The court, however,
won't need to divide "profits" because the parties bought the land
for $950,000, but recently sold for only $800,000 to the Santa
Clarita Water Company.

Judge Nugent concluded that: "First, Prucres and MP are each
entitled to recover their ratable share of the sales proceeds,
after deduction of the direct costs of sale in proportion to what
each paid to acquire the property.  MP paid $758,000 (79.29%) and
Prucres paid $198,000 (20.71%).  The only offer the parties
received was for $800,000.  At closing, MP shall be entitled to
receive up to $634,320 and Prucres $165,680, less, of course, their
respectable ratable shares of the direct sales costs.  Second, MP's
claim is allowed in the amount of $179,526.15, which claim is
secured by a lien on Prucres' share of the property to the extent
of its value and, at closing, Prucres is directed to pay its share
of the sales proceeds up to that amount."

The case is In Re: Prucres, Inc., Case No. 14-10284 (Bankr. D.
Kan.).

A full-text copy of Judge Houser's June 7, 2016, memorandum opinion
is available at http://bankrupt.com/misc/PRUCRES2840609.pdf


PSK REALTY: July 14 Plan Confirmation Hearing
---------------------------------------------
Judge Ann M. Nevins of the U.S. Bankruptcy Court for the District
of Connecticut approved the disclosure statement explaining PSK
Realty, LLC's First Amended Plan of Reorganization.

July 7, 2016, is fixed as the last day for returning written
ballots of acceptance or rejection of the Plan.

July 14, 2016 at 11:00 AM is fixed as the date of the hearing to
consider confirmation of the Plan in the United States Bankruptcy
Court, 450 Main Street, 7th Floor Courtroom, Room 715B, Hartford,
CT 06103.

Written objections to the Plan, pursuant to Bankruptcy Rule
3020(b), will be filed with the court no later than July 7, 2016.

The Report of Ballots and Administrative Expenses must be filed
with the Court on or before July 12, 2016.

PSK Realty, LLC (Bankr. D. Conn., Case No. 15-21593) filed a
Chapter 11 Petition on September 8, 2015.  The Debtor is
represented by: Timothy D. Miltenberger, Esq., at Coan Lewendon
Gulliver & Miltenberger.


PUERTO RICO: Supreme Court Rejects 2014 Debt Restructuring Law
--------------------------------------------------------------
Adam Liptak and Mary Williams Walsh, writing for The New York
Times' DealBook, reported that the Supreme Court on June 13, 2016,
rejected an effort in Puerto Rico to allow public utilities there
to restructure $20 billion in debt, striking down a 2014 Puerto
Rico law.

According to the report, Justice Clarence Thomas, writing for the
majority in the 5-to-2 decision, said the law was at odds with the
federal bankruptcy code, which bars states and lower units of
government from enacting their own versions of bankruptcy law.

Puerto Rico is struggling with $72 billion in debt and has argued
that it needs to restructure at least some of it under Chapter 9,
the part of the bankruptcy code for insolvent local governments,
but Puerto Rico is not permitted to do so, because Chapter 9
specifically excludes it, although it is unclear why, the report
related.

In 2014, the island tried to get around that exclusion by enacting
its own version of a bankruptcy law, intended for its big public
utilities, which account for about $26 billion of the total debt,
but that attempt, called the Recovery Act, ran afoul of the part of
the code that says only Congress may enact bankruptcy laws, the
report further related.

Puerto Rican officials had argued that the Recovery Act addressed a
gap in the way its debts are treated, the report said.  Under the
bankruptcy code, they said, states may authorize their cities,
counties, public utilities and other branches of government to
restructure their debts under Chapter 9 of the code, but that law
excludes Puerto Rico and all branches of its government, including
its public utilities, the report added.

Justice Samuel A. Alito Jr. recused himself from the cases, Puerto
Rico v. Franklin California Tax-Free Trust, No. 15-233, and
Acosta-Febo v. Franklin California Tax-Free Trust, No. 15-255, the
report said.


PVH CORP: S&P Assigns 'BB+' Rating on New EUR350MM Sr. Notes
------------------------------------------------------------
S&P Global Ratings said that it assigned its 'BB+' issue-level
rating to New York-based PVH Corp.'s new EUR350 million senior
unsecured notes due 2024.  S&P also assigned a '3' recovery rating
to the notes, indicating S&P's expectation of meaningful (higher
end of the 50%-70% range) recovery.  S&P believes the company will
likely use proceeds for growth initiatives, general corporate
purposes, and transaction fees and expenses.

All of S&P's other ratings on the company, including the 'BB+'
corporate credit rating, 'BBB' senior secured debt rating and 'BB+'
unsecured debt rating are unchanged.  The recovery rating of '1' on
the company's senior secured facilities and '3cap' on the unsecured
notes are also unchanged.  The rating outlook is stable.

The ratings reflect S&P's assessment of PVH's good market position,
portfolio of well-recognized brands, geographic diversification,
good profitability, and moderate leverage.  S&P has also considered
the company's participation in the highly competitive apparel
sector, which is vulnerable to fashion risk, foreign exchange
volatility, and changes to consumer preferences and spending
patterns.

PVH is among the largest U.S. apparel companies, with a strong
portfolio of brands, including Calvin Klein, Tommy Hilfiger, Van
Heusen, IZOD, ARROW, Warner's, and Speedo.  The Speedo brand is
licensed for North America and the Caribbean in perpetuity from
Speedo International Ltd.  The broad product offering is
diversified across men's and women's sportswear, dresswear,
intimate apparel, and footwear. Geographic diversification is
solid, with about 45% of revenue generated outside the U.S.
Products are distributed globally through the wholesale channel,
licensing, and direct-to-consumer through company-owned retail
stores and e-commerce sites.  S&P expects PVH's financial policy
will not change over the next two years and forecast leverage will
be in the 3x-3.5x range during that period.  

S&P has determined, based solely on the developments described
herein, that no rating actions are currently warranted.  Only a
rating committee may determine a rating action and, as these
developments were not viewed as material to the ratings, neither
they nor this report were reviewed by a rating committee.

RATINGS LIST

PVH Corp.
Corporate credit rating                 BB+/Stable/--

New Rating
PVH Corp.
EUR350 mil sr unsecd notes due 2024    BB+
  Recovery rating                       3H


RANGE RESOURCES: Egan-Jones Cuts FC Sr. Unsec. Rating to B+
-----------------------------------------------------------
Egan-Jones Ratings Company downgraded the foreign currency senior
unsecured rating on debt issued by Range Resources Corp. to B+ from
BB on May 16, 2016.

Range Resources Corporation is a petroleum and natural gas
exploration and production company headquartered in Fort Worth,
Texas.



RDIO INC: Hires Winston & Strawn as Special Litigation Counsel
--------------------------------------------------------------
Rdio, Inc., filed with the U.S. Bankruptcy Court for the Northern
District of California an amended application to employ Winston &
Strawn LLP as special litigation counsel, effective as of May 23,
2016.
  
As reported by the Troubled Company Reporter on May 25, 2016, the
Debtor asked the Court for permission to employ Winston & Strawn as
special litigation counsel to the Debtor, effective as of May 20,
2016.

The Debtor seeks to employ WS as its special litigation counsel
(with W. Gordon Dobie, Esq., to serve as lead counsel) to render,
among others, these professional services:

      a. reviewing and analyzing the Debtor's licensing agreements

         with Sony and the Debtor's related records and the Sony
         claims;

      b. advising the Debtor as to the nature and extent of any
         anti-trust related claims, claim disallowance, equitable
         subordination claims or any other claims or causes of
         action that the Debtor has or might have against Sony,
         including analyzing Sony's compliance (or noncompliance)
         with the Sherman Act;

      c. taking Bankruptcy Rule 2004 discovery and potentially
         preparing, filing and prosecuting lawsuits against Sony
         and objections to the Sony claims; and

      d. performing any other services that may be appropriate in
         WS's representation of the Debtor as special litigation
         counsel during the Debtor's bankruptcy case.

The Debtor will pay a post-petition retainer in the amount of
$100,000 to WS immediately following the Court's approval of the
Debtor's employment of WS, which retainer will be a fixed fee paid
in exchange for WS providing the services.

If a settlement agreement is reached with Sony before any lawsuit
against Sony or objection to the Sony claims has been filed, WS
will be paid a contingency fee computed as the extent to which (x)
1.35 multiplied by WS's cumulative hourly rate billings computed at
85% of WS's standard hourly billing rates as set forth in the Dobie
Declaration when added to (y) the third party expenses incurred by
WS exceeds (z) the $100,000 Fixed Fee Component paid to WS.

The Pre-Litigation Contingency Fee Component will be paid out of
the unsecured creditors fund provided that any settlement payment
agreed to be paid to Sony when coupled with the Pre-Litigation
Contingency Fee Component does not exceed the Sony Settlement
Figure.  In the event that any settlement payment agreed to be paid
to Sony coupled with the Pre-Litigation Contingency Fee Component
exceeds the Sony Settlement Figure, the first $775,000 will be paid
out of the Unsecured Creditors Fund and the balance will be paid
out of the Estate Funds.

More information on the compensation is available for free at:

                        https://is.gd/AHypx7

WS is being retained on a fixed fee, contingency fee and hourly
billing basis pursuant to the terms.  In addition to its fee, WS
will seek reimbursement of all of its expenses in accordance with
the rates set forth in the guidelines promulgated by the Office of
he U.S. Trustee.

                         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.


REGAL ENTERTAINMENT: Egan-Jones Cuts Sr. Unsec. Rating to BB-
-------------------------------------------------------------
Egan-Jones Ratings Company lowered the senior unsecured ratings on
debt issued by Regal Entertainment Group to BB- on May 16, 2016.

Regal Entertainment Group, abbreviated REG, is an American movie
theater chain headquartered in unincorporated Halls Crossroads,
just north of Knoxville, Tennessee.



ROCKDALE MANOR: Seeks to Hire Evan Altman as Attorney
-----------------------------------------------------
Rockdale Manor, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Georgia to hire Evan Altman as its
attorney.

The Debtor proposes to hire an attorney to provide these services:

     (a) give advice about its rights, powers and duties as a
         debtor-in-possession;

     (b) prepare legal papers and conduct examinations;

     (c) advise and represent the Debtor in connection with all
         applications, motions or complaints for reclamation,
         adequate protection, relief from stays, appointment of a
         trustee or examiner and other similar matters;

     (d) develop the relationship of the status of Debtor to the
         claims of its creditors; and

     (e) advise the Debtor about the formulation and presentation
         of a plan of reorganization.

The Debtor will compensate Mr. Altman at his standard hourly
billing rate of $325 and will reimburse him for work-related
expenses.

In a court filing, Mr. Altman disclosed that he is a "disinterested
person" and he does not hold or represent any interest adverse to
the Debtor's estate.

Mr. Altman's contact information is:

     Evan M. Altman
     Northridge 400
     8325 Dunwoody Place
     Building Two
     Atlanta, Georgia 30350
     Tel: (770) 394-6466
     Fax: (678) 405-1903
     Email: evan.altman@laslawgroup.com

                       About Rockdale Manor

Rockdale Manor, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the Northern District of Georgia (Atlanta) (Case
No. 16-59888) on June 6, 2016.  The petition was signed by Kenneth
Huffman, managing member.  

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


SABINE OIL: Wants Exclusive Plan Filing Period Extended to Oct. 7
-----------------------------------------------------------------
Sabine Oil & Gas Corporation, et al., ask the U.S. Bankruptcy Court
for the Southern District of New York to extend the exclusive
period to file a Chapter 11 plan for each Debtor through and
including Oct. 7, 2016, and the exclusive period to solicit
acceptances of a Chapter 11 plan from each Debtor through and
including Dec. 7, 2016.

The Debtors believe allowing the Exclusive Periods to expire would
risk disrupting their restructuring process and endanger the
substantial consensus and support Debtors have garnered for the
Plan.  Moreover, if the Exclusive Periods were to expire, the
Debtors would likely be forced to expend substantial additional
cost -- costs the Debtors' estates should not be forced to bear at
a time when the Debtors are on the verge of exiting Chapter 11.

The Debtors have made significant progress toward bringing these
large and complex cases to a successful negotiated resolution
supported by certain of the Debtors' key stakeholders.  The Debtors
have worked constructively with the prepetition secured parties to
negotiate the value maximizing exit strategy embodied in the Plan,
obtained entry of the Disclosure Statement court order, engaged in
a second mediation with the Official Committee of Unsecured
Creditors and other parties-in-interest in an effort to resolve
outstanding disputes, solicited their creditor classes which
largely have voted to accept that Plan, filed the plan supplement,
and will seek confirmation of the Plan in the coming weeks.

The Debtors circulated multiple drafts of restructuring proposals
reflecting this feedback.  Simultaneously, the Debtors and their
advisors engaged in months of discovery, diligence, negotiations,
and two mediations, which led to the formulation of the Plan
presently before the Court.

In addition to engaging stakeholders regarding the Debtors'
restructuring and ultimately gaining the support of the prepetition
secured parties and numerous general unsecured creditor classes,
the Debtors have worked diligently on a number of critical matters
that will facilitate the Debtors' exit from Chapter 11 and its
viability post-emergence.  In particular the Debtors have (i)
commenced and successfully prosecuted two adversary proceedings in
connection with the Debtors' efforts to implement their cost
reduction strategy related to their midstream agreements, (ii)
obtained the consent of the RBL Agent to extend the expiration date
referenced in the final cash collateral order to July 15, 2016, and
(iii) continue to contest the Committee's efforts to derail the
confirmation process.

The Debtors have been paying their undisputed postpetition bills as
they become due in the ordinary course of their business or as
otherwise provided by court order.  Moreover, the Debtors have the
ability to continue to pay their bills throughout these Chapter 11
cases.

Since their inception, these cases have implicated a multitude of
disputed issues and included multiple investigations, a fifteen-day
standing trial, and appeals on practically every disputed issue
before the Court.  Specifically, the merger of Forest Oil and Old
Sabine led to the need to investigate claims relating thereto and
to the STN Trial, the outcome of which would ultimately determine
creditor priorities and claims classification under the Plan.
These additional obstacles contributed to the complexity of these
cases and justify an extension of the Exclusive Periods.

The Debtors' counsel can be reached at:

      Paul M. Basta, P.C.
      Jonathan S. Henes, P.C.
      Christopher Marcus, P.C.
      KIRKLAND & ELLIS LLP
      KIRKLAND & ELLIS INTERNATIONAL LLP
      601 Lexington Avenue
      New York, New York 10022
      Tel: (212) 446-4800
      Fax: (212) 446-4900

         -- and --

      James H.M. Sprayregen, P.C.
      Ryan Blaine Bennett, Esq.
      Brad Weiland, Esq.
      KIRKLAND & ELLIS LLP
      KIRKLAND & ELLIS INTERNATIONAL LLP
      300 North LaSalle Street
      Chicago, Illinois 60654
      Tel: (312) 862-2000
      Fax: (312) 862-2200

                About Sabine Oil & Gas Corporation

Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S.  The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the North
Louisiana Haynesville.  The Company operates, or has joint working
interests in, approximately 2,100 oil and gas production sites
(approximately 1,800 operating and approximately 315 non-operating)
and has approximately 165 full-time employees.

Sabine Oil and its affiliated entities sought Chapter 11 protection
(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on July 15,
2015.

The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent.  The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.

The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors.  The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.


SANMINA CORP: Moody's Hikes Corporate Family Rating to 'Ba1'
------------------------------------------------------------
Moody's Investors Service upgraded Sanmina Corporation's  Corporate
Family Rating (CFR) to Ba1 from Ba2 and upgraded the senior secured
notes ratings to Ba1 from Ba2. The ratings outlook was changed to
stable from positive. The Speculative Grade Liquidity Rating was
upgraded to SGL-1, indicating very strong liquidity.

RATINGS RATIONALE

The upgrade of the CFR to Ba1 reflects Sanmina's improved
operations that have resulted in revenue and cash flow growth,
while low financial leverage has contributed to a strong financial
profile. Moody's believes that the increased business line and
customer diversification provides an enduring platform for the
company to maintain solid credit metrics going forward.

Sanmina's products typically require complex engineering and
manufacturing capability, and encompass a broad range of
vertically-integrated solutions which in turn allow it to generate
industry-leading operating margins. The company's business
prospects have also improved through greater diversification away
from its historic dependence on communications and computing
customers, with a strong presence in the defense, industrial and
healthcare sectors, and increasing penetration into the oil & gas
sector. The company is also growing its portfolio of scale-out data
center storage products under its Newisys brand that will provide
additional growth opportunities.

Moody's also notes that the electronics manufacturing services
("EMS") sector has demonstrated enduring resiliency as the industry
evolved from contract manufacturing to involve full supply chain
services and greater design and build collaboration with its
customers. These trends have minimized the historic cyclical
volatility in the EMS sector, resulting from limited demand
visibility, historic customer concentration and high fixed costs
associated with maintaining manufacturing operations to serve
customers across the globe. As the EMS providers are more fully
integrated within the overall supply chains of their expanding
customer base, the industry has delivered more consistent and
stable returns.

Sanmina has a global manufacturing footprint with facilities
located in low labor cost regions, and is growing
vertically-integrated operations and end-to-end product life cycle
capabilities which can expand its profitability and potentially
improve returns on invested capital which are already solid for the
Ba1 rating category.

The ratings are constrained by Sanmina's scale which positions it
in the number three market position behind the much larger
Flextronics and Jabil and significant customer concentration (with
the ten largest customers representing about 54% of revenues).

Sanmina's SGL-1 speculative grade liquidity rating indicates strong
liquidity, supported by Moody's expectation of the company
maintaining cash balances of at least $400 to $500 million (cash
balances were $407 million as of October 3, 2016). Moody's also
expects Sanmina to generate positive free cash flow of over $200
million over the next twelve months as revenue grows following
improved demand in Sanmina's end markets, particularly in the
industrial and healthcare segments. Sanmina has no near-term debt
maturities, with ample availability under its $375 million
revolving credit facility. Sanmina's productivity improvements, a
variable cost structure and better working capital management have
resulted in steady free cash flow generation, which Moody's expect
to continue.

The individual debt instrument ratings are rated based on the
probability of default, which is Ba1-PD, as well as the expected
loss given default of the individual debt instrument. The senior
secured notes are rated Ba1 (LGD-4), in line with the CFR.

Outlook

The stable outlook reflects Sanmina's strong credit profile which
affords it significant flexibility to manage operating and business
challenges, which are persistent in its line of business, as the
industry evolves from contract manufacturing to involve greater
design and collaboration with its customers.

What Could Change the Rating - Up

Sanmina's ratings could be considered for an upgrade if the company
demonstrates a long term commitment to conservative financial
policies, delivers solid operating performance and continues to
diversify away from traditional EMS segments. In addition, an
upgrade could be considered if the company sustains operating
margins above 4% (Moody's adjusted), adjusted total debt to EBITDA
remains below 2.5x (Moody's adjusted), and the company generates
free cash flow to adjusted debt in the low double digits.

What Could Change the Rating - Down

Ratings could be downgraded if Sanmina reverses its operating
improvement gains, experiences material customer/program losses
without offsetting increases in new customer wins/program ramps,
reports a decline in the core operating margin to below 3% (Moody's
adjusted) or has a sustained increase in adjusted total debt to
EBITDA to above 3.5x (Moody's adjusted).

Rating Actions:

  Corporate Family Rating -- Upgraded to Ba1 from Ba2

  Probability of Default Rating -- Upgraded to Ba1-PD from Ba2-PD

  Senior Secured Notes -- Upgraded to Ba1 (LGD4) from Ba2 (LGD3)

  Speculative Grade Liquidity Rating - Upgraded to SGL-1 from
SGL-2

  Outlook changed to Stable from Positive

Based in San Jose, CA, Sanmina Corporation is one of the world's
largest electronics manufacturing services (EMS) companies
providing a full spectrum of integrated, value-added solutions to
original equipment manufacturers (OEMs).


SEAPORT AIRLINES: Taps Memphis Auto Auction as Auctioneer
---------------------------------------------------------
SeaPort Airlines, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Oregon to hire Memphis Auto Auction as
its auctioneer.

The Debtor has tapped the Tennessee-based firm in connection with
the sale of two vehicles it owns.

Specifically, the services to be provided by the firm include
listing and marketing the vehicles; preparing the vehicles for
auction; conducting an auction; and executing documents necessary
to transfer ownership to the buyers.

The vehicles will be prepared for sale in accordance with this fee
schedule:

                     Fees/Automobile
                     ---------------
     Sale Fee             $120
     Full Detail           $85
     Wash & Vac            $45
     Mechanical Labor      $57.5/Hour
     Body Labor            $35/Hour
     Parts Replacement     Cost +15%
     Misc. Incidentals     $45

Memphis Auto Auction disclosed in a court filing that it does not
have any interest materially adverse to the Debtor's estate or any
of its creditors.

The Debtor can be reached through its counsel:

     Robert J. Vanden Bos
     Vanden Bos & Chapman, LLP
     319 S.W. Washington, Suite 520
     Portland, Oregon 97204
     Tel: (503) 241-4869
     Fax: (503) 241-3731

                     About SeaPort Airlines

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 Transferred to Judge Houser
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
approved the U.S. State Attorney's emergency motion to transfer and
reassign Chapter 15 bankruptcy case of Security Capital Ltd. to
Chief Bankruptcy Judge Barbara J. Houser.

The U.S. State Attorney requested for the transfer of the Chapter
15 bankruptcy case to Judge Houser for these reasons:

   (i)   the action is inextricably intertwined with the Samuel
         E. Wyly and Caroline D. Wyly bankruptcy cases (Case
         Numbers 14-35043 and 14-35074, respectively) over which
         Judge Houser has presided for the last 20 months;

   (ii)  Security Capital Limited, which Judge Houser has
         described as "mostly a captive Wyly entity," has been a
         party to the Wyly bankruptcy cases since October 2014,
         including filing proofs of claims and a motion for an
         unsecured creditors committee;

   (iii) Judge Houser's 459-page opinion in the recent Section
         505 tax trial finds that Security Capital was a conduit
         for brothers Samuel and Charles Wyly (the "Wylys") and
         details its involvement in the Wylys' offshore system;

   (iv)  pending before Judge Houser is the United States'
         adversary proceeding (Adv. Proc. No. 16-3059) against
         Security Capital asking Judge Houser to find that monies
         held by Security Capital are property of the Wyly-
         Debtors' estates and should be repatriated;

   (v)   the risk for rulings inconsistent with Judge Houser's
         findings in the Section 505 trial is high; and

   (vi)  due to Judge Houser's extensive knowledge of the Wylys'
         offshore system and Security Capital, judicial economy
         and equity demand that Judge Houser preside over
         Security Capital Chapter 15 proceeding.

                       About Security Capital Limited

Security Capital Limited, filed a Chapter 15 petition (N.D. Tex.
Bankr. Case No.: 16-32145) on June 1, 2016. The Hon. Stacey G.
Jernigan presides over the case. Charles R. Gibbs, Esq., at Akin
Gump Strauss Hauer & Feld, LLP, as bankruptcy counsel.

In its petition, the Debtor did not indicate its estimated assets
and liabilities. The petition was signed by Mark Longbottom and
Geoffrey Varga.


SEVENTY SEVEN ENERGY: Taps Prime Clerk as Claims Agent
------------------------------------------------------
Seventy Seven Finance Inc. and its affiliates seek approval from
the U.S. Bankruptcy Court for the District of Delaware to hire
Prime Clerk LLC as their claims and noticing agent.

The Debtors tapped the firm to provide these services:

     (a) prepare and serve required notices and documents;

     (b) maintain an official copy of the Debtors' schedules of
         assets and liabilities and statement of financial
         affairs;  

     (c) maintain (i) a list of all potential creditors, equity
         holders and other parties, and (ii) a "core" mailing list

         consisting of all parties described in Bankruptcy Rule
         2002(i), (j) and (k) and those parties that have filed a
         notice of appearance pursuant to Bankruptcy Rule 9010 and

         update and make said lists available upon request by a
         party-in-interest or the Clerk;

     (d) furnish a notice to all potential creditors of the last
         date for filing proofs of claim and a form for filing a
         proof of claim, and notify creditors of their claims;

     (e) maintain a post office box or address for receiving
         claims and returned mail;

     (f) for all notices, motions, orders or other pleadings or
         documents served, prepare and file with the Clerk an
         affidavit or certificate of service;

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

     (h) maintain the official claims register for the Debtor on
         behalf of the Clerk;

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

     (j) record all transfers of claims and provide any notices of

         such transfers;

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

     (1) upon completion of the docketing process for all claims
         received to date for each case, turn over to the Clerk
         copies of the claims register for review;

     (m) monitor the court's docket for all notices of appearance,

         address changes, and claims-related pleadings and orders
         filed and make necessary notations on or changes to the
         claims register;

     (n) identify and correct any incomplete or incorrect
         addresses;

     (o) assist in the dissemination of information to the public
         and respond to requests for administrative information
         regarding the cases as directed by the Debtors or the
         court;

     (p) monitor the court's docket in the Debtors' cases and,
         when filings are made in error or containing errors,
         alert the filing parties and work with them to correct
         any such error;

     (q) if the 11 cases are converted to cases under Chapter 7 of

         the Bankruptcy Code, contact the Clerk's office within
         three days of notice to Prime Clerk of entry of the order

         converting the cases;

     (r) 30 days prior to the close of the cases, request that the

         Debtors submit to the court a proposed order dismissing
         Prime Clerk and terminating its services upon completion
         of its duties and responsibilities;

     (s) within seven days of notice to Prime Clerk of entry of an

         order closing the cases, provide to the court the final
         version of the claims registers as of the date
         immediately before the close of the cases; and

     (t) at the close of the Debtors' cases, box and transport all

         original documents, in proper format, to the Philadelphia

         Federal Records Center or to any other location requested

         by the Clerk's Office.

The firm's professionals and their hourly rates are:

     Analyst                         $30 - $50
     Technology Consultant           $35 - $95
     Consultant/Senior Consultant    $65 - $170
     Director                       $175 - $195

Prior to its bankruptcy filing, the Debtors provided Prime Clerk a
retainer in the amount of $30,000, according to court filings.

Michael Frishberg, co-president and chief operating officer of
Prime Clerk, disclosed in a court filing that the firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

Prime Clerk can be reached through:

     Michael J. Frishberg
     Prime Clerk LLC
     830 3rd Avenue, 9th Floor
     New York, New York 10022
     (212) 257-5450

                   About Seventy Seven Energy Inc.

Headquartered in Oklahoma City, Seventy Seven Energy Inc. (SSE) --
http://www.77nrg.com-- provides a wide range of wellsite services

and equipment to U.S. land-based exploration and production
customers.  SSE's services include drilling, hydraulic fracturing
and oilfield rentals and its operations are geographically
diversified across many of the most active oil and natural gas
plays in the onshore U.S., including the Anadarko and Permian
basins and the Eagle Ford, Haynesville, Marcellus, Niobrara and
Utica shales.

Each of Seventy Seven Finance Inc., Seventy Seven Energy Inc.,
Seventy Seven Operating LLC, Great Plains Oilfield Rental, L.L.C.,
Seventy Seven Land Company LLC, Nomac Drilling, L.L.C., Performance
Technologies, L.L.C., PTL Prop Solutions, L.L.C., SSE Leasing LLC,
Keystone Rock & Excavation, L.L.C. and Western Wisconsin Sand
Company, LLC filed a voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case Nos. 16-11409 to 16-11419,
respectively) on June 7, 2016.

The Debtors listed total assets of $1.77 billion and total
liabilities of $1.72 billion.

The Debtors have engaged Baker Botts LLP as general bankruptcy
counsel; Morris, Nichols, Arsht & Tunnell LLP as co-counsel; Lazard
Freres & Co. LLC as investment banker; Alvarez & Marsal as
restructuring advisor; and Prime Clerk LLC as notice, claims and
balloting agent.

Judge Laurie Selber Silverstein is assigned to the cases.


SPECTRA 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 Spectra Energy Corp. to BB from
BBB- on May 13, 2016.

Headquartered in Houston, Texas, Spectra Energy Corp operates in
three key areas of the natural gas industry: transmission and
storage, distribution, and gathering and processing.



SPORTS AUTHORITY: ASICS Appeals Merchandise Sale Order
------------------------------------------------------
ASICS America Corporation took an appeal to the U.S. District Court
for the District of Delaware from the Bankruptcy Court's order
approving the sale of all acquired assets and authorized the
assumption, assignment and transfer of debtors Sports Authority
Holdings, Inc., et al.'s interests in executory contracts and
unexpired leases.

Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware had previously denied ASICS' Motion asking for a stay
pending appeal of the Court's Sale Order.

Judge Walrath had approved the Agency Agreement between the Debtors
and a joint venture consisting of Hilco Merchant Resources, LLC,
Gordon Brothers Retail Partners, LLC and Tiger Capital Group, LLC
("Agent"), wherein the Agent agreed to act as the Debtor's
exclusive agent to conduct sales of certain of the Debtors' assets
that are subject to the Agency Agreement, including Merchandise and
Owned Furniture, Fixtures and Equipment.

Judge Walrath held that the Agency Agreement, including the form
and total consideration to be realized by the Debtors pursuant to
the Agency Agreement, (i) is the highest and best offer received by
the Debtors for the Assets, (ii) is fair and reasonable, and (iii)
is in the best interests of the Debtors, their estates, their
creditors and all other parties in interest.  She further held that
there is no legal or equitable reason to delay entry into the
Agency Agreement, and the transactions contemplated therein,
including, without limitation, the Sale.

A full-text copy of the Order, dated May 24, 2016, is available at
https://is.gd/E4v7Ae

ASICS America Corporation is represented by:

          Adrienne K. Walker, Esq.
          Eric R. Blythe, Esq.
          MINTZ, LEVIN, COHN, FERRIS,
          GLOVSKY AND POPEO, P.C.
          One Financial Center
          Boston, MA 02111
          Telephone: (617)542-6000
          Facsimile: (617)542-2241
          E-mail: awalker@mintz.com
                  eblythe@mintz.com

               - and -

          Jeffrey A. Davis, Esq.
          MINTZ, LEVIN, COHN, FERRIS,
          GLOVSKY AND POPEO, P.C.
          3580 Carmel Mountain Road, Suite 300
          San Diego, CA 92130
          Telephone: (858)314-1500
          Facsimile: (858)314-1501
          E-mail: jdavis@mintz.com

               - and -

          Christopher S. Loizides, Esq.
          LOIZIDES, P.A.
          1225 King Street, Suite 800
          Wilmington, DE 19801
          Telephone: (302)654-0248
          E-mail: loizides@loizides.com

                      About Sports Authority

Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928.  The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico.  The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands.  The Debtors employ 13,000 people.

Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016.  The petitions were signed by Michael
E. Foss as chairman & chief executive officer.

The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.  Lawyers at
Pachulski Stang Ziehl & Jones LLP represent the Official Committee
of Unsecured Creditors.


SPORTS AUTHORITY: Taps Deloitte as Tax Services Provider
--------------------------------------------------------
Sports Authority Holdings Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Deloitte Tax LLP as tax services provider.

The Debtors tapped the firm to:

     (a) advise the Debtors in their efforts to compute or    
         estimate tax basis in the stock, assets and liabilities
         in each of the Debtors' subsidiaries or other entity
         interests;

     (b) advise the Debtors in their evaluation and modeling of
         the tax effects of liquidating, disposing of assets,
         merging or converting entities as part of the
         restructuring;

     (c) advise the Debtors on cancellation of debt income for tax

         purposes under Internal Revenue Code section 108;

     (d) advise the Debtors on post-bankruptcy tax attributes
         available under the applicable tax regulations and the
         reduction of such attributes based on the Debtors'        

         operating projections;

     (e) advise the Debtors as they consult with their counsel and

         financial advisors on the cash tax effects of
         restructuring and bankruptcy and the post-restructuring
         tax profile;

     (f) advise the Debtors regarding the restructuring and
         bankruptcy emergence process from a tax perspective;

     (g) advise the Debtors on potential effect of the alternative

         minimum tax in various post-emergence scenarios;

     (h) advise the Debtors on the application of IRC Section 382
         to historic Section 382 ownership changes or ownership
         shifts;

     (i) advise the Debtors on the effects of tax rules under IRC
         sections 382(l)(5) and (l)(6) pertaining to the post-
         bankruptcy net operating loss carryovers and limitations
         on their utilization;

     (j) advise the Debtors on net built-in gain or net built-in
         loss position at the time of "ownership change;"

     (k) assist the Debtors with U.S. federal income tax
         observations in connection with any NOL protective orders

         recommended or drafted by legal counsel or the Debtors'
         financial advisors;

     (l) advise the Debtors in their evaluation and modeling of
         the effects of liquidation, merging, or converting
         entities as part of the restructuring;

     (m) advise the Debtors as to the treatment of post-petition
         interest for state and federal income tax purposes;

     (n) advise the Debtors as to the state and federal income tax

         treatment of pre-petition and post-petition
         reorganization costs;

     (o) advise the Debtors on state income tax treatment and
         planning for restructuring or bankruptcy provisions in
         various jurisdictions;

     (p) advise the Debtors on responding to tax notices and
         audits from various taxing authorities;

     (q) assist the Debtors in identifying potential tax refunds
         and advise them on procedures for tax refunds from tax
         authorities;

     (r) advise the Debtors on income tax return reporting of
         bankruptcy issues and related matters;

     (s) advise the Debtors on state and local transfer tax
         matters;

     (t) assist in documenting the tax analysis, development of
         the Debtors' opinions, recommendations, observations, and

         correspondence for any proposed restructuring alternative

         tax issue; and

     (u) advise the Debtors regarding other state or federal
         income tax questions that may arise.

The Debtors and Deloitte have agreed that the firm will bill at
these hourly rates:

                     Applicable Hourly   Applicable Hourly
   Personnel         Rates for           Rates for Nat'l. Tax &    
     
   Classification    Non-Specialists     Restructuring Specialists
   --------------    ---------------     -------------------------
   Partner/Principal/      $795                    $870
     Director
   Senior Manager          $705                    $743
   Manager                 $608                    $638
   Senior                  $503                    $503
   Staff                   $398                    $398

Deloitte will also be entitled to reimbursement for work-related
expenses and indemnification.  

Kenneth Gerstel, a partner at Deloitte, 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:

     Kenneth Gerstel
     Deloitte Tax LLP
     Suite 3600
     555 Seventeeth Street
     Denver, CO 80202-3942
     Tel: + 1 303 292 5400
     Fax: + 1 303 312 4000

                     About Sports Authority

Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928.  The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico.  The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands.  The Debtors employ 13,000 people.

Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016.  The petitions were signed by Michael
E. Foss as chairman & chief executive officer.

The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.

Andrew Vara, Acting U.S. trustee for Region 3, appointed seven
creditors of Sports Authority Holdings Inc. to serve on the
official committee of unsecured creditors.  Lawyers at Pachulski
Stang Ziehl & Jones LLP represent the Official Committee of
Unsecured Creditors.


SPORTS AUTHORITY: Taps Hilco to Sell Intellectual Property
----------------------------------------------------------
Sports Authority Holdings Inc. and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Delaware to hire
Hilco IP Services LLC.

The Debtors tapped the firm to market intellectual property they
own.  Specifically, Hilco will provide these services:

     (a) collect and secure all of the available information and
         other data concerning the intellectual property;

     (b) prepare marketing materials designed to inform potential
         purchasers of the availability of the intellectual
         property for sale, assignment, license, or other
         disposition;

     (c) develop and execute a sales and marketing program
         designed to elicit proposals to acquire the intellectual
         property from qualified acquirers with a view toward
         completing one or more sales, assignments, licenses or
         other dispositions of the property; and

     (d) assist the Debtors in connection with the transfer of the

         intellectual property to the buyer or buyers and execute
         all marketing and sale activities related to the
         intellectual property.  

The Debtors and Hilco have agreed to this compensation structure:

     (a) Hilco will be paid a one-time engagement fee of $50,000.
         The fee will be applied as a credit against any
         commission.

     (b) Hilco will be paid a commission based on a percentage of
         aggregate gross proceeds generated from the sale,
         assignment, license or other disposition of the
         intellectual property:

           (i) 2% of the amount of aggregate gross proceeds up to
               $10,000,000; plus

          (ii) 3% of the amount by which the aggregate gross
               proceeds exceed $10,000,000.

     (c) The $50,000 fee is payable upon approval of the
         engagement letter by the court.  Subject to the court's
         approval of the engagement letter, any commissions due
         Hilco will be paid in full immediately upon the
         successful consummation of any transaction involving the
         sale, assignment, license, or other disposition of the
         intellectual property from the gross proceeds of such
         transaction notwithstanding any liens, claims or other
         encumbrances on the property or the gross proceeds
         thereof.

Hilco will also be entitled to reimbursement for work-related
expenses and indemnification.  The firm, however, won't be entitled
to any indemnification payments unless they are approved by the
court.

David Peress, executive vice-president of Hilco, 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:

     David Peress
     Hilco Streambank
     980 Washington St., Suite 330
     Dedham, MA 02026
     E-mail: dperess@hilcoglobal.com
     Tel: 781-471-1239

                     About Sports Authority

Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928.  The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico.  The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands.  The Debtors employ 13,000 people.

Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016.  The petitions were signed by Michael
E. Foss as chairman & chief executive officer.

The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.

Andrew Vara, Acting U.S. trustee for Region 3, appointed seven
creditors of Sports Authority Holdings Inc. to serve on the
official committee of unsecured creditors.  Lawyers at Pachulski
Stang Ziehl & Jones LLP represent the Official Committee of
Unsecured Creditors.


SPORTS AUTHORITY: TSA Seeks to Sell Store #444 to Raymours for $5MM
-------------------------------------------------------------------
Sports Authority Holdings, Inc., and its affiliated debtors seek
authority from the U.S. Bankruptcy Court for TSA Stores, Inc., to
sell the real property located at 2375 E. Lincoln Highway, Borough
of Langhorne, County of  Bucks, Commonwealth of Pennsylvania
("Store #444") to Raymours Furniture Company, Inc., for
$5,000,000.

The material terms and conditions of the Purchase Agreement are as
follows:

   a. The Purchaser agrees to buy and the Seller agrees to sell the
following: (a) Real Estate. Any and all of Seller's right, title
and interest in and to the property commonly known as Store #444,
2375 E. Lincoln Highway, Borough of Langhorne, County of Bucks,
Commonwealth of Pennsylvania, (b) Buildings, Improvements, and
Fixtures. Any and all of Seller's right, title, and interest in and
to the buildings located on the Land and any other improvements and
fixtures on the Land, and (c) Personal Property. Any and all of
Seller's right, title, and interest in and to the tangible personal
property and equipment remaining on the Real Property as of the
date of Closing.

   b. Purchase Price: $5,000,000.

   c. Escrow Money Deposit: The Purchaser has to deposit with
Commonwealth Land Title Insurance Company the sum of $500,000 in
good and immediately available funds, either by certified bank or
cashier's check or by federal wire transfer. The Escrow Agent will
hold the Deposit in an interest-bearing escrow account in
accordance with the terms and conditions of the Purchase Agreement
and the escrow agreement.

   d. Auction: If Seller receives at least one timely Qualified
Overbid for the Property, then Seller will conduct an auction of
the Property on June 24, 2016. All Overbids must be submitted on or
before June 22.

Counsel to the Debtors and Debtors in Possession:

       Michael R. Nestor, Esq.
       Kenneth J. Enos, Esq.
       Andrew L. Magaziner, Esq.
       YOUNG CONAWAY STARGATT & TAYLOR, LLP
       Rodney Square
       1000 North King Street
       Wilmington, Delaware 19801
       Telephone: (302) 571-6600
       Facsimile: (302) 571-1253
       Email: mnestor@ycst.com
              kenos@ycst.com
              amagaziner@ycst.com

       -- and --

       Robert A. Klyman, Esq.
       Matthew J. Williams, Esq.
       Jeremy L. Graves, Esq.
       Sabina Jacobs, Esq.
       GIBSON, DUNN & CRUTCHER LLP
       333 South Grand Avenue
       Los Angeles, CA 90071-1512
       Telephone: (213) 229-7000
       Facsimile: (213) 229-7520
       Email: rklyman@gibsondunn.com
              mjwilliams@gibsondunn.com
              jgraves@gibsondunn.com
              sjacobs@gibsondunn.com

             About Sports Authority

Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928.  The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico.  The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands.  The Debtors employ 13,000 people.

Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016.  The petitions were signed by Michael
E. Foss as chairman & chief executive officer.

The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor
and Kurtzman Carson Consultants LLC as notice, claims,
solicitation, balloting and tabulation agent.

Andrew Vara, Acting U.S. trustee for Region 3, appointed seven
creditors of Sports Authority Holdings Inc. to serve on the
official committee of unsecured creditors.  Lawyers at Pachulski
Stang Ziehl & Jones LLP represent the Official Committee of
Unsecured Creditors.


STARVING STUDENTS: Wants Exclusive Plan Filing Extended to Oct. 26
------------------------------------------------------------------
Starving Students, Inc., asks the U.S. Bankruptcy Court for the
District of Nevada to extend by 120 days the exclusive periods to
file a plan and to solicit acceptances of the plan from June 28,
2016, to Oct. 26, 2016, and Aug. 29, 2016, to Dec. 27, 2016,
respectively.

The Debtor requires additional time to negotiate a plan of
reorganization given the initial, unexpected delays, and Garman
Turner Gordon LLP has worked expeditiously to make up for lost time
prior to their engagement.  The Debtor has proceeded in good faith
in the Chapter 11 case, believes that it can present a plan that is
viable, and is well-poised to obtain confirmation of the plan
within one year of the Petition Date.  After May 10, 2016, the
Debtor filed and amended its schedules and provided its corporate
resolutions in short order.  The Debtor is also working with its
creditors with regards to requested discovery, having already
produced requested documents and participated in Bankruptcy Rule
2004 examinations and a 341 exam.  Finally, the request for
extension is tied to the resolution of concerns about the Debtor's
principal's ability to proceed and developments with regard to
subsidiary Starving Students of Nevada LLC, which in no way
pressures creditors to submit to the the Debtor's reorganization
demands.

The requested extension further alleviates the potentially needless
incurrence of fees and costs that would be harmful to the Debtor's
creditors and the Debtor's ability to reorganize responding to an
unnecessary competing plan at this early stage of the Chapter 11
case.

                      About Starving Students

Starving Students, Inc.'s business has traditionally consisted of
the operation and management of a local and long distance moving
company.  Over the past several years, the business has
transitioned away from providing traditional moving company
services.  Today, the Debtor's business consists almost exclusively
of receiving and referring leads for moving jobs to other
independent moving companies, each of which is a party to an
independent contractor's agreement with the Debtor under which the
Debtor is due a portion of the fee for each move.  The Debtor is
the sole member and manager of its subsidiary, Starving Students of
Nevada LLC.   While the Debtor generally holds the assets of the
business and is the party to the agreements with the independent
moving companies, the Business is operated through the Debtor.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the District of Nevada (Las
Vegas) (Case No. 16-10936) on Feb. 29, 2016.  

The petition was signed by Roberto Valencia, CFO.  The case is
assigned to Judge Mike K. Nakagawa.

The Debtor's counsel can be reached at:

      GARMAN TURNER GORDON LLP
      Gregory E. Garman, Esq.
      Mark M. Weisenmiller, Esq.
      650 White Drive, Suite 100
      Las Vegas, Nevada 89119
      Tel: (725) 777-3000
      Fax: (725) 777-3112
      E-mail: ggarman@gtg.legal
              mweisenmiller@gtg.legal


STATEWIDE AMBULETTE: Hires Garvey Tirelli as Attorneys
------------------------------------------------------
Statewide Ambulette Services, Inc., seeks authorization from the
U.S. Bankruptcy Court for the Southern District of New York to
employ The Law Offices of Garvey, Tirelli & Cushner, Ltd, as
attorneys for the debtor and debtor-in-possession.

The Debtor requires GTC Firm to:

     a. advise the Debtor concerning the conduct of the
administration of this bankruptcy case;

     b. prepare all necessary applications and motions as required
under the Bankruptcy Code, Federal Rules of Bankruptcy Procedure,
and Local Bankruptcy Rules;

     c. prepare a disclosure statement and plan of reorganization;
and

     d. perform all other legal services that are necessary to the
administration of the case.

GTC Firm will be paid at these hourly rates:

    Todd S. Cushner, partner              $500
    Lawrence A. Garvey, partner           $500
    Linda Tirelli, partner                $500
    Associate attorneys                   $350
    Paralegals                            $175

The Debtor has paid GTC Firm a retainer in the amount of $40,000.

Todd S. Cushner, partner of Garvey, Tirelli & Cushner, Ltd, 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.

GTC Firm may be reached at:

     Todd S. Cushner
     Garvey, Tirelli & Cushner, Ltd
     50 Main Street, Suite 390
     White Plains, NY 10606
     Tel: 914-946-2200
     Fax: 914-946-1300
     E-mail: todd@thegtcfirm.com

Statewide Ambulette Service, Inc., based in Scarsdale, N.Y., filed
a voluntary chapter 11 petition (Bankr. S.D.N.Y. Case No.
15-23451)
on Oct. 5, 2015, is represented by Todd S. Cushner, Esq., at
Garvey
Tirelli & Cushner, Ltd., in White Plains, and disclosed $1.18
million in assets and $2.98 million in debts at the time of the
filing.


STUART M. LEDIS: Disclosures Approved; Plan Hearing on July 27
--------------------------------------------------------------
Bankruptcy Judge Erik P. Kimball approved the disclosure statement
explaining the Chapter 11 Plan of Stuart M. Ledis LLC and set July
27, 2016, at 2:00 p.m., as the hearing date to consider
confirmation of the Plan.

Judge Kimball set these deadlines:

     -- PROPONENT'S DEADLINE FOR SERVING THIS ORDER,
        DISCLOSURE STATEMENT, PLAN, AND BALLOT:
        June 17, 2016 (40 days before Confirmation Hearing)

     -- DEADLINE FOR OBJECTIONS TO CLAIMS:
        June 17, 2016 (40 days before Confirmation Hearing)

     -- DEADLINE FOR FEE APPLICATIONS:
        July 6, 2016 (21 days before Confirmation Hearing)

     -- PROPONENT'S DEADLINE FOR SERVING NOTICE OF
        FEE APPLICATIONS:
        July 13, 2016 (14 days before Confirmation Hearing)

     -- DEADLINE FOR OBJECTIONS TO CONFIRMATION:
        July 13, 2016 (14 days before Confirmation Hearing)

     -- DEADLINE FOR FILING BALLOTS ACCEPTING OR REJECTING PLAN:
        July 13, 2016 (14 days before Confirmation Hearing)

     -- PROPONENT'S DEADLINE FOR FILING PROPONENT'S REPORT AND
        CONFIRMATION AFFIDAVIT:
        July 22, 2016 (three business days before Confirmation
        Hearing)

     -- DEADLINE FOR INDIVIDUAL DEBTOR TO FILE "CERTIFICATE
        FOR CONFIRMATION REGARDING PAYMENT OF DOMESTIC SUPPORT
        OBLIGATIONS AND FILING OF REQUIRED TAX RETURNS":
        July 22, 2016 (three business days before Confirmation
        Hearing)

The court conducted a hearing on June 1, 2016 at 2:00 p.m. to
consider approval of the disclosure statement.

Stuart M. Ledis, LLC, based in Jupiter, Fla., filed a Chapter 11
petition (Bankr. S.D. Fla. Case No. 15-22105) on July 3, 2015.
Hon. Erik P. Kimball presides over the case.  David L. Merrill,
Esq. -- dlmerrill@merrillpa.com -- at Merrill PA, serves as counsel
to the Debtor.  In its petition, the Debtor listed under $50,000 in
assets and $1 million to $10 million in liabilities.  The petition
was signed by Stuart M Ledis, managing member.


SUN PRODUCTS: S&P Raises CCR to 'B'; Outlook Stable
---------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Wilton,
Conn.-based The Sun Products Corp. to 'B' from 'B-'.  The outlook
is stable.

At the same time, S&P raised its issue-level ratings on the
company's $1.155 billion senior secured credit facility to 'B+'
from 'B-', which is based on a revised recovery rating to '2' from
'3'.  The '2' recovery rating indicates S&P's expectation for
substantial (70% to 90%; in the lower end of the range) recovery of
principal in the event of a default.  In addition, S&P raised its
issue-level rating on Sun Products' $575 million 7.75% senior
unsecured notes due 2021 to 'CCC+' from 'CCC'.  The recovery rating
on the senior unsecured notes remains '6', indicating S&P's
expectation for negligible (0% to 10%) recovery in the event of a
payment default.

"The upgrade reflects our expectations that Sun Products' free cash
flow generation should benefit from improved operating
profitability achieved by ongoing cost-reduction initiatives, a
more efficient manufacturing base, product innovation, and enhanced
working capital management," said S&P Global Ratings credit analyst
Brennan Clark.  "We believe the free cash flows will be applied
toward debt reduction and allow the company's credit metrics to
gradually strengthen, with debt to EBITDA falling to below 7x in
fiscal year 2016, compared with 7.9x in 2015," he added.

S&P believes the industry environment is more balanced and that the
historically aggressive pricing and promotional activity in the
highly competitive laundry detergent segment has subsided, which
should help continue restoring modest revenue and profitability
growth for Sun Products.

The stable outlook reflects S&P's expectation that Sun Products
will maintain consistent EBITDA growth from its improved cost
structure based on recent infrastructure rationalization and
costs-reduction initiatives leading to improved operating
profitability such that leverage improves with debt to EBITDA
sustained below 7x, while continuing to generate free operating
cash flow of around $100 million.

S&P could lower Sun Products' ratings if its top line or operating
profitability deteriorates materially such that debt to EBITDA is
sustained above 7x.  This could occur if competition intensifies
from rivals (including renewed price wars), a loss of business or
an unfavorable change in terms with one of its major customers
especially Wal-Mart or Costco, or if input costs increases
materially.

Although unlikely over the next year, S&P could raise its ratings
if the company either undertakes a partial IPO or if its operating
profitability improves such that debt to EBITDA is forecasted to be
sustained below 5x.  An upgrade would also be contingent on the
company's financial sponsor owners committing to maintaining
leverage at the lower level.  Any operating improvements leading to
better-than-expected profitability could result from Sun Products
achieving sustained revenue growth by expanding its market
penetration through new product launches, more rational competitive
conditions including better pricing fundamentals, and more
effective cost-reduction initiatives than currently anticipated.


SUNDEVIL POWER: Wants Aug. 9 Exclusive Plan Filing Deadline
-----------------------------------------------------------
Sundevil Power Holdings, LLC, et al., ask the U.S. Bankruptcy Court
for the District of Delaware to extend the plan filing period by 60
days through and including Aug. 9, 2016, and the solicitation
period through and including Oct. 17, 2016.

While the Debtors' cases are not exceedingly complex, their funded
debt is very significant in size at $230.7 million in prepetition
secured debt, plus new money advanced postpetition under the
Debtors' $45 million DIP Facility.  Until the outcome of the sale
process became known, the potential form of any chapter 11 plan
would likely have involved too much uncertainty or too many
variables.  In this sense, the Debtors' case size and complexity
favors the requested exclusivity extension.

Objections to the request must be filed by June 24, 2016, at 4:00
p.m.

On the Petition Date, the Debtors filed that certain motion for
entry of court orders (I) establishing bidding and sale procedures;
(ii) approving sale of assets; and (iii) granting related relief.
Pursuant to the sale motion, the Debtors embarked on a process to
sell substantially all of their operating assets, including the
Debtors' Power Blocks, and to assume and assign certain executory
contracts in connection therewith.

On May 4, 2016, the Debtors advised the Court and all parties in
interest, that the Debtors had accepted, subject to approval of the
Court and an agreement on definitive documentation, the bid of CLMG
Corp., on behalf of itself and Beal Bank USA for the purchase of
substantially all of the assets related to the Debtors' business.
The negotiation with the successful bidder of the definitive
documentation to close upon the sale to one or more designees of
the Successful Bidder is nearing completion.

With the sale process nearing its conclusion, the Debtors are now
simultaneously turning their focus to winding up these cases in a
responsible, cost-effective manner.  The Debtors have succeeded in
coming in significantly under budget in all or substantially all
major categories of their DIP financing budget.  Total DIP draws
are substantially below the budgeted amounts.

Since the Petition Date, the Debtors have been successful in
reaching several important case milestones in addition to the
successful prosecution of the sale motion.

The Debtors obtained final approval of their $45 million DIP
financing facility on March 3, 2016, on a fully resolved basis.
The DIP Facility reflected careful budget forecasting and
negotiations in order to provide all necessary funding for a
successful Chapter 11 case, in particular a well-run sale process
for the Debtors' assets carried out over an appropriate time line,
rather than having a rushed or truncated process.

On March 14, 2016, the Debtors' timely filed their schedules and
statement of financial affairs, only five weeks into these cases.
The Debtors' prompt filing of their schedules permitted the Debtors
to move swiftly as well to establish claims bar dates.
Accordingly, the Debtors were able to obtain a bar date order on
March 3, 2016, which established April 11, 2016, as the general
claims bar date in these cases was -- only 60 days into these
cases.

                 About Sundevil Power Holdings, LLC

Sundevil Power Holdings, LLC, et al., each filed for Chapter 11
bankruptcy protection (Bankr. D. Del. Case No. 16-10369) on Feb.
11, 2016.  By court order entered on Feb. 12, 2016, these Chapter
11 cases are being jointly administered for procedural purposes
only.

The Debtors are represented by:

      DRINKER BIDDLE & REATH LLP
      Steven K. Kortanek, Esq.
      Howard A. Cohen, Esq.
      Joseph N. Argentina, Jr., Esq.
      222 Delaware Avenue, Suite 1410
      Wilmington, DE 19801
      Tel: (302) 467-4200
      Fax: (302) 467-4201
      E-mail: Steven.Kortanek@dbr.com
              Howard.Cohen@dbr.com
              Joseph.Argentina@dbr.com

                and
      
      VINSON & ELKINS LLP
      David S. Meyer, Esq.
      Jessica C. Peet, Esq.
      Lauren R. Kanzer, Esq.
      666 Fifth Avenue, 26th Floor
      New York, NY 10103-0040
      Tel: (212) 237-0000
      Fax: (212) 237-0100
      E-mail: dmeyer@velaw.com
              jpeet@velaw.com
              lkanzer@velaw.com

      VINSON & ELKINS LLP
      Paul E. Heath, Esq.
      Reese A. O'Connor, Esq.
      Trammell Crow Center
      2001 Ross Avenue, Suite 3700
      Dallas, TX 75201
      Tel: (214) 220-7700
      Fax: (214) 220-7716
      E-mail: pheath@velaw.com
              roconnor@velaw.com

Sundevil Power Holdings, LLC, owns natural gas-fired power plants.
The Company was incorporated in 2010 and is based in Wayzata, MN.

The Debtors are merchant power generators through Sundevil's
ownership of two of the four 550 megawatt natural gas-fired power
blocks of the Gila River Power Station, located in Gila Bend,
Arizona.  Sundevil and the other power block owners sell energy
into the Southwest electric power market, specifically the
sub-region of Arizona, New Mexico, and Southern Nevada known as the
Desert Southwest.  Most of Sundevil's output is sold at the Palo
Verde hub and to California Independent System Operator.  Sundevil
also sells capacity to CAISO and is capable of reaching other
market hubs like Mead (Southern Nevada) and Four Corners.


SUNEDISON INC: Gets Final Court Approval of $300M DIP Financing
---------------------------------------------------------------
SunEdison, Inc. on June 10, 2016, disclosed that it has received
final Bankruptcy Court approval of debtor-in-possession (DIP)
financing in the form of new capital totaling up to $300 million
provided by a consortium of first and second lien lenders.

These financial resources will be made available to the Company
under the terms of the DIP Credit Agreement to support its
continuing business operations, minimize disruption to its
worldwide projects and partnerships, and make necessary operational
changes.

SunEdison and certain of its domestic and international
subsidiaries filed voluntary petitions for reorganization under
chapter 11 in the Southern District of New York on April 21, 2016.

                      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.


SYFOOD GROUP: Hires Hector Pedrosa-Luna as Counsel
--------------------------------------------------
Syfood Group, Inc. seeks authorization from the U.S. Bankruptcy
Court for the District of Puerto Rico to employ The Law Offices of
Hector Eduardo Pedrosa Luna as counsel.

The Debtor requires the firm to:

   (a) prepare bankruptcy schedules, pleadings, applications and
       conduct examinations incidental to any related proceedings
       or to the administration of this case;

   (b) develop the relationship of the status of the Debtor to the

       claims of creditors in this case;

   (c) advise the Debtor of its rights, duties, and obligations as
       Debtor operating under Chapter 11 of the Bankruptcy Code;

   (d) take any and all other necessary action incident to the
       proper preservation and administration of this Chapter 11
       case; and

   (e) advise and assist the Debtor in the formation and
       preservation of a plan pursuant to Chapter 11 of the
       Bankruptcy Code, the disclosure statement and any and all
       matters related thereto.

The firm will be paid at an hourly rate of $150.

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

The Debtor provided the firm a $5,000 retainer.

Hector Eduardo Pedrosa-Luna, principal of the firm, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

The firm can be reached at:

       Hector Eduardo Pedrosa-Luna, Esq.
       The Law Offices of Hector Eduardo Pedrosa Luna
       P.O. Box 9023963
       San Juan, PR 00902-3963
       Tel: (787) 920-7983
       Fax: (787) 754-1109
       E-mail: hectorpedrosa@gmail.com

                    About Syfood Group

Syfood Group, Inc., based in San Juan, Puerto Rico, filed a Chapter
11 bankruptcy petition (Bankr. D.P.R. Case No. 3:16-bk-04497) on
June 5, 2016.  The Debtor is represented by Hector Eduardo
Pedrosa-Luna of The Law Offices of Hector Eduardo Pedrosa Luna.
Judge Mildred Caban Flores presides over the case.


TELEXFREE LLC: Files Status Report on Bid for Class Certification
-----------------------------------------------------------------
The Chapter 11 trustee of TelexFree LLC has filed a status report
with the U.S. Bankruptcy Court in Massachusetts in connection with
his request to certify a class, which is scheduled for hearing on
June 15.

In his report, Stephen Darr disclosed that the law firm of
Milligan, Rona, Duran & King LLC has expressed willingness to serve
as legal counsel to Benjamin Argueta and 44 others who were named
as defendants in a class action lawsuit he filed on January 15.

Mr. Darr disclosed that he has had discussions with Milligan
concerning the terms pursuant to which the firm could act as
counsel and be compensated for those services.

Mr. Darr said that two potential sources of compensation are being
considered.  Milligan would be entitled to seek compensation from
the company's bankruptcy estate and from a pool of assets recovered
from the class action lawsuit, not to exceed an agreed-upon amount,
he said.

Any agreement on Milligan's compensation will be subject to a court
order, according to the bankruptcy trustee.

                         About TelexFREE

TelexFREE -- http://www.TelexFREE.com/-- is a telecommunications
business that uses multi-level marketing to assist in the
distribution of voice over internet protocol telephone services.
TelexFREE's retail VoIP product, 99TelexFREE, allows for unlimited
international calling to seventy countries for a flat monthly rate
of $49.90.  TelexFREE has over 700,000 associates or promoters
worldwide.

The company believes the sales of the 99TelexFREE product, the
TelexFREE "app," and other new products will ultimately prove
successful and profitable.  The company is struggling, however,
with several factors that required it to seek chapter 11
protection.  First, the Company experienced exponential growth in
revenue between 2012 and 2013 (from de minimus amounts to over $1
billion), which put tremendous pressure on the Company's financial,
operational and management systems.  Second, although the company
revised its original compensation plan to promoters in order to
address certain questions that were raised regarding such plan, the
company believes that the plans need to be further revised.
Finally, the trailing liabilities arising from the original
compensation plan are difficult to quantify and have resulted in
substantial asserted liabilities against the company, a number of
which may not be valid.

TelexFREE LLC and two affiliates sought bankruptcy protection
(Bankr. D. Nev. Lead Case No. 14-12525) on April 13, 2014.

Alvarez & Marsal North America, LLC is serving as restructuring
advisor and Greenberg Traurig, LLP and Gordon Silver are serving as
legal advisors to TelexFREE.  Kurtzman Carson Consultants LLC
serves as claims and noticing agent.

TelexFREE, LLC, estimated $50 million to $100 million in assets
and $100 million to $500 million in liabilities.

TelexFREE is facing accusations of operating a $1 billion-plus
pyramid scheme.

In May, the Court approved the motion by the U.S. Securities &
Exchange Commission to transfer the venue of the Debtors' cases to
the U.S. Bankruptcy Court, District of Massachusetts (Bankr. D.
Mass. Case Nos. 14-40987, 14-40988 and 14-40989).  The Court
entered an order in relation to the venue transfer stating that the
cases remain jointly administered, and KCC will continue to serve
as claims processing agent.

The Debtors had opposed to the motion, stating that while the SEC
contends that the Massachusetts Bankruptcy Court is more
convenient for the SEC, the SEC has failed entirely to meet its
burden to show that the Massachusetts Bankruptcy Court is better
than the Nevada Bankruptcy Court for administration of the Chapter
11 Cases.  The Debtors chose the Nevada Bankruptcy Court because,
inter alia, TelexFREE Nevada, a Nevada entity, is a counter-party
to more than 700,000 contracts governed by Nevada law. A creditors'
committee has not yet been appointed in the Chapter 11 Cases.


TENDER LOVING: Wants Plan Filing Deadline Moved to Aug. 9
---------------------------------------------------------
Tender Loving Home Health Care, Inc., asks the U.S. Bankruptcy
Court for the Western District of Pennsylvania to extend the time
by which it has exclusive right to file a Chapter 11 Plan and
Disclosure Statement until Aug. 9, 2016.

As reported by the Troubled Company Reporter on May 13, 2016,
Bankruptcy Judge Gregory Taddonio entered an order extending to
June 10, 2016, the Debtor's exclusivity period to file a Chapter 11
Plan and accompanying Disclosure Statement.

An agreed scheduling order was entered by the Court on Oct. 29,
2015, which called for the Debtor to file a Chapter 11 Plan and
Disclosure Statement on or before April 11, 2016.

Although the Debtor continues to operate and has shown profits
since the filing of the Chapter 11 case, in order to successfully
reorganize, the Debtor needs additional time to meet the required
monthly reporting requirements so that counsel may file a Chapter
11 Plan and Disclosure Statement.

The Debtor was delinquent in its reporting and has now caught up
through March 2016 and a report is due for April 2016.  

The Debtor has opened a new group home that will give the Debtor
the necessary income to fund a feasible Chapter 11 Pan without
additional funding sources.

The Debtor firmly believes that it will be able to file a feasible
reorganization Plan in the case.

Aside from filing the April 2016 Operating Report, the Debtor has
met all operating requirements since the filing of the Chapter 11
case.  The April 2016 Operating Report will be filed with the Court
as quickly as possible.

Tender Loving Home Health Care, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Penn. Case No. 15-23759) on Oct. 14, 2015.
Christopher M. Frye, Esq., at Steidl & Steinberg serves as the
Debtor's bankruptcy counsel.

The Counsel can be reached at:

      Christopher M. Frye, Esq.
      STEIDL & STEINBERG
      707 Grant Street, Suite 2830
      Pittsburgh, PA 15219
      Tel: (412) 391-8000
      E-mail: chris.frye@steidl-steinberg.com


TRANSPORT EXPRESS: 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 Transport Express, LLC.

Transport Express, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the District of Colorado (Denver) (Case No.
16-14166) on April 28, 2016.  The petition was signed by Russell T.
Strobridge, manager.

The Debtor is represented by Jeffrey Weinman, Esq., at Weinman &
Associates, P.C.  The case is assigned to Judge Elizabeth E.
Brown.

The Debtor estimated assets of $500,000 to $1 million and debts of
$1 million to $10 million.


TRIMARK: Moody's to Retain B3 CFR on Proposed Loan Add-On
---------------------------------------------------------
Moody's Investors Service said that the recent $115 million
proposed add-on to TMK Hawk Parent, Corp.'s ("TriMark") senior
secured first lien term loan is credit negative, as it results in
an increase in financial leverage without a concomitant increase in
cash flow.  More positively, the company will use a portion of the
proceeds to repay revolver borrowings used initially to purchase US
foodservice supplies distributor Adams-Burch, Inc. on June 3, 2016.
TriMark will likely access the remaining funds through a delayed
draw to finance additional acquisition activity over the next six
months. While pro forma debt leverage will weaken as a result of
the transaction, it remains in line with similarly-rated
distributors, and liquidity will improve slightly with the increase
in borrowing capacity under the revolver.  Taking this into
consideration, along with the strong and consistent organic growth
over the last three years, the debt increase will not affect the
company's ratings, including the B3 Corporate Family Rating and
B3-PD Probability of Default Rating, as well as the B3 and Caa2
ratings on the first lien and second lien term loans,
respectively.

TriMark is a US distributor of foodservice equipment and supplies,
providing all non-food products used by restaurants and other
foodservice operators.  The company also performs
construction-related services, including design, procurement,
installation and project management for foodservice operations,
interiors and kitchen facilities.  The company is currently
majority-owned by Warburg Pincus, with the remaining ownership
stake retained by management.  For the 12 months ended April 1,
2016, TriMark generated approximately $1.2 billion in revenues.


TRUSTEES OF CONNEAUT LAKE: July 12 Plan Confirmation Hearing
------------------------------------------------------------
The hearing to consider approval of the disclosure statement
explaining Trustees of Conneaut Lake Park's plan will be held on
July 12, 2016, at 10:00 A.M., before the U.S. Bankruptcy Court for
the Western District of Pennsylvania.

July 5 is the last date to file and serve written objections to the
disclosure statement.

                   About Conneaut Lake Park

Conneaut Lake Park is a summer amusement resort, located in
Conneaut Lake, Pennsylvania.

Trustees of Conneaut Lake Park, Inc., filed a Chapter 11
bankruptcy petition (Bankr. W.D. Pa. Case No. 14-11277) in Erie,
Pennsylvania, on Dec. 4, 2014.  The case is assigned to Judge
Thomas P. Agresti.

The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm,
in Pittsburgh, as counsel.  The Debtor estimated assets and debt of
$1 million to $10 million.

Trustees of Conneaut Lake Park filed for bankruptcy protection
less than 20 hours before the Crawford County amusement park was
scheduled to go to sheriff's sale for almost $930,000 in back
taxes and related fees.


TUTOR PERINI: Moody's to Retain Ba3 Rating on Sr. Notes Offering
----------------------------------------------------------------
Moody's Investor Service said that Tutor Perini Corporation (Ba3
negative) has priced $175 million of Convertible Senior Notes due
2021 (unrated) and has granted an option for up to an additional
$25 million.  The notes will bear interest at a rate of 2.875% per
annum.  The Company intends to use the proceeds from this offering
to repay a portion of the borrowings outstanding under its term
loan and revolving credit facility and to pay fees and expenses. In
anticipation of the note offering, the company recently amended its
credit facility which enabled it to reduce its interest costs and
obtain some relief on required near term debt payments. Moody's
views the note offering and the credit facility amendment as credit
positive.

Tutor Perini Corporation is headquartered in Los Angeles,
California and provides general contracting, construction
management and design-build services to public and private
customers primarily in the United States.  Tutor Perini's revenues
for the trailing twelve months ended March 31, 2016 was $4.9
billion and its backlog was $8.2 billion.  The company reports its
results in three segments: Civil (37% of LTM revenue; 41% of
backlog) is engaged in public works construction including the
repair, replacement and reconstruction of highways, bridges and
mass transit systems; Building (38%; 35%), which handles large
projects in the hospitality and gaming, sports and entertainment,
educational, transportation and healthcare markets; Specialty
Contractors (25%; 24%) provides mechanical, electrical, plumbing
and heating installation services.


TUTOR PERINI: S&P Assigns 'BB-' Rating on New Notes Due 2021
------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '4'
recovery rating to Tutor Perini Corp.'s proposed convertible notes
due 2021.  The '4' recovery rating indicates S&P's expectation for
average (30%-50%; lower half of the range) recovery in the event of
a payment default.

At the same time, S&P affirmed its 'BB-' issue-level rating on
Tutor Perini's $300 million senior unsecured notes due 2018.  The
'3' recovery rating remains unchanged, indicating S&P's expectation
for meaningful (50%-70%; upper half of the range) recovery in the
event of a payment default.

Tutor Perini intends to use the proceeds from the convertible notes
to repay a portion of the outstanding borrowings under its term
loan and revolver, pay fees and expenses related to the offering,
and for general corporate purposes.  The proposed convertible notes
do not benefit from a guarantee and will be, in our view,
structurally subordinated to the company's existing
$300 million senior unsecured notes, which benefit from guarantees
by the company's subsidiaries.  In connection with the convertible
note offering, the company entered into an amendment to its credit
facility that--among other things--bases the interest rate of its
borrowings on LIBOR rather than the bank rate, amends the
consolidated leverage ratio covenant in the second and third
quarters of 2016, and allows the company to sell one of the
business units in its building segment.

RECOVERY ANALYSIS

Key analytical factors:

   -- S&P's simulated default scenario assumes a payment default
      in 2020 following a significant decline in commercial
      construction, heightened competitive pressure on government
      contracts, and cost overruns on the company's fixed-price
      contracts that hurt its revenue and cash flow;

   -- S&P's analysis further assumes that the revolver is 85%
      drawn at default;

   -- LIBOR increases to 350 basis points (bps) by 2020, S&P's
      simulated year of default; and the margin on the revolver
      increases by 125 bps, reflecting higher borrowing costs from

      the credit deterioration simulated in S&P's scenario.

   -- S&P has valued the company on a going concern basis using a
      5x multiple of S&P's projected emergence EBITDA.

Simulated default and valuation assumptions:
   -- Simulated year of default: 2020
   -- EBITDA at emergence: $165 million
   -- Implied enterprise value multiple: 5x

Simplified waterfall:
   -- Gross enterprise value at emergence: $825 million
   -- Valuation split (obligors/nonobligors): 100%/0%
   -- Priority claims: $131 million
   -- Collateral value available to creditors after priority
      claims: $653 million
   -- Secured first-lien debt claims: $265 million
      -- Recovery expectations: Not applicable
   -- Total value available to unsecured claims: $388 million
   -- Unsecured debt claims: $309 million
      -- Recovery expectations: 50%-70% (upper half of the range)
   -- Total value available to subordinated debt: $63 million
   -- Subordinated debt claims: $203 million
      -- Recovery expectations: 30%-50% (lower half of the range)

Note: All debt amounts include six months of prepetition interest.

RATINGS LIST

Tutor Perini Corp.
Corporate Credit Rating                  BB-/Stable/--

Ratings Assigned

Tutor Perini Corp.
Prpsd Convertible Sr Nts Due 2021        BB-
  Recovery Rating                         4L

Rating Affirmed; Recovery Rating Unchanged

Tutor Perini Corp.
$300M Sr Unsecd Nts Due 2018             BB-
  Recovery Rating                         3H


TX FOUR HOLDINGS: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The Office of the U.S. Trustee disclosed in court filings that no
official committee of unsecured creditors has been appointed in the
Chapter 11 cases of TX Four Holdings LLC, Circle T Farm Inc., Four
Wells Limited and Capital L. Corp.

                     About TX Four Holdings

TX Four Holdings, Circle T Farm Inc., Four Wells Limited and
Capital L. Corp. each filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code in the Northern District of Ohio
(Akron) (Case Nos. 16-50850-16-50853) on April 13, 2016.  

The petitions were signed by Louis Telerico, managing member.  The
cases are assigned to Judge Alan M. Koschik.

TX Four Holdings, Capital L. Corp. and Four Wells estimated both
their assets and liabilities in the range of $1 million to $10
million.  

Circle T Farm estimated assets of $100,000 to $500,000 and debts of
$1 million to $10 million.


ULTRA PETROLEUM: Seeks to Pay $1.1-Mil. per Quarter to 103 Employee
-------------------------------------------------------------------
Ultra Petroleum Corp., et al., seek authority from the U.S.
Bankruptcy Court to implement their prepetition key employee
retention program for non-insider key employees.

The KERP contemplates quarterly retention payments to approximately
103 KERP Participants, which payments are expected to total
approximately $1.1 million per quarter (an average of approximately
$11,000 per KERP Participant).

According to the Debtors, in connection with their Chapter 11
restructuring process, they have segregated their workforce into
two groups: (1) "insider" employees, a group consisting of their
six executive officers; and (2) "non-insider" employees, a group
consisting of all of the Debtors' salaried employees other than
their six executive officers.

The Debtors assert that their non-insider employees are vital to
their operations.  These employees perform the vast majority of the
Debtors' critical accounting, asset management, business
administration, engineering, information technology, marketing,
operational, and regulatory work.  Maintaining the morale, support,
and focus of these employees is absolutely essential to fostering
an environment where the Debtors' operations can continue to
succeed in a safe, efficient and reliable manner while the Debtors
work to reorganize their businesses to maximize the value of their
estates.

The Debtors ask the Court to convene a hearing on June 23, 2016, to
consider approval of the request.

Proposed Counsel to the Debtors and Debtors in Possession:

       Patricia B. Tomasco, Esq.
       Jennifer F. Wertz, Esq.
       JACKSON WALKER, L.L.P.
       100 Congress Avenue, Suite 1100
       Austin, Texas 78701
       Telephone: (512) 236-2000
       Facsimile: (512) 236-2002
       Email: ptomasco@jw.com
              jwertz@jw.com

       -- and --

       Bruce J. Ruzinsky, Esq.
       Matthew D. Cavenaugh, Esq.
       JACKSON WALKER, L.L.P.
       1401 McKinney Street, Suite 1900
       Houston, Texas 77010
       Telephone: (713) 752-4200
       Facsimile: (713) 752-4221
       Email: mcavenaugh@jw.com
              bruzinsky@jw.com

       -- and --

       James H.M. Sprayregen, P.C.
       David R. Seligman, P.C.
       Michael B. Slade, Esq.
       Gregory F. Pesce, Esq.
       KIRKLAND & ELLIS LLP
       KIRKLAND & ELLIS INTERNATIONAL LLP
       300 North LaSalle
       Chicago, Illinois 60654
       Telephone: (312) 862-2000
       Facsimile: (312) 862-2200
       Email: james.sprayregen@kirkland.com
              david.seligman@kirkland.com
              michael.slade@kirkland.com
              gregory.pesce@kirkland.com

       -- and --

       Christopher T. Greco, Esq.
       KIRKLAND & ELLIS LLP
       KIRKLAND & ELLIS INTERNATIONAL LLP
       New York, New York 10022
       Telephone: (212) 446-4800
       Facsimile: (212) 446-4900
       Email: christopher.greco@kirkland.com

             About Ultra Petroleum

Ultra Petroleum Corp. is an independent oil and gas company engaged
in the development, production, operation, exploration and
acquisition of oil and natural gas properties.

Ultra Petroleum Corp. and its affiliates filed separate Chapter 11
petitions (Bankr. S.D. Tex. Case Nos. 16-32202 to 16-32209) on
April 29, 2016. The Hon. Marvin Isgur presides over the cases.

James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B.
Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce,
Esq., at KIRKLAND & ELLIS LLP; and Patricia B. Tomasco, Esq.,
Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at JACKSON
WALKER, L.L.P., serve as counsel to the Debtors. Rothschild Inc.
serves as the Debtors' investment banker; Petrie Partners serves as
their investment banker; and Epiq Bankruptcy Solutions, LLC, serves
as claims and noticing agent.

Ultra Petroleum Corp. listed total assets of $1.28 billion and
total liabilities of $3.91 billion as of March 31, 2016.

The petitions were signed by Garland R. Shaw, chief financial
officer.

The Company's common stock commenced trading on the OTC Pink
Marketplace under the symbol "UPLMQ" on May 3, 2016.

The Office of the U.S. Trustee has appointed seven creditors of
Ultra Petroleum Corp. to serve on the official committee of
unsecured creditors.


US FOODS: S&P Assigns 'B+' Rating on Proposed $2.3BB Sr. Loan
-------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue rating to Rosemont,
Ill.-based US Foods Inc.'s proposed $2.3 billion seven year senior
secured term loan B.  The recovery rating on the new term loan is
'3', indicating S&P's view that creditors could expect meaningful
(50% to 70%, in the upper half of the range) recovery in the event
of a payment default.  The rating incorporates S&P's assumption
that US Foods will complete its recently announced refinancing plan
on substantially the terms presented to S&P.  This includes
refinancing the existing $2.1 billion term loan B due 2019,
repaying the $1.35 billion senior unsecured notes due 2019, and,
later this summer, the defeasance of the $472 million commercial
mortgage-backed security (CMBS; unrated) facility due 2017.  S&P
expects the company to complete the refinancing plan with funds
from the proposed term loan B, the issuance later this month of new
senior unsecured notes, and the recent initial public offering.
However, S&P believes US Foods will retain the ability to issue new
priority CMBS debt in the future.  The issue and recovery ratings
on the secured term loan B and senior unsecured notes could be
lowered if this happens.

All of the company's existing ratings, including the 'B+' corporate
credit rating, are unchanged.  The outlook is positive.

S&P expects to withdraw its ratings on the company's existing term
loan and senior unsecured notes upon completion of the proposed
refinancing.  Pro forma for the proposed transactions, total
reported debt outstanding is about $4 billion.

S&P's ratings on US Foods reflect the company's solid number two
position in the highly competitive and fragmented foodservice
distribution industry; it's low, albeit stable, profit margins; and
its substantial scale.  S&P also incorporates the company's
continued financial sponsor ownership and still-high debt load into
the ratings, notwithstanding improvement resulting from the IPO.

Based on S&P's assumptions, it forecasts that debt to EBITDA will
improve to between 4.5x-5.0x, funds from operations to debt will
reach the low teens, and EBITDA interest coverage will exceed 4x
over the next 12-18 months.  This compares to about 5.8x, 12%, and
3.5x, respectively, pro forma for the IPO and partial $1.1 billion
notes redemption.

RATINGS LIST

US Foods Inc.
Corporate credit rating                  B+/Positive/--

Ratings Assigned
US Foods Inc.
Senior secured
  $2.3 bil. term loan B due 2023          B+
   Recovery rating                        3H


VALEANT PHARMACEUTICALS: Moody's Retains B2 CFR, Outlook Neg.
-------------------------------------------------------------
Moody's Investors Service raised the Speculative Grade Liquidity
Rating of Valeant Pharmaceuticals International, Inc. to SGL-3 from
SGL-4.  There are no other actions at this time on Valeant's
ratings.  The Corporate Family Rating remains unchanged at B2, and
the outlook remains unchanged at negative.

This action follows Valeant's filing this week of its 10-Q report
for the period ended March 31, 2016.  Missing the earlier SEC
deadline to file the report exposed Valeant to the risk of debt
acceleration that could arise from non-compliance with its debt
agreements.  This risk was reflected in the previous SGL-4 rating.
The filing of the 10-Q alleviates these concerns, and Moody's
anticipates that Valeant will be in compliance with SEC reporting
deadlines going forward.

Rating raised:

Valeant Pharmaceuticals International, Inc.:

  Speculative Grade Liquidity Rating to SGL-3 from SGL-4

The SGL-3 Speculative Grade Liquidity rating reflects adequate
liquidity based a combination of factors.  Positive factors include
ample cash on hand, limited debt maturities and amortization
payments, and good cash flow.  Moody's estimates that cash flow
from operations will exceed $2.5 billion in 2016, supporting the
company's target of repaying $1.7 billion of permanent debt during
the year.  Moody's also anticipates a reduction in revolver
borrowings as well.  Valeant is able to convert a larger portion of
earnings into free cash flow than some other pharmaceutical
companies.  This is due to its modest capital expenditures, the
lack of a shareholder dividend and lower taxes than US-based
pharmaceutical companies resulting from its incorporation in Canada
and its net operating losses on a tax basis.  Valeant had $1.3
billion of cash as of March 31, 2016 to amply cover required term
loan amortization over the next 12 to 18 months.

These elements are offset by limited revolver availability and
tight cushion under financial maintenance covenants.  These include
maximum senior secured leverage of 2.5 times and minimum interest
coverage ratio of 2.25 times through March 31, 2016, 2.75 times
from June 30, 2016, through March 31, 2017, and 3.0 times
thereafter.  There is less certainty in Valeant's ability to meet
the tighter interest coverage that becomes effective June 30, 2017,
but Valeant has good ability prior to that date to reduce its debt
and its interest burden through asset sales.  As long as Valeant's
debt/EBITDA remains above 4.5x, any assets sale proceeds must be
immediately applied to debt reduction.  Valeant has drawn $1.45
billion of its $1.5 billion revolving credit facility expiring in
2Q2018.  In addition, multiple unresolved legal matters create
uncertainty related to cash outflows.

                         RATINGS RATIONALE

Valeant's B2 Corporate Family Rating reflects the company's high
financial leverage with gross debt/EBITDA of approximately 6.5x,
and significant business challenges related to Valeant's pricing
strategy and rapid growth through acquisitions.  Valeant is
confronting significant scrutiny on its pricing practices,
including those on products acquired through acquisitions, and
uncertainty related to government investigations.  Moody's believes
that recent changes at the CEO level and pending changes at the
board level create uncertainties regarding changes in strategic
direction, which could include material asset sales.

The ratings are supported by Valeant's good scale in the global
pharmaceutical industry with annual revenue of approximately $10
billion, its strong diversity, its high profit margins, and its
good cash flow.  Valeant also has low exposure to patent cliffs,
and good underlying prescription volumes of products like Xifaxan
for irritable bowel syndrome and hepatic encephalopathy, and
various eyecare products and consumer products.  In addition, the
ratings are supported by management's commitment to reduce
debt/EBITDA, using excess cash flow for debt repayment.

The rating outlook is negative, reflecting the uncertainty that
underlying trends have stabilized and that the company will meet
its near-term debt repayment targets.  The negative outlook also
reflects the potential that certain scenarios of business
restructuring would be credit negative, if the sales of lucrative
business lines leave the company with weaker performing operations.
Factors that could lead to a downgrade include: significant
reductions in pricing or utilization trends, escalation of legal
issues or large litigation-related cash outflows, sustaining
debt/EBITDA above 6.0 times, or pursuing asset divestitures that
leave the company with high financial leverage and a weaker
business profile.  Conversely, factors that could lead to an
upgrade include: restoring credibility through solid performance
and underlying growth, reducing debt with free cash flow, making
progress at resolving legal proceedings, and sustaining debt/EBITDA
below 5.0 times.

Headquartered in Laval, Quebec, Valeant Pharmaceuticals
International, Inc. is a global specialty pharmaceutical company
with expertise including branded dermatology, gastrointestinal
disorders, eye health, neurology, branded generics and OTC
products.  Valeant reported approximately $10.6 billion in total
revenue for the 12 months ended March 31, 2016.

The principal methodology used in this rating was that for the
Global Pharmaceutical Industry published in December 2012.


VEGAS MANAGEMENT: Taps Palm Harbor Law as Attorney
--------------------------------------------------
Vegas Management, LLC seeks authorization from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Joel S. Treuhaft
and Palm Harbor Law Group, P.A. as attorney, nunc pro tunc to June
3, 2016 petition date.

The Debtor requires Palm Harbor to:

   (a) give the Debtor legal advice with respect to its powers and

       duties as Debtor and Debtor-in-Possession in the continued
       operation of its business and management of its property;

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

       and appear at hearings thereon; and

   (c) perform all other legal services for Debtor as Debtor-in-
       Possession which may be necessary herein.

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

Joel S. Treuhaft 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.

Palm Harbor can be reached at:

       Joel S. Treuhaft, Esq.
       PALM HARBOR LAW GROUP, P.A.
       2991 Alternate 19, Suite B
       Palm Harbor, FL 34683
       Tel: (727) 797-7799
       Fax: (727) 213-6933

                       About Vegas Management

Vegas Management, LLC dba Vegas Showgirls, dba Spirits 365, dba
Rocket Bar, based in Redington Beach, Florida, filed a Chapter 11
petition (Bankr. M.D. Fla. Case No. 16-04856) on June, 2016.  Joel
S. Treuhaft, Esq., at Palm Harbor Law Group, P.A., as bankruptcy
counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by James F.
Lowy, manager.


VENCORE INC: Moody's Retains B3 CFR on Revised Pending Dividend
---------------------------------------------------------------
Moody's Investors Service has said that Vencore Inc.'s plan to
slightly revise its pending dividend and subordinate note
redemption transaction has no effect on the company's ratings (CFR
B3, first lien B1-LGD2, second lien Caa1-LGD5) or stable rating
outlook.

Vencore, Inc. provides advanced systems engineering and integration
("SE&I") services to U.S. government intelligence agencies, as well
as training, logistics and life-cycle management capabilities
across the US Department of Defense.  Revenues were about $1.2
billion for 2015.  The company is majority-owned by entities of
Veritas Capital.

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


VENCORE INC: S&P Lowers Rating on 1st-Lien Term Loan to 'B'
-----------------------------------------------------------
S&P Global Ratings lowered its issue-level rating on Chantilly,
Va.-based government contractor Vencore Inc.'s first-lien term loan
and revolving credit facility to 'B' from 'B+'.  S&P also revised
its recovery rating to '3' from '2'.  The '3' recovery rating
indicates S&P's expectation for meaningful recovery (50% to 70%;
upper half of the range) in the event of payment default.

The change reflects the shift of $30 million from the second-lien
term loan to the first-lien term loan of add-on facilities.  The
first-lien term loan now amounts to $176 million outstanding and
the second-lien amounts to $125 million outstanding.  S&P's 'B'
corporate credit rating and stable outlook are unchanged.

                         RECOVERY ANALYSIS

Key analytical factors

S&P continues to value the company on a going-concern basis using a
5.5x multiple of S&P's projected emergence EBITDA, which is
consistent with that of similar defense contractors that we rate.

S&P's simulated default scenario assumes a payment default in 2019
due to less favorable government funding and increased competition,
which result in contract backlog erosion.

Simulated default assumptions

   -- Simulated year of default: 2019
   -- EBITDA at emergence: $76.5 million
   -- EBITDA multiple: 5.5x
   -- The revolving credit facility is 85% drawn at default.

Simplified waterfall

   -- Net enterprise value (after 5% administrative costs):
      $400 million
   -- Valuation split (obligors/nonobligors): 100%/0%
   -- Collateral value available to first-lien creditors:
      $400 million
   -- First-lien debt: $545 million
      -- Recovery expectations: 50% to 70% (upper half of the
      range)
   -- Second-lien debt: $240 million
      --Recovery expectations: 10% to 30% (upper half of the
      range)

Note: All debt amounts include six months of prepetition interest.
Collateral

RATINGS LIST

Vencore Inc.
Corporate Credit Rating                B/Stable/--        

Downgraded; Recovery Rating Revised
                                        To        From
Vencore Inc.
Senior Secured                         B         B+
   Recovery Rating                      3H        2L


VESTIS RETAIL: Continuation of Store Closing Sales Approved
-----------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware issued a Final Order which authorized the
continuation of Store Closing Sales in accordance with the
Disposition Agreement between Hilco Merchant Resources, LLC and
Gordon Brothers Retail Partners, LLC ("Agent") and EMS Operating
Company, LLC, et al., and the Sale Guidelines.

Judge Silverstein held that debtors Vestis Retail Group, LLC, et.
al., have demonstrated that entering into the Agreement is a
reasonable exercise of the Debtors' business judgment and is in the
best interests of the Debtors and their estates.  Judge Silverstein
further held that the conduct of the Store Closing Sales will
provide an efficient means for the Debtors to maximize recoveries
for their estates with respect to the Merchandise and the
Furniture, Fixtures and Equipment ("FF&E").

The Sale Guidelines contain, among others, the following relevant
terms:

     (1) The Store Closing Sales will be conducted so that the
Closing Stores in which sales are to occur will remain open no
longer than during the normal hours of operation provided for in
the respective leases for the Closing Stores.

     (2) At the conclusion of the Store Closing Sales, the Merchant
will vacate the Closing Stores in broom-clean condition, and will
leave the Closing Stores in the same condition as on the Sale
Commencement Date, ordinary wear and tear excepted.

     (3) Subject to the entry of the Final Order: (i) the Agent and
the Merchant may abandon any FF&E not sold in the Store Closing
Sales at the Closing Stores at the earlier of the conclusion of the
Store Closing Sales or the applicable Sale Termination Date; (ii)
any abandoned FF&E and Merchandise left in a Closing Store after a
lease is rejected shall be deemed abandoned to the landlord having
a right to dispose of the same as the landlord chooses without any
liability whatsoever on the part of the landlord to any party and
without any waiver of any damage claims against the Merchant.

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

     (a) Sale Term:  For each Store, the Sale will commence on
April 16, 2016, and conclude no later than June 30, 2016.  The
Parties may mutually agree in writing to extend or terminate the
Sale at any Store prior to the Sale Termination Date.

     (b) The Sale:  All sales of Merchandise will be made on behalf
of the applicable Merchant.  Agent does not have, nor will it have
any right, title or interest in the Merchandise.  All sales of
Merchandise will be by cash, gift card, gift certificate,
merchandise credit or debit card and, at Merchant's discretion, by
check or otherwise in accordance with Merchant's policies.

     (c) Agent Fee:

          In consideration of its services with respect to the
Sport Chalet Stores, Agent will earn a fee calculated in accordance
with the following:

     Less than 120% - No fee
     120 to 121.99% - 0.6% of Sport Chalet Stores Gross Proceeds
     122 to 127.99% - 1% of Sport Chalet Stores Gross Proceeds
     128% or greater - 1.25% of Sport Chalet Store Gross Proceeds

          In consideration of its services with respect to the EMS
Stores, Agent will earn a fee calculated in accordance with the
following:

     Less than 130% - No fee
     130 to 132.99% - 0.6% of EMS Stores Gross Proceeds
     133 to 136.99% - 1% of EMS Stores Gross Proceeds
     137% or greater - 125% of EMS Stores Gross Proceeds

          In consideration of its services with respect to the
Bob's Stores, Agent shall earn a fee equal to 1% of the Gross
Proceeds applicable to the Bob's Stores.

A full-text copy of the Final Order, dated May 16, 2016, is
available at https://is.gd/rdiJXU

                    About Vestis Retail Group

Vestis Retail Group and eight of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 16-10971) on
April 18, 2016.  The Debtors estimated assets in the range of
$0 to $50,000 and debts of $100 million to $500 million.  The
petitions were signed by Thomas A. Kennedy as secretary.

Headquartered in Meriden, Connecticut, Vestis Retail Group, LLC,
et
al., operate 144 retail stores, which are located in 15 states.
Bob's Stores operates 36 stores throughout New England, New York,
and New Jersey. Eastern Mountain Sports operates 61 stores,
located primarily in the Northeastern states.  Sport Chalet
operates 47 stores throughout California, Arizona, and Nevada.
Bob's Stores and EMS primarily operate stores located in the
Northeastern states, while Sport Chalet's stores, which are
currently being liquidated, are located in the Western states.

Prior to the Petition Date, each of the three Debtor retailers
operated an e-commerce site at, respectively, www.bobstores.com,
www.sportchalet.com, and www.ems.com.  In 2015, the Debtors
collectively generated 5% of their total sales, or approximately
$32 million, through e-commerce, according to Court documents.

Judge Laurie Selber Silverstein is assigned to the cases.

The Debtors have hired Young, Conaway, Stargatt & Taylor, LLP as
their counsel, FTI Consulting, Inc. and Lincoln Partners Advisors
LLC as their financial advisor and Kurtzman Carson Consultants,
LLC
as their claims and noticing agent.

An official committee of unsecured creditors has been appointed in
the cases.  The Committee has tapped Cooley LLP as its lead
counsel
and Polsinelli as conflicts counsel.  Zolfo Cooper, LLC serves as
its bankruptcy consultant and financial advisor.


WAVE SYSTEMS: 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 Wave Systems Corp.

                        About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) --
http://www.wave.com/-- develops, produces and markets products for
hardware-based digital security, including security applications
and services that are complementary to and work with the
specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

Wave Systems filed a Chapter 7 bankruptcy petition (Bankr. D. Del.)
on Feb. 1, 2016.  On May 16, 2016, the case was converted to a
Chapter 11 proceeding (Case No. 16-10284).  The case is assigned to
Judge Kevin J. Carey.

David W. Carickhoff, was appointed as Chapter 11 trustee.  Mr.
Carickhoff is represented by Alan Michael Root, Esq., at Archer &
Greiner P.C.


WEATHERFORD INT'L: Fitch to Rate Senior Unsecured Notes 'B+'/RR4'
-----------------------------------------------------------------
Fitch Ratings expects to rate Weatherford International Ltd.'s
(Weatherford Bermuda), a wholly-owned subsidiary of Weatherford
International plc (Weatherford; NYSE: WFT), senior unsecured notes
issuance 'B+/'RR4'. The company intends to use the net proceeds for
the pending debt tender with any acceptance shortfalls allocated to
the repayment of other indebtedness. Management expects the recent
issuances and pending debt tender to result in a relatively limited
change in gross debt outstanding. Fitch believes these actions
should help alleviate near-term liquidity and refinance risks.

Weatherford Bermuda announced $1 billion in senior unsecured notes
due in 2021 and 2023, which is expected to be upsized. The notes
will be fully and unconditionally guaranteed by Weatherford and
Weatherford International, LLC (Weatherford Delaware) making the
notes pari-passu with existing senior unsecured debt.

KEY RATING DRIVERS

Weatherford's ratings consider its position as the fourth largest
international oil & gas services company, geographic
diversification (North America [NA] has historically contributed
45%-50% of consolidated revenues), returns-focused strategic
initiatives, and projected FCF profile leading to moderate further
debt reduction over the rating horizon. These considerations are
offset by the company's mixed asset quality and elevated
through-the-cycle leverage metrics.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for Weatherford
include:

-- WTI oil price that trends up from $35/barrel in 2016 to a
    long-term price of $65/barrel;
-- Henry Hub gas that trends up from $2.25/mcf in 2016 to a long-
    term price of $3.25/mcf;
-- Consolidated revenue decline of over 35% in 2016 with greater
    declines in NA relative to international regions on average
    due to further global E&P capital spending reductions with a
    moderate recovery thereafter;
-- Margins that exhibit a full year of cost improvements in 2016
    with some moderate additional cost reductions assumed
    thereafter;
-- Capital expenditures of $250 million in 2016 followed by
    similarly low levels of capex until operating cash flows
    exhibit meaningful growth;
-- Year-over-year cash flow improvements related to Zubair
    contractual and severance costs;
-- Application of surplus cash to debt repayment;
-- Retention of international rig fleet.

RATING SENSITIVITIES

Positive: No positive rating actions are currently contemplated
over the near term given the continued weakness in the oilfield
services outlook and Fitch's projections for leverage that exceeds
through-the-cycle levels. However, future developments that may,
individually or collectively, lead to a positive rating action
include:

For an upgrade to 'BB-':

-- Demonstrated commitment by management to lower gross debt
    levels;
-- Management track record of achieving operational and financial

    targets;
-- Mid-cycle debt/EBITDA below 5.0x on a sustained basis.

To resolve the Negative Outlook at 'B+':

-- Demonstrated ability to effectively manage forecasted
    liquidity and refinance risks;
-- Improved oilfield services outlook supported by pricing and/or

    activity level improvements;
-- Mid-cycle debt/EBITDA of 5.0x-5.5x on a sustained basis.

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

-- Failure to manage FCF that heightens liquidity risks;
-- Further material, sustained declines in oilfield services
    demand;
-- Mid-cycle debt/EBITDA around 6.0x on a sustained basis.

BANK TRANSACTION HELPS ALLEVIATE NEAR-TERM LIQUIDITY CONCERNS

Weatherford had cash and equivalents of $464 million as of March
31, 2016. The majority of cash has historically been held by
foreign subsidiaries, with $139 million denominated in
exchange-restricted Angolan kwanza. Supplemental liquidity is
principally provided by the company's recently amended $1.15
billion unsecured guaranteed credit facility due July 2019, which
is subject to periodic reductions to a minimum commitment of $1
billion. Fitch notes, however, that the company will have access to
an additional $229 million in non-extending bank credit facility
commitments until July 2017. The credit facility had a pro forma
balance of approximately $535 million, considering the $500 million
term loan, as of March 31, 2016.

MATURITY PROFILE
Over the next five years, Weatherford has $600 million in 6.35%
senior notes due June 2017, $500 million in 6% senior notes due in
March 2018, $1 billion in 9.625% senior notes due March 2019, and
$773 million in 5.125% senior notes due September 2020. The
recently issued $500 million secured term loan is due July 2020,
subject to quarterly amortization payments of $12.5 million
beginning Sept. 30, 2016. The amended credit facility is subject to
a Nov. 28, 2018 springing maturity if 50% of the $1 billion notes
due March 2019 are not redeemed, repurchased, refinanced, or
otherwise retired.

Management recently announced and amended a cash tender offer for
up to $2.1 billion from $1.1 billion of notes maturing between 2017
and 2020. The amended terms increased the tender offer
consideration on the 2018, 2019, and 2020 notes, eliminated the cap
on the 2019 notes, increased the cap on the 2020 notes, and
extended the early (June 16) and final (June 30) tender deadline
dates. Fitch believes that these terms should incentivize tender
participation, helping mitigate near-term refinance risk, as well
as alleviate the amended credit facility's springing maturity
provision.

MODIFIED COVENANT PACKAGE
The company's main financial covenants, as defined in the term loan
and credit agreement, are a maximum specified senior debt-to-EBITDA
ratio of 3x (1.1x as of March 31, 2016; steps down to 2.5x in
2017), maximum specified senior debt and letter of credit-to-EBITDA
ratio of 4x (1.7x as of March 31, 2016; steps down to 3.5x in
2017), and minimum asset coverage ratio of 4x (14x as of March 31,
2016). Fitch highlights that the covenant package also allows for
additional unsecured guaranteed debt, subject to the greater of
$750 million or a 2.5x pro forma specified senior debt-to-EBITDA
ratio limitation (Fitch estimated capacity of approximately $1.4
billion as of March 31, 2016) prior to Dec. 31, 2016. Thereafter,
the additional unsecured guaranteed debt incurrence limitation will
only be subject to the 2.5x pro forma Specified senior
debt-to-EBITDA ratio. Specified senior debt, as per the covenants,
represents the secured term loan and unsecured debt enhanced by a
guarantee. Other customary covenants contained in the indentures
governing the senior unsecured notes restrict the ability to incur
additional liens, engage in sale and leaseback transactions, and
merge, consolidate, or sell assets, as well as change in control
provisions.

SECURITY AND GUARANTEES
The term loan security package is a first lien on Weatherford
Bermuda with guarantees from the parent and Weatherford Delaware),
as well as guarantees from WOFS International Finance GmbH (Swiss)
and Weatherford Worldwide Holdings GmbH, among others. The amended
unsecured guaranteed credit facility is guaranteed by substantially
all material HoldCos and all material OpCos in certain
jurisdictions that directly or indirectly represent approximately
100% of EBITDA. Guarantees have also been provided by and between
Weatherford Bermuda and Weatherford Delaware for all senior
unsecured notes, effectively making the notes pari-passu and
establishing cross-guarantees. Additionally, Weatherford
International plc has guaranteed substantially all obligations of
its affiliates.

Fitch believes that the term loan's first-lien security gives it
priority over the unsecured guaranteed credit facility and senior
unsecured notes. Further, Fitch believes the guarantees provided by
the material HoldCos and OpCos structurally subordinate the senior
unsecured notes.

OTHER CONTINGENT LIABILITIES
Weatherford's pension obligations were underfunded by $124 million
for the year ended 2015. Fitch believes that pension funding
requirements are manageable relative to mid-cycle funds from
operations and pension contributions. The company had nearly $1.6
billion in other contingent obligations on a multi-year,
undiscounted basis as of Dec. 31, 2015. These obligations consisted
of non-cancellable operating lease payments ($1.2 billion) and
purchase obligations ($383 million).

FULL LIST OF RATINGS

Weatherford International plc
-- Long-term IDR 'B+'.

Weatherford International Ltd. (Bermuda)
-- Long-term IDR 'B+';
-- Senior secured term loan A 'BB+/RR1';
-- Senior unsecured guaranteed bank facility 'BB/RR2';
-- Senior unsecured notes 'B+/RR4';
-- Short-term IDR 'B';
-- Commercial paper program 'B'.

Weatherford International, LLC (Delaware)
-- Long-term IDR 'B+';
-- Senior unsecured notes 'B+/RR4'.

The Rating Outlook is Negative.


WEATHERFORD INT'L: Moody's Rates Proposed $1-Bil. Unsec. Notes B2
-----------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to Weatherford
International Ltd.'s (Weatherford or Weatherford Bermuda,
incorporated in Bermuda) proposed $1 billion senior unsecured
notes. At the same time, Moody's upgraded Weatherford Bermuda's
Speculative Grade Liquidity Rating to SGL-3 from SGL-4 and affirmed
its B1 Corporate Family Rating (CFR), B1-PD Probability of Default
Rating, and the B2 rated unsecured notes of both Weatherford
Bermuda and Weatherford International LLC (Weatherford Delaware,
incorporated in Delaware). The rating outlook remains negative. The
proceeds from the proposed notes offering will be used to repay
long-term debt maturities.

"Weatherford's capital market transactions - the proposed notes
offering and its earlier offering of $1.3 billion in exchangeable
notes - will improve the company's liquidity profile, with proceeds
targeted to repay a portion of its debt maturities over the 2017 to
2020 time period," commented Gretchen French, Moody's Vice
President. "However, Weatherford's CFR remains B1 with a negative
outlook, reflecting the company's continued high financial leverage
profile."

Ratings Assigned:

$1 Billion Senior Unsecured Notes, Rated B2 (LGD 4)

Rating Actions:

Corporate Family Rating affirmed at B1

Probability of Default Rating affirmed at B1-PD

Backed Senior Unsecured Notes affirmed at B2 (LGD 4)

Backed Senior Unsecured Shelf affirmed at (P)B2

Backed Subordinate Shelf affirmed at (P)B3

Backed Preferred Shelf affirmed at (P)B3

Preference Shelf affirmed at (P)B3

Backed Commercial Paper affirmed at Not Prime

Speculative Grade Liquidity Rating, upgraded to SGL-3 from of
SGL-4

Rating outlook, remains Negative

Issuer: Weatherford International, LLC. (Delaware)

Rating Actions:

Backed Senior Unsecured Notes affirmed at B2 (LGD 4)

Backed Senior Unsecured Shelf affirmed at (P)B2

Backed Subordinate Shelf affirmed at (P)B3

Rating outlook, remains Negative

RATINGS RATIONALE

The B2 ratings on Weatherford's proposed notes are rated in-line
with the existing B2 unsecured debt ratings of both Weatherford
Bermuda and Weatherford Delaware. The proposed notes benefit from
guarantees from both Weatherford Delaware and Weatherford's
ultimate parent company, Weatherford International plc,
incorporated in Ireland. However, the proposed notes, along with
the existing unsecured debt of both Weatherford Bermuda and
Weatherford Delaware, do not benefit from upstream guarantees from
Weatherford's operating subsidiaries, where nearly all of the
consolidated company's assets, leases, and non-debt liabilities
reside. The unsecured notes are rated one-notch below Weatherford's
B1 CFR, reflecting the contractual and structural subordination of
the unsecured notes to the company's credit facility. Weatherford's
credit facility benefits from upstream guarantees from a material
portion of its operating and holding company subsidiaries and the
facility includes a $500 million term loan that has a first lien
security on substantially all of Weatherford's assets.

The upgrade in Weatherford's SGL rating to SGL-3 from SGL-4
reflects the company's proposed $1 billion bond offering and the
recently completed offering of $1.3 billion in exchangeable notes.
The proceeds from these capital market transactions, while coming
with a modestly higher average interest burden, will help to
address a key liquidity concern regarding the company's high level
of upcoming long-term debt maturities. Proceeds from the capital
market transactions will be used to repay a portion of
Weatherford's long-term debt maturities over the 2017-2020 time
period, which include $600 million in 2017, $500 million in 2018,
$1,000 million in 2019, and $773 million in 2020. The company's
liquidity profile should also modestly benefit from its recently
announced $150 million settlement of the Zubair contract in Iraq,
as Moody's liquidity analysis had previously assumed Iraq to be
cash flow neutral for Weatherford in 2016. Weatherford's SGL-3
rating reflects an adequate liquidity profile through mid-2017, and
continues to be constrained by weak cash flow from operations and a
heavy reliance on both committed and uncommitted credit
facilities.

Weatherford's B1 CFR reflects the expectation of fundamentally
challenged oilfield services conditions into at least 2017, which
will pressure Weatherford's cash flow and credit metrics. Moody's
anticipates very weak upstream capital spending and activity levels
into 2017 will constrain cash flows, resulting in only moderate
free cash flow in 2016, and limit debt reduction opportunities.
Weatherford's B1 CFR is supported by: its scale and strong market
positions in several product lines; its geographic diversification,
with a substantial portion of its revenue coming from markets
outside the more volatile North American market; and its numerous
patented products and technologies, which give the company a
competitive edge in several markets. The rating also considers the
actions Weatherford has taken in response to the downturn,
including raising equity, reducing headcount and other costs, and
focusing on free cash flow generation, liquidity management, and
debt reduction.

The rating outlook remains negative, reflecting the risk that cash
flow could be challenged into 2017, resulting in continued elevated
financial leverage.

Weatherford's ratings could be downgraded should liquidity weaken
or if retained cash flow/debt remains below 5%, without a clear
trajectory to improving leverage levels.

The ratings could be upgraded if Weatherford is able to generate
improved cash flow from operations, maintain an adequate liquidity
profile, and reduce debt levels sufficiently in order to support
retained cash flow/debt above 10% on a sustainable basis.

Weatherford International Ltd. and Weatherford International, LLC
are wholly-owned subsidiaries of Weatherford International plc,
which is headquartered in Switzerland and is a diversified
international energy service and manufacturing company that
provides a variety of services and equipment to the oil and gas
industry.


WEST CORP: Moody's Assigns Ba3 Rating to New $400MM Secured Notes
-----------------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to West
Corporation's proposed $400 million of senior secured notes. West's
B1 Corporate Family Rating (CFR), the Ba3 and B3 ratings for its
senior secured and senior unsecured debt, respectively, and its
SGL-1 speculative grade liquidity rating remain unchanged. The
ratings outlook is stable. The company will use net proceeds from
the proposed notes offering to refinance senior secured term loans.
Moody's will withdraw ratings on the existing term loans and
revolving credit facility to the extent that existing loans are
fully repaid and cancelled as part of the proposed refinancing and
the refinancing transactions announced in May 2016.

RATINGS RATIONALE

The proposed refinancing transactions will extend West's debt
maturities and are leverage-neutral. The new notes are rated at the
same level as West's senior secured credit facilities as Moody's
expects the notes will be pari passu in right of payment with the
senior secured credit facilities and guaranteed on a senior secured
basis by each of the subsidiaries that guarantees its senior
secured credit facilities.

West's B1 Corporate Family Rating (CFR) reflects its high financial
leverage of 5.1x (Moody's adjusted), Moody's expectation for modest
revenue growth of about 1% to 2% over the next 12 to 18 months on
an organic, constant currency basis and stable EBITDA margins.
Organic revenue growth in 2016 will be constrained by the loss of a
large telecom services customer that was announced in August 2015.
Moody's expects West's leverage to remain in the range of 4.9x to
5.0x over the next 12 to 18 months. The rating additionally
reflects West's highly competitive operating environment and
technology risks, and the company's acquisitive growth strategy to
diversify its revenues. The rating is supported by West's good
operating scale and leading market positions in the conferencing
and collaboration and emergency communication service markets.
Moody's expects West to generate free cash flow of about 5% of
total debt in the next 12 to 18 months.

The stable ratings outlook reflects Moody's expectation that West
will generate good free cash flow relative to total debt and
leverage will remain stable over the next 12 to 18 months.

The SGL-1 speculative grade liquidity rating reflects West's very
good liquidity comprising free cash flow, cash balances and total
availability of at least $400 million under its revolving credit
and account receivables securitization facilities.

Moody's does not anticipate a ratings upgrade given West's limited
organic growth prospects and expected leverage levels in the
intermediate term. However, West's ratings could be upgraded over
time if debt reduction or strong profitability results in total
debt to EBITDA below 4.5x and free cash flow to debt (after
dividends) increases to the high single digit percentages on a
sustainable basis. West's ratings could be downgraded if weak
operating performance, debt-funded acquisitions or
shareholder-friendly financial policies result in deterioration of
liquidity, or total debt / EBITDA increases above 5.5x or free cash
flow to debt declines to the low single percentages.

Moody's has taken the following ratings actions:

Issuer: West Corporation

New $400 million senior secured notes due 2021 -- Assigned Ba3
(LGD 3)

West Corporation is a leading provider of technology-enabled
communications services with approximately $2.3 billion in revenues
for the twelve months ended March 31, 2016. Thomas H. Lee Funds,
Quadrangle Group Funds, Gary L. West, Mary E. West, and members of
management hold about 45% of the common stock.


WHISTLER ENERGY II: Seeks Schedules Extension to July 7
-------------------------------------------------------
Whistler Energy II, LLC, asks the U.S. Bankruptcy Court for the
Eastern District of Louisiana to extend the time for them to file
Schedules of Assets and Liabilities and Statements of Financial
Affairs to July 7, 2016, without prejudice to the Debtors' right to
seek further extensions if necessary.

The Debtor submits that given the complexity of the Debtor's
financial affairs, the large number of potential creditors and
parties in interest, and the intricacy of this Bankruptcy Case, it
will take substantial time for the Debtor to analyze and compile
the information needed to complete its Schedules and Statements.
Consequently, it is almost certain that the Debtor will not be able
to prepare and file the Schedules and Statements within 14 days of
the petition date.

The analysis and compilation of the information for the Schedules
and Statements will take more time because: (i) there are other
urgent demands upon the Debtor as a result of the filing of this
Bankruptcy Case that will consume the time of key personnel; (ii)
the Debtor has roughly 150 creditors and parties in interest; (iii)
the Debtor's operations involve numerous contracts, leases, and
other agreements; (iv) the Debtor's operations are spread over
several facilities, (v) many of the Debtor's liabilities may
constitute contingent, unliquidated claims relating to obligations
that are difficult to quantify; and (vi) the Debtor and its
professionals need time to evaluate the information comprising the
Schedules and Statements.

Romfor Supply Company, Adriatic Marine, L.L.C., Hydra Ops, LLC,
Scientific Drilling, and Patterson Services, Inc., filed an
involuntary Chapter 11 petition against alleged debtor, Houston,
Texas-based Whistler Energy II, LLC (Bankr. E.D. La. Case No.
16-10661) on March 24, 2016.  Judge Jerry A. Brown presides over
the case.  The Petitioners are represented by Stewart F. Peck,
Esq., who has an office in New Orleans, Louisiana.


WILFRED HOLZINGER: To Establish Creditor Fund Under Exit Plan
-------------------------------------------------------------
Wilfred Holzinger and Jean Susanne Holzinger filed with the U.S.
Bankruptcy Court for the Southern District of Illinois their First
Amended Disclosure Statement for their First Amended Plan of
Reorganization Dated June 3, 2016.

The Debtors intend to establish a creditor fund to pay holders of
allowed claims against the estate.

Holders of these claims are impaired and entitled to vote on the
Plan:

     -- Secured Claim of Bank of Edwardsville,
     -- Secured Claim of Bradford Bank,
     -- Secured Claim of Community Bank of Trenton,
     -- Secured Claim of First Bank,
     -- Secured Claim of First Collinsville Bank,
     -- Secured Claim of First National Bank of Staunton,
     -- General Unsecured Claims,
     -- Secured Claim of AAG Reverse Mortgage,
     -- Secured Claim of Bluegreen Vacation Club

Except for the Community Bank of Trenton, the bank creditors and
the holders of Allowed General Unsecured Claims will receive a Pro
Rata Share of the Creditor Fund.  The bank creditors will also
receive their share of all proceeds of the Debtors' property tied
to the banks' claims.

Community Bank of Trenton on May 5, 2016, filed its Notice of
Default and sought to pursue its state court rights and remedies
with respect to the Debtors' property tied to the bank's claim,
including foreclosure.  The Debtors propose to continue to market
and try to sell the Community Bank of Trenton Property as the
Debtors believe that Debtors can achieve higher sale prices than
could be achieved through foreclosure.  Up and until the date of
foreclosure, the Debtors will continue to send the rents received
to Community Bank of Trenton.  Once Community Bank of Trenton has
taken possession of the Property, its Allowed Secured Claim will be
deemed satisfied in full.

Payments to General Unsecured creditors will be made on a quarterly
basis for the 10-year period term of the Plan or until the claim
holders are paid in full, whichever is shorter.  As collateral and
security for the Class 8 Distributions, the Debtors shall make and
deliver to the Unsecured Creditors' Committee a promissory note in
the amount of the Allowed General Unsecured Claims which shall be
secured by a third priority lien against the Real Estate. Upon the
sale of the Real Estate, after satisfaction of the existing first
and second priority deeds of trust and normal and customary
expenses associated with such sales, shall be paid into the
Creditor Fund in the event that Debtors are not current on their
Plan payments to Holders of Class 8 Allowed General Unsecured
Claims.

AAG Reverse Mortgage is a Secured Claimant holding senior liens on
the Debtors' residence. The liens of AAG Reverse Mortgage will
continue unimpaired.  The Debtors will continue to make their
monthly obligations to AAG Reverse Mortgage in accordance with
their prepetition loan documents.

Bluegreen Vacation Club is a Secured Claimant holding senior liens
on the Debtors' interest in a timeshare at 1400 South International
Drive, Orlando, Florida 32819.  The liens of Bluegreen Vacation
Club shall continue unimpaired.  The Debtors will continue to make
monthly payments to Bluegreen Vacation Club while the Debtors
continue to try and sell the Timeshare so that any realized equity
can be distributed to the Creditor Fund for the benefit of
creditors.

The Holzingers plan to sell substantially all of their real estate
properties so that they can pay their monthly expenses and keep
their home where they have lived for the last 40 years.

The Holzingers are in the real estate business.  In April of 2001,
Wil and Sue sold Holzinger Real Estate to Coldwell Banker Brown
Realtors due to the passing of Rita Holzinger, Wil's business
partner and sister-in-law.  The Holzingers have been with Coldwell
Banker Brown Realtors ever since.

A copy of the First Amended Disclosure Statement is available at:

          http://bankrupt.com/misc/ilsb16-30015-0183.pdf

The Debtors are represented by:

     Robert E. Eggmann, Esq.
     DESAI EGGMANN MASON LLC
     7733 Forsyth Boulevard, Suite 800
     St. Louis, MO 63105
     Facsimile: (314) 881-0820

Mark D. Skaggs, Esq. -- mark.d.skaggs@usdoj.gov -- represents the
Office of the U.S. Trustee

Joel A. Kunin -- jkunin@kuninlaw.com -- represents First Nat’l
Bank in Staunton

Cherie K. Macdonald -- ckm@greensfelder.com -- represents Community
Bank of Trenton

Kevin J. Stine -- kstine@fcbbanks.com and hherzig@fcbbanks.com --
represents First Collinsville Bank

                      About The Holzingers

Wilfred Holzinger and Jean Susanne Holzinger sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ill. Case No.
16-30015) on January 8, 2016.

The Office of the U.S. Trustee appointed two creditors to serve on
the official committee of unsecured creditors.


WILLIAM COS: Egan-Jones Cuts FC Sr. Unsec. Rating to B+
-------------------------------------------------------
Egan-Jones Ratings Company lowered the foreign currency senior
unsecured rating on debt issued by The William Cos. Inc. to B+ from
BB+ on May 13, 2016.

The Williams Companies, Inc. is an energy company based in Tulsa,
Oklahoma. Its core business is natural gas processing and
transportation, with additional petroleum and electricity
generation assets.



WPX ENERGY: Moody's Affirms B3 Unsec. Notes Rating, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service changed WPX Energy, Inc. rating outlook
to stable from negative. Moody's also affirmed WPX's B2 Corporate
Family Rating (CFR), B3 senior unsecured notes rating, B2-PD
Probability of Default Rating (PDR), and raised the Speculative
Grade Liquidity Rating to SGL-1 from SGL-2

"WPX has improved its liquidity and leverage through a series of
actions, including $1.2 billion of assets sales in 2016 and a
recent equity offering that will add almost $540 million to the
company's cash balances," stated James Wilkins, a Moody's Vice
President -- Senior Analyst.

The following summarizes the ratings.

Issuer: WPX Energy, Inc.

Outlook Actions:

Changed to Stable from Negative

Ratings Affirmed:

Corporate Family Rating, Affirmed B2

Probability of Default Rating, Affirmed B2-PD

Senior Unsecured Regular Bond/Debentures, Affirmed B3 (LGD4)

Senior Unsecured Shelf, Affirmed (P)B3

Ratings Raised:

Speculative Grade Liquidity Rating, Raised to SGL-1 from SGL-2

RATINGS RATIONALE

The move to a stable outlook reflects the improvement in WPX's
leverage, liquidity and growth prospects after the firm raised over
$1.7 billion from two assets sales (Piceance basin natural gas
assets and San Juan basin gathering assets) and an equity offering.
It has applied this cash towards modest de-levering (repaying
revolver borrowings and about one-half of the 2017 bond maturity)
and buying out future transportation obligations associated with
the divested Piceance basin assets, but is expected to still have
in excess of $900 million of balance sheet cash (as of 31 March
2016, pro forma for the aforementioned transactions). The cash
balances will allow the firm to ramp up its drilling activity
(leading to higher production) and outspend its operating cash flow
without increasing leverage.

WPX's B2 CFR reflects its high leverage and the potential for the
company's cash flows and credit metrics to worsen in 2017 when its
commodity price hedges provide less support. Its financial results
in 2016 will be buffered by its hedge positions covering about 80%
of crude oil and all of natural gas production volumes at prices of
$60.35/bbl and $3.93/mmbtu, respectively. Hedges for 2017 covering
around one-half of volumes are at lower prices and will add less to
cash flows. The rating is supported by the diverse operations with
exposure to the Permian, Williston and San Juan basins, sizeable
reserves (proved developed reserves totaling 279 mmboe at year-end
2015 excluding the Piceance assets), and increased crude oil
production, which accounts for around 50% of the company's output.
In 2015-2016, WPX has moved to a more equal balance of oil and
natural gas production through its portfolio restructuring and
improved its cost structure. Moody's expects the company will
generate negative free cash flow in the second half 2016 and 2017
as it funds increased drilling activity with its cash balances.

WPX's SGL-1 Speculative Grade Liquidity Rating reflects Moody's
expectation the company will have very good liquidity through 2017,
supported by its sizable cash balances and availability under its
undrawn secured revolving credit facility due October 2019, and
operating cash flows. Moody's projects WPX will exit the second
quarter with in excess of $900 million of cash (after incorporating
the equity raise, Piceance asset sale proceeds, purchase of
transportation obligations and repayment of debt), in addition to
full availability under its $1.025 billion borrowing base revolver.
The March 2016 revolver amendment reduced the borrowing base to
$1.025 billion (from $1.75 billion) to account for the Piceance
assets sale and lower commodity prices, provided increased
flexibility under the financial covenants as well as amended other
terms. Moody's expects WPX's drilling and completion budget will be
at the higher end of guidance ($400-450 million). The company will
be able to internally fund expected negative free cash flow through
2017 with existing cash balances. The revolver has two financial
covenants until such time as it reverts to being an unsecured
facility: a maximum secured leverage (Secured Debt / EBITDAX)
covenant (3.25x through 12/31/2017; 3.0x thereafter) and a minimum
current ratio covenant of 1.0x. The next maturity for WPX is in
January 2017 when $217 million (as of 2 May 2016) of unsecured
notes is due.

The ratings could be upgraded if RCF to debt is expected to remain
above 15% and interest coverage above 4x on a sustained basis. The
ratings could be downgraded if RCF to debt is expected to drop
below 10% and interest coverage below 2.5x on a sustained basis.

WPX Energy Inc. is an independent exploration and production
company based in Tulsa, Oklahoma.


[*] Five McGlinchey Attorneys Named in 2016 Florida Super Lawyers
-----------------------------------------------------------------
McGlinchey Stafford PLLC on June 9, 2016, announced new recognition
in the 2016 edition of Florida Super Lawyers, which also includes
the publication's "Rising Stars" list.

Jennifer M. Chapkin*, Associate, Fort Lauderdale, Business
Litigation and Consumer Law

Manuel Farach, Member, Fort Lauderdale, Real Estate: Business,
Business Litigation, and Appellate

Gavin W. MacMillan*, Associate, Fort Lauderdale, Business
Litigation

Lisa M. Schiller, Member, Fort Lauderdale, Business Litigation and
Creditor Debtor Rights: Business

Daniel J. Pasky*, Associate, Jacksonville, Creditor Debtor Rights:
Business and Bankruptcy: Business

*Denotes attorney selected to Florida Super Lawyers "Rising Stars"
list.

Chapkin, Farach, MacMillan, Schiller, and Pasky join 42 other
McGlinchey Stafford attorneys who have received the distinction of
being included in Super Lawyers and the publication's "Rising
Stars" list across the United States.

McGlinchey Stafford's Florida offices were established to more
effectively and efficiently serve valued financial services clients
in the Southeast United States.  Attorneys in these offices bring
experience working in-house for some of the largest financial
services companies in the world, as well as seasoned trial
experience handling complex commercial litigation; bankruptcy,
reorganization, and creditors' rights; consumer financial services;
and real estate.

Super Lawyers has listed outstanding lawyers from more than 70
practice areas who have attained a high degree of peer recognition
and professional achievement since the publication's founding in
1991.  To be included in a state publication, lawyers are subject
to a nomination process, a peer-review survey by practice area, and
independent research on candidates.  The top five percent of
attorneys in each state, as nominated by their peers, are then
reviewed by an independent research team that focuses on
professional accomplishments, peer recognition, and community
involvement.

                     About McGlinchey Stafford

McGlinchey Stafford -- http://www.mcglinchey.com-- is a
full-service law firm providing innovative legal counsel to
business clients nationwide.  Guiding clients wherever business and
law intersect, McGlinchey Stafford's 200 attorneys are based in 13
offices in Alabama, California, Florida, Louisiana, Mississippi,
New York, Ohio, Texas, and Washington, DC.


[*] Health-Care Companies Succumb to Slow Pays, No Pays
-------------------------------------------------------
John E. Morris, writing for Bloomberg Brief, reported that
bankruptcy filings by small and mid- market health-care companies
have risen and single-asset real estate filings are up after
declining for five and a half years, according to analysis by law
firm Polsinelli PC.

In health care, "you're now seeing a lot of hospitals, a lot of
senior living [facilities], hospices, rather than just clinics and
service-providers," said Jeremy Johnson, Esq. --
jeremy.johnson@polsinelli.com -- a Polsnelli partner, the report
related.  "We know anecdotally that the same thing is happening in
the second quarter."

Nine hospitals were involved in bankruptcies in the first quarter,
said Bobbie Guy, Esq. -- bguy@polsinelli.com -- a Polsinelli
partner, the report further related.  Slow reimbursements,
collections issues with private patients and the cost of
implementing electronic medical records-keeping contributed to the
problems of facilities operators, the report said, citing Guy.  The
industry "is bad- economy resilient but it's also good- economy
resistant," he said, the report added.

The real estate index -- which covers only filings by companies
that hold a single asset, and not other real estate businesses --
ticked up to 25.8 from 24.9 the previous quarter, the report noted.
In the year to March 31, 33 single-asset real estate companies
filing for bankruptcy in Texas, up from 13 in the year ending in
March 2015, the report said.


[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
                                                 Total
                                                Share-      Total
                                    Total     Holders'    Working
                                   Assets       Equity    Capital
  Company         Ticker             ($MM)        ($MM)      ($MM)
  -------         ------           ------     --------    -------
ABSOLUTE SOFTWRE  ALSWF US          105.0        (41.3)     (39.7)
ABSOLUTE SOFTWRE  ABT2EUR EU        105.0        (41.3)     (39.7)
ABSOLUTE SOFTWRE  ABT CN            105.0        (41.3)     (39.7)
ABSOLUTE SOFTWRE  OU1 GR            105.0        (41.3)     (39.7)
ADV MICRO DEVICE  AMD GR          2,981.0       (503.0)     898.0
ADV MICRO DEVICE  AMD* MM         2,981.0       (503.0)     898.0
ADV MICRO DEVICE  AMD QT          2,981.0       (503.0)     898.0
ADV MICRO DEVICE  AMD TE          2,981.0       (503.0)     898.0
ADV MICRO DEVICE  AMD TH          2,981.0       (503.0)     898.0
ADV MICRO DEVICE  AMD US          2,981.0       (503.0)     898.0
ADV MICRO DEVICE  AMD SW          2,981.0       (503.0)     898.0
ADV MICRO DEVICE  AMDCHF EU       2,981.0       (503.0)     898.0
ADVANCED EMISSIO  ADES US            41.6        (20.1)     (22.3)
ADVANCED EMISSIO  OXQ1 GR            41.6        (20.1)     (22.3)
ADVENT SOFTWARE   ADVS US           424.8        (50.1)    (110.8)
AERIE PHARMACEUT  0P0 GR            139.2         (0.2)     104.6
AERIE PHARMACEUT  AERIEUR EU        139.2         (0.2)     104.6
AERIE PHARMACEUT  AERI US           139.2         (0.2)     104.6
AEROJET ROCKETDY  GCY GR          1,988.0       (124.0)     132.7
AEROJET ROCKETDY  GCY TH          1,988.0       (124.0)     132.7
AEROJET ROCKETDY  AJRD US         1,988.0       (124.0)     132.7
AIR CANADA        ADH2 GR        13,503.0       (732.0)    (256.0)
AIR CANADA        ACEUR EU       13,503.0       (732.0)    (256.0)
AIR CANADA        ADH2 TH        13,503.0       (732.0)    (256.0)
AIR CANADA        AC CN          13,503.0       (732.0)    (256.0)
AIR CANADA        ACDVF US       13,503.0       (732.0)    (256.0)
AK STEEL HLDG     AK2 TH          3,987.3       (611.6)     750.7
AK STEEL HLDG     AKS US          3,987.3       (611.6)     750.7
AK STEEL HLDG     AK2 GR          3,987.3       (611.6)     750.7
AK STEEL HLDG     AKS* MM         3,987.3       (611.6)     750.7
AMER RESTAUR-LP   ICTPU US           33.5         (4.0)      (6.2)
AMYLIN PHARMACEU  AMLN US         1,998.7        (42.4)     263.0
ANGIE'S LIST INC  8AL GR            182.4         (3.5)     (27.8)
ANGIE'S LIST INC  ANGI US           182.4         (3.5)     (27.8)
ARCH COAL INC     ACIIQ* MM       4,855.4     (1,449.1)     913.7
ARGOS THERAPEUTI  77A GR             42.8        (20.2)       0.9
ARGOS THERAPEUTI  ARGS US            42.8        (20.2)       0.9
ARIAD PHARM       ARIA US           502.5       (154.0)      84.2
ARIAD PHARM       APS QT            502.5       (154.0)      84.2
ARIAD PHARM       ARIACHF EU        502.5       (154.0)      84.2
ARIAD PHARM       ARIA SW           502.5       (154.0)      84.2
ARIAD PHARM       APS TH            502.5       (154.0)      84.2
ARIAD PHARM       ARIAEUR EU        502.5       (154.0)      84.2
ARIAD PHARM       APS GR            502.5       (154.0)      84.2
ARRAY BIOPHARMA   ARRY US           196.2        (14.8)     128.0
ARRAY BIOPHARMA   AR2 GR            196.2        (14.8)     128.0
ARRAY BIOPHARMA   AR2 TH            196.2        (14.8)     128.0
ASPEN TECHNOLOGY  AST GR            439.4        (35.5)     (21.3)
ASPEN TECHNOLOGY  AZPN US           439.4        (35.5)     (21.3)
AUTOZONE INC      AZOEUR EU       8,366.4     (1,741.3)    (784.8)
AUTOZONE INC      AZ5 GR          8,366.4     (1,741.3)    (784.8)
AUTOZONE INC      AZ5 QT          8,366.4     (1,741.3)    (784.8)
AUTOZONE INC      AZ5 TH          8,366.4     (1,741.3)    (784.8)
AUTOZONE INC      AZO US          8,366.4     (1,741.3)    (784.8)
AVID TECHNOLOGY   AVD GR            311.8       (303.6)     (75.2)
AVID TECHNOLOGY   AVID US           311.8       (303.6)     (75.2)
AVINTIV SPECIALT  POLGA US        1,991.4         (3.9)     322.1
AVON - BDR        AVON34 BZ       3,629.1       (435.7)     604.6
AVON PRODUCTS     AVP* MM         3,629.1       (435.7)     604.6
AVON PRODUCTS     AVP US          3,629.1       (435.7)     604.6
AVON PRODUCTS     AVP GR          3,629.1       (435.7)     604.6
AVON PRODUCTS     AVP CI          3,629.1       (435.7)     604.6
AVON PRODUCTS     AVP TH          3,629.1       (435.7)     604.6
BARRACUDA NETWOR  CUDA US           419.8        (32.1)     (41.9)
BARRACUDA NETWOR  7BM QT            419.8        (32.1)     (41.9)
BARRACUDA NETWOR  7BM GR            419.8        (32.1)     (41.9)
BARRACUDA NETWOR  CUDAEUR EU        419.8        (32.1)     (41.9)
BENEFITFOCUS INC  BNFT US           136.0        (26.7)       9.6
BENEFITFOCUS INC  BTF GR            136.0        (26.7)       9.6
BLUE BIRD CORP    1291067D US       279.4       (119.2)     (10.2)
BLUE BIRD CORP    BLBD US           279.4       (119.2)     (10.2)
BOMBARDIER INC-B  BBDBN MM       23,667.0     (3,442.0)   1,342.0
BOMBARDIER-B OLD  BBDYB BB       23,667.0     (3,442.0)   1,342.0
BOMBARDIER-B W/I  BBD/W CN       23,667.0     (3,442.0)   1,342.0
BRINKER INTL      BKJ GR          1,489.2       (243.7)    (225.6)
BRINKER INTL      EAT US          1,489.2       (243.7)    (225.6)
BUFFALO COAL COR  BUC SJ             48.1        (17.9)       0.3
BURLINGTON STORE  BURL US         2,605.9       (105.2)     106.6
BURLINGTON STORE  BUI GR          2,605.9       (105.2)     106.6
CABLEVISION SY-A  CVY TH          6,732.4     (4,832.9)    (257.2)
CABLEVISION SY-A  CVY GR          6,732.4     (4,832.9)    (257.2)
CABLEVISION SY-A  CVC US          6,732.4     (4,832.9)    (257.2)
CABLEVISION SY-A  CVCEUR EU       6,732.4     (4,832.9)    (257.2)
CABLEVISION-W/I   CVC-W US        6,732.4     (4,832.9)    (257.2)
CABLEVISION-W/I   8441293Q US     6,732.4     (4,832.9)    (257.2)
CALIFORNIA RESOU  CRCEUR EU       6,662.0       (952.0)    (207.0)
CALIFORNIA RESOU  CRC US          6,662.0       (952.0)    (207.0)
CALIFORNIA RESOU  1CLB GR         6,662.0       (952.0)    (207.0)
CALIFORNIA RESOU  1CL TH          6,662.0       (952.0)    (207.0)
CAMBIUM LEARNING  ABCD US           131.8        (74.0)     (58.3)
CARBONITE INC     4CB GR            132.7         (4.8)     (46.0)
CARBONITE INC     CARB US           132.7         (4.8)     (46.0)
CASELLA WASTE     WA3 GR            620.4        (28.5)       0.3
CASELLA WASTE     CWST US           620.4        (28.5)       0.3
CEB INC           FC9 GR          1,299.6        (23.3)    (202.0)
CEB INC           CEB US          1,299.6        (23.3)    (202.0)
CEDAR FAIR LP     7CF GR          2,003.8        (41.8)    (100.7)
CEDAR FAIR LP     FUN US          2,003.8        (41.8)    (100.7)
CENTENNIAL COMM   CYCL US         1,480.9       (925.9)     (52.1)
CHARTER COMMUN-A  CHTR US        40,524.0       (219.0)    (313.0)
CHOICE HOTELS     CZH GR            787.3       (385.9)     117.8
CHOICE HOTELS     CHH US            787.3       (385.9)     117.8
CINCINNATI BELL   CBB US          1,444.6       (291.6)     (64.2)
CINCINNATI BELL   CIB GR          1,444.6       (291.6)     (64.2)
CLEAR CHANNEL-A   C7C GR          5,739.4       (940.4)     692.7
CLEAR CHANNEL-A   CCO US          5,739.4       (940.4)     692.7
CLIFFS NATURAL R  CLF US          1,886.3     (1,696.7)     352.2
CLIFFS NATURAL R  CVA GR          1,886.3     (1,696.7)     352.2
CLIFFS NATURAL R  CVA TH          1,886.3     (1,696.7)     352.2
CLIFFS NATURAL R  CLF* MM         1,886.3     (1,696.7)     352.2
CLIFFS NATURAL R  CLF2EUR EU      1,886.3     (1,696.7)     352.2
CLIFFS NATURAL R  CVA QT          1,886.3     (1,696.7)     352.2
COGENT COMMUNICA  OGM1 GR           665.1        (18.4)     168.5
COGENT COMMUNICA  CCOI US           665.1        (18.4)     168.5
COHERUS BIOSCIEN  8C5 TH            226.2        (66.9)     118.7
COHERUS BIOSCIEN  CHRSEUR EU        226.2        (66.9)     118.7
COHERUS BIOSCIEN  8C5 GR            226.2        (66.9)     118.7
COHERUS BIOSCIEN  CHRS US           226.2        (66.9)     118.7
COLGATE-BDR       COLG34 BZ      12,448.0        (73.0)      27.0
COLGATE-CEDEAR    CL AR          12,448.0        (73.0)      27.0
COLGATE-PALMOLIV  CL US          12,448.0        (73.0)      27.0
COLGATE-PALMOLIV  CLCHF EU       12,448.0        (73.0)      27.0
COLGATE-PALMOLIV  CL* MM         12,448.0        (73.0)      27.0
COLGATE-PALMOLIV  CPA QT         12,448.0        (73.0)      27.0
COLGATE-PALMOLIV  CLEUR EU       12,448.0        (73.0)      27.0
COLGATE-PALMOLIV  CPA TH         12,448.0        (73.0)      27.0
COLGATE-PALMOLIV  CPA GR         12,448.0        (73.0)      27.0
COLGATE-PALMOLIV  CL SW          12,448.0        (73.0)      27.0
COMMUNICATION     CSAL US         2,517.9     (1,288.9)       -
COMMUNICATION     8XC GR          2,517.9     (1,288.9)       -
CPI CARD GROUP I  PNT CN            280.0        (82.3)      64.0
CPI CARD GROUP I  PMTS US           280.0        (82.3)      64.0
CPI CARD GROUP I  CPB GR            280.0        (82.3)      64.0
CRIUS ENERGY TRU  KWH-U CN          306.5        (49.0)     (85.8)
CRIUS ENERGY TRU  CRIUF US          306.5        (49.0)     (85.8)
CYAN INC          YCN GR            112.1        (18.4)      56.9
CYAN INC          CYNI US           112.1        (18.4)      56.9
DELEK LOGISTICS   DKL US            379.2        (11.0)      22.1
DELEK LOGISTICS   D6L GR            379.2        (11.0)      22.1
DENNY'S CORP      DENN US           288.8        (57.4)     (48.9)
DENNY'S CORP      DE8 GR            288.8        (57.4)     (48.9)
DIRECTV           DTV CI         25,321.0     (3,463.0)   1,360.0
DIRECTV           DTVEUR EU      25,321.0     (3,463.0)   1,360.0
DIRECTV           DTV US         25,321.0     (3,463.0)   1,360.0
DOMINO'S PIZZA    EZV TH            820.8     (1,730.3)     292.8
DOMINO'S PIZZA    EZV GR            820.8     (1,730.3)     292.8
DOMINO'S PIZZA    DPZ US            820.8     (1,730.3)     292.8
DPL INC           DPL US          3,202.9        (16.9)    (466.2)
DUN & BRADSTREET  DNB1EUR EU      2,176.0     (1,106.3)     (94.4)
DUN & BRADSTREET  DB5 GR          2,176.0     (1,106.3)     (94.4)
DUN & BRADSTREET  DNB US          2,176.0     (1,106.3)     (94.4)
DUN & BRADSTREET  DB5 TH          2,176.0     (1,106.3)     (94.4)
DUNKIN' BRANDS G  DNKNEUR EU      3,093.9       (234.6)     117.3
DUNKIN' BRANDS G  2DB TH          3,093.9       (234.6)     117.3
DUNKIN' BRANDS G  DNKN US         3,093.9       (234.6)     117.3
DUNKIN' BRANDS G  2DB GR          3,093.9       (234.6)     117.3
DURATA THERAPEUT  DTA GR             82.1        (16.1)      11.7
DURATA THERAPEUT  DRTX US            82.1        (16.1)      11.7
DURATA THERAPEUT  DRTXEUR EU         82.1        (16.1)      11.7
EAST DUBUQUE NIT  RNF US            241.4       (166.3)      12.0
EASTMAN KODAK CO  KODK US         2,066.0        (48.0)     861.0
EASTMAN KODAK CO  KODN GR         2,066.0        (48.0)     861.0
EDGEN GROUP INC   EDG US            883.8         (0.8)     409.2
ENERGIZER HOLDIN  ENR-WEUR EU     1,584.4        (10.2)     643.2
ENERGIZER HOLDIN  EGG GR          1,584.4        (10.2)     643.2
ENERGIZER HOLDIN  ENR US          1,584.4        (10.2)     643.2
EPL OIL & GAS IN  EPA1 GR           463.6     (1,080.5)  (1,301.7)
EPL OIL & GAS IN  EPL US            463.6     (1,080.5)  (1,301.7)
ERIN ENERGY CORP  ERN SJ            359.6       (137.4)    (338.3)
EXELIXIS INC      EXEL US           492.5       (156.0)     238.4
EXELIXIS INC      EX9 GR            492.5       (156.0)     238.4
EXELIXIS INC      EXELEUR EU        492.5       (156.0)     238.4
EXELIXIS INC      EX9 TH            492.5       (156.0)     238.4
EXELIXIS INC      EX9 QT            492.5       (156.0)     238.4
FAIRMOUNT SANTRO  FM1 GR          1,316.0        (73.6)     171.8
FAIRMOUNT SANTRO  FMSAEUR EU      1,316.0        (73.6)     171.8
FAIRMOUNT SANTRO  FMSA US         1,316.0        (73.6)     171.8
FAIRPOINT COMMUN  FRP US          1,291.0        (17.0)      (1.2)
FAIRPOINT COMMUN  FONN GR         1,291.0        (17.0)      (1.2)
FIFTH STREET ASS  FSAM US           161.0        (11.6)       -
FREESCALE SEMICO  1FS GR          3,159.0     (3,079.0)   1,264.0
FREESCALE SEMICO  FSL US          3,159.0     (3,079.0)   1,264.0
FREESCALE SEMICO  1FS TH          3,159.0     (3,079.0)   1,264.0
FREESCALE SEMICO  FSLEUR EU       3,159.0     (3,079.0)   1,264.0
FREESCALE SEMICO  1FS QT          3,159.0     (3,079.0)   1,264.0
GAMCO INVESTO-A   GBL US            115.9       (248.2)       -
GAMING AND LEISU  2GL GR          2,436.2       (258.8)     (98.7)
GAMING AND LEISU  GLPI US         2,436.2       (258.8)     (98.7)
GARDA WRLD -CL A  GW CN           1,982.6       (436.3)      69.1
GARTNER INC       IT US           2,211.5       (112.7)    (111.9)
GARTNER INC       GGRA GR         2,211.5       (112.7)    (111.9)
GARTNER INC       IT* MM          2,211.5       (112.7)    (111.9)
GCP APPLIED TECH  43G GR            985.6       (182.1)     219.8
GCP APPLIED TECH  GCP US            985.6       (182.1)     219.8
GENTIVA HEALTH    GHT GR          1,225.2       (285.2)     130.0
GENTIVA HEALTH    GTIV US         1,225.2       (285.2)     130.0
GLG PARTNERS INC  GLG US            400.0       (285.6)     156.9
GLG PARTNERS-UTS  GLG/U US          400.0       (285.6)     156.9
GOLD RESERVE INC  GOD GR             24.0        (20.5)      10.0
GOLD RESERVE INC  GDRZF US           24.0        (20.5)      10.0
GOLD RESERVE INC  GRZ CN             24.0        (20.5)      10.0
GRAHAM PACKAGING  GRM US          2,947.5       (520.8)     298.5
GYMBOREE CORP/TH  GYMB US         1,156.7       (337.9)      29.4
HCA HOLDINGS INC  2BH GR         32,776.0     (5,999.0)   3,803.0
HCA HOLDINGS INC  HCA US         32,776.0     (5,999.0)   3,803.0
HCA HOLDINGS INC  HCAEUR EU      32,776.0     (5,999.0)   3,803.0
HCA HOLDINGS INC  2BH TH         32,776.0     (5,999.0)   3,803.0
HECKMANN CORP-U   HEK/U US          460.1        (65.1)    (465.4)
HEWLETT-PACKA-WI  HPQ-W US       25,523.0     (4,786.0)  (1,477.0)
HOVNANIAN-A-WI    HOV-W US        2,518.6       (152.3)   1,519.6
HP COMPANY-BDR    HPQB34 BZ      25,523.0     (4,786.0)  (1,477.0)
HP INC            HPQ CI         25,523.0     (4,786.0)  (1,477.0)
HP INC            HPQ* MM        25,523.0     (4,786.0)  (1,477.0)
HP INC            7HP TH         25,523.0     (4,786.0)  (1,477.0)
HP INC            7HP GR         25,523.0     (4,786.0)  (1,477.0)
HP INC            HPQ TE         25,523.0     (4,786.0)  (1,477.0)
HP INC            HPQCHF EU      25,523.0     (4,786.0)  (1,477.0)
HP INC            HWP QT         25,523.0     (4,786.0)  (1,477.0)
HP INC            HPQ US         25,523.0     (4,786.0)  (1,477.0)
HP INC            HPQ SW         25,523.0     (4,786.0)  (1,477.0)
HUGHES TELEMATIC  HUTCU US          110.2       (101.6)    (113.8)
IDEXX LABS        IDXX US         1,478.6        (73.8)     (69.7)
IDEXX LABS        IX1 TH          1,478.6        (73.8)     (69.7)
IDEXX LABS        IX1 GR          1,478.6        (73.8)     (69.7)
IMMUNOGEN INC     IMU GR            222.3        (41.1)     153.5
IMMUNOGEN INC     IMU TH            222.3        (41.1)     153.5
IMMUNOGEN INC     IMGN US           222.3        (41.1)     153.5
IMMUNOGEN INC     IMU QT            222.3        (41.1)     153.5
IMMUNOMEDICS INC  IMMU US            67.6        (45.0)      50.6
INFOR ACQUISIT-A  IAC/A CN          233.0         (1.6)       2.0
INFOR ACQUISITIO  IAC-U CN          233.0         (1.6)       2.0
INFOR US INC      LWSN US         6,048.5       (796.8)    (226.4)
INNOVIVA INC      HVE GR            387.8       (362.0)     186.1
INNOVIVA INC      INVA US           387.8       (362.0)     186.1
INTERNATIONAL WI  ITWG US           325.1        (11.5)      95.4
INVENTIV HEALTH   VTIV US         2,127.8       (783.0)     121.1
IPCS INC          IPCS US           559.2        (33.0)      72.1
ISRAMCO INC       IRM GR            144.9         (2.8)      12.5
ISRAMCO INC       ISRLEUR EU        144.9         (2.8)      12.5
ISRAMCO INC       ISRL US           144.9         (2.8)      12.5
ISTA PHARMACEUTI  ISTA US           124.7        (64.8)       2.2
J CREW GROUP INC  JCG US          1,477.3       (776.7)      91.4
JACK IN THE BOX   JBX GR          1,301.5       (190.6)     (83.8)
JACK IN THE BOX   JACK1EUR EU     1,301.5       (190.6)     (83.8)
JACK IN THE BOX   JACK US         1,301.5       (190.6)     (83.8)
JUST ENERGY GROU  JE US           1,247.4       (651.1)    (118.7)
JUST ENERGY GROU  1JE GR          1,247.4       (651.1)    (118.7)
JUST ENERGY GROU  JE CN           1,247.4       (651.1)    (118.7)
KOPPERS HOLDINGS  KO9 GR          1,129.7         (4.3)     173.5
KOPPERS HOLDINGS  KOP US          1,129.7         (4.3)     173.5
L BRANDS INC      LBEUR EU        7,426.0     (1,086.0)   1,386.0
L BRANDS INC      LTD TH          7,426.0     (1,086.0)   1,386.0
L BRANDS INC      LTD GR          7,426.0     (1,086.0)   1,386.0
L BRANDS INC      LB* MM          7,426.0     (1,086.0)   1,386.0
L BRANDS INC      LTD QT          7,426.0     (1,086.0)   1,386.0
L BRANDS INC      LB US           7,426.0     (1,086.0)   1,386.0
LANDCADIA HOLDIN  LCAHU US            0.3         (0.0)      (0.3)
LAREDO PETROLEUM  LPI US          1,637.2        (45.7)     124.8
LAREDO PETROLEUM  8LP GR          1,637.2        (45.7)     124.8
LAREDO PETROLEUM  LPI1EUR EU      1,637.2        (45.7)     124.8
LEAP WIRELESS     LWI GR          4,662.9       (125.1)     346.9
LEAP WIRELESS     LWI TH          4,662.9       (125.1)     346.9
LEAP WIRELESS     LEAP US         4,662.9       (125.1)     346.9
LENNOX INTL INC   LII US          1,861.0        (73.3)     318.4
LENNOX INTL INC   LXI GR          1,861.0        (73.3)     318.4
LORILLARD INC     LO US           4,154.0     (2,134.0)   1,135.0
LORILLARD INC     LLV TH          4,154.0     (2,134.0)   1,135.0
LORILLARD INC     LLV GR          4,154.0     (2,134.0)   1,135.0
M&A HOLDING CORP  MHDG US             0.0         (0.0)      (0.0)
MADISON-A/NEW-WI  MSGN-W US         799.5     (1,167.1)     134.9
MAJESCOR RESOURC  MJXEUR EU           0.0         (0.1)      (0.1)
MANITOWOC FOOD    6M6 GR          1,822.9       (125.7)       2.5
MANITOWOC FOOD    MFS1EUR EU      1,822.9       (125.7)       2.5
MANITOWOC FOOD    MFS US          1,822.9       (125.7)       2.5
MANNKIND CORP     MNKD IT            93.3       (373.5)    (205.1)
MARRIOTT INTL-A   MAQ GR          6,121.0     (3,667.0)  (1,823.0)
MARRIOTT INTL-A   MAQ TH          6,121.0     (3,667.0)  (1,823.0)
MARRIOTT INTL-A   MAR US          6,121.0     (3,667.0)  (1,823.0)
MDC COMM-W/I      MDZ/W CN        1,571.6       (454.2)    (274.0)
MDC PARTNERS-A    MDCA US         1,571.6       (454.2)    (274.0)
MDC PARTNERS-A    MDZ/A CN        1,571.6       (454.2)    (274.0)
MDC PARTNERS-A    MDCAEUR EU      1,571.6       (454.2)    (274.0)
MDC PARTNERS-EXC  MDZ/N CN        1,571.6       (454.2)    (274.0)
MEAD JOHNSON      0MJA GR         4,016.8       (592.4)   1,392.1
MEAD JOHNSON      0MJA TH         4,016.8       (592.4)   1,392.1
MEAD JOHNSON      MJNEUR EU       4,016.8       (592.4)   1,392.1
MEAD JOHNSON      MJN US          4,016.8       (592.4)   1,392.1
MEDLEY MANAGE-A   MDLY US           112.0        (24.5)      44.7
MERITOR INC       AID1 GR         2,093.0       (601.0)     146.0
MERITOR INC       MTOR US         2,093.0       (601.0)     146.0
MERRIMACK PHARMA  MP6 GR            192.9       (217.1)      63.3
MERRIMACK PHARMA  MACK US           192.9       (217.1)      63.3
MICHAELS COS INC  MIM GR          1,938.7     (1,683.4)     551.6
MICHAELS COS INC  MIK US          1,938.7     (1,683.4)     551.6
MIDSTATES PETROL  MPO1EUR EU        782.8     (1,504.5)  (1,920.4)
MONEYGRAM INTERN  MGI US          4,280.0       (224.3)     (16.8)
MOODY'S CORP      DUT GR          5,114.9       (351.5)   1,933.4
MOODY'S CORP      DUT QT          5,114.9       (351.5)   1,933.4
MOODY'S CORP      DUT TH          5,114.9       (351.5)   1,933.4
MOODY'S CORP      MCO US          5,114.9       (351.5)   1,933.4
MOODY'S CORP      MCOEUR EU       5,114.9       (351.5)   1,933.4
MOTOROLA SOLUTIO  MOT TE          9,049.0       (137.0)   1,969.0
MOTOROLA SOLUTIO  MSI US          9,049.0       (137.0)   1,969.0
MOTOROLA SOLUTIO  MTLA GR         9,049.0       (137.0)   1,969.0
MOTOROLA SOLUTIO  MTLA TH         9,049.0       (137.0)   1,969.0
MPG OFFICE TRUST  1052394D US     1,280.0       (437.3)       -
MSG NETWORKS- A   1M4 TH            799.5     (1,167.1)     134.9
MSG NETWORKS- A   MSGN US           799.5     (1,167.1)     134.9
MSG NETWORKS- A   1M4 GR            799.5     (1,167.1)     134.9
NATHANS FAMOUS    NFA GR             81.0        (65.2)      57.4
NATHANS FAMOUS    NATH US            81.0        (65.2)      57.4
NATIONAL CINEMED  XWM GR          1,037.6       (173.3)      92.5
NATIONAL CINEMED  NCMI US         1,037.6       (173.3)      92.5
NAVIDEA BIOPHARM  NAVB IT            12.3        (57.2)     (47.1)
NAVISTAR INTL     IHR TH          6,188.0     (5,121.0)     510.0
NAVISTAR INTL     IHR GR          6,188.0     (5,121.0)     510.0
NAVISTAR INTL     NAV US          6,188.0     (5,121.0)     510.0
NEFF CORP-CL A    NEFF US           672.3       (169.4)       0.4
NEKTAR THERAPEUT  ITH GR            491.9         (0.3)     278.9
NEKTAR THERAPEUT  NKTR US           491.9         (0.3)     278.9
NEW ENG RLTY-LP   NEN US            193.8        (31.2)       -
NORTHERN OIL AND  4LT GR            573.2       (322.5)      (7.7)
NORTHERN OIL AND  NOG US            573.2       (322.5)      (7.7)
NTELOS HOLDINGS   NTLS US           611.1        (39.9)     104.9
OCH-ZIFF CAPIT-A  OZM US          1,255.3       (183.7)       -
OCH-ZIFF CAPIT-A  35OA GR         1,255.3       (183.7)       -
OMEROS CORP       3O8 TH             36.0        (40.7)       6.8
OMEROS CORP       OMER US            36.0        (40.7)       6.8
OMEROS CORP       OMEREUR EU         36.0        (40.7)       6.8
OMEROS CORP       3O8 GR             36.0        (40.7)       6.8
OMTHERA PHARMACE  OMTH US            18.3         (8.5)     (12.0)
ONCOMED PHARMACE  OMED US           204.9        (19.8)     149.9
ONCOMED PHARMACE  O0M GR            204.9        (19.8)     149.9
PALM INC          PALM US         1,007.2         (6.2)     141.7
PAVMED INC        PAVMU US            0.8         (0.1)      (0.5)
PBF LOGISTICS LP  PBFX US           433.6       (180.7)      40.6
PBF LOGISTICS LP  11P GR            433.6       (180.7)      40.6
PENN NATL GAMING  PN1 GR          5,128.7       (649.1)    (189.9)
PENN NATL GAMING  PENN US         5,128.7       (649.1)    (189.9)
PHILIP MORRIS IN  PMI1 IX        34,621.0    (10,894.0)   1,837.0
PHILIP MORRIS IN  PMI EB         34,621.0    (10,894.0)   1,837.0
PHILIP MORRIS IN  PMI SW         34,621.0    (10,894.0)   1,837.0
PHILIP MORRIS IN  PM US          34,621.0    (10,894.0)   1,837.0
PHILIP MORRIS IN  PM1CHF EU      34,621.0    (10,894.0)   1,837.0
PHILIP MORRIS IN  PM FP          34,621.0    (10,894.0)   1,837.0
PHILIP MORRIS IN  4I1 TH         34,621.0    (10,894.0)   1,837.0
PHILIP MORRIS IN  PM1 TE         34,621.0    (10,894.0)   1,837.0
PHILIP MORRIS IN  PM1EUR EU      34,621.0    (10,894.0)   1,837.0
PHILIP MORRIS IN  4I1 GR         34,621.0    (10,894.0)   1,837.0
PLAYBOY ENTERP-A  PLA/A US          165.8        (54.4)     (16.9)
PLAYBOY ENTERP-B  PLA US            165.8        (54.4)     (16.9)
PLY GEM HOLDINGS  PGEM US         1,210.9       (101.0)     239.9
PLY GEM HOLDINGS  PG6 GR          1,210.9       (101.0)     239.9
POLYMER GROUP-B   POLGB US        1,991.4         (3.9)     322.1
PROTECTION ONE    PONE US           562.9        (61.8)      (7.6)
QUALITY DISTRIBU  QLTY US           413.0        (22.9)     102.9
QUALITY DISTRIBU  QDZ GR            413.0        (22.9)     102.9
QUINTILES TRANSN  QTS GR          3,982.9       (205.9)     859.0
QUINTILES TRANSN  Q US            3,982.9       (205.9)     859.0
REGAL ENTERTAI-A  RETA GR         2,591.3       (873.6)     (83.4)
REGAL ENTERTAI-A  RGC US          2,591.3       (873.6)     (83.4)
REGAL ENTERTAI-A  RGC* MM         2,591.3       (873.6)     (83.4)
RENAISSANCE LEA   RLRN US            57.0        (28.2)     (31.4)
RENTECH NITROGEN  2RN GR            241.4       (166.3)      12.0
RENTPATH LLC      PRM US            208.0        (91.7)       3.6
REVLON INC-A      REV US          1,887.7       (573.3)     308.5
REVLON INC-A      RVL1 GR         1,887.7       (573.3)     308.5
RLJ ACQUISITI-UT  RLJAU US          135.8        (13.5)      20.6
ROUNDY'S INC      RNDY US         1,095.7        (92.7)      59.7
ROUNDY'S INC      4R1 GR          1,095.7        (92.7)      59.7
RURAL/METRO CORP  RURL US           303.7        (92.1)      72.4
RYERSON HOLDING   RYI US          1,582.8       (118.7)     625.0
RYERSON HOLDING   7RY TH          1,582.8       (118.7)     625.0
RYERSON HOLDING   7RY GR          1,582.8       (118.7)     625.0
SALLY BEAUTY HOL  S7V GR          2,069.4       (341.4)     643.4
SALLY BEAUTY HOL  SBH US          2,069.4       (341.4)     643.4
SANCHEZ ENERGY C  SN US           1,421.2       (523.1)     401.7
SANCHEZ ENERGY C  13S TH          1,421.2       (523.1)     401.7
SANCHEZ ENERGY C  13S GR          1,421.2       (523.1)     401.7
SANCHEZ ENERGY C  SN* MM          1,421.2       (523.1)     401.7
SBA COMM CORP-A   SBAC US         7,371.6     (1,630.6)      49.5
SBA COMM CORP-A   SBJ GR          7,371.6     (1,630.6)      49.5
SBA COMM CORP-A   SBJ TH          7,371.6     (1,630.6)      49.5
SBA COMM CORP-A   SBACEUR EU      7,371.6     (1,630.6)      49.5
SCIENTIFIC GAM-A  SGMS US         7,690.7     (1,583.9)     516.3
SCIENTIFIC GAM-A  TJW GR          7,690.7     (1,583.9)     516.3
SEARS HOLDINGS    SEE TH         11,175.0     (2,360.0)   1,526.0
SEARS HOLDINGS    SEE GR         11,175.0     (2,360.0)   1,526.0
SEARS HOLDINGS    SHLD US        11,175.0     (2,360.0)   1,526.0
SEARS HOLDINGS    SEE QT         11,175.0     (2,360.0)   1,526.0
SILVER SPRING NE  9SI TH            465.6        (45.9)     (20.0)
SILVER SPRING NE  9SI GR            465.6        (45.9)     (20.0)
SILVER SPRING NE  SSNI US           465.6        (45.9)     (20.0)
SIRIUS XM CANADA  XSR CN            292.9       (134.0)    (172.0)
SIRIUS XM CANADA  SIICF US          292.9       (134.0)    (172.0)
SIRIUS XM HOLDIN  SIRI US         7,928.2       (563.9)  (1,942.3)
SIRIUS XM HOLDIN  RDO GR          7,928.2       (563.9)  (1,942.3)
SIRIUS XM HOLDIN  RDO TH          7,928.2       (563.9)  (1,942.3)
SONIC CORP        SO4 GR            606.7        (33.2)      15.5
SONIC CORP        SONC US           606.7        (33.2)      15.5
SONIC CORP        SONCEUR EU        606.7        (33.2)      15.5
SPORTSMAN'S WARE  SPWH US           338.8         (2.4)      84.5
SPORTSMAN'S WARE  06S GR            338.8         (2.4)      84.5
SUPERVALU INC     SVU US          4,370.0       (433.0)      63.0
SUPERVALU INC     SJ1 TH          4,370.0       (433.0)      63.0
SUPERVALU INC     SJ1 GR          4,370.0       (433.0)      63.0
SUPERVALU INC     SVU* MM         4,370.0       (433.0)      63.0
SWIFT ENERGY CO   SWTF US           433.3       (960.1)    (376.7)
SYNERGY PHARMACE  SGYP US            88.4         (6.5)      68.3
SYNERGY PHARMACE  SGYPEUR EU         88.4         (6.5)      68.3
SYNERGY PHARMACE  S90 GR             88.4         (6.5)      68.3
TAILORED BRANDS   TLRD US         2,276.8        (90.2)     717.7
TAILORED BRANDS   TLRD* MM        2,276.8        (90.2)     717.7
TAILORED BRANDS   WRMA GR         2,276.8        (90.2)     717.7
TIANHE UNION HOL  TUAAE US            0.0         (0.0)      (0.0)
TRANSDIGM GROUP   TDGEUR EU       8,359.5       (961.8)   1,082.0
TRANSDIGM GROUP   T7D QT          8,359.5       (961.8)   1,082.0
TRANSDIGM GROUP   TDG SW          8,359.5       (961.8)   1,082.0
TRANSDIGM GROUP   T7D GR          8,359.5       (961.8)   1,082.0
TRANSDIGM GROUP   TDGCHF EU       8,359.5       (961.8)   1,082.0
TRANSDIGM GROUP   TDG US          8,359.5       (961.8)   1,082.0
UNISYS CORP       UIS US          2,265.1     (1,354.3)     261.5
UNISYS CORP       UIS1 SW         2,265.1     (1,354.3)     261.5
UNISYS CORP       UISEUR EU       2,265.1     (1,354.3)     261.5
UNISYS CORP       UISCHF EU       2,265.1     (1,354.3)     261.5
UNISYS CORP       USY1 GR         2,265.1     (1,354.3)     261.5
UNISYS CORP       USY1 TH         2,265.1     (1,354.3)     261.5
VECTOR GROUP LTD  VGR US          1,228.8       (153.9)     335.3
VECTOR GROUP LTD  VGR GR          1,228.8       (153.9)     335.3
VECTOR GROUP LTD  VGR QT          1,228.8       (153.9)     335.3
VENOCO INC        VQ US             295.3       (483.7)    (509.8)
VERISIGN INC      VRS TH          2,323.7     (1,108.0)     464.3
VERISIGN INC      VRS GR          2,323.7     (1,108.0)     464.3
VERISIGN INC      VRSN US         2,323.7     (1,108.0)     464.3
VERISIGN INC      VRS QT          2,323.7     (1,108.0)     464.3
VERIZON TELEMATI  HUTC US           110.2       (101.6)    (113.8)
VIEWRAY INC       VRAY US            39.1        (19.8)      (0.6)
VIRGIN MOBILE-A   VM US             307.4       (244.2)    (138.3)
WEIGHT WATCHERS   WTWEUR EU       1,290.5     (1,296.9)    (173.7)
WEIGHT WATCHERS   WTW US          1,290.5     (1,296.9)    (173.7)
WEIGHT WATCHERS   WW6 TH          1,290.5     (1,296.9)    (173.7)
WEIGHT WATCHERS   WW6 GR          1,290.5     (1,296.9)    (173.7)
WEST CORP         WSTC US         3,522.7       (536.2)     231.2
WEST CORP         WT2 GR          3,522.7       (536.2)     231.2
WESTERN REFINING  WR2 GR            487.3        (73.7)      13.9
WESTERN REFINING  WNRL US           487.3        (73.7)      13.9
WESTMORELAND COA  WLB US          1,770.7       (550.1)     (32.2)
WINGSTOP INC      WING US           116.6         (4.8)       2.0
WINGSTOP INC      EWG GR            116.6         (4.8)       2.0
WINMARK CORP      WINA US            43.8        (27.3)      12.0
WINMARK CORP      GBZ GR             43.8        (27.3)      12.0
YRC WORLDWIDE IN  YEL1 GR         1,863.8       (392.7)     178.1
YRC WORLDWIDE IN  YRCWEUR EU      1,863.8       (392.7)     178.1
YRC WORLDWIDE IN  YRCW US         1,863.8       (392.7)     178.1
YRC WORLDWIDE IN  YEL1 QT         1,863.8       (392.7)     178.1
YRC WORLDWIDE IN  YEL1 TH         1,863.8       (392.7)     178.1


                            *********

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 ***