TCR_Public/170531.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Wednesday, May 31, 2017, Vol. 21, No. 150

                            Headlines

121-08 JAMAICA: Hearing on Disclosure Statement Set for June 13
125 CANAL: Hires Irving Shechtman & Company as Appraisers
135 WEST 13: Hires Cyruli Shanks Hart & Zizmor as Special Counsel
1802 PALISADES: Unsecureds to Get Full Payment by Dec. 31
207 AINSLIE: Proposes to Pay Creditors from Sale of NY Property

500 NORTH AVENUE: Hires Advisra as Real Estate Appraiser
AC I TOMS: June 26 Plan Confirmation Hearing
ADC HEALTH: Hires Eric A. Liepins as Counsel
AMERICAN TOOLS: Hearing on Disclosures Approval Set for Aug. 2
ANGELICA CORP: Proposes to Pay Creditors From Sale of Assets

APPLIANCES PLUS: Unsecureds to Recoup 100% Over 60 Months
ASPEN COURT: Asks to Use Rents to Maintain Apartments
ASTERIA INC: Hires C.R. Hyde as Bankruptcy Counsel
ATHANAS FENCE: Access to JPM Cash Collateral Extended to July 31
AURORA DIAGNOSTICS: Private Exchange Offer Expired May 22

AVAYA INC: Has Until July 18 to Exclusively File Plan
B.L. GUSTAFSON: Hires Knox McLaughlin as Bankruptcy Counsel
BARMER ENTERPRISES: Florida's Bike America Chain in Chapter 11
BARMER ENTERPRISES: Seeks Cash Access for Bike America Stores
BOYSON INC: Hires South Atlantic Enterprises as Finance Brokers

BROWNSVILLE BERG: Hires Elliot & Davis, PC as Counsel
CAROL LLOYD: Has Access to Cash Collateral for 30 Days
CHARLES STREET: Hires Cynthia B. Lloyd as Counsel
CLASSEN CROWN: Hires Charles C. Ward as Attorney
CONDO 64: May Use American Eagle's Cash Collateral Until June 23

CTI BIOPHARMA: Has $3.1-M Est. Financial Standing as of April 30
CTJH INVESTMENTS: Unsecureds to Recover 50% Over 10 Yrs with 3.0%
DAVID AND VERDA: Plan Outline Okayed, Plan Hearing on June 22
DELTA MILLING: Hires Larkin Hoffman Daly & Lindgren as Attorney
DIFFUSION PHARMACEUTICALS: Falls Short on Nasdaq Listing Condition

DIFFUSION PHARMACEUTICALS: Gets Noncompliance Notice from Nasdaq
DXI ENERGY: Inability to Generate Profits Cast Going Concern Doubt
EAGLE'S NEST: Wants to Use Cash to Keep Psychiatric Services
EAST TEXAS HOME: Unsecureds to Recoup 5% Under Plan
ECRA GROUP: Plan Confirmation Hearing on June 9

ENID LAKESIDE: Wants Exclusive Plan Filing Extended to July 10
ENVIRO SOIL: Hires Mike Harrar as Tax Preparer
ENVIRO SOIL: Names Arlo Hale Smith as Legal Counsel
ERATH IRON: Court Approves Coleman Bank Cash Collateral Deal
ERIE STREET: Withdraws Bid to Use Cash Collateral

ESBY CORP: Wants Exclusive Plan Filing Period Extended
EXCO RESOURCES: Covenant Problems Raise Going Concern Doubt
FAUSER ENERGY: Hires Simmons Perrine as General Counsel
FB COVENTRY: Hires Irving Shechtman & Company as Appraisers
FB MALL: Hires Irving Shechtman & Company as Appraisers

FLYGLO LLC: Hires Patrick Gros as Accountants
FTE NETWORKS: Incurs $3.99 Million Net Loss in First Quarter
GATOR EQUIPMENT: May Use Cash Through Plan Effective Date
GENON ENERGY: To File Ch. 11 With Plan Backed by NRG, Noteholders
GREEN FUEL: Unsecureds to be Paid Quarterly Over 60 Months

GUP'S HILL: Unsecureds to Get Full Payment With 4.0% Over 60 Months
HARRINGTON & KING: Cash Collateral Use Extended Until June 2
HOMEJOY LLC: Unsecured to Recover 3.23% Under Chapter 11 Exit Plan
HOOPER TIMBER: Hearing on Disclosure Statement Set for June 8
HPIL HOLDINGS: Will Sponsor WTFSKF World Karate Championship

ILLINOIS STAR: Hires Hoffman Slocomb as Special Counsel
INTREPID POTASH: Inks $40-M Sales Agreement with Cantor Fitzgerald
ITUS CORP: Posts $160,489 Net Income for Second Quarter
JEJP LLC: Proposes Plan to Exit Chapter 11 Protection
KEMPLON MARINE: Hires Dinnall Fyne & Company as Accountant

KEN'S CUSTOM: Court to Hold Combined Hearing on June 29
KINGDOM REAL ESTATE: Plan Outline Okayed, Plan Hearing on June 19
LARKIN EXCAVATING: Seeks 6-Month Cash Access Pending Sale
LIGHTING SCIENCE: Conflicts Minerals Report for 2016 Filed
LILY ROBOTICS: July 10 Customer Claim Form Filing Deadline Set

LOUISIANA MEDICAL: Has Until July 31 to Exclusively File Plan
LUKE'S LOCKER: Exclusive Plan Filing Period Extended to Aug. 22
M.B. UNLIMITED: Hires Mitchell C. Compeaux as Accountant
MACK INDUSTRIES: Trustee Taps IDE-IT Solutions as IT Specialist
MADISON SQUARE TAVERN: Court Approves Disclosure Statement

MALIBU LIGHTING: Hires Kurtzman Carson as Administrative Advisor
MAR FARMS: Hires Larkin Hoffman Daly & Lindgren as Attorney
MAXPOINT INTERACTIVE: Maturing Debt Casts Going Concern Doubt
MERRIMACK PHARMACEUTICALS: CFO Al-Wakeel Will Quit on June 9
MESA OIL: Has Final Approval to Use Cash Collateral Until Sept. 30

METCOM NETWORK: Has Until Aug. 2 to Exclusively File Plan
MICROVISION INC: Conflict Minerals Report for 2016 Filed
MILK HOUSE: Taps Hires Commercial Realty as Broker
MONTCO OFFSHORE: Has Final OK to Incur $15-Mil DIP Loans, Use Cash
MOTEL TROPICAL: Hearing on Disclosure Statement Set for June 21

MOTORS LIQUIDATION: $488M Net Assets in Liquidation at March 31
MURDOCK EMPIRE: Unsecured Creditors to be Paid 40% Under Exit Plan
NAVISTAR INTERNATIONAL: 2016 Conflict Minerals Report Filed
NEIMAN MARCUS: Interim CFO and COO Will Leave June 30
NEW JERSEY MICRO-ELECTRONIC: Taps D&A as Accountant

NORTEL NETWORKS: Gets $4.165B Share, to Begin Payouts
NORTHERN OIL: Life Time CEO Akradi Asked for a Board Seat
OMINTO INC: Morrison Brown Replaces Mayer Hoffman as Accountants
OMNI SPECIALIZED: Case Summary & 17 Largest Unsecured Creditors
PARADISE MEDSPA: Hires Cunningham as Business Appraiser

PAYLESS HOLDINGS: Committee Takes Aim at Debt Restructuring Plan
PAYLESS HOLDINGS: Seeks to Close 408 More Stores
PET EXPRESS: Hires Jacqueline I. Rivera Gonzalez as Accountant
PETROLIA ENERGY: Will Hold "Say on Pay" Votes Every Three Years
PETROQUEST ENERGY: Extends Exchange Offer Expiration to June 2

PHOTOMEDEX INC: Gets Another Noncompliance Notice from Nasdaq
PITTSBURGH ATHLETIC ASSOCIATION: Club in Ch. 11, Hopes to Reopen
POINT 360: Recurring Losses Raise Going Concern Doubt
POTTER HOUSE: Unsecured Creditors to Get 50% of Allowed Claims
PRIME METALS: Wants Plan Exclusivity Period Moved to Oct. 27

PROGRESSIVE ACUTE: Cash Collateral Access Extended to July 11
PUERTO RICO: Bankruptcy Judge Freezes $17-Bil. in Bond Payments
PUERTO RICO: Unions Say Active Employees Should Have Own Committee
RMS TITANIC: Reaches Deal with Committees on November Auction
RUBY TUESDAY: Inks New $20 Million Credit Facility with UBS AG

RUPARI HOLDING: Carl Buddig Wins Auction with $26-Mil. Bid
SEARCHMETRICS INC: Hires SSG Advisors as Financial Advisor
SEARS HOLDINGS: Reports $244 Million Net Income for First Quarter
SIGNAL BAY: Incurs $465,000 Net Loss in Second Quarter
SILVER LINE: Plan Outline Okayed, Plan Hearing on June 22

SK VISION: Seeks to Use Cash Collateral to Maintain Property
SKIP BARBER RACING SCHOOL: May Use People's & CMS' Cash Collateral
STEREOTAXIS INC: Shareholders Elect Two Directors
STINAR HG: Has Interim OK to Use Up to $34K Cash Collateral
STONE PROJECTS: Hires Parker & Associates as Counsel

SUMMIT INVESTMENT: Wants Plan Exclusivity Extended to Sept. 29
T K MINING: $950K Private Sale to CSA to Pay Creditors in Full
TD MANUFACTURING: Has Interim OK to Use Cash; Hearing on June 16
THORNTON & THORNTON: Hires Gary G. Lyon as Counsel
TLD BAR RANCH: Rigdon Can Use Insurance Proceeds to Fix Property

TOWERSTREAM CORP: Adds 'Industry Veteran' Don MacNeil to its Board
TOWERSTREAM CORP: Swaps Outstanding Shares for Series G&H Shares
TRANSGENOMIC INC: Will Hold Special Meeting of Stockholders June 5
TRI-CITY COMMUNITY: MRA Opposes Approval of Plan Outline
UMATRIN HOLDING: Reports $156K Net Loss for First Quarter

UNITED MOBILE: Plan Outline Okayed, Plan Hearing on July 13
US RAVE: Unsecured Creditors to Recoup 25% Under Plan
VALDERRAMA A/C: Reaches Deal With Bank, Gives Up Warehouse
VANGUARD NATURAL: Plan Exclusivity Extended to Aug. 15
VANGUARD NATURAL: Sale of O&G Assets, 57 Wells to Oxy USA Okayed

VAUGHAN FITNESS: Hires David A. Riggi as Bankruptcy Counsel
WALTER INVESTMENT: Amends A&R Warehouse Agreement with Barclays
WALTER INVESTMENT: Will Amend Form 10-K Due to Accounting Error
WAVE SYSTEMS: Jazz Says Its Financial Condition is Irrelevant
WI-JON INC: Asks for Court's OK to Sell Inventory, Use Cash

YAKH LLC: Trustee Gets Court Approval for Plan Outline
YIELD10 BIOSCIENCE: Effects 1-for-10 Reverse Stock Split
YIELD10 BIOSCIENCE: Stockholders Reelect Two Directors
ZUCKER GOLDBERG: Hires Stone Conroy as Special Counsel
ZYNEX INC: Posts $353,000 Net Income for First Quarter


                            *********

121-08 JAMAICA: Hearing on Disclosure Statement Set for June 13
---------------------------------------------------------------
Judge Elizabeth Stong of the U.S. Bankruptcy Court for the Eastern
District of New York will hold a hearing on June 13 to consider the
disclosure statement, which explains 121-08 Jamaica Avenue LLC's
Chapter 11 plan of reorganization.

The hearing will be held at 10:00 a.m., at the Bankruptcy Court,
271-C Cadman Plaza East, Brooklyn New York.  Objections must be
filed no later than seven days prior to the hearing.

The plan proposes to pay general unsecured creditors 100% of their
allowed claims from future refinancing or private sale, or a pro
rata share of up to 10% of their claims from a public auction of
the company's real property in Richmond Hill, New York.

                 About 121-08 Jamaica Avenue LLC

121-08 Jamaica Avenue LLC owns and operates the real property
located at 121-08 Jamaica Avenue, Richmond Hill, New York.

The Debtor filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No.
16-40437) on Feb. 2, 2016, and is represented by Dawn Kirby Arnold,
Esq., Delbello Donnellan Weingarten Wise, et al.


125 CANAL: Hires Irving Shechtman & Company as Appraisers
---------------------------------------------------------
125 Canal Street, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of Rhode Island to employ Irving Shechtman &
Company, Inc., as appraisers.

The Debtor requires Irving Shechtman & Company, Inc. ("ISC") as
appraiser in order to perform a furniture, fixture and equipment
appraisal.

The Debtor has agreed to compensate Irving Shechtman for its
services and reimburse Irving Shechtman for its disbursements and
expenses in the amount of $500.

Dean M. Ponte, property appraiser with Irving Shechtman & Company,
Inc., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code,
and does not represent any interest adverse to the Debtor and its
estates.

ISC can be reached at:

     Dean M. Ponte
     Irving Shechtman & Company, Inc.
     141 Power Road
     Pawtucket, RI 02860
     Phone: (401) 728-9100

                    About 125 Canal Street

Headquartered at Providence, Rhode Island, 125 Canal Street, LLC
filed a petition under Chapter 11 of the Bankruptcy Code (Bankr.
D.R.I. Case No. 17-10602) on April 14, 2017.  Peter M. Iascone,
Esq. at Peter Iascone & Associates represents the Debtor.


135 WEST 13: Hires Cyruli Shanks Hart & Zizmor as Special Counsel
-----------------------------------------------------------------
135 West 13 LLC seeks authorization from the U.S. Bankruptcy Court
for the Southern District of New York to retain Cyruli Shanks Hart
& Zizmor, LLP as special counsel to the Debtor.

The Debtor is the owner and operator of two residential properties
located at 133 West 13th Street ("133 West 13th") and 135 West 13th
Street ("135 West 13th"), New York, New York (together, the
"Properties”). The Properties are multi-family residential
rentals properties with a mix of rent stabilized and non-rent
stabilized units. The Properties contain a total of 12 units.

The Debtor commenced in 2014 an action to evict two tenants in 133
West 13th. These two tenants had two rent-stabilized apartments,
however, the Debtor commenced the State Court Action to evict the
tenants on the basis that the apartments were not the Tenants'
primary residence.

The Debtor prevailed in housing court, and then appealed to the
appellate term, where the housing court's decision was reversed.
The Debtor is currently appealing the appellate term's decision to
the appellate division.

The Debtor requires Cyruli, as its special litigation counsel, to
handle the Appeal.

Cyruli's James E. Schwartz will primarily be responsible for
performing the services requested by the Debtor and will bill the
estate his normal hourly rate of $475.

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

James E. Schwartz, Esq., a member of Cyruli Shanks Hart & Zizmor,
LLP, assured the Court that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code and
does not represent any interest adverse to the Debtor and its
estates.

Cyruli may be reached at:

      James E. Schwartz, Esq.
      Cyruli Shanks Hart & Zizmor, LLP
      420 Lexington Avenue
      New York, NY 10170
      Tel: (212) 661-6800,Ext202
      Fax: (212) 661-5350
      E-mail: jschwartz@cshzlaw.com

                     About 135 West 13 LLC

135 West 13 LLC Second Southern Baptist Church of New York filed a
Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 17-11371)
on May 17, 2017. Robinson Brog Leinwand Greene Genovese & Gluck, PC
represents the Debtor as counsel.

The Debtor disclosed total assets of $15.02 million and total
liabilities of $13.34 million. The petition was signed by Max
Dolgicer, member.


1802 PALISADES: Unsecureds to Get Full Payment by Dec. 31
---------------------------------------------------------
1802 Palisades Investments, LLC, has filed a Chapter 11 plan of
reorganization that proposes to pay unsecured claims in full.

According to the proposed plan, Class 5 unsecured claims in the
total amount of $7,202.81 will be paid in full, without interest,
on or before December 31, 2017.

The reorganized company will continue to operate its property and
will collect rents to ensure payment to creditors.  If additional
funds are needed to implement the plan, Patsy Prelogar, a member,
will from time to time make the capital contributions, according to
Palisades' disclosure statement filed on May 18 with the U.S.
Bankruptcy Court for the Western District of Missouri.

A copy of the disclosure statement is available for free at
https://is.gd/39UODC

                       About 1802 Palisades

Headquartered in Leawood, Kansas, 1802 Palisades, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. W.D. Mo. Case No.
17-20009) on Jan. 9, 2017, listing $2.05 million in total assets
and $2.15 million in total liabilities.  Patsy Prelogar, authorized
representative, signed the petition.

Berman, DeLeve, Kuchan & Chapman, LLC represents the Debtor as
bankruptcy counsel.

No official committee of unsecured creditors has been appointed.


207 AINSLIE: Proposes to Pay Creditors from Sale of NY Property
---------------------------------------------------------------
207 Ainslie, LLC, has filed a Chapter 11 plan of reorganization
that proposes to pay creditors from the sale of its New York
property to an affiliate of Conselyea Street Block Association,
Inc.

The plan is predicated on a private sale of the company's real
property in Brooklyn, New York, to SNA Ainslie LLC for $8.55
million.

The sale proceeds, in conjunction with certain cash accounts
totaling approximately $695,000, will be used to fund the plan and
pay all allowed claims of creditors before the surplus is returned
to equity holders.

The sale is being pursued as a means to settle the company's legal
disputes with Conselyea and the City of New York over its
acquisition of the property.  Confirmation of the plan will be
deemed approval of the sale, according to the company's disclosure
statement filed on May 18 with the U.S. Bankruptcy Court for the
Eastern District of New York.

Under the plan, general unsecured creditors will receive a cash
dividend equal to 100% of their allowed claims on the closing date
or such later date as the court determines following entry of a
final order allowing the claim.

207 Ainslie projects that general unsecured claims will be finally
allowed in the amount of $516,897, according to the disclosure
statement.

A copy of the disclosure statement is available for free at
https://is.gd/zsTUBO

                        About 207 Ainslie

207 Ainslie, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-41426) on April 1,
2016.  The petition was signed by Harry Einhorn, manager.  The
Debtor disclosed total assets of $14 million and total debts of
$5.07 million at the time of filing.

Judge Nancy Hershey Lord presides over the case.  The Debtor is
represented by Kevin J Nash, Esq. at Goldberg Weprin Finkel
Goldstein LLP.


500 NORTH AVENUE: Hires Advisra as Real Estate Appraiser
--------------------------------------------------------
500 North Avenue, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of Connecticut to employ Advisra Consulting,
LLC as real estate appraiser.

The Debtor requires Appraiser to:

     a. provide the Debtor with an independent opinion ("Phase I")
of the market value of the leased fee interest in the Debtor's
property located at 512 North Avenue, Bridgeport, Connecticut; and


     b. attend meetings, hearings, and/or pretrial conferences,
review of other appraisal report(s), and provide testimony at
depositions and/or hearings regarding the Appraiser's opinion of
value of the Property ("Phase II").

The Appraiser shall be compensated $1,200 for Phase I and on an
hourly basis for Phase II.

Albert W. Franke, III, president of Advisra Consulting, 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 Debtor and its estates.

The Appraiser may be reached at:

     Albert W. Franke, III
     Advisra Consulting, LLC
     4 Broad Street
     Milford, CT 06460
     Tel: (203) 772-0677

                     About 500 North Avenue

500 North Avenue, LLC, and Long Brook Station, LLC, filed Chapter
11 petitions (Bankr. D. Conn. Case Nos. 14-31094 and 14-31095) on
June 6, 2014.  The petitions were signed by Joseph Regensburger,
member.  

At the time of filing, 500 North Avenue estimated $1 million to $10
million in assets and $10 million to $50 million in liabilities;
and Long Brook Station estimated $500,000 to $1 million in assets
and $1 million to $10 million in liabilities.

The cases are assigned to Judge Julie A. Manning.

The Debtors are represented by Douglas S. Skalka, Esq., at Neubert,
Pepe, and Monteith, P.C.


AC I TOMS: June 26 Plan Confirmation Hearing
--------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York has
scheduled a hearing to consider confirmation of the Fourth Amended
Plan of Reorganization of AC I Toms River LLC on June 26, 2017, at
10:00 a.m., Eastern Time.  Objections, if any, to Confirmation of
the Plan must be filed and served on or before June 19.

RCG LV Debt IV Non- Reit Holdings, LLC, has filed its motion
pursuant to 11 U.S.C. Sections 105(a), 502 and 506(a) and Rules
3001(f) and 3012 of the Federal Rules of Bankruptcy Procedure to
determine the value of its secured claim, which RCG asserts is
$23,157,997.59 as of October 31, 2016.  The Debtor, in its fourth
amended disclosure statement, as modified, said it has filed a
response to the motion.  RCG filed a reply and the Debtor filed a
sur-reply.  RCG and the Debtor have agreed to a briefing schedule
in connection with the motion and an adjournment of the hearing on
the motion to June 26, 2017.

The Debtor disputes the amount of RCG's claim and believes the
Allowed RCG Secured Claim is no more than $20,000,000.  The Debtor
reserves all rights to object to the proof of claim filed by RCG,
including, but not limited to the dollar amount of the claim,
default interest charges, late fees and professional fees,
including but not limited to an objection under Section 1124 or any
other applicable provision of the Bankruptcy Code.

A full-text copy of the Disclosure Statement is available at
http://bankrupt.com/misc/nysb16-22023-112.pdf

                          About AC I Toms

AC I Toms River LLC owns the real property and improvements thereon
located at 1400 Hooper Avenue, Toms River, New Jersey, from which
the shopping center commonly known as Hooper Commons operates. The
property consists of 28 storefronts, of which 25 are occupied. The
anchor tenants at the property are Dollar Tree, DSW and Michaels.
The property is currently the subject of a foreclosure action
commenced by RCG. CBRE is the court-appointed rent receiver who
currently manages the property.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 16-22023) on Jan. 8, 2016, disclosing under $1
million in both assets and liabilities. Arnold Mitchell Greene,
Esq., at Robinson Brog Leinwand Greene Genovese & Gluck, PC, serves
as the Debtor's bankruptcy counsel.

A Receiver has been appointed for the Debtor's property. The
Receiver has remained in place and continuing to act in accordance
with a prepetition receiver order through October 15, 2016.

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


ADC HEALTH: Hires Eric A. Liepins as Counsel
--------------------------------------------
ADC Health Care Services, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Eastern District of Texas to employ Eric
A. Liepins PC as counsel for the Debtor.

The Debtor requires the Firm to assist on legal matters exist to
the assets and liabilities of the estate.

Eric A. Liepins PC will be paid at these hourly rates:

     Eric A. Liepins $275
     Paralegals and Legal Assistants $30-50

The Firm has received a retainer of $5,000 plus the filing fee.

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

Eric Liepins, Esq., sole shareholder with the law firm of Eric
Liepins, PC, 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.

The Firm may be reached at:

     Eric Liepins, Esq.
     Eric Liepins, PC
     12770 Coit Road, Suite 1100
     Dallas, TX 75251
     Phone: (972) 991-5591
     Fax: (972) 991-5788

               About ADC Health Care Services

ADC Health Care Services, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Tex. Case No. 16-40683) on Apr. 12, 2016. The
petition was signed by Desmond Imoh as president.  The Debtor
disclosed estimated assets of $0 to $50,000 and estimated
liabilities of $500,001 to $1 million.  Eric A. Liepins P.C. serves
as the Debtor's counsel.  The Hon. Brenda T. Rhoades presides over
the case.


AMERICAN TOOLS: Hearing on Disclosures Approval Set for Aug. 2
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico has
scheduled for Aug. 2, 2017, at 2:00 p.m., the hearing to consider
the approval of American Tools, Inc.'s disclosure statement
referring to the Debtor's plan of reorganization.

Objections to the Disclosure Statement must be filed not less than
14 days prior to the hearing.

                      About American Tools

American Tools, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. P.R. Case No. 16-08071) on Oct. 7, 2016.
The petition was signed by Jimmy Cepeda Benavides, vice president
and treasurer.  

The case is assigned to Judge Brian K. Tester.

Emily D. Davila, Esq., at the Law Offices of Emily D. Davila serves
as the Debtor's bankruptcy counsel.

At the time of the filing, the Debtor estimated assets of less than
$1 million and liabilities of $1 million to $10 million.


ANGELICA CORP: Proposes to Pay Creditors From Sale of Assets
------------------------------------------------------------
Angelica Corporation has filed with the U.S. Bankruptcy Court for
the Southern District of New York a Chapter 11 plan that proposes
to pay claims from the liquidation of the remaining assets of the
company and its affiliates.

The purpose of the plan is to provide a mechanism to implement the
liquidation of the companies' remaining assets, and distribute the
net proceeds, including the remaining proceeds from the sale of
most of their assets to an affiliate of their pre-bankruptcy lender
KKR Credit Advisors (US) LLC, or to another buyer with a better
offer.

Angelica had earlier entered into a stalking horse asset purchase
agreement with 9W Halo Holdings L.P., under which the latter will
buy substantially all assets of the companies for $125 million,
including a credit bid in the amount of $17.4 million on account of
a portion of KKR's pre-bankruptcy debt.

9W Halo's $125 million offer will serve as the lead bid at the
auction scheduled for June 5.   

If a sale transaction is consummated, which Angelica expects to
occur before the hearing on confirmation of the plan, the proceeds
will be used to pay claims held by lenders under the
debtor-in-possession loan agreement and the ABL facility, the claim
of GACP Finance Co., LLC and the claim of KKR (to the extent its
affiliate 9W Halo is not selected as the winning bidder).  

After paying the lenders, Angelica will use the remaining proceeds
to fund the ongoing wind-down costs and distributions under the
plan.

As of April 3, the companies owed $135.5 million, which includes
$50.5 million under the ABL facility and $85 million under the term
loan facility.  The term loan facility is composed of a $58 million
loan held by KKR and a $22.5 million loan held by GACP Finance.

The plan provides for the payment in full in cash of all claims, to
the extent not already satisfied upon the sale closing, other than
the claim of KKR and the general unsecured claims.

To the extent any amount of the allowed KKR claim is outstanding on
the effective date, KKR will release any collateral remaining after
the consummation of the sale to the bankruptcy estate, and will
waive all liens that it possesses on the collateral.

Meanwhile, each general unsecured creditor will receive its pro
rata share of (i) the "general unsecured claims recovery amount;"
(ii) the proceeds from any asset sale, settlement of causes of
action, or investment of cash executed by the plan administrator
after the effective date; and (iii) the non-certificated beneficial
interests of the "creditor recovery trust," according to the
disclosure statement filed on May 18.

A copy of the disclosure statement is available for free at  
https://is.gd/9NcLJq

                       About Angelica Corp.

Headquartered in Alpharetta, Georgia, Angelica Corp. is a national
provider of medical laundry and linen management services,
supplying approximately 3,800 healthcare providers in 25 states,
including approximately 850 hospitals, 350 long-term care
facilities, and 2,600 outpatient medical practices.  Angelica
provides its laundry and linen management services through a
network of over 30 laundry plants and depots located across the
nation and a fleet of over 220 delivery vehicles.  It currently
employs approximately 3,900 employees, roughly 69% of whom are
unionized.

Angelica Corp., formerly known as Angelica, Angelica Healthcare,
and Angelica Image Apparel, and four of its affiliates sought
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 17-10870) on
April 3, 2017.  The petitions were signed by John Makuch, interim
chief financial officer.

Angelica disclosed assets at $208 million and liabilities at $216.8
million as of Dec. 24, 2016.

The cases are assigned to Judge James L. Garrity Jr.  The Debtors
tapped Weil, Gotshal & Magnes LLP as bankruptcy counsel, and Grant
Thornton LLP as auditor and tax advisor.   

An official committee of unsecured creditors has been appointed in
the chapter 11 cases.  The committee hired Cole Schotz, PC as
bankruptcy counsel and FTI Consulting, Inc., as financial advisor.


APPLIANCES PLUS: Unsecureds to Recoup 100% Over 60 Months
---------------------------------------------------------
Appliances Plus, Inc., filed with the U.S. Bankruptcy Court for the
Western District of Pennsylvania a disclosure statement dated May
17, 2017, referring to the Debtor's plan of reorganization dated
April 11, 2017.

Class 8 General Unsecured Creditors will receive 100% of their
allowed claims over 60 months pursuant to the Plan.  Class 8 is
impaired by the Plan.

All Plan payments will be made from the ongoing revenue of the
Debtor's business from normal business operations.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/pawb16-23814-62.pdf

                       About Appliances Plus

Appliances Plus, Inc., does business as an appliance sales and
service business.  The Debtor has one shareholder, Rocco Perla, who
owns 100% of the stock.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Pa. Case No. 16-23814) on Oct. 11, 2016.  The
petition was signed by Rocco A. Perla, president.  The Debtor is
represented by Christopher M. Frye, Esq., at Steidl and Steinberg,
P.C.  At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.  The U.S. Trustee has been
unable to appoint an official unsecured creditors committee in the
case.


ASPEN COURT: Asks to Use Rents to Maintain Apartments
-----------------------------------------------------
Aspen Court, L.L.C., seeks authorization from the U.S. Bankruptcy
Court for the Northern District of Illinois to use cash
collateral.

The Debtor wants to use certain cash and cash equivalents that
allegedly serve as collateral for claims asserted against the
Debtor and its property by Soy Capital Bank, Old Second National
Bank, Commerce Bank and Heartland Bank.  

The mortgage loans to Old Second National Bank have matured
according to the terms thereof.  For weeks, the Debtor has been
attempting to negotiate an extension of the Old Second mortgage
loans with Old Second Without success.  On May 22, 2017, Old Second
filed a Complaint and Confession of Judgment in the Circuit Court
of Kane County, Illinois, pursuant to which Old Second was
attempting to confess a judgment against the Debtor and others in
an amount of approximately $5.3 million without notice.  The filing
of the Confession Action in the Kane County Court by Old Second and
the inability to reach a resolution of the issues with Old Second
were the primary triggering events for the commencement of this
Chapter 11 case.  As a result, in order to protect certain of its
properties from foreclosure by Old Second and to protect the
overall viability of its business and assets for the benefit of all
creditors, the Debtor filed this Chapter 11 case.

The Lenders assert first position mortgage liens on the Properties
and security interests against the Debtor's personal property to
secure their respective mortgage indebtedness.

None of the Properties are subject to more than one mortgage lien
of the Lenders.  In other words, each Lender has a distinct
mortgage lien on a particular Property and there is no overlap of
liens on any of the Properties.

Based upon the underlying loan documents of the Lenders, the cash
collateral issues in this Chapter 11 case relate to the rents
generated at the Properties and the funds on deposit in accounts
maintained by the Debtor.

In order for the Debtor to continue to operate its business and
manage its financial affairs in the ordinary course and effectuate
an effective reorganization, it is essential that the Debtor be
authorized to use cash collateral for, among other things, these
purposes:

     A) maintenance and repairs to the Properties;
     B) leasing;
     C) insurance;
     D) utilities;
     E) payroll;
     F) current real estate taxes; and
     G) other miscellaneous items needed in the ordinary course of

        business.

The Properties generate more than sufficient cash flow to cover all
operating and related expenses at the Properties.

Use of cash collateral to pay the actual, necessary and ordinary
expenses to maintain the Debtor's business will preserve the value
of the Debtor's assets and business and thereby insure that the
interests of creditors that have or may assert an interest in both
cash collateral and the Debtor's other assets are adequately
protected.

The Debtor proposes to use cash collateral in which the Lenders
assert an interest.  The Debtor's proposal will permit the Debtor
to sustain its business operations and reorganize its financial
affairs through the implementation of a successful plan of
reorganization.  Furthermore, the Debtor's proposal will adequately
protect the purported secured interests of the Lenders.

Unless the Debtor is authorized to use cash collateral in which the
Lenders assert an interest, the Debtor will be unable to continue
to operate its business and manage its property, thereby
eliminating any reasonable prospect for a successful
reorganization.  The cessation of normal business operations by the
Debtor will cause irreparable harm to the Debtor, its creditors and
this estate.

The Debtor proposes to use cash collateral and provide adequate
protection to the Lenders upon these terms and conditions:

     A. the Debtor will permit the Lenders to inspect, upon
        reasonable notice, within reasonable hours, the Debtor's
        books and records;

     B. the Debtor will maintain and pay premiums for insurance
        to cover all of its assets from fire, theft and water
        damage;

     C. based upon the Debtor's proposal for the use of cash
        collateral, none of the disclosures required under Rule
        4001-2 of the Local Rules of this Court is necessary.  The

        Debtor will, upon reasonable request, make available
        to the Lenders evidence of that which purportedly
        constitutes its collateral or proceeds, including the
        Properties;

     D. the Debtor will properly maintain the Properties in good
        repair and properly manage its business; and

     E. the Lenders will be granted valid, perfected, enforceable
        security interests in and to Debtor's postpetition
        assets, including all proceeds and products which are now
        or hereafter become property of this estate to the extent
        and priority of their alleged prepetition liens, if
        valid, but only to the extent of any diminution in the
        value of assets during the period from the commencement of

        the Debtor's Chapter 11 case through the next hearing on
        the use of cash collateral.

A copy of the Debtor's request for cash collateral use is available
at http://bankrupt.com/misc/ilnb17-16064-6.pdf

                      About Aspen Court

Aspen Court, L.L.C. -- http://www.aspencourtwiu.com/-- owns an
apartment community located at 1507 W. Jackson Street Macomb,
Illinois 61455, with four convenient locations within walking
distance to the Western Illinois University Campus.  Aspen Court
offers floor plans that accommodate all types of residents.  It is
the only apartment community in Macomb to offer 1, 2, and 3 bedroom
apartments and 4 bedroom townhomes.  Each apartment has a bathroom
for every bedrooom!  Its complex has just recently been constructed
and contains all of the newest construction and communication
technology.  Every apartment comes with High-Speed Fiber Optic
Internet included with data jacks in every bedroom and living
room.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N. D.
Ill. Case No. 17-16064) on May 24, 2017, estimating its assets and
liabilities at between $10 million and $50 million each.  The
petition was signed by Jonathan Sauser as member and designated
representative.

Judge Timothy A. Barnes presides over the case.

David K Welch, Esq., at Crane, Heyman, Simon, Welch & Clar serves
as the Debtor's bankruptcy counsel.


ASTERIA INC: Hires C.R. Hyde as Bankruptcy Counsel
--------------------------------------------------
Asteria, Inc., seeks authorization from the U.S. Bankruptcy Court
for the District of Arizona to employ the Law Offices of C.R. Hyde,
PLC as counsel for the Debtor.

The Debtor requires the Firm to:

     a. provide the Debtor with legal advice and assistance as to
their powers and duties as debtor-in-possession in the continued
operation of their affairs;

     b. provide legal advice and assistance to the Debtor as is
necessary to preserve and protect assets, to arrange for a
continuation of the working capital and other financing, to prepare
all necessary applications, answers, orders, reports and other
legal documents;

     c. appear before the Bankruptcy Court to represent and protect
the interests of the Debtor and his estate;

     d. negotiate with the Debtor's creditors and taking the
necessary legal steps to confirm and consummate a plan of
reorganization;

     e. provide other legal services as may be necessary during the
course of the bankruptcy proceedings.

The Firm's lawyers and paraprofessionals who will work on the
Debtor's case and their hourly rates are:

     Charles R. Hyde           $295
     Robert Rosvall            $265
     Paralegal                 $75

The Firm received the amount of $15,000 as pre-petition security
retainer.  The Firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Charles R. Hyde, Esq., managing partner of The Law Offices of C.R.
Hyde, PLC, 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.

The Firm may be reached at:

      Charles R. Hyde, Esq.
      The Law Offices of C.R. Hyde, PLC
      325 W. Franklin St., Suite 103
      Tucson, AZ 85701
      Tel: (520) 270-1110
      E-mail: crhyde@gmail.com

                     About Asteria, Inc.

Asteria, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
D.Ariz. Case No. 17-05457) on May 17, 2017.  Charles R. Hyde, Esq.,
at The Law Offices of C.R. Hyde, PLC serves as bankruptcy counsel.
The Debtor's assets and liabilities are both below $1 million.


ATHANAS FENCE: Access to JPM Cash Collateral Extended to July 31
----------------------------------------------------------------
The Hon. Timothy A. Barnes of the U.S. Bankruptcy Court for the
Northern District of Illinois has entered a third order authorizing
Athanas Fence Co., Inc., to use JPMorgan Chase Bank, NA's cash
collateral through and including July 31, 2017.

A further hearing to consider the continued use of cash collateral
will be held on July 26, 2017, at 10:30 a.m. Central Time.

As adequate protection for any interests of JPMorgan Chase in the
cash collateral, the bank is granted replacement liens upon, and
security interests in, the Debtor's postpetition cash and accounts
receivable in the same priority as the bank's existing, prepetition
liens.

The Debtor proposes to initially make monthly adequate protection
payments to the Bank of $1,364.83 consisting of principal and
interest on the business line of credit and $296.68 on the business
installment loan.

As reported by the Troubled Company Reporter on April 4, 2017, the
Court previously authorized the cash collateral use through and
including May 31, 2017.

                     About Athanas Fence Co.

Athanas Fence Co., Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 17-03883) on Feb. 10,
2017.  The petition was signed by James J. Athanas, president.
The case is assigned to Judge Timothy A. Barnes.  At the time of
the filing, the Debtor estimated assets of less than $50,000 and
liabilities of less than $500,000.


AURORA DIAGNOSTICS: Private Exchange Offer Expired May 22
---------------------------------------------------------
Aurora Diagnostics Holdings, LLC and Aurora Diagnostics Financing,
Inc. announced the expiration of their private offer to exchange
any and all of the Issuers' outstanding 10.750% Senior Notes due
2018 for a combination of new 12.250% Increasing Rate Senior Notes
due 2020 of the Issuers and warrants to purchase common units of
the Company.  In connection with the Exchange Offer, the Issuers
also solicited the consents of the holders of the Existing Notes to
adopt certain amendments to the indenture governing the Existing
Notes.  The Exchange Offer and Consent Solicitation expired at 5:00
p.m., New York City time, on May 22, 2017.

As previously announced, as of 5:00 p.m., New York City time, on
May 5, 2017, an aggregate of $197,979,000 principal amount of
Existing Notes, representing 99.0% of the Existing Notes
outstanding, had been validly tendered and not withdrawn. Following
the Early Tender Time and prior to the Expiration Time, an
additional $121,000 principal amount of Existing Notes,
representing 0.05% of the Existing Notes outstanding, had been
validly tendered and not withdrawn.  The Issuers expect to deliver
the New Notes and Warrants to be exchanged for the Existing Notes
validly tendered and not validly withdrawn on or about May 25,
2017.

Existing Notes validly tendered and not validly withdrawn prior to
the Early Tender Time will receive the early tender consideration
of $1,000 principal amount of New Notes and Warrants to purchase
15.366 common units of the Company for each $1,000 principal amount
of Existing Notes tendered.  Existing Notes validly tendered and
not validly withdrawn after the Early Tender Time will receive the
late tender consideration of $970 principal amount of New Notes and
Warrants to purchase 15.366 common units of the Company for each
$1,000 principal amount of Existing Notes tendered.  Participating
holders will also receive, with respect to their Existing Notes
accepted for exchange, accrued and unpaid interest, in cash, from
the last applicable interest payment date up to, but not including,
the Settlement Date, on July 15, 2017, the first interest payment
date for the New Notes.

Immediately following the Settlement Date, approximately $1,900,000
in aggregate principal amount of Existing Notes will remain
outstanding.

On the Settlement Date, the supplemental indenture to the indenture
governing the Existing Notes that the Issuers entered into on May
5, 2017, to effect the amendments for which consents were sought in
the Consent Solicitation, will become operative and the amendments
will apply to all holders of the Existing Notes.

The New Notes will be issued under an indenture to be dated as of
the Settlement Date, by and among the Issuers, certain subsidiary
guarantors and U.S. Bank National Association, as trustee.  The New
Notes will be issued in the form of a global note in definitive,
fully registered, book-entry form and deposited with or on behalf
of DTC.  The Warrants will be issued in certificated form and
delivered to each holder at the address provided by such holder in
connection with the tender of the Existing Notes.  The Warrants
will not be eligible to be held through brokers or other DTC
participants and will only be transferable through the offices of
the transfer agent.

The Exchange Offer was made, and the New Notes and the Warrants
were offered, in reliance on the exemption from the registration
requirements of the Securities Act of 1933, as amended, provided
under Section 3(a)(9) of the Securities Act.

                    About Aurora Diagnostics

Headquartered in Palm Beach Gardens, Florida, Aurora Diagnostics
Holdings, LLC, through its subsidiaries, provides physician-based
general anatomic and clinical pathology, dermatopathology,
molecular diagnostic services and other esoteric testing services
to physicians, hospitals, clinical laboratories and surgery
centers.  The company recognized approximately $260 million in
revenue for the 12 months ended June 30, 2013.  The company is
majority owned by equity sponsors KRG Capital Partners and Summit
Partners.

Aurora Diagnostics reported a net loss of $29.14 million on $284.03
million of net revenue for the year ended Dec. 31, 2016, compared
to a net loss of $83.43 million on $263.74 million of net revenue
for the year ended Dec. 31, 2015.  As of March 31, 2017, Aurora
Diagnostics had $238.90 million in total assets, $474.85 million in
total liabilities and a members' deficit of $235.95 million.

                           *    *    *

In April 2016, Moody's Investors Service downgraded the Corporate
Family Rating of Aurora Diagnostics to 'Caa3' from 'Caa2' and the
Probability of Default Rating to 'Caa3-PD' from 'Caa2-PD'.  The
downgrade reflects Moody's heightened expectation that Aurora will
pursue some transaction within the next 12 months which the rating
agency would consider a default.  This could include a transaction
which Moody's considers a distressed debt exchange, or a bankruptcy
filing.

As reported by the TCR on May 3, 2017, S&P Global Ratings lowered
its long-term corporate credit rating on U.S. anatomic pathology
laboratory services provider Aurora Diagnostics Holdings LLC to
'CC' from 'CCC'.  The outlook is negative.


AVAYA INC: Has Until July 18 to Exclusively File Plan
-----------------------------------------------------
The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York has extended, at the behest of Avaya
Inc., et al., the Debtors' plan filing exclusivity period through
and including July 18, 2017, and the Debtors' soliciting
exclusivity period through and including Sept. 16, 2017.

As reported by the Troubled Company Reporter on May 23, 2017, the
Debtors sought a 120-day extension of their exclusive plan filing
and solicitation periods to Sept. 16 and Nov. 15, respectively.
The Ad Hoc First Lien Group, comprising the holders of over 50% of
the Debtors' first lien debt, filed with the Court an objection to
the Debtors' request extending their exclusive periods to file a
Chapter 11 plan and solicit acceptances of the plan, claiming that
the Debtors have not earned a four month extension of the Exclusive
Periods given their complete failure to engage in substantive plan
negotiations with any of their primary stakeholders before filing a
proposed plan of reorganization on April 13 or since.  

                      About Avaya Inc.

Avaya Inc., together with its affiliates, is a multinational
company that provides communications products and services,
including, telephone communications, internet telephony, wireless
data communications, real-time video collaboration, contact
centers, and customer relationship software to companies of various
sizes.  

The Avaya Enterprise serves over 200,000 customers, consisting of
multinational enterprises, small- and medium-sized businesses, and
911 services as well as government organizations operating in a
diverse range of industries.   It has approximately 9,700 employees
worldwide as of Dec. 31, 2016.

Avaya Inc. and 17 of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089)
on Jan. 19, 2017.  The petitions were signed by Eric S. Koza, CFA,
chief restructuring officer.  

Judge Stuart M. Bernstein presides over the cases.

The Debtors have hired Kirkland & Ellis LLP as legal counsel;
Centerview Partners LLC as investment banker; Zolfo Cooper LLC as
restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG
LLP as tax and accountancy advisor; and The Siegfried Group, LLP
as financial services consultant.  Prime Clerk LLC is the claims
and noticing agent.

On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an
official committee of unsecured creditors.  Morrison & Foerster is
the creditors committee's counsel.


B.L. GUSTAFSON: Hires Knox McLaughlin as Bankruptcy Counsel
-----------------------------------------------------------
B.L. Gustafson, LLC, which does business as Gus's Guns, Priority
Care Ambulance, B.L. Gustafson Excavation, Brynwood Farm and Brian
Gustafson Rentals, seeks authorization from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to employ Knox
McLaughlin Gornall & Sennett, P.C., as attorney.

The Debtor requires Knox McLaughlin to:

     a. give legal advice regarding the Debtor's powers and duties
under Chapter 11, including legal matters related to the operation
of the Debtor’s business;

     b. prepare the Debtor's schedule of assets, schedule of
liabilities and statement of financial affairs;

     c. prepare and confirm Chapter 11 plan of reorganization and
disclosure statement;

     d. other legal actions, as necessary, to avoid liens, object
to claims, enforce the automatic stay, recover preferences and
defend motions and/or complaints against the Debtor;

     e. prepare and file complaints, applications, motions,
reports, etc. on behalf of the Debtor, including but not limited to
motions for sale as necessary and appropriate; and,

     f. perform other legal services for the Debtor as may be
necessary and appropriate in connection with the case.

The firm's Post-Petition fees and costs are subject to Bankruptcy
Court approval, after notice and hearing.

The Debtor says Knox McLaughlin is holding a $1,000 retainer
pending further Court Order.

John F. Kroto, Esq., of Knox McLaughlin Gornall & Sennett, 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 Debtor and its estates.

The Knox Firm may be reached at:

     John F. Kroto, Esq.
     Knox McLaughlin Gornall & Sennett, P.C.
     120 West Tenth Street
     Erie, PA 16501-1461
     Tel: (814) 459-2800
     E-mail: jkroto@kmgslaw.com

                About B.L. Gustafson, LLC

B.L. Gustafson, LLC filed a Chapter 11 bankruptcy petition (Bankr.
W.D. Pa. Case No. 17-10514) on May 16, 2017.  John F. Kroto, Esq.,
at Knox McLaughlin Gornall & Sennett, P.C. serves as bankruptcy
counsel.  The Debtor's assets and liabilities are both below $1
million.


BARMER ENTERPRISES: Florida's Bike America Chain in Chapter 11
--------------------------------------------------------------
Barmer Enterprises, LLC, owner of Bike America bike stores in
Florida, has sought bankruptcy protection, with plans to reduce
monthly payments under a Small Business Administration loan and
systematically reduce the size of its stores.

Headquartered in Fort Lauderdale, Florida, Barmer Enterprises, LLC
owns and operates eight retail bicycle stores known as Bike America
-- http://www.bikeam.com/-- and located in Pembroke Pines, East
Boca, West Boca, Sunrise, Coral Springs, Boynton Beach and West
Palm Beach.

Barmer, which is owned by Gary Mercado and Steven C. Barnes, bought
the retail chain in 2014.  The first Bike America store opened in
1970 in Boca Raton.

Barmer has about 40 employees and its assets include inventory and
fixtures. It owns no real estate.

Suntrust Bank N.A. has a secured claim which arises from a SBA loan
currently in the amount of $1,900,000.  The SBA loan was based upon
a 15-year amortization and payments were $25,000 each month.

The Debtor believes it can pay its vendors by decreasing its
monthly SBA loan payment and systematically reduce the size of its
stores.

The Debtor proposes to make monthly interest payments to Suntrust
in the amount of $10,000, which will provide Suntrust with interest
at the rate of six percent.

The Company's major suppliers are Cycling Sports Group, owed
$425,000; and Giant Bicycle, Inc., owed $273,000.  The deal with
Cycling gives the Debtor the right to sell Cannondale brand
bicycles in its stores.

The Debtor's cash budget includes payments of $7,000 to Cycling and
$5,500 per week to Giant in payment of their prepetition claims in
anticipation of a determination that they are critical vendors.  In
addition, postpetition, the Debtor said it will make payments to
its suppliers on a cash in advance of delivery basis.  The weekly
payments to Giant and Cycling are anticipated to continue until the
Debtor is no longer "out of trust."

Aside from Cannondale and Giant bikes, Bike America sold BMC bikes
at its stores prepetition.  The value of the inventory of BMC bikes
sold by the Debtor is $17,000, and its prepetition obligation to
BMC USA Corporation is $30,000.  The Debtor did not indicate if it
considers BMC as a "critical vendor" that will receive weekly
payments postpetition.

                    About Barmer Enterprises

Barmer Enterprises filed a voluntary Chapter 11 petition (Bankr.
S.D. Fla. Case No. 17-16095) on May 15, 2017, estimating assets up
to $50,000 and liabilities between $1 million and $10 million.  The
petition was signed by Gary Mercado, managing member.  Judge
Raymond B. Ray presides over the case.  Susan D. Lasky, Esq., at
Susan D Lasky, PA, serves as the Debtor's bankruptcy counsel.


BARMER ENTERPRISES: Seeks Cash Access for Bike America Stores
-------------------------------------------------------------
Barmer Enterprises, LLC, asks for permission from the U.S.
Bankruptcy Court for the Southern District of Florida to use cash
collateral to purchase inventory and fund its operations.

These entities have an interest in the Cash Collateral:

     a. Suntrust Bank, N.A., which has a secured claim which
        arises from a Small Business Administration loan currently

        in the approximate amount of $1.9 million;

     b. BMC USA Corporation, which is one of the Debtor's
        suppliers

     d. Cycling Sports Group, Inc. aka Cannondale, one of the
        Debtor's major suppliers and provides the Debtor with the
        right to sell Cannondale brand bicycles in East Boca, West

        Boca, Sunrise, Coral Springs, Boynton Beach and West Palm
        Beach;

     e. Giant Bicycle, Inc., the Debtor's largest supplier; and

     f. CHTD Company, Specialized Bicycle Components, ASS'N and
        America Express, which filed UCC-1's and the Debtor does
        not believe there is equity in excess of the foregoing
        liens to secure these secondary lien positions.

The Debtor says it is prepared to demonstrate that its revenue from
sales will support its expenses.

The Debtor's first postpetition payroll is May 28, 2017, and rent
will be due.

The Debtor's budget includes an additional payment of $7,000 per
week to Cycling in payment of its prepetition claim in anticipation
of a determination that Cycling is a critical vendor.  The
additional weekly payment will continue until the time as the claim
of Cycling is equal to the value of the inventory provided by
Cycling to the Debtor.

The Debtor's Budget also includes a payment of $5,500 per week to
Giant in payment of its prepetition claim in anticipation of a
determination that Giant is a critical vendor.  The additional
weekly payment to Giant will continue until such time as the claim
of Giant is equal to the value of the inventory provided by giant
to the Debtor.

The Debtor's Budget is based on the Debtor's annual revenue from
2016.

The Debtor's sales thus far have been consistent with its revenue
from 2016.

The Debtor will make payments to its suppliers on cash in advance
of delivery basis.  The weekly payments to Giant and Cycling are
anticipated to continue until Debtor is no longer "out of trust."

The Debtor proposes to make monthly interest payments to Suntrust
in the amount of $10,000 which will provide Suntrust with interest
at the rate of 6%.  The Debtor's is fully insured.

A copy of the Debtor's motion and the budget is available at:

           http://bankrupt.com/misc/flsb17-16095-13.pdf

                    About Barmer Enterprises

Headquartered in Fort Lauderdale, Florida, Barmer Enterprises, LLC
owns and operates eight retail bicycle stores known as Bike America
and located in Pembroke Pines, East Boca, West Boca, Sunrise, Coral
Springs, Boynton Beach and West Palm Beach.

Barmer Enterprises filed a voluntary Chapter 11 petition (Bankr.
S.D. Fla. Case No. 17-16095) on May 15, 2017, estimating assets up
to $50,000 and its liabilities at between $1 million and $10
million.  The petition was signed by Gary Mercado, managing
member.

Judge Raymond B. Ray presides over the case.

Susan D. Lasky, Esq., at Susan D Lasky, PA, serves as the Debtor's
bankruptcy counsel.



BOYSON INC: Hires South Atlantic Enterprises as Finance Brokers
---------------------------------------------------------------
Boyson, Inc., seeks authorization from the U.S. Bankruptcy Court
for the District of Virgin Islands to retain South Atlantic
Enterprises, Inc., and Vista Capital, LLC as finance brokers for
the Debtor.

The Debtor requires South Atlantic and Vista to identify and
introduce the Debtor to entities which can provide capital to the
Debtor for a possible transaction, including debt financing, an
equity infusion and/or a purchase of the Debtor's assets or
equity.

The Debtor will pay South Atlantic and Vista each a fee of 1% (for
a total of 2%) of the amount of capital provided by any Registered
Prospects; provided, however, that if capital is provided to both
the Debtor and one or more non-Debtor affiliates the fees will be
apportioned between the Debtor and such affiliate(s) based on the
percentage of total capital provided to each entity.

Robert L. Abbott, Jr., president of South Atlantic Enterprises,
Inc., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.

John Condon, sole and managing member of Vista Capital, 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 Debtor and its estates.

South Atlantic and Vista may be reached at:

      Robert L. Abbott, Jr.
      South Atlantic Enterprises, Inc.
      6135 Park South Drive, Suite 510
      Charlotte, NC 28210
      Phone: 704.749.3139  
      Fax: 704.749.3114

          - and -

      John Condon
      Vista Capital, LLC
      75538 Desierto Dr
      Indian Wells, CA 92210
      Tel: (760) 779-8900
      E-mail: jwcondon@vista-capital.net

                        About Boyson Inc.

Boyson, Inc. is a family-owned business located in the U.S. Virgin
Islands that was formed in 1973.  For many decades, Boyson has,
among other things, provided ferry and other transportation
services within and between the U.S. Virgin Islands, the British
Virgin Islands and Puerto Rico.

Boyson, Inc. filed a Chapter 11 petition (Bankr. D.V.I. Case No.
17-30001), on January 25, 2017.  The petition was signed by Cheryl
Boynes-Jackson, vice president.  At the time of filing, the Debtor
estimated assets at $10 million to $50 million and liabilities at
$1 million to $10 million.

Scroggings & Williamson, P.C. serves as the Debtor's general
counsel.

No trustee, examiner or official committee of unsecured creditors
has been appointed.


BROWNSVILLE BERG: Hires Elliot & Davis, PC as Counsel
-----------------------------------------------------
Brownsville Berg Associates, Inc., seeks authorization from the
U.S. Bankruptcy Court for the Western District of Pennsylvania to
employ Elliot & Davis, PC as counsel.

The Debtor requires Elliot & Davis to:

     a. prepare information regarding the completion of the
bankruptcy schedules, the Statement of Financial Affairs and
related documentation;

     b. examine proofs for claim for legal sufficiency and validity
and litigate disputes regarding proofs of claim;
   
     c. furnish advise on legal matters arising during the Chapter
11 proceeding; and

     d. prepare a Plan and Disclosure Statement and represent the
Debtor-in- Possession in obtaining approval of same.

Elliot & Davis will be paid at these hourly rates:

     Jeffrey T. Morris           $200
     Paralegals                  $100

Prior to filing the bankruptcy petition, the Debtor has paid the
filing fee of $1,717.00 and no other retainer.

Jeffrey T. Morris, Esq., of Elliott & Davis, PC, 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.

Elliott & Davis may be reached at:

     Jeffrey T. Morris, Esq.
     Elliott & Davis, PC
     425 First Ave, First Floor
     Pittsburgh, PA 15219
     Tel: (412) 434.4911, ext. 34
     Fax: (412) 774.2168
     E-mail: morris@elliott-davis.com

                About Brownsville Berg Associates

Brownsville Berg Associates, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Pa. Case No. 17-22123) on March 19, 2017.
Jeffrey T. Morris, Esq., at Elliott & Davis, PC serves as
bankruptcy counsel.

The Debtor's assets and liabilities are both below $1 million.


CAROL LLOYD: Has Access to Cash Collateral for 30 Days
------------------------------------------------------
The Hon. George R. Hodges of the U.S. Bankruptcy Court for the
Western District of North Carolina entered an interim order
authorizing Carol Lloyd, Inc., to use up to $307,690 of cash
collateral during the next 30 days or until final hearing.

A final hearing on the cash collateral use will be held on June 6,
2017, at 10:00 a.m.

The Debtor has represented that a UCC search at the North Carolina
Secretary of State's web portal revealed the following UCC-1
fillings by potential secured creditors, which may reflect
perfected liens on cash collateral:

     a. Corporation Service Company, as Representative: UCC filed
        Sept. 12, 2014; and

     b. EIN CAP, Inc.: UCC filed Aug. 8, 2016.

As of the Petition Date, the Debtor has accounts receivable of
approximately $312,000.  The Debtor needs to use these receivables
to continue normal operations and to maintain its going concern
value.

The Potential Secured Creditors have not consented to Debtors' use
of cash collateral.

The Debtor believes that their accounts receivable will be
replenished through normal operations such that the total amount of
outstanding receivables at any given time remains about the same.
The Debtor proposes to adequately protect the Potential Secured
Creditors by provided a replacement lien on postpetition
receivables to the same extent, and with the same priority, as any
prepetition perfected lien.

The Debtor faces ordinary and necessary expenses on a daily basis.
The Debtor needs to use cash collateral to make payment of ordinary
operating expenses.

As adequate protection, and to the extent that cash collateral is
used, the Potential Secured Creditors will receive a postpetition
lien on the Debtor's accounts receivable to the extent that the
prepetition lien on the same type of collateral was valid,
perfected, enforceable, and non-avoidable as of the Petition Date.

The Debtor will dispose of no asset of the Debtor outside the
ordinary course of business, except upon approval of the Court.

The Debtor's use of cash collateral will expire or terminate on the
earlier of: (i) the conclusion of another cash collateral hearing,
(ii) the Debtor ceasing operations of its business; (iii) the
non-compliance or default of the Debtor with any terms and
provisions of the court order; or (iv) the entry of another court
order concerning cash collateral.

                        About Carol Lloyd

Headquartered in Asheville, North Carolina, Carol Lloyd, Inc.,
doing business as MMDS of Asheville, has been providing X-ray
laboratory services (including dental) since 2004.

Carol Lloyd, Inc., is an affiliate of MMDS of North Carolina Inc.,
which sought bankruptcy protection on April 7, 2017 (Bankr.
E.D.N.C. Case No. 17-01749).

Carol Lloyd, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
W.D.N.C. Case No. 17-10207) on May 15, 2017, estimating assets up
to $50,000 and liabilities between $1 million and $10 million.
Lloyd M. Williams, III, authorized representative, signed the
petition.

Judge George R. Hodges presides over the case.

David R. Badger, Esq., at David R. Badger, P.A., serves as Carol
Lloyd's bankruptcy counsel.


CHARLES STREET: Hires Cynthia B. Lloyd as Counsel
-------------------------------------------------
Charles Street Place, LLC has filed an amended application seeking
approval from the U.S. Bankruptcy Court for the Southern District
of Texas to employ the Law Offices of Cynthia B. Lloyd as Counsel.

The Debtor requires the Firm to:

      a. prepare and file schedules and a statement of financial
affairs;

      b. negotiate with creditors and handle routing motions such
as motions for relief from stay, cash collateral motions and the
numerous of bankruptcy motions that will be filed in this case;

      c. file objections to claims, if necessary;

      d. perform legal work necessary for selling and/or recovering
property of the Debtor, if necessary;

      e. draft, file and prosecute adversary proceedings necessary
to determine the extent, validity and priority of liens;

      f. draft, file and prosecute adversary avoidance actions,
adversary proceedings, motions and contested pleadings as
necessary;

      g. prepare and file a Plan and Disclosure Statement;

      h. conduct discovery that is required for the completion of
the case or any matter associated with the case;

      i. perform all legal matters that are necessary for the
completion of the case;

      j. perform other legal services that may be appropriate in
connection with this reorganization case to complete the bankruptcy
case.

The Firm will be paid at these hourly rates:

     Cynthia Lloyd, Esq.           $375
     Associate attorneys           $250
     Paralegals                    $125

Prior to the filing of this case, the Debtor paid the Firm a
retainer of $11,717 which includes the filing fee of $1,717 which
has been placed in Interest on Lawyers Trust Accounts ("IOLTA")
account as required by the US Trustee's office. On March 7, 2017,
the Firm withdrew $4,247 in fees, including filing fees, for
pre-petition work, leaving a retainer balance of $7,470.

Cynthia Lloyd, Esq., sole member of Law Offices of Cynthia B.
Lloyd, 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.

Because the attorney's fees in this case exceed the Debtor's
ability to pay in a lump sum, upon Court approval, the Firm request
authorization to escrow payments received on monthly billings in an
account as required by the US trustee's Office once the initial
retainer has been exhausted. No funds shall be disbursed from the
escrow account without an approval fee application by this Court.
In the event the Debtor unable to pay the full amount of the
monthly billing in the month for which it is billed, the Debtor is
authorized to make additional payments as funds become available.


The Firm can be reached through:

     Cynthia B. Lloyd, Esq.
     Law Office of Cynthia B. Lloyd
     4888 Loop Central Dr., Suite 445
     Houston, TX 77081
     Tel: (713) 660-7400
     Fax: (713) 660-9921
     Email: cblloyd408@yahoo.com

                   About Charles Street Place

Based in Houston, Texas, Charles Street Place, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Texas Case No. 17-31462) on March 6, 2017.  The case is assigned to
Judge Jeff Bohm.  The Debtor listed under $1 million in both assets
and liabilities.

The case was initially filed as "Charles Street Properties, LLC".
At the hearing on March 29, 2017, the Debtor's counsel, Cynthia B.
Lloyd, Esq., asked the Court to change the case title from Charles
Street Properties, LLC to Charles Street Place, LLC.

Also at the March 29 hearing, the Court directed Ms. Lloyd to file
Plan and Disclosure by July 5, 2017.


CLASSEN CROWN: Hires Charles C. Ward as Attorney
------------------------------------------------
Classen Crown Investments, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Western District of Oklahoma to employ the
Law Offices of Charles C. Ward, PLLC as attorney for the Debtor.

The Debtor requires Ward to:

     a. represent estate's interest in matters and proceedings
arising in or relating to this case;

     b. investigate, and if advisable, prosecute causes of action
belonging to the estate under applicable non-bankruptcy law;

     c. prepare a business plan and confirmation of a plan of
reorganization;

     d. perform the various legal services which are not the
province of a trustee;

     e. secure recovery of various assets belonging to the estate
which are in the possession of a state court receiver.

The Debtor will compensate Ward at his regular hourly attorney rate
of $150.00, plus his actual and necessary expenses.

Charles C. Ward, Esq., The Law Office of Charles C. Ward, PLLC,
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.

Ward may be reached at:

     Charles C. Ward, Esq.
     The Law Office of Charles C. Ward, PLLC
     2525 NW Expressway, Suite 111
     Oklahoma City, OK 73112
     Tel: (405) 418-8447
     Fax: (405)418-8473
     E-mail: cward@charlescwardlaw.com

                   About Classen Crown Investments

Classen Crown Investments, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Okla. Case No. 17-11570) on April 25, 2017.
The Hon. Janice D. Loyd presides over the case.  The Law Office of
Charles C. Ward, PLLC represents the Debtor as counsel.

The Debtor disclosed total assets of $1 million and total
liabilities of $1.52 million. The petition was signed by Dashawn
Hill, president.


CONDO 64: May Use American Eagle's Cash Collateral Until June 23
----------------------------------------------------------------
The Hon. James J. Tancredi of the U.S. Bankruptcy Court for the
District Connecticut has entered a 12th order allowing Condo 64,
LLC, to use American Eagle Financial Credit Union's cash collateral
in the ordinary course of its business up to the maximum amount of
$52,125 for a period of 30 days commencing May 24, 2017, and
continuing through June 23, 2017.

A final hearing on the Debtor's use of Cash Collateral will be held
on June 19, 2017, at 10:00 a.m.

As adequate protection to Secured Creditor for the Debtor's use of
Cash Collateral and for any diminution in the collateral, Secured
Creditor is granted, nunc pro tunc to the Petition Date, the
following:

     a. a continuing postpetition lien and security interest in
        all prepetition property of the Debtor as it existed on
        the Petition Date, of the same type against which Secured
        Creditor held validly protected liens and security
        interests as of the Petition Date; and

     b. a continuing postpetition lien in all property acquired
        by the Debtor after the Petition date.  The Replacement    
    
        Liens will maintain the same priority, validity and
        enforceability as Secured Creditor's liens on the initial  
      
        collateral and shall be recognized only to the extent of
        any diminution in the value of the Collateral resulting
        from the use of Cash Collateral.  The validity,
        enforceability, perfection and priority of the Replacement
        Liens will not be subject to the equities of the case
        exception to Section 552(b) of the U.S. Bankruptcy Code
        and will not depend upon filing, recordation, or any other

        act required under applicable state or federal law, rule
        or regulation; and

     c. as further adequate protection to Secured Creditor, the
        Debtor is authorized to pay to Secured Creditor the sum of

        $7,500 for the month of June, which payment will satisfy
        the Debtor's obligation under Section 362(d)(3)(B) of the
        Bankruptcy Code during the Cash Collateral Usage Period.

It is essential to the Debtor's business and operations that it
obtains an order to use cash on hand and rental payments from the
Debtor's operation of the property, all of which are subject to the
liens and security interests of Secured Creditor, to pay ordinary
course of business expenses including insurance, property
maintenance, employees, repairs, utilities, common interest charges
and taxes.  Without Court authority for the use of Cash Collateral,
the Debtor will suffer irreparable harm.  The absence of authority
to use Cash Collateral would likely result in termination of
operations and the loss of essential services to the property.

Prior to the Petition Date, the Debtor was indebted to Secured
Creditor under a certain mortgage loan in the principal amount of
$2.6 million, evidenced by documents and instruments dated Sept.
30, 2009, and secured by a first priority mortgage and assignment
of rents on the Property and a security interest in all of the
Debtor's personality.  On the Petition Date, the Secured Creditor
asserts the outstanding principal balance was $2,489,100 with
accrued interest of $276,423, together with late charges,
attorneys' fees, and other amounts as may be outstanding under the
Loan Documents.

The Debtor has stipulated and agreed that it is unconditionally
liable to Secured Creditor for the full payment and performance the
Obligations, and that the security interests, liens and mortgages
created under the Loan Documents are valid and perfected, and that
there are no claims, liens or encumbrances prior in right to the
mortgages and security interests of Secured Creditor in the
collateral, except for liens for real estate taxes and inchoate
liens for common charges which may be due to Lamplight Condominium
Association.

According to the Budget for the period between May 23, 2017, and
June 23, 2017, total income is $53,480 and total expenses of
$52,125.  A copy of the Budget and the court order is available
at http://bankrupt.com/misc/ctb15-21797-193.pdf

As reported by the Troubled Company Reporter on April 4, 2017, the
Court authorized the Debtor to use cash collateral commencing March
24, 2017 and continuing through May 23, 2017.

                        About Condo 64 LLC

Condo 64, LLC, owner of 67 of the 112 condominium units and the
leases and rents in connection therewith at the location known as
505-509 Burnside Avenue, East Hartford.

Condo 64, LLC filed a Chapter 11 petition (Bankr. D. Conn. Case No.
15-21797) on Oct. 16, 2015.   The petition was signed by Oliver C.
Pinkard, managing member.  The case is assigned to Judge Ann M.
Nevins.  The Debtor disclosed total assets at $4.6 million and
total liabilities at $3.1 million at the time of the filing.

The Debtor is represented by Kaitlin M. Humble, Esq. and Craig I.
Lifland, Esq., at Halloran & Sage LLP.  The Debtor retains Peter
Kulas and Tomasetti Kulas & Company, P.C., as accountant.

No trustee, examiner or creditors' committee has been appointed in
the case.


CTI BIOPHARMA: Has $3.1-M Est. Financial Standing as of April 30
----------------------------------------------------------------
CTI BioPharma Corp. or CTI Parent Company reported total estimated
and unaudited net financial standing as of April 30, 2017, of $3.1
million.  The total estimated and unaudited net financial standing
of CTI Consolidated Group as of April 30, 2017, was $3.7 million.

CTI Parent Company trade payables outstanding for greater than 30
days were approximately $5.0 million as of April 30, 2017.

CTI Consolidated Group trade payables outstanding for greater than
30 days were approximately $5.4 million as of April 30, 2017.

During April 2017, there were solicitations for payment only within
the ordinary course of business and there were no injunctions or
suspensions of supply relationships that affected the course of
normal business.

As of April 30, 2017, there were no amounts overdue of a financial
or tax nature, or amounts overdue to social security institutions
or overdue to employees.

During the month of April 2017, the Company's common stock, no par
value, outstanding increased by 169,042 shares.  As a result, the
number of issued and outstanding shares of Common Stock as of April
30, 2017, was 28,393,489.

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

                      https://is.gd/wXjpvd

                       About CTI BioPharma

CTI BioPharma Corp. (NASDAQ and MTA: CTIC) --
http://www.ctibiopharma.com/-- formerly known as Cell
Therapeutics, Inc., is a biopharmaceutical company focused on the
acquisition, development and commercialization of novel targeted
therapies covering a spectrum of blood-related cancers that offer a
unique benefit to patients and healthcare providers.  The Company
has a commercial presence in Europe and a late-stage
development pipeline, including pacritinib, CTI's lead product
candidate that is currently being studied in a Phase 3 program for
the treatment of patients with myelofibrosis.  CTI BioPharma is
headquartered in Seattle, Washington, with offices in London and
Milan under the name CTI Life Sciences Limited.

CTI Biopharma reported a net loss attributable to common
shareholders of $52 million on $57.40 million of total revenues for
the year ended Dec. 31, 2016, compared to a net loss attributable
to common shareholders of $122.6 million on $16.11 million of total
revenues for the year ended Dec. 31, 2015.

As of March 31, 2017, CTI Biopharma had $44.66 million in total
assets, $55.03 million in total liabilities and a $10.37 million
total shareholders' deficit.  As of March 31, 2017, cash and cash
equivalents totaled $33.3 million, compared to $44.0 million as of
Dec. 31, 2016.

"We will need to continue to conduct research, development, testing
and regulatory compliance activities with respect to our compounds
and ensure the procurement of manufacturing and drug supply
services, the costs of which, together with projected general and
administrative expenses, is expected to result in operating losses
for the foreseeable future.  Additionally, we have resumed primary
responsibility for the development and commercialization of
pacritinib as a result of the termination of the Pacritinib License
Agreement in October 2016, and we will no longer be eligible to
receive cost sharing or milestone payments for pacritinib's
development from Baxalta.  We have incurred a net operating loss
every year since our formation.  As of December 31, 2016, we had an
accumulated deficit of $2.2 billion, and we expect to incur net
losses for the foreseeable future.  Our available cash and cash
equivalents were $44.0 million as of December 31, 2016.  We believe
that our present financial resources, together with payments
projected to be received under certain contractual agreements and
our ability to control costs, will only be sufficient to fund our
operations into the third quarter of 2017. This raises substantial
doubt about our ability to continue as a going concern," the
Company stated in its annual report for the year ended Dec. 31,
2016.


CTJH INVESTMENTS: Unsecureds to Recover 50% Over 10 Yrs with 3.0%
-----------------------------------------------------------------
CTJH Investments, LLC, filed with the U.S. Bankruptcy Court for the
Northern District of Texas a combined plan of reorganization and
disclosure statement dated May 17, 2017.

Class 11 Unsecured Claims -- totaling $408,938.95 -- are impaired
by the Plan.  Claimants will be paid 50% of their respective
claims.  Each will be paid pro rata basis.  Each will receive
monthly checks for a period of 10 years, starting July 25, 2017,
with interest starting to run at that time at 3.0%.  Monthly checks
will total $1,974.37.

This Plan of Reorganization proposes to pay creditors from cash
flow from operations, or future income.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/txnb17-50019-60.pdf

                     About CTJH Investments

CTJH Investments, LLC dba Party Plus Warehouse, dba Gayle's Wedding
& Party Rentals, dba First Class Tuxedos sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No.
17-50019) on Jan. 23, 2017.  The petition was signed by David
Hodges, Managing Member.  The case is assigned to Judge Robert L.
Jones.  The Debtor is represented by Max R. Tarbox, Esq., at Tarbox
Law, P.C.  At the time of filing, the Debtor had $100,000 to
$500,000 in estimated assets and $500,000 to $1 million in
estimated liabilities.


DAVID AND VERDA: Plan Outline Okayed, Plan Hearing on June 22
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Georgia is
set to hold a hearing on June 22 to consider approval of the
Chapter 11 plan of reorganization for David and Verda DiCorte
Revocable Trust.

The hearing will be held at 10:30 a.m., at Courtroom 1201, Richard
B. Russell Federal Building and U.S. Courthouse, 75 Ted Turner
Drive, SW, Atlanta, Georgia.

The court will also consider at the hearing the final approval of
the disclosure statement, which it conditionally approved on May
18.

The order set a June 15 deadline for creditors to file their
objections and cast their votes accepting or rejecting the plan.

                 About David and Verda DiCorte

David and Verda DiCorte Revocable Trust is a family trust created
by David Vincent DiCorte and accepted by Karen Hope DiCorte Yore
pursuant to the laws of the State of Florida for the benefit of
grantor's adult children, Billy David DiCorte, Roy Lee DiCorte,
Karen Hope DiCorte Yore, and Naomi Lynn DiCorte Carmen.

The Trust filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga.
Case No. 16-60447) on June 15, 2016.  The petition was filed pro
se.  Howard P. Slomka, Esq., at Slomka Law Firm PC, serves as the
Debtor's bankruptcy counsel.

No committee has been appointed in the Debtor's case.


DELTA MILLING: Hires Larkin Hoffman Daly & Lindgren as Attorney
---------------------------------------------------------------
Delta Milling, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of Minnesota to employ Larkin Hoffman Daly &
Lindgren, Ltd., as attorney for Debtor.

The Debtor requires Larkin Hoffman to represent the Debtor in all
legal matters arising during the control of Debtor's assets,
determine claims, negotiate with creditors and third parties,
prepare and form  a plan to be presented to the creditors, and such
other services as are necessary for the exercise of any and all
rights available to the Debtor.

The Debtor will compensate Larkin Hoffman at an hourly rate of
$415.

The Debtor paid Larkin Hoffman $2,000 to be used for a filing fee,
and the rest as a retainer.

Thomas J. Flynn, Esq., shareholder of the law firm of Larkin
Hoffman Daly & Lindgren 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 Debtor and its estates.

Larkin Hoffman may be reached at:

    Thomas J. Flynn, Esq.
    Larkin Hoffman Daly & Lindgren Ltd.
    8300 Norman Center Drive, Suite 1000
    Minneapolis, MN 55437
    Phone: 952-896-3362
    E-mail: tflynn@larkinhoffman.com

                     About Delta Milling, LLC

Delta Milling, LLC filed a Chapter 11 bankruptcy petition (Bankr.
D.Minn. Case No. 17-41372) on May 8, 2017. Thomas J. Flynn, Esq.,
at Larkin Hoffman Daly & Lindgren Ltd. serves as bankruptcy
counsel.

The Debtor's assets and liabilities are both below $1 million.



DIFFUSION PHARMACEUTICALS: Falls Short on Nasdaq Listing Condition
------------------------------------------------------------------
Diffusion Pharmaceuticals Inc. received a written notice from the
staff of the Listing Qualifications Department of The Nasdaq Stock
Market, LLC on May 23, 2017, indicating that the Company was not in
compliance with Nasdaq Listing Rule 5550(b)(2) because the market
value of the Company's listed securities had been below $35 million
for the previous 30 consecutive business days.  The Staff also
noted that as of that date the Company also did not meet the
alternative requirements under Nasdaq Listing Rule 5550(b)(1), due
to the Company's failure to maintain stockholders' equity of at
least $2.5 million, or Nasdaq Listing Rule 5550(b)(3), due to the
Company's failure to generate net income from continuing operations
during its last fiscal year or during two of its last three fiscal
years.

In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company
has 180 calendar days from the date of the notice, or until
Nov. 20, 2017, to regain compliance with the minimum market value
of listed securities requirement or the minimum stockholders'
equity requirement.  To regain compliance, the market value of the
Company's listed securities must close at $35 million or more for a
minimum of 10 consecutive business days or the Company must report
stockholders' equity of at least $2.5 million.

Nasdaq's written notice has no effect on the listing or trading of
the Company's common stock at this time, and the Company is
currently evaluating its alternatives to resolve this listing
deficiency.

                About Diffusion Pharmaceuticals

Diffusion Pharmaceuticals, as surviving entity in its merger with
RestorGenex, is a clinical stage biotechnology company focused on
extending the life expectancy of cancer patients by improving the
effectiveness of current standard-of-care treatments including
radiation therapy and chemotherapy.  Diffusion is developing its
lead drug, trans sodium crocetinate (TSC), for use in the many
cancer types in which tumor hypoxia (oxygen deprivation) is known
to diminish the effectiveness of current treatments.  TSC targets
the cancer's hypoxic micro-environment, re-oxygenating
treatment-resistant tissue and making the cancer cells more
vulnerable to the therapeutic effects of treatments such as
radiation therapy and chemotherapy, without the apparent addition
of any serious side effects.  TSC has potential application in
other indications involving hypoxia, such as stroke and
neurodegenerative diseases.

Diffusion reported a net loss of $18.03 million for the year ended
Dec. 31, 2016, compared to a net loss of $6.71 million for the year
ended Dec. 31, 2015.  As of March 31, 2017, Diffusion had $36.34
million in total assets, $55.46 million in total liabilities, and a
total stockholders' deficit of $19.11 million.

KPMG LLP, in McLean, Virginia, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses from operations, has limited resources available to fund
current research and development activities, and will require
substantial additional financing to continue to fund its research
and development activities.  The conditions raise substantial doubt
about its ability to continue as a going concern.


DIFFUSION PHARMACEUTICALS: Gets Noncompliance Notice from Nasdaq
----------------------------------------------------------------
Diffusion Pharmaceuticals Inc. received a written notice from the
staff of the Listing Qualifications Department of The Nasdaq Stock
Market, LLC on May 23, 2017, indicating that the Company was not in
compliance with Nasdaq Listing Rule 5550(b)(2) because the market
value of the Company's listed securities had been below $35 million
for the previous 30 consecutive business days.  The Staff also
noted that as of that date the Company also did not meet the
alternative requirements under Nasdaq Listing Rule 5550(b)(1), due
to the Company's failure to maintain stockholders' equity of at
least $2.5 million, or Nasdaq Listing Rule 5550(b)(3), due to the
Company's failure to generate net income from continuing operations
during its last fiscal year or during two of its last three fiscal
years.

In accordance with Nasdaq Listing Rule 5810(c)(3)(C), the Company
has 180 calendar days from the date of the notice, or until
Nov. 20, 2017, to regain compliance with the minimum market value
of listed securities requirement or the minimum stockholders'
equity requirement.  To regain compliance, the market value of the
Company's listed securities must close at $35 million or more for a
minimum of 10 consecutive business days or the Company must report
stockholders' equity of at least $2.5 million.

Nasdaq's written notice has no effect on the listing or trading of
the Company's common stock at this time, and the Company is
currently evaluating its alternatives to resolve this listing
deficiency.

Meanwhile, Diffusion furnished to the Securities and Exchange
Commission, for purposes of Regulation FD, a presentation to be
provided to prospective investors in Diffusion Pharmaceuticals Inc.
and certain analysts beginning on Monday,
May 22, 2017.  The presentation entitled "Better Treatments for
Cancer" by David Kalergis, CEO, is available for free at:

                    https://is.gd/lAHq7N

As part of the presentation, the Company discloses financial
overview including total capital invested to date of $88 million
and current cash on hand of $20 million.

Diffusion became a public company effective Jan. 8, 2016, through a
merger with RestorGenex Corp.  The Company trades on NASDAQ under
ticker DFFN.

                 About Diffusion Pharmaceuticals

Diffusion Pharmaceuticals, as surviving entity in its merger with
RestorGenex, is a clinical stage biotechnology company focused on
extending the life expectancy of cancer patients by improving the
effectiveness of current standard-of-care treatments including
radiation therapy and chemotherapy.  Diffusion is developing its
lead drug, trans sodium crocetinate (TSC), for use in the many
cancer types in which tumor hypoxia (oxygen deprivation) is known
to diminish the effectiveness of current treatments.  TSC targets
the cancer's hypoxic micro-environment, re-oxygenating
treatment-resistant tissue and making the cancer cells more
vulnerable to the therapeutic effects of treatments such as
radiation therapy and chemotherapy, without the apparent addition
of any serious side effects.  TSC has potential application in
other indications involving hypoxia, such as stroke and
neurodegenerative diseases.

Diffusion reported a net loss of $18.03 million for the year ended
Dec. 31, 2016, compared to a net loss of $6.71 million for the year
ended Dec. 31, 2015.

KPMG LLP, in McLean, Virginia, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses from operations, has limited resources available to fund
current research and development activities, and will require
substantial additional financing to continue to fund its research
and development activities.  The conditions raise substantial doubt
about its ability to continue as a going concern.


DXI ENERGY: Inability to Generate Profits Cast Going Concern Doubt
------------------------------------------------------------------
DXI Energy Inc. filed its quarterly report on Form 6-K, disclosing
a net loss of $1.55 million on $827,000 of total revenues for the
three months ended March 31, 2017, compared with a net loss of
$1.60 million on $1.37 million of total revenues for the same
period in 2016.

The Company's balance sheet at March 31, 2017, showed $20.02
million in total assets, $20.17 million in total liabilities, and a
stockholders' deficit of $148,000.

The Company has a working capital deficiency of $11.3 million.  The
Company also has an accumulated deficit of $112.2 million.
Excluding the non-cash derivative liability of $0.1 million, the
adjusted working capital deficiency was $11.2 million.  Of this
amount, $7.2 million is represented by a financial contract
liability of Dejour USA, which was due on September 30, 2016.  The
maximum cash component due in full settlement of the financial
contract liability is US$3.0 million.

The Company's ability to continue as a going concern is dependent
upon attaining profitable operations and the continued financial
support of the non-arm's length lenders who have provided the
Company with sufficient capital to meet capital expenditure
commitments and continue exploration and development activities.
There is no assurance that these activities will be successful.
These material uncertainties cast substantial doubt upon the
Company's ability to continue as a going concern.  

A copy of the Form 6-K is available at:

                         http://bit.ly/2qyyivC

DXI Energy Inc. is in the business of exploring and developing
energy properties with a focus on oil and gas in North America.  On
October 27, 2015, the Company changed its name from Dejour Energy
Inc. to DXI Energy Inc.


EAGLE'S NEST: Wants to Use Cash to Keep Psychiatric Services
------------------------------------------------------------
Eagle's Nest Holistic Mental Health, Inc., asks for permission from
the U.S. Bankruptcy Court for the District of Kansas to use cash
collateral to fund all necessary operating expenses of the Debtor's
business.

The Debtor says it will suffer immediate and irreparable harm if it
is not authorized to use cash collateral to fund monthly expenses.
The Debtor says that absent authorization, it will not be able to
continue with providing psychiatric services to its patients and it
will be forced to cease operations.  By contrast, granting
authority will allow the Debtor to maintain operations and preserve
the going concern value of its business which will inure to the
benefit of creditors.

The Debtor seeks the use of Cash Collateral in the ordinary course
of business.  The Debtor will use the cash collateral during the
interim cash collateral period to pay utilities, employees, conduct
repairs, and otherwise maintain and protect business assets and
records.

A copy of the Debtor's Motion is available at:

             http://bankrupt.com/misc/ksb17-20956-3.pdf

Eagle's Nest Holistic Mental Health, Inc., provides psychiatric and
mental health services to patients and is owned by Dr. Lois
Wilkins.  Eagle's Nest filed for Chapter 11 bankruptcy protection
(Bankr. D. Kan. Case No. 17-20956) on May 24, 2017.


EAST TEXAS HOME: Unsecureds to Recoup 5% Under Plan
---------------------------------------------------
East Texas Home Health, Inc., filed with the U.S. Bankruptcy Court
for the Eastern District of Texas a disclosure statement and
combined plan dated May 20, 2017.

At the date of filing, March 2, 2017, the Debtor was unsure of the
total unsecured debt. As of May 1, 2017, unsecured debts are
$595,001.93.  In this regard, the Debtor proposes to pay off Class
3 General Unsecured Claims in one payment to each unsecured
creditor on the 90th day after confirmation of the Plan.  Total
payment will represent 5% of the current balance or $29,750.10.

Krista Jernigan, the Founder and President of Debtor, will remain
as President and Manager of Debtor throughout the pendency of the
Plan.  Her compensation is set at a rate of $3,000 per pay period,
only if necessary funds are available.  Her salary shall increase a
maximum of 20% as the company improves financially, during the term
of the Plan.  Ms. Jernigan, the Debtor's president, has over 12
years of experience as an owner and manager in the home healthcare
industry.

In addition to implementing new and more efficient policies and
programs in place, the Debtor will seek to gradually increase its
patient census over time, as it become more efficient and
profitable.

The Debtor has already taken significant action to reduce overall
operating expense by 67% reducing non-essential employees.
Efficiency improvements through changes in internal processes will
be ongoing and will reduce current expense levels to 15% of revenue
by capitalizing on the new business relationships.  The Debtor does
not expect to add to current expense levels unless forecast revenue
is exceeded.

A copy of the Disclosure Statement is available at:

          http://bankrupt.com/misc/txeb17-90059-37.pdf

                  About East Texas Home Health

East Texas Home Health, Inc., for over 20 years provided home care
to patients and families in East Texas.  It was founded by Krista
Jernigan and her mother, Mary Beth Adams, as East Texas Home
Health, Inc.  The Debtor received its initial Medicare
certification in February 1996.  Over the years the Debtor has
expanded across the East Texas Area and are well known for quality
and high-performance outcomes.

The Debtor filed a Chapter 11 bankruptcy petition (Bankr. E.D. Tex.
Case No. 17-90059) on March 2, 2017.  Krista Jernigan, president,
signed the petition.  At the time of filing, the Debtor estimated
less than $50,000 in assets and liabilities.

The Debtor is represented by Samuel L. Milledge, at The Milledge
Law Firm.  The Debtor employs John M. Paschetag and The Application
Group, Inc, as bookkeeper and accountant.


ECRA GROUP: Plan Confirmation Hearing on June 9
-----------------------------------------------
The Hon. Edward A. Godoy of the U.S. Bankruptcy Court for the
District of Puerto Rico has conditionally approved ECRA Group,
Corp.'s amended disclosure statement filed on May 6, 2017,
referring to the Debtor's plan of reorganization.

A hearing for the consideration of the final approval of the
Disclosure Statement and the confirmation of the Plan will be held
on June 9, 2017, at 9:30 a.m.

Objections to the final approval of the Disclosure Statement and
confirmation of the Plan must be filed on or before 14 days prior
to the date of the hearing on confirmation of the Plan.

Acceptances or rejections of the Plan must be filed on or before 14
days prior to the date of the hearing on confirmation of the Plan.

                       About ECRA Group

ECRA Group, Corp., is organized under the laws of the Commonwealth
of Puerto Rico and organized on Nov. 16, 2005.  Annette Cancel
Lorenzana is the president of the corporation and co-owner with 45%
of the stocks; Carlos I. Arce is the owner of 45% of the stocks;
Iannette Arce Cancel is the secretary of the corporation and owner
of 5% of the stocks, and Liannette Arce Cancel is the owner of 5%
of the stocks of the corporation.  The Debtor operates its business
dba Ferreteria Arce at a rented commercial property dedicated to
servicing and selling construction materials and hardware equipment
and related materials to general customers and construction
technicians.  The store is located at road 670.23 Marginal Street,
Parcelas Marquez, Vega Baja, Puerto Rico.  The Debtor owns the real
property dedicated for the leasing business operation.

The Debtor filed a Chapter 11 bankruptcy petition (Bankr. D.P.R.
Case No. 16-04651) on June 10, 2016.  Luis D. Flores Gonzalez at
The Law Offices of Luis D. Flores Gonzalez as bankruptcy counsel.

As of the date of the filing of the Chapter 11 petition, the
Debtor had assets of $545,500 and liabilities of $782,989.


ENID LAKESIDE: Wants Exclusive Plan Filing Extended to July 10
--------------------------------------------------------------
Enid Lakeside Grocery, LLC, asks the U.S. Bankruptcy Court for the
Northern District of Mississippi to extend until July 10, 2017, the
time period in which the Debtor has the exclusive right to file a
plan.

Absent an extension, the time period in which the Debtor has the
exclusive right to file a Chapter 11 Plan was slated to expire May
25, and the Debtor requires an additional 45 days to finalize a
plan and disclosure statement.  

                 About Enid Lakeside Grocery

Enid Lakeside Grocery, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Miss. Case No. 17-10248) on Jan. 25, 2017, disclosing
under $1 million in both assets and liabilities.  The Debtor is
represented by Robert Gambrell, Esq., at Gambrell & Associates,
PLLC.


ENVIRO SOIL: Hires Mike Harrar as Tax Preparer
----------------------------------------------
Enviro Soil Consultants & Geo Environmental Service, Inc. (ESTC)
filed an ex parte application with the U.S. Bankruptcy Court for
the Northern District of California, seeking permission to employ
Mike Harrar dba The Tax Pros as tax preparer.

The Debtor requires the firm to prepare its income tax for the
fiscal year 2015-2016.

Mr. Harrar's estimated fees for preparing the tax returns is
$1,000.  Mr. Harrar will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Mike Harrar 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 estate.

The firm can be reached at:

       Mike Harrar
       dba THE TAX PROS
       4817 Piedmont Ave.
       Oakland, CA 94611
       Tel: (510) 836-6001

Enviro Soil Consultants & Geo Environmental Service, Inc. (ESTC),
filed a Chapter 11 bankruptcy petition (Bankr. N.D. Cal. Case No.
17-50759) on March 30, 2017, disclosing under $1 million in both
assets and liabilities.

The Debtor is represented by Arlo Hale Smith, Esq.


ENVIRO SOIL: Names Arlo Hale Smith as Legal Counsel
---------------------------------------------------
Enviro Soil Consultants & Geo Environmental Service, Inc. (ESTC)
filed an ex parte application with the U.S. Bankruptcy Court for
the Northern District of California, seeking permission to employ
Arlo Hale Smith as legal counsel.

Mr. Smith agreed to represent the Debtor in all proceedings before
the U.S. Bankruptcy Court in the core bankruptcy proceeding at the
hourly rate of $200 per hour.

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

The Debtor paid Mr. Smith a $2,000 retainer, $1,717 of which will
be used to pay court fees.

Mr. Smith assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estate.

The counsel can be reached at:

       Arlo H. Smith, Esq.
       378 Golden Gate Avenue £326
       San Francisco, CA 94102
       Tel: (415) 685-9331
       E-mail: halesf7@aol.com

Enviro Soil Consultants & Geo Environmental Service, Inc. (ESTC),
filed a Chapter 11 bankruptcy petition (Bankr. N.D. Cal. Case No.
17-50759) on March 30, 2017, disclosing under $1 million in both
assets and liabilities.

The Debtor is represented by Arlo Hale Smith, Esq.



ERATH IRON: Court Approves Coleman Bank Cash Collateral Deal
------------------------------------------------------------
Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas inked his approval and adopted the stipulation
between debtor Erath Iron & Metal, Inc. and lender Coleman County
State Bank in connection with the Debtor's continued use of cash
collateral.

Coleman State Bank has agreed to the continued use of cash based on
a budget, or budgets once that budget or budgets are submitted and
expressly approved by Coleman State Bank.

The Debtor has agreed to the lifting of the stay with respect to
the assets pledged as collateral to Coleman State Bank, to the
extent that it may be beneficial to the sale process.

The Debtor has also agreed to continue to communicate with Coleman
State Bank and to provide all of the reporting required by prior
cash collateral orders, as well as inform Coleman State Bank of
major developments in connection with the sale process as soon as
reasonably practicable.

As additional adequate protection against diminution in value, the
existing second lien against the equipment of EIM Operations, LLC
will continue, but the maximum amount of $150,000 will no longer
apply. Accordingly, the Debtor is directed to cause EIM Operations,
LLC to execute reasonable security documentation including a
security agreement and a UCC 1 on or before May 25, 2017.

The Parties acknowledge that there is potentially an opportunity to
place this matter on the docket of the Court on June 7, 2017 or
June 8, 2017.

A full-text copy of the Stipulation, dated May 24, 2017, is
available at https://is.gd/s5JTlQ

Coleman County State Bank is represented by:

          Mark J. Petrocchi, Esq.
          GRIFFITH, JAY & MICHEL, LLP
          2200 Forest Park Blvd.
          Fort Worth, TX 76110
          Phone (817) 926-2500
          Fax (817) 926-2505
          E-mail: mpetrocchi@lawgjm.com

                    About Erath Iron and Metal

Based in Stephenville, Texas, Erath Iron and Metal, Inc., buys and
sells metal recyclable material in Erath Bosque, Eastland, Johnson,
Stephens and Howard Counties, Texas.  

Erath Iron and Metal, Inc., and related entity Erath Iron and
Metal, RE LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Lead Case No. 17-40693) on Feb. 22, 2017.
Nicolle Boyd, president, signed the petitions.  At the time of the
filing, the Debtor disclosed $21.87 million in assets and $4.73
million in liabilities.  

Judge Mark X. Mullin is the case judge.  

The Debtor is represented by Russell W. King, Esq., and Tracy L.
King, Esq., at King Law Offices, P.C.

No trustee, examiner or creditors' committee has been appointed in
the case.


ERIE STREET: Withdraws Bid to Use Cash Collateral
-------------------------------------------------
Erie Street Investors, LLC, has withdrawn its motion to use cash
collateral.

A hearing was set for May 16, 2017.

As reported by the Troubled Company Reporter on May 26, 2017, the
Hon. Deborah L. Thorne of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized Frances Gecker, solely as
Chapter 11 Trustee for Erie Street Investors, LLC, and its
affiliated Debtors to use cash collateral.

                   About Erie Street Investors

Erie Street Investors, LLC, and several affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. N.D. Ill. Lead Case No.
17-10554) on April 3, 2017.  The affiliates are LaSalle Investors,
LLC, WSC Parking Fund I, George Street Investors, LLC, and
Sheffield Avenue Investors, LLC.  The cases are jointly
administered.  Arthur Holmer, managing member of Weiland Ventures,
LLC, signed the petitions.

Erie Street Investors and LaSalle Investors each disclosed between
$10 million and $50 million in both assets and liabilities.  WSC
Parking Fund listed between $1 million and $10 million in both
assets and liabilities.

The cases are assigned to Judge Deborah L. Thorne.  The Debtors are
represented by Scott R Clar, Esq., at Crane, Heyman, Simon, Welch &
Clar.

The Court entered an order on May 16, 2017 approving the
appointment of Frances Gecker as Chapter 11 Trustee.  The Chapter
11 Trustee retains Reed Heiligman, Esq., at FrankGecker LLP as her
counsel.


ESBY CORP: Wants Exclusive Plan Filing Period Extended
------------------------------------------------------
Esby Corporation asks the US Bankruptcy Court for the Middle
District of North Carolina to extend the exclusive period during
which only the Debtor may file a plan of reorganization and solicit
acceptance of a plan.

Esby contends that under Sec. 1121(e) of the Bankruptcy Code, only
the Debtor may file a plan until 180 days after the Petition Date.
Sec. 1121(c)(3) provides that other parties in interest may file a
plan if, and only if, the Debtor has not filed a plan that has been
accepted within 120 days after the petition date.  Esby notes that
under Sec. 1121(d), the Court may, upon request of a
party-in-interest, increase the exclusive period in which a debtor
may file a plan and solicit acceptances of a plan for cause if the
request is made within the 120-day period.

                     About Esby Corporation

Esby Corporation sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-50228) on March 2,
2017.  At the time of the filing, the Debtor estimated assets and
liabilities of less than $1 million.

Brian P. Hayes, Esq., at the law firm Ferguson, Hayes, Hawkins &
DeMay, PLLC, serves as the Debtor's bankruptcy counsel.


EXCO RESOURCES: Covenant Problems Raise Going Concern Doubt
-----------------------------------------------------------
EXCO Resources, Inc., filed its quarterly report on Form 10-Q,
disclosing a net income of $8.19 million on $76.53 million of total
revenues for the three months ended March 31, 2017, compared with a
net loss of $130.15 million on $56.09 million of total revenues for
the same period in 2016.  

The Company's balance sheet at March 31, 2017, showed $670.71
million in total assets, $1.54 billion in total liabilities, and a
stockholders' equity of -$865.44 million.

As of March 31, 2017, the Company's consolidated debt consisted of
the EXCO Resources Credit Agreement, 1.5 Lien Notes, 1.75 Lien Term
Loans, Exchange Term Loan, 2018 Notes and 2022 Notes.

The payment of interest in common shares on the 1.5 Lien Notes and
1.75 Lien Term Loans is expected to improve the Company's Liquidity
and future cash flows.  The exercisability of the 2017 Warrants and
the Company's ability to pay interest in common shares is
restricted until the Requisite Shareholder Approval.  If the
Company does not receive the requisite shareholder vote to approve
the issuance of common shares in connection with the 1.5 Lien Notes
and 1.75 Lien Term Loans, then the Company may be required to pay
interest in cash that would further restrict its Liquidity and
ability to comply with debt covenants.

The company entered into an agreement to divest its oil and natural
gas properties and surface acreage in South Texas on April 7, 2017
and the transaction is expected to close in early June 2017.  The
proceeds from the sale would significantly increase the Company's
liquidity and primarily be utilized to fund the acquisition and
development of oil and natural gas properties in other regions.
Therefore, this would significantly reduce the need to incur
indebtedness under the EXCO Resources Credit Agreement and mitigate
the impact if the Company is not able to comply with the debt
covenants. However, no assurance can be given as to outcome or
timing of the divestiture and the intent and ability of the buyer
to consummate the transaction was deemed to be outside of the
Company's control in accordance with FASB ASC 205-40.  Therefore,
the divestiture was not factored into the Company's analysis
regarding its ability to continue as a going concern.

If the Company is not able to comply with its debt covenants or do
not have sufficient Liquidity to conduct its business operations in
future periods, the Company may be required, but unable, to
refinance all or part of its existing debt, seek covenant relief
from its lenders, sell assets, incur additional indebtedness, or
issue equity on terms acceptable to the Company, if at all, and may
be required to surrender assets pursuant to the security provisions
of the EXCO Resources Credit Agreement.  Therefore, the Company's
ability to continue its planned principal business operations would
be dependent on the actions of its lenders or obtaining additional
debt and/or equity financing to repay outstanding indebtedness
under the EXCO Resources Credit Agreement.  These factors raise
substantial doubt about our ability to continue as a going
concern.

A full-text copy of the regulatory filing is available at:

                       http://bit.ly/2qyBrf1

EXCO Resources, Inc., is an oil and natural gas exploration,
exploitation, acquisition, development and production company
headquartered in Dallas, Texas with principal operations in Texas,
Louisiana and Appalachia.


FAUSER ENERGY: Hires Simmons Perrine as General Counsel
-------------------------------------------------------
Fauser Oil Co., Inc., Ron's L.P. Gas Service, LLC, Fauser
Transport, Inc., and Fauser Energy Resources, Inc. seek
authorization from the U.S. Bankruptcy Court for the Northern
District of Iowa to employ Simmons Perrine Moyer Bergman PLC as
general legal counsel.

In rendering its professional services, Simmons Perrine may, as
necessary, represent the Debtors as general corporate counsel and
in litigation filed against Debtors’ non-debtor affiliates.

Simmons Perrine will be paid at these hourly rates:

       Attorneys Larry Gutz and Abram Carls      $225
       Other Attorneys                           $150-$400
       Non-Attorney Paraprofessionals            $80-$150

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

Larry Gutz, member of Simmons Perrine, 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 estate.

Simmons Perrine can be reached at:

       Larry Gutz, Esq.
       SIMMONS PERRINE MOYER BERGMAN PLC
       155 3rd Street SE, Suite 1200
       Cedar Rapids, IA 52401-1266
       Tel: (319) 366-7641

                   About Fauser Energy Resources

Elgin, Iowa-based Fauser Energy Resources, Inc. --
http://www.fauserenergy.com/-- supplies and delivers propane and  
fuel products to residential and commercial customers throughout
the Midwest.

Fauser Energy Resources and its affiliates Fauser Oil Co., Inc.,
Fauser Transport, Inc., and Ron's L.P. Gas Service, LLC, filed
Chapter 11 petitions (Bankr. N.D. Iowa Case Nos. 17-00463,
17-00466, 17-00464 and 17-00467, respectively) on April 24, 2017.
On the Petition Date, the Debtors filed a motion for joint
administration of their chapter 11 cases.

Sweet DeMarb LLC is serving as counsel to the Debtors, with the
engagement led by James D. Sweet, Esq. and Rebecca R. DeMarb, Esq.

Yara El-Farhan Halloush, Esq. of Halloush Law Office, P.C., is the
Debtors' local co-counsel.



FB COVENTRY: Hires Irving Shechtman & Company as Appraisers
-----------------------------------------------------------
FB Coventry, LLC seeks authorization from the U.S. Bankruptcy Court
for the District of Rhode Island to employ Irving Shechtman &
Company, Inc., as appraisers.

The Debtor requires Irving Shechtman & Company, Inc. ("ISC") as
appraiser in order to perform a furniture, fixture and equipment
appraisal.

The Debtor has agreed to compensate Irving Shechtman for its
services and reimburse the firm for its disbursements and expenses
in the amount of $500.

Dean M. Ponte, property appraiser with Irving Shechtman & Company,
Inc., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code,
and does not represent any interest adverse to the Debtor and its
estates.

ISC can be reached at:

     Dean M. Ponte
     Irving Shechtman & Company, Inc.
     141 Power Road
     Pawtucket, RI 02860
     Phone: (401) 728-9100

               About FB Coventry, LLC

FB Coventry, LLC filed a Chapter 11 bankruptcy petition (Bankr.
D.R.I. Case No. 17-10650) on April 24, 2017. Peter M. Iascone,
Esq., at Peter Iascone & Associates serves as bankruptcy counsel.

The Debtor's assets and liabilities are both below $1 million.


FB MALL: Hires Irving Shechtman & Company as Appraisers
-------------------------------------------------------
FB Mall, LLC seeks authorization from the U.S. Bankruptcy Court for
the District of Rhode Island to employ Irving Shechtman & Company,
Inc., as appraisers.

The Debtor requires Irving Shechtman & Company, Inc. ("ISC") as
appraiser in order to perform a furniture, fixture and equipment
appraisal.

The Debtor has agreed to compensate Irving Shechtman for its
services and reimburse the firm for its disbursements and expenses
in the amount of $500.

Dean M. Ponte, property appraiser with Irving Shechtman & Company,
Inc., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code,
and does not represent any interest adverse to the Debtor and its
estates.

ISC can be reached at:

     Dean M. Ponte
     Irving Shechtman & Company, Inc.
     141 Power Road
     Pawtucket, RI 02860
     Phone: (401) 728-9100

                        About FB Mall

Headquartered at Warwick, Rhode Island, FB Mall, LLC, filed a
petition under Chapter 11 of the Bankruptcy Code (Bankr. D.R.I.
Case No. 17-10601) on April 14, 2017.  Peter M. Iascone, Esq. at
Peter Iascone & Associates represents the Debtor.


FLYGLO LLC: Hires Patrick Gros as Accountants
---------------------------------------------
FlyGlo, LLC seeks authorization from the U.S. Bankruptcy Court for
the Eastern District of Louisiana to employ Patrick J. Gros, CPA, A
Professional Accounting Corporation as accountants, nunc pro tunc
to May 1, 2017.

The Debtor requires the accounting firm to:

   (a) prepare required budgets and pro-forma statements,
       including cash flow estimates, as requested by the Debtor,
       court or legal counsel;

   (b) prepare financial statements monthly to include in the
       Monthly Operating Reports submitted to the Office of the
       U.S. Trustee;

   (c) prepare the Monthly Operating Reports and all sub-schedules

       and attachments to submit to the OUST;

   (d) prepare all requested long term pro-forma cash flow
       statements as requested to prove financial feasibility of
       the bankruptcy confirmation plan; and

   (e) provide expert testimony on any accounting areas related to

       the case if requested by legal counsel, including but not
       limited to, feasibility of the confirmation plan.

The accounting firm will be paid at these hourly rates:

       Partner                     $195
       Manager                     $140
       Senior Accountant           $105
       Staff Accountant            $85

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

The firm has not received a retainer.  However, pursuant to the
Application, the firm seeks payment of a $4,000 retainer and
monthly payments to be held in Trust pending the approved fee
application by Order of the Court.

Patrick J. Gros, owner and president of the accounting 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 Debtor and its estate.

The firm can be reached at:

       Patrick J. Gros
       PATRICK J. GROS, CPA,
       A PROFESSIONAL ACCOUNTING CORP.
       651 River Highland Blvd.
       Covington, LA 70433
       Tel: (985) 898-3512
       Fax: (985) 871-9600

                        About FlyGLO LLC

FlyGLO, LLC filed a Chapter 11 bankruptcy petition (Bankr. E.D. La.
Case No. 17-11015) on April 23, 2017.  The petition was signed by
Calvin C. "Trey" Fayard, III, chief executive officer.  In its
petition, the Debtor estimated $10 million to $50 million in both
assets and liabilities.

The Hon. Elizabeth W. Magner presides over the case.  Heller,
Draper, Patrick, Horn & Dabney, LLC represents the Debtor as
counsel.

No trustee or official committee has been appointed.



FTE NETWORKS: Incurs $3.99 Million Net Loss in First Quarter
------------------------------------------------------------
FTE Networks, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common shareholders of $3.99 million on $5.08
million of revenues, net of discounts, for the three months ended
March 31, 2017, compared to a net loss attributable to common
shareholders of $1.11 million on $2.09 million of revenues, net of
discounts, for the same period during the prior year.

As of March 31, 2017, FTE Networks had $17.93 million in total
assets, $27.99 million in total liabilities, $437,380 in total
temporary equity, and a total stockholders' deficiency of $10.49
million.

As of March 31, 2017, the Company has an accumulated deficit of $23
million.  In addition, the Company has negative working capital of
$2 million as of March 31, 2017.  On April 20, 2017, in conjunction
with the acquisition of Benchmark, Lateral amended its existing
credit facility to provide for approximately $10.1 million towards
the cash purchase price, and extended the maturity date of the
existing credit facility to March 31, 2019. Additionally, the
Company, in conjunction with the Benchmark acquisition, took on
approximately $50 million dollars of debt, $12,500,000 which
matures on April 20, 2019, $30,000,000 which matures on April 20,
2020, and $7,500,000 which matures on
Oct. 20, 2018.  With Benchmark's 2016 annual revenues of $386
million and a backlog as of March 31, 2017, of $216 million,
combined with the Company’s backlog as of March 31, 2017, of
$32.5 million, the Company believes that it has the ability to
support this additional debt and fund all current operations,
thereby mitigating this uncertainty.  However, if needed, there is
no assurance that additional financing will be available or that
management will be able to obtain and close financing on terms
acceptable to the Company, enter into an acceptable installment
plan with the IRS, which is scheduled to be presented in the third
quarter of 2017, or whether the Company will become profitable and
generate positive operating cash flow.  If the Company is unable to
raise sufficient additional funds or generate positive operating
cash flow, it will have to develop and implement a plan to further
extend payables and reduce overhead until sufficient additional
capital is raised to support further operations.  The Company said
there can be no assurance that such a plan will be successful.

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

                     https://is.gd/3yT7qf

                      About FTE Networks

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

FTE Networks reported a net loss of $6.23 million for the year
ended Dec. 31, 2016.  The Company also reported a net loss of $3.55
million for the year ended Sept. 30, 2015.  As of Dec. 31, 2016,
FTE Networks had $14.73 million in total assets, $24.59 million in
total liabilities, $437,380 in total temporary equity and a $10.30
million total stockholders' deficiency.


GATOR EQUIPMENT: May Use Cash Through Plan Effective Date
---------------------------------------------------------
The Hon. Robert Summerhays of the U.S. Bankruptcy Court for the
Western District of Louisiana has entered an agreed final order
extending Gator Equipment Rentals of Iberia, LLC, et al.'s use of
cash collateral through the effective date of the Debtor's plan of
reorganization.

Any and all other provisions of the interim court order, to the
extent not expressly modified, will continue in full force and
effect.

An interim court order authorizing the use of cash collateral and
providing adequate protection was entered by the Court on Dec. 20,
2016, and extended by the parties through May 18, 2017.  With the
consent of Regions Bank and Gator Equipment Rentals, L.L.C., the
interim court order, as may have been modified, be and is made
final.

                  About Gator Equipment Rentals

Gator Equipment Rentals of Iberia, LLC, Gator Equipment Rental of
Fourchon, LLC, Gator Crane Services, LLC, and Gator Equipment
Rentals, LLC, are engaged in the equipment rental business.  Most
of the equipment rented is used in the construction and oil and gas
industries.

The Debtors filed Chapter 11 petitions (Bankr. W.D. La. Lead Case
Nos. 16-51667) on Dec. 5, 2016.  Judge Robert Summerhays oversees
the Debtors' cases.  The Debtors are represented by Paul Douglas
Stewart, Jr., Esq., Brandon A. Brown, Esq., and Ryan J. Richmond,
Esq., at Stewart Robbins & Brown LLC.  They also have employed
BlackBriar Advisors, LLC to provide a chief restructuring officer;
and Gordon Brothers Asset Advisors, LLC, as equipment appraisers.

Gator Equipment Rentals of Iberia and Gator Equipment Rentals of
Fourchon each listed under $50,000 in assets and between $1 million
and $10 million in liabilities.  Gator Crane Service, and Gator
Equipment Rentals listed between $1 million and $10 million in both
assets and liabilities.


GENON ENERGY: To File Ch. 11 With Plan Backed by NRG, Noteholders
-----------------------------------------------------------------
NRG Energy Inc., the biggest U.S. independent power producer, said
in a regulatory filing that it is proposing to restructure the debt
of its generation unit GenOn Energy Inc. and to provide $243
million in cash as part of a prearranged bankruptcy.

During the week of May 15, 2017, NRG, GenOn and an ad hoc committee
of certain holders of GenOn's outstanding senior unsecured notes
(the "GenOn Notes"), and certain holders of GenOn Americas
Generation, LLC's ("GAG") outstanding senior unsecured notes, and
each of their respective advisors, participated in meetings in
pursuit of a settlement of potential causes of action and a
restructuring of GenOn's and GAG's indebtedness.

On May 19, 2017, GenOn, NRG and the Ad Hoc Committee came to an
agreement in principle with respect to the terms of a consensual
restructuring regarding GenOn's and GAG's indebtedness and
settlement of claims, subject to corporate and credit committee
approvals and definitive documentation.

On May 22, 2017, NRG entered into a Consent Agreement with GenOn
and the holders of the Notes signatory thereto, whereby GenOn, NRG
and the Consenting Holders have agreed to use commercially
reasonable efforts and work in good faith to support and negotiate
definitive documentation for the reorganization of GenOn's capital
structure in accordance with the terms of the Agreed Term Sheet,
subject to GenOn's right to terminate the Consent Agreement and its
obligations thereunder, solely as to GenOn, at any time.  In
exchange for such support, the Consenting Holders will receive a
pro rata share of the early consent/participation fee set forth in
the Agreed Term Sheet.

A copy of the Consent Agreement is available for free at:

                      https://is.gd/F0Fwd1

             90% Now Parties to Consent Agreement

As of May 22, 2017, 39 institutions holding, in the aggregate,
approximately 60.6% of aggregate principal amount of GenOn Notes
and greater than two-thirds of the aggregate principal amount of
GAG Notes signed the Consent Agreement to support the Agreed Term
Sheet.

On May 19, 2017, a group of six members of an ad Hoc group of
holders of GenOn's outstanding senior unsecured notes, purporting
to hold approximately 27% of the GenOn Notes, informed GenOn, NRG
and the Ad Hoc Committee that it opposes the Agreed Term Sheet and
on May 21, the Dissenting Committee provided a counterproposal to
the Agreed Term Sheet.  A copy of the counterproposal is available
at https://is.gd/WkX5Ew

Pursuant to the Consent Agreement, NRG, GenOn and the Consenting
Holders have agreed to use commercially reasonable efforts and work
in good faith to support and negotiate definitive documentation
consistent with an agreement in principle regarding the terms of a
consensual restructuring of GenOn's and GAG's indebtedness and a
settlement of claims against NRG and certain other parties (the
"Agreed Term Sheet"), subject to corporate and credit committee
approvals and certain termination rights.

According to a May 26 regulatory filing, as a result of additional
holders of GenOn Notes and GAG Notes executing signature pages to
the Consent Agreement and the acquisition of additional GenOn Notes
and GAG Notes by original signatories, holders representing greater
than 90% in aggregate principal amount of the GenOn Notes and
greater than 90% in aggregate principal amount of the GAG Notes are
now parties to the Consent Agreement in support of the Agreed Term
Sheet.

The proposed terms of the consensual restructuring that has been
agreed upon in principle between GenOn, NRG, and the Ad Hoc
Committee are set forth in the Agreed Term Sheet (the "Proposed
Restructuring"), which includes a settlement and release of all
outstanding claims against NRG and certain related parties, on the
one hand, and GenOn and its stakeholders, on the other hand.  The
Proposed Restructuring and settlement would be implemented through
voluntary cases filed by GenOn, GAG and certain of their respective
subsidiaries under Chapter 11 of the United States Bankruptcy
Code.

The parties continue negotiating, documenting and finalizing a
Restructuring Support Agreement (the "RSA").  Consistent with the
Consent Agreement, the parties have agreed to extend the term of
the Consent Agreement to 11:59 p.m. Eastern Time, on May 31, 2017
(the "Termination Time"), to facilitate such negotiations.  The
Consent Agreement will terminate according to its terms on the
earlier of the Termination Time (unless further extended) or the
execution and delivery of the RSA; provided that GenOn has the
right to terminate the Consent Agreement, solely as to GenOn, at
any time upon delivery of written notice to the other parties,
provided that such termination will not affect a termination of the
Consent Agreement as between the Consenting Holders and NRG.

                      Consideration From NRG

As a condition precedent to the Proposed Restructuring, NRG will
only agree to provide cash and non-cash consideration if the Agreed
Term Sheet and Proposed Restructuring is supported by greater than
50% of aggregate principal amount of GenOn Notes and greater than
50% of aggregate principal amount of GAG Notes.  NRG has agreed to
provide cash settlement consideration of $243 million.  If the
Agreed Term Sheet and Proposed Restructuring is supported by
holders of greater than two-thirds of aggregate principal amount of
GenOn Notes and two-thirds of aggregate principal amount of GAG
Notes prior to the commencement of the chapter 11 cases, NRG will
contribute an additional $18.3 million in cash to the overall
settlement.

Further, under the Proposed Restructuring, NRG will allow for and
facilitate a transition of shared services but will continue to
provide such services during the transition period as follows: (i)
NRG will provide GenOn with transition services at a rate of $84
million on an annualized basis during the pendency of chapter 11
cases; (ii) NRG will provide shared services at no charge for two
months post-emergence; and (iii) NRG will provide GenOn with an
option for up to two, one-month extensions for transition services
at an annualized rate of $84 million post-emergence.  In addition,
consistent with the agreement reached between GenOn and NRG in
connection with the recent new secured notes offering, GenOn will
retain a $27 million credit against amounts owed to NRG for the
post-petition period under the current shared services agreement.
As it relates to certain projects on GenOn and GAG properties, NRG
and GenOn will cooperate in good faith to maximize the value of
such assets and to ensure that adjacent projects will not be
materially adversely impacted by the economic implications of any
such projects.

                 Terms of Proposed Restructuring

Terms of the Proposed Restructuring are:

   * NRG SETTLEMENT TERMS

     Subject to certain conditions, in exchange for full releases
from GenOn, GAG and the Ad Hoc Committee, NRG will provide
settlement consideration of $243 million in cash, continued and
amended shared services, retention of certain historic pension
liabilities under the existing NRG pension plans (including
approximately $13.1 million of 2017 pension contributions due on
account of GenOn employees, which will be applied to the $120
million underfunding amount), and other consideration in varying
forms. In addition, NRG will consent to the cancellation of its
equity interests in GenOn and will be entitled to the related
worthless stock deduction for federal income tax purposes.

   * NRG FACILITY

     Any drawn amounts and existing letters of credit are expected
to remain outstanding for duration of any bankruptcy proceedings
and replaced by an exit facility on the effective date of a plan,
and any outstanding borrowings are to be repaid in full at
emergence.

   * GENON NOTEHOLDERS

     (a) To receive 100% of the equity of reorganized GenOn,
together with the other consideration contemplated by the Proposed
Restructuring.

     (b) Early Consent / Participation Fee is $75.0 million to be
earned by participating holders of GenOn Notes, plus accrued and
unpaid interest upon signing up to the Agreed Term Sheet no later
than May 22, 2017 at 2:30 p.m. Eastern Time (which deadline may be
extended or waived at GenOn's sole discretion) and to be paid on
the effective date of a plan (this amount is contemplated by the
NRG settlement).

     (c) Holders of GenOn Notes will grant full releases to GenOn
and NRG.

   * GAG NOTEHOLDERS

     (a) To receive cash in the amount of $920 per $1,000 principal
amount of such GAG Notes, plus accrued and unpaid interest through
the date of the initial bankruptcy petition filing. Claim size will
increase beginning six months after the filing date at a 6% annual
ticking fee.

     (b) Early Consent / Participation Fee is $14.1 million to be
earned by holders of GAG Notes who participate in the settlement,
plus accrued and unpaid interest upon signing up to the Agreed Term
Sheet no later than May 22, 2017 at 2:30 p.m. Eastern Time (which
deadline may be extended or waived at GenOn's sole discretion) and
to be paid on the effective date of a plan (this amount is
contemplated by the NRG settlement).  

     (c) Holders of GAG Notes will grant full releases to GenOn and
NRG.

If the Proposed Restructuring is implemented, it will result in the
elimination of approximately $1.830  billion of GenOn's and $695
million of GAG's outstanding indebtedness.  

As used in the Confidential Materials, Projected Total Adjusted
EBITDA reflects the applicable entities' allocation of existing
shared services at a charge of $192.6 million, as allocated based
on historical practices.  The Proposed Restructuring is subject to
the negotiation and execution of certain definitive documentation,
including a Restructuring Support Agreement (the "RSA") to be
entered into with certain stakeholders, including NRG and the
holders of the Notes represented by the Ad Hoc Committee.  

GenOn expects the RSA to be executed in the near term, but there is
no assurance this will occur.

The Proposed Restructuring also contemplates a proposed issuance of
$700 million in new notes to be backstopped by the steering
committee members of the Ad Hoc Committee in exchange for a 5% fee.
All holders of GenOn Notes that execute the RSA and steering
committee members of the Ad Hoc Committee who are also holders of
GAG Notes are eligible to participate in the financing on a pro
rata basis.

It is currently contemplated that in connection with, and
contingent upon, additional definitive documentation of the
agreement in principle reflected in the Agreed Term Sheet, the
funds currently held in escrow pursuant to the recent offering of
10.500% senior secured first lien notes due 2022 will be returned
to bondholders, plus interest accrued to date and the 4% breakage
fee.

The Proposed Restructuring reflects an agreement in principle
between GenOn, NRG, and the Ad Hoc Committee and remains subject to
definitive documentation.  GenOn and its advisors intend to
continue negotiating the terms of the Proposed Restructuring with
the Ad Hoc Committee and additional stakeholders.  The Proposed
Restructuring will ultimately be subject to approval of certain
stakeholders, including NRG, the Ad Hoc Committee and the board of
GenOn.  There can be no assurance that the Proposed Restructuring
and settlement will occur on the proposed terms or at all.

                        Parties' Advisors

GenOn Energy:

         Mac McFarland, Chief Executive Officer
         GenOn Energy, Inc.
         804 Carnegie Center
         Princeton, NJ 08540
         E-mail: mac@genon.com

GenOn Energy's attorneys:

         David R. Seligman, P.C., Esq.
         Steven N. Serajeddini, Esq.
         Kirkland & Ellis LLP
         300 North LaSalle Street
         Chicago, IL 60654
         E-mail: david.seligman@kirkland.com
                 steven.serajeddini@kirkland.com

NRG Energy:

         Brian Curci, General Counsel
         NRG Energy, Inc.
         804 Carnegie Center
         Princeton, NJ 08540-6213
         E-mail:  brian.curci@nrg.com

NRG Energy's attorneys:

         C. Luckey McDowell, Esq.
         Ian E. Roberts, Esq.
         Baker Botts LLP
         2001 Ross Avenue
         Dallas, Texas 75201
         E-mail: luckey.mcdowell@bakerbotts.com
                 ian.roberts@bakerbotts.com

               - and -

         Emanuel C. Grillo, Esq.
         Baker Botts LLP
         30 Rockefeller Plaza No. 4340
         New York, NY 10112
         E-mail: emanuel.grillo@bakerbotts.com

Attorneys for Ad Hoc Group of Holders:

         Keith H. Wofford, Esq.
         Stephen Moeller-Sally, Esq.
         Marc B. Roitman, Esq.
         Ropes & Gray LLP
         1211 Avenue of the Americas
         New York, New York 10036
         Fax: 212.596.9090
         E-mail: keith.wofford@ropesgray.com
                 ssally@ropesgray.com
                 marc.roitman@ropesgray.com

                  About GenOn Energy

GenOn Energy, Inc. and its affiliates are wholesale power
generation subsidiaries of NRG Energy Inc., which is a competitive
power company that produces, sells and delivers energy and energy
services, primarily in major competitive power markets in the U.S.
GenOn is an indirect wholly-owned subsidiary of NRG.  GenOn was
incorporated as a Delaware corporation on Aug. 9, 2000, under the
name Reliant Energy Unregco, Inc.  GenOn Americas Generation and
GenOn Mid-Atlantic are indirect wholly owned subsidiaries of GenOn.
GenOn Americas Generation was formed as a Delaware limited
liability company on Nov. 1, 2001, under the name Mirant Americas
Generation, LLC.  GenOn Mid-Atlantic was formed as a Delaware
limited liability company on July 12, 2000, under the name Southern
Energy Mid-Atlantic, LLC.  GenOn Mid-Atlantic is a wholly-owned
subsidiary of NRG North America and an indirect wholly owned
subsidiary of GenOn Americas Generation.  The GenOn entities are
engaged in the ownership and operation of power generation
facilities; the trading of energy, capacity and related products;
and the transacting in and trading of fuel and transportation
services.

GenOn Energy reported net income of $81 million on $1.86 billion
of
total operating revenues for the year ended Dec. 31, 2016,
compared
to a net loss of $115 million on $2.37 billion of total operating
revenues for the year ended Dec. 31, 2015.

The Company's independent auditors issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016.  KPMG LLP, in Philadelphia, Pennsylvania,
noted that GenOn does not have sufficient liquidity to satisfy its
obligations as of Dec. 31, 2016.

As of March 31, 2017, GenOn Energy had $4.81 billion in total
assets, $4.51 billion in total liabilities and $304 million in
total stockholders' equity.


GREEN FUEL: Unsecureds to be Paid Quarterly Over 60 Months
----------------------------------------------------------
Unsecured creditors of Green Fuel Technologies will receive
quarterly payments for their claims over a 60-month period,
according to the company's latest plan to exit Chapter 11
protection.

Under the latest plan, the company proposes to pay Class 6
unsecured claims in full with interest at the rate of 3.5% per
annum by making quarterly payments on a pro rata basis over a
period of 60 months.

Starting on the effective date, Green Fuel will begin making
interest-only payments to unsecured creditors for 12 months.
Beginning in the 13th month of the plan, the company will make
principal and interest payments to unsecured creditors for 48
months.  

Green Fuel estimates that Class 6 unsecured creditors will receive
payment of 100% of their claims.  Class 6 is impaired.

The latest plan classified the priority tax claim recently filed by
the State of California in Class 2.  The amount of claim is
$5,789.6.  

Green Fuel will pay the allowed Class 2 claim over a 12-month
period in equal monthly installments, with interest at the rate of
4% per annum.  Payments will start on the effective date of the
plan.  Class 2 is impaired, according to the company's latest
disclosure statement filed on May 18 with the U.S. Bankruptcy Court
in Arizona.

A copy of the second amended disclosure statement is available for
free at https://is.gd/cYgUUE

                 About Green Fuel Technologies

Based in Phoenix, Arizona, Green Fuel Technologies was established
as an alternative energy company in 1999.

The Debtor filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
17-00594) on Jan. 20, 2017.  The petition was signed by John Casey,
managing member.  At the time of the filing, the Debtor estimated
$1 million to $10 million in both assets and liabilities.  

The case is assigned to Judge Brenda Moody Whinery.  Pernell W.
McGuire, Esq., at Davis Miles McGuire Gardner, PLLC, serves as the
Debtor's bankruptcy counsel.

On April 11, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


GUP'S HILL: Unsecureds to Get Full Payment With 4.0% Over 60 Months
-------------------------------------------------------------------
Gup's Hill Plantation, LLC, filed with the U.S. Bankruptcy Court
for the District of South Carolina a fourth amended disclosure
statement dated May 17, 2017, referring to the Debtor's plan of
reorganization.

There are two classes of General Unsecured Claims:

     a. Class 10 Claims are all unsecured claims other than
        disputed claims.  Class 10 Claims will be paid in full,
        with interest at 4.0% in equal payments over 60 months,
        starting on the effective date.  For convenience sake,
        Debtor reserves the right to pay in full at any time any
        claim under $1,000.  There are 7 claims in this class;

     b. Class 11 Claims are disputed unsecured claims.  The only
        claim in this class will be the disputed Apex II Claim.  
        It will not be possible to pay this Class 11 Claim
        anything under the Plan.

The Debtor's instant Plan of Reorganization proposes to reorganize
its otherwise secured debts through the instant plan and to fund
the same with the operating earnings of the performing assets of
the Debtor and the sale of other assets of Debtor.  Payments and
distributions under the Plan will be funded by the continued
operations of the Debtor of its hotel, its commercial and
residential rental properties and its timberland and by the sale of
selected assets.

After the Effective Date of the order confirming the Plan, the
directors, officers, and voting trustees of the Debtor will be:
Bettis C. Rainsford, who will retain and acquire ownership of 100%
of the Debtor pursuant to his contribution to the Debtor of "new
value" in the amount of $100,000 and the continuation of his
guarantees of many of the Debtor's liabilities.  The
responsibilities and compensation of this post-confirmation manager
are described in this Disclosure Statement.

The Fourth Amended Disclosure Statement is available at:

            http://bankrupt.com/misc/scb15-04492-403.pdf

                         About Gup's Hill

Gup's Hill Plantation, LLC, owns a hotel called the Edgefield Inn,
commercial and residential real estate properties, and timberland
properties.

Gup's Hill Plantation, LLC -- aka Edgefield Inn, LLC and aka
Rainsford Holdings, LLC -- filed a Chapter 11 petition (Bankr. D.
S.C. Case No. 15-04386) on Aug. 18, 2015.  The Hon. David R. Duncan
presides over the case.  Carl F. Muller, Esq., at Carl F. Muller,
Attorney At Law, P.A., serves as the Debtor's counsel.  The
petition was signed by Bettis C. Rainsford, sole member.


HARRINGTON & KING: Cash Collateral Use Extended Until June 2
------------------------------------------------------------
Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the
Northern District of Illinois entered an agreed order granting
Harrington & King Perforating Co. and Harrington & King South
Inc.'s authority to use cash collateral through June 2, 2017.  The
Debtors and Inland Bank & Trust have agreed to the continued use of
cash collateral, pending a further hearing.  The Debtor's motion to
use cash collateral is continued to June 1, 2017 at 10:00 a.m.

A full-text copy of the Agreed Order, dated May 18, 2017, is
available at https://is.gd/89aY8l

              About The Harrington & King Perforating

The Harrington & King Perforating Co., Inc., and Harrington & King
South Inc. are in the business of manufacturing perforating metal
sheets and rolled coils of varying gauges and types to produce hole
patterns of various sizes, shapes, and spacing. Most of the work is
done to customer specifications and consists of high value-added
jobs, not typical of most metal punching. The products are used in
automotive, acoustics, architecture, food and pharmaceutical
straining and filtering, interior design, manufacturing, safety
flooring, pollution control, transportation and mining cleaning and
grading, electronics and other fields.

The Harrington & King Perforating Co., Inc., and Harrington & King
South Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ill. Case Nos. 16-15650 and 16-15651) on May 7,
2016.  The petitions were signed by Greg McCallister, chief
restructuring officer and chief operating officer.  The cases are
jointly administered under Case No. 16-15650.  

The Debtors each estimated assets and liabilities in the range of
$1 million to $10 million.

The cases are assigned to Judge Deborah L. Thorne.

The Debtors engaged William J. Factor, Esq., at The Law Office of
William J. Factor, Ltd., as bankruptcy counsel.  The Debtors tapped
Patricia A. Shlonsky, Esq., and Ulmer & Berne LLP as Special
Counsel; Miles P. Cahill, Esq. at Spiegel & Cahill, P.C. as Special
Workers' Compensation Counsel; Vito Mitria and the Beacon
Management Advisors LLC as Financial Advisor; Larry Goldwasser and
Cushman & Wakefield of Illinois, Inc. as real estate broker.

The Official Committee of Unsecured Creditors of The Harrington &
King Perforating Co., Inc. and Harrington & King South Inc. retains
Thomas R. Fawkes, Esq. and Brian J. Jackiw, Esq. of Goldstein &
McClintock LLLP as its legal counsel.  The Committee tapped John B.
Pidcock and Conway MacKenzie, Inc. as its financial advisor.


HOMEJOY LLC: Unsecured to Recover 3.23% Under Chapter 11 Exit Plan
------------------------------------------------------------------
Homejoy LLC will set aside $75,000 to pay general unsecured
creditors, according to the company's proposed plan to exit Chapter
11 protection.

Class 3 general unsecured creditors assert a total of $2,319,870.53
in claims.  According to the plan, as part of the company's
settlement with creditors, a total of $75,000 will be distributed
on a pro rata basis to general unsecured creditors.  This will
result in an estimated distribution of 3.23% if all timely filed
Class 3 claims are allowed in the amounts asserted.

If any of the Class 3 claims are disallowed by the court, the
estimated distribution will increase.

The distribution is expected to be made within the later of 30 days
following the effective date of the plan; and 30 days after the
final disputed Class 3 claim is resolved by final order.

The plan will be funded from unencumbered cash and any recoveries
obtained by the company from causes of action.  As of March 31,
Homejoy was holding unencumbered cash in the amount of $1.233
million, according to the company's disclosure statement filed on
May 18 with the U.S. Bankruptcy Court for the Northern District of
California.

A copy of the disclosure statement is available for free at
https://is.gd/7IebwV

                     About Homejoy LLC

Homejoy (assignment for the benefit of creditors) LLC is the
assignee and special-purpose entity formed by Sherwood Management,
LLC for the benefit of creditors of Homejoy, Inc.  The assignment
went effective on August 5, 2015.  

Prior to the assignment, Homejoy, Inc. was primarily in the
business of providing an on-line database and directory for
consumers to find and hire home cleaning and janitorial services.

Homejoy LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Calif. Case No. 15-53931) on December 15, 2015.
The petition was signed by Tim J. Cox, responsible individual.

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

Judge Elaine E. Hammond presides over the case.  Ron Bender, Esq.,
and John-Patrick M. Fritz, Esq., at Levene, Neale, Bender Yoo &
Brill LLP, represent the Debtor as bankruptcy counsel.   The Debtor
hired Fineman West & Company, LLP as its accountant.

The Office of the U.S. Trustee appointed a committee to represent
unsecured creditors.


HOOPER TIMBER: Hearing on Disclosure Statement Set for June 8
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Tennessee is
set to hold a hearing on June 8 to consider approval of the
disclosure statement, which explains the proposed Chapter 11 plan
of reorganization for Hooper Timber Company, LLC.

The hearing will be held at 9:30 a.m., at Courtroom 680, 200
Jefferson Avenue, Memphis, Tennessee.  Objections are due by May
30.

The plan proposes to pay Class 6 general unsecured creditors 100%
of their allowed claims in 120 equal monthly installments starting
on the effective date of the plan.  

                       About Hooper Timber

Hooper Timber Company, LLC, was founded in 2004 by Timmy Hooper,
who continues as sole member.  The Debtor has two lines of
business, harvesting and sale of timber and the manufacture of
railroad ties.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Tenn. Case No. 16-29970) on Oct. 28, 2016.  The
petition was signed by Timothy D. Hooper, member.  At the time of
the filing, the Debtor estimated assets and liabilities of less
than $1 million.

Russell W. Savory, Esq., at Beard & Savory, PLLC, serves as the
Debtor's legal counsel.

On April 26, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


HPIL HOLDINGS: Will Sponsor WTFSKF World Karate Championship
------------------------------------------------------------
HPIL Holding entered into an Addendum to the Brand License
Agreement made by and between the World Traditional Shotokan
Karate-Do Federation, the Licensor, and HPIL HOLDING, the Licensee,
originally signed on Dec. 29, 2014.

Pursuant to the Addendum, the Licensee, HPIL HOLDING will sponsor
the WTFSKF World Karate Championship as well as The International
Karate Gasshuku every year during the term of the original Brand
License Agreement.  Furthermore, the Licensor, has granted to the
Licensee, specifically, the exclusive use of its "Licensed Brand
and Trademarks" and its "Licensed Products" and the exclusive
"Sponsorship" of the two events and, in general, the exclusive
sponsorship of any such similar event, from year to year, during
the term of the Brand License Agreement.

HPIL intends to advance the development of Licensor's products,
programs and projects, and will have the exclusive right to the
broadcast of a radio or television or internet broadcast of these
events and will share in the profits from such events with the
Licensor.

Confidential treatment has been requested for certain portions of
this Agreement.  Omitted portions have been filed separately with
the Commission.

                     About HPIL Holding

HPIL Holding, formerly Trim Holding Group, was incorporated on Feb.
17, 2004, in the state of Delaware under the name TNT Designs, Inc.
A substantial part of the Company's activities were involved in
developing a business plan to market and distribute fashion
products.  On June 16, 2009, the majority interest in the Company
was purchased in a private agreement by Mr. Louis Bertoli, an
individual, with the objective to acquire and/or merge with other
businesses.  On Oct. 7, 2009, the Company merged with and into Trim
Nevada, Inc., which became the surviving corporation.  The merger
did not result in any change in the Company's management, assets,
liabilities, net worth or location of principal executive offices.
However, this merger changed the legal domicile of the Company from
Delaware to Nevada where Trim Nevada, Inc. was incorporated.  Each
outstanding share of TNT Designs, Inc. was automatically converted
into one share of the common stock of Trim Nevada, Inc.  Pursuant
to the merger, the Company changed its name from TNT Designs, Inc.
to Trim Holding Group and announced the change in the Company's
business focus to health care and environmental quality sectors.
Afterwards the Company determined it no longer needed its inactive
subsidiaries, and as such, all three subsidiaries were dissolved.
On May 21, 2012, the Company changed its name to HPIL Holding.

MNP LLP, in Mississauga, Ontario, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred
continuing losses and negative cash flows from operations.  These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.

The Company reported a net loss and comprehensive loss available to
common shareholders of $92,659 following a net loss and
comprehensive loss available to common shareholders of $456,589 for
the year ended Dec. 31, 2014.

As of Sept. 30, 2016, the Company had $6.80 million in total
assets, $80,875 in total liabilities, all current, $6.72 million in
total stockholders' equity.


ILLINOIS STAR: Hires Hoffman Slocomb as Special Counsel
-------------------------------------------------------
Illinois Star Centre, LLC seeks authorization from the U.S.
Bankruptcy Court for the Southern District of Illinois to employ
Hoffman Slocomb LLC, as special counsel for the
Debtor-in-Possession.

Prior to the filing of these proceedings, Paul T. Slocomb and the
law firm of Hoffman Slocomb LLC ("HS"), served as counsel for the
Debtor in matters relating to disputed bond obligations with the
City of Marion, Illinois and related litigation. The Debtor wants
the firm to continue to represent the estate in the disputed bond
litigation.

The Debtor requires HS to assist the Debtor in the negotiation and
litigation of its pending bond dispute matters. HS has specific
knowledge relating to the Debtor's bond dispute matters.

HS will charge the Debtor a flat fee of $10,000.00 plus 20% of any
recovery by way of lawsuit or settlement with the City of Marion,
Illinois and any other appropriate individuals and entities.

On the Petition Date, the Debtor owed HS less than approximately
$1,000.00 for pre-petition services rendered ("HS Pre-Petition
Claim"). In the 90 days prior to the filing date, HS was paid
$20,000.00 by the Debtor in the ordinary course of business. HS has
agreed to waive the Pre-Petition Claim.

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

Paul T. Slocomb, Esq., partner in the law firm of Hoffman Slocomb
LLC, assured the Court that the firm does not represent any
interest adverse to the Debtor and its estates.  He also stated
that the representation of HS as special counsel will not be
duplicative of the representation of Carmody MacDonald, P.C. as
Debtor's counsel. HS' representation will be limited to resolving
and litigating questions of law and fact with respect to the
ongoing bond dispute matters.

HS may be reached at:

      Paul T. Slocomb, Esq.
      Hoffman Slocomb LLC
      1115 Locust St, Suite 400
      St. Louis, MO 63101-1193
      Phone: 314-436-7800
      Fax: 314-231-0323

                  About Illinois Star Centre

Illinois Star Centre LLC owns the Illinois Star Centre Mall located
at 3000 W. Deyoung Street, Marion.  The mall, which is valued at
$5.5 million, offers more than 50 stores and restaurants and serves
the Southern Illinois Community with events that showcase local
talent.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Ill. Case No. 17-30691) on May 4, 2017.  The
petition was signed by Empire Tax Corp. by Dennis D. Ballinger,
Jr., managing member.

At the time of the filing, the Debtor disclosed $5.6 million in
assets and zero liability.

The case is assigned to Judge Laura K. Grandy.


INTREPID POTASH: Inks $40-M Sales Agreement with Cantor Fitzgerald
------------------------------------------------------------------
Intrepid Potash, Inc. entered into a Controlled Equity Offering
sales agreement with Cantor Fitzgerald & Co., as the sole agent,
which provides for the issuance and sale from time to time by the
Company of shares of common stock, par value $0.001 per share, of
the Company, having an aggregate gross sales price of up to
$40,000,000.  The Shares have been registered under the Securities
Act of 1933, as amended, pursuant to the Company's Registration
Statement on Form S-3 (File No. 333-209888), filed with the
Securities and Exchange Commission on March 2, 2016, and a
prospectus, which consists of a base prospectus, filed with the
Commission on March 2, 2016, and a prospectus supplement, dated May
26, 2017.  Sales of the Shares, if any, may be made by any method
permitted by law deemed to be an "at the market offering" as
defined in Rule 415(a)(4) of the Securities Act, including sales
made directly on or through the New York Stock Exchange or any
other existing trading market for the Shares, in negotiated
transactions at market prices prevailing at the time of sale or at
prices related to such prevailing market prices and/or any other
method permitted by law.  The Company intends to use the net
proceeds from the offering for general corporate purposes, which
may include, among other things, the repayment of indebtedness
under its senior notes or revolving credit facility, acquisitions
and funding capital expenditures.

The Sales Agreement, dated May 26, 2017, contains customary
representations, warranties and agreements by the Company,
including obligations of the Company to indemnify the Agent for
certain liabilities under the Securities Act.  Under the terms of
the Sales Agreement, the Company will pay the Agent a commission
equal to 3.0% of the gross proceeds from sales of the Shares.  In
addition, the Company has agreed to pay certain expenses incurred
by the Agent in connection with the offering.

The Agent and certain of its affiliates have provided from time to
time, and may provide in the future, investment and commercial
banking and financial advisory services to the Company and its
affiliates in the ordinary course of business, for which they have
received and may continue to receive customary fees and
commissions.

                   About Intrepid Potash

Intrepid Potash -- http://www.intrepidpotash.com/-- is the only
U.S. producer of muriate of potash and supplied approximately 9% of
the country's annual consumption in 2015.  Potash is applied as an
essential nutrient for healthy crop development, utilized in
several industrial applications and used as an ingredient in animal
feed.  Intrepid also produces a specialty fertilizer, Trio(R),
which delivers three key nutrients, potassium, magnesium, and
sulfate, in a single particle.

Intrepid serves diverse customers in markets where a logistical
advantage exists; and is a leader in the utilization of solar
evaporation production, one of the lowest cost, environmentally
friendly production methods for potash.  After the idling of its
West mine in July 2016, Intrepid's production will come from three
solar solution potash facilities and one conventional underground
Trio(R) mine.

Intrepid reported a net loss of $66.63 million on $210.9 million of
sales for the year ended Dec. 31, 2016, compared to a net loss of
$524.8 million on $287.2 million of sales for the year ended Dec.
31, 2015.

As of March 31, 2017, Intrepid had $539.08 million in total assets,
$131.04 million in total liabilities and $408.04 million in total
stockholders' equity.


ITUS CORP: Posts $160,489 Net Income for Second Quarter
-------------------------------------------------------
ITUS Corporation filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing net income of $160,489
on $0 of revenue for the three months ended April 30, 2017,
compared to a net loss of $1.27 million on $0 of revenue for the
three months ended April 30, 2016.

For the six months ended April 30, 2017, ITUS recognizeda net loss
of $1.42 million on $0 of revenue compared to a net loss of $2.86
million on $0 of revenue for the same period during the prior
year.

As of April 30, 2017, ITUS had $7.24 million in total assets, $3.66
million in total liabilities and $3.58 million in total
shareholders' equity.

"Based on currently available information as of May 25, 2017, we
believe that our existing cash, cash equivalents, short-term
investments and expected cash flows from operations will be
sufficient to fund our activities and debt obligations for the next
12 months," the Company stated in the filing.  "However, our
projections of future cash needs and cash flows may differ from
actual results.  To date, we have relied primarily upon cash from
the public and private sale of equity and debt securities to
generate the working capital needed to finance our operations.  If
current cash on hand, cash equivalents, short term investments and
cash that may be generated from our business operations are
insufficient to continue to operate our business and repay our
indebtedness, we will be required to obtain more working capital.
We may seek to obtain working capital through sales of our equity
securities or through bank credit facilities or public or private
debt from various financial institutions where possible and as
permitted pursuant to our existing indebtedness.  We cannot be
certain that additional funding will be available on acceptable
terms, or at all.  If we do identify sources for additional
funding, the sale of additional equity securities or convertible
debt could result in dilution to our stockholders.  Additionally,
the sale of equity securities or issuance of debt securities may be
subject to certain security holder approvals or may result in the
downward adjustment of the exercise or conversion price of our
outstanding securities.  We can give no assurance that we will
generate sufficient cash flows in the future to satisfy our
liquidity requirements or sustain future operations, or that other
sources of funding, such as sales of equity or debt, would be
available or would be approved by our security holders, if needed,
on favorable terms or at all.  If we fail to obtain additional
working capital as and when needed, it could have a material
adverse impact on our business, results of operations and financial
condition.  Furthermore, such lack of funds may inhibit our ability
to respond to competitive pressures or unanticipated capital needs,
or may force us to reduce operating expenses, which would
significantly harm the business and development of operations."

During the six months ended April 30, 2017, cash used in operating
activities was approximately $1,806,000.  Net cash used by
investing activities was approximately $1,514,000, which reflects
the purchase of certificates of deposit totaling $2,250,000, offset
by proceeds from the sale or maturity of certificates of deposit
totaling $750,000 and the purchase of property and equipment of
approximately $14,000.  Cash provided by financing activities was
approximately $3,709,000, representing net proceeds from the sale
of shares of common stock to Company shareholders through a rights
offering receiving proceeds of approximately $4,203,000 and the
exercise of stock options, offset by the redemption of the
Company's Series A Convertible Preferred Stock.  As a result, the
Company's cash, cash equivalents and short-term investments at
April 30, 2017, increased by approximately $1,889,000 to
approximately $5,127,000 from approximately $3,238,000 at the end
of fiscal year 2016.

On May 16, 2017, the Company completed a registered public offering
of 3,425,376 shares of common stock, generating net proceeds of
approximately $3,214,000.  The Company intends to use the net
proceeds from the offering for working capital and general
corporate purposes, including the potential payment of corporate
debt.  As of May 25, 2017, the Company has cash, cash equivalents
and short term investments of approximately $8,104,000.

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

                     https://is.gd/zeFx98

                     About ITUS Corporation

ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires
patented technologies for the purposes of patent monetization and
patent assertion.  The company currently has 10 patent portfolios
in the areas of Key Based Web Conferencing Encryption, Encrypted
Cellular Communications, E-Paper(R) Electrophoretic Display, Nano
Field Emission Display ("nFED"), Micro Electro Mechanical Systems
Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window
Frame Construction, VPN Multicast Communications, Internet
Telephonic Gateway, and Enhanced Auction Technologies.

CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014,
to reflect the Company's change in its business operations.

ITUS Corp reported a net loss of $5.01 million on $300,000 of
total revenue for the year ended Oct. 31, 2016, compared to a net
loss of $1.37 million on $9.25 million of total revenue for the
year ended Oct. 31, 2015.

Haskell & White LLP, in Irvine, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Oct. 31, 2016, citing that the Company has
limited working capital and limited revenue-generating operations
and a history of net losses and net operating cash flow deficits.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern.


JEJP LLC: Proposes Plan to Exit Chapter 11 Protection
-----------------------------------------------------
JEJP, LLC, has filed with the U.S. Bankruptcy Court for the
Southern District of Texas its proposed plan to exit Chapter 11
protection.

The plan of reorganization proposes the continuation of the
company’s business utilizing the profits to fund the plan over a
five to eight-year period.

Under the plan, Class 6, which consists of unsecured trade claims
of less than $500.01, will be paid in full on the effective date of
the plan.  There are 15 claims in this class for a total of
$3,534.12.

Creditors holding Class 7 unsecured trade claims will be paid 50%
of their claims in equal quarterly installments over five years.

The first payment will be made on the 15th day of the first month
of the first quarter following the effective date.  The anticipated
quarterly installment is in the amount of $8,038.58.

Class 7 consists of unsecured trade claims of more than $500.  Any
member of this class, which agrees to reduce its claim to $500 may
elect to be treated in Class 6 of the plan, according to JEJP's
disclosure statement filed on May 18.

A copy of the disclosure statement is available for free at  
https://is.gd/fxd8dU

                          About JEJP LLC

JEJP, LLC dba Precision Machined Products filed a Chapter 11
petition (Bankr. S.D. Tex. Case No. 16-33646) on July 22, 2016. The
petition was signed by Paul Williams, chairman.

The Debtor estimated assets of less than $100,000 and liabilities
of $1 million to $10 million at the time of the filing.

Judge David R. Jones presides over the case.  Julie Mitchell
Koenig, Esq., at Cooper & Scully, PC, represents the Debtor as
bankruptcy counsel.  The Debtor hired EEPB P.C. CPAs and Business
Advisors as its accountant.

An official committee of unsecured creditors has not yet been
appointed.


KEMPLON MARINE: Hires Dinnall Fyne & Company as Accountant
----------------------------------------------------------
Kemplon Marine, Inc., seeks authorization from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Dinnall Fyne &
Company, Inc., as accountant, nunc pro tunc to May 16, 2017.

The Debtor requires Dinnall Fyne to prepare all the financial
statements required to be submitted to the Office of the United
States Trustee and compile the financial information necessary to
prepare the Debtor's monthly operating reports.

Alan Fyne, CPA, partner in the firm Dinnall Fyne & Company, Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Dinnall Fyne may be reached at:

      Alan Fyne, CPA
      Dinnall Fyne & Company, Inc.
      1515 N. University Drive, Suite 101
      Coral Springs, FL 33071
      Phone: (954) 340-5696

                     About Kemplon Marine

Kemplon Marine, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
S.D. Fla. Case No. 17-15732) on May 5, 2017.  Mark S. Roher, Esq.,
at the Law Office of Mark S. Roher, PA serves as bankruptcy
counsel.  The Debtor's assets and liabilities are both below $1
million.


KEN'S CUSTOM: Court to Hold Combined Hearing on June 29
-------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois is
set to hold a hearing on June 29 to consider approval of Ken's
Custom Upholstery Inc.'s proposed Chapter 11 plan of reorganization
and disclosure statement.

The hearing will be held at 10:30 a.m., at Courtroom 613,
Bankruptcy Court, 219 S. Dearborn Street, Chicago, Illinois.  

Creditors have until June 22 to file their objections and cast
their votes accepting or rejecting the proposed plan.

The plan provides for payment of $31,295.12 to general unsecured
creditors.  Creditors will receive payments of $1,564.76 per
quarter over five years.  This amount will be sufficient to pay
general unsecured creditors 10% of their claims, according to the
plan.

                   About Ken's Custom Upholstery

Ken's Custom Upholstery Inc. is an Illinois corporation that
operates an upholstery business in Frankfort, Illinois.  Its
customers include commercial entities such as hotels and
restaurants, and consumer customers.

The Debtor filed a Chapter 11 petition (Bankr. N.D. Ill. Case No.
16-35268) on Nov. 4, 2016.  The petition was signed by its
President, Kenneth Kovie.  The Debtor estimated assets of less than
$100,000 and liabilities of less than $500,000.

The Debtor tapped David P. Lloyd, Esq., at David P. Lloyd Ltd., as
counsel, and Eileen Carrero and Eileen Carrero Financial Services
LLC as accountant.

On May 1, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


KINGDOM REAL ESTATE: Plan Outline Okayed, Plan Hearing on June 19
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas is set
to hold a hearing on June 19 to consider approval of the Chapter 11
plan of reorganization for Kingdom Real Estate Holdings & Wealth
Management LLC.

The hearing will be held at 10:00 a.m., at the Bankruptcy Court,
501 W. 10th Street, Fort Worth, Texas.

The court on May 18 approved the company's disclosure statement,
allowing it to start soliciting votes from creditors.  

Creditors are required to file their objections and cast their
votes accepting or rejecting the plan no later than five business
days prior to the hearing.

               About Kingdom Real Estate Holdings

Kingdom Real Estate Holdings & Wealth Management, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D.
Texas Case No. 16-44990) on Dec. 30, 2016.  John Aflatouni,
managing member, signed the petition.

At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of $1 million to $10 million.

Judge Russell F. Nelms presides over the case.  Joyce W. Lindauer
Attorney, PLLC represents the Debtor as bankruptcy counsel.

On March 30, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


LARKIN EXCAVATING: Seeks 6-Month Cash Access Pending Sale
---------------------------------------------------------
Larkin Excavating, Inc., seeks authorization from the U.S.
Bankruptcy Court for the District of Kansas to use its cash
collateral for the payment of its operating expenses for an initial
six month period.

The Debtor has sought for bankruptcy protection to enable the
Debtor to liquidate its assets through a sale.  Accordingly, the
Debtor requires the use of cash collateral as well as sufficient
time to pursue these avenues in order to maintain its business
operations and protect its ability to obtain the highest value for
its assets, ultimately, for recovery to its secured creditors.

Currently, the Debtor has no present alternative borrowing source
from which the Debtor could secure additional funding to operate
its business, and thus, the Debtor seeks permission to use cash
collateral for the payment of the reasonable and necessary
operating expenses identified on the Budget in order to continue
its business operations.

The proposed six month Budget provides total cash disbursements in
the aggregate sum of $208,000 for the month of May, $223,000 for
the month of June, $202,875 for the month of July, $283,000 for the
month of August, $311,000 for the month of September, and $275,500
for the month of October 2017.

The Debtor believes that in the event that the Court does not
authorize its use of cash collateral, the Debtor will be unable to
maintain its current business operations long enough to conduct a
sale.  As such, the Debtor adds that it will be seriously and
irreparably harmed without the use of cash collateral, which will
eventually result in significant losses to the Debtor's estate and
its creditors.

As of the Petition Date, the Debtor owed Central Bank of Midwest a
total principal balance of approximately $1,755,332, together with
interest and costs, which is secured by a valid first and prior
liens and security interests in and to essentially all assets of
the Debtor, which includes the real property owned by the Debtor,
equipment, vehicles, inventory, accounts receivable and proceeds.

The Debtor is also indebted to the Internal Revenue Service, in the
approximate amount of $875,239, which is also secured by the
prepetition collateral.

The Debtor proposes to provide Central Bank and the IRS with
replacement liens in and to all property of the bankruptcy estate
of the kind presently securing the indebtedness owing to Central
Bank and the IRS, and purchased or acquired with Central Bank's and
the IRS' cash collateral.

A full-text copy of the Debtor's Motion, dated May 19, 2017, is
available at https://is.gd/XCjUze

                    About Larkin Excavating

Larkin Excavating, Inc. -- http://larkinexcavating.com/-- provides
construction services and operates throughout the United States.
It owns a shop and office building located at 13575 Gilman Road,
Lansing, Kansas, valued at $453,500; a vacant land in Eisenhower
Road, Leavenworth, with a value of $300,000; and a track of real
property, identified by Larkin as the rock quarry and landfill, in
Leavenworth County, valued at $400,000.

Larkin Excavating sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Case No. 17-20890) on May 17, 2017.
John Larkin, president, signed the petition.  

At the time of the filing, the Debtor disclosed $3.46 million in
assets and $6.38 million in liabilities.  

Judge Dale L. Somers presides over the case.

The Debtor is represented by Joanne B. Stutz, Esq., at Evans &
Mullinix, P.A.


LIGHTING SCIENCE: Conflicts Minerals Report for 2016 Filed
----------------------------------------------------------
Lighting Science Group Corporation filed with the Securities and
Exchange Commission a conflict minerals report for the calendar
year ended Dec. 31, 2016, and is publicly available at
https://www.lsgc.com/pages/corporate-governance.

This Conflict Minerals Report has been prepared by management of
Lighting Science for the reporting period from Jan.1, 2016, to Dec.
31, 2016, pursuant to Rule 13p-1 promulgated under the Securities
Exchange Act of 1934, as amended.  The Rule was adopted by the
Securities and Exchange Commission to implement reporting and
disclosure requirements related to specified conflict minerals as
directed by the Dodd-Frank Wall Street Reform and Consumer
Protection Act of 2010.  The Rule imposes certain reporting
obligations on SEC registrants who manufacture or contract to
manufacture products containing Conflict Minerals which are
necessary to the functionality or production of their products.
"Conflict Minerals" are defined as cassiterite,
columbite-tantalite, gold, wolframite, and their derivatives, which
are limited to tantalum, tin, tungsten, and gold ("3TG") for the
purposes of this assessment.

Such registrants must conduct in good faith a reasonable country of
origin inquiry to determine whether any of the Conflict Minerals
which are necessary to the functionality or production of their
products originated in the Democratic Republic of the Congo or an
adjoining country, or are from recycled and scrap sources. If a
registrant has reason to believe that any of the Conflict Minerals
necessary to the functionality or production of its products may
have originated in the Covered Countries, or if it is unable to
determine the country of origin of those Conflict Minerals, then
the registrant must exercise due diligence on the Conflict
Minerals' source and chain of custody, and annually submit a
Conflict Minerals Report to the SEC that includes a description of
those due diligence measures.

LSGC was incorporated in Delaware in 1988.  The Company designs,
develops and markets advanced, environmentally sustainable and
differentiated illumination solutions that use light emitting
diodes as their exclusive light source.  The Company's product
portfolio includes LED-based retrofit lamps (replacement bulbs)
used in existing light fixtures as well as purpose-built LED-based
luminaires (light fixtures).  The Company's lamps and luminaires
are used for many common indoor and outdoor residential,
commercial, industrial and public infrastructure lighting
applications.  The Company has also developed LED lighting
technology that emits light at frequencies calibrated along the
visible spectrum to achieve specific biological effects.

The production or functionality of certain of its products requires
packaged LEDs and printed circuit boards, metal–oxide–
semiconductor field-effect transistors, magnetics and standard
electrical components such as capacitors, resistors and diodes used
in its power supplies that contain Conflict Minerals. Consequently,
the Company is subject to the disclosure and reporting requirements
of the Rule.

"We outsource substantially all of the manufacture and assembly of
our products to a number of contract manufacturers in Asia.  These
contract manufacturers purchase the components for our products
based on specifications that we provide them and provide the
necessary facilities and labor to manufacture our products. Certain
of our products use a custom LED package and may be sourced from a
limited number of suppliers.  Due to the complex design and
specifications of our products, as well as our evolving supply
chain, it is difficult to identify all sources upstream from our
direct suppliers and manufacturers."

"In accordance with the Rule and the instructions to Form SD, we
conducted a reasonable country of origin inquiry to determine the
origin of the Conflict Minerals which are necessary to the
functionality or production of our products.  Specifically, we
performed the following procedures:

   * Identified raw material components in our products that may
     contain one or more of the Conflict Minerals;

   * Identified finished goods that may contain one or more of the

     Conflict Minerals for which we contracted to manufacture the
     finished goods;

   * Identified the suppliers that provided the raw material
     components and finished goods for products that were
     manufactured during 2016 that may contain one or more of the
     Conflict Minerals;

   * Contacted the identified suppliers and provided them with a
     summary of the requirements of the Dodd-Frank Act and
     requested information (using a survey) from such suppliers
     regarding the use and origin of the Conflict Minerals;

   * Reviewed all responses received from suppliers based on our
     Conflict Minerals compliance process; and

   * Compared smelters and refiners identified by the supply chain

     survey against the list of facilities that have received a
    "conflict-free" designation from the Conflict Free Smelter
     Program ("CFSP").

"In response to our survey, our suppliers provided smelter names
for the facilities they used to process Conflict Minerals, as well
as the specific Conflict Mineral(s) used in their products.

"As a result of our due diligence efforts, we received a greater
number of responses to our survey for the 2016 reporting period
than in previous reporting periods.

"In connection with our ongoing commitment to mitigate the risk
that our products may contain Conflict Minerals that benefit armed
groups within the Covered Countries, we expect to take the
following steps:

   * Continue to develop and implement risk management plans in
     order to improve our survey response rates and data quality
     year over year;

   * Seek more complete and accurate information regarding
     smelters and refiners of Conflict Minerals in our supply
     chain through ongoing outreach with our suppliers;

   * Engage with reported smelters and refiners to gather country

     of origin information and encourage their participation in
     CFSP or comparable programs;

   * Use previously gathered due diligence information to track
     direct supplier performance; and

   * Seek to include provisions relating to 3TG sourcing into our
     supplier contracts.

A full-text copy of the regulatory filing is available at:

                     https://is.gd/644dYL
  
                   About Lighting Science

Lighting Science Group Corporation is a provider of light emitting
diode (LED) lighting technology.  The Company designs, develops,
manufactures and markets illumination solutions that use LEDs as
exclusive light source.  The Company's product portfolio includes
offerings, such as replacement lamps, luminaires and biological
lighting.  LED-based retrofit lamps (replacement bulbs) are used in
existing light fixtures, as well as LED-based luminaires (light
fixtures).

Lighting Science reported a net loss of $20.21 million for the year
ended Dec. 31, 2016, compared to a net loss of $27.08 million for
the year ended Dec. 31, 2015.

"In connection with the preparation of the financial statements for
the year ended December 31, 2016, management concluded that due to
certain factors... such as our historical cash flows and operating
results, our existing and future debt obligations, the redemption
rights of certain preferred stockholders and our obligations to
make capital contributions to GVL upon closing of the pending Joint
Venture transaction, substantial doubt exists regarding our ability
to continue as a going concern.  Nonetheless, management believes
that certain events that have occurred since December 31, 2016 and
certain actions expected to be implemented in 2017 will alleviate
such substantial doubt. Specifically, management has concluded that
it is probable that the following events will alleviate the
substantial doubt raised by the Liquidity Challenges and, as a
result, that we will be able to satisfy our estimated liquidity
needs for 12 months from the issuance of the financial statements
included in this Form 10-K:

   * We issued Series J Securities in January and February 2017
     for $10.0 million in aggregate gross proceeds;

   * Proceeds from the recent issuances of Series J Securities
     were used to repay a portion of the outstanding borrowings
     under the Ares ABL, bringing the outstanding balance to $2.2
     million as of March 31, 2017;

   * Headcount reductions in February 2017 are expected to result
     in significant cost savings;

   * We anticipate that gross margins and cash flows will improve
     following the closing of the Joint Venture;

   * Following a series of transactions among certain holders of
     Preferred Stock, Pegasus solely possesses the optional
     redemption rights described above under the heading "Equity
     financing and related matters" and Pegasus has indicted that,
     subject to certain conditions, it will not exercise such
     rights through November 14, 2019; and

   * ... Pegasus has committed to provide financial support to us
     to fund our operations and debt service requirements of up to
     $13.2 million as they come due at least until April 12,
     2018," the Company stated in its annual report for the
     year ended Dec. 31, 2016.


LILY ROBOTICS: July 10 Customer Claim Form Filing Deadline Set
--------------------------------------------------------------
In re: Lily Robotics, Inc.
Chapter 11 Case No. 17-10486 (KJC)
Customer Claim Notice

Lily Robotics, Inc. filed for bankruptcy on February 27, 2017 in
the United States Bankruptcy Court for the District of Delaware.
Lily Robotics proposes a process by which holders of Customer
Claims may, upon submission of an allowable Customer Claim Form,
receive a distribution from the Lily Robotics bankruptcy estate.
Distributions will only be made following approval by the
Bankruptcy Court.

Submitting a Customer Claim Form

IF YOU ASSERT A CUSTOMER CLAIM, YOU MUST SUBMIT A CUSTOMER CLAIM
FORM TO OBTAIN PAYMENT FOR YOUR UNREFUNDED DEPOSIT.

THE DEBTOR STRONGLY ENCOURAGES EACH CUSTOMER TO COMPLETE THE
CUSTOMER CLAIM FORM, REGARDLESS OF WHETHER THE CUSTOMER PREVIOUSLY
SUBMITTED A PROOF OF CLAIM.

THE CUSTOMER CLAIM FORM WILL SUPERSEDE ANY PROOF OF CLAIM
PREVIOUSLY FILED.

YOU MAY SUBMIT A CUSTOMER CLAIM FORM ELECTRONICALLY AT THE
FOLLOWING WEB ADDRESS:

https://cases.primeclerk.com/lilyrobotics/EPOC-Index

Deadline to Submit Claim Form and Methods of Submitting the Form

On or before July 10, 2017 at 4:00 P.M. (Eastern Time), you must
either:

    * (preferred method) Complete the Customer Claim Form
electronically on the following webpage:
https://cases.primeclerk.com/lilyrobotics/EPOC-Index
      -or-
    * Deliver an original copy of your Customer Claim Form so that
is received before the above-referenced deadline at the following
address:
    * Lily Robotics, Inc. Claims Processing Center
      c/o Prime Clerk LLC
      830 3rd Avenue, 3rd Floor
      New York, NY 10022
      -or-

    * Only with respect to Customers residing in China at the time
they timely file their Customer Claim Form, such Customers may
submit their Customer Claim Form by email to
LilyChinaClaims@primeclerk.com

Any claimant who fails to submit a Customer Claim Form such that it
is actually received by Prime Clerk by JULY 10, 2017 at 4:00 P.M.
(Eastern Time) will be barred from asserting a priority claim
against the Debtor under section 507(a)(7) of the Bankruptcy Code,
unless a sufficient proof of claim was previously filed.  Again,
the Debtor encourages all Customers to complete this Customer Claim
Form.

Important Legal Requirements for Submitting a Customer Claim Form

WHEN SIGNING THE CLAIM FORM, YOU WILL BE REQUIRED TO AFFIRM, UNDER
PENALTY OF PERJURY THAT THE OUTSTANDING BALANCE OF THE DEPOSIT DOES
NOT EXCEED $2,850.00; THAT AN INDIVIDUAL PURCHASED ONE OR MORE LILY
CAMERA; THAT THE CUSTOMER CLAIM ARISES FROM MONIES PAID, BEFORE
FEBRUARY 27, 2017, OF MONEY IN CONNECTION WITH THE PURCHASE OF THE
LILY CAMERA FROM LILY ROBOTICS, FOR THE PERSONAL, FAMILY, OR
HOUSEHOLD USE OF SUCH INDIVIDUAL, THAT WERE NOT DELIVERED.

Further Information

Lily Robotics will provide additional information regarding
Customer Claims as it becomes available and about the case in
general at: https://cases.primeclerk.com/lilyrobotics

You can also call 844-597-1421 (toll free) or 917-258-6101
(international).

Questions that are not addressed above can be submitted at:
https://cases.primeclerk.com/lilyrobotics/Home-SubmitInquiry

                      About Lily Robotics

Based in Atherton, California, Lily Robotics, Inc., is the
developer of the Lily Camera, a throw-and-shoot camera that
captures pictures and videos from the skies.  Its camera flies and
uses GPS and computer vision to follow user's adventure activities.
Lily Robotics sells its products internationally through its Web
site at https://www.lily.camera/

Lily Robotics filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 17-10426) on Feb. 27, 2017, listing $32.99 million in
total assets and $37.53 million in total liabilities as of Dec. 31,
2016.  The petition was signed by Spencer L. Wells, director.

Judge Kevin J. Carey presides over the case.

Robert J. Dehney, Esq., Andrew R. Remming, Esq., and Marcy J.
McLaughlin, Esq., at Morris, Nichols, Arsht & Tunnell LLP; Laura
Metzger, Esq., and Jennifer Asher, Esq., and Douglas S. Mintz,
Esq., at Orrick Herrington & Sutcliffe LLP serve as the Debtor's
bankruptcy counsel.  Prime Clerk LLC is the Debtor's claims and
noticing agent.

On March 22, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired
Lowenstein Sandler LLP as its lead counsel, and Richards, Layton &
Finger, P.A., as its Delaware and conflicts counsel.

No trustee or examiner has been appointed in the case.


LOUISIANA MEDICAL: Has Until July 31 to Exclusively File Plan
-------------------------------------------------------------
The Hon. Jerry A. Brown of the U.S. Bankruptcy Court for the
Eastern District of Louisiana has extended, at the behest of LMCHH
PCP, LLC, and Louisiana Medical Center and Heart Hospital, LLC, the
Debtors' exclusive period within which to file a Chapter 11 plan
and the period during which Debtors have the exclusive right to
solicit acceptances for any plan of reorganization.

The Debtors are granted an extension of Exclusive Filing Period as
follows:

     (a) with respect to all parties-in-interest other than the
Official Committee of Unsecured Creditors, an extension of 60 days
from May 30, 2017, through and including July 31, 2017; and

     (b) with respect to the Creditors' Committee, an extension of
30 days from May 30, 2017, through and including June 29, provided,
however, that, at the Court's next regularly scheduled hearing on
June 21, or at another hearing to be held on or before June 29, the
Debtors may request an additional 30-day extension of the Exclusive
Filing Period with respect to the Creditors' Committee, through and
including July 31.

The Debtors are granted an extension of the Exclusive Solicitation
Period through and including Sept. 29, 2017.

As reported by the Troubled Company Reporter on May 11, 2017, the
Debtors asked the Court to extend their exclusive period to file a
Chapter 11 plan through Aug. 29, as well as their exclusive plan
solicitation period, claiming that they are currently engaged in
discussions with the parties-in-interest concerning resolution of
various disputes and claims with a view toward development of a
consensual plan.  Those discussions included, without limitation,
meetings held on April 13 and May 3.

In addition to the impending sale and the plan and settlement
discussions, the Debtors said they are also continuing to pursue
their claims against Dr. Alan M. Weems, seeking the return of
approximately $1 million of the Debtors' funds erroneously received
and kept by Dr. Weems, and successfully defended against Dr. Weems'
effort to obtain an injunction expanding the automatic stay for his
shell affiliate. The Debtors also successfully opposed a
substantial portion of the claim asserted by Steris Corporation.

                      About Louisiana Medical

LMCHH PCP LLC and Louisiana Medical Center and Heart Hospital, LLC,
currently operate a state-of-the-art 213,000 square facility and
two medical office buildings.  Originally licensed for 58 beds in
2003, as a result of its physical and strategic expansion in 2007,
the Hospital is now a full-service 132-bed acute care hospital with
seven operating rooms, three catheterization laboratories, and a
24-hour heart attack intervention center dedicated to providing
advanced medical treatment and compassionate care to patients and
families throughout the North Shore area.

LMCHH PCP and LHH sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-10201) on Jan. 30,
2017.  The cases have been assigned to the Hon. Judge Laurie Selber
Silverstein.

LMCHH estimated assets in the range of $1 million to $10 million
and liabilities of up to $500 million.  LHH estimated assets in
the range of $10 million to $50 million and liabilities of $100
million to $500 million.

The Debtors have hired Young, Conaway, Stargatt & Taylor LLP as
local counsel, Alston & Bird LLP as legal counsel, and The Garden
City Group, Inc., as claims and noticing agent.

An official committee of unsecured creditors of LMCHH PCP LLC and
Louisiana Medical Center and Heart Hospital LLC tapped Heller,
Draper, Patrick, Horn & Dabney, LLC as counsel and CohnReznick LLP
as financial advisor.


LUKE'S LOCKER: Exclusive Plan Filing Period Extended to Aug. 22
---------------------------------------------------------------
The Hon. Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas has extended, at the behest of Luke's
Locker, Inc., 2L Austin, LLC, and The Quality Lifestyle I, Ltd.,
the exclusive deadline to file a Chapter 11 plan until and
including Aug. 22, 2017, as well as the exclusive deadline to
confirm a Chapter 11 plan until and including Oct. 23, 2017.

As reported by the Troubled Company Reporter on May 2, 2017, the
Debtors sought the extension, saying that after the bankruptcy
filing, they have permanently closed their Austin, Highland
Village, Houston, Katy, and Woodlands stores and ultimately
rejected the store leases associated with those closed locations.
The Debtors also closed their corporate office and rejected their
central distribution warehouse lease.  

The Debtors said they currently intend to continue operating only
their Dallas, Fort Worth, Southlake, and Plano stores.  The Debtors
said that the extension would give their stores and sales time to
recover from the negative publicity of the pre-petition closings
and the bankruptcy filing and give them the ability to structure a
plan that is in the best interest of the creditors, the estates,
and the Debtors. The Debtors also said that the additional time
would allow them to better project the future profitability of
their remaining stores, which would aid in framing a Chapter 11
plan.

                About Luke's Locker Incorporated

Luke's Locker Incorporated, owner of Luke's Locker fitness and
running stores in Texas, and its affiliates sought Chapter 11
protection (Bankr. D. Tex. Lead Case No. 17-40126) on Jan. 24,
2017.  The petitions were signed by Matthew Lucas, president and
CEO.  The cases are assigned to Judge Brenda T. Rhoades.  

Melissa S. Hayward, Esq., at Franklin Hayward LLP, in Dallas,
serves as the Debtors' counsel.   Joseph Sullivan serves as chief
restructuring officer. The Debtor taps Rosen Systems, Inc. to sell
surplus assets by auction.

Luke's Locker estimated $1 million to $10 million in assets and
liabilities.

No trustee or examiner has been appointed in the Debtors' cases.


M.B. UNLIMITED: Hires Mitchell C. Compeaux as Accountant
--------------------------------------------------------
M.B. Unlimited, Inc., seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of Louisiana to employ Mitchell C.
Compeaux, CPAs as accountant.

The Debtor requires Compeaux to:

     a. provide liquidation analysis;

     b. testify at the confirmation hearing;

     c. assist in analysis of claims validity and amount,

     d. assist the Debtor in determining the monthly amount the
Debtor is able to pay the secured creditor(s);

     e. prepare required monthly reports; and

     f. other matters required by M.B. Unlimited or its general
counsel for administration of the case and confirmation of the
plan.

Compeaux will be paid at these hourly rates:

      Principal                         $150
      Accounting Staff                  $80-125

Mitchell C. Compeaux, CPA, member of the accounting firm of
Mitchell C. Compeaux, CPAs, 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.

Compeaux may be reached at:

      Mitchell C. Compeaux, CPA
      Mitchell C. Compeaux, CPAs
      10674 Highway 1
      Lockport, LA 70374
      Tel: (985) 693-4435

                About M.B. Unlimited, Inc.

M.B. Unlimited, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Case No. 17-10903) on April 11, 2017, disclosing under
$1 million in both assets and liabilities. The Debtor is
represented by Richard W. Martinez, Esq., at Richard W. Martinez,
APLC.


MACK INDUSTRIES: Trustee Taps IDE-IT Solutions as IT Specialist
---------------------------------------------------------------
Ronald Peterson, the Chapter 11 trustee, for Mack Industries, Ltd.
seeks approval from the U.S. Bankruptcy Court for the Northern
District of Illinois to hire IDE-IT Solutions, LLC.

IDE-IT Solutions, an integrated development environment and
information technology specialist, will assist the trustee with the
collection of electronically stored information necessary for his
investigation into the Debtor's affairs and assets.

The firm will charge an hourly fee of $120 for its services.

Daniel Ilia, principal of IDE-IT Solutions, disclosed in a court
filing that he and his firm are "disinterested" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Daniel Ilia
     IDE-IT Solutions, LLC
     741 Roy Street
     Dyer, IN 46311
     Phone: 847-691-7745

                     About Mack Industries

Headquartered in Tinley Park, Illinois, Mack Industries, Ltd. --
http://www.mackcompanies.com/-- provides real estate management  
services.  Mack owns, develops, constructs, leases, and manages
real estate properties.  MACK serves customers in the State of
Illinois.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 17-09308) on March 24, 2017, estimating its assets at
$1 million to $10 million and liabilities at $10 million to $50
million.

Judge Carol A. Doyle presides over the case.  Eric G. Zelazny,
Esq., at the Law Offices Of Eric G. Zelazny has served as the
Debtor's bankruptcy counsel.

On May 11, 2017, the court approved the appointment of Ronald R.
Peterson as Chapter 11 trustee for the Debtor.  Jenner & Block LLP
represents the trustee as bankruptcy counsel.


MADISON SQUARE TAVERN: Court Approves Disclosure Statement
----------------------------------------------------------
Judge James L. Garrity, Jr., of the U.S. Bankruptcy Court for the
Southern District of New York approved the disclosure statement
explaining Madison Square Tavern, Inc.'s amended plan of
reorganization.

The Debtor's amended plan of reorganization, dated April 28, 2017,
states that the Debtor has filed a liquidating Plan to distribute
the proceeds to be realized from a private sale of the Debtor's
restaurant known as "Madison Square Tavern" to 150 West 30th Street
Restaurant LLC, a New York limited liability company. The sale
transaction includes a sale of the Debtor's operating assets under
Section 363(b) and (f) of the Bankruptcy Code, together with the
assumption and assignment of the Debtor's underlying lease dated
July 30, 2013, pursuant to Section 365 of the Bankruptcy Code.

The Debtor's estate will receive a total purchase price of
$750,000
in connection with the Sale. A global settlement has been reached
by all of the active stakeholders in the bankruptcy case
concerning
a division of the purchase price based upon various discounted
pay-offs by all concerned as set forth in a stipulation executed
by
Greater Hudson Bank, the Landlord, the Architect and Debtor's
counsel. The Global Settlement, as deemed modified by the Mechanic
Lien Settlement, will be approved as part of the confirmation
process.

A second settlement has also now been reached with the two most
significant remaining disputed mechanic lienors (Phase III
Builders
Inc. and Culinary Depot Inc.) to resolve their claims as well.

In addition to the payment of $750,000 to the Debtor's estate for
distributions under the Plan (which includes a cash payment to GHB
of $192,500), the New Operator will also execute a promissory note
in the amount of $1,000,000 in favor of GHB to be paid over a
period of 10 years following the closing of the sale of the
Restaurant. There will be no distributions to Ed Dobres on account
of his equity interest in the Debtor, although Dobres has
personally paid to GHB on account of his personal guaranty over
$1,000,000 through a sale of his personal residence and
liquidation
of life insurance.

The Amended Disclosure Statement is available at:

         http://bankrupt.com/misc/nysb16-10520-101.pdf

                  About Madison Square Tavern

Headquartered in New York, New York, Madison Square Tavern, Inc.,
operates a restaurant at 150 West 30th Street, New York, New York,

under a certain lease, dated July 30, 2013, with 150 Pin High LLC,

150 Habern LLC and 15 AB LLC as tenants in common.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 16-10520) on March 4, 2016, listing $2.27
million

in total assets and $4.32 million in total liabilities.  The
petition was signed by Edward Dobres, president.

Judge James L. Garrity, Jr., presides over the case.

Ted J. Donovan, Esq., and Kevin J. Nash, Esq., at Goldberg Weprin
Finkel Goldstein LLP serve as the Debtor's bankruptcy counsel.


MALIBU LIGHTING: Hires Kurtzman Carson as Administrative Advisor
----------------------------------------------------------------
Malibu Lighting Corporation, et al., seek permission from the U.S.
Bankruptcy Court for the District of Delaware to employ Kurtzman
Carson Consultants, LLC as administrative advisor for the Debtors.

The Debtors require KCC to:

     a. assist with, among other things, solicitation, balloting,
tabulation, and calculation of votes, as well as prepare any
appropriate reports, as required in furtherance of confirmation of
any chapter 11 plan;

     b. generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results for any
chapter 11 plan(s) in these cases;

     c. generate, provide and assist with claims objections,
exhibitrs, claims reconciliation and related matters;

     d. provide other claims processing, noticing, solicitation,
balloting and administrative services but not included in the
Retention Application, as may be requested by the Debtors from time
to time.

The Debtors agrees to pay KCC for its services at the rates and
prices set by KCC that are in effect as of the date of this
Agreement and in accordance with the KCC Fee Structure.

Prior to the Petition Date, the Debtors provided KCC with a
prepetition retainer in the amount of $25,000.

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

Evan Gershbein, senior vice president of Corporate Restructuring
Service for Kurtzman Carson Consultants, LLC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

KCC can be reached at:

       Evan Gershbein
       Kurtzman Carson Consultants LLC
       2335 Alaska Avenue
       El Segundo, CA 90245
       Tel: (310) 823-9000

                  About Malibu Lighting Corporation

Malibu Lighting Corp., Outdoor Direct Corp., National Consumer
Outdoors Corp., Beam Corp., Smoke 'N Pit Corp., Treasure Sensor
Corporation and Stubbs Collections Inc. filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-12080) on Oct. 8, 2015.
The petition was signed by David M. Baker as chief restructuring
officer.  Judge Kevin Gross is assigned to the case.

MLC was a manufacturer and supplier of outdoor and landscape
lighting products, such as solar and low voltage lights and home
security lights, including the parts and accessories associated
with these products.

ODC was a manufacturer and supplier of a variety of consumer goods,
including (a) outdoor cooking products, such as outdoor gas grills,
charcoal grills, smokers and fryers, (b) hand held lighting
products, like flashlights and spotlights, (c) landscape lighting
products, and (d) parts and accessories associated with the
foregoing products.

MLC and ODC are winding down operations as a result of the
termination of a business relationship with principal customer,
Home Depot.

NCOC is a manufacturer and supplier of both branded and private
label pet bedding and pet accessory products.  NCOC manufactures
beds, accessories, and deodorizers for dogs as well as beds,
scratching posts, and toys for cats.  In addition, NCOC markets
and sells boat covers manufactured primarily from Chinese
suppliers.  Malibu estimated assets and liabilities of  $10 million
to $50 million in its bankruptcy petition.

The Debtors have engaged Michael Seidl, Esq., Jeffrey N. Pomerantz,
Esq., and Maxim B. Litvak, Esq., at Pachulski Stang Ziehl & Jones
LLP as counsel, Piper Jaffray Co. as investment banker, and
Kurtzman Carson Consultants as claims and noticing agent.

On Oct. 20, 2015, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired
Lowenstein Sandler LLP as its counsel, Blank Rome LLP as its
Delaware co-counsel and BDO USA, LLP, as its financial advisor.  In
March 2017, the Committee tapped Strasburger & Price LLP as local
counsel.

No request has been made for the appointment of a trustee or an
examiner in these cases.



MAR FARMS: Hires Larkin Hoffman Daly & Lindgren as Attorney
-----------------------------------------------------------
MAR Farms, LLC seeks authorization from the U.S. Bankruptcy Court
for the District of Minnesota to employ Larkin Hoffman Daly &
Lindgren, Ltd., as attorney for Debtor.

The Debtor requires Larkin Hoffman to represent the Debtor in all
legal matters arising during the control of the Debtor's assets,
determine claims, negotiate with creditors and third parties,
prepare and form  a plan to be presented to the creditors, and such
other services as are necessary for the exercise of any and all
rights available to the Debtor.

The Debtor will compensate Larkin Hoffman at an hourly rate of
$415.

The Debtor paid Larkin Hoffman $3,000 to be used for a filing fee,
and the rest as a retainer.

Thomas J. Flynn, Esq. Larkin Hoffman Daly & Lindgren 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 Debtor and its estates.

Larkin Hoffman may be reached at:

    Thomas J. Flynn, Esq.
    Larkin Hoffman Daly & Lindgren Ltd.
    8300 Norman Center Drive, Suite 1000
    Minneapolis, MN 55437
    Phone: 952-896-3362
    E-mail: tflynn@larkinhoffman.com

                     About MAR Farms, LLC

MAR Farms, LLC filed a Chapter 11 bankruptcy petition (Bankr.
D.Minn. Case No. 17-41371) on May 8, 2017. Thomas J. Flynn, Esq.,
at Larkin Hoffman Daly & Lindgren Ltd. serves as bankruptcy
counsel.

The Debtor's assets and liabilities are both below $1 million.



MAXPOINT INTERACTIVE: Maturing Debt Casts Going Concern Doubt
-------------------------------------------------------------
MaxPoint Interactive, Inc., filed its quarterly report on Form
10-Q, disclosing a net loss of $4.18 million on $1.21 million of
total sales for the three months ended March 31, 2017, compared
with a net loss of $3.77 million on $363,839 of total sales for the
same period in 2016.  

The Company's balance sheet at March 31, 2017, showed $18.31
million in total assets, $3.36 million in total liabilities, and a
stockholders' equity of $14.95 million.

The Company's management has evaluated the facts and circumstances,
excluding consideration of actions that have not been fully
implemented as of the date these condensed consolidated financial
statements are issued, and has concluded that the maturity of its
short-term debt raises substantial doubt about its ability to
continue as a going concern.  The Company's line of credit requires
it to comply with certain covenants and has a current maturity date
of March 31, 2018.  If the Company were required to repay this
short-term credit facility at maturity, the impact to the Company's
ability to meet its obligations as they become due would be
materially and adversely affected.

A full-text copy of the regulatory filing is available at:

                       http://bit.ly/2sd0ci7

                     About MaxPoint Interactive

MaxPoint Interactive, Inc., is a marketing technology company that
generates hyperlocal intelligence to optimize brand and retail
performance.  The Company provides a platform for brands to connect
the digital world with the physical world through hyperlocal
execution, measurement and consumer insights.


MERRIMACK PHARMACEUTICALS: CFO Al-Wakeel Will Quit on June 9
------------------------------------------------------------
Yasir B. Al-Wakeel, the chief financial officer, head of corporate
development, principal accounting officer and treasurer of
Merrimack Pharmaceuticals, Inc., provided notice of his
resignation, effective as of June 9, 2017, as disclosed in a Form
8-K report filed with the Securities and Exchange Commission.

                         About Merrimack

Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a
biopharmaceutical company discovering, developing and preparing to
commercialize innovative medicines consisting of novel
therapeutics paired with companion diagnostics.  The Company's
initial focus is in the field of oncology.  The Company has five
programs in clinical development.  In it most advanced program,
the Company is conducting a pivotal Phase 3 clinical trial.

Merrimack reported a net loss of $153.5 million on $144.3 million
of total revenues for the year ended Dec. 31, 2016, compared to a
net loss of $147.8 million on $89.25 million of total revenues for
the year ended Dec. 31, 2015.  As of March 31, 2017, Merrimack had
$68.63 million in total assets, $345.78 millin in total liabilities
and a total stockholders' deficit of $275.73 million.


MESA OIL: Has Final Approval to Use Cash Collateral Until Sept. 30
------------------------------------------------------------------
Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado has entered a stipulated final order allowing
Mesa Oil, Inc. d/b/a Mesa Environmental, to use cash collateral
from May 19, 2017 until Sept. 30, 2017, subject to 15% variance per
line item of the budget.

Judge Brown acknowledged that the ability of the Debtor to obtain
sufficient working capital and liquidity through the use of cash
collateral is vital to the preservation and maintenance of the
going concern value and to a successful reorganization of the
Debtor.

The approved Budget provides total expenses of $310,958 for the
month of May, $469,698 for the month of June, $391,344 for the
month of July, $378,374 for the month of August, and $378,374 for
the month of September 2017.

The Debtor's assets, including its cash and accounts, are subject
to a statutory lien in the amount of $2,930,000 in favor of the
Internal Revenue Service, and a statutory lien in the amount of
approximately $170,732 in favor of the Colorado Department of
Revenue.

Prepetition, the Debtor entered into a Used Motor Oil Buy/Sell
Contract and Security Agreement with Vertex Refining LA, LLC,
pursuant to which Vertex Refining has a lien in the Debtor's
inventory, equipment, other collateral as well as the proceeds
therefrom.  Vertex Refining is owed approximately $682,976 on the
Petition Date.

Judge Brown directed the Debtor, beginning on June 15, 2017 and
continuing on each month thereafter, to pay:

     (a) the IRS $55,250, and the CDR $3,381 in accordance with the
Budget; and

     (b) Vertex Refining $5,000 per month, comprising of $2,500 as
adequate protection for the Debtor's use of cash collateral, and
$2,500 per month as adequate protection for the use of vehicles in
which Vertex Refining asserts a secured interest.

As additional adequate protection for the Debtor's use of cash
collateral:

     (a) The Debtor will provide the IRS, CDR, and Vertex Refining
with replacement liens on all post-petition accounts to the extent
that the use of cash collateral results in a decrease in the value
of the IRS, CDR, and Vertex Refining's interest in the cash
collateral;

     (b) The Debtor will maintain adequate insurance coverage on
all real and personal property assets and adequately insure against
any potential loss with coverage amount and types consistent with
Debtor's operating lease and lender agreements as well as U.S.
Trustee guidelines;

     (c) The Debtor will provide the IRS, CDR, and Vertex Refining
with all periodic reports and information filed with the Bankruptcy
Court, including debtor-in-possession reports;

     (d) The Debtor will provide copies of such additional specific
written documents, reports, and financial information as the IRS,
CDR, and Vertex Refining may reasonably request;

     (e) The Debtor will only expend cash collateral pursuant to
the Budget subject to reasonable variation of no more than 15% for
each expense line item per month;

     (f) The Debtor will timely file and pay all post-petition
taxes, including but not limited to: federal and state payroll,
withholding, sales, use, personal property and real property taxes;
and

     (g) The Debtor will retain in good repair all collateral in
which such party has an interest.

A full-text copy of the Stipulated Final Order, dated May 19, 2017,
is available at https://is.gd/klKXEv


                          About Mesa Oil

Headquartered in Commerce City, Colorado, Mesa Oil, Inc., doing
business as Mesa Environmental -- http://www.mesaoil.com/--
collects and recycles used oil, and supplies burner fuel to the
asphalt paving industry.  It offers blended fuel oil, BTU value
fuel, and specification fuel oil for asphalt hot mix plants.  It
serves customers in Montana, Wyoming, Utah, Colorado, Arizona, New
Mexico, and Texas.  Mesa Oil was founded in 1981.  It is a fee
owner of a land and building located at 20 Lucero Road, Belen, New
Mexico 87002, valued at $1.02 million.  

Mesa Oil previously sought bankruptcy protection (Bankr. D. Colo.
Case No. 10-33755) on Sept. 18, 2010.

Mesa Oil filed for Chapter 11 bankruptcy protection (Bankr. D.
Colo. Case No. 17-14004) on May 2, 2017, listing $2.93 million in
total assets and $4.74 million in total liabilities.  Lawrence
Meers, president, signed the petition.

Judge Elizabeth E. Brown presides over the case.

Jeffrey S. Brinen, Esq., at Kutner Brinen, P.C., serves as the
Debtor's counsel.


METCOM NETWORK: Has Until Aug. 2 to Exclusively File Plan
---------------------------------------------------------
The Hon. Mary Kay Vyskocil of the U.S. Bankruptcy Court for the
Southern District of New York has extended, at the behest of Metcom
Network Services, Inc., the exclusive periods to file a Chapter 11
plan in this case and to solicit acceptances for the plan through
and including through and including Aug. 2, 2017, and Oct. 1, 2017,
respectively.

As reported by the Troubled Company Reporter on April 27, 2017, the
Debtor sought the Extensions after the Court granted its second
request for a further extension of its exclusive periods by 90
days, through and including April 22, 2017, and June 20, 2017,
respectively.  The Debtor claimed that during the two prior 90-day
extension periods, it has focused its efforts on obtaining a
purchaser for its assets and negotiating the terms of the sale of
its assets, and after the Asset Purchase Agreement was signed,
obtaining the Court's approval of the Sale, on appropriate notice
and hearing.

                 About Metcom Network Services

Metcom Network Services, Inc., is a New York corporation, with its
principal place of business at 60 Hudson Street, New York, New
York, Suites 1001 and 2303.  Metcom is owned 50% by Mark DuMoulin,
Sr. and 50% by Susan Becker DuMoulin.  Metcom is in the business of
telecommunications, building and local interconnection and
engineering support, including the colocation of customer
equipment.

Metcom sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 16-11870) on June 28, 2016.  The petition
was signed by Mark DuMoulin, Sr., president.  At the time of the
filing, the Debtor estimated its assets and liabilities at $1
million to $10 million.

The Debtor is represented by Neil H. Ackerman, Esq., at Ackerman
Fox, LLP.  ACT Financial & Tax Services, LLC, has been tapped as
accountant.

No trustee, examiner, or committee of creditors has been appointed
in this case.


MICROVISION INC: Conflict Minerals Report for 2016 Filed
--------------------------------------------------------
Microvision, Inc. filed with the Securities and Exchange Commission
a specialized disclosure report on Form SD as provided for in Rule
13p-1 promulgated under the Securities Exchange Act of 1934 for the
reporting period Jan. 1, 2016, to Dec. 31, 2016.

The Company's business is focused on developing its proprietary
PicoP scanning technology that can be adopted by its customers to
create high-resolution miniature projection and three-dimensional
sensing and image capture solutions.  The Company's PicoP scanning
technology is based on its patented expertise in micro-electrical
mechanical systems (MEMS), laser diodes, opto-mechanics, and
electronics and how those elements are packaged into a small form
factor, low power scanning engine that can display, interact and
sense, depending on the needs of the application.  For display, the
engine can project a high-quality image on any surface (pico
projection), a windshield (head-up display or HUD), or a retina
(augmented reality or AR).  The Company's business strategy is to
develop and supply PicoP scanning technology directly or through
licensing arrangements to original device manufacturers (ODMs) and
original equipment manufacturers (OEMs) in various market segments,
including consumer electronics and automotive, for integration into
their products.

In November 2016, the Company announced a growth strategy for 2017
and beyond that includes selling LBS engines to ODMs and OEMs in
addition to its strategy of licensing LBS technology to licensees
to offer their own solutions.  The Company plans to offer three
scanning engines to support a wide array of applications: a small
form factor display engine for consumer products, an interactive
display engine for smart Internet of Things (IoT) products, and a
mid-range light detection and ranging (LiDAR) engine for autonomous
vehicles, industrial products and robotics.

The Rule requires disclosure of certain information when a company
manufactures or contracts to manufacture products for which the
minerals specified in the Rule are necessary to the functionality
or production of those products.  The specified minerals are gold,
columbite-tantalite (coltan), cassiterite and wolframite, including
their derivatives, which are limited to tantalum, tin and tungsten.
The "Covered Countries" for purposes of the Rule are the
Democratic Republic of the Congo, the Republic of the Congo, the
Central African Republic, South Sudan, Uganda, Rwanda, Burundi,
Tanzania, Zambia and Angola.

"[W]e are primarily focused on developing our technology and, while
selling LBS engines to ODMs and OEMs is part of our growth strategy
as described above, we generally are not presently in the business
of manufacturing or contracting to manufacture any consumer
products.  However, from time to time we do procure components for
packaged MEMS, provide them to third parties that assemble the
components for us and sell packaged MEMS to our customers.  The
Securities Exchange Commission (SEC) has stated that whether a
company is considered under the Rule to "contract to manufacture" a
product depends on the degree of influence the company exercises
over the "...materials, parts, ingredients, or components to be
included in any product..." but the SEC has not provided much
guidance as to the circumstances that would result in sufficient
influence to fall within the scope of the Rule.  As a result, it is
possible that we may manufacture or contract to manufacture
products within the meaning of the Rule.  To the extent we do so,
we do not purchase any Conflict Minerals for these components
directly from mines, smelters or refiners.  We sometimes acquire
components from suppliers and those components are used in the
assembly of MEMS for us by third parties.  It is also the case that
some components are sourced directly by these parties that are
assembling products for us and are incorporated into MEMS packages.
We must therefore rely on our suppliers to provide information
regarding the composition and origin of such components.

"We have conducted a good faith reasonable country of origin
inquiry by contacting and making inquiries of our suppliers.  These
inquiries were designed to determine whether any of the components
supplied to us contained Conflict Minerals and, if so, whether such
Conflict Minerals originated in the Covered Countries. Each of our
suppliers indicated that Conflict Minerals were necessary to the
functionality or production of the components it supplies to us but
that such Conflict Minerals did not originate from the Covered
Countries.  As a result, following this inquiry, we do not have
reason to believe that the Conflict Minerals that are necessary to
the functionality or production of products that we may be
considered to manufacture or contract to manufacture may have
originated in the Covered Countries.  This information is publicly
available on the corporate governance page of the investors section
of its website, http://www.microvision.com/

                        About MicroVision
  
Redmond, Washington-based MicroVision, Inc., is developing its
PicoP(R) display technology that can be adopted by its customers to
create high-resolution miniature laser display and imaging modules.
This PicoP display technology incorporates the company's patented
expertise in two-dimensional Micro-Electrical Mechanical Systems
(MEMS), lasers, optics and electronics.

MicroVision reported a net loss of $16.47 million for the year
ended Dec. 31, 2016, compared to a net loss of $14.54 million for
the year ended Dec. 31, 2015.  As of March 31, 2017, MicroVision
had $14.82 million in total assets, $12.67 million in total
liabilities and $2.15 million in total stockholders' equity.

Moss Adams LLP, in Seattle, Washington, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has incurred losses
from operations and has an accumulated deficit, which raises
substantial doubt about its ability to continue as a going concern.


MILK HOUSE: Taps Hires Commercial Realty as Broker
--------------------------------------------------
The Milk House, LLC seeks authorization from the U.S. Bankruptcy
Court for the Middle District of North Carolina to employ
Commercial Realty Advisors, LLC as real estate broker to Debtor's
several parcels referred to as the Yadkinville Shore Properties.

The Debtor will pay Commercial Realty a 6% commission of the gross
sales price of the Property.

Charlie McCurry, authorized representative of Commercial Realty,
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 estate.

Commercial Realty can be reached at:

       Charlie McCurry
       COMMERCIAL REALTY ADVISORS, LLC
       751 West Fourth Street, Suite 310
       Winston-Salem, NC 27101
       Tel: (336) 793-0890
       Fax: (336) 722-2583
       E-mail: charlie@commercialrealtync.com

                      About The Milk House

Headquartered in Yadkinville, North Carolina, The Milk House, LLC
is a single asset real estate.  The Debtor filed for Chapter 11
bankruptcy protection (Bankr. M.D. N.C. Case No. 17-50460) on April
27, 2017, estimating its assets at between $500,000 and $1 million
and liabilities at between $1 million and $10 million.  The
petition was signed by Walter Shore, managing member.  

Contemporaneously, the Debtor's members Wiley Walter Shore
and Shelby Jean Matthews Shore also sought bankruptcy petition.

Judge Lena M. James presides over the Debtor's case.  No official
committee of unsecured creditors has been appointed in the case.



MONTCO OFFSHORE: Has Final OK to Incur $15-Mil DIP Loans, Use Cash
------------------------------------------------------------------
Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas authorized Montco Offshore, Inc., and Montco
Oilfield Contractors, LLC, to obtain secured postpetition
superpriority financing of up to $15,000,000 on a final basis, with
any draw under the DIP Facility bearing an interest rate equal to
9% per annum.

The Debtors are authorized to obtain secured postpetition
superpriority financing pursuant to the terms and conditions of
that certain Debtor-In-Possession Credit Agreement by and among the
Debtors and JPMorgan Chase, N.A., as Administrative Agent, for and
on behalf of itself and the other lenders party thereto from time
to time.

Judge Isgur further authorized the Debtors to use cash collateral
subject to and solely in accordance with the approved Budget for
the time period from and including May 22, 2017 through August 20,
2017. The Approved Budget provides total net DIP cash flow of
approximately $946,523 for Montco Offshore; and $1,901,568 for
Montco Oilfied Contractors.

The Debtors require the financing in order to maximize and preserve
the value of their businesses, and to satisfy payroll obligations
and other necessary working capital and general corporate purposes
of the Debtors.  The Debtors also require financing to pay fees and
expenses related to the DIP Loan Documents, as well as necessary
and reasonable fees incurred in connection with their Chapter 11
cases, and for such other purposes set forth in the DIP Loan
Documents.

JPMorgan Chase and the DIP Lenders are granted valid, enforceable,
and fully perfected first priority interest in and liens on all of
the property, assets or interests in property or assets of each
Debtor, to secure the DIP Loans and all obligations owing and
outstanding under the DIP Loan Documents.  JPMorgan and the DIP
Lenders are also granted an allowed superpriority administrative
expense claim, having priority over any and all other claims
against the Debtors.

Prepetition, debtors Montco Offshore, Inc., and Orgeron Real
Estate, LLC, secured financing from JPMorgan Chase Bank,
administrative agent for the prepetition lenders, in the form of:
(a) a revolver; (b) a term A-1 Loan; (c) a term A-2 Loan; and (d) a
term C Loan.  As of the Petition Date, the aggregate amount of
principal and accrued interest owed under the Prepetition Loan
Documents is not less than $124,230,018, which is secured by first
priority liens in all collateral pledged by the Debtor Montco
Offshore and Orgeron Real Estate, and the Debtor Montco Oilfield
Contractors, as guarantor.

JPMorgan Chase Bank and the Prepetition Lenders are granted valid,
perfected, postpetition security interests and liens in all of the
Prepetition Collateral to secure its adequate protection claim.
Such replacement liens, however, will be subordinate and will
remain subject to the DIP Liens and/or payment of any DIP Loan
Obligations, the permitted encumbrances and the carve-out.

In addition, JPMorgan Chase Bank and the Prepetition Lenders are
granted a superpriority claim to the extent of diminution, which
claim will have priority over all administrative expense claims and
unsecured claims, other than the DIP Superpriority Claim, against
the Debtors or their estates.

Furthermore, the Debtors are directed to pay interest under the
Prepetition Credit Agreement at the non-default rate applicable on
the Petition Date under the Prepetition Credit Agreement. In the
event that JPMorgan Chase Bank and the Prepetition Lenders are
deemed under-secured, the amounts paid for post-petition interest
should be applied to any unpaid and outstanding fees, costs or
interest on the filing date, and then to the principal portion of
the Prepetition Obligations.

A full-text copy of the Final Order, dated May 25, 2017, is
available at https://is.gd/o1Gpxh

                     About Montco Offshore

Based in Galliano, Louisiana, Montco Offshore, Inc. --
http://www.montco.com/mo--  was founded by the Orgeron family in
1948.  Over its 60+ years, the Company has served the offshore
energy industries with crew boats, ocean-going tugs, deck barges,
supply boats, and liftboats. Currently, Montco specializes in
liftboats ranging in size from 235 feet to 335 feet which provide
the best quality and safety of service for customers requiring
versatile elevated vessels/work-platforms.  Montco has total fleet
of six vessels includes (a) two 335' class liftboats, known as (i)
"Robert," which was unveiled in the first quarter of 2012, and (ii)
"Jill," which was completed in 2014; (b) two 245' class liftboats,
known as (i) "Kayd," which was completed in 2006, and (ii)
"Myrtle;" which was completed in 2002; and (c) two 235' class
liftboats, each completed in 2009, known as (i) "Paul," and (ii)
"Caitlin."

Montco Offshore, Inc. and its affiliate Montco Oilfield
Contractors, LLC, filed Chapter 11 petitions (Bankr. S.D. Tex. Lead
Case No. 17-31646) on March 17, 2017.  The petitions were signed by
Derek C. Boudreaux, the CFO.  

As of the Petition Date, on a book basis, Montco Offshore had an
aggregate of approximately $265 million in total assets and
approximately $136 million in total liabilities.  MO Contractors
had approximately $84 million in total assets (which are mostly
made up of receivables) and approximately $126 million in total
liabilities.  

As of the Petition Date, the Debtors estimate that $5.3 million was
due and owing to holders of prepetition trade claims against MO
Contractors, and $75 million was due and owing to holders of
prepetition trade claims against MO Contractors, not including the
intercompany obligations.

The cases are assigned to Judge Marvin Isgur.

DLA Piper LLP (US) is serving as the Debtors' bankruptcy counsel,
with the engagement led by Vincent P. Slusher, Esq., David E.
Avraham, Esq., and Adam C. Lanza, Esq.

Blackhill Partners, LLC, is the Debtors' financial advisor and
investment broker, with Joe Stone, Todd Heinz, and Tripp Ballard
leading the engagement.

BMC Group, Inc., is the claims & noticing agent.

On March 29, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Porter Hedges LLP is
serving as counsel to the Creditors Committee, with the engagement
led by John F Higgins, IV, Joshua W. Wolfshohl, and Eric Michael
English.


MOTEL TROPICAL: Hearing on Disclosure Statement Set for June 21
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico is set to
hold a hearing on June 21, at 2:00 p.m., to consider approval of
the disclosure statement, which explains the Chapter 11 plan of
Motel Tropical Inc.

The hearing will take place at the Jose V. Toledo Federal Building
and U.S. Courthouse, Courtroom No. 1, Second Floor,300 Recinto,
Sur, Old San Juan, Puerto Rico.  Objections must be filed not less
than 14 days prior to the hearing.

                    About Motel Tropical

Motel Tropical Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 16-00966) on Feb. 11,
2016, disclosing under $1 million in both assets and liabilities.
The Debtor is represented by Isabel M. Fullana, Esq., at
Garcia-Arregui & Fullanan PSC.

The Debtor manages a motel business located at Carr 2.KM 110.7 Ave.
Militar, Isabel Puerto Rico. The property on which the Debtor
operates is leased to Manuel Gonzalez Valeting.

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

On July 14, 2016, the Debtor filed a disclosure statement, which
explain sits proposed Chapter 11 plan of reorganization.


MOTORS LIQUIDATION: $488M Net Assets in Liquidation at March 31
---------------------------------------------------------------
Motors Liquidation Company GUC Trust filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing total
assets of $530.72 million, total liabilities of $42.50 million and
net assets in liquidation of $488.21 million as of March 31, 2017.

GUC Trust is a successor to Motors Liquidation Company (formerly
known as General Motors Corp.) within the meaning of Section 1145
of the United States Bankruptcy Code.  The GUC Trust holds,
administers and directs the distribution of certain assets pursuant
to the terms and conditions of the Second Amended and Restated
Motors Liquidation Company GUC Trust Agreement, dated as of July
30, 2015, and as amended from time to time, and pursuant to the
Second Amended Joint Chapter 11 Plan, dated March 18, 2011, of MLC
and its debtor affiliates, for the benefit of holders of allowed
general unsecured claims against the Debtors.

The GUC Trust's sources of liquidity are principally the funds it
holds for the payment of liquidation and administrative costs, and
to a significantly lesser degree, the earnings on those funds
invested by it.  In addition, as a result of the liquidation of all
the GUC Trust's holdings of New GM Securities during the quarter
ended Sept. 30, 2015, the GUC Trust holds Distributable Cash for
distribution to GUC Trust beneficiaries.  The GUC Trust holds those
funds primarily in U.S. Treasury bills, as permitted by the Plan
and the GUC Trust Agreement.

During the year ended March 31, 2017, the GUC Trust's holdings of
cash and cash equivalents decreased approximately $0.1 million from
approximately $4.4 million to approximately $4.3 million.  The
decrease was primarily due to cash from the sale of marketable
securities in excess of reinvestments of $138.7 million and
interest income received on such marketable securities of $1.6
million, offset by cash distributions of $112.4 million, cash paid
for liquidation and administrative costs of $11.7 million, cash
paid for Residual Wind-Down Claims and Costs of $10.3 million, and
cash in the Administrative Fund returned to the DIP lenders of $6.0
million.

During the year ended March 31, 2017, the funds invested by the GUC
Trust in marketable securities decreased approximately $138.7
million, from approximately $661.1 million to approximately $522.4
million.  The decrease was due primarily to the sale of marketable
securities to fund the cash distributions and other payments
described above during the period.  The GUC Trust earned
approximately $1.8 million in interest income on such investments
during the year.

As of March 31, 2017, the GUC Trust held approximately $526.8
million in cash and cash equivalents and marketable securities. Of
such amount, approximately $498.6 million relates to Distributable
Cash (including Dividend Cash), a portion of which the GUC Trust
Administrator is permitted to set aside from distribution and to
appropriate with the approval of the Bankruptcy Court or Trust
Monitor, as applicable, in order to fund additional costs as they
become due.  Included in Distributable Cash at March 31, 2017, is
approximately $13.9 million of Dividend Cash.  Dividend Cash will
be distributed to holders of subsequently Resolved Allowed Claims
and GUC Trust Units in respect of Distributable Cash that they
receive, unless such dividends are in respect of Distributable Cash
that is appropriated by the GUC Trust in accordance with the GUC
Trust Agreement to fund the GUC Trust's liquidation and
administrative costs, any income tax liabilities or shortfalls in
Residual Wind-Down Assets.

As of March 31, 2017, Distributable Cash (including Dividend Cash)
held by the GUC Trust was set aside as follows: (a) $9.2 million
for liquidating distributions payable as of that date and (b) $29.8
million to fund projected liquidation and administrative costs and
Avoidance Action Defense Costs.

In addition to Distributable Cash (including Dividend Cash), the
GUC Trust held $28.2 million in cash and cash equivalents and
marketable securities at March 31, 2017, representing funds held
for payment of costs of liquidation and administration and other
liabilities.  Of that amount, approximately $13.6 million
(comprising approximately $11.7 million of the remaining Residual
Wind-Down Assets, approximately $1.7 million of the remaining
Administrative Fund and approximately $0.2 million in remaining
funds designated for the Indenture Trustee / Fiscal and Paying
Agent Costs) is required by the GUC Trust Agreement to be returned,
upon the winding-up of the GUC Trust, to the DIP Lenders to the
extent such funds are not utilized to satisfy designated Wind-Down
Costs, Residual Wind-Down Claims and Costs and Indenture
Trustee/Fiscal Paying Agent Costs.  Cash and cash equivalents and
marketable securities of $1.7 million remaining in the
Administrative Fund have been designated for the satisfaction of
certain specifically identified costs and liabilities of the GUC
Trust, and such amounts may not be used for the payment of GUC
Trust professionals' fees and expenses or other Wind-Down Costs.
Such amounts will not at any time be available for distribution to
the holders of the GUC Trust Units.  The balance of cash and cash
equivalents and marketable securities of approximately $14.6
million is available for the payment of certain reporting and
administrative costs of the GUC Trust, and would be available in
the future for distribution to the holders of the GUC Trust Units,
if not otherwise used to satisfy those expected costs.

"There is no assurance that additional amounts of Distributable
Cash will not be required to be set aside from distribution and
appropriated to fund additional costs and income tax liabilities,
beyond what the GUC Trust Administrator has already set aside," the
Company stated in the report.  "Any appropriation of Distributable
Cash that occurs to fund such obligations will result in a lesser
amount of Distributable Cash available for distribution to holders
of GUC Trust Units.  In addition... a portion of the GUC Trust's
assets are currently segregated pursuant to the GUC Trust Agreement
for the satisfaction of certain other specified costs.  If such
assets are insufficient to satisfy the Residual Wind-Down Claims or
fund such other specified costs for any reason, the GUC Trust
Administrator will similarly be required to set aside from
distribution and appropriate additional amounts of Distributable
Cash in order to fund such shortfall."

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

                    https://is.gd/cOGW5Z

                  About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts.  Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company.  GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors.  GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP.  Garden City Group is the claims and notice
agent of the Debtors.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims.  Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee.  Attorneys at Butzel Long served as counsel
on supplier contract matters.  FTI Consulting Inc. served as
financial advisors to the Creditors Committee.  Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee.  Legal Analysis Systems, Inc., served as asbestos
valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.

On Dec. 15, 2011, Motors Liquidation Company was dissolved.  On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.


MURDOCK EMPIRE: Unsecured Creditors to be Paid 40% Under Exit Plan
------------------------------------------------------------------
Unsecured creditors of Murdock Empire Group, Inc., may recover 40%
of their claims, according to the company's proposed plan to exit
Chapter 11 protection.

Under the proposed reorganization plan, creditors holding Class 6
general unsecured claims will receive pro rata shares of the
reorganized company's "net distributable cash."

Net distributable cash means the remaining balance of the
reorganized company's operating income, plus any liquidation
proceeds.

General unsecured creditors will receive payments, including
interest at an annual, simple rate of 5%, starting on or before the
first business day that is at least 90 days following December 31,
2017.  Class 6 is impaired.

The primary source of funding for the plan will be excess cash
flows generated from the continued operation of Murdock's two
Subway(R) restaurants, according to the company's disclosure
statement filed on May 18 with the U.S. Bankruptcy Court for the
District of Arizona.

A copy of the disclosure statement is available for free at
https://is.gd/B0VETS

                      About Murdock Empire

Murdock Empire Group, Inc. operates 3 Subway sandwich restaurants
in Phoenix and Scottsdale, Arizona.

The Debtor filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
16-11113), on Sept. 28, 2016.  John B. Murdock, president, signed
the petition.  At the time of filing, the Debtor estimated assets
of less than $100,000 and liabilities of less than $1 million.

The Debtor is represented by Brian Blum, Esq., at Andante Law
Group, PLLC.  

No official committee of unsecured creditors has been appointed.


NAVISTAR INTERNATIONAL: 2016 Conflict Minerals Report Filed
-----------------------------------------------------------
In accordance with Rule 13p-1 under the Securities Exchange Act of
1934, Navistar submitted a Specialized Disclosure Form as well as a
Conflict Minerals Report for the calendar year 2016.  Navistar has
posted the Conflict Minerals Report on the sustainability page of
Navistar's website, located at
http://www.navistar.com/navistar/whoweare/sustainability.

Conflict Minerals are defined as cassiterite, columbite-tantalite,
gold, wolframite, and their derivatives, which are limited to tin,
tantalum and tungsten.

Navistar is an international manufacturer of International brand
commercial and military trucks, proprietary diesel engines, and IC
Bus brand school and commercial buses, as well as a provider of
service parts for trucks and diesel engines.  The Company's core
business is the United States and Canada truck and parts markets,
where the Company participates primarily in the Class 6 through 8
vehicle market segments.

The Company operates in four industry segments: Truck, Parts,
Global Operations, and Financial Services, which consists of
Navistar Financial Corporation and its foreign finance operations.

Navistar's Truck segment manufactures and distributes Class 4
through 8 trucks, buses, and military vehicles under the
International and IC brands, along with production of proprietary
engines, primarily in the North America markets that include the
U.S., Canada, and Mexico.  The Company's Truck segment also
includes its truck export business under the International and IC
brands as well as products that support the military truck product
lines.  The proprietary engines produced in North America are
primarily used in our trucks and buses.

The Company's Parts segment supports its brands of International
commercial trucks, IC buses, and proprietary engines, as well as
its other product lines, by providing customers with proprietary
products together with a wide selection of other standard truck,
trailer, and engine service parts.

Its Global Operations segment includes business that derives
revenue from outside its Truck and Parts segments and primarily
consists of the operations of our wholly-owned subsidiary, IIAA.
IIAA is a leader in the South American mid-range diesel engine
market, manufacturing and distributing mid-range diesel engines and
providing customers with additional engine offerings in the
agriculture, marine, and light truck markets.  The Global
Operations segment has a joint venture in China with Anhui
Jianghuai Automobile Co.

"The products which Navistar manufactures are complex and typically
contain thousands of parts from multiple suppliers," the Company
stated in the report.  "Navistar's performance requirements for its
products often require the use of 3TG."

"We conducted an inquiry of our suppliers in accordance with the
Step 1 of the Due Diligence Guidance for Responsible Supply Chains
of Minerals from Conflict-Affected and High-Risk Areas of the
Organisation for Economic Cooperation and Development ("OECD"). For
calendar year 2016, Navistar undertook a Reasonable Country of
Origin Inquiry ("RCOI") focused on our direct suppliers for our
Truck segment.  Our Truck segment accounted for approximately 67%
of Navistar's net sales and revenues for fiscal year 2016.

"For 2016, Navistar increased due diligence efforts to correctly
identify direct suppliers prior to initiating the survey.  As a
result of this effort, Navistar was able to clearly identify the
direct supplier base for a more targeted survey process. Navistar's
response rate was 89%.

"We sent out a notification to Navistar's in scope suppliers
informing them about the Conflict Minerals disclosure requirements
to which we are subject, and requesting they complete a Conflict
Minerals survey using the template developed by the Electronic
Industry Citizenship Coalition ("EICC") and the Global
e-Sustainability Initiative ("GeSI"), known as the EICC GeSI
Conflict Minerals Reporting Template (CMRT).

Navistar is a downstream consumer of necessary 3TG and is generally
many steps removed from smelter and refiners who provide minerals
and ores.  Navistar does not directly purchase 3TG from any smelter
or refiners, and does not, to the best of its knowledge, directly
purchase from any of the Covered Countries. Therefore, as
contemplated by the OECD Framework for downstream companies,
Navistar does not perform or direct audits of smelters and refiners
within the supply chain.  As a result, Navistar's due diligence
efforts rely on cross-industry initiatives such as those led by the
CFSI, to conduct smelter and refiner due diligence.

In 2016, the Company's efforts to determine the mine or location of
origin with the greatest possible specificity encompass its due
diligence measures described above, including, for example (i)
surveying suppliers; (ii) reviewing the entities identified as
smelter by our suppliers against information provided by the CFSI
to identify the smelters that are CFSP compliant; and (iii)
reviewing available information regarding the sourcing of Conflict
Minerals that may have been processed by reported facilities.
Through the Company's efforts to follow the OECD Framework and
requesting our suppliers to complete the Conflict Free Sourcing
Initiative's Conflict Minerals Reporting Template (CMRT), the
Company has determined that seeking information about 3TG smelters
and refiners in its supply chain presents the most reasonable
effort it can make to determine the mines or locations or origin of
the 3TG in its supply chain.

"We reviewed the responses from our suppliers and our analysis
indicates that many contained inconsistencies or incomplete data.
Furthermore, although most suppliers provided responses that listed
the known smelter/refiners in their supply chain, they did not
specify what smelter/refiners were associated with products shipped
to Navistar."

Navistar intends to take the following steps to improve the number
and quality of supplier responses in the next compliance period and
to mitigate and risks that the necessary 3TG used in Navistar
products may benefit armed groups:

   * Expand the number of suppliers surveyed regarding the use of
     Conflict Minerals in their products.

   * Continue Navistar's Conflict Minerals Program Manager's
     personalized outreach to non-responsive suppliers to confirm
     the appropriate supplier representative is identified and
     responsive prior to the 2017 reporting period.  This will
     allow Navistar to increase the accuracy of supplier data,
     educate suppliers around the rule, and encourage survey
     completion in the future.

   * Due to the increased response rate as a result of this year's
     outreach, its follow-up to non-responsive suppliers will
     begin prior to the initial survey deadline to allow more time
     for red flag analysis and due diligence efforts in 2017.

   * Reassessment of incorporating the supplier CMRT responses
     into scorecards to drive survey response rates.

   * Work with relevant trade associations to define and improve
     best practices.

A full-text copy of the Conflict Minerals Report is available at:

                     https://is.gd/0MWdcL

                   About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.navistar.com/-- is a holding company whose subsidiaries
and affiliates subsidiaries produce International(R) brand
commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label designer
and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The Company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

Navistar reported a net loss attributable to the Company of $97
million on $8.11 billion of net sales and revenues for the year
ended Oct. 31, 2016, compared with a net loss attributable to the
Company of $184 million on $10.14 billion of net sales and revenues
for the year ended Oct. 31, 2015.

As of Jan. 31, 2017, Navistar had $5.39 billion in total assets,
$10.72 billion in total liabilities and a total stockholders'
deficit of $5.32 billion.

                       *     *     *

Navistar carries as 'B3' Corporate Family Rating (CFR) and stable
outlook from Moody's.  Moody's said in January 2017 that Navistar's
ratings reflects the continuing challenges the company faces in
re-establishing its competitive position and profitability in the
North American medium and heavy truck markets.

Navistar carries a 'CCC' Issuer Default Ratings from Fitch Ratings.
Fitch said in January 2017 that the ratings for NAV, Navistar,
Inc., and NFC remain on Rating Watch Positive pending completion of
a strategic alliance between NAV and Volkswagen Truck & Bus GmbH
(VW T&B).   The Positive Rating Watch reflects Fitch's expectation
that under terms contemplated for the alliance, NAV would realize
cost synergies, improved liquidity, and strategic opportunities
over the next several years that would support its competitiveness
and operating performance.

As reported by the TCR on March 3, 2017, S&P Global Ratings said
that it raised its corporate credit ratings on Navistar
International Corp. and its subsidiary Navistar Financial Corp. to
'B-' from 'CCC+'.  The outlook is stable.  The upgrade follows
Navistar's strategic alliance with Volkswagen Truck & Bus, which
includes Volkswagen Truck & Bus' 16.6% equity stake in Navistar,
definitive agreements for the two companies to collaborate on
technology, and the formation of a procurement JV.


NEIMAN MARCUS: Interim CFO and COO Will Leave June 30
-----------------------------------------------------
Michael Fung will leave his position as interim chief financial
officer and chief operating officer of Neiman Marcus Group
effective June 30, 2017.

Mr. Fung temporarily left his retirement to join Neiman Marcus
Group on an interim basis in November 2016.  In addition to leading
finance, accounting and operations, he was instrumental in
directing efforts to stabilize NMG One, the Company's recently
implemented common merchandise and distribution system to manage
and sell inventory across the Company's omnichannel operations.
The Company said that since his arrival, NMG has made substantial
progress in the areas that were the most affected by the
implementation, including inventory receipts, visibility,
presentation and fulfillment.

"Michael has done an excellent job," said Karen Katz, president and
chief executive officer, Neiman Marcus Group.  "His leadership and
extensive experience have brought significant progress with NMG
One.  We very much appreciate Michael's commitment and service to
NMG."

As of June 30, while NMG continues its search for a permanent chief
financial officer, Dale Stapleton will assume the role of interim
chief financial officer.  Mr. Stapleton has been with Neiman Marcus
Group for more than 16 years, serving as senior vice president and
chief accounting officer since 2010.

                      About Neiman Marcus

Neiman Marcus Group LTD, Inc., headquartered in Dallas, TX,
operates 42 Neiman Marcus Stores across the United States and two
Bergdorf Goodman stores in Manhattan.  The Company also operates
twenty seven Last Call Outlets, thirteen Last Call Studios and one
Horchow Finale as well as four CUSP stores.  These store operations
total more than 6.9 million gross square feet.  The Company
conducts direct to consumer operations under the Neiman Marcus,
Bergdorf Goodman, Last Call, Horchow, CUSP and mytheresa brand
names.

Neiman Marcus reported a net loss of $406.11 million for the fiscal
year ended July 30, 2016, compared to net earnings of $14.94
million for the year ended Aug. 1, 2015.  As of Jan. 28, 2017,
Marcus Neiman had $8.15 billion in total assets, $7.34 billion in
total liabilities and $809.81 million in total member equity.

                           *    *    *

As reported by the TCR on March 17, 2017, Moody's Investors Service
downgraded Neiman Marcus Group LTD, Inc.'s Corporate Family Rating
to Caa2 from B3 and its Probability of Default Rating to Caa2-PD
from B3-PD.  The company's Speculative Grade Liquidity rating is
affirmed at SGL-2. The outlook is changed to negative from stable.
"The downgrade of NMG's Corporate Family Rating reflects the
continued weakness in its financial results as it faces both the
cyclical and secular challenges that face the North America luxury
department stores", says Christina Boni, VP Senior Analyst.  "Its
designation of its MyTheresa.com operations and certain owned
properties to unrestricted subsidiaries reduces assets coverage for
its debt obligations.  The hiring of a financial advisor to
evaluate strategic alternatives also signals the likelihood of its
capital structure being addressed well before its first significant
debt maturity in October 2020. Despite good liquidity, overall
leverage levels remain well above what can be refinanced and a path
to return to peak EBITDA levels is unlikely in the present
operating environment."


NEW JERSEY MICRO-ELECTRONIC: Taps D&A as Accountant
---------------------------------------------------
New Jersey Micro-Electronic Testing, Inc. seeks authorization to
the U.S. Bankruptcy Court for the District of New Jersey to employ
Dispenziere & Associates LLC ("D&A") as accountant.

The Debtor requires Dispenziere & Associates to provide all
necessary accounting services including, without limitation,
preparing financial statements, cash collateral budgets, monthly
reports and tax returns, as needed; rendering financial advice to
Debtor; and assisting in negotiations with creditors inclusive of
preparing such financial documents as may be required to submit and
confirm a reorganization plan.

Dispenziere & Associates will be paid at these hourly rates:

       Junior Accountant              $75
       Staff Accountant               $100
       Senior Accountant              $125
       Partner                        $175
       Senior Partner                 $275

Dispenziere & Associates will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Salvatore Dispenziere, managing partner of Dispenziere &
Associates, 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 estate.

Dispenziere & Associates can be reached at:

       Salvatore Dispenziere
       DISPENZIERE & ASSOCIATES LLC
       46 Wilson Drive
       Sparta, NJ 07871
       Tel: (973) 729-7120

            About New Jersey Micro-Electronic Testing

Based in Clifton, NJ, New Jersey Micro-Electronic Testing, Inc. --
http://njmetmtl.com/-- provides professional electronic component

testing to the commercial, military, aerospace, industrial and
automotive fields worldwide for nearly 40 Years.  The Company
posted gross revenue of $2.25 million in 2016 compared to gross
revenue of $2.59 million in 2015.

New Jersey Micro-Electronic Testing filed a Chapter 11 petition
(Bankr. D.N.J. Case No. 17-18977) on May 1, 2017.  Giacomo
Federico, president, signed the petition.  The case is assigned to
Judge John K. Sherwood.  The Debtor is represented by Matteo
Percontino, Esq. and Bruce J. Wisotsky, Esq. at Norris, McLaughlin
& Marcus, P.A.  At the time of filing, the Debtor had $483,782 in
assets and $4.68 million in liabilities.


NORTEL NETWORKS: Gets $4.165B Share, to Begin Payouts
-----------------------------------------------------
Nortel Networks Corporation ("NNC") and Nortel Networks Limited
("NNL" and together with NNC and certain of their Canadian
affiliates subject to proceedings under Canada's Companies'
Creditors Arrangement Act ("CCAA"), "Nortel Canada") on May 26,
2017 announced the receipt of its allocation entitlement of
approximately US$4.165 billion pursuant to the Settlement and Plans
Support Agreement (the "Global Settlement and Support Agreement")
entered into October 12, 2016, and the implementation of the CCAA
Plan of Compromise and Arrangement approved by the Ontario Superior
Court of Justice on January 24, 2017 (the "CCAA Plan").

As previously announced, the Global Settlement and Support
Agreement resolved the allocation dispute regarding the
approximately US$7.3 billion of sale proceeds held in escrow as
well as various other claims, disputes and matters among the
parties thereto.  Pursuant to the Global Settlement and Support
Agreement, Nortel Canada received 57.1065% of the sale proceeds in
escrow, being approximately USD 4.156 billion.  The Global
Settlement and Support Agreement also provided for, among other
things, the release to Nortel Canada of approximately USD 237
million of other sale proceeds plus a further amount of sale
proceeds relating to the transfer of I.P. addresses by Nortel
Canada, as well as payment to Nortel Canada of USD 35 million on
account of reimbursement of various costs incurred in connection
with the asset sales.

Following implementation of the CCAA Plan, it is anticipated that
Nortel Canada will begin making pro rata distributions to its
unsecured creditors, with an initial distribution expected to be
made in the late June or early July 2017 timeframe.  Ernst & Young
Inc., the court-appointed monitor in the CCAA proceedings of Nortel
Canada, has previously reported its expectation that unsecured
creditors will recover in total between CA 45 cents to CA 49 cents
for creditors entitled to be paid in Canadian dollars, and US 41.5
cents to US 45 cents for creditors entitled to be paid in U.S.
dollars.  The specific distribution rate for the anticipated
initial distribution has yet to be determined.

As previously announced, holders of NNC common shares and NNL
preferred shares are not expected to receive any distribution or
other compensation pursuant to the CCAA Plan.

Further information and copies of the Global Settlement and Support
Agreement and the CCAA Plan are available on the Monitor's website
at www.ey.com/ca/nortel.

                      About Nortel Networks

Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications.  Nortel did
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.

On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates commenced
a proceeding with the Ontario Superior Court of Justice under the
Companies' Creditors Arrangement Act (Canada) seeking relief from
their creditors.  Ernst & Young was appointed to serve as monitor
and foreign representative of the Canadian Nortel Group.  That same
day, the Monitor sought recognition of the CCAA Proceedings in U.S.
Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter
15 of the U.S. Bankruptcy Code.

That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).

In addition, the High Court of England and Wales placed 19 of NNI's
European affiliates into administration under the control of
individuals from Ernst & Young LLP.  Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.

On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A.  On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court
for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.

U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases.  Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.

In the Chapter 11 case, James L. Bromley, Esq., and Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York,
serve as the U.S. Debtors' general bankruptcy counsel; Derek C.
Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP,  in
Wilmington, serves as Delaware counsel.  The Chapter 11  Debtors'
other professionals are Lazard Freres & Co. LLC as financial
advisors; and Epiq Bankruptcy Solutions LLC as claims and notice
agent.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.

An ad hoc group of bondholders also was organized.  An Official
Committee of Retired Employees and the Official Committee of
Long-Term Disability Participants tapped Alvarez & Marsal
Healthcare Industry Group as financial advisor.  The Retiree
Committee is represented by McCarter & English LLP as Delaware
counsel, and Togut Segal & Segal serves as the Retiree Committee.
The Committee retained Alvarez & Marsal Healthcare Industry Group
as financial advisor, and Kurtzman Carson Consultants LLC as its
communications agent.

Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.

As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion.  The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies.  As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.

Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers.  Nortel has collected roughly $9 billion for
distribution to creditors.  Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation.  The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction.  The
deal closed in July 2011.

Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court.  The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.

The trial on how to divide proceeds among creditors in the U.S.,
Canada, and Europe commenced on Sept. 22, 2014.  The question of
how to divide $7.3 billion raised in the international bankruptcy
of Nortel Networks Corp. was answered on May 12, 2015, by two
judges, one in the U.S. and one in Canada.

According to The Wall Street Journal, Justice Frank Newbould of the
Ontario Superior Court of Justice in Toronto and Judge Kevin Gross
of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the
outcome: a modified pro rata split of the money.


NORTHERN OIL: Life Time CEO Akradi Asked for a Board Seat
---------------------------------------------------------
Bahram Akradi, the chairman of the Board, president and chief
executive officer of Life Time Fitness, Inc., sent a letter to the
Board of Directors of Northern Oil on May 25 expressing his
willingness to serve on the Company's Board.

"I have expressed my belief that I am exceedingly optimistic about
the future of Northern Oil and Gas, Inc.," stated Mr. Akradi.  "I
also have expressed my willingness to be a positive force for
change at Northern.  In order to put actions behind my words, I am
asking that the Board create a new board seat and appoint me as a
director to fill the vacancy.  As Northern's second largest
shareholder, the author of a constructive action plan for the
Company, and an experienced chief executive officer, I believe I am
uniquely qualified to help build shareholder value for all Northern
shareholders."

As of May 25, 2017, Mr. Akradi beneficially owns 6,000,000 shares
of common stock of Northern Oil representing 9.47 percent
calculated based on 63,327,589 shares of Common Stock issued and
outstanding as of May 1, 2017, as reported in the Issuer's
quarterly report on Form 10-Q filed on May 8, 2017 for the
quarterly period ended March 31, 2017.  Of those Shares, 30,000
shares are owned indirectly by Mr. Akradi through the 401(k) plan
of Life Time Fitness, Inc.

Life Time is a privately held, comprehensive health and lifestyle
company that offers a personalized and scientific approach to
long-term health and wellness through its portfolio of distinctive
resort-like destinations, athletic events and health services.
Life Time, known as the "Healthy Way of Life Company," helps
members achieve their goals with the support of a team of dedicated
professionals and an array of proprietary health assessments.  The
address of Life Time's corporate offices is 2902 Corporate Place,
Chanhassen, MN 55317.

Mr. Akradi has purchased the Shares for aggregate consideration
(including brokerage commissions) of $20,338,919.  He also has sold
shares of Common Stock for aggregate consideration (including
brokerage commissions) of $2,209,269.

A full-text copy of the regulatory filing is available at:

                      https://is.gd/V9jSJf

                       About Northern Oil

Northern Oil and Gas, Inc. -- http://www.NorthernOil.com/-- is an  

exploration and production company with a core area of focus in the
Williston Basin Bakken and Three Forks play in North Dakota and
Montana.
  
Northern Oil reported a net loss of $293.5 million on $144.9
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $975.4 million on $275.05 million of
total revenues for the year ended Dec. 31, 2015.  The Company's
balance sheet as of Dec. 31, 2016, showed $431.5 million in total
assets, $918.95 million in total liabilities, and a total
stockholders' deficit of $487.4 million.

                        *     *     *

As reported by the TCR on Sept. 1, 2016, S&P Global Ratings lowered
its corporate credit rating on U.S.-based oil and gas E&P company
Northern Oil and Gas Inc. to 'CCC' from 'CCC+'.  The outlook is
negative.  "The downgrade follows the announcement by the company
that it has retained financial advisors Tudor, Pickering, Holt &
Co. to help it review strategic alternatives," said S&P Global
Ratings credit analyst Brian Garcia.  "We believe this increases
the likelihood the company could engage in a transaction we would
view as a distressed exchange, where holders of the company's
unsecured debt could receive less than the promised value," he
added.  As reported by the TCR on March 24, 2016, Moody's Investors
Service downgraded Northern Oil and Gas, Inc's Corporate Family
Rating to Caa2 from B3, Probability of Default Rating to Caa2-PD
from B3-PD, and the ratings on its senior unsecured notes to Caa3
from Caa1.  At the same time, Moody's lowered the Speculative Grade
Liquidity (SGL) rating to SGL-4 from SGL-3.  This concludes the
ratings review commenced on Jan. 21, 2016.  The ratings outlook is
negative.

"Weak oil and natural gas prices will diminish NOG's cash flows in
2017, when it no longer benefits from commodity price hedges,"
stated James Wilkins, a Moody's vice president.  "Leverage will
increase sharply and credit metrics will deteriorate."

Northern Oil carries a 'Caa2' corporate family rating from Moody's
Investors Service.


OMINTO INC: Morrison Brown Replaces Mayer Hoffman as Accountants
----------------------------------------------------------------
Ominto, Inc. dismissed Mayer Hoffman McCann P.C. as the Company's
principal independent registered public accounting firm on May 19,
2017.  The decision to dismiss MHM was recommended by the Company's
Audit Committee and approved by its Board of Directors.

The reports of MHM on the Company's consolidated financial
statements for the two most recent fiscal years ended Sept. 30,
2016, and 2015, did not contain an adverse opinion or a disclaimer
of opinion, nor did they contain a qualification or modification as
to uncertainty, audit scope or accounting principles.

During the Company's two most recent fiscal years ended Sept. 30,
2016, and 2015 and in the subsequent interim periods through the
date of dismissal, there were (1) no disagreements with MHM on any
matter of accounting principles or practices, financial statement
disclosure, or auditing scope or procedure, which disagreements, if
not resolved to the satisfaction of MHM, would have caused MHM to
make reference to the subject matter of the disagreements in
connection with its reports, and (2) no events of the type listed
in paragraphs (A) through (D) of Item 304(a)(1)(v) of Regulation
S-K.

On May 19, 2017, pursuant to the approval of the Audit Committee,
the Company engaged Morrison Brown Argiz & Farra, LLC as its
principal independent registered public accounting firm.  The
decision to engage MBAF was recommended by the Company's Audit
Committee and approved by our Board of Directors for the remainder
of the Company's fiscal quarter ending June 30, 2017, and its
fiscal year ending on Sept. 30, 2017.

During the Company's two most recent fiscal years ended Sept. 30,
2016, and 2015 and in the subsequent interim period through the
date of appointment, the Company has not consulted with MBAF
regarding either the application of accounting principles to a
specified transaction, either completed or proposed, or the type of
audit opinion that might be rendered on our financial statements,
nor has MBAF provided to us a written report or oral advice that
MBAF concluded was an important factor considered by us in reaching
a decision as to the accounting, auditing or financial reporting
issue.  In addition, during such periods, the Company has not
consulted with MBAF regarding any matter that was either the
subject of a disagreement (as defined in Item 304(a)(1)(iv) and the
related instructions) or a reportable event (as described in Item
304(a)(1)(v) of Regulation S-K).

                         About Ominto

Ominto, Inc. -- http://inc.ominto.com/-- was incorporated under
the laws of the State of Nevada on June 4, 1999, as Clamshell
Enterprises, Inc., which name was changed to MediaNet Group
Technologies, Inc. in May 2003, then to DubLi, Inc. on Sept. 25,
2012, and finally to Ominto, Inc. as of July 1, 2015.  The DubLi
Network was merged into the Company, as its primary business in
October 2009.

Ominto reported a net loss of $10.30 million for the year ended
Sept. 30, 2016, compared to a net loss of $11.69 million for the
year ended Sept. 30, 2015.  As of Dec. 31, 2016, Ominto had $65.84
million in total assets, $44.01 million in total liabilities, $6.62
million in stockholders' equity and $15.19 million in
non-controlling interest.


OMNI SPECIALIZED: Case Summary & 17 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Omni Specialized, LLC
        20812 E. 550th Street
        Colona, IL 61241

Business Description: Omni Specialized, LLC --
                      https://www.omnispecialized.com/ -- is an
                      over-dimensional and general commodity
                      carrier serving 48 states.  The Company
                      claims to have an outstanding reputation for
                      safe, reliable service along with a large
                      selection of specialized trailers.  Omni's
                      fleet of specialized and general commodity
                      equipment includes a 100% complement of 53
                      flatbed and low-profile stepdecks with RGN
                      Double-Drop trailers.

Chapter 11 Petition Date: May 29, 2017

Case No.: 17-80801

Court: United States Bankruptcy Court
       Central District of Illinois (Peoria)

Judge: Hon. Thomas L. Perkins

Debtor's Counsel: Gregory Otsuka, Esq.
                  HELLMUTH & JOHNSON, PLLC
                  8050 West 78th Street
                  Edina, MN 55439
                  Tel: 952-941-4005
                  Fax: 952-941-2337
                  Email: gotsuka@hjlawfirm.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Thomas Witt, manager.

A list of the Debtor's 17 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ilcb17-80801.pdf


PARADISE MEDSPA: Hires Cunningham as Business Appraiser
-------------------------------------------------------
Paradise Medspa, PLLC and its debtor-affiliates seek authorization
from the U.S. Bankruptcy Court for the District of Arizona to
employ Cunningham & Associates, Inc., as business appraiser.

The Debtors require Cunningham to appraise the Debtors' business,
to include appraisal of the Debtors' equipment.

Cunningham will be compensated at the rate of $150 per hour.

George Cunningham, of Cunningham & Associates, 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.

Cunningham may be reached at:

      George Cunningham
      Cunningham & Associates, Inc.
      6592 N. 27th Avenue
      Phoenix, AZ 85017
      Phone: (602) 595-6714
             (602) 469-4635
      Email: george@auctionaz.com

                    About Paradise Medspa, PLLC

Paradise Medspa PLLC and Paradise Medspa & Wellness PLLC filed
chapter 11 petitions (Bankr. D. Ariz. Case No. 16-13065) on
November 15, 2016.  The petitions were signed by Rebecca Weiss
Glasow, member.  The Debtors are represented by Randy Nussbaum,
Esq., at Nussbaum Gillis & Dinner, P.C.  The cases are assigned to
Judge Madeleine C. Wanslee.  Paradise Medspa PLLC estimated assets
at $50,000 to $100,000 and liabilities at $1 million to $10
million. Paradise Medspa & Wellness PLLC estimated both assets and
liabilities at $0 to $50,000.



PAYLESS HOLDINGS: Committee Takes Aim at Debt Restructuring Plan
----------------------------------------------------------------
Lillian Rizzo, writing for The Wall Street Journal Pro Bankruptcy,
reported that the Official Committee of Unsecured Creditors took
aim at Payless ShoeSource Inc. and its lenders saying the company
left out important information such as valuation, liquidation
analyses, and proposed distributions for creditors.

According to the report, the Committee, which is composed of
Payless's vendors and suppliers, also wants to look into the role
that private-equity firms Golden Gate Capital and Blum Capital have
played in Payless.

The creditors said in court papers that Payless and some of its
lenders have put the bankruptcy process on a fast-track to more
quickly hand over control to the lenders, "while paying almost
nothing to general unsecured creditors left holding over $150
million of claims, and who are continuing to provide goods and
services to these debtors," the report related.

As previously reported by The Troubled Company Reporter, the
Debtor's Plan reduced debt to $469 million.

As of April 4, Payless and its affiliates had outstanding debt of
as much as $838 million, which consists of a $187 million in
secured debt under their asset-backed revolving credit facility,
$506 million in secured debt under their first lien credit
facility, and $145 million in secured debt under their second lien
credit facility.

If the plan is confirmed, the companies will exit bankruptcy with
approximately 40% less funded debt.

Payless has negotiated agreements with some existing lenders to
obtain up to $305 million of asset-based financing and an $80
million new term loan to get the companies through bankruptcy.

Under the plan, Payless' pre-bankruptcy first lien lenders will
receive their pro rata share of 91% of the common equity of the
reorganized company, among other things.

Those who assert claims under the second lien credit facility will
receive their pro rata share of 9% of the common equity in exchange
for the discharge of obligations of the companies under the credit
facility.

The estimated recovery of general unsecured claims is still
unknown
but Payless believes the plan provides general unsecured creditors
a recovery at a material premium over what they otherwise would
receive under a priority waterfall recovery analysis.

A copy of the disclosure statement is available for free at
https://is.gd/9SlbmK

                      About Payless Holdings

Payless -- http://www.payless.com/-- was founded in 1956 as an  
everyday footwear retailer.  It has more than 4,000 stores in more
than 30 countries, and employs approximately 22,000 people.  It is
headquartered in Topeka, Kansas, but its operations span across
Asia, the Middle East, Latin America, Europe, and the United
States.

Payless first traded publicly in 1962, and was taken private in
May
2012.  Payless Holdings, LLC currently owns, directly or
indirectly, each of its 91 subsidiaries.

Payless Holdings LLC (Bankr. E.D. Mo. Lead Case No. 17-42267) and
its subsidiaries sought protection under Chapter 11 of the
Bankruptcy Code on April 4, 2017.  The petitions were signed by
Paul J. Jones, chief executive officer.   

At the time of the filing, the Debtors estimated their assets at
$500 million to $1 billion and liabilities at $1 billion to $10
billion.   

The Debtors hired Alvarez & Marsal North America LLC as
restructuring advisor; Prime Clerk LLC as claims, balloting and
administrative agent; and Osler, Hoskin & Harcourt LLP as CCAA
counsel.

On April 14, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.

The Committee tapped Pachulski Stang Ziehl & Jones LLP as lead
counsel, Polsinelli PC as local counsel, Province Inc. as financial
advisor, and Back Bay Management Corp. and its division The
Michael-Shaked Group as valuation expert consultant, and Dr. Israel
Shaked as expert witness.

On April 25, 2017, the Debtors filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.  The
Debtors' plan, if confirmed and implemented, would reduce their
debt to $469 million.


PAYLESS HOLDINGS: Seeks to Close 408 More Stores
------------------------------------------------
Payless Holdings LLC on May 24, 2017, said in filings with the U.S.
Bankruptcy Court for the Eastern District of Missouri that it is
closing 408 more stores, although the number may be reduced if it
can negotiate concessions with landlords.

On April 4, 2017, the Debtors filed with the Court a motion seeking
to close an initial 389 stores.  A final order granting approval to
the relief requested in the initial store closing motion and
approving sale guidelines was entered on May 17.

The Debtors have continued to actively evaluate the approximately
3,000 remaining unexpired leases in North America and the economics
of these stores beyond the Initial Store Closings.

Since the Petition Date, the Debtors have been working diligently
to negotiate rent concessions with the assistance of RCS Real
Estate Advisors and Keen Summit Capital Partners LLC.  While many
of those negotiations have been successful and significant savings
have been realized, other negotiations have not been as successful.
Accordingly, to move forward and further rationalize their store
fleet, the Debtors are filing a Motion to be granted the authority
to close up to an additional 408 stores (the "Second List
Stores").

The Debtors are hopeful that continued negotiations before the
hearing on the Motion will result in consensual modifications and
rent concessions with respect to the Second List Stores, but are
filing this Motion to close the Second List Stores in case such
negotiations do not succeed.  For the avoidance of doubt, the
Debtors reserve the right to remove any of the Second List Stores
from the attached exhibit prior to the date of the hearing.
Further rationalization of the Debtors' store footprint may
continue beyond these Second List Stores as needed based on other
ongoing negotiations.

                           408 Stores

In formulating the list of Second List Stores, the Debtors said
they considered, among other factors, historical store
profitability, recent sales trends, the geographic market in which
the store is located, the potential to realize negotiated rent
reductions with applicable landlords, and specific circumstances
related to a store's performance.  Specifically, the Second List
Stores were identified based on the following criteria: (a) whether
the Second List Store was unprofitable on an EBITDAR basis (EBITDA
after adding back the associated rent and occupancy expense) and
was not a candidate for rent concessions; (b) whether the Second
List Store was cash flow negative and had little to no opportunity
for rent concessions or, based upon the current discussion between
the Debtors and respective landlord, the rent concessions offered
were not sufficient; and (c) whether the Second List Store had high
anticipated "transfer sales" (i.e., sales that would flow through
to the Debtors' other store locations) that exceeded its estimated
cash flow.

The Debtors seek to apply the Sale Guidelines included in the
Initial Store Closing Motion and approved in the Final Order, to
sell the (a) saleable inventory located in the Second List Stores
following the Petition Date (the "Second List Merchandise"), and
(b) associated furniture, fixtures, and equipment (the "Second List
FF&E" and, together with the Merchandise, the "Second List Store
Closure Assets"), in each case free and clear of liens, claims, or
encumbrances, and to otherwise prepare the Second List Stores for
turnover to the applicable landlords.  The Debtors have determined
that, in the exercise of their business judgment and in
consultation with their advisors, the Sale Guidelines provide the
best and most efficient means of selling the Second List Store
Closure Assets to maximize the value to their estates. The Debtors
estimate that the Second List Store Closing process will take
approximately seven to ten weeks.

Certain states in which the Debtors operate stores have or may have
licensing or other requirements governing the conduct of store
closing, liquidation, or other inventory clearance sales,
including, but not limited to, state, provincial, and local laws,
statutes, rules, regulations, and ordinances (the "Liquidation Sale
Laws").  Liquidation Sale Laws may establish licensing, permitting
or bonding requirements, waiting periods, time limits, and bulk
sale restrictions and augmentation limitations that would otherwise
apply to the Second List Store Closings.  The Debtors request Court
authority to conduct the Store Closings in accordance with the Sale
Guidelines without complying with the Liquidation Sale Laws.

Similarly, the Debtors request a waiver of any contractual
restrictions that could otherwise inhibit or prevent the Debtors
from maximizing value for creditors through the Second List Store
Closings.  In certain instances, the contemplated Second List Store
Closings may be inconsistent with certain provisions of leases,
subleases, or other documents with respect to the premises in which
the Debtors operate, including, without limitation, reciprocal
easement agreements, agreements containing covenants, conditions,
and restrictions (including, without limitation, "go dark"
provisions and landlord recapture rights), or other similar
documents or provisions.  The restrictions would also hamper the
Debtors' ability to maximize value in selling their inventory.

The Debtors also request that no entity, including, without
limitation, utilities, landlords, creditors, and all persons acting
for or on their behalf will interfere with or otherwise
impede the conduct of the Second List Store Closings, or institute
any action against the Debtors in any court (other than in this
Court) or before any administrative body that in any way directly
or indirectly interferes with, obstructs, or otherwise impedes the
conduct of the Second List Store Closings, the advertising and
promotion (including through the posting of signs) of the Second
List Store Closings.

A list of the 408 stores set to the be closed, which was attached
to the Motion, is available at:

   http://bankrupt.com/misc/Payless_883_M_2nd_Closing_Stores.pdf

                      About Payless Holdings

Payless Holdings LLC and its subsidiaries sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mo. Lead Case No.
17-42267) on April 4, 2017.  The petitions were signed by Paul J.
Jones, chief executive officer.   At the time of the filing, the
Debtors estimated their assets at $500 million to $1 billion and
liabilities at $1 billion to $10 billion.   

Payless -- http://www.payless.com/-- was founded in 1956 as an
everyday footwear retailer.  The Company is headquartered in
Topeka, Kansas, but its operations span across Asia, the Middle
East, Latin America, Europe, and the United States.  Payless first
traded publicly in 1962, and was taken private in May 2012.
Payless Holdings, LLC currently owns, directly or indirectly, each
of its 91 subsidiaries.

As of the bankruptcy filing, Payless had more than 4,000 stores in
more than 30 countries, and employed approximately 22,000 people.
In April 2017, it sought court approval to close an initial 389
stores, and the following month it sought court approval to close
408 more stores.

The Debtors hired Alvarez & Marsal North America LLC as
restructuring advisor; Prime Clerk LLC as claims, balloting and
administrative agent; and Osler, Hoskin & Harcourt LLP as CCAA
counsel.

On April 14, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The unsecured creditors
committee has tapped Pachulski
Stang Ziehl & Jones LLP as lead counsel to the Committee,
Polsinelli PC as its local counsel, and Province Inc. as financial
advisor.  The committee has retained Back Bay Management Corp. and
its division The Michael-Shaked Group as expert consultant.

On April 25, 2017, the Debtors filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.  The
Debtors' plan, if confirmed and implemented, would reduce their
debt to $469 million.


PET EXPRESS: Hires Jacqueline I. Rivera Gonzalez as Accountant
--------------------------------------------------------------
Pet Express USA Corp., seeks authorization from the U.S. Bankruptcy
Court for the District of Puerto Rico to employ Jacqueline I.
Rivera Gonzalez, CPA as accountant.

The Debtor requires Jacqueline I. Rivera Gonzalez, CPA to provide
general accounting and financial consulting services in connection
with this bankruptcy petition and file the disclosure statement and
plan of reorganization.

The Debtor will compensate Jacqueline I. Rivera Gonzalez, CPA at
$250 per hour.

Jacqueline I. Rivera Gonzalez, CPA, assured the Court that she 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.

Jacqueline I. Rivera Gonzalez may be reached at:

     Jacqueline I. Rivera Gonzalez, CPA
     Urb. La Rambla 1108 Avila St.
     Ponce, PR 00730
     Tel: (787) 843-1679

                 About Pet Express USA Corp.

Pet Express USA Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. P.R. Case No. 17-00914) on February 13,
2017.  The case is assigned to Judge Edward A. Godoy. At the time
of the filing, the Debtor estimated assets and liabilities of less
than $50,000.


PETROLIA ENERGY: Will Hold "Say on Pay" Votes Every Three Years
---------------------------------------------------------------
Petrolia Energy Corporation filed with the Securities and Exchange
Commission an amended current report on Form 8-K/A.  The Original
Form 8-K filed on April 14, 2017, reported the final voting results
of the Company's 2015 Annual Meeting of Shareholders held on April
14, 2016.  The sole purpose of this Amendment is to add item (d)
regarding the Company's decision as to the frequency of future
shareholder advisory votes regarding the compensation of the
Company's named executive officers.

Due to the fact that stockholders holding 61.0% of the total
stockholder vote, including 97.6% of the total number of
stockholders voting at the Company's 2015 Annual Meeting, voted in
favor of holding future advisory votes on executive compensation of
the Company's named executive officers every "3 Years", the Board
of Directors has determined that the Company will hold future
non-binding, advisory votes of stockholders to approve the
compensation of the named executive officers every "3 years", until
the next non-binding, advisory stockholder vote on the frequency of
stockholder votes on executive compensation, currently scheduled to
occur at the Company's 2018 annual meeting of stockholders, or
until the Board of Directors otherwise determines a different
frequency for such non-binding, advisory votes.

                      About Petrolia Energy

Petrolia Energy Corporation, formerly known as Rockdale Resources
Corporation, is an oil and gas exploration, development, and
production company.

Petrolia Energy reported a net loss of $1.87 million on $321,000 of
total revenue for the year ended Dec. 31, 2016, compared with a net
loss of $1.85 million on $188,000 of total revenue for the year
ended Dec. 31, 2015.  As of March 31, 2017, Petrolia Energy had
$13.23 million in total assets, $6.62 million in total liabilities
and $6.61 million in total stockholders' equity.

MaloneBailey, LLP, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016,
citing that Petrolia Energy has incurred losses from operation
since inception and has a net working capital deficiency.  These
factors raise substantial doubt about the Company's ability to
continue as a going concern.


PETROQUEST ENERGY: Extends Exchange Offer Expiration to June 2
--------------------------------------------------------------
PetroQuest Energy, Inc., announced it has extended the expiration
date of its offer to exchange (i) up to $14,177,000 of 10% Second
Lien Senior Secured Notes due 2021 that have been registered under
the Securities Act of 1933 for any and all outstanding $14,177,000
of 10% Second Lien Senior Secured Notes due 2021 that have not been
registered under the Securities Act of 1933, and (ii) up to
$251,867,646 of 10% Second Lien Senior Secured PIK Notes due 2021
that have been registered under the Securities Act of 1933 for any
and all outstanding $251,867,646 of 10% Second Lien Senior Secured
PIK Notes due 2021 that have not been registered under the
Securities Act of 1933.  All other terms and conditions of the
Exchange Offer, as described in the Company's prospectus dated
April 26, 2017, and the related letter of transmittal, remain
unchanged.

The Exchange Offer will now expire at 5:00 p.m., New York City
time, on June 2, 2017, unless further extended by the Company at
its sole discretion.  The Company has been advised by its exchange
agent that as of 5:00 p.m., New York City time, on May 25, 2017,
approximately $14,170,000 and $244,463,724 in aggregate principal
amount of the outstanding Secured Notes and Secured PIK Notes
(constituting approximately 99% and 97% of the principal amount of
such outstanding Secured Notes and Secured PIK Notes),
respectively, had been validly tendered for exchange.  The Exchange
Offer is being extended in order to provide holders of the Secured
Notes and Secured PIK Notes, who have not yet tendered their notes
for exchange, additional time to do so.

                       About PetroQuest

PetroQuest Energy, Inc., is an independent energy company engaged
in the exploration, development, acquisition and production of oil
and natural gas reserves in East Texas, Oklahoma, South Louisiana
and the shallow waters of the Gulf of Mexico.  PetroQuest's common
stock trades on the New York Stock Exchange under the ticker PQ.

Petroquest reported a net loss available to common stockholders of
$96.24 million on $66.66 million of oil and gas revenues for the
year ended Dec. 31, 2016, compared to a net loss available to
common stockholders of $299.92 million on $115.96 million of oil
and gas revenues for the year ended Dec. 31, 2015.

As of March 31, 2017, Petroquest had $150.25 million in total
assets, $402.61 million in total liabilities and a total
stockholders' deficit of $252.36 million.

                          *     *     *

PetroQuest Energy carries a 'Caa3' corporate family rating from
Moody's Investors Service.

As reported by the TCR on Oct. 26, 2016, S&P Global Ratings raised
the corporate credit rating on Lafayette, La.-based E&P company
PetroQuest Energy Inc. to 'CCC' from 'SD'. The outlook is negative.
"The upgrade reflects our reassessment of the company's corporate
credit rating following the exchange of the majority of its
outstanding 10% senior unsecured notes due September 2017 at par,"
said S&P Global Ratings credit analyst Daniel Krauss.  The negative
outlook reflects the company's current debt leverage levels, which
S&P views to be unsustainable, as well as its less than adequate
liquidity position.


PHOTOMEDEX INC: Gets Another Noncompliance Notice from Nasdaq
-------------------------------------------------------------
PhotoMedex, Inc. received written notification on Nov. 18, 2016,
from Nasdaq that the Company's stockholder equity reported on its
Form 10-Q for the period ended Sept. 30, 2016, had fallen below the
minimum requirement of $2.5 million, and that the Company was,
therefore, not in compliance with the requirements for continued
listing on the Nasdaq Capital Market under Nasdaq Marketplace Rule
5550(b)(1).  In the Notice, Nasdaq granted the Company a period of
45 calendar days, or until Jan. 2, 2017, to submit a plan to regain
compliance with the Continued Listing Rule, and that plan was filed
with Nasdaq on Jan. 10, 201,7 under a one-week extension due to the
holiday period.  As a result of that filing, Nasdaq granted the
Company an extension of time to comply with the Continued Listing
Rule until March 10, 2017.

On March 15, 2017, in a letter from Nasdaq to the Company, Nasdaq
granted the Company a further extension until May 17, 2017, to
comply with the Continued Listing Rule, subject to (i) the Company
having signed a definitive asset contribution agreement with First
Capital Real Estate Trust Incorporated on or before March 31, 2017,
which it did (i.e. the Contribution Agreement), and (ii) the
Company having closed the transaction contemplated by such
definitive agreement on or before May 17, 2017.  As a result of the
Company's acquisition of certain assets under the Contribution
Agreement in an initial closing on May 17, 2017, the Company, as of
May 17, 2017, complied with the requirements of the Nasdaq March
15th Letter and, as of that date, was in compliance with the
Continued Listing Rule, including the requirement to maintain
shareholder equity of at least $2.5 million.

On May 22, 2017, the Company received an additional letter from
Nasdaq, notifying the Company that, while it was now in compliance
with the Continued Listing Rule, it was not in compliance with
Listing Rule 5110(a) because it failed to submit an initial listing
application to receive approval to list the post-transaction
entities, prior to the Initial Closing.  Because of this failure,
Nasdaq has determined to delist the Company's securities from
listing and registration on The Nasdaq Stock Market.

Under Nasdaq rules, the Company may appeal Nasdaq's delisting
determination and request a hearing, prior to 4 p.m. Eastern Time
on May 30, 2017.  If the Company does not file an appeal by the
Appeal Deadline, the Company's securities will be suspended at the
opening of business on June 1, 2017, and a Form 25-NSE will be
filed with the Securities and Exchange Commission, which will
remove the Company's securities from listing and registration on
The Nasdaq Stock Market.  The Company intends to file an appeal and
request a hearing prior to the Appeal Deadline, which will stay the
delisting until after the appeal is heard.  The Company expects
that this matter will be resolved and that its common stock will
continue to be listed on Nasdaq.

                       About PhotoMedex

PhotoMedex, Inc., is a global health products and services company
providing integrated disease management and aesthetic solutions to
dermatologists, professional aestheticians, ophthalmologists,
optometrists, consumers and patients.  The Company provides
proprietary products and services that address skin conditions
including psoriasis, vitiligo, acne, actinic keratosis, photo
damage and unwanted hair, as well as fixed-site laser vision
correction services at our LasikPlus(R) vision centers.

Photomedex reported a net loss of $13.26 million for the year ended
Dec. 31, 2016, compared to a net loss of $34.55 million for the
year ended Dec. 31, 2015.  As of Dec. 31, 2016, Photomedex had
$18.50 million in total assets, $19.90 million in total liabilities
and a $1.41 million total stockholders' deficit.

Fahn Kanne & Co. Grant Thornton Israel, in Tel-Aviv, Israel, issued
a "going concern" opinion on the consolidated financial statements
for the year ended Dec. 31, 2016, citing that as of Dec. 31, 2016,
the Company had an accumulated deficit of $115,635,000 and
shareholders' deficit of $1,408,000.  Also, during the most recent
periods the Company has incurred losses and negative cash flows
from continuing operations and was forced to sell certain assets
and business units to obtain additional liquidity resources to
support its operations.  In addition, on Jan. 23, 2017, the Company
completed the sale of its consumer products division which
represented the sale of substantially all of the remaining
operations and assets of the Company.  These conditions, along with
other matters, raise substantial doubt about the Company's ability
to continue as a going concern.


PITTSBURGH ATHLETIC ASSOCIATION: Club in Ch. 11, Hopes to Reopen
----------------------------------------------------------------
The Pittsburgh Athletic Association Land Company, which owns the
iconic Pittsburgh Athletic Association in Oakland, has sought
bankruptcy protection.

The Pittsburgh Athletic Association is a private social club and
athletic club in Pittsburgh, Pennsylvania.  The club was organized
in 1908 by real estate developer Franklin Nicola and was a meeting
place for Pittsburgh's elite.  Its clubhouse, which is listed on
the National Register of Historic Places, is located at the corner
of Fifth Avenue and Bigelow Boulevard in the city's Oakland
district.

"Today, the PAA has made a well-reasoned strategic decision to put
itself on track to restructure existing obligations, right-size its
operations and explore partnerships designed to achieve a
sustainable association for its members, their families and our
other stakeholders," said PAA Board President James A. Sheehan in a
statement. "We are optimistic that this process will allow the PAA
to remain an active and relevant member of our community for
another 100 years."

The club offered comprehensive athletic facilities, sports lessons,
spa services, fine dining, and overnight accommodations. It had a
pool on the third floor, full basketball and squash courts, and a
16-lane bowling alley that was used for a scene in the movie Love
and Other Drugs.

But the club has experienced financial difficulties in recent years
amid changing lifestyles and declining membership.

According to the Pittsburgh Post-Gazette, operations at the stately
Fifth Avenue building have been shut down since mid-April when the
water was cut off because of some $168,000 in bills owed to the
Pittsburgh Water & Sewer Authority.

In September, The Allegheny County Treasurer obtained a judgment
against the club due to a failure to pay for nearly a year
alcoholic beverage tax amounting to $48,610 and hotel occupancy tax
amounting to $7,839.

Last year, Allegheny Valley Bank began foreclosure actions seeking
to collect $2.1 million in principal, interest and late charges on
a defaulted $2.6 million mortgage obtained in 2008, according to
the Gazette.

PAA James Sheehan, the Gazette reports, said the club hopes to form
a plan of reorganization and to reopen "before year-end, if not
sooner."

"The plan is to go to local and national real estate developers to
come up with proposals for us to stay in the building, probably in
a smaller footprint," Mr. Sheehan said Tuesday.  "And redevelop the
building somehow.  There are so many potential uses."

The club has obtained $750,000 in financing to help fund operations
during the reorganization.  Providing the financing is a subsidiary
of JDI Realty in Chagrin Falls, Ohio.

               About Pittsburgh Athletic Association

The Pittsburgh Athletic Association Land Company sought Chapter 11
protection (Bankr. W.D. Pa. Case No. 17-22223) on May 30, 2017.
The Company estimated assets and liabilities of between $1 million
and $10 million.  Judge Jeffery A. Deller is the case judge.
Tucker Arensberg, P.C., is serving as counsel, with the engagement
led by Jordan S. Blask.


POINT 360: Recurring Losses Raise Going Concern Doubt
-----------------------------------------------------
Point.360 filed its quarterly report on Form 10-Q, disclosing a net
loss of $2.44 million on $6.66 million of revenues for the three
months ended March 31, 2017, compared with a net loss of $2.29
million on $8.87 million of revenues for the same period in 2016.


For the nine months ended March 31, 2017, the Company recorded a
net loss of $8.39 million on $21.23 million of revenues, compared
to a net income of $778,000 on $29.33 million of revenues for the
same period last year.

The Company's balance sheet at March 31, 2017, showed $11.14
million in total assets, $14.78 million in total liabilities, and a
stockholders' deficit of $3.64 million.

The Company had an accumulated deficit at March 31, 2017, and a net
loss and net cash used in operating activities for the reporting
period then ended.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.

A copy of the Form 10-Q is available at:

               http://bit.ly/2qsLNSs

Los Angeles-based Point.360 is one of the largest providers of
video and film asset management services to owners, producers and
distributors of entertainment content.  The Company provides the
post production services necessary to edit, reformat and archive
its clients' film and video content.


POTTER HOUSE: Unsecured Creditors to Get 50% of Allowed Claims
--------------------------------------------------------------
The Potter House, Inc., filed with the U.S. Bankruptcy Court for
the Southern District of New York its proposed plan to exit Chapter
11 protection.

Under the restructuring plan, Class 1, which consists of
administrative costs and expenses, will be paid in full or in
accordance with an agreement with the creditor.   Total unpaid
administrative debt is estimated at $7,500.

Joseph and Terese Montemarano, holder of the Class 2 claim secured
by the company's real property in Poughkeepsie, will retain their
first mortgage lien and will receive a monthly payment of
$1,441.09.

The payment is based on an eight-year amortization of the
Montemaranos' claim amount of $107,655.16 at 6.5% interest.
Payments will start on the effective date of the plan.

Mark DelaCorte, another creditor who holds a secured claim on the
Poughkeepsie property in the amount of $1,016.12, will receive 60
equal monthly payments.  

The monthly payment for the Class 3 secured claim, including
interest at 12% per annum, totals $22.60.  Payments will start no
later than 30 days after the effective date.

Class 4 secured claim in the amount of $847.40 is held by Karan and
Pratibha Garewal, who will receive 60 equal monthly payments with
interest commencing no later than 30 days after the effective date.
The monthly payment, including interest at 12% per annum, totals
$18.84.

Class 5, which consists of claims for all other creditors, will be
paid in cash and in an amount equal to 50% of the allowed claims.
These claims, which total approximately $175, will be paid in a
lump sum on the effective date.

Meanwhile, Potter House stockholders will retain 100% of their
ownership interest in the reorganized company but will not receive
any dividends or payments under the plan.

The funds necessary for the payment of claims will be generated
from revenues received in the ordinary course of the company's
business.  Distributions to creditors in all classes will require a
monthly reserve of approximately $1,500 over the life of the plan,
according to Potter House's disclosure statement filed on May 16.

A copy of the disclosure statement is available for free at
https://is.gd/r5xRQA

                      About The Potter House

The Potter House, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 16-36948) on November 16, 2016.  The
Debtor estimated assets and liabilities of less than $1 million.

Thomas Genova, Esq., at Genova & Malin represents the Debtor as
bankruptcy counsel.

No creditors' committee has been appointed in the case.


PRIME METALS: Wants Plan Exclusivity Period Moved to Oct. 27
------------------------------------------------------------
Prime Metals & Alloys, Inc., asks the U.S. Bankruptcy Court for the
Western District of Pennsylvania to extend by 120 days to Oct. 27,
2017, the deadline within which the Debtor has the exclusive right
to file a plan of reorganization; and extend until Dec. 29, 2017,
the exclusive period to solicit acceptance on the plan.

The Plan Exclusivity Period is currently slated to expire June 30,
2017.  The exclusive solicitation period is set to expire in this
case on Aug. 29, 2017.

The Debtor says the extension of the Exclusivity Periods will allow
both the bar dates and Sec. 503(b)(9) claims process to pass,
providing the Debtor time to assess all creditors in this case and
generate an inclusive plan addressing all claims.  An extension of
the Exclusivity Periods will allow (i) the Court to determine the
results of the Sale Hearing, and (ii) the Debtor to close on the
potential sale to the successful bidder, the Debtor states.
Treatment of the Debtor's creditors and future of the Debtor's
business will be determined by the outcome of the sale hearing.

The Debtor continues to work in good faith and remains focused on
facilitating a successful sale of the business to reorganize.
Additionally, recent monthly financial reports show that the Debtor
is operating profitably.

By court order dated April 5, 2017, the Court approved the Debtor's
bid procedures and set these deadlines in connection with the sale
of the Debtor's assets: (i) the hearing on the sale motion will be
held July 13, 2017, at 10:00 a.m.; (ii) objections to the sale
motion must be filed on or before July 6, 2017; and (iii) the bid
deadline is June 30, 2017.

                   About Prime Metals & Alloys

Prime Metals & Alloys, Inc., began as a scrap-trading company and
has grown to manufacturing and providing alloys, ingots, specialty
scrap materials and customized scrap blends.  The company employs
68 men and women.

Prime Metals & Alloys sought Chapter 11 protection (Bankr. W.D. Pa.
Case No. 17-70164) on March 2, 2017, estimating assets of $1
million to $10 million and $10 million to $50 million in debt.  The
petition was signed by Richard Knupp, president.

Judge Jeffery A. Deller is assigned to the case.

The Debtor tapped Kirk B. Burkley, Esq., Allison L. Carr, Esq., and
Daniel R. Schimizzi, Esq., at Bernstein-Burkley, P.C., as counsel.
H2R CPA LLC serves as the Debtor's accountant.


PROGRESSIVE ACUTE: Cash Collateral Access Extended to July 11
-------------------------------------------------------------
The Hon. Robert Summerhays of the U.S. Bankruptcy Court for the
Western District of Louisiana has entered a ninth consent order
authorizing Progressive Acute Care LLC, et al., to use the cash
collateral on an interim basis, nunc pro tunc as of May 31, 2016,
through and including the earliest to occur of: (a) the payment in
full or refinance of all of the Debtors obligations under the loan
documents in their entirety, (b) the occurrence of a  termination
event, or (c) July 11, 2017.

The final hearing to consider approval of the Debtors' request to
use cash collateral was previously scheduled to be held on May 16,
2017, was converted by agreement of the parties to a ninth hearing
on interim relief.  The final hearing now will be held on July 11,
2017, at 10:00 a.m. CDT.  Any objections to the cash collateral use
must be filed by July 5, 2017.

The Debtors requested to use any cash or cash proceeds which are
subject to the liens and security interests of Business First Bank
pursuant to, among other things, a Business Loan Agreement between
Business First and the Debtors dated April 30, 2013, as amended.

In addition to all existing security interests and liens granted to
or for the benefit of Business First in and upon the Debtors
prepetition property, as adequate protection, Business First has
been and continues to be granted, pursuant to Section 361(2) of the
U.S. Bankruptcy Code, perfected liens and security interests on the
Debtors post-petition properties of the kind and nature that
Business First holds in the Debtors prepetition property, to the
extent Business First does not already have the same, in the same
priority as Business First held in the Debtors prepetition
property.  The replacement liens and securities granted to Business
First by the prior interim court orders and continued by the ninth
interim court order (i) will attach and become valid, enforceable
and fully perfected without any action by the Debtors or Business
First, and no filing or recordation or other act that otherwise may
be required under federal or state law in any jurisdiction shall be
necessary to create or perfect the liens and security interests,
and (ii) will be senior in rank and priority to any and all other
liens on the Replacement Collateral other than valid, perfected and
enforceable liens existing on the Petition Date, if any, which are
senior to the Liens on such property in favor of Business First.  

A copy of the court order is available at:

          http://bankrupt.com/misc/lawb16-50740-521.pdf

                  About Progressive Acute Care

Progressive Acute Care, LLC, Progressive Acute Care Avoyelles, LLC,
Progressive Acute Care Oakdale, LLC, and Progressive Acute Care
Winn, LLC filed Chapter 11 petitions (Bankr. W.D. La. Case Nos.
16-50740, 16-80584, 16-50742, and 16-50743, respectively) on May
31, 2016.  The petitions were signed by Daniel Rissing, CEO.  

The cases are assigned to Judge Robert Summerhays.

Steffes, Vingiello & McKenzie, LLC, is serving as bankruptcy
counsel to the Debtors, with the engagement led by Barbara B.
Parsons, Esq., Catherine Noel Steffes, Esq., and William E.
Steffes, Esq.  Jack M. Stolier, Esq., at Sullivan Stolier, LC, is
serving as the Debtors' special counsel.  The Debtors also tapped
Solic Capital Advisors, LLC, as their Financial Advisor; King,
Reinsch, Prosser & Co., L.L.P., as certified public accountants;
and TFG Consulting, LLC, as accountant and consultant.

Progressive Acute Care estimated assets and debts at $10 million to
$50 million at the time of the filing.

Henry Hobbs, Jr., acting U.S. Trustee for Region 5, on June 21,
2016, appointed three creditors to serve on the Committee.  The
Acting U.S. Trustee, on Dec. 20, has added two more members to the
Creditors' Committee.  Sills Cummis & Gross P.C., is serving as the
Committee's legal counsel, and Kean Miller LLP is co-counsel.


PUERTO RICO: Bankruptcy Judge Freezes $17-Bil. in Bond Payments
---------------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy,
reported that U.S. District Judge Laura Taylor Swain in Manhattan
ordered a freeze on all disbursements, including $17 billion in
sales-tax bond payments, until she decides how money should be
divided among feuding creditors.

According to the report, Judge Swain's ruling means that a $16.3
million Cofina bond payment due will instead be placed into escrow
until she decides "who is rightfully entitled to it."  Subsequent
monthly payments will also be escrowed, the judge said, the report
said.

The Journal pointed out that the decision marks a victory for Bank
of New York Mellon Corp., the bond trustee caught between competing
demands from hedge funds, mutual funds and bond insurers about
which Cofina bonds, if any, should be paid out of roughly $400
million in available sales-tax money.

It is also a win for creditors holding general obligation bonds who
are vying with Cofina bondholders for priority in the unprecedented
bankruptcy, the report related.

Judge Swain cited the general obligation bondholders' claims
against Cofina as a reason to hold back the payment, saying they
demonstrated the conflicting theories surrounding the proper
distribution of the funds, the report said.

                      About Puerto Rico

Puerto Rico is a self-governing commonwealth in association with
the United States.  The chief of state is the President of the
United States of America.  The head of government is an elected
Governor.  There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats.  The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the
son
of former governor Pedro Rossello.

In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.

The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and
(vii) David A. Skeel Jr.

On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA").  The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578.  A copy of Puerto
Rico's PROMESA petition is available at

         http://bankrupt.com/misc/17-01578-00001.pdf  

On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599).  Joint administration has been sought for the
Title III cases.

On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.

U.S. Chief Justice John Roberts has named U.S. District Judge
Laura Taylor Swain to preside over the Title III cases.

The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.

Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.

Prime Clerk LLC is the claims and noticing agent.  Prime Clerk
maintains a case web site at:

           https://cases.primeclerk.com/puertorico

Jones Day is serving as counsel to certain ERS bondholders.

Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.


PUERTO RICO: Unions Say Active Employees Should Have Own Committee
------------------------------------------------------------------
The International Union, United Automobile, Aerospace and
Agricultural Implement Workers of America ("UAW") and Service
Employees International Union ("SEIU") said they have no objection
to, and indeed welcome, the appointment of an official retiree
committee in the Commonwealth of Puerto Rico's PROMESA Title III
cases, and are in solidarity with public-sector retirees in Puerto
Rico, in their struggle for preservation of their hard-earned
retirement benefits.

However, the Unions believe that the official retiree committee
should represent the interests of retirees only, and that the
interests of the many tens of thousands of individuals who are
still actively employed by the Commonwealth or other Puerto Rico
public-sector instrumentalities should be represented by a separate
official employee committee.

A group called the Ad Hoc Committee for the Protection of Accrued
Retirement Benefits of Puerto Rico's Public Employees and Retirees
in early May 2017 filed a motion asking the U.S. District Court for
the Commonwealth of Puerto Rico for entry of an order directing the
appointment of an official retiree committee with respect to the
interests of Puerto Rico's public employees and retirees as holders
of accrued pension and other retirement benefits.  The Ad Hoc
Retiree Committee wants the District Court to enter an order
specifically appointing its members to serve as the members of the
Official Retiree Committee.

Guy G. Gebhardt, Acting United States Trustee for Region 21, has
announced that he intends to solicit for and appoint three official
committees in the Title III cases, namely a committee of general
unsecured creditors in the Commonwealth's case, a committee of
retirees in the Commonwealth's case; and a committee of general
unsecured creditors in COFINA's case (recognizing there may be an
insufficient number of unsecured creditors qualified or willing to
serve).

In its Motion, the Ad Hoc Retiree Committee asks that the Court
issue an order directing the appointment of an official retiree
committee with respect to the interests of Puerto Rico's
"Retirees."  The Motion defines "Retirees," however, to include not
only individuals who are already retired but also the many tens of
thousands of active public-sector employees in Puerto Rico who have
accrued pension or other retirement benefits.

UAW and SEIU do not dispute that adequate representation of those
already retired requires the appointment of an official retiree
committee.  Absent appointment of such a committee, retirees may go
unrepresented, and have no institutional voice in these
reorganization proceedings.  However, the Unions aver that the
Court should not vest the official retiree committee with authority
to represent the interests of both Puerto Rico's public-sector
retirees and its public-sector active employees.  Rather, SEIU and
UAW submit, Puerto Rico's public-sector employees should be
represented by a separate Section 1102 committee, with membership
to include SEIU, UAW and other labor organizations willing to serve
as representatives of the active employees affected by the
reorganization proceedings.

"An official retiree committee vested with the authority to
represent the interests of active employees would deny the active
employees adequate representation.  The interests of active
employees may diverge in significant ways from those of retirees.
Retirees have a primary, if not exclusive, interest in protecting
their accrued pension and other retirement benefits.  Active
employees who have accrued pension and other retirement benefits
share that concern, but they have additional important interests: a
job security interest in seeing that available resources go to jobs
and job opportunities and interests in decent pay, sufficient work
hours, non-retirement benefits, and fairness with respect to other
terms and conditions of employment," counsel to the Unions, Peter
D. DeChiara, Esq., at Cohen, Weiss And Simon LLP, explains.

"Even regarding accrued retirement benefits, retirees and active
employees may differ in their degree of interest.  Because retirees
tend to rely heavily, if not entirely, on their retirement
benefits, their degree of interest in those benefits exceeds that
of active employees.  Active employees share with their retired
sisters and brothers a sense of solidarity and justice regarding
the need for secure retirement benefits, but active employees also
have a strong interest in a secure income stream from present and
future wages and benefits.  Here, the degree of interest in accrued
retirement benefits between active employees and retirees may vary
if future pension payments are made from the Government's general
funds, which currently finance the employment of active employees.
Finally, employees -- unlike retirees -- may have future
opportunities, over the remainder of their careers, to earn other
retirement income or savings."

SEIU members employed by the Government of the Commonwealth of
Puerto Rico ("Government") belong to one of two SEIU local unions:
SEIU Local 1996/Sindicato Puertorriqueño de Trabajadores y
Trabajadoras ("SPT"), and SEIU Local 1199/Unión General de
Trabajadores ("UGT").  The two locals represent a total of
approximately 27,000 employees, of whom approximately 16,000 work
for the Government.  Some of those who work for entities other than
the Government, such as the SPT-represented employees who work for
the City of San Juan and the UGT-represented employees who work for
the Puerto Rico Medical Center, nonetheless participate in the
Employees Retirement System of the Government of the Commonwealth
of Puerto Rico ("ERS"), and many of the entities for which they
work depend on funding from the Government.

UAW members employed by the Government belong to one of eight
different UAW locals, the largest of which are UAW Local 2396,
which represents school cafeteria employees, and UAW Local 2373,
which represents employees of the Commonwealth's Treasury
Department.  The eight UAW locals together represent approximately
6,800 Government employees.  A ninth UAW local, Local 1850,
represents credit union employees employed under private-sector
labor law but who nonetheless participate in the ERS.

Attorneys for United Auto Workers, International Union and Service
Employees International Union:

         Thomas N. Ciantra
         Peter D. DeChiara
         Hiram M. Arnaud
         COHEN, WEISS AND SIMON LLP
         330 West 42nd Street
         New York, New York 10036-6976
         Tel.: (212) 563-4100
         Fax: (646) 473-8216
         E-mail: tciantra@cwsny.com
                 pdechiara@cwsny.com
                 harnaud@cwsny.com

               - and -

         Miguel Simonet Sierra
         MONSERRATE SIMONET & GIERBOLINI
         101 San Patricio Ave., Suite 1120
         Guaynabo, PR 00968
         Tel.: (787) 620-5300
         Fax: (787) 620-5305
         E-mail: msimonet@msglawpr.com

                      About Puerto Rico

Puerto Rico is a self-governing commonwealth in association with
the United States.  The chief of state is the President of the
United States of America.  The head of government is an elected
Governor.  There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats.  The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the
son of former governor Pedro Rossello.

In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.

The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and
(vii) David A. Skeel Jr.

On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA").  The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578.  A copy of Puerto
Rico's PROMESA petition is available at

         http://bankrupt.com/misc/17-01578-00001.pdf

On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599).  Joint administration has been sought for the
Title III cases.

On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.

U.S. Chief Justice John Roberts has named U.S. District Judge
Laura Taylor Swain to preside over the Title III cases.

The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.

Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.

Prime Clerk LLC is the claims and noticing agent.  Prime Clerk
maintains a case web site at:

           https://cases.primeclerk.com/puertorico

Jones Day is serving as counsel to certain ERS bondholders.

Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.


RMS TITANIC: Reaches Deal with Committees on November Auction
-------------------------------------------------------------
After spending six months negotiating a reorganization plan with
stakeholders, RMS Titanic, Inc., et al., said that they will pursue
a sale of all interests and/or assets, including their artifact
collection, at an auction not later than Nov. 20, and seek
confirmation of a "complete sale plan" that's being supported by
the statutory committees of unsecured creditors and equity
holders.

According to the Plan Support Agreement, the Debtors with the
consent of the statutory committees will conduct a process to
market and sell: (a) the common shares in RMST or the entire
artifact collection held by RMST, and (b) the operations of PRXI
and its subsidiaries with the continued licensing rights for
existing operations.

The marketing process will be conducted by the Debtors' financial
advisors, Glass Ratner Advisory & Capital LLC, and the financial
advisors to the committees, Lincoln International LLC.

The Debtors will file a Chapter 11 plan and disclosure statement
not later than 3 weeks after the designation of one or more
stalking horse bidders in connection with a sale transaction.

In a motion filed May 18, 2017, the Debtors are asking the U.S.
Bankruptcy Court for the Middle District of Florida for an order
authorizing them, the Official Committee of Unsecured Creditors and
the Official Committee of Equity Security Holders to enter into and
perform their respective obligations under the Plan Support
Agreement.

Pursuant to the PSA, the parties have agreed to support a
transaction for the sale of substantially all of the interests in
and/or assets of the Debtors.  The PSA and underlying Complete Sale
Term Sheet provide (1) specific terms of the Complete Sale Plan to
be proposed, (2) a time frame for the Debtors to pursue the
Complete Sale Plan, and (3) a prohibition on the Supporting
Committees, during the Plan Support Period, from proposing or
supporting a competing plan.

The Debtors are not asking at this time that the Court to approve
any aspect of the Complete Sale Plan contemplated by the PSA.  Any
party raises factual or legal issues as to whether the Complete
Sale Plan contemplated by the PSA can or should be confirmed, the
consideration of such issues is premature and should be litigated,
if necessary, in connection with the confirmation of the Complete
Sale Plan.

                      Negotiation of PSA

For several months, the Debtors, with the assistance of their
retained professionals, have engaged in extensive negotiations with
the legal and financial advisors to the Supporting Committees
regarding a consensual resolution to the Chapter 11 Cases.  As a
result of these lengthy negotiations, subject to Bankruptcy Court
approval, the Supporting Committees have agreed to support a
transaction for the sale of substantially all of the interests in
and/or assets of the Debtors pursuant to, and in accordance with,
the terms and conditions of the PSA, the Complete Sale Term Sheet
and a Complete Sale Plan.

Ultimately, on May 18, 2017, the Debtors and Supporting Committees
entered into the PSA which -- along with the Complete Sale Term
Sheet annexed thereto -- among other things, lays out a process for
the marketing and sale the Debtors and/or their assets and a
framework for the formulation of a Complete Sale Plan.

The PSA provides for these terms:

   * Milestones

     The following deadlines are established by the PSA.  In the
event that the Debtors fail to meet such deadlines, the Supporting
Committees may terminate the PSA:

     (a) The Debtors and their professionals shall prepare
marketing materials for use in connection with the Marketing
Process, which materials will be subject to the review and approval
of the Supporting Committees and their professionals, on or prior
to May 19, 2017;

     (b) Following approval of such materials, the Debtors' and
Supporting Committees' financial advisors will commence the
Marketing Process, which process shall establish a deadline of July
21, 2017 for interested parties to submit letters of intent (each,
a "LOI") to the Debtors (the "LOI Deadline"). On receipt of any
LOI, the Debtors will provide copies to the Supporting Committees
and their professionals;

     (c) On expiration of the LOI Deadline, the Debtors and
Supporting Committees will evaluate any LOIs received, and no later
than seven calendar days from the LOI Deadline, the Debtors and
Supporting Committees shall select candidates for management visits
and further negotiations;

     (d) On or prior to the later of September 25, 2017, or two
weeks following the LOI Deadline (the "Stalking Horse Designation
Deadline"), the Debtors will, with the consent of the Supporting
Committees (such consent not to be unreasonably withheld),
designate one or more Stalking Horse Bidders committed to purchase
interests in and/or assets of the Debtors, negotiate and enter into
one or more Asset Purchase Agreements for such interests and/or
assets of the Debtors with any designated Stalking Horse Bidders,
and file a Sale Motion;

     (e) On or prior to the later of Oct. 23, 2017, or four weeks
from the filing of the Sale Motion, the Company shall obtain entry
of the Sale Procedures Order;

     (f) In the event that the Auction is to be conducted, such
Auction will occur on or prior to the later Nov. 20, 2017, or five
weeks from the entry of the Sale Procedures Order;

     (g) On or prior to the later of October 20, 2017, or three
weeks from the Stalking Horse Designation Deadline, the Company
will file the Complete Sale Plan and Complete Sale Disclosure
Statement (providing, among other things, for the consummation of
the sale of substantially all of the interests in and assets of the
Debtors through the Complete Sale Plan);

     (h) On or prior to the later of Oct. 27, 2017, or five
business days from the filing of the Complete Sale Plan and
Complete Sale Disclosure Statement, the Company will file a motion
for approval of the Complete Sale Disclosure Statement;

     (i) On or prior to the later of Dec. 7, 2017, or six weeks
from the filing of the Complete Sale Plan and Complete Sale
Disclosure Statement, the Company will obtain entry of an order
approving the Complete Sale Disclosure Statement;

     (j) On or prior to the later of January 12, 2018, or seven
weeks from the hearing on the Complete Sale Disclosure Statement,
the Company will obtain entry of the Confirmation Order confirming
the Complete Sale Plan;

     (k) On or prior to the later of Jan. 26, 2018 or 13 business
days from the entry of the Confirmation Order confirming the
Complete Sale Plan, all conditions precedent to the Effective Date
of the Complete Sale Plan (with the exception of an order of the
Eastern District of Virginia approving the sale to a Winning Bidder
of any portion of the artifact collection held by RMST over which
the Eastern District of Virginia has jurisdiction) will have
occurred.

   * Commitments Regarding Complete Sale Transaction and
     Complete Sale Plan

     A. Supporting Committees: Among other things, each Supporting
Committee agrees to support a Complete Sale Plan that is consistent
with the PSA, including by not soliciting the termination of the
Debtor's exclusive period to file a plan of reorganization and by
not taking any action inconsistent with the Complete Sale Term
Sheet, a Complete Sale Plan or the Plan Documents or that might
prevent the consummation of the Complete Sale Transaction.

     B. Debtors: The Debtors have committed to, among other things:
(a) use commercially reasonable efforts to obtain orders approving
the PSA and the Complete Sale Disclosure Statement (the "Disclosure
Statement Order"), and an order confirming the Complete Sale Plan
(the "Confirmation Order"); (b) take the necessary actions to
consummate the Complete Sale Transaction; (c) effectuate the
Complete Sale Transaction within the timeframe provided in the PSA;
and (d) not take any action materially inconsistent with or likely
to interfere with acceptance or implementation of the Complete Sale
Transaction and the Complete Sale Plan.

   * Termination

     A. Supporting Committees Termination Events:

      (i) the failure to meet any Milestone;

     (ii) the failure by the Debtors to comply with the provisions
of Sections 5(a) or 5(b) of the PSA; provided, however, that
Supporting Committees will provide the Company with notice of such
breach and provide the Company with five business days to cure such
breach (only if such breach is susceptible to cure);

    (iii) any representation made by the Debtors in the PSA proves
to have been materially incorrect on the Plan Support Effective
Date (or such other applicable date with respect to a
representation expressly made as to a period of time other than the
Plan Support Effective Date);

     (iv) the issuance by any required governmental, regulatory or
licensing authority, or court of competent jurisdiction, of any
ruling or order enjoining the consummation of a material portion

      (v) the Bankruptcy Court grants relief that is materially
inconsistent with the PSA or the Complete Sale Term Sheet in any
material respect;

     (vi) the Bankruptcy Court enters an order modifying or
terminating the Debtors' exclusive right to file and/or solicit
acceptances of a plan of reorganization or liquidation;

    (vii) the Bankruptcy Court grants relief terminating,
annulling, or modifying the automatic stay (as set forth in Section
362 of the Bankruptcy Code) with regard to any assets of the
Debtors having an aggregate fair market value in excess of
$1,000,000;

   (viii) the Bankruptcy Court enters an order authorizing or
directing the assumption or rejection of a material Executory
Contract or Unexpired Lease other than in accordance with the
Complete Sale Term Sheets or any Plan or as otherwise approved in
writing by Supporting Committees;

     (ix) a Complete Sale Plan is amended or otherwise modified so
as to be materially inconsistent with the PSA or the Complete Sale
Term Sheet;

      (x) the Bankruptcy Court enters an order (A) directing the
appointment of an examiner with expanded powers or a trustee, (B)
converting the Chapter 11 Cases to cases under chapter 7 of the
Bankruptcy Code or (C) dismissing the Chapter 11 Cases;

     (xi) the failure to satisfy any of the conditions to
effectiveness set forth in a Complete Sale Plan by the deadlines
set forth in such Complete Sale Plan, except as such conditions may
be waived by the Parties;

    (xii) the Chapter 11 Cases are involuntarily dismissed;

   (xiii) or as the Supporting Committees determine they are
required pursuant to Section 22 of the PSA.

    B. Debtors Termination Events

      (i) the breach of any of the representations, warranties or
covenants of the Supporting Committees set forth in the PSA that
would reasonably be expected to have a material adverse impact on
the Debtors or the consummation of the Complete Sale Transaction,
that remains uncured for a period of five business days after
receipt by such Supporting Committee of notice and description of
such breach; provided, however, that neither an objection filed in
the Chapter 11 Cases by either of the Supporting Committees to a
party selected by the Debtors as a Winning Bidder or the terms of a
winning bid, nor the resolution of such objection, shall be a
breach of the Supporting Committees' obligations or covenants under
the PSA or permit the Debtors to terminate the PSA and their
obligations thereunder;

     (ii) the issuance by any required governmental, regulatory or
licensing authority, or court of competent jurisdiction, of any
ruling or order enjoining the consummation of a material portion of
the Complete Sale Transaction;

    (iii) except as a result of the action or inaction of the
Debtors or as would not otherwise constitute a breach of the
Debtors under the PSA, Confirmation has not occurred by the dates
set forth in Section 3 of the PSA;

     (iv) except as a result of the action or inaction of the
Debtors or as would not otherwise constitute a breach of the
Debtors under the PSA, the Bankruptcy Court enters an order
modifying or terminating the Debtors' exclusive right to file
and/or solicit acceptances of a plan of reorganization or
liquidation;

      (v) except at the request of the Debtors, the Bankruptcy
Court enters an order (A) directing the appointment of an examiner
with expanded powers or a trustee, (B) converting the Chapter 11
Cases to cases under chapter 7 of the Bankruptcy Code or (C)
dismissing the Chapter 11 Cases;

     (vi) except at the request of the Debtors, the Chapter 11
Cases are involuntarily dismissed;

    (vii) or as the Debtors determine it is required pursuant to
Section 22 of the PSA.

   * Mutual Termination

     The PSA and the obligations of all Parties thereunder, may be
terminated at any time by mutual agreement in writing among the
Creditors' Committee, the Equity Committee and the Debtors.

   * Effect of Termination

     Upon the termination of the PSA in accordance with Section 6,
and except as provided in Section 15 therein, the PSA shall
forthwith become void and of no further force or effect and each
Party shall, except as provided otherwise in the PSA, be
immediately released from its liabilities, obligations,
commitments, undertakings and agreements under or related to the
PSA and shall have all the rights and remedies that it would have
had and shall be entitled to take all actions, whether with respect
to the Complete Sale Transaction or otherwise, that it would have
been entitled to take had it not entered into the PSA, including
all rights and remedies that would have been available to it under
applicable law; provided, however, that in the event only one of
the Supporting Committees terminates the PSA in accordance with
Section 6, then the PSA shall only be null, void and of no further
force and effect as to such terminating Supporting Committee and
the PSA will survive and remain in full force and effect with the
respect to the other Supporting Committee and the Debtors;
provided, further, that in no event shall any such termination
relieve a Party hereto from liability for its breach or
non-performance of its obligations hereunder prior to the date of
such termination; provided, further, that except as set forth in
Section 13 thereof, the breach of the PSA by one or more Parties
shall not create any rights or remedies against any non-breaching
Party. Any Supporting Committee that terminates this Agreement in
accordance with Section 6 may revoke its support for a Complete
Sale Plan. The Supporting Committees shall have no liability to the
Debtors or to each other in respect of any termination of the PSA
in accordance with the terms of Section 6.

   * Specific Performance

     It is understood and agreed by the Parties that money damages
would not be a sufficient remedy for any breach of the PSA by any
Party and each non-breaching Party shall be entitled to specific
performance and injunctive or other equitable relief as a remedy of
any such breach, without the necessity of proving the inadequacy of
money damages as a remedy, including an order of the Bankruptcy
Court requiring any Party to comply promptly with any of its
obligations under the PSA.

   * Fiduciary Duties

     Notwithstanding anything to the contrary in the PSA, nothing
in the PSA shall require (i) the Debtors or any board of directors,
board of managers, directors, managers, officers or any other
fiduciary of the Debtors (in such person's capacity as a director
or officer of the Debtors) or (ii) either Supporting Committee or
any of its members, to take any action, or to refrain from taking
any action, to the extent required, in the opinion of counsel, to
comply with its or their fiduciary obligations under applicable
law, including consideration of any offer for the interests in
and/or assets of the Debtors, or any alternative restructuring
transaction, that maximizes a return for their respective
stakeholders in these Chapter 11 Cases for whom each of the Parties
serves as a fiduciary.

The Debtors believe that the contemplated Complete Sale Plan will
maximize value for all of the Debtors' creditors (including
unsecured creditors) and equity holders.  Notwithstanding the
parties' agreement to pursue a transaction consistent with the PSA,
in addition to the various default and termination events set forth
in the PSA, Section 22 of the PSA contains a "fiduciary out" that
will permit the Debtors or Supporting Committees, under appropriate
circumstances, to terminate the PSA without penalty and pursue an
alternative plan that maximizes value of the Debtors' estates.

A copy of the PSA is available at:

     http://bankrupt.com/misc/RMS_Titanic_587_RSA.pdf

                     About RMS Titanic, Inc.

Premier Exhibitions, Inc. (Nasdaq: PRXI), located in Atlanta,
Georgia, is a presenter of museum quality exhibitions throughout
the world.  Premier --http://www.PremierExhibitions.com/--
develops and displays unique exhibitions for education and
entertainment including Titanic: The Artifact Exhibition,
BODIES...The Exhibition, Tutankhamun: The Golden King and the
Great
Pharaohs, Pompeii The Exhibition, Extreme Dinosaurs and Real
Pirates in partnership with National Geographic.  The success of
Premier Exhibitions lies in its ability to produce, manage, and
market exhibitions.

RMS Titanic and seven of its subsidiaries filed voluntary
petitions
for reorganization under Chapter 11 of the Bankruptcy Code (Bankr.
M.D. Fla. Lead Case No. 16-02230) on June 14, 2016. Former Chief
Financial Officer and Chief Operating Officer Michael J. Little
signed the petitions. The Chapter 11 cases are assigned to Judge
Paul M. Glenn.

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

The Debtors are represented by Daniel F. Blanks, Esq. and Lee D.
Wedekind, III, Esq. at Nelson Mullins Riley & Scarborough LLP. The
Debtors employ Brian A. Wainger, Esq. at Kaleo Legal as special
litigation counsel, outside general counsel, securities counsel,
and conflicts counsel; Robert W. McFarland, Esq. at McGuireWoods
LLP as special litigation counsel; Steven L. Berson, Esq. at
Dentons US LLP and Dentons Canada LLP as outside general counsel
and securities counsel; Oscar N. Pinkas, Esq. at Dentons LLP as
outside general counsel and securities counsel.

The Debtors also employed Ronald L. Glass as Chief Restructuring
Officer and GlassRatner Advisory & Capital Group, LLC, as
financial
advisors.

On August 24, 2016, the United States Trustee appointed an official
committee of unsecured creditors, as well as an official committee
of equity security holders.  The Creditors Committee consists of
TSX Operating Co., LLC, Dallian Hoffen Biotechnique Co., Ltd., and
B.E. Capital Management Fund, LP.  The Equity Committee consists of
Jonathan Heller, Lawndale Capital Management LLC, Ian Jacobs, ACK
Investments, LLC, and Frank Gerber.

The Creditors Committee retained Avery Samet, Esq. and Jeffrey
Chubak, Esq. at Storch Amini & Munves PC, and Richard R. Thames,
Esq. and Robert A. Heekin, Jr., Esq. at Thames Markey & Heekin,
P.A. as counsel.

The Equity Committee retained Peter J. Gurfein, Esq. at Landau
Gottfried & Berger LLP as counsel; Jacob A. Brown, Esq. and
Katherine C. Fackler, Esq. at Akerman LLP as Co-Counsel; and Teneo
Securities LLC as financial advisor.


RUBY TUESDAY: Inks New $20 Million Credit Facility with UBS AG
--------------------------------------------------------------
Ruby Tuesday, Inc., entered into a $20.0 million 364-day senior
secured revolving credit agreement with UBS AG, Stamford Branch, to
replace its previously-disclosed four-year revolving credit
agreement with Bank of America, N.A., as Administrative Agent;
Wells Fargo, National Association; and Regions Bank, as amended,
restated or otherwise modified up to and including Jan. 31, 2017.

Among other things, the New Credit Facility replaces the Prior
Credit Facility, which was paid off in full on May 26, 2017.  The
New Credit Facility is extended to the Company on substantially the
same terms as the Prior Credit Facility.  The New Credit Facility
is secured substantially by mortgages over certain of the Company's
real estate assets, and substantially all of the Company's personal
property, including equity interests in certain of its
subsidiaries.  The New Credit Facility increases the flexibility of
the Debt to EBITDAR ratio compared to the Prior Credit Facility,
from 4.65:1.00 to 5.00:1.00 and reduces the permitted indebtedness
under its senior notes from $350.0 million to $212.5 million.
Although the total commitment amount of $20.0 million under the New
Credit Facility has been reduced from $30.0 million under the Prior
Credit Facility, the $15.0 million sublimit for standby letters of
credit remains unchanged.

Under the terms of the New Credit Facility, interest rates charged
on borrowings can vary depending on the interest rate option the
Company chooses to utilize.  Its options for the rate are a Base
Rate or LIBOR plus, in either case, an applicable margin, provided
that the rate will not be less than zero.  The Base Rate is defined
as the highest of the issuing bank's prime rate, the Federal Funds
rate plus 0.50%, or the Adjusted LIBO Rate (as defined in the New
Credit Facility) plus 1.0%.  The applicable margin for the
LIBO-based option is a 4.00% and for the Base Rate option is a
3.00%.  The Company pays commitment fees quarterly of 0.50% on the
unused portion of the New Credit Facility.

The New Credit Facility is effective as of May 26, 2017.  As of May
26, 2017, the Company has no amounts drawn under the revolving loan
commitment under the Senior Credit Facility, and has $10.9 million
drawn under standby letters of credit under the New Credit
Facility.

                     Mortgage Loan Modification

Ruby Tuesday Inc. entered into a loan modification amendment
relating to certain of its mortgage loan obligations with First
Tennessee Bank, N.A., as lender.  The Company previously entered
into a waiver with First Tennessee on Jan. 31, 2017, pursuant to
which First Tennessee granted the Company a permanent waiver
relating to the FTN Loan Documents Event of Default relating to the
Prior Credit Facility.

Under the FTN Mortgage Loan Modification, First Tennessee has
granted the Company a limited waiver of any default or events of
default under the FTN Loan Documents solely relating the Company's
execution and performance under the New Credit Facility, including
any incurrence of debt thereunder, and the guaranty and security
interest grants made under the New Credit Facility and related
security documentation.

As of May 26, 2017, the Company had $4.8 million in mortgage loan
obligations outstanding under the FTN Loan Documents.

                           Ruby Tuesday

Ruby Tuesday, Inc. owns, operates, and franchises the Ruby Tuesday
casual dining restaurant chain and operates in the bar and grill
segment of the casual dining industry.  As of May 31, 2016, the
Company owned and operated 646, and franchised 78, Ruby Tuesday
restaurants.  Of the 78 franchised Ruby Tuesday restaurants, 27
were operated by the Company's domestic franchisees and 51 were
operated by its international franchisees.  Ruby Tuesday
restaurants can be found in 44 states, 14 foreign countries, and
Guam.  The Company's Company-owned and operated restaurants are
concentrated primarily in the Southeast, Northeast, Mid-Atlantic
and Midwest of the United States, which the Company considers to be
its core markets.

Ruby Tuesday incurred a net loss of $50.68 million for the year
ended May 31, 2016, following to a net loss of $3.19 million for
the year ended June 2, 2015.  As of Feb. 28, 2017, Ruby Tuesday had
$742.81 million in total assets, $428.41 million in total
liabilities and $314.39 million in total shareholders' equity.

                       *    *     *

As reported by the TCR on April 18, 2017, S&P Global Ratings
lowered its corporate credit rating on the Maryville, Tenn.-based
restaurant Ruby Tuesday Inc. to 'CCC+' from 'B-'.  The outlook is
negative.  "The downgrade reflects our view of uncertainty
regarding the company's ability to meaningfully improve earnings
growth that can support what we currently see as an unsustainable
capital structure.  While liquidity is also tightening, we do not
currently envision a specific default scenario in the next 12
months, as the company does not face any significant debt
maturities within the next year," said credit analyst Mathew
Christy.


RUPARI HOLDING: Carl Buddig Wins Auction with $26-Mil. Bid
----------------------------------------------------------
Tom Corrigan, writing for The Wall Street Journal Pro Bankruptcy,
reported that a court-supervised auction for Rupari Food Services
Inc.'s business was cancalled after no other interested party
challenged Carl Buddig and Co.'s $26 million bid.

According to the report, a hearing is set for June 6, 2017, for the
bankruptcy court in Delaware to give final approval of the deal.
The report related that court papers say Carl Buddig's $26 million
offer is subject to several conditions and potential adjustments.

                   About Rupari Holding Corp.

Established in 1978, Rupari -- http://www.rupari.com/-- is a    
culinary supplier of sauced and unsauced ribs, barbeque pork,  and
BBQ chicken.  Since 1978, Rupari Foods has  been producing and
distributing the finest, restaurant-quality, pre-cooked, sauced,
bone-in proteins, and related barbeque products.  The Company
offers a full line of meats under the Rupari brand name, as well
as
a variety of products under the retail names of Tony Roma's and
Butcher's Prime.  The Company's products are available at large
and
mid-sized retailers throughout the United States and Canada.

Rupari Holding Corp. and its affiliate Rupari Food Services, Inc.
filed Chapter 11 petitions (Bankr. D. Del. Case Nos. 17-10793 and
17-10794, respectively) on April 10, 2017.  The petitions were
signed by signed by Jack Kelly, CEO.

At the time of filing, the Debtors each estimated $50 million to
$100 million in assets and $100 million to $500 million in
liabilities.

The cases are assigned to Judge Kevin J. Carey.

R. Craig Martin, Esq., Maris J. Kandestin, Esq., Richard A.
Chesley, Esq., and John K. Lyons, Esq., at DLA Piper LLP (US) are
serving as counsel to the Debtors.  Kinetic Advisors LLC is the
financial advisor.  Donlin, Recano & Co., Inc., is the claims and
noticing agent.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on April 20,
2017, appointed three creditors to serve on the official committee
of unsecured creditors in the Chapter 11 case of Rupari Holding
Corp.

The Committee tapped Lowenstein Sandler LLP as lead bankruptcy
counsel, Whiteford Taylor & Preston LLC, as Delaware counsel, and
CohnReznick LLP and CohnReznick Capital Market Securities, LLC, as
its financial advisor and investment banker.


SEARCHMETRICS INC: Hires SSG Advisors as Financial Advisor
----------------------------------------------------------
Searchmetrics Inc., seeks authorization from the U.S. Bankruptcy
Court for the District of Delaware to employ SSG Advisors, LLC as
financial advisor and valuation expert to the Debtor, nunc pro tunc
to May 8, 2017.

The Debtor requires SSG to:

     a. review and analyze the Company's historical financial
information (including, but not limited to, income statements,
balance sheets, cash flow statements, appraisals, etc.) and
financial projections;
   
     b. if requested by the Company, prepare valuation report and
provide expert testimony in support thereof; and

     c. if requested -- and upon the parties' agreement on a
separate Sale Fee -- coordinate the sale process, which may include
preparin an information memorandum, compiling an electronic data
room, developing a list of potential buyers, coordinating the
execution of confidentiality agreements with potential buyers,
coordinating due diligence for potential buyers, soliciting and
negotiating offers, advising and assisting the Company in
structuring a transaction and negotiating the transaction
documents, and working with the Company and its attorneys through
closing on a best efforts basis.

The Debtors have agreed to pay SSG the proposed compensation and
expense reimbursements in the Engagement Letter:

     a. An initial fee of $25,000.00 is due upon the execution of
the Engagement Agreement.

     b. If a valuation report is requested by the Company, upon
delivery of the valuation report to the Company, the Company shall
pay SSG a fee, payable in cash, in federal funds via wire transfer
or certified check, equal to $100,000.00.

     c. The Company agrees to reimburse SSG monthly for all of
SSG's reasonable out-of-pocket expenses, incurred in connection
with the subject matter of the Engagement Agreement, including, but
not limited to travel expenses.

J. Scott Victor, managing director at SSG 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 Debtor and its estates.

SSG may be reached at:

      J. Scott Victor
      SSG Advisors, LLC
      Five Tower Bridge, Suite 420
      300 Barr Harbor Drive
      West Conshohocken, PA 19428
      Phone: (610) 940-1094
      Fax: (610) 940-3875

                      About Searchmetrics Inc.

Headquartered in San Mateo, California, Searchmetrics Inc. --
http://www.searchmetrics.com/-- a wholly owned subsidiary of  
Searchmetrics GmbH, develops search analytics software solutions.
It offers Searchmetrics Suite, a SaaS solution that provides
companies with a view of the search engine optimization (SEO)
performance of their Websites, as well as the search strategies of
their competitors; and SEO consulting through its network of
partners.  The Company has over 100,000 users worldwide, many of
whom are respected brands like T-Mobile, eBay and Siemens.

Searchmetrics Inc. filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 17-11032) on May 8, 2017, estimating the
Debtor's assets between $1 million and $10 million and liabilities
between $10 million and $50 million.  

Judge Christopher S. Sontchi presides over the case.  The Debtor
hired Chipman Brown Cicero & Cole, LLP as lead bankruptcy counsel
and DLA Piper LLP (US) as litigation counsel.  Wayne Weitz,
managing director of EisnerAmper's Bankruptcy and Restructuring
Group, serves as chief restructuring officer.  He signed the
bankruptcy petition.


SEARS HOLDINGS: Reports $244 Million Net Income for First Quarter
-----------------------------------------------------------------
Sears Holdings Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
attributable to Holdings' shareholders of $244 million on $4.30
billion of revenues for the 13 weeks ended April 29, 2017, compared
to a net loss attributable to Holdings' shareholders of $471
million on $5.39 billion of revenues for the 13 weeks ended April
30, 2016.

As of April 29, 2017, Sears Holdings had $9.07 billion in total
assets, $12.59 billion in total liabilities and a total deficit of
$3.52 billion.

Edward S. Lampert, Holdings' chairman and chief executive officer,
said, "While this was certainly a challenging quarter for our
Company, it was also one that clearly demonstrated our commitment
to return Sears Holdings to solid financial footing.  We recognize
that we need to accelerate our efforts to improve our operational
performance and are moving decisively with our $1.25 billion
restructuring program."

Highlights since the beginning of the first quarter include:

   * Delivered significant progress on the Company's strategic
     restructuring program, with $700 million in annualized cost
     savings already actioned to date, and announced incremental
     actions to increase the Company's annualized cost savings
     target to $1.25 billion from $1.0 billion;

   * Paydown of approximately $418 million of term loans
     outstanding under its revolving credit facility;

   * Entered into an agreement with Metropolitan Life Insurance
     Company ("MLIC") to annuitize $515 million of pension
     liability, which serves to reduce the overall size of the
     Company's pension plan, reduce future cost volatility and
     reduce future plan administrative expenses;

   * Reached an agreement to extend the maturity of $400 million
     of the Company's $500 million 2016 Secured Loan Facility from
     July 2017 to January 2018, with the option to extend further
     to July 2018;

   * Expanded the Company's Shop Your Way VIP program to reward
     its members based on spend and frequency, which has resulted
     in over a 50% increase in the number of VIP members in the
     first quarter, compared to the same period last year;

   * Opened the first DieHard Auto Center in San Antonio, Texas,
     with an innovative store format that offers state-of-the-art
     technology and services, that, combined with its experienced
     associates, can help today's drivers make the right choices
     for their vehicle's needs; and

   * Named a 2017 ENERGY STAR Partner of the Year-Sustained
     Excellence Award winner for continued leadership in
     protecting its environment through superior energy efficiency
     achievements.

Mr. Lampert added, "We remain focused on driving the growth of our
Shop Your Way ecosystem and are pleased with the traction we gained
with our VIP membership base, which more than doubled in the last
year."

Rob Riecker, Holdings' chief financial officer, said, "During the
first quarter we took decisive actions to reduce our cost base and
drive operational efficiencies which allowed us to make significant
progress on our restructuring program.  We also remained focused on
increasing our financial flexibility and creating value from our
asset base to ensure we continue to meet our financial obligations
and fund our transformation.  We will continue to evaluate our
options to deliver further improvements to our operational
performance and balances.

For the quarter ended April 29, 2017, the Company generated
revenues of $4.3 billion compared to revenues of $5.4 billion for
the quarter ended April 30, 2016.  The year-over-year decline in
revenues was primarily driven by having fewer Kmart and Sears
Full-line stores in operation, which accounted for $557 million of
the decline, as well as an 11.9% decline in comparable store sales
during the quarter, which accounted for $417 million of the
decline.

At Kmart, comparable store sales decreased 11.2% during the first
quarter of 2017, primarily driven by declines in the grocery &
household, pharmacy, apparel and home categories.  Sears Domestic
comparable store sales decreased 12.4% during the quarter,
primarily driven by decreases in the home appliances, apparel and
lawn & garden categories.

During the first quarter, gross margin decreased $247 million
compared to the prior year first quarter due to the above noted
decline in sales, as well as a decline in its gross margin rate in
both the Kmart and Sears Domestic segments, which was largely
attributed to a decrease in occupancy leverage.  Excluding
significant items noted in the Company's Adjusted Earnings Per
Share tables, the decline in Kmart segment margin was primarily
driven by declines in the Company's apparel and grocery & household
categories, while the decline at Sears Domestic was primarily
driven by declines in the home appliances, footwear and tools
categories.  Both formats experienced an increase in promotional
markdowns due to competitive pressures in the retail environment.

Selling and administrative expenses decreased $236 million in the
first quarter of 2017 compared to the prior year quarter driven by
the strategic actions the Company has taken to improve the Copany's
operational efficiency and reduce its costs.  Excluding significant
items noted in its Adjusted Earnings Per Share tables, selling and
administrative expenses declined $250 million, primarily due to a
decrease in payroll expense.  In addition, advertising expense
declined as we shifted away from traditional advertising to the use
of Shop Your Way points awarded to members, the expense for which
is included in gross margin.

                        Financial Position

The Company's total cash balances were $264 million at April 29,
2017, compared with $286 million at Jan. 28, 2017.  Short-term
borrowings totaled $551 million at the end of the first quarter of
2017, consisting of $536 million of revolver borrowings and $15
million of commercial paper outstanding.

Merchandise inventories were $3.9 billion at April 29, 2017,
compared to $5.0 billion at April 30, 2016, while merchandise
payables were $961 million and $1.3 billion at April 29, 2017, and
April 30, 2016, respectively.

At April 29, 2017, the Company had utilized approximately $1.0
billion of its $1.5 billion revolving credit facility due in 2020,
consisting of $536 million of borrowings and $477 million of
letters of credit outstanding.  The amount available to borrow
under its credit facility was approximately $70 million, which
reflects the effect of the Company's springing fixed charge
coverage ratio covenant and the borrowing base limitation in our
revolving credit facility, which varies primarily based on our
overall inventory and receivables balances.

Total long-term debt (including current portion of long-term debt
and capital lease obligations) was $3.7 billion and $4.2 billion at
April 29, 2017, and Jan. 28, 2017, respectively.  The Company had
total liquidity and liquid assets of $3.7 billion at April 29,
2017, compared to $3.6 billion at Jan. 28, 2017.

                  Update on Restructuring Program
                 Initiatives and Liquidity Actions

In April 2017, the Company provided an update to its restructuring
program, including increasing its annualized cost savings target to
$1.25 billion.  The initiatives being taken to realize the
Company's cost savings target include: the closure of
under-performing stores, including the previously announced closure
of 150 non-profitable stores, which has been completed; the closure
of 92 under-performing pharmacy operations in certain Kmart stores
and the closure of 50 Sears Auto Center locations, simplification
of the organizational structure of Sears Holdings through
consolidation of the leadership of retail operations for Sears and
Kmart and elimination of certain senior management roles; and a
comprehensive review of the Company's value chain to identify
broader opportunities for competitively priced products that drive
operational efficiencies.

On May 15, 2017, the Company entered into an agreement to annuitize
$515 million of pension liability with MLIC, under which MLIC will
pay future pension benefit payments to approximately 51,000
retirees.  This action is expected to have an immaterial impact on
the funded status of the Company's total pension obligations, but
will serve to reduce the size of the Company's combined pension
plan, reduce future cost volatility, and reduce future plan
administrative expenses.

In addition, the Company recently reached an agreement to extend
the maturity of $400 million of our $500 million 2016 Secured Loan
Facility from July 2017 to January 2018, with the option to further
extend the loan until July 2018.

The Company also continues to explore ways to unlock value across a
range of assets, including exploring ways to maximize the value of
its Home Services and Sears Auto Centers businesses, as well as its
Kenmore and DieHard brands through partnerships or other means of
externalization that could expand distribution of its brands and
service offerings to realize significant growth.

                        Adjusted EBITDA

In addition to the Company's net income (loss) attributable to
Sears Holdings' shareholders determined in accordance with
Generally Accepted Accounting Principles, for purposes of
evaluating operating performance, the Company uses Adjusted
Earnings Before Interest, Taxes, Depreciation and Amortization
("Adjusted EBITDA") and Adjusted Loss Per Share ("Adjusted EPS"),
which are non-GAAP financial measures.

As a result of the Seritage and JV transactions, Adjusted EBITDA
for the first quarter of 2017 included additional rent expense of
approximately $45 million, while the first quarter of 2016 included
additional rent expense and assigned subtenant rental income of
approximately $54 million.  Due to the structure of the leases, the
Company expects that its cash rent obligations to Seritage and the
joint venture partners will decline, over time, as space in these
stores is recaptured.  From the inception of the Seritage
transaction to date, the Company has received recapture notices on
35 properties, which is estimated to reduce the rent expense by
approximately $24 million on an annual basis.  The Company has also
exercised its right to terminate the lease on 36 properties, which
is estimated to reduce rent expense by approximately $12 million on
an annual basis.

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

                    https://is.gd/bxs6aL

                        About Sears

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused  

on seamlessly connecting the digital and physical shopping
experiences to serve members.  Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.

The Company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts.  Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.

Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues.  Kmart completed its
merger with Sears on March 24, 2005.

Sears Holdings reported a net loss of $2.22 billion on $22.13
billion of revenues for the fiscal year 2016, compared to a net
loss of $1.12 billion on $25.14 billion of revenues for the fiscal
year 2015.

                      *     *     *

In March 2016, Fitch Ratings said it will retain Sears' long term
issuer default rating at 'CC'.

The TCR reported on Dec. 19, 2016, that S&P Global Ratings affirmed
its ratings, including the 'CCC+' corporate credit rating, on Sears
Holdings Corp.  "We revised our assessment of Sears' liquidity to
less than adequate from adequate based on the impact of continued
and meaningful cash use and constraints on contractually committed
liquidity from cash use and incremental secured funded borrowings,"
said credit analyst Robert Schulz.  "We do not incorporate any
significant prospective asset sales or execution of strategic
alternatives for legacy hardline brands into our assessment of
committed liquidity."

As reported by the TCR on Jan. 24, 2017, Moody's Investors Service
downgraded Sears Holdings Corporate Family Rating to 'Caa2' from
'Caa1'.  Sears' 'Caa2' rating reflects the company's sizable
operating losses - Domestic Adjusted EBITDA (as defined by Sears)
was a loss of $884 million in the latest 12 month period.


SIGNAL BAY: Incurs $465,000 Net Loss in Second Quarter
------------------------------------------------------
Signal Bay, Inc., on May 22, 2017, filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q for the three
months ended March 31, 2017.  The filing of the Quarterly Report
was delayed as the financial information could not be assembled and
analyzed without unreasonable effort and expense to the Company.

Signal Bay reported a net loss of $464,880 on $832,723 of total
revenue for the three months ended March 31, 2017, compared to a
net loss of $340,500 on $104,606 of total revenue for the same
period during the prior year.

For the six months ended March 31, 2017, the Company recognized a
net loss of $1.28 million on $1.50 million of total revenue
compared to a net loss of $410,104 on $275,330 of total revenue for
the six months ended March 31, 2016.

As of March 31, 2017, Signal Bay had $3.99 million in total assets,
$3.43 million in total liabilities and $565,554 in total equity.

The Company had cash on hand of $264,590 as of March 31, 2017,
current assets of $493,851 and current liabilities of $1,992,565
creating a working capital deficit of $1,498,714.  Current assets
consisted of cash totaling $264,590, accounts receivable of
$227,988 and prepaid expenses totaling $1,273.  Current liabilities
consisted of accounts payable and accrued liabilities of $571,784,
client deposits of $159,145, current portions of capital lease
obligations of $33,079, convertible notes payable net of discounts
of $351,107, interest payable of $70,013, derivative liabilities of
$428,615, current portions of notes payable of $32,886 and current
portions of related party payables of $345,936.

The Company used $62,315 of cash in operating activities which
consisted of a net loss of $1,285,861, non-cash losses of $919,606
and changes in working capital of $303,940.

Net cash used in investing activities total $52,694 during the six
months ended March 31, 2017.  The Company paid net cash of $6,930
in asset purchases and acquisitions and paid $45,764 for the
purchase of equipment.

During the six months ended March 31, 2017, the Company generated
cash of $322,113 from financing activities.  The Company received
$114,500 of cash from the sale of series D preferred stock,
$390,000 in cash from convertible notes payable, repayments of
notes payable of $54,875, repayments of capital leases of $4,590,
proceeds from the sale of common stock of $20,000 and net
repayments on related party notes payable of $142,922.

The Company declared $0 of dividends during the six months ended
March 31, 2017, and 2016.

The Company's financial statements are prepared using accounting
principles generally accepted in the United States of America
applicable to a going concern, which contemplates the realization
of assets and liquidation of liabilities in the normal course of
business.  However, the Company has negative working capital,
recurring losses, and does not have an established source of
revenues sufficient to cover its operating costs.  These factors,
the Company said, raise substantial doubt about its ability to
continue as a going concern.

"The ability of the Company to continue as a going concern is
dependent upon its ability to successfully accomplish the plan
described in the preceding paragraph and eventually attain
profitable operations," as disclosed in the regulatory filing.

"In the coming year, the Company's foreseeable cash requirements
will relate to continual development of the operations of its
business, maintaining its good standing and making the requisite
filings with the Securities and Exchange Commission, and the
payment of expenses associated with operations and business
developments.  The Company may experience a cash shortfall and be
required to raise additional capital.

"Historically, it has mostly relied upon internally generated funds
such as shareholder loans and advances to finance its operations
and growth.  Management may raise additional capital by retaining
net earnings or through future public or private offerings of the
Company's stock or through loans from private investors, although
there can be no assurance that it will be able to obtain such
financing.  The Company's failure to do so could have a material
and adverse effect upon it and its shareholders."

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

                      https://is.gd/IHyQY7

                        About Signal Bay

Signal Bay, Inc. (OTCQB: SGBY) provides advisory, management and
analytical testing services to the emerging legalized cannabis
industry.

Signal Bay reported a net loss of $2.55 million for the year ended
Sept. 30, 2016, following a net loss of $1.45 million for the year
ended Sept. 30, 2015.

MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Sept. 30, 2016, stating that the Company has negative working
capital, recurring losses from operations and likely needs
financing in order to meet its financial obligations.  These
conditions raise significant doubt about the Company's ability to
continue as a going concern.


SILVER LINE: Plan Outline Okayed, Plan Hearing on June 22
---------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Pennsylvania
will consider approval of Silver Line, Inc.'s proposed Chapter 11
plan of reorganization at a hearing on June 22.

The hearing will be held at 11:00 a.m., at Courtroom 1, The Madison
Building, 400 Washington Street, Reading, Pennsylvania.

The court had earlier approved the company's disclosure statement,
allowing it to start soliciting votes from creditors.  

The order set a June 15 deadline for creditors to file their
objections and cast their votes accepting or rejecting the proposed
plan.

                     About Silver Line Inc.

Silver Line, Inc., a single-asset real estate, filed a Chapter 11
petition (Bank. E.D. Pa. Case No. 15-16818) on Sept. 21, 2015.
Richard Viders, president, signed the petition.  The Debtor
disclosed $1.4 million in assets and $430,000 in liabilities.   

Judge Richard E. Fehling presides over the case.  The Debtor hired
Michael J. McCrystal, Esq., at McCrystal Law Offices as counsel.


SK VISION: Seeks to Use Cash Collateral to Maintain Property
------------------------------------------------------------
SK Vision LLC seeks authorization from the U.S. Bankruptcy Court
for the Central District of California to use cash collateral to
pay for expenses necessary for the Debtor to continue its
operations and to reorganize.

The Debtor is the owner of the property located at 2307 Mira Vista,
#106, Montrose, California 91020, which the Debtor rents to tenant,
Alice Kechichian for $2,300 per month.

The Debtor requires the use if cash collateral in order to pay
necessary expenses, which includes property mortgage, taxes,
insurance, maintenance as well as for other expenses to a
successful Chapter 11 reorganization.

The proposed cash collateral budget on the Montrose Property
reflects total monthly expenses of approximately $7,439.  Such
amount consists, among other things, taxes of $470, insurance at
$50, Homeowner's Association dues of $130 and maintenance of $50.
In addition to these expenses, the Debtor also asks for permission
to use the cash collateral to pay quaterly fees to the U.S. Trustee
and to pay any required fees to the Court.

The Debtor identifies Avetis Baltayan, as the lone lienholder on
the Montrose Property.  The Debtor owed Avetis Baltayan in the
principal balance of approximately $345,000.  The Debtor contends
that there are no pre-petition arrears and payment to its loan is
current as of the Petition Date.

The Debtor believes that there is adequate protection considering
that there is equity in the property of approximately $95,000, and
payments are current, which the Debtor intends to maintain.

A hearing to consider the Debtor's use of cash collateral will be
held on June 14, 2017 at 11:00 a.m.

A full-text copy of the Debtor's Motion, dated May 19, 2017, is
available at https://is.gd/8dXtiI

                  About SK Vision LLC

SK Vision LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 16-26820), on December 27, 2016.  The petition was signed by
Greg Kurdoglanyan, President.   At the time of filing, the Debtor
estimated assets and liabilities at $1 million to $10 million.  The
case is assigned to Judge Robert N. Kwan.  The Debtor is
represented by Aurora Talavera, Esq., at Allied Legal Group, Inc.


SKIP BARBER RACING SCHOOL: May Use People's & CMS' Cash Collateral
------------------------------------------------------------------
The Hon. Cecelia G. Morris of the U.S. Bankruptcy Court for the
Southern District of New York has granted interim authorization to
Skip Barber Racing School to use cash collateral of People's United
Bank, N.A., and CMS Mezzanine Debt Subpartnership for the period
commencing with the Petition Date through and including July 2017.

The final hearing on the cash collateral use will be held on July
24, 2017, at 11:00 a.m.

People's is willing to permit the use of its cash collateral for a
period of 60 days from the Petition Date.  CMS is willing to permit
the use of its cash collateral upon the terms and conditions of the
court order.

The Debtor will grant CMS a replacement lien in all of the Debtor's
assets, subordinate to the liens provided to People's.

Each of the following will constitute an event of default:

     (a) the Court enters an order authorizing the sale of all or
         substantially all assets of the Debtor that does not
         provide for the payment in full to People's of its claims

         in cash upon the closing of the sale, unless otherwise
         agreed by People's in its sole and absolute discretion;

     (b) the Debtor ceases operations of its present business as
         existed on the Petition Date or takes any material action

         for the purpose of effecting the foregoing without the
         prior written consent of People's, except to the extent
         contemplated by the budget;

     (c) the Debtor's case is either dismissed or converted to a
         Chapter 7 case, pursuant to an order of the Court, the
         effect of which has not been stayed;

     (d) a Chapter 11 trustee, an examiner, or any other
         responsible person or officer of the Court with similar
         powers is appointed by order of the Court, the effect of
         which has not been stayed;

     (e) a change in the Debtor's ownership or management occurs,
         in a manner that is not reasonably acceptable to
         People's;

     (f) the court order is reversed, vacated, stayed, amended,
         supplemented or otherwise modified in a manner which
         will, in the sole opinion of People's; (i) materially and

         adversely affect the rights of People's hereunder, or
         (ii) materially and adversely affect the priority of any
         or all of People's claims and the liens granted;

     (g) the Debtor expends any funds or monies for any purpose
         other than those set forth on the budget within a
         variance of 10%, or the Debtor's net cash flow, as set
         forth in the budget, is more than 10% less than the net
         cash flow projections set forth in the budget at any
         time, but any accrued expenses of the professionals
         retained by the Debtor or the Committee in excess of the
         budgeted amounts will not, in and of itself, be an Event
         of Default;

     (h) the occurrence of a material adverse change, including
         without limitation any occurrence resulting from the
         entry of any order of the Court, or otherwise in each
         case as determined by People's in: (1) the condition
         (financial or otherwise), operations, assets, business or

         business prospects of the Debtor; (2) the Debtor's
         ability to repay People's; and (3) the value of the
         People's collateral;

     (i) any material and intentional misrepresentation by the
         Debtor in any financial reporting or certifications to be

         provided by the Debtor to People's;

     (j) non-compliance or default by the Debtor with any of the
         terms and provisions of this Order; provided, however,
         that said non-compliance or default will not be deemed an

         Event of Default if curable and cured by the Debtor
         within seven days after notice of such non-compliance or
         default is given to the Debtor and counsel to CMS by
         People's;

     (k) the failure to obtain entry of a final court order
         authorizing use of cash collateral and DIP Financing on
         or before the 60th day following the Petition Date or such

         time as may be extended upon the consent of People's; and

     (l) the Debtor fails to have identified a purchaser for
         substantially all of its assets at the conclusion of a
         court-approved auction which will occur within 60 days of

         the Petition Date unless the date is extended by
         People's upon reasonable request made by the Debtor.

A copy of the court order is available at:

             http://bankrupt.com/misc/nysb17-35871-14.pdf

                   About Skip Barber Racing School

Skip Barber Racing School LLC is a Braselton, Georgia-based racing
school.  It operates a fully integrated system of racing schools,
driving schools, racing championships, corporate events and OEM
events across North America, teaching emergency braking, skid and
slide control, proper cornering techniques, an understanding of
vehicle dynamics, and a variety of other car-control skills.

Skip Barber Racing School filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 17-35871) on May 22, 2017.  The petition
was signed by Michael Culver, managing member.

The Hon. Cecelia G. Morris is the case judge.

Forchelli, Curto, Deegan, Schwartz, Mineo & Terrana, LLP, is
serving as counsel to the Debtor.

The Debtor estimated $1 million to $10 million in assets and $10
million to $50 million in debt.


STEREOTAXIS INC: Shareholders Elect Two Directors
-------------------------------------------------
Stereotaxis, Inc., held its annual meeting of shareholders on May
23, 2017, at which the shareholders: (1) elected David W. Benfer
and Arun Menawat as directors; (2) ratified the appointment of
Ernst & Young LLP as the Company's independent registered public
accounting firm for fiscal year 2017; (3) approved, by non-binding
vote, executive compensation; (4) recommended, by non-binding vote,
the frequency of future advisory votes on executive compensation of
every three years; and (5) approved an amendment to the
Stereotaxis, Inc. 2012 Stock Incentive Plan to increase the number
of shares authorized for issuance thereunder by 4,000,000 shares.
The amendment to the 2012 Stock Incentive Plan increased the number
of shares authorized for issuance under the Plan by 4,000,000
shares.

                        About Stereotaxis

Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures.  The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.

Stereotaxis reported a net loss available to common stockholders of
$11.80 million on $32.16 million of total revenue for the year
ended Dec. 31, 2016, compared to a net loss available to common
stockholders of $7.35 million on $37.67 million of total revenue
for the year ended Dec. 31, 2015.  

As of March 31, 2017, Stereotaxis had $18.98 million in total
assets, $33.08 million in total liabilities, $5.96 million in
preferred stock and a total stockholders' deficit of $20.06
million.


STINAR HG: Has Interim OK to Use Up to $34K Cash Collateral
-----------------------------------------------------------
Judge Kathleen H. Sanberg of the U.S. Bankruptcy Court for the
District of Minnesota authorized Stinar HG, Inc. d/b/a Stinar
Corporation, to use cash collateral extent in an amount no greater
than $34,347, pending a final hearing.

All banks are authorized to release the Debtor's cash collateral
and allow the Debtor access to its cash, and to negotiate checks in
the normal course of business.

For purposes of adequate protection, and only to the extent of cash
collateral used, the Debtor is authorized to grant any creditor
having an interest in cash collateral a replacement lien in the
Debtor's postpetition assets of the same type and nature as subject
to the prepetition liens.

A full-text copy of the Order, dated May 25, 2017, is available at

https://is.gd/3AAm0O
Judge Kathleen H. Sanberg of the U.S. Bankruptcy Court for the
District of Minnesota authorized Stinar HG, Inc. d/b/a Stinar
Corporation, to use cash collateral extent in an amount no greater
than $34,347, pending a final hearing.

All banks are authorized to release the Debtor's cash collateral
and allow the Debtor access to its cash, and to negotiate checks in
the normal course of business.

For purposes of adequate protection, and only to the extent of cash
collateral used, the Debtor is authorized to grant any creditor
having an interest in cash collateral a replacement lien in the
Debtor's postpetition assets of the same type and nature as subject
to the prepetition liens.

A full-text copy of the Order, dated May 25, 2017, is available at

https://is.gd/3AAm0O

                    About Stinar HG

Stinar HG, Inc., d/b/a The Stinar Corporation, is a Minnesota-based
company that manufactures ground support equipment for the aviation
industry.  The late Frank Stinar founded Stinar Corp. in 1946.
Stinar's products are used to load, service, and maintain all types
of aircraft for both government and commercial applications.  The
company's corporate headquarters and its 40,000 square foot
manufacturing facility are in Eagan, Minnesota.

On June 29, 1998, Oakridge Holdings, Inc. (OTCMKTS:OKRGQ), a
publicly held Minnesota-based company, became the new owner of
Stinar.  Currently, Stinar is the only asset of Oakridge Holdings.
The largest shareholders of Oakridge Holdings is Robert Harvey who
holds approximately 21% of the outstanding shares.

Oakridge Holdings and operating unit Stinar HG filed bankruptcy
Chapter 11 petitions (Bankr. D. Minn. Case Nos. 17-31669 and
17-31670, respectively) on May 22, 2017.  Robert C. Harvey, CEO &
president, signed the petitions.  At the time of filing, debtor
Oakridge Holdings disclosed total assets of $990,237 and total
liabilities of $2.17 million, while debtor Stinar HG disclosed
total assets of $8.22 million and total liabilities of $2.91
million.

The cases are assigned to Judge Kathleen H Sanberg.

The Debtors are represented by Kenneth Edstrom, Esq., at Sapientia
Law Group.


STONE PROJECTS: Hires Parker & Associates as Counsel
----------------------------------------------------
Stone Project, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of Massachusetts to employ Parker &
Associates as counsel to the Debtor and Debtor in Possession..

The Debtor requires Parker & Associates to:

     a. advise the Debtor with respect to the rights, powers and
duties as debtor-in-possession in the continued operation of the
business and management of the assets;

     b. advise the Debtor with respect to any plan of
reorganization and any other matters relevant to the formulation
and negotiation of a plan or plans of reorganization in these case

     c. represent the Debtor at all hearings and matters pertaining
to the affairs as debtor and debtor-in-possession;

     d. prepare, on the Debtor's behalf, all necessary and
appropriate applications, motions, answers, orders, reports, and
other pleadings and other documents, and review all financial and
other reports filed in the Chapter 11 case;

     e. advise the Debtor with respect to, and assist in the
negotiation and documentation of, financing agreements, debt and
cash collateral orders and related transactions;

     f. review and analyze the nature and validity of any liens
asserted against the Debtor's property and advise the Debtor
concerning the enforceability of such liens;

     g. advise the Debtor regarding its ability to initiate actions
to collect and recover property for the benefit of the estate;

     h. advise and assist the Debtor in connection with the
potential disposition of any property;

     i. advise the Debtor concerning executory contract and
unexpired lease assumptions, lease assignments, rejections,
restructuring and recharacterization of contracts and leases;

     j. review and analyze the claims of the Debtor's creditors,
the treatment of such claims and the preparation, filing or
prosecution of any objections to claims;

     k. commence and conduct any and all litigation necessary or
appropriate to asset rights held by the Debtor, protect assets of
the Debtor's Chapter 11 estate or otherwise further the goal of
completing the Debtor's successful reorganization other than with
respect to matters to which the Debtor retain special counsel or
other professionals; and

    l. perform all other legal services and provide all other
necessary legal advice to the Debtor as debtor-in-possession which
may be necessary in the Debtor's bankruptcy proceeding.

Parker & Associates will seek compensation based upon its normal
and usual hourly billing rates, and will seek reimbursement of
expenses. From time to time, the firm adjusts its usual billing
rates in the ordinary course of business. In the event of such
adjustment, the firm will seek compensation at the adjusted hourly
rate from and after the date of adjustment.

Nina M. Parker, Esq., principal of Parker & Associates, 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.

Parker & Associates may be reached at:

     Nina M. Parker, Esq.
     Marques C. Lipton, Esq.
     Parker & Associates
     10 Converse Place, Suite 201
     Winchester, MA 01890
     Tel: (781)729-0005
     E-mail: nparker@ninaparker.com
             mlipton@ninaparker.com

                About Stone Project, LLC

Stone Project, LLC filed a Chapter 11 bankruptcy petition (Bankr.
D.Mass. Case No. 17-11877) on May 19, 2017.  Nina M. Parker, Esq.,
at Parker & Associates serves as bankruptcy counsel.  The Debtor's
assets and liabilities are both below $1 million.


SUMMIT INVESTMENT: Wants Plan Exclusivity Extended to Sept. 29
--------------------------------------------------------------
Summit Investment Co., Inc., asks the U.S. Bankruptcy Court for the
Middle District of North Carolina to extend the exclusive period
during which only the Debtor may file a plan of reorganization
through Sept. 29, 2017, and solicit acceptance of a plan.

The Debtor presently has 180 days after the Petition Date to file a
plan.  

The Debtor says it is prepared to show at the hearing on its
request that cause exists to increase the exclusive periods.  The
Debtor says it needs additional time to formulate, propose and
solicit acceptance of a plan.  The Debtor would show that the
third-party, unsecured debt is very limited, and that, upon
information and belief, no undue hardship will be created or
imposed upon the creditors.  

The Debtor would further show that the requested extension is not
an attempt to pressure the creditors into the acceptance of a plan.
In addition, the Debtor would show that its secured creditors
consist of two banks and a homeowners association.  The Debtor has,
or is working on, establishing agreements for adequate protection
as to two of these creditors, and believes that neither the
creditor will be unduly burned by a reasonable extension.

The Debtor's income is based upon real property ownership and
rental.  The Debtor has, and is in the process of further,
marketing one parcel of its real property, the sale of which would
substantially change the financial status and needs of the plan.
In addition, the Debtor has a parcel for which it hopes to soon
acquire a tenant, a factor which would substantially remodel the
Debtor's ability to make payments into a plan going forward.

                About Summit Investment Co. Inc.

Summit Investment Co., Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-50230) on March 2,
2017.  At the time of the filing, the Debtor estimated its assets
and debts at $1 million to $10 million.  Brian P. Hayes, Esq., at
the law firm Ferguson, Hayes, Hawkins & DeMay, PLLC, serves as the
Debtor's bankruptcy counsel.


T K MINING: $950K Private Sale to CSA to Pay Creditors in Full
--------------------------------------------------------------
T K Mining Services, LLC, asks the U.S. Bankruptcy Court for the
District of Colorado to authorize the private sale of substantially
all assets to Compliance Staffing Agency, LLC ("CSA") for $950,000,
subject to reductions or increases based on the value of "Net
Working Capital Assets," subject to higher and better offers.

The Debtor expects that the proceeds from the sale will enable the
Debtor to repay its creditors in full, and pay all of the
administrative expenses of the bankruptcy estate, and make a
distribution to unsecured creditors.  Additionally, if CSA is the
successful bidder, the Debtor believes that the CSA will retain
most, if not all of its employees.  Further, through utilization of
the proceeds of sale, and an additional agreement with an affiliate
of the Debtor, it anticipates that all known creditors of its
affiliates currently in Chapter 7 proceedings before the Court will
be paid or satisfied, in full.

On May 25, 2017, the Debtor entered into the Asset Purchase
Agreement with CSA.  The APA provides for sale of substantially all
assets of the Debtor to CSA for $950,000 free and clear of liens
and encumbrances, and assignment of certain executory contracts
designated for assignment to CSA.  The Buyer will purchase from the
Seller, all of the Seller's rights, title and interest in and to
these Purchased Assets: including (i) all Equipment and warranties
relating to any of the Equipment; (ii) all raw material,
work-in-process, finished goods and spare parts inventory of the
Business; (iii) (a) all patents, registered and unregistered
trademarks, service marks, logos, corporate and trade names, domain
names and registered and common law copyrights, and all
applications therefor, used or useful in connection with the
Business and (b) all inventions, discoveries, techniques,
processes, methods, formulae, designs, computer software, trade
secrets, confidential information, know-how and ideas used or
useful in connection with the Business; (iv) all Receivables  and
all other claims, causes of action, avoidance actions, choses in
action and rights of recovery and setoff relating to the Business
or any of the Assets; (v) the Assigned Contracts; (vi) all permits,
licenses, franchises, certificates, authorizations, consents and
approvals obtained from or issued by any governmental entity and
which are necessary or desirable for the ownership or operation of
the Business or any of the Assets; (vii) all books, records, files,
ledgers, drawings, specifications and manuals relating to the
Business or any of the Assets, all advertising materials relating
to the Business and all other information relating to the Business
or any of the Assets, regardless of the form in which such
information appears; (viii) all cash, cash equivalents and bank
accounts; (ix) all goodwill of the Business or associated with any
of the Assets; and (x) all other assets of Seller, tangible or
intangible, which are used or useful in connection with, or relate
to, the Business.

Assets excluded from the Sale will be administered in the Chapter
11 case.

Without the APA, the Debtor would not have the certainty of a
minimum price for the Purchased Assets and, thus, the reimbursement
of CSA's expenses preserves the value of the Debtor's estate.

The Debtor does not ask for approval of the distributions of the
proceeds of sale by the Sale Motion, except insofar as such
distributions are required to consummate the sale and the
assumption and assignment of executory contracts contemplated under
the APA.  The Debtor contemplates seeking authority to distribute
the proceeds pursuant to a Plan of Reorganization which will be
filed contemporaneously with the Sale Motion.

Thomas F. Quinn, Esq., at Thomas F. Quinn, P.C., avers that
compelling circumstances exist to conclude a Sec. 363 sale of the
Debtor's assets on an expedited basis.  Those circumstances include
the following: (i) the Sale Motion seeks approve of sale of
substantially all assets of the Debtor to the Proposed Buyer free
and clear of liens and encumbrances, including approval of
assignment of certain contracts designated for assignment to the
Buyer; (ii) the APA provides for closing of the transactions on
June 9, 2017; and that Closing Date was selected by the parties
such that the Closing may be accommodate prior to the lapse of the
Debtor's liability insurance policy; (iii) the Debtor cannot
operate without a liability policy, because its customers require
maintenance of insurance as a condition of Debtor providing
services to them; (iv) the Debtor may not be able to obtain
continuing insurance at any price after its current liability
policy lapses; and (v) continuity of operations is important to
both the Debtor and the Buyer so as to minimize the costs of
assumption and assignment of executory contracts from Debtor to the
Buyer.

The sale of the Purchased Assets pursuant to the APA is subject to
higher or better offers received before the hearing upon approval
of the Sale Motion.  Any competing offers must necessarily be for a
price not less than $25,000 higher than the price specified in the
APA, because the Debtor has agreed to pay the Buyer's costs and
expenses associated with execution of the APA, in an amount not
exceeding $25,000, if a competing bid is accepted by the Debtor.

A copy of the APA and the Bid Procedures attached to the Motion is
available for free at:

          http://bankrupt.com/misc/TK_Mining_82_Sales.pdf

Mr. Quinn contends that the expeditious nature of the proposed Sale
is reasonable and justified.  The market for its assets is limited.
The proposed purchase price is approximately $200,000 higher than
the expected value of the Debtor's assets.  In addition, additional
consideration to support the Sale will be provided by an affiliate
of the Debtor, such that all debts of the Debtor's Chapter 11
Affiliates will be satisfied.  The Notice period will provide any
potentially qualified interested parties with an opportunity to
come forward and make a competitive bid.  If any potential
purchasers do express an interest in acquiring its assets, the
Debtor proposes bid procedures to permit competitive bidding.

The Debtor asks entry of two related orders:

   * First, the Debtor asks the expedited entry of the Sale
Procedures Order (i) authorizing and approving certain proposed
procedures to govern the sale process and provide for the
submission of any competing bids for substantially all its assets
and the form and manner of notices of (a) the hearing to consider
authorization and approval of the sale, and (b) the assumption and
assignment of executory contracts and unexpired leases of personal
property and of nonresidential real property ("Executory
Contracts"); and (ii) setting a hearing to consider the sale on
June 7, 2016 with an objection deadline of June 5, 2017.

   * Second, the Debtor asks the entry of the Sale Order
authorizing and approving, among other things, (i) the sale of its
assets pursuant to the APA among the Debtor and the Proposed Buyer
free and clear of liens, claims, encumbrances, and other interests;
and (ii) the assumption and assignment of certain executory
contracts and Executory Contracts of the Debtor.

Absent a prompt approval and consummation of the Sec. 363
transaction, the Debtor believes its assets will rapidly decline in
value as wasting assets.  Accordingly, the Debtor asks the Court to
waive the 14-day stay under Bankruptcy Rule 6004(h) and 6006(d).

The Purchaser can be reached at:

          COMPLIANCE STAFFING AGENCY, LLC
          160 Technology Drive
          Canonsburg, PA 15317
          Attn: Troy Dolan
          E-mail: troyd25@aol.com

The Purchaser is represented by:

          Christopher Myers, Esq.
          COHEN & GRIGSBY, P.C.
          625 Liberty Ave., 5th Floor
          Pittsburgh, PA 15222
          E-mail cmyers@cohenlaw.com

                  About T K Mining Services

T K Mining Services, LLC sought Chapter 11 protection (Bankr. D.
Col. Case No. 16-21016) on Nov. 10, 2016.  The petition was signed
by Keith Burhdorf, manager.  The Debtor estimated assets in the
range of $500,000 to $1 million and $1 million to $10 million in
debt.

The case is assigned to Judge Elizabeth E. Brown.

The Debtor tapped Thomas F. Quinn, Esq., at Thomas F. Quinn, P.C.
as counsel.


TD MANUFACTURING: Has Interim OK to Use Cash; Hearing on June 16
----------------------------------------------------------------
The Hon. Michael E. Romero of the U.S. Bankruptcy Court for the
District of Colorado entered a stipulated interim order authorizing
TD Manufacturing LLC's use of cash collateral on an interim basis.

The Court will conduct a final hearing on the Debtor's request for
use of cash collateral on June 16, 2017, at 9:30 a.m.

As adequate protection for the Debtor's use of cash collateral, the
Debtor will:

     a. provide party with a replacement lien on all postpetition
        accounts receivable to the extent that the use of cash
        collateral results in a decrease in the value of the
        party's interest in the cash collateral, the replacement
        lien to attach to the postpetition accounts receivable in
        the order priority for each secured creditor;

     b. maintain adequate insurance coverage on all personal
        property assets and adequately insure against any
        potential loss;

     c. provide to secured party all periodic reports and
        information filed with the Court, including debtor-in-
        possession reports;

     d. only expend cash collateral pursuant to the budget subject
        to reasonable fluctuation by no more than 15% for each
        expense line item per month;

     e. pay all post-petition taxes; and

     f. retain in good repair all collateral in which the party
        has an interest.

As reported by the Troubled Company Reporter on May 29, 2017, the
Debtor sought permission from the Court to use cash collateral to
pay necessary operating expenses.  The Debtor maintains two secured
loans which liens arising therefrom could encumber the Debtor's
cash collateral.  The two
liens are: (a) a secured loan with Colorado Lending Source, Ltd.,
on April 2, 2015, which is guaranteed by the Small Business
Administration; and (b) a secured loan with TBK Bank on March 19,
2015.  CLS and TBK may have a secured lien position on the Debtor's
funds and revenues that constitute cash collateral.

                   About TD Manufacturing LLC

Based in Greeley, Colorado, TD Manufacturing LLC --
http://www.t-dmanufacturing.com/-- operates a metal manufacturing

and powder coating shop that specializes in plasma table cutting,
welding, sand blasting, and powder coating.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 17-14243) on May 9, 2017.  The
petition was signed by Luke Yockim, manager.  

At the time of the filing, the Debtor disclosed $286,671 in assets
and $1.40 million in liabilities.

The case is assigned to Judge Michael E. Romero.

Aaron A. Garber, Esq., at Buechler & Garber, LLC, serves as the
Debtor's bankruptcy counsel.


THORNTON & THORNTON: Hires Gary G. Lyon as Counsel
--------------------------------------------------
Thornton & Thornton Enterprises, Inc., seeks authorization from the
U.S. Bankruptcy Court for the Eastern District of Texas to employ
Gary G. Lyon, Esq. as counsel.

The Debtor requires Lyon to:

     a. furnish legal advice to the Debtor with regard to its
powers, duties and responsibilities as a debtor-in-possession and
the continued management of its affairs and assets under chapter
11;

     b. prepare, for and on behalf of the Debtor, all necessary
applications, motions, answers, orders, reports and other legal
papers;

     c. prepare a disclosure statement and plan of reorganization
and other services incident thereto;

     d. investigate and prosecute preference and fraudulent
transfers actions arising under the avoidance powers of the
Bankruptcy Code; and

     e. perform other legal services for the Debtor which may be
necessary herein.

Lyon will be paid at these hourly rates:

     Gary G Lyon          $400
     Paralegal            $75

The Debtor paid Lyon $9,000 for the pre-petition advice,
preparation and review of documents and the related meetings and
information evaluation in preparation for the filing of the
bankruptcy.

Gary G. Lyon, Esq., Bailey and Lyon, Attorneys at Law, 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.

Lyon may be reached at:

     Gary G. Lyon, Esq.
     Bailey and Lyon, Attorneys at Law
     6401 W. Eldorado Parkway, Suite 234
     McKinney, TX 75070
     Tel: (214) 620-2034
     Fax: (469) 521-7219
     E-mail: glyon.attorney@gmail.com

              About Thornton & Thornton Enterprises

Thornton & Thornton Enterprises, Inc., doing business as, Twin Oaks
Private School, is a small business debtor.  It owns Twin Oaks
Private School in the City of Allen, Collin County, State of Texas,
valued at $712,009.  The Debtor also owns a fee simple interest in
a property located at 109 Fountaingate, Allen, Texas, 109
Fountaingate Blk A, Lot 2 with a valuation of $215,360.

Thornton & Thornton Enterprises, Inc. sought Chapter 11 protection
on (Bankr. E.D. Tex. Case No. 17-40759) on April 7, 2017.

The Debtor estimated assets at $1.22 million and liabilities at
$2.10 million.

The Debtor tapped Gary G. Lyon, Esq., at Bailey and Lyon, Attorneys
at Law as counsel.

The petition was signed by Misty Thornton, president.


TLD BAR RANCH: Rigdon Can Use Insurance Proceeds to Fix Property
----------------------------------------------------------------
Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas authorized debtor Bettye Rigdon to use cash
collateral, particularly the insurance proceeds, to make repairs to
its property at 7300 Overhill Road, Fort Worth, Texas.

Judge Mullin directed Ocwen Loan Servicing LLC to immediately
endorse the First Insurance Check and to return such check to the
Debtor. Ocwen Loan Servicing is directed further, upon receipt of
any subsequent Insurance Checks, to endorse and return such
Insurance Checks to the Debtor.

The Debtor is directed to deposit the First Insurance Check and any
subsequent Insurance Checks into a separately segregated bank
account, and the proceeds thereof will constitute the cash
collateral of Ocwen Loan Servicing and the Internal Revenue
Service. The Debtor is also authorized to transfer up to $25,000,
as necessary, to Billy Ellis Roofing to serve as a deposit for
repair work to be done to the Debtor's Property.

In addition, the Debtor will provide a copy of future invoices
received from Billy Ellis Roofing to counsel for Ocwen Loan
Servicing and the Internal Revenue Service. The Debtor may also
provide receipts for out-of-pocket expenses for fence and air
conditioner repair to Ocwen Loan Servicing and the IRS, for the
reimbursement of such expenses.

Judge Mullin also modified the Wise County Court's Agreed Final
Order Authorizing Use of Cash Collateral, to provide that the
Debtor will use her best efforts to place the Property on the
market no later than June 30, 2017, or by such other date as
mutually agreed by the Debtor and the IRS. All other terms of the
Wise County Cash Collateral Order will remain in full force and
effect.

A full-text copy of the Order, dated May 25, 2017, is available at
https://is.gd/nJI5es

                    About TLD Bar Ranch

TLD Bar Ranch, L.P., and its affiliate Carousel Properties, LLC,
filed Chapter 11 petitions (Bankr. N.D. Tex. Case No. 16-44622 and
16-44621, respectively) on Dec. 2, 2016.  The petitions were signed
by Bettye Jean Rigdon, manager of BJR Re Management, LLC, as the
general partner of TLD Bar Ranch L.P. and president of Carousel
Properties, LLC.

Bettye Jeanne Rigdon also commenced her own Chapter 11 case (Bankr.
N.D. Tex. Case No. 16-44620) on Dec. 2, 2016.  

The cases are jointly administered under Bettye Jeanne Rigdon, Case
No. 16-44620, and are assigned to Judge Mark X. Mullin.

TLD Bar Ranch estimated assets at $1 million to $10 million and
liabilities at $500,000 to $1 million at the time of the filing.
Carousel Properties estimated $1 million to $10 million in assets
and liabilities.

Jeff P. Prostok, Esq., at Forshey & Prostok, LLP, is serving as
counsel to the Debtors.


TOWERSTREAM CORP: Adds 'Industry Veteran' Don MacNeil to its Board
------------------------------------------------------------------
Industry veteran Don MacNeil has joined Towerstream Corporation's
Board of Directors, according to a company press release dated
May 22, 2017.

Mr. MacNeil currently serves as the chief technology officer at
EdgeConneX, where he is responsible for the design and architecture
of EdgeconneX's award winning data centers.  Previous to this he
served as EVP, chief operating officer at XO Communications (XO),
where he was responsible for the customer experience and the
alignment of the products and services with XO's Go-to-Market
strategies.  While at XO, Don also served as CMO for two years and
was vice president of Carrier Services Operations for six years.
In this role, Don was overseeing service delivery, service
assurance, product management, and the customer experience for XO
Carrier Services, the company's wholesale services business unit.
Prior to XO, Don was an officer in the United States Navy, serving
at-sea in operational leadership roles as well as various
leadership roles in weapon system design and procurement.

"As a well-respected executive with deep experience in technology,
operations, and network engineering, Don will add valuable
perspective to our Board of Directors," said Ernest Ortega, chief
executive officer of Towerstream.  "We appreciate his willingness
to serve as a director and look forward to benefiting from his
judgment and insight."

                  About Towerstream Corporation

Towerstream Corporation (OTCQB:TWER / www.towerstream.com) is a
fixed-wireless fiber alternative company delivering
high-speed Internet access to businesses.  The Company offers
broadband services in twelve urban markets including New York City,
Boston, Los Angeles, Chicago, Philadelphia, the San Francisco Bay
area, Miami, Seattle, Dallas-Fort Worth, Houston, Las Vegas-Reno,
and the greater Providence area.

Towerstream reported a net loss attributable to common stockholders
of $22.15 million on $26.89 million of revenues for the year ended
Dec. 31, 2016, compared to a net loss attributable to common
stockholders of $40.48 million on $27.90 million of revenues for
the year ended Dec. 31, 2015.  As of March 31, 2017, Towerstream
had $31.41 million in total assets, $37.72 million in total
liabilities, and a stockholders' deficit of $6.31 million.

Marcum LLP, in New York, NY, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that the Company has incurred significant losses
and needs to raise additional funds to meet its obligations and
sustain its operations.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern.


TOWERSTREAM CORP: Swaps Outstanding Shares for Series G&H Shares
----------------------------------------------------------------
Towerstream Corporation entered into an exchange agreement with the
holder of all of the Company's outstanding shares of Series D
Convertible Preferred Stock and Series F Convertible Preferred
Stock under which 1,233 shares of Series D Preferred Stock were
exchanged for 938 newly authorized shares of Series G Convertible
Preferred Stock and 643 shares of Series F Preferred Stock were
exchanged for 938 shares of newly authorized Series H Convertible
Preferred Stock.  The terms of the Exchange Agreement, Series G
Preferred Stock and Series H Preferred Stock were determined by
arms-length negotiation between the parties.  No commission or
other payment was received by the Company in connection with the
Exchange Agreement.  Such exchange was conducted pursuant to the
exemption provided by Section 3(a)(9) of the Securities Act of
1933, as amended, and Series G Preferred Stock and Series H
Preferred Stock issuable pursuant to the Exchange Agreement and the
shares of common stock issuable upon conversion of the Series G
Preferred Stock and Series H Preferred Stock will be issued in
reliance on the exemption from registration contained in Section
3(a)(9) of the Securities Act.  At the closing of the Exchange
Agreement, the holder's rights to approve certain issuances by the
Company will terminate.

            Amendments to Articles of Incorporation

On May 26, 2017, the Company filed with the Secretary of State of
the State of Delaware a Certificate of Designations of Preferences,
Rights and Limitations of Series G Convertible Preferred Stock,
designating 938 shares of Series G Preferred Stock. Shares of
Series G Preferred Stock are convertible into common stock based on
a conversion calculation per share equal to the quotient of the
stated value of such Series G Preferred Stock, plus all accrued and
unpaid dividends, if any, divided by the conversion price.  The
stated value of each share of Series G Preferred Stock is equal to
$1,000 and the initial conversion price is equal to $0.10 per
share.  So long as the common stock is not listed on a national
exchange in the event the Company issues securities at a price per
share of common stock less than the then conversion price of the
Series G Preferred Stock the conversion price of the outstanding
shares of Series G Preferred Stock shall be reduced to such lower
price.

In the event of a Liquidation Event, each share of Series G
Preferred Stock will be entitled to a per share preferential
payment equal to 100% of the stated value of such Series G
Preferred Stock, plus all accrued and unpaid dividends, if any. All
subsequent issuances and junior preferred issuances of the
Company's capital stock will be junior in rank to Series G
Preferred Stock with respect to the preferences as to dividends,
distributions and payments upon the liquidation, dissolution and
winding-up of the Company.  The holders of Series G Preferred Stock
will be entitled to receive dividends if and when declared by our
board of directors.  The Series G Preferred Stock will participate
on an "as converted" basis, with all dividends declared on our
common stock.  In addition, if the Company grants, issue or sell
any rights to purchase its securities pro rata to all its record
holders of its common stock, each holder will be entitled to
acquire such securities applicable to the granted purchase rights
as if the holder had held the number of shares of common stock
acquirable upon complete conversion of all Series G Preferred Stock
then held.

The Company is prohibited from effecting a conversion of the Series
G Preferred Stock to the extent that, as a result of such
conversion, the holder would beneficially own more than 9.99% of
the number of shares of common stock outstanding immediately after
giving effect to the issuance of shares of common stock upon
conversion of the Series G Preferred Stock, which beneficial
ownership limitation may be decreased by the holder at its option.
Each holder is entitled to vote on all matters submitted to
stockholders of the Company, and will have the number of votes
equal to the number of shares of common stock issuable upon
conversion of such holder's Series G Preferred Stock, but not in
excess of the beneficial ownership limitations.  

                    Series H Preferred Stock

On May 26, 2017 the Company filed with the Secretary of State of
the State of Delaware a Certificate of Designations of Preferences,
Rights and Limitations of Series H Convertible Preferred Stock,
designating 938 shares of Series H Preferred Stock.  Shares of
Series H Preferred Stock are convertible into common stock based on
a conversion calculation per share equal to the quotient of the
stated value of such Series H Preferred Stock, plus all accrued and
unpaid dividends, if any, divided by the conversion price.  The
stated value of each share of Series H Preferred Stock is equal to
$1,000 and the initial conversion price is equal to $0.125 per
share.  So long as the common stock is not listed on a national
exchange in the event the Company issues securities at a price per
share of common stock less than the then conversion price of the
Series H Preferred Stock the conversion price of the outstanding
shares of Series H Preferred Stock shall be reduced to such lower
price.
   
In the event of a Liquidation Event, each share of Series H
Preferred Stock will be entitled to a per share preferential
payment equal to 100% of the stated value of such Series H
Preferred Stock, plus all accrued and unpaid dividends, if any. All
subsequent issuances and junior preferred issuances of our capital
stock will be junior in rank to Series H Preferred Stock with
respect to the preferences as to dividends, distributions and
payments upon the liquidation, dissolution and winding-up of the
Company.  The holders of Series H Preferred Stock will be entitled
to receive dividends if and when declared by our board of
directors.  The Series H Preferred Stock shall participate on an
"as converted" basis, with all dividends declared on our common
stock.  In addition, if the Company grants, issues or sells any
rights to purchase its securities pro rata to all its record
holders of its common stock, each holder will be entitled to
acquire such securities applicable to the granted purchase rights
as if the holder had held the number of shares of common stock
acquirable upon complete conversion of all Series H Preferred Stock
then held.

The Company is prohibited from effecting a conversion of the Series
H Preferred Stock to the extent that, as a result of such
conversion, the holder would beneficially own more than 9.99% of
the number of shares of common stock outstanding immediately after
giving effect to the issuance of shares of common stock upon
conversion of the Series H Preferred Stock, which beneficial
ownership limitation may be decreased by the holder at its option.
Each holder is entitled to vote on all matters submitted to
stockholders of the Company, and will have the number of votes
equal to the number of shares of common stock issuable upon
conversion of such holder's Series H Preferred Stock, but not in
excess of the beneficial ownership limitations.

                 About Towerstream Corporation

Towerstream Corporation (OTCQB:TWER / www.towerstream.com) is a
fixed-wireless fiber alternative company delivering high-speed
Internet access to businesses.  The Company offers broadband
services in twelve urban markets including New York City, Boston,
Los Angeles, Chicago, Philadelphia, the San Francisco Bay area,
Miami, Seattle, Dallas-Fort Worth, Houston, Las Vegas-Reno, and the
greater Providence area.

Towerstream reported a net loss attributable to common stockholders
of $22.15 million on $26.89 million of revenues for the year ended
Dec. 31, 2016, compared to a net loss attributable to common
stockholders of $40.48 million on $27.90 million of revenues for
the year ended Dec. 31, 2015.  As of March 31, 2017, Towerstream
had $31.41 million in total assets, $37.72 million in total
liabilities, and a stockholders' deficit of $6.31 million.

Marcum LLP, in New York, NY, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that the Company has incurred significant losses
and needs to raise additional funds to meet its obligations and
sustain its operations.  These conditions raise substantial doubt
about the Company's ability to continue as a going concern.


TRANSGENOMIC INC: Will Hold Special Meeting of Stockholders June 5
------------------------------------------------------------------
Transgenomic, Inc., announced that its Board of Directors confirms
its special meeting of stockholders will be held on June 5, 2017,
at Troutman Sanders LLP's offices located at 1001 Haxall Point,
Richmond, Virginia 23219.  The purpose of this meeting is to vote
on the proposed merger with Precipio Diagnostics and certain other
matters.  All stockholders of record as of April 12, 2017, are
eligible to vote at this meeting, or prior to the meeting by mail
or by electronic submission of their vote.

A Proxy Statement and all materials related to the transaction have
been mailed to stockholders, and the Board of Directors recommends
a vote in favor of all proposals.  If you owned stock of
Transgenomic on April 12, 2017, but have not received proxy
materials, please contact Innisfree M&A Incorporated at (888)
750-5834 immediately to have them sent.

"This reverse split is a necessary step that will satisfy one of
the key requirements for the stock to be relisted on NASDAQ," said
Ilan Danieli, CEO of Precipio.  "The Board will be joined by new
experienced directors who, alongside an experienced management team
assembled from both companies, will embark on a new vision that has
been derived from the combination of both companies, which we will
be sharing publicly immediately post-merger."

In conjunction with the proposed merger, and as part of the
Company's plan to re-list its common shares on NASDAQ,
Transgenomic's Board of Directors has approved a 1-for-30 reverse
split of its issued and outstanding shares of common stock.  The
planned effective date of the reverse split is 5:00 p.m. EDT on
June 5, 2017.  After the reverse split, the number of shares
outstanding will be reduced from approximately 26.8 million shares
to approximately 0.9 million shares.  The number of outstanding
shares of common stock after the reverse split does not take into
account the shares of Company common stock and preferred stock to
be issued in connection with the merger with Precipio Diagnostics,
and the related transactions, including the conversion of certain
secured indebtedness of the Company and a proposed private
placement of preferred stock by the Company to certain investors.
The merger and the transactions relating to the merger are expected
to close in June 2017.

Stockholders who hold their shares in brokerage accounts or "street
name" are not required to take any action to effect the exchange of
their shares following the reverse split.  Holders of share
certificates will receive instructions from the Company's transfer
agent, Wells Fargo Bank Minnesota, N.A., regarding the process for
exchanging their shares.  Wells Fargo Bank Minnesota, N.A. can be
reached at (800) 468-9716.

                        About Transgenomic
  
Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services.  The Company is a global leader in cardiac
genetic testing with a family of innovative products, including its
C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in development;
and Transgenomic Diagnostic Tools, which produces equipment,
reagents, and other consumables that empower clinical and research
applications in molecular testing and cytogenetics. Transgenomic
believes there is significant opportunity for continued growth
across all three businesses by leveraging their synergistic
capabilities, technologies, and expertise.  The Company actively
develops and acquires new technology and other intellectual
property that strengthens its leadership in personalized medicine.

Transgenomic reported a net loss available to common stockholders
of $8 million on $1.55 million of net sales for the year ended Dec.
31, 2016, compared with a net loss available to common stockholders
of $34.27 million on $1.92 million of net sales for the year ended
Dec. 31, 2015.  As of Dec. 31, 2016, Transgenomic had $1.25 million
in total assets, $20.61 million in total liabilities, and a total
stockholders' deficit of $19.35 million.

Marcum LLP, in Hartford, CT, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, stating that the Company has incurred operating losses
and used cash for operating activities for the past several years.
This raises substantial doubt about the Company's ability to
continue as a going concern.


TRI-CITY COMMUNITY: MRA Opposes Approval of Plan Outline
--------------------------------------------------------
Malden Redevelopment Authority has objected to the approval of the
disclosure statement filed by Tri-City Community Action Program
Inc. for its proposed Chapter 11 liquidating plan.

In a filing with the U.S. Bankruptcy Court for the District of
Massachusetts, MRA expressed concern it won't receive any payment
for claims it filed for the two mortgages held by the agency on
real properties located in Malden, Massachusetts.

"There appears to be no clear disclosure regarding if and when
payments are to be made upon the MRA mortgages," the agency said.

MRA is represented by:

     Jordan L. Shapiro, Esq.
     Shapiro & Hender
     105 Salem Street
     Malden, MA 02148
     Phone: 781-324-5200
     Email: jslawma@aol.com

            About Tri-City Community Action Program

Tri-City Community Action Program, Inc. filed a Chapter 11 petition
(Bankr. D. Mass. Case No. 15-11569) on April 23, 2015.  Charles
Harak, director, signed the petition.  In its petition, the Debtor
estimated assets of less than $500,000 and liabilities of $1
million to $10 million.

Judge Hoan N. Feeney presides over the case.  The Debtor hired
Casner 7 Edwards LLP as its bankruptcy counsel.

An official committee of unsecured creditors has been appointed in
the case.  The committee hired Dalton & Finegold, LLP as its
special counsel.

On April 14, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 liquidating plan.


UMATRIN HOLDING: Reports $156K Net Loss for First Quarter
---------------------------------------------------------
Umatrin Holding Limited filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $156,427 on $142,937 of sales for the three months ended March
31, 2017, compared to a net loss of $40,601 on $458,694 of sales
for the same period during the prior year.

As of March 31, 2017, Umatrin had $1.67 million in total assets,
$1.46 million in total liabilities and $210,917 in total equity.

The Company had cash and cash equivalent of $42,040 and $133,269 as
of March 31, 2017, and Dec. 31, 2016, respectively.

"Our company's operations have been funded through an equity
financing and a series of debt transactions, primarily with
shareholders, directors, and officers of our company and affiliated
entities," the Company stated in the report.  "These related party
debt transactions such as sales purchases of inventory and advances
have operated as informal lines of credit since the inception of
our company, and related parties have extended credit as needed
which our company has repaid at its convenience.  We anticipate
that we will incur operating losses in the foreseeable future and
we believe we will need additional cash to support our daily
operations while we are attempting to execute our business plan and
produce revenues.  If our related parties are unable or unwilling
to provide additional capital, we would likely require financing
from third parties.  There can be no assurance that any additional
financing will be available to us, on terms we believe to be
favorable or at all.  The inability to obtain additional capital
would have a material adverse effect on our operations and
financial condition and could force us to curtail or discontinue
operations entirely and/or file for protection under bankruptcy
laws."

For the three months ended March 31, 2017, the Company used $60,198
in operating activities as compared to using $74,313 in operating
activities during the three months ended March 31, 2016. The net
loss including noncontrolling interest was $156,427 for the three
months ended March 31, 2017, as compared to $40,601 for the three
months ended March 31, 2016.  The movement in net cash used in
operating activities mainly resulted from the movement in
inventory, prepaid tax, other receivables and deposits, accounts
payable and accrued expenses and other payables.

During the three months ended March 31, 2017, the Company used
$29,597 in investing activities as compared to using $46,168 in
investing activities during the three months ended March 31, 2016.
The movement in net cash used in investing activity resulted from
the movement in purchase of property and equipment as the Company
expanded its operation and advances made to related parties.

During the three months ended March 31, 2017, the Company generated
$5,975 in financing activities as compared to generating $44,535 in
financing activities during the three months ended March 31, 2016.

During the three months ended March 31, 2017, the net cash provided
by financing activities resulted from proceeds from common stock
issued and to be issued of $84,587, net repayments to related party
of $74,815 and net repayments to term loan of $4,175.

During the three months ended March 31, 2016, the net cash provided
by financing activities resulted from net proceeds from related
party of $55,175 and net repayments to term loan of $10,640.

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

                      https://is.gd/07vyQj

                          About Umatrin

Umatrin Holding Limited (formerly known as Golden Opportunities
Corporation) was incorporated in the state of Delaware on Feb. 2,
2005.  The Company was originally incorporated in order to locate
and negotiate with a targeted business entity for the combination
of that target company with the Company.

Umatrin Holding reported a net loss of $227,400 on $1.52 million of
sales for the year ended Dec. 31, 2016, compared with a net loss of
$355,600 on $3.15 million of sales for the year ended Dec. 31,
2015.

WWC, P.C. issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016,
citing that the Company's conditions raise substantial doubt about
its ability to continue as a going concern.


UNITED MOBILE: Plan Outline Okayed, Plan Hearing on July 13
-----------------------------------------------------------
United Mobile Solutions, LLC, is now a step closer to emerging from
Chapter 11 protection after a bankruptcy judge approved the outline
of its plan of reorganization.

Judge Barbara Ellis-Monro of the U.S. Bankruptcy Court for the
Northern District of Georgia on May 18 gave the thumbs-up to the
disclosure statement, allowing the company to start soliciting
votes from creditors.

The order set a July 6 deadline for creditors to file their
objections and cast their votes accepting or rejecting the proposed
plan.

A court hearing to consider confirmation of the plan is scheduled
for July 13, at 11:00 a.m.  The hearing will take place at
Courtroom 1402, Richard B. Russell Federal Building and U.S.
Courthouse, 75 Ted Turner Drive, SW, Atlanta, Georgia.

United Mobile said in its latest disclosure statement that a cash
infusion of $500,000 will be provided by KHC, LLC to pay
administrative expense claims.

According to the filing, upon entry of a court order approving the
plan, pre-bankruptcy shares in United Mobile will be canceled and
new stock in the reorganized company will be issued to KHC in
exchange for the cash infusion.  

Funds will be used to pay administrative expense claims and
otherwise fund the operations and United Mobile's obligations under
the plan.

The document also disclosed additional information on how the
company will generate funds for the plan.  

According to the disclosure statement, United Mobile will continue
its operation as a carrier master dealer for MetroPCS Georgia, LLC
and MetroPCS Texas, LLC.  The company intends to continue to
operate its 28 MetroPCS stores and hopes that upon emergence from
bankruptcy, it will be able to open additional stores.

Although neither MetroPCS Georgia nor MetroPCS Texas has approved
or given any indication that it will approve, United Mobile hopes
to add 50 MetroPCS subdealer locations in 2017 and 50 more in 2018.
The company's goal is to expand its MetroPCS market beyond Texas,
the Carolinas and Georgia, according to the disclosure statement
filed on May 16.

A copy of the second amended disclosure statement is available for
free at:

                       https://is.gd/5uXM92

                 About United Mobile Solutions

United Mobile Solutions, LLC is a carrier master dealer that
operates and manages approximately 20 retail cellular phone stores.
Its corporate offices are located in Norcross, Georgia.

The Debtor filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.
16-62537) on July 20, 2016.  The petition was signed by Kil Won
Lee, president.  At the time of the filing, the Debtor estimated
assets of less than 50,000 and liabilities of $1 million to $10
million.

The Debtor is represented by Cameron M. McCord, Esq., at Jones &
Walden, LLC.  

An official committee of unsecured creditors has not been appointed
in the case.

On December 16, 2016, the Debtor filed a disclosure statement,
which explains its proposed Chapter 11 plan of reorganization.


US RAVE: Unsecured Creditors to Recoup 25% Under Plan
-----------------------------------------------------
US Rave, Inc., filed with the U.S. Bankruptcy Court for the Eastern
District of Texas a disclosure statement dated May 15, 2017,
referring to the Debtor's plan of reorganization.

Class 10 Claimants (Allowed Unsecured Claims of Creditors owed
$1,000 or less) are impaired.  All unsecured creditors who are owed
$1,000 or less or who elect to reduce their claim of $1,000 will
receive a one-time payment of 25% of their allowed claim.  The
payment will be made 90 days after the Effective Date.  Based upon
the Debtor's books and records the Debtor anticipated a total of
$11,000 in unsecured claims will be Class 10 creditors.

The Debtor anticipates the continued operations of the business to
fund the Plan.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/txeb16-41835-89.pdf

US Rave, Inc., filed a Chapter 11 petition (Bankr. E.D. Tex. Case
No. 16-41835) on Oct. 5, 2016, and is represented by Eric A.
Liepins, Esq.

Eric A. Liepins, Esq., at Eric A. Liepins, P.C., serves as the
Debtor's bankruptcy counsel.


VALDERRAMA A/C: Reaches Deal With Bank, Gives Up Warehouse
----------------------------------------------------------
Judge Karen K. Brown of the U.S. Bankruptcy Court for the Southern
District of Texas signed an agreed final order authorizing
Valderrama A/C Refrigeration, Inc., to use all cash generated by
its business, including any receivables, collections, or cash
collateral.

The Debtor is the owner of a commercial warehouse located at 8412
Hansen Road, Houston, Texas 77057.  

The Debtor's property is collateral for two loans by Wallis State
Bank: (a) loan with a principal balance on the petition date of
$1,173,768; and (b) loan with a principal balance on the petition
date of $126,253.  The loans are also secured by: (a) deposit
accounts; (b) accounts receivable; (c) chattel paper; (d)
instruments; (e) inventory; (f ) equipment, furniture, fixtures,
and other tangible property; (g) investment property; (h) documents
of title; (i) general intangibles; and (j) property in Wallis State
Bank's possession.

At the meeting of creditors on May 11, 2017, the Debtor announced
that it can-not service the debt and maintain its obligations to
pay taxes and insurance on the Property, that the property was  not
necessary for its reorganization, and that it would be surrendering
the Real Property to WSB.

On May 15, 2017, WSB filed a Motion for Relief from the Automatic
Stay, seeking authorization to pursue its remedies available under
the applicable security agreements and state law to gain possession
and control over the Property.

The Debtor has stated it is not opposed to the relief sought, and a
hearing on the Motion is set for May 31, 2017 at 11:30 a.m.

On May 16, 2017, the Debtor filed an Emergency Motion to Approve
Lease of Commercial Real Estate so that the Debtor could move its
business operations to 1212 Illinois St., South Houston, Texas.
The Court approved this Motion on May 17, 2017.

Assuming there are no objections to the Motion for Relief from the
Automatic Stay, WSB's lien on the cash collateral, will remain in
place after relief is granted. WSB and the Debtor have announced
an agreement that would settle the issues surrounding the Debtor's
use of cash collateral while WSB's lien on cash collateral remains
in effect.

Pursuant to the Agreed Final Order, the Debtor will pay to Wallis
State Bank: $7,500 by June 15, 2017; and $5,000 by July 15, 2017
and continuing on each subsequent month until the date of the
earlier of: (a) appointment of a trustee; (b) confirmation of a
plan of reorganization, (c) conversion to Chapter 7, or (d)
dismissal.

Wallis State Bank is granted a continuing, additional and
replacement lien and first-priority security interest in cash
generated by the Debtor on a postpetition basis, but only as to the
extent of cash collateral used by the Debtor after the Petition
Date.  In addition, Wallis State Bank is granted an administrative
claim against the Debtor to the extent of the any decline in the
value of cash collateral after the Petition Date.

A full-text copy of the Agreed Final Order, dated May 24, 2017, is
available at https://is.gd/M8QcX4

                About Valderrama A/C Refrigeration

Valderrama A/C Refrigeration, Inc., designs and installs commercial
refrigeration systems serving clients throughout the Greater
Houston area for more than 28 years.

Valderrama A/C Refrigeration sought Chapter 11 protection (Bankr.
S.D. Tex. Case No. 17-32091) on April 4, 2017, estimating assets
and liabilities of $1 million to $10 million.  The petition was
signed by Dario Ciriaco, director. Judge Karen K. Brown is assigned
to the case.

The Debtor tapped William P Haddock, Esq., at Pendergraft & Simon
as lead bankruptcy counsel; and Anne K. Ritchie, Esq. as special
counsel.


VANGUARD NATURAL: Plan Exclusivity Extended to Aug. 15
------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas
granted the request of Vanguard Natural Resources, LLC and its
debtor-affiliates to extend the periods within which they have the
exclusive right to file and solicit acceptances of a Chapter 11
plan.

Vanguard's plan filing period is extended through and including
August 15, 2017; and its solicitation period is extended through
and including October 16.

The extension is without prejudice to Vanguard seeking a further
extension of the exclusivity periods, according to Judge Marvin
Isgur.

Vanguard disclosed in a regulatory filing with the Securities and
Exchange Commission that the Debtors, the Official Committee of
Unsecured Creditors, and the Consenting Senior Noteholders have
reached an agreement for the provision of specified Plan treatment
for holders of general unsecured claims and for the Creditors'
Committee to support confirmation of the Plan.

On May 24, Vanguard filed an amended Chapter 11 plan and disclosure
statement. Five days later, the Debtors filed a second amended
Chapter 11 plan and disclosure statement.

A hearing was slated for May 30 to consider approval of the revised
Disclosure Statement.  

The Debtors already asked the Court to set July 10, 2017 at 4:00
p.m. (prevailing Central Time) as the deadline for creditors to
cast their votes on the Plan; and to set July 17 as the
confirmation hearing.  The Debtors also have proposed that Plan
confirmation objections be due by July 10.

Judge Isgur tossed a request by an ad hoc equity committee for a
28-day continuance of the disclosure statement hearing.  Judge
Isgur held in a May 24-dated order that, "the Ad Hoc Committee
requests that the disclosure statement hearing be conducted not
earlier than 28 days from the filing of a final version of the
disclosure statement.  That request, if granted, could result in
interminable delays and an inappropriate reluctance to make
voluntary amendments to proposed disclosure statements.  It is
routine for parties-in-interest to make formal and informal
comments on disclosure statements, and it is routine for plan
proponents to make amendments based on those comments.  If every
amendment resulted in a new 28-day objection period, the result
would be inconsistent with the Bankruptcy Rules' purpose of
providing for "the just, speedy, and inexpensive determination of
every case and proceeding."

Prior to commencing the Chapter 11 Cases, the Debtors entered into
a Restructuring Support Agreement, dated as of February 1, 2017,
with (i) certain holders (the "Consenting 2020 Noteholders") of the
7.875% Senior Notes due 2020 (the "Senior Notes due 2020"); (ii)
certain holders (the "Consenting 2019 Noteholders and, together
with the Consenting 2020 Noteholders, the "Consenting Senior
Noteholders) of the 8 3/8% Senior Notes due 2019 (the "Senior Notes
due 2019"); and (iii) certain holders of the 7.0% Senior Secured
Second Lien Notes due 2023.

On May 24, 2017, following several weeks of discussions, the
Consenting Senior Noteholders, representatives of the RBL Lenders
and the Debtors agreed to indicative terms with respect to exit
financing.  The Indicative Exit Facility Term Sheet is subject to
negotiation of final documentation and a vote of the RBL Lenders.

In connection with the discussions concerning the Plan, the Debtors
provided confidential information relating to the Debtors and other
information to certain Consenting Senior Noteholders on March 7,
2017, April 7, 2017 and April 19, 2017, respectively.  The Debtors'
independent accountants have not examined, compiled or otherwise
applied procedures to the Confidential Information and,
accordingly, do not express an opinion or any other form of
assurance with respect to the Confidential Information.  The
Confidential Information was prepared for internal use, capital
budgeting and other management decisions and is subjective in many
respects.  The Confidential Information reflects numerous
assumptions made by management of the Debtors with respect to
financial condition, business and industry performance, general
economic, market and financial conditions, and other matters, all
of which are difficult to predict, and many of which are beyond the
Debtors' control.  Accordingly, Vanguard cautions that there can be
no assurance that the assumptions made in preparing the projections
will prove accurate. It is expected that there will be differences
between actual and projected results, and the differences may be
material, including due to the occurrence of unforeseen events
occurring subsequent to the preparation of the projections. The
inclusion of the Confidential Information therein should not be
regarded as an indication that the Debtors or their affiliates or
representatives consider the Confidential Information to be a
reliable prediction of future events, and the projections should
not be relied upon as such.

Copies of the discussion materials are available at
https://is.gd/hkEbUc and at https://is.gd/ux48Hz

               About Vanguard Natural Resources

Vanguard Natural Resources, LLC -- http://www.vnrllc.com/-- is  
a publicly traded limited liability company focused on the
acquisition, production and development of oil and natural gas
properties. Vanguard's assets consist primarily of producing and
non-producing oil and natural gas reserves located in the Green
River Basin in Wyoming, the Permian Basin in West Texas and New
Mexico, the Gulf Coast Basin in Texas, Louisiana, Mississippi and
Alabama, the Anadarko Basin in Oklahoma and North Texas, the
Piceance Basin in Colorado, the Big Horn Basin in Wyoming and
Montana, the Arkoma Basin in Arkansas and Oklahoma, the Williston
Basin in North Dakota and Montana, the Wind River Basin in
Wyoming, and the Powder River Basin in Wyoming.

The Debtors listed total assets of $1.54 billion and total debt
of $2.3 billion as of Feb. 1, 2017.

Paul Hastings LLP is serving as legal counsel and Evercore
Partners is acting as financial advisor to Vanguard. Opportune
LLP is the Company's restructuring advisor. Prime Clerk LLC is
serving as claims and noticing agent.

Judy R. Robbins, the U.S. Trustee for Region 7, on Feb. 14, 2017,
appointed three creditors to serve on the official committee of
unsecured creditors appointed in the Debtor's case.  The Committee
hired Akin Gump Strauss Hauer & Feld LLP as counsel and FTI
Consulting, Inc., as financial advisor.

The Company on March 16, 2017, filed a motion with the Bankruptcy
Court disclosing a Stipulation and Agreed Order entered into on
March 15, 2017, by and between the Debtors and certain unaffiliated
holders of its Preferred Units and common units pursuant to which
the Debtors and the Ad Hoc Equity Committee agreed, among other
things, that professionals for the Ad Hoc Equity Committee would be
funded by the Debtors' estates for services performed within a
defined scope and subject to agreed caps on fees and expenses as
described in the Stipulation and Agreed Order.

Counsel to the Ad Hoc Equity Committee are Sharon M. Beausoleil,
Esq., Alexander Chae, Esq., and Holland N. O'Neil, Esq., at
Gardere Wynne Sewell LLP.

Attorneys for Citibank, N.A, as administrative agent under the
Third Amended and Restated Credit Agreement, dated as of September
30, 2011, are Chris Lopez, Esq., Stephen Karotkin, Esq., and Joseph
H. Smolinsky, Esq., at Weil Gotshal & Manges LLP.


VANGUARD NATURAL: Sale of O&G Assets, 57 Wells to Oxy USA Okayed
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas has
approved the sale of Vanguard Operating LLC's assets to Oxy USA,
Inc.

On March 20, 2017, Vanguard Operating, the Company's wholly owned
debtor subsidiary, entered into a "stalking horse" purchase and
sale agreement -- Original PSA -- with Oxy USA, Inc.  Pursuant to
the terms of the Original PSA, the Seller agreed to sell a
substantial portion of its oil and gas properties located in
Glasscock County, Texas.  The Seller and Buyer -- entered into the
first amended and restated purchase and sale agreement on April 12,
2017.

The Bankruptcy Court entered the Order (A) Approving Bidding
Procedures for Sale of Certain Oil and Gas Assets, (B) Approving
Form and Manner of Notices Thereof, (C) Approving Bid Protections
for Stalking Horse Purchaser, (D) Scheduling Dates to Conduct
[Docket No. 583] (the "Bidding Procedures Order") on April 13,
2017.

On May 15, 2017, XTO Energy Inc. submitted a qualifying competing
offer in compliance with the Bidding Procedures Order to purchase
the Assets. As a result of the competing bid, an auction was held
with respect to the Assets on May 17.  

Oxy USA submitted the winning bid, agreeing to pay the Seller total
consideration of $102,150,040 for the Assets and approximately 57
wells related to the Assets.

Following the auction, the Seller and the Buyer entered into an
amended and restated purchase and sale agreement with respect to
certain leases included as part of the Assets for a purchase price
of approximately $96.86 million -- Leasehold PSA -- and also agreed
to the form of a separate purchase and sale agreement with respect
to the Wells, contemplating the Wells would be sold to the Buyer in
a subsequent transaction for a purchase price of approximately
$5.29 million.

The Bankruptcy Court approved the Asset Sale Agreements on May 19,
2017, in the Order (A) Approving Sale of Assets Free and Clear of
All Liens, Claims, Interests and Encumbrances, (B) Authorizing
Assumption and Assignment of Executory Contracts and Unexpired
Leases and (C) Granting Related Relief.  Following the entry of the
Sale Order, the Leasehold PSA closed on May 19.  The Leasehold PSA
requires the Buyer and Seller to execute the Well PSA by May 26.

The terms of the Leasehold PSA are substantially similar to those
of the Original PSA.  The Leasehold PSA contains substantially
similar customary representations, warranties and covenants. The
termination provisions and post-closing obligations in the
Leasehold PSA are substantially similar to those in the Original
PSA, except that the requirement for the Bankruptcy Court to
approve the Bidding Procedures Order was removed and the
requirement that the parties enter into the Well PSA by May 26 was
added.

The Leasehold PSA amends the Original PSA to include the purchase
of the wells as part of the Assets and provides that the Buyer has
the option, rather than the obligation as contemplated in the
Original PSA, to purchase certain subsequent assets. Furthermore,
the Leasehold PSA limits the Seller's maximum aggregate amount of
liability with respect to indemnification for certain liabilities
arising under the Asset Sale Agreements.

                 About Vanguard Natural Resources

Vanguard Natural Resources, LLC -- http://www.vnrllc.com/-- is  
a publicly traded limited liability company focused on the
acquisition, production and development of oil and natural gas
properties. Vanguard's assets consist primarily of producing and
non-producing oil and natural gas reserves located in the Green
River Basin in Wyoming, the Permian Basin in West Texas and New
Mexico, the Gulf Coast Basin in Texas, Louisiana, Mississippi and
Alabama, the Anadarko Basin in Oklahoma and North Texas, the
Piceance Basin in Colorado, the Big Horn Basin in Wyoming and
Montana, the Arkoma Basin in Arkansas and Oklahoma, the Williston
Basin in North Dakota and Montana, the Wind River Basin in
Wyoming, and the Powder River Basin in Wyoming.

The Debtors listed total assets of $1.54 billion and total debt
of $2.3 billion as of Feb. 1, 2017.

Paul Hastings LLP is serving as legal counsel and Evercore
Partners is acting as financial advisor to Vanguard. Opportune
LLP is the Company's restructuring advisor. Prime Clerk LLC is
serving as claims and noticing agent.

Judy R. Robbins, the U.S. Trustee for Region 7, on Feb. 14, 2017,
appointed three creditors to serve on the official committee of
unsecured creditors appointed in the Debtor's case.  The Committee
hired Akin Gump Strauss Hauer & Feld LLP as counsel and FTI
Consulting, Inc., as financial advisor.

The Company on March 16, 2017, filed a motion with the Bankruptcy
Court disclosing a Stipulation and Agreed Order entered into on
March 15, 2017, by and between the Debtors and certain unaffiliated
holders of its Preferred Units and common units pursuant to which
the Debtors and the Ad Hoc Equity Committee agreed, among other
things, that professionals for the Ad Hoc Equity Committee would be
funded by the Debtors' estates for services performed within a
defined scope and subject to agreed caps on fees and expenses as
described in the Stipulation and Agreed Order.

Counsel to the Ad Hoc Equity Committee are Sharon M. Beausoleil,
Esq., Alexander Chae, Esq., and Holland N. O'Neil, Esq., at
Gardere Wynne Sewell LLP.

Attorneys for Citibank, N.A, as administrative agent under the
Third Amended and Restated Credit Agreement, dated as of September
30, 2011, are Chris Lopez, Esq., Stephen Karotkin, Esq., and Joseph
H. Smolinsky, Esq., at Weil Gotshal & Manges LLP.


VAUGHAN FITNESS: Hires David A. Riggi as Bankruptcy Counsel
-----------------------------------------------------------
Vaughan Fitness seeks authorization from the U.S. Bankruptcy Court
for the District of Nevada to employ the Law Office of David A.
Riggi as attorney for Debtor in Possession.

The Debtor requires the Firm to:

     a. institute, prosecute, or defend any contested matters
arising out of this bankruptcy proceeding in which the Debtor may
be a party;

     b. assist in the recovery and obtaining necessary Court
approval for recovery and liquidation of estate assets, and to
assist in protecting and preserving the same where necessary;

     c. assist in determining the priorities and status of claims
and in filing objections thereto where necessary;

     d. assist in preparing a disclosure statement and Chapter 11
plan;

      e. advise the Debtor and perform all other legal services for
the Debtor which may be or become necessary in this bankruptcy
proceeding.

The Firm will be paid at these hourly rates:

      Partners                $400
      Associates              $195

The Firm has received, pre-petition, an initial retainer in the
amount of $2,000.

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

David A. Riggi, Esq., principal of the Law Office of David A. Riggi
, 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.

The Firm may be reached at:

      David A. Riggi, Esq.
      Law Office of David A. Riggi
      5550 Painted Mirage Rd. Suite 120
      Las Vegas, NV 89149
      Phone: (702) 463-7777
      Fax: (888) 306-7157
      E-mail: riggilaw@gmail.com

                     About Vaughan Fitness

Headquartered in Las Vegas, Nevada, Vaughan Fitness filed for
Chapter 11 bankruptcy protection (Bankr. D. Nev. Case No. 16-14940)
on Sept. 8, 2016, estimating its assets at up to $50,000 and its
liabilities at betweeen $100,001 and $500,000.  

Seth D Ballstaedt, Esq., at The Ballstaedt Law Firm, was initially
hired to serve as the Debtor's bankruptcy counsel. The U.S. Trustee
objected to the application, and the Court denied the employment
request.


WALTER INVESTMENT: Amends A&R Warehouse Agreement with Barclays
---------------------------------------------------------------
Reverse Mortgage Solutions, Inc., a wholly owned indirect
subsidiary of Walter Investment Management Corp. and RMS REO BRC,
LLC, a wholly owned subsidiary of RMS, entered into an Amended and
Restated Master Repurchase Agreement with Barclays Bank PLC and
related Pricing Side Letter with Barclays on May 22, 2017.  The
Company entered into a related Amended and Restated Guaranty.

The A&R Warehouse Agreement amends and restates in its entirety the
Master Repurchase Agreement, dated as of Sept. 29, 2015, but
effective as of Oct. 15, 2015, between the RMS Sellers, Sutton
Funding LLC and Barclays.  The Original Warehouse Agreement
provided for a RMS warehouse facility which had an aggregate
committed and uncommitted capacity of $200 million and was
scheduled to mature on May 22, 2017.

The RMS Sellers, the Company and Barclays entered into the A&R
Warehouse Documents in order to, among other things, renew the RMS
Warehouse Facility for another approximately one-year term,
increase the committed and uncommitted capacities thereunder and
replace Sutton, which was a subsidiary of Barclays, with Barclays
as the purchaser.  After giving effect to the increase to the
committed and uncommitted capacity enumerated in the A&R Warehouse
Documents, the RMS Warehouse Facility has an aggregate capacity of
$300 million.

The A&R Warehouse Documents generally contain affirmative and
negative covenants and representations and warranties customary for
financings of this type and requires RMS to comply with certain
financial covenants relating to liquidity, adjusted tangible net
worth and leverage.

The A&R Warehouse Documents include amendments that:

   * reduce RMS's advance rates; and

   * at any time there are obligations outstanding under the A&R
     Warehouse Agreement, prohibit the Company from having more
     than $20 million of revolving loans and letters of credit in
     the aggregate outstanding at any one time under the Company's
     Amended and Restated Credit Agreement, dated as of Dec. 19,
     2013, regardless of whether the Company would then be
     permitted to access amounts in excess thereof pursuant to the

     terms of the A&R Credit Agreement.

The Company also agreed to similar amendments in favor of Barclays
concerning the obligations of Ditech Financial LLC, a wholly owned
indirect subsidiary of the Company, pursuant to an Amended and
Restated Master Repurchase Agreement, dated as of April 23, 2015,
(as amended, restated, supplemented or otherwise modified from time
to time), among Ditech, Sutton and Barclays.

                      About Walter Investment

Walter Investment Management Corp. and its subsidiaries --
http://www.walterinvestment.com/-- is a leading independent
servicer and originator of mortgage loans and servicer of reverse
mortgage loans.  The Company services a wide array of loans across
the credit spectrum for its own portfolio and for GSEs, government
agencies, third-party securitization trusts and other credit
owners.  Through the consumer, correspondent and wholesale lending
channels, the Company originates and purchases residential mortgage
loans that are predominantly sold to GSEs and government agencies.
The Company also operates two supplementary businesses; asset
receivables management and real estate owned property management
and disposition.

Walter Investment reported a net loss of $529.15 million for the
year ended Dec. 31, 2016, compared to a net loss of $263.19 million
for the year ended Dec. 31, 2015.  As of Dec. 31, 2016, the Company
had $16.75 billion in total assets, $16.47 billion in total
liabilities and $280.3 million in total stockholders' equity.

                           *    *    *

As reported by the TCR on March 22, 2017, S&P Global Ratings said
it lowered its long-term issuer credit rating on Walter Investment
Management Corp. to 'CCC' from 'B'.  The outlook is negative.  At
the same time, S&P also lowered the rating on the company's senior
secured term loan to 'CCC' from 'B' and the rating on its senior
unsecured notes to 'CC' from 'CCC+'.

Walter Investment carries a 'Caa1' Corporate Family Rating from
Moody's Investors Service.


WALTER INVESTMENT: Will Amend Form 10-K Due to Accounting Error
---------------------------------------------------------------
Management of Walter Investment Management Corp., after
consultation with Ernst & Young LLP, the Company's independent
registered public accounting firm, concluded that, due to an
accounting error, the previously issued audited consolidated
financial statements and other financial information contained in
the Company's Annual Report on Form 10-K for the fiscal year ended
Dec. 31, 2016, and the previously issued unaudited consolidated
financial statements and other financial information contained in
the Company's Quarterly Reports on Form 10-Q for the fiscal periods
ended June 30, 2016, Sept. 30, 2016, and March 31, 2017, should no
longer be relied upon.  The Audit Committee of the Board of
Directors of the Company, acting on the recommendations of
management and after consultation with EY, also concluded that, due
to such accounting error, the previously issued audited and
unaudited consolidated financial statements and other financial
information contained in the Original Filings should no longer be
relied upon.  Similarly, related earnings releases and other
financial communications for these periods should no longer be
relied upon.

The Company has become aware of an error in the calculation of the
valuation allowance on the deferred tax asset balances in the
Original Filings.  The Company's methodology effectively resulted
in a duplication of the reversal of taxable temporary differences.
Accordingly, the Company is in the process of revising its
calculation to eliminate the duplication.    

Although the Company has not determined the precise amount of the
adjustments to the valuation allowance on the deferred tax asset
balances included in the Original Filings, those amounts are
anticipated to be material.  The Company's net deferred tax asset
balances were $273.8 million as of June 30, 2016, $425.9 million as
of Sept. 30, 2016, $299.9 million as of December 31, 2016, and
$299.6 million as of March 31, 2017.  The impact of these
adjustments will be to materially reduce the overall net deferred
tax asset balances by increasing the valuation allowance, and
reducing the tax benefit recorded in the Company's previously
issued consolidated statements of comprehensive loss.

These adjustments are not anticipated to have an effect on the
reported net operating cash flows of the Company for the restated
periods reflected in the Original Filings.

The Company will work with the Audit Committee to determine the
amendments required to be made to the Original Filings to reflect
the adjustment to the valuation allowance on the deferred tax asset
balances as expeditiously as possible.  Upon the completion of this
process, which could identify further adjustments in addition to
those discussed above, the Company anticipates filing required
amendments to the Original Filings with the Securities and Exchange
Commission as soon as practicable to reflect the impact of the
correction of the error.

The Company has reassessed its internal control over financial
reporting and disclosure controls and procedures in light of the
error.  The Company has determined that a material weakness
relating to the ineffective review of the tax calculations
associated with the valuation allowance on the deferred tax asset
balances existed for the affected periods, and therefore the
Company's internal controls over financial reporting and disclosure
controls and procedures were ineffective.  Further details and
remediation plans will be reflected in the amended filings.

The Audit Committee and the Company's management have discussed the
matters disclosed in this Item 4.02(a) with EY, the Company's
independent registered public accounting firm.

The need to restate the Company's financial statements will require
that the Company seek appropriate amendments, waivers and or
forbearances to a number of its and its subsidiaries' credit and
financing arrangements.

                     About Walter Investment

Walter Investment Management Corp. and its subsidiaries --
http://www.walterinvestment.com/-- is a leading independent
servicer and originator of mortgage loans and servicer of reverse
mortgage loans.  The Company services a wide array of loans across
the credit spectrum for its own portfolio and for GSEs, government
agencies, third-party securitization trusts and other credit
owners.  Through the consumer, correspondent and wholesale lending
channels, the Company originates and purchases residential mortgage
loans that are predominantly sold to GSEs and government agencies.
The Company also operates two supplementary businesses; asset
receivables management and real estate owned property management
and disposition.

Walter Investment reported a net loss of $529.15 million for the
year ended Dec. 31, 2016, compared to a net loss of $263.19 million
for the year ended Dec. 31, 2015.  As of Dec. 31, 2016, the Company
had $16.75 billion in total assets, $16.47 billion in total
liabilities and $280.26 million in total stockholders' equity.

                         *    *    *

As reported by the TCR on March 22, 2017, S&P Global Ratings said
it lowered its long-term issuer credit rating on Walter Investment
Management Corp. to 'CCC' from 'B'.  The outlook is negative.  At
the same time, S&P also lowered the rating on the company's senior
secured term loan to 'CCC' from 'B' and the rating on its senior
unsecured notes to 'CC' from 'CCC+'.

Walter Investment carries a 'Caa1' Corporate Family Rating from
Moody's Investors Service.


WAVE SYSTEMS: Jazz Says Its Financial Condition is Irrelevant
-------------------------------------------------------------
An amendment No. 4 to the tender offer statement on Schedule TO has
been filed with the Securities and Exchange Commission by (i) Jazz
MergerSub, Inc., a Delaware corporation (the "Purchaser") and a
wholly owned subsidiary of Wave Systems Corp., a Delaware
corporation ("Parent") and a wholly owned subsidiary of ESW
Capital, LLC, a Delaware limited liability company ("Guarantor"),
(ii) Parent and (iii) Guarantor.  The Schedule TO relates to the
offer by Jazz to purchase all of the outstanding shares of common
stock, par value $0.0001 per share, of Jive Software, Inc., a
Delaware corporation (the "Company"), at a purchase price of $5.25
per Company Share, net to the tendering stockholder in cash,
without interest and less any required withholding taxes, upon the
terms and subject to the conditions set forth in the Offer to
Purchase dated May 12, 2017, and in the related Letter of
Transmittal.

Item 1 of the Schedule TO was amended and supplemented by amending
and restating the information set forth in the section of the Offer
to Purchase entitled "Summary Term Sheet" under the subheading "Do
you have the financial resources to make payment?" as follows:

     "Yes, we will have sufficient resources available to us.  We
      estimate that we will need approximately $480.6 million to
      purchase all Company Shares in the Offer and the Merger, to
      cash out certain options to purchase common stock and
      restricted stock units of the Company and to pay related
      fees and expenses.  We anticipate that the cash on hand and
      other working capital sources of Wave Systems, our parent
      company, ESW, the parent company of Wave Systems, and the
      Company will be sufficient to make such payments.  In
      addition, Purchaser has entered into a commitment letter for
      debt financing of up to $150.0 million that may be used to
      finance the Offer and the Merger as described in more detail

      below.  ESW has also provided a limited guaranty in favor of
      the Company to guarantee our payment obligations under the
      Merger Agreement.  The Offer is not subject to a financing
      condition.  See Section 9 -- "Source and Amount of Funds."

Item 7 of the Schedule TO was amended and supplemented by amending
and restating the information set forth in the section of the Offer
to Purchase entitled "Section 9 -- Source and Amount of Funds" as
follows:

     "Wave Systems will provide Purchaser with sufficient funds to
      pay for all Company Shares accepted for payment in the Offer
      or the Merger, to cash out certain options to purchase
      common stock and restricted stock units of the Company and
      to pay related fees and expenses.  Wave Systems and
      Purchaser anticipate that the cash on hand and other working
      capital sources of Wave Systems, Guarantor, and the Company
      will be sufficient to make such payments and Guarantor and
      Wave Systems will, if necessary, contribute or otherwise
      advance funds to Purchaser to pay for the Company Shares
      that are tendered in the Offer.  In addition, Purchaser has
      entered into a commitment letter for debt financing of up to
      $160.0 million, $150.0 million of which may be used to
      finance the Offer and the Merger as described in more detail
      below, and includes access to a $10.0 million revolving
      credit facility following the closing of such facility.
      Guarantor has also provided a limited guaranty in favor of
      the Company to guarantee Purchaser's payment obligations
      under the Merger Agreement.  The Offer is not subject to a
      financing condition.

Jazz does not think its financial condition is relevant to Jive's
stockholders' decision whether to tender the Company Shares and
accept the Offer because:

   * the Offer is being made for all outstanding Company Shares
     solely for cash;

   * Purchaser was formed solely for the purpose of engaging in
     the Offer, the Merger and the other transactions contemplated

     by the Merger Agreement and have not engaged in any other
     business activities;

   * the form of payment consists solely of cash that can be made
     available to Purchaser by Wave Systems, Purchaser's parent
     Company, ESW, the parent company of Wave Systems, and the
     Company;

   * the Offer is not subject to any financing condition;

   * Guarantor has provided a limited guaranty in favor of the
     Company to guarantee Purchaser's payment obligations under
     the Merger Agreement; and

   * if Purchaser consummates the Offer, Purchaser expects to
     acquire any remaining Company Shares for the same cash price
     in the Merger.

Credit Facilities.  On April 29, 2017, Purchaser entered into a
commitment letter with TC Lending, LLC pursuant to which TCL has
committed to (i) provide a $10.0 million revolving facility and a
$150.0 million term loan facility and (ii) act as sole lead
arranger as well as administrative agent and collateral agent for
the Credit Facilities.  While the Offer is not subject to any
financing condition, certain of the Credit Facilities are available
to (x) finance the Offer and the Merger, (y) repay existing
indebtedness of the Company following the consummation of the
Merger, and (z) pay fees and expenses related to the Merger and the
Financing.

The commitment of the Financing with respect to the Credit
Facilities expires upon the earliest of (i) the termination of the
Merger Agreement, (ii) the consummation of the Offer and the Merger
without use of the proceeds from the Credit Facilities and (iii)
Sept. 30, 2017, unless the closing of the Credit Facilities, on the
terms and subject to the conditions of the Commitment Letter, have
been consummated on or before that date.  The actual documentation
governing the Credit Facilities has not been finalized as of May
26, 2017, and accordingly, the actual terms may differ from the
description of such terms below.

As of May 26, 2017, and to the extent that the Financing is
consummated, Wave Systems intends for the Company to use cash
generated by the Company and its subsidiaries' operations to pay
amounts owed pursuant to the Financing in the ordinary course of
business.  Jazz and Wave Systems have no current plans or
arrangements to refinance the Financing.

Maturity Date.  The maturity date of the Credit Facilities will be
five years from the initial funding date.

Interest Rate.  Interest under the Credit Facilities is anticipated
to be a floating rate equal to (i) LIBOR (as defined in the
Commitment Letter), plus a margin of 8.75%, subject to a floor of
1.25% for LIBOR or (ii) a customary base rate, which will not be
less than 4.25%, plus a margin of 7.75%.  Interest will be
calculated on the basis of a 360-day year.

Fees.  Purchaser expects to pay certain customary upfront fees or
original issue discount and other fees on or in respect of the
aggregate principal amount of the Credit Facilities on the initial
funding date.

Security.  The Credit Facilities will be secured by all assets of
Purchaser, and, after the consummation of the Merger, all assets of
the Company as well as the stock of the Company.

Guaranty.  Wave Systems has agreed to guaranty all obligations of
Purchaser under the Credit Facilities; provided that the recourse
for such guaranty will be limited to the pledge of the stock of
Purchaser, or, after the consummation of the Merger, the stock of
the Company.

Conditions to Initial Funding.  The initial borrowing under the
Credit Facilities is conditioned upon the satisfaction of
conditions customary in similar transactions, including, without
limitation:

   * the execution of final customary documentation;

   * the Company shall have a minimum amount of Closing Liquidity
     on the initial funding date of not less than $35,000,000
    (after giving effect to all amounts to be borrowed and paid on

     the initial funding date).  "Closing Liquidity" means the sum
     of (i) unrestricted cash on hand plus cash equivalents and
     marketable securities (excluding restricted cash and any
     amounts held by third parties as deposits) plus (ii)
     availability under the revolving facility;

   * there shall not have occurred any Company Material Adverse
     Effect (as defined in the Merger Agreement);

   * the deposit of funds into an escrow account or another
     similar arrangement reasonably satisfactory to TCL that there

     shall be sufficient funds to pay up to $5.25 per Company
     Share to the holders of Company Shares that have asserted
     appraisal rights prior to the initial funding date;

   * ESW shall have made a cash equity contribution to Purchaser
     and the Company, in an amount not less than $200,000,000
    (subject to any reduction in purchase price) and the proceeds
     of the Equity Contribution, together with the term loan made
     on the initial funding date, shall be sufficient to
     consummate the Merger and pay all related fees, commissions
     and expenses;

   * The absence of any action, suit, investigation, litigation,
     proceeding or other legal or regulatory developments pending
     or, to the knowledge of the Company, threatened in any court
     or before any arbitrator or governmental authority that
     relates to the Credit Facilities; and

   * Receipt of evidence reasonably satisfactory to TCL that all
    existing indebtedness of the Company has been repaid in full
    and all commitments to lend or make other extensions of credit

    thereunder have been terminated and all liens securing such
    indebtedness or other obligations thereunder have been
    released or terminated.

The Credit Facilities will contain certain representations and
warranties, certain affirmative covenants, certain negative
covenants, certain conditions and events of default that are usual
and customary for facilities and transactions of this type.

Concurrently with the execution and delivery of the Merger
Agreement, ESW executed and delivered to the Company a limited
guaranty in favor of the Company in respect of certain of Parent's
and Purchaser's payment obligations under the Merger Agreement.
Pursuant to the Guaranty, ESW has irrevocably and unconditionally
guaranteed the full and prompt payment when due to the Company of
Parent's and Purchaser's obligations (i) to fund the aggregate
consideration to which the holders of Company Shares become
entitled to pursuant to the Offer and the Merger; (ii) to pay the
Company Option Consideration and the Company RSU Consideration and
(iii) repay certain indebtedness of the Company, in each case,
subject to the terms and conditions of the Guaranty.  Under the
Guaranty, ESW has agreed not to claim any offset or other reduction
of its obligations thereunder because of any obligation of the
Company now or hereafter owed to ESW.

A full-text copy of the amended Schedule TO is available at:

                      https://is.gd/kAyNbF

                       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.

On Feb. 1, 2016, Wave Systems Corp. filed a voluntary petition for
relief under Chapter 7 of the U.S. Bankruptcy Code.  Subsequently,
on May 16, 2016, the Debtor's case was converted to administration
under Chapter 11 of the Bankruptcy Code.  The Debtor's case, Bankr.
D. Del. Case No. 16-10284, is pending before the Honorable Kevin J.
Carey.

David W. Carickhoff was appointed as Chapter 11 trustee for the
Debtor.  Mr. Carickhoff tapped Archer & Greiner P.C. as counsel.
The Trustee also tapped Miller & Company, LLC, as accountants and
financial advisors, and UpShot Services LLC as the claims agent and
administrative agent.

On Aug. 29, 2016, the Debtor's Plan of Reorganization became
effective.


WI-JON INC: Asks for Court's OK to Sell Inventory, Use Cash
-----------------------------------------------------------
Wi-Jon, Inc., and Ford's Fine Foods, Inc., seek permission from the
U.S. Bankruptcy Court for the Western District of Louisiana to
allow them to sell inventory and use cash and accounts receivable
which may be cash collateral and providing adequate protection.

The Debtors are co-makers on the note to Centric Federal Credit
Union, who is presently owed approximately $4.4 million and Ford is
a guarantor on the debt.  Centric holds a first lien security
interests in the assets of Ford's Fine Foods and Wi-Jon and a
second lien security interest in the assets of Ford Holdings.  The
Centric debt was incurred in September 2011 in a restructure of the
obligations of Ford's Fine Foods and Wi-Jon.

Although the Debtors were current on all of their obligations at
the time the Chapter 11 cases were filed, including Centric, the
strain placed upon Wi-Jon and Ford's Fine Foods by the debt service
to Centric and by the general economic conditions in the grocery
business causing a deflation is grocery prices, has caused them to
seek relief under the U.S. Bankruptcy Code.

The Debtors seek the Court's authorization to sell their inventory
in the ordinary course of business, convert the same to cash or
accounts receivable, use cash generated therefrom which may be cash
collateral.  The Debtors require the sale of their inventory, the
conversion of the same to cash or accounts receivable and the use
of the proceeds of the same and cash on hand and in their bank
accounts in the ordinary course of the Debtors' businesses to pay
the expenses of operations incurred during the course of these
Chapter 11 proceedings.

Upon information and belief, Centric contends that the proceeds of
the sale of inventory, all accounts receivable and the cash on hand
and in bank accounts are collateral for the Centric debt, and that
Centric would be entitled to adequate protection for any use of the
proceeds from the same and the cash on hand and in bank accounts.

The Debtors maintain that the value of the collateral allegedly
securing the debt to Centric, including inventory, accounts
receivable, equipment and immovable property, greatly exceeds the
Centric debt.

To the extent that the proceeds of the inventory, all accounts
receivable and cash on hand and in bank accounts constitute cash
collateral and Centric's liens thereon are not subject to avoidance
or subordination and adequate protection is determined to be
required, the Debtors propose to grant Centric a replacement lien
on the Debtors' postpetition inventory, accounts receivable and
cash on hand, retroactive to the Petition Date, as adequate
protection for the Debtors' use of the proceeds of the inventory,
accounts receivable and the cash on hand and in bank accounts to
the extent that same constitute cash collateral, and only to the
extent of the actual diminution of the value of Centric's valid,
enforceable security interests in the Debtors' assets.

Notwithstanding the granting of the replacement lien, the Debtors
will be authorized to use the proceeds of pre- and post-petition
inventory, accounts receivable and the cash on hand and in bank
accounts to (i) pay all post-petition expenses of operation in the
ordinary course of business, (ii) to make other expenditures
outside the ordinary course of business as may be authorized by the
Court and (iii) to pay the fees and expenses for the professionals
for the Debtors appointed by the Court and as their fees and
expenses are approved by the Court, including the attorney and
certified public accountant, not to exceed $110,000 without further
orders of the Court.

A copy of the Debtors' request is available at:

         http://bankrupt.com/misc/lawb17-80524-10.pdf

                         About Wi-Jon

Headquartered in Jonesville, Louisiana, Wi-Jon, Inc., operates
three grocery stores in Catahoula and Franklin Parishes, Louisiana.
Headquartered in Colfax, Louisiana, Ford Fine Foods operates one
grocery store in Grant Parish.  Headquartered in Jonesville,
Louisiana, Ford Holdings owns and leases a shopping center to third
parties and an office building used by all debtors, all in
Catahoula Parish, Louisiana.

Wi-Jon, Ford's Fine Foods and Ford Holdings are co-makers on a note
to Centric Federal Credit Union with a current balance of
approximately $4,400,000.  Centric holds a first lien and security
interests in the assets of Wi-Jon and Ford's Fine Foods, including
their real estate, furniture, fixtures, equipment, inventory and
accounts receivable.

Affiliated debtors Wi-Jon, Ford's Fine Foods and Ford Holdings
sought Chapter 11 bankruptcy protection (Bankr. W.D. La. Case Nos.
17-80522 to 17-80524) on May 24, 2017.  Quinon R. Ford, president,
signed the petitions.

Judge John W. Kolwe presides over the cases.

Rex D. Rainach, Esq., at Rex D. Rainach, A Professional Law
Corporation, are serving as the Debtors' bankruptcy counsel.

The Debtors estimated their assets and liabilities between $1
million and $10 million each.

No creditor's committee has been appointed.


YAKH LLC: Trustee Gets Court Approval for Plan Outline
------------------------------------------------------
YAKH LLC is now a step closer to emerging from Chapter 11
protection after a bankruptcy judge approved the outline of its
plan of reorganization.

Judge Frank Bailey of the U.S. Bankruptcy Court for the District of
Massachusetts on May 17 gave the thumbs-up to the disclosure
statement, allowing the company's Chapter 11 trustee, the proponent
of the plan, to start soliciting votes from creditors.

                          About YAKH LLC

YAKH LLC filed a Chapter 11 petition (Bankr. D. Mass. Case No.
16-12304) on June 15, 2016, disclosing assets and liabilities of
less than $1 million.  Vladislav Yanovsky, managing director,
signed the petition.  The Debtor is represented by Paul Feldman at
the Law Offices of Paul Feldman.

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

The court appointed John J. Aquino as Chapter 11 trustee.  John J.
Aquino, Esq., at Anderson Aquino LLP, serves as the trustee's legal
counsel.

On April 11, 2017, the trustee filed a disclosure statement, which
explains his proposed Chapter 11 plan of reorganization for the
Debtor.


YIELD10 BIOSCIENCE: Effects 1-for-10 Reverse Stock Split
--------------------------------------------------------
Yield10 Bioscience, Inc. will effect a 1-for-10 reverse stock split
of its common stock, following stockholder approval of the reverse
stock split at the Company's annual stockholders meeting held on
May 24, 2017.  The 1-for-10 reverse stock split was effective as of
the close of business on Friday, May 26, 2017, and the Company's
common stock began trading on a split-adjusted basis on Tuesday,
May 30, 2017.

The reverse stock split will reduce the number of shares of the
Company's common stock currently outstanding from approximately
28.5 million shares to approximately 2.5 million shares.

Proportional adjustments will be made to the Company's outstanding
stock options and restricted stock units and to the number of
shares issued and issuable under the Company's equity compensation
plans.  The number of authorized shares of the Company's common
stock will remain 250 million shares.
The reverse stock split is intended to increase the market price
per share of the Company's common stock to allow the Company to
maintain the listing of its common stock on The NASDAQ Capital
Market.  The Company's common stock will continue to trade on The
NASDAQ Capital Market under the symbol "YTEN."  The new CUSIP
number for the common stock following the reverse stock split will
be 98585K201.

Upon the effectiveness of the reverse stock split, each 10 shares
of the Company's issued and outstanding common stock will be
automatically combined and converted into one issued and
outstanding share of common stock, par value $0.01 per share.  The
reverse stock split will not modify the rights or preferences of
the common stock.  No fractional shares of common stock will be
issued as a result of the reverse split.  Instead, stockholders who
otherwise would be entitled to receive fractional shares will be
entitled to receive cash in an amount equal to the product obtained
by multiplying (i) the closing price of Yield10 common stock on May
26, 2017, by (ii) the number of shares of common stock held by the
stockholder that would otherwise have been exchanged for such
fractional share interest.

The Company's transfer agent, American Stock Transfer & Trust
Company, LLC, will act as its exchange agent for the reverse stock
split.  American Stock Transfer & Trust Company, LLC will provide
stockholders of record holding certificates representing pre-split
shares of the Company's common stock as of the effective date a
letter of transmittal providing instructions for the exchange of
shares.  Registered stockholders holding pre-split shares of the
Company's common stock electronically in book-entry form are not
required to take any action to receive post-split shares.
Stockholders owning shares via a broker or other nominee will have
their positions automatically adjusted to reflect the reverse stock
split, subject to brokers' particular processes, and will not be
required to take any action in connection with the reverse stock
split.  American Stock Transfer & Trust Company, LLC can be reached
at (877) 248-6417 or (718) 921-8317.

Additional information about the reverse stock split can be found
in the Company's definitive proxy statement filed with the
Securities and Exchange Commission on April 12, 2017, a copy of
which is available at www.sec.gov or at www.yield10bio.com under
the SEC Filings tab located on the Investors page.

                   About Yield10 Bioscience

Yield10 Bioscience, Inc. is focused on developing new technologies
for producing step-change improvements in crop yield to enhance
global food security.  Yield10 is leveraging an extensive track
record of innovation based around optimizing the flow of carbon
intermediates in living systems.  By working on new approaches to
improve fundamental elements of plant photosynthetic efficiency and
optimizing carbon metabolism to direct more carbon to seed
production, Yield10 is advancing several yield traits it has
developed in crops such as Camelina, canola, soybean and corn.
Yield10 is based in Woburn, MA.  For more information visit
www.yield10bio.com

Metabolix changed its name to Yield10 Bioscience, Inc., effective
Jan. 9, 2017, to reflect the new mission and strategic direction of
the business.

Yield10 reported a net loss of $7.60 million on $1.15 million of
total revenue for the year ended Dec. 31, 2016, compared to a net
loss of $23.68 million on $1.35 million of total revenue for the
year ended Dec. 31, 2015.  As of Dec. 31, 2016, Yield10 had $10.74
million in total assets, $4.37 million in total liabilities and
$6.36 million in total stockholders' equity.

PricewaterhouseCoopers LLP, in Boston, Massachusetts, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations and has
insufficient capital resources, which raises substantial doubt
about its ability to continue as a going concern.


YIELD10 BIOSCIENCE: Stockholders Reelect Two Directors
------------------------------------------------------
Yield10 Bioscience, Inc. held its 2017 annual meeting of its
stockholders on May 24, 2017, at which the stockholders:

   (1) reelected Oliver P. Peoples, Ph.D. and Joseph Shaulson as
       Class II directors of the Company to hold office until the
       annual meeting of stockholders in 2020 and until their
       respective successors are elected and qualified, subject to
       their earlier death, resignation or removal;

   (2) authorized the Board of Directors to amend the Restated
       Certificate of Incorporation to effect a reverse stock
       split at a ratio in the range from 1-for-2 to 1-for-10,
       such ratio within that range to be determined by the Board
       of Directors in its sole discretion, and with the Board of
       Directors effecting the split, if at all, no later than
       Nov. 24, 2017; and

   (3) ratified the selection of RSM US LLP as the Company's
       independent registered public accounting firm for the
       fiscal year ending Dec. 31, 2017.

                     About Yield10 Bioscience

Yield10 Bioscience, Inc. is focused on developing new technologies
for producing step-change improvements in crop yield to enhance
global food security.  Yield10 is leveraging an extensive track
record of innovation based around optimizing the flow of carbon
intermediates in living systems.  By working on new approaches to
improve fundamental elements of plant photosynthetic efficiency and
optimizing carbon metabolism to direct more carbon to seed
production, Yield10 is advancing several yield traits it has
developed in crops such as Camelina, canola, soybean and corn.
Yield10 is based in Woburn, MA.  For more information visit
www.yield10bio.com

Metabolix changed its name to Yield10 Bioscience, Inc., effective
Jan. 9, 2017, to reflect the new mission and strategic direction of
the business.

Yield10 reported a net loss of $7.60 million on $1.15 million of
total revenue for the year ended Dec. 31, 2016, compared to a net
loss of $23.68 million on $1.35 million of total revenue for the
year ended Dec. 31, 2015.  As of Dec. 31, 2016, Yield10 had $10.74
million in total assets, $4.37 million in total liabilities and
$6.36 million in total stockholders' equity.

PricewaterhouseCoopers LLP, in Boston, Massachusetts, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has suffered recurring losses from operations and has
insufficient capital resources, which raises substantial doubt
about its ability to continue as a going concern.


ZUCKER GOLDBERG: Hires Stone Conroy as Special Counsel
------------------------------------------------------
Zucker, Goldberg & Ackerman, LLC seeks authorization from the U.S.
Bankruptcy Court for the District of New Jersey to employ Stone
Conroy, LLC as special counsel,  nunc pro tunc to February 13,
2017.

The retention of Stone Conroy is sought because the attorneys in
this firm previously handled this case in their employment at
Brown, Moskowitz & Kallen, the special counsel which the Debtor is
seeking to substitute.

Zucker Goldberg requires Stone Conroy to represent the Debtor with
its billing disputes with certain companies.

Stone Conroy lawyers and paraprofessionals who will work on the
Debtor's case and their hourly rates are:

     Shalom D. Stone, Esq.          $470
     Rebekah R. Conroy, Esq.        $400
     Associate Attorneys            $275-$350
     Paralegals                     $125-$155

Shalom D. Stone, Esq., partner with the firm of Stone Conroy, 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 Debtor and its estates.

Stone Conroy may be reached at:

     Shalom D. Stone, Esq.
     Stone Conroy, LLC
     25A Hanover Road, Suite 301
     Florham Park, NJ 07932
     Tel: (973) 400-4181
     Fax: (973) 498-0070

            About Zucker, Goldberg & Ackerman, LLC

Formed in 1923 as Zucker & Goldberg, the law firm Zucker, Goldberg
& Ackerman, LLC, was primarily engaged in the representation of
lenders and secured parties in foreclosure matters, insolvency
proceedings and related matters. The sole members of ZGA are
Michael S. Ackerman, Esq. and Joel Ackerman, Esq. Michael S.
Ackerman is the managing member of the firm. ZGA's primary offices
are in Mountainside, New Jersey.

Zucker, Goldberg & Ackerman, LLC, sought Chapter 11 protection
(Bankr. D.N.J. Case No. 15-24585) in Newark, New Jersey, on Aug. 3,
2015, to complete the orderly liquidation of the business.

The case is assigned to Judge Christine M. Gravelle.

The Debtor disclosed total assets of $11.5 million and total
liabilities of $53.3 million as of June 30, 2015.

ZGA tapped Wasserman, Jurista & Stolz, P.C. as bankruptcy counsel;
Genova Burns as labor counsel; and BMC Group, Inc., as noticing and
balloting agent.

On Aug. 17, 2015, an Official Committee of Unsecured Creditors was
appointed by the Office of the United States Trustee. The Committee
on Oct. 15, 2015, won approval to retain McCarter & English, LLP,
to serve as Committee counsel, effective as Aug. 14, 2015.

                          *     *     *

The Debtor in December 2015 filed a "Plan of Orderly Liquidation"
which provides for the wind down of the firm's business.  The Plan
was put on hold pending the issuance of a report by the examiner.

The Court on Feb. 8, 2016, entered an order approving the Acting
U.S. Trustee's appointment of former bankruptcy judge Donald H.
Steckroth, Esq., as examiner. The Creditors Committee sought an
examiner to investigate possible claims against current and former
members of the bankrupt foreclosure law firm and related
"insiders."


ZYNEX INC: Posts $353,000 Net Income for First Quarter
------------------------------------------------------
Zynex, Inc., filed with the Securities and Exchange Commission its
quarterly report on Form 10-Q disclosing net income of $353,000
for the three months ended March 31, 2017, compared to a net loss
of $444,000 for the same period during the prior year.

Thomas Sandgaard, CEO, commented: "The first quarter of 2017 was a
continuation of a strong second half of 2016 with net income of
$353,000 and revenue of $3.4 million for the quarter.  Our gross
profit margins are still strong at 73% and a focus on lowering
fixed expenses is paying off in terms of positive cash flow and a
strong, positive net income.

"We received financing of $1 million towards the end of the first
quarter which has been extremely helpful in terms of building
enough products to keep up with sales orders and now providing our
sales force with demonstration units.  We are also experiencing a
significant improvement in cash collections as a result of improved
billing efforts and are streamlining our infrastructure to
accommodate further growth in orders.  Sales order growth had been
limited the past couple of quarters due to cash constraints and not
having any availability to borrow under our line of credit. We
continue to reduce the balance on our line of credit and the
balance at the end of April 2017 was $1.9 million, down from $2.7
million at the beginning of the year.

"We currently estimate our second quarter revenue to come in at
approximately $3.8 million, a net income of $500,000 and EBITDA
around $650,000.  EBITDA in the first quarter of 2017 was $527,000
and for the full year 2016 it was $640,000.

"Our long term goals continue to be taking advantage of the huge
void in the electrotherapy industry realizing annual revenue in
excess of $250 million, a listing of a national stock exchange and
also launching our Blood Volume Monitor into the hospital market
for non-invasively detecting blood loss and internal bleeding."

The Company's net revenue was flat compared to the year before,
$3,436,000 for the first quarter of 2017, compared to $3,477,000
for the first quarter in 2016.  The lack of growth was primarily
impeded by the lack of cash and available borrowings under the line
of credit to facilitate the production of units to fill orders
timely.  Cost of Goods Sold decreased from $983,000 in the first
quarter of 2016 compared to $923,000 in the same quarter in 2017
which reflects an increase in Gross Profit Margin to 73% versus 72%
in the same period 2016.   

The Company reported Selling, General and Administrative expenses
of $2,030,000 for first quarter 2017, compared to $2,844,000 for
the first quarter 2016.  The Company's SG&A expenses decreased 29%
compared to the same period last year, continuing a trend of
decreasing operating expenses, primarily reduced employee expenses,
resulting in an improvement of the quarter's operating result by
$831,000.

The Company's cash and line of credit balance as of March 31, 2017,
was $462,000 and $2,171,000, respectively, as compared to cash and
line of credit balance as of Dec. 31, 2016, of $247,000 and
$2,771,000.

As of March 31, 2017, Zynex had $4.24 million in total assets,
$7.41 million in total liabilities and a total stockholders'
deficit of $3.16 million.

As of March 31, 2017, the Company had no available borrowing under
its line of credit (which the lender declared to be in default in
July 2014) although, based on an interim agreement with its lender,
the lender continues to release cash collateral to the Company
based on its cash collections.  The Company's working capital
deficit at March 31, 2017, totaled ($3,514,000) as compared to
($4,972,000) at March 31, 2016.  In addition, the Company remains
in default of its secured line of credit and as a result, if its
lender insists upon immediate repayment, the Company will be unable
to do so and may be forced to seek protection from its creditors.
The Company has not been in compliance with the financial covenants
under the agreement with its primary lender since July 2014.

"The Company's lack of liquidity and substantial working capital
deficit raise substantial doubt about the Company's ability to
continue as a going concern," as stated in the quarterly report.
"The accompanying consolidated financial statements have been
prepared on a going concern basis, which contemplates the
realization of assets and the settlement of liabilities in the
normal course of business.  The consolidated financial statements
do not include any adjustments relating to the recoverability and
classification of assets or the amounts and classification of
liabilities that might be necessary should the Company be unable to
continue as a going concern."

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

                     https://is.gd/xEVDIq

                        About Zynex, Inc.

Zynex, Inc. (OTCQB: ZYXI) specializes in the production and sale of
non-invasive medical devices for pain management, stroke
rehabilitation, neuro-diagnostic equipment, cardiac and blood
volume monitoring.  The company maintains its headquarters in Lone
Tree, Colorado.

Zynex Inc reported net income of $69,000 on $13.31 million of net
revenue for the year ended Dec. 31, 2016, following a net loss of
$2.93 million on $11.64 million of net revenue in 2015.

EKS&H LLLP, in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
operating losses, has a net capital deficiency, and its need for
additional capital raise substantial doubt about its ability to
continue as a going concern.


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