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         T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, December 10, 2015, Vol. 19, No. 344

                            Headlines

33 PECK SLIP: Morning View Balks at Howard Hughes' Late Bid
33 PECK SLIP: Seeks Confirmation of Liquidating Plan
33 PECK SLIP: Two Gemini Hotels Sold for $116 Million in Auctions
ALLIED SYSTEMS: Chapter 11 Plan Approved After Years of Contention
ALPHA NATURAL: Seeks Authority to Implement Stock Sale Procedures

AMERICAN APPAREL: Dov Charney has 41.4% Stake as of Dec. 4
AMERICAN APPAREL: Files Bankruptcy Rule 2015.3 Periodic Report
AMR CORP: To Pay $4.6 Million in Back Rent at JFK, LaGuardia
ANTIOCH CO: 6th Circ. Seeks Ohio High Court Input in Payout Row
ARCHDIOCESE OF MILWAUKEE: Case Won't Go to High Court

ATLANTIC & PACIFIC: Stop & Shop Buys Assets for $148 Million
ATLANTIC & PACIFIC: Strulovitch Buying Brooklyn Assets for $6-Mil.
BALTIMORE HOTEL: Moody's Maintains 'Ba2' Subordinate Ratings
BATE LAND: Files Bankruptcy Rule 2015.3 Periodic Report
CAESARS ENTERTAINMENT: Noteholder Says $115M Deal Violates Law

CAMAR CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
CHARLES BRELAND: Levada's Bid for Partial Summary Judgment Denied
CLEAR CHANNEL: Moody's Lowers Corp. Family Rating to B3
CLOUDBREAK ENTERTAINMENT: Trial on Contract Suit Moved to Feb. 10
COCO BEACH: IPFS Seeks to Terminate Insurance Premium Finance Deal

COCO BEACH: Wants Pre-Transfer Date Liens on Golf Club Cancelled
CORETERRA OPERATING: Case Summary & 20 Top Unsecured Creditors
CORINTHIAN COLLEGES: Students to Receive $28M in Loan Forgiveness
COTT CORP: Moody's to Retain B2 Rating on Aquaterra Acquisition
CTI BIOPHARMA: Mark Lampert Holds 15.5% Stake as of Dec. 4

CWGS ENTERPRISES: S&P Revises Outlook to Stable & Affirms 'B+' CCR
DEWEY & LEBOEUF: Dewey Prosecutors Will Not Retry Firm Chairman
DEXTER AXLE: Moody's Raises Rating on 1st Lien Loans to B1
ENERGY & EXPLORATION: Approval of $135M DIP Financing Sought
ENERGY & EXPLORATION: Proposes to Pay $7.3M Critical Vendor Claims

ENERGY & EXPLORATION: Seeks Joint Administration of Cases
ENERGY FUTURE: Resolves EPA's $23.2 Million Claim
ENERGY FUTURE: UMB Appeals Denial of Make-Whole Premiums
ENERGY FUTURE: UMB Appeals Ruling Denying Contract Rate Interest
EPWORTH VILLA: Occhipinti Says Plan Unfairly Treats Class 4 Claims

FANNIE MAE: Newly Enacted Law Restricts CEO Compensation Packages
FINJAN HOLDINGS: Provides Litigation Update in Proofpoint Case
FIRSTENERGY CORP: Fitch Affirms 'BB+' IDR & Alters Outlook to Pos.
FORESIGHT ENERGY: Moody's Puts B2 CFR on Review for Downgrade
FUHU INC: Seeks Joint Administration of Cases

FUHU INC: Wants to Use Prepetition Lenders' Cash Collateral
FUTURE HEALTHCARE: Posts Net Loss in Quarter Ended Sept. 30
GARLOCK SEALING: Objects to Class 4 Claims of Nicholl, et al.
GARLOCK SEALING: Reaud Morgan Files Rule 2019 Statement
GENESYS RESEARCH: Bid to Remove LBH&F as Counsel Granted

GLOBAL EQUITY: GEQU Balance Sheet Upside Down by $48,712
GROVE ESTATES: Susquehanna's Motion to Compel Enforcement Denied
GT ADVANCED: $26.6-Mil. Sale of ASF Furnaces to Vast Billion Okayed
GT ADVANCED: Court OKs Supply Contract Settlement with Apple
HAGGEN HOLDINGS: Gets Approval for Ch. 11 Auction of Core Stores

HAPPY WAVE: Objection to BSI's $729K Claim Denied
HGIM CORP: S&P Lowers CCR to 'B-' on Weak Financial Measures
HOANA MEDICAL: Case Summary & 20 Largest Unsecured Creditors
HOWREY LLP: Back in Ch. 7, Allan Diamond Named Trustee
LIGHTSQUARED INC: Ends GPS Fight with Deere

LIGHTSQUARED INC: Gets FCC's Blessing for Spectrum Handoff
MCGRAW-HILL SCHOOL: Fitch Affirms 'B' Issuer Default Rating
MICROVISION INC: Posts $3.5M Net Loss in Qtr. Ended Sept. 30
MIDSTATES PETROLEUM: Interest Payments Cast Going Concern Doubt
MIG LLC: Files Bankruptcy Rule 2015.3 Periodic Report

MILLAR WESTERN: Moody's Lowers CFR to B3, Outlook Negative
MOUNTAIN PROVINCE: Updates Gahcho Kue Diamond Mine Development
NET ELEMENT: May Issue 3.49 Million Shares Under Incentive Plan
NUANCE COMMUNICATIONS: Moody's Affirms Ba3 CFR, Outlook Stable
OFFSHORE GROUP: Epiq Okayed as Claims and Noticing Agent

OFFSHORE GROUP: Faces Pushback on $75M Notes Offer in Ch. 11
PHOENIX COYOTES: Judge Says Ex-Owner Still on Hook for Team Debt
POSITIVEID CORP: Amends Stock Purchase Agreement with Sanomedics
PRENDA LAW: Fed Judge Orders Ch. 7 Bankruptcy for Lies in Court
RDIO INC: U.S. Trustee Objects to Key Personnel Bonuses

SABRA HEALTH: Fitch Affirms 'BB+' Issuer Default Ratings
SAMSON RESOURCES: Lost $1.8-Mil. to Hackers
SINO PAYMENTS: Has Going Concern Doubt, May Need More Funds
SKANSKA USA: Court Says Insurer Can't Sue Over Incomplete Job
SOUTHERN REGIONAL: Dixon Hughes Approved as Accountants

SOUTHERN REGIONAL: Fisher Phillips Okayed to Handle ERISA Matters
SOUTHERN REGIONAL: GGG Partners Approved as Financial Advisors
SOUTHERN REGIONAL: Lists $41.99M in Assets, $42.88M in Debts
ST MICHAEL'S: Accuses Trinity Health of $11M Hospital Lease Breach
STALLION OILFIELD: S&P Lowers Corp. Credit Rating to 'CCC+'

TEK ENTERPRISES: Voluntary Chapter 11 Case Summary
TEXTRON INC: Moody's Affirms Ba1 Rating on Med.-Term Note Program
THERAPEUTICSMD INC: Releases Results From Phase 3 Rejoice Trial
TI GROUP: Moody's Maintains B2 Corporate Family Rating
TRANSCOASTAL CORP: Case Summary & 15 Largest Unsecured Creditors

TRUMP ENTERTAINMENT: Gets Nod on Beefed Up Bankruptcy Loan
UNIVERSITY GENERAL: Wants Conditional Approval of Plan Outline
US STEEL: Fitch Cuts Issuer Default Rating to 'B+'
USS PARENT: Moody's to Retain B2 CFR Following $50MM Loan Add-On
VARSITY BRANDS: Moody's to Retain B2 CFR on $100MM Add-On

VIGGLE INC: SIC IV Subscribes for 8.7 Million Common Shares
VIKING THERAPEUTICS: Posts $4.7M Net Loss in Qtr. Ended Sept. 30
VIRTUAL PIGGY: Issues $16,000 Unsecured Promissory Note
WALTER ENERGY: Bankruptcy Raises Going Concern Doubt
WALTER ENERGY: Jones Walker Files Rule 2019 Statement

ZHEN DING: Posts $250K Net Loss, Raises Going Concern Doubt
ZOGENIX INC: To Initiate Phase 3 Program for ZX008
[*] Ch. 11 Filings with $100M or More in Debts Grow
[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

33 PECK SLIP: Morning View Balks at Howard Hughes' Late Bid
-----------------------------------------------------------
Morning View Hotels - New York Seaport, LLC -- the proposed
purchaser of the Best Western Hotel in the South Street Seaport
property owned by 33 Peck Slip Acquisition LLC -- submitted an
objection to any potential auction sale of the property (and/or any
sale to anyone but it); and a conditional objection to 33 Peck's
liquidating plan, as modified.

Morning View objects to the Debtor's proposed auction sale of the
Property since it is based on a proposed bid by the Howard Hughes
Corporation ("HHC") which:

   (a) is untimely (since it was submitted after the Bid
       Deadline);

   (b) is merely conditional (since it is admittedly still
       subject to approval by HHC's Board);

   (c) violates the Court Ordered Sale Procedures, which
       require timely and unconditional bids;

   (d) does not benefit creditors, since they are already
       being paid in full by Morning View's bid;

   (e) is only, at best, fractionally higher than Morning
       View's bid; and

   (f) is neither an acceptable nor qualified bid to require
       an Auction or sale to anyone but Morning View.

To the extent that the Plan seeks to effectuate the Auction sale of
the Property or a sale to anyone but Morning View, it violates the
Court Ordered Sale Procedures; and therefore the Plan is not
proposed in good faith, and/or is proposed by means forbidden by
law, in violation of 11 U.S.C. Sec. 1129(a)(3).

Prior to the Petition Date, Morning View entered into a contract
with the Debtor for the purchase of the Debtor's Best Western Hotel
in the South Street Seaport.  Unfortunately, the Debtor could not
close on the transaction since it could not deliver free and clear
title to the Property, due to the filing of a lis pendens by one of
the Debtor's principals against the Property, and a subsequent
appeal therefrom.

Thereafter, Morning View and the Debtor continued to negotiate
concerning the Property.  Ultimately, Morning View agreed to give
up its rights as a contract vendee to become a stalking horse
bidder, but only subject to specifically negotiated terms and
conditions as to the Auction -- which terms, as will be shown
below, were ultimately approved by the Court.  Thus, on Sept. 2,
2015, the day prior to the Petition Date, 33 Peck and Morning View
entered into a purchase and sale agreement for the Property.

Pursuant to the Purchase Agreement, Morning View essentially agreed
to pay $33,700,000 subject to better and higher offer in an
anticipated Bankruptcy proceeding; and agreed to put up a deposit
of $3,730,000.  The Purchase Agreement states that once executed
and approved by the Bankruptcy Court, it will constitute a legal,
valid and binding obligation of 33 Peck; and that 33 Peck will seek
to obtain approval of an order approving the sale the Property "in
the form and substance acceptable to [Morning View]". Moreover, if
33 Peck defaults, the Purchase Agreement provides Morning View with
a potential specific performance remedy.

On Sept. 8, 2015, the Debtor filed a motion seeking, among other
things, to approve (a) certain bidding procedures in connection
with the sale of the Property to Morning View, as set forth in the
Purchase Agreement; and (b) the Purchase Agreement.  The Sale
Motion stated that Morning View's proposed purchase price of
$37,300,000 would pay all creditors.  On Oct. 22, 2015, the Court
issued an Order approving the Sale Procedures.  The Bid Procedures
provided for a bid deadline that's Nov. 24, 2015 at 4:00 p.m.  

The Debtor's counsel informed Morning View that they had received a
bid from HHC at 4:35 p.m. on Nov. 24.  According to Morning View,
aside from being untimely, HHC's bid admits that it is conditional,
since it is still subject to authorization and approval by its
Board of Directors.

Second Circuit authority holds that where a Bankruptcy Court might
have discretion to change the terms of a contract, the change must
benefit general unsecured creditors -- not equity interest holders,
Abraham Backenroth, Esq., at Backenroth, Frankel & Krinsky, LLP,
tells the Court.

"Morning View's $37,300,000 bid is also adequate, since it was
approved by the Court which authorized the Debtor to enter into the
Purchase Agreement; and since it will pay all creditors in full.
Thus, although the Debtor will no doubt cite the best interests of
creditors as the basis for deeming HHC's untimely and conditional
bid to be "acceptable", it is only the interests of equity holders
that will be served -- not creditors.  The Debtor is solvent.
Creditors will be paid in full regardless of whether HHC is allowed
to bid.  Morning View's right to the benefit of its bargain to
enforce the negotiated Sale Procedures outweighs equity holders'
desire for more profit," Mr. Backenroth argues.

Morning View's attorneys:

         BACKENROTH, FRANKEL & KRINSKY, LLP
         Abraham Backenroth, Esq.
         800 Third Avenue, 11th Floor
         New York, NY 10017
         Tel: (212) 593-1100

                  About 33 Peck Slip Acquisition

Owners of four New York City hotel properties, namely 33 Peck Slip
Acquisition LLC, Gemini 37 West 24th Street MT, LLC, 36 West 38th
Street LLC and 52 West 13th P, LLC, have sought Chapter 11
bankruptcy protection, intending to auction off their assets in
connection with a Chapter 11 plan.  The Debtors are affiliated with
Gemini Real Estate Advisors.

As of the bankruptcy filing, the Debtors owned:

   * the Best Western Seaport Hotel, at 33 Peck Slip in the
     South Street Seaport Historic District on the Lower
     Manhattan waterfront in New York City, New York;

   * the Wyndham Flatiron Hotel, at 37 West 24th Street in
     the Flatiron district of New York City, New York;

   * the Jade Greenwich Village Hotel at 52 West 13th Street
     in Greenwich Village in Lower Manhattan in New York City,
     New York; and

   * the Bryant Park Development Site, a development lot that
     is approved for development as a 114-room boutique hotel
     at 34-36 West 38th Street in the Bryant Park district of
     New York City, New York.

33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy
petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on Sept.
3, 2015.

The Debtors reported total assets of $205.8 million and total
liabilities of $135.6 million.

The Debtors tapped Robins Kaplan LLP as attorneys; and Robert
Douglas as real estate advisor.


33 PECK SLIP: Seeks Confirmation of Liquidating Plan
----------------------------------------------------
33 Peck Slip Acquisition, LLC, and its affiliated debtors ask the
U.S. Bankruptcy Court for the Southern District of New York to
approve their Joint Liquidating Plan, asserting that each of the
applicable requirements of Sections 1122, 1123(a) and 1129 of the
Bankruptcy Code has been satisfied and evidence solid grounds for
confirmation of the Plan.

The Debtor did not mail any ballots because no creditor or equity
interest holder is entitled to vote on the Plan.  Under the Plan,
all Classes are treated as unimpaired and are deemed to accept the
Plan and, therefore, are not entitled to vote.

The Debtors have received objections to confirmation of the Plan
from: (1) Local 966, International Brotherhood of Teamsters, (2)
Oracle America, Inc., (3) William T. Obeid, (4) the Cornerstone
Lenders and UBS Lenders, and (5) the New York City Department of
Finance and the New York State Department of Taxation and Finance.

The Debtors said Nov. 20 they are prepared to modify the Plan to
address many of the Objections.  The Debtors on Dec. 2, 2015, filed
their First Amended Plan.

                        Plan Modifications

Local 966, International Brotherhood of Teamsters, representing
employees of 33 Peck Slip that are parties to a collective
bargaining agreement, requested that the Plan be modified to
provide that the collective bargaining agreement may be rejected
only if the Debtors comply with Section 1113 of the Bankruptcy
Code.  The Debtors expect that the collective bargaining agreement
will be assumed by the purchaser of the hotel owned by 33 Peck.
Nonetheless, to address Local 966's concern, the Debtors agreed to
modify Article 7.1 of the Plan to include the following language:

     Notwithstanding anything to the contrary in the Plan,
     including this Article 7.1, the Debtors may reject a
     collective bargaining agreement only in compliance with the
     requirements of section 1113 of the Bankruptcy Code.

Oracle, a licensor under a license software agreement with the
Debtors, requests that the Court deny confirmation of the Plan to
the extent the Plan seeks to authorize the Debtors to assume and
assign any Oracle agreements without compliance with the
requirements of Section 365 of the Bankruptcy Code.  The Debtors
clarified that confirmation of the Plan will not result in
assumption of any executory contract without compliance with the
Bankruptcy Code and the opportunity for the non-Debtor party to
object.

As to Obeid, the Debtors have reached a resolution with Obeid
pursuant to which Obeid will withdraw his objection to the sales of
the properties and all objections to the Plan. The resolution is
currently being documented in a Stipulation that will be presented
to the Court for approval at or prior to the Confirmation Hearing.

The Cornerstone Lenders, lenders secured by the assets of 37 West
and 52 West, request various modifications and clarifications to
the Plan that allegedly affect their claims.  The UBS Lenders,
lenders secured by the assets of 33 Peck and 36 West, filed a
joinder.  While it does not appear that the Cornerstone Lenders
object to confirmation of the Plan, they request various
modifications and clarifications to the Plan that allegedly affect
their claims.  

The Debtors aver that in an apparent effort to create ambiguity
where none exists, the Cornerstone Lenders demand that the
treatment of their claims be modified to make explicit that they
are entitled to postpetition interest and fees, the establishment
of a reserve fund, indemnification, and other purported rights and
claims.  The Debtors argue that the Court should reject any effort
by the Cornerstone Lenders to turn the confirmation hearing into a
claim objection hearing.  According to the Debtors, the Plan cannot
be any clearer -- the allowed claims of the Cornerstone Lenders,
whatever those claims might be, will be paid in full on the
Effective Date of the Plan.

The New York City Department of Finance, joined by the New York
State Department of Taxation and Finance, object to Article 5.7 of
the Plan, which provides that certain transfers under the Plan will
be exempt from certain taxes pursuant to section 1146(a) of the
Bankruptcy Code.

According to the Debtors, as it is now clear that the proposed
sales will take place after and pursuant to confirmation of the
Plan, there should be no dispute that 1146(a) applies to all
applicable transfers under the Plan.  

In addition, the Taxing Authorities now argue that these cases
"were not filed in good faith so as to be entitled to a stamp
exemption under section 1146(a)."  

The Debtors aver that by electing not to timely file a dismissal
motion and instead waiting to object to confirmation based upon
alleged bad faith, the Taxing Authorities should be deemed estopped
from now seeking a dismissal of these cases as bad faith filings.


Moreover, the Taxing Authorities argue that Article 5.7 of the Plan
is improper because it authorizes an exemption from taxes that are
not stamp taxes or similar taxes within the meaning of Section 1146
of the Bankruptcy Code.  

After discussions with the Taxing Authorities, the Debtors propose
to modify Article 5.7 as follows:

     5.7 Exemption From Certain Transfer Taxes and Recording
     Fees. All transfers from a Debtor to a Reorganized Debtor
     or to any other Person or entity pursuant to this Plan
     will not be subject to any stamp tax or similar tax,
     including any tax imposed pursuant to NY CLS Tax Sec.
     1402 or NYC Administrative Code 11-2102, in accordance
     with section 1146(a) of the Bankruptcy Code.  Nothing
     shall be construed to exempt from tax any transfer that
     is not exempt from tax pursuant to section 1146(a),
     including any transfer by a non-Debtor or any tax which is
     not a stamp tax or similar tax.  The Confirmation Order will
     direct the appropriate state or local governmental officials
     or agents to forego the collection of any such tax and to
     accept for filing and recordation any of the foregoing
     instruments or other documents without the payment of any
     such tax.

                           *     *     *

A copy of the Debtors' Reply to Objections to the Plan is available
for free at:

   http://bankrupt.com/misc/33_Peck_Slip_171_Reply_Plan_Objs.pdf

A copy of the Debtors' Memorandum in Support of Confirmation of the
Plan is available for free at:

   http://bankrupt.com/misc/33_Peck_Slip_173_Plan_Memo.pdf

A copy of the Debtors' First Amended Joint Liquidating Plan filed
Dec. 2, 2015, is available for free at:

   http://bankrupt.com/misc/33_Peck_Slip_195_Am_Plan.pdf

33 Peck Slip Acquisition's attorneys:

          David B. Shemano, Esq.
          ROBINS KAPLAN LLP
          601 Lexington Avenue, Suite 3400
          New York, NY 10022-4611
          Telephone: (212)980-7400
          Facsimile: (212)980-7499
          E-mail: Dshemano@RobinsKaplan.com

               - and -

          Howard J. Weg, Esq.
          ROBINS KAPLAN LLP
          2049 Century Park East, Suite 3400
          Los Angeles, CA 90067-3208
          Telephone: (310)552-0130
          Facsimile: (310)229-5800
          E-mail: Hweg@RobinsKaplan.com

The Cornerstone Lenders' attorneys:

         DAY PITNEY LLP
         Joshua W. Cohen, Esq.
         James J. Tancredi
         242 Trumbull Street
         Hartford, CT 06103
         Tel: (860) 275-0100
         Tel: (860) 275-0343
         E-mail: jjtancredi@daypitney.com

         Joshua W. Cohen
         One Audubon Street
         New Haven, CT 06511
         Tel: (203) 752-5000
         Fax: (203) 752-5001
         E-mail: jwcohen@daypitney.com

         Kevin C. Brown
         One Canterbury Green
         Stamford, CT 06901
         Tel: (203) 977-7300
         Fax: (203) 977 7301
         E-mail: kbrown@daypitney.com

UBS Lenders' attorneys:

         KELLEY DRYE & WARREN LLP
         Gilbert R. Saydah, Jr.
         Robert D. Bickford, Jr., Esq.
         Gilbert R. Saydah, Jr., Esq.
         101 Park Avenue
         New York, NY 10178
         Tel: 212-808-7800
         Fax: 212-808-7897

Local 966's attorneys:

         KENNEDY, JENNIK & MURRAY, P.C.
         Susan M. Jennik
         Thomas M. Murray
         113 University Place, 7th Floor
         New York, NY 10003
         Telephone: (212) 358-1500
         Facsimile: (212) 358-0207
         E-mail: sjennik@kjmlabor.com
                 tmurray@kjmlabor.com

Attorneys for William T. Obeid:

         Stephen B. Meister, Esq.
         Christopher J. Major, Esq.
         Alexander D. Pencu, Esq.
         Remy J. Stocks, Esq.
         MEISTER SEELIG & FEIN LLP
         125 Park Avenue, 7th Floor
         New York, NY 10017
         Tel: (212) 655-3500

                        The Chapter 11 Plan

33 Peck Slip Acquisition LLC, et al., have proposed a full-payment
plan that will be funded from the sales of 4 New York City hotel
properties.

The Debtors have prepared a joint plan, which provides for the sale
of each of the Debtors' real estate assets and the distribution of
the sale proceeds to the applicable Debtor's creditors and
members.

All creditor classes will either receive payment in full on the
effective date of the Plan or will retain unaltered the legal,
equitable, and contractual rights, and all member classes will
retain their interests.  Because the Plan does not propose to
impair any class of claims or interests, the Debtors won't be
soliciting votes on the Plan.

The distribution to creditors will be funded from the proceeds of
the sale of the Debtors' real estate assets:

   * 33 Peck has entered into an agreement to sell its real
     property located at 33 Peck Slip, New York, NY, to
     Morning View Hotels - New York Seaport, LLC for $37,300,000.

   * 36 West has entered into an agreement to sell its real
     property located at 36 West 38th Street, New York, NY,
     to Hansji Corporation for $25,500,000.  Subsequently, Hanji
     elected to terminate the agreement.  The Debtors expect that
     a new agreement with a new buyer will be filed with the
     Bankruptcy Court prior to the Confirmation Hearing.

   * 37 West has entered into an agreement to sell its real
     property located at 37 West 24th Street, New York, NY, to
     Bridgeton Acquisitions LLC for $57,000,000.

   * 52 West has entered into an agreement to sell its real
     property located at 52 West 13th Street, New York, NY,
     to Bridgeton Acquisitions LLC for $78,000,000.

Each of the sales, subject to higher and better bids, will be
consummated in connection with the Plan.

                  About 33 Peck Slip Acquisition

Owners of four New York City hotel properties, namely 33 Peck Slip
Acquisition LLC, Gemini 37 West 24th Street MT, LLC, 36 West 38th
Street LLC and 52 West 13th P, LLC, have sought Chapter 11
bankruptcy protection, intending to auction off their assets in
connection with a Chapter 11 plan.  The Debtors are affiliated with
Gemini Real Estate Advisors.

As of the bankruptcy filing, the Debtors owned:

   * the Best Western Seaport Hotel, at 33 Peck Slip in the
     South Street Seaport Historic District on the Lower
     Manhattan waterfront in New York City, New York;

   * the Wyndham Flatiron Hotel, at 37 West 24th Street in
     the Flatiron district of New York City, New York;

   * the Jade Greenwich Village Hotel at 52 West 13th Street
     in Greenwich Village in Lower Manhattan in New York City,
     New York; and

   * the Bryant Park Development Site, a development lot that
     is approved for development as a 114-room boutique hotel
     at 34-36 West 38th Street in the Bryant Park district of
     New York City, New York.

33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy
petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on Sept.
3, 2015.

The Debtors reported total assets of $205.8 million and total
liabilities of $135.6 million.

The Debtors tapped Robins Kaplan LLP as attorneys; and Robert
Douglas as real estate advisor.


33 PECK SLIP: Two Gemini Hotels Sold for $116 Million in Auctions
-----------------------------------------------------------------
Cara Salvatore at Bankruptcy Law360 reported that Gemini Real
Estate Advisors LLC said On Dec. 2, 2015, that it has sold two
hotels at bankruptcy auctions for a combined $116 million, while
its three partners continue to feud over management of the
company.

The Seaport Best Western has been sold for $38.3 million to Howard
Hughes Corp. and the Jade Greenwich Village was sold to stalking
horse Bridgeton Acquisitions LLC for $78 million, Charlotte, North
Carolina-based Gemini said in a statement.

The properties have been caught in a feud among the three Gemini
equity partners.

                       About 33 Peck Slip

Owners of four New York City hotel properties, namely 33 Peck Slip
Acquisition LLC, Gemini 37 West 24th Street MT, LLC, 36 West 38th
Street LLC and 52 West 13th P, LLC, have sought Chapter 11
bankruptcy protection, intending to auction off their assets in
connection with a Chapter 11 plan.  The Debtors are affiliated with
Gemini Real Estate Advisors.

As of the bankruptcy filing, the Debtors owned:

   * the Best Western Seaport Hotel, at 33 Peck Slip in the South
Street Seaport Historic District on the Lower Manhattan waterfront
in New York City, New York;

   * the Wyndham Flatiron Hotel, at 37 West 24th Street in the
Flatiron district of New York City, New York;

   * the Jade Greenwich Village Hotel at 52 West 13th Street in
Greenwich Village in Lower Manhattan in New York City, New York;
and

   * the Bryant Park Development Site, a development lot that is
approved for development as a 114-room boutique hotel at 34-36 West
38th Street in the Bryant Park district of New York City,
New York.

33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy
petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on
Sept. 3, 2015.

The Debtors reported total assets of $205.8 million and total
liabilities of $135.6 million.

The Debtors tapped Robins Kaplan LLP as attorneys; and Robert
Douglas as real estate advisor.


ALLIED SYSTEMS: Chapter 11 Plan Approved After Years of Contention
------------------------------------------------------------------
Jeff Montgomery at Bankruptcy Law360 reported that a years-long,
often bitterly contested car-hauler's bankruptcy ended with a swift
Chapter 11 confirmation on Dec. 7, 2015, in Delaware federal court,
after the successor to Allied Systems Holdings Inc. and its lenders
worked out a last-minute compromise with retirees who had fought
the Debtor's attempt to drop or curb medical and death benefits.

U.S. Bankruptcy Judge Christopher S. Sontchi approved the plan in
court after briefings on agreements with retirees and on remaining
concerns of the U.S. Trustee David L. Buchbinder.

                About Allied Systems Holdings

BDCM Opportunity Fund II, LP, Spectrum Investment Partners LP, and
Black Diamond CLO 2005-1 Adviser L.L.C., filed involuntary
petitions for Allied Systems Holdings Inc. and Allied Systems Ltd.
(Bankr. D. Del. Case Nos. 12-11564 and 12-11565) on May 17, 2012.
The signatories of the involuntary petitions assert claims of at
least $52.8 million for loan defaults by the two companies.

Allied Systems, through its subsidiaries, provides logistics,
distribution, and transportation services for the automotive
industry in North America.

Allied Holdings Inc. first filed for chapter 11 protection (Bankr.
N.D. Ga. Case Nos. 05-12515 through 05-12537) on July 31, 2005.
Jeffrey W. Kelley, Esq., at Troutman Sanders, LLP, represented the
Debtors in the 2005 case.  Allied won confirmation of a
reorganization plan and emerged from bankruptcy in May 2007 with
$265 million in first-lien debt and $50 million in second-lien
debt.

The petitioning creditors said Allied defaulted on payments of
$57.4 million on the first lien debt and $9.6 million on the
second.  They hold $47.9 million, or about 20% of the first-lien
debt, and about $5 million, or 17%, of the second-lien obligation.

They are represented by Adam G. Landis, Esq., and Kerri K.
Mumford, Esq., at Landis Rath & Cobb LLP; and Adam C. Harris,
Esq.,and Robert J. Ward, Esq., at Schulte Roth & Zabel LLP.

Allied Systems Holdings Inc. formally put itself and 18
subsidiaries into bankruptcy reorganization June 10, 2012,
following the filing of the involuntary Chapter 11 petition.

The Company is being advised by Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A., and Jeffrey W. Kelley, Esq., at
Troutman Sanders, Gowling Lafleur Henderson.

The bankruptcy court process does not include captive insurance
company Haul Insurance Limited or any of the Company's Mexican or
Bermudan subsidiaries.  The Company also announced that it intends
to seek foreign recognition of its Chapter 11 cases in Canada.

An official committee of unsecured creditors has been appointed in
the case.  The Committee consists of Pension Benefit Guaranty
Corporation, Central States Pension Fund, Teamsters National
Automobile Transporters Industry Negotiating Committee, and
General Motors LLC.  The Committee is represented by Sidley Austin
LLP.

In January 2014, the U.S. Trustee for Region 3 appointed a three-
member Official Committee of Retirees.

Yucaipa Cos. has 55% of the senior debt and took the position it
had the right to control actions the indenture trustee would take
on behalf of debt holders.  The state court ruled in March 2013
that the loan documents didn't allow Yucaipa to vote.

In March 2013, the bankruptcy court gave the official creditors'
committee authority to sue Yucaipa.  The suit includes claims that
the debt held by Yucaipa should be treated as equity or
subordinated so everyone else is paid before the Los Angeles-based
owner. The judge allowed Black Diamond to participate in the
lawsuit against Yucaipa and Allied directors.

Yucaipa American Alliance Fund I, L.P., Yucaipa American Alliance
(Parallel) Fund I, L.P., Yucaipa American Alliance Fund II, L.P.,
Yucaipa American Alliance (Parallel) Fund II, L.P., represented by
Michael R. Nestor, Esq., and Edmund L. Morton, Esq., at Young
Conaway Stargatt & Taylor, LLP; and Robert A. Klyman, Esq., at
Gibson, Dunn & Crutcher LLP.

First Lien Agent, Black Diamond Commercial Finance, L.L.C.,
represented by Adam G. Landis, Esq., and Kerri K. Mumford, Esq.,
at Landis Rath & Cobb LLP; and Adam C. Harris, Esq., Robert J.
Ward, Esq., and David M. Hillman, Esq., at Schulte Roth & Zabel
LLP.

Allied Systems Holdings, Inc., has changed its name to ASHINC
Corporation.

                          *     *     *

ASHINC Corporation, f/k/a Allied Systems Holdings, Inc., and its
debtor affiliates filed with the U.S. Bankruptcy Court for the
District of Delaware a joint Chapter 11 plan of reorganization,
co-proposed by the Committee and the first lien agents.

The Plan provides that certain of the Debtors' assets, the
Litigation Trust Assets, will vest in the Allied Litigation Trust,
and the remainder of the Debtors' assets, including the proceeds
from the sale of substantially all of the Debtors' assets, will
either revest in the Reorganized Debtors or be distributed to the
Debtors' creditors.


ALPHA NATURAL: Seeks Authority to Implement Stock Sale Procedures
-----------------------------------------------------------------
Debtor Foundation PA Coal Company, LLC, asks the U.S. Bankruptcy
Court for the Eastern District of Virginia, Richmond Division, for
authority to implement procedures by which it may, from time to
time, sell certain common shares of Rice Energy Inc., an
unaffiliated non-debtor entity, in open market transactions and
without need for further Court approval.  The Debtor also seeks
authority to pay any applicable stockbroker commissions and fees
related to any sale of Rice Shares.

During the first quarter of 2014, Foundation Coal transferred its
50% interest in an affiliated entity, Alpha Shale JV, to Rice
Energy in exchange for 9,523,810 shares of Rice Energy common stock
and $100 million in cash consideration.  As a result of that
transaction, Foundation Coal owned, and continues to own, a
significant amount of Rice Shares.  Foundation Coal continues to
hold 4,016,146 Rice Shares, with a market value of approximately
$54 million based on the market price of $13.48 per share as of
close of business on Nov. 30, 2015.

Foundation Coal relates that it does not plan to maintain the Rice
Shares as a long term investment and, absent the filing of the
cases, would have continued to liquidate its position.  Foundation
Coal believes that it is appropriate to continue to monetize the
Rice Shares and submits that such sales are best accomplished
opportunistically depending on the state of the market and other
factors.  Foundation Coal further submits that an immediate sale of
all remaining Rice Shares could flood the market and adversely
impact share price.  Nevertheless, Foundation Coal also believes
that it is possible that an opportunity could arise to sell all or
substantially all of the Rice Shares at a favorable price.
Foundation Coal tells the Court that it requires a process to sell
the Rice Shares as and when favorable conditions arise so that the
Debtors may best preserve and maximize the value of the assets.

Foundation Coal relates that the Stock Disposition Procedures will
apply to any sale of Rice Shares, and contains the following terms,
among others:

   (1) All sales will be market transactions with unrelated third
party buyers for cash consideration.  No sales will be made for
less than the then-current trading price on the NYSE; provided
that, any block sale of the remainder of the Rice Shares may
include a negotiated discount typical in such transactions to
account for market volatility risk ("Block Trade Risk
Adjustment").

   (2) Five business days prior to each calendar quarter or as soon
thereafter as is practicable, Foundation Coal will serve a notice
("Quarterly Notice") describing the parameters for potential sales
of the Rice Shares for the quarter by email.

   (3) The Quarterly Notice, at a minimum, will include the
following information with respect to the Sale Parameters: (a) the
number (or range) of Rice Shares potentially to be disposed of
through Proposed Sale(s), which may be accomplished in multiple
transactions or in a single transaction; (b) the minimum share
price for any Potential Sale; (c) the maximum potential Block Trade
Risk Adjustment; (d) the estimated amount of any anticipated Sales
Fees; (e) any other relevant terms, conditions or limitations on
Potential Sales during the quarter; and (d) instructions regarding
the procedures to assert objections to the proposed Sale
Parameters.

Foundation Coal contends that Buyers of any Rice Shares sold
pursuant to the Stock Disposition Procedures will take title to
such Rice Shares free and clear of liens, claims, encumbrances and
other interests, pursuant to section 363(f) of the Bankruptcy Code.
Foundation Coal further contends that all such liens, claims,
encumbrances and other interests will attach to the proceeds of the
sale to the same extent and with the same validity and priority as
with respect to the Rice Shares.  Foundation Coal proposes that all
buyers of the Rice Shares sold pursuant to the Stock Disposition
Procedures be entitled to the protections of Section 363(m) of the
Bankruptcy Code.

Alpha Natural Resources is represented by:

          David G. Heiman, Esq.
          Clark E. Black, Esq.
          Thomas A. Wilson, Esq.
          JONES DAY
          North Point
          901 Lakeside Avenue
          Cleveland, OH 44114
          Telephone: (216)586-3939
          Facsimile: (216)579-0212
          E-mail: dgheiman@jonesday.com
                  tawilson@jonesday.com

                - and -

          Tyler P. Brown, Esq.
          J.R. Smith, Esq.
          Henry P. (Toby) Long, Esq.
          Justin F. Paget, Esq.
          HUNTON & WILLIAMS LLP
          Riverfront Plaza, East Tower
          951 East Byrd Street
          Richmond, VA 23219
          Telephone: (804)788-8200
          Facsimile: (804)788-8218
          E-mail: tpbrown@hunton.com
                  jrsmith@hunton.com
                  hlong@hunton.com
                  jpaget@hunton.com

                  About Alpha Natural Resources

Alpha Natural -- http://www.alphanr.com/-- is a coal supplier,    
ranked second largest among publicly traded U.S. coal producers as
measured by 2014 consolidated revenues of $4.3 billion.  

Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of June
30, 2015, and $7.3 billion in total liabilities as of June 30,
2015.  The petition was signed by Richard H. Verheij, executive
vice president, general counsel and corporate secretary.

Judge Kevin R. Huennekens presides over the case.

David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.

Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel.  Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment
banker.  Kurtzman Carson Consultants, LLC, is the Debtors' claims
and noticing agent.

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



AMERICAN APPAREL: Dov Charney has 41.4% Stake as of Dec. 4
----------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Dov Charney disclosed that as of Dec. 4, 2015, he
beneficially owns 74,560,813 shares of common stock of American
Apparel, Inc., representing 41.4 percent of the shares outstanding.
Mr. Charney is the founder and former Chairman and CEO of American
Apparel.

Mr. Charney disclosed he is exploring plans with investors and
industry executives in an effort to develop a value-maximizing
solution for the Company, its thousands of manufacturing, retail,
administrative and creative employees, its customers, as well as
the Los Angeles community where American Apparel is one of the
largest private sector employers.

Mr. Charney has engaged Cardinal Advisors, LLC as financial advisor
in connection with an evaluation of strategic alternatives
involving American Apparel.

                      About American Apparel

American Apparel, Inc., American Apparel (USA), LLC,  American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 15-12055) on
Oct. 5, 2015.  The petition was signed by Hassan Natha as chief
financial officer.

The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.

The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business focused
on branded fashion-basic apparel, employing approximately 8,500
employees across six manufacturing facilities and approximately 230
retail stores in the United States and 17 other countries
worldwide.

The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.


AMERICAN APPAREL: Files Bankruptcy Rule 2015.3 Periodic Report
--------------------------------------------------------------
American Apparel Inc. filed a report on the value, operations and
profitability, as of June 30, 2015 and Dec. 31, 2014, of these
companies in which they hold a substantial or controlling
interest:

   Companies                                  Interest of Estate  
   ---------                                  ------------------  
   Canada Retail Inc.                                100%
   Canada Wholesale Inc.                             100%
   American Apparel Deutschland GmbH                 100%
   American Apparel Spain S.L.                       100%
   American Apparel Italia SRL                       100%
   American Apparel (Carnaby) Limited                100%
   American Apparel (UK) Limited                     100%
   American Apparel Ireland Limited                  100%
   American Apparel Japan Yugen Kaisha               100%
   American Apparel Korea Co., Ltd.                  100%
   American Apparel (Beijing) Trading Company, Ltd.  100%
   American Apparel Australia Limited                100%
   American Apparel Retail (Israel) Ltd.             100%
   American Apparel Mexico, S. de R.L. de C.V.       100%
   American Apparel Mexico Labor,
      S. de R.L. de C.V.                             100%
   American Apparel Mexico Import,
      S. de R.L. de C.V.                             100%
   American Apparel do Brasil Comercio
      de Roupas Ltda.                                100%

American Apparel filed the report pursuant to Bankruptcy Rule
2015.3.  The report is available for free at http://is.gd/IGWztP

                      About American Apparel

American Apparel, Inc., American Apparel (USA), LLC,  American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Proposed Lead Case No.
15-12055) on Oct. 5, 2015.  The petition was signed by Hassan Natha
as chief financial officer.

The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.

The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business focused
on branded fashion-basic apparel, employing approximately 8,500
employees across six manufacturing facilities and approximately 230
retail stores in the United States and 17 other countries
worldwide.

The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.


AMR CORP: To Pay $4.6 Million in Back Rent at JFK, LaGuardia
------------------------------------------------------------
Linda Chiem at Bankruptcy Law360 reported that a New York
bankruptcy judge on Dec. 2, 2015, approved a deal in which AMR
Corp. will pay the Port Authority of New York and New Jersey $4.6
million to resolve outstanding rent the airline owed at John F.
Kennedy International and LaGuardia airports.  U.S. Bankruptcy
Judge Sean H. Lane signed off on a stipulation in which AMR, now
American Airlines Group Inc., will pay about $4.47 million to cover
rent it discovered it still owed for slots at the two New York
airports.

                   About American Airlines

AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan
on Nov. 29, 2011, after failing to secure cost-cutting labor
agreements.

AMR, previously the world's largest airline prior to mergers by
other airlines, is the last of the so-called U.S. legacy airlines
to seek court protection from creditors.

American Airlines, American Eagle and the AmericanConnection
carrier serve 260 airports in more than 50 countries and
territories with, on average, more than 3,300 daily flights.  The
combined network fleet numbers more than 900 aircraft.

The Company reported a net loss of $884 million on $18.02 billion
of total operating revenues for the nine months ended Sept. 30,
2011.  AMR recorded a net loss of $471 million in the year 2010, a

net loss of $1.5 billion in 2009, and a net loss of $2.1 billion
in
2008.

AMR's balance sheet at Sept. 30, 2011, showed $24.72 billion
in total assets, $29.55 billion in total liabilities, and a
$4.83 billion stockholders' deficit.

Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors.  Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, are on board as special counsel.  Rothschild
Inc., is the financial advisor.   Garden City Group Inc. is the
claims and notice agent.

Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and
Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP
serve as counsel to the Official Committee of Unsecured Creditors
in AMR's chapter 11 proceedings.  Togut, Segal & Segal LLP is the
co-counsel for conflicts and other matters; Moelis & Company LLC
is the investment banker, and Mesirow Financial Consulting, LLC,
is the financial advisor.


ANTIOCH CO: 6th Circ. Seeks Ohio High Court Input in Payout Row
---------------------------------------------------------------
Carmen Germaine at Bankruptcy Law360 reported that the Sixth
Circuit on Dec. 2, 2015, asked the Ohio Supreme Court for help in
determining whether defunct scrapbooking giant Antioch Co. LLC can
sue former executives over a decade-old employee stock payout, an
issue related to Antioch's suit against McDermott Will & Emery
LLP.

The three-judge panel granted a motion from the litigation trust
for Antioch, the parent of scrapbooking company Creative Memories,
to certify to the Ohio Supreme Court.

                     About The Antioch Company

St. Cloud, Minn.-based scrapbook company The Antioch Company and
six affiliates filed for Chapter 11 bankruptcy (Bankr. D. Minn.
Case No. 13-41898) in Minneapolis on April 16, 2013.  Antioch
disclosed $10 million to $50 million in both assets and debts.

The affiliates that separate filed for Chapter 11 are Antioch
International-Canada LLC, Antioch International LLC, zeBlooms LLC,
Antioch Framers Supply LLC, Antioch International-New Zealand LLC,
and Creative Memories Puerto Rico, LLC.

Founded in 1926, Antioch and its affiliates make up one of the
world's preeminent suppliers of scrapbooks, related accessories,
and photo solutions for memory preservation through the direct
sales channel.  The Debtors also go by business names Creative
Memories, Antioch, Agenda, Antioch Publishing, Cottage Arts, Frame
of Mind and Webway.

Antioch has 200 employees and currently has operations through the
Debtor companies and foreign subsidiaries in the United States,
Canada, Japan, Australia, and New Zealand. In 2012, the Company's
net revenue was approximately $93.8 million and it had a net loss
of $3.7 million.

Antioch previously sought bankruptcy protection in 2008 (Bankr.
S.D. Ohio Case No. 08-35741).

In the 2013 case, the U.S. Trustee appointed a seven-member
creditors committee.  Faegre Baker Daniels LLP serves as its
counsel.  Crowe Horwath LLP serves as its financial advisor.

The Antioch Company, et al., and the Official Committee of
Unsecured Creditors, obtained confirmation on Nov. 14, 2013, of
their Second Amended Joint Plan of Reorganization dated Nov. 13,
2013.


ARCHDIOCESE OF MILWAUKEE: Case Won't Go to High Court
-----------------------------------------------------
Stephanie Cumings, writing for Bloomberg Brief - Distress &
Bankruptcy, reported that the U.S. Supreme Court won't have a
chance to weigh in on whether or not it was appropriate for the
Archdiocese of Milwaukee to transfer $55 million into a cemetery
trust, effectively shielding it from abuse victims.

According to the report, the Seventh Circuit ruled in March that
the Archdiocese couldn't defend the transfer by invoking the
Religious Freedom Restoration Act, or RFRA.  The trustee appealed
the case to the Supreme Court in May, but the case was dismissed
Dec. 3 under Rule 46 of the Rules of the Supreme Court of the
United States, which allows the parties to a case to file an
agreement in writing that a case be dismissed at any stage in the
proceedings, the report related.

              About the Archdiocese of Milwaukee

The Diocese of Milwaukee was established on Nov. 28, 1843, and
was elevated to an Archdiocese on Feb. 12, 1875, by Pope Pius IX.
The region served by the Archdiocese consists of 4,758 square
miles in southeast Wisconsin which includes counties Dodge, Fond
du Lac, Kenosha, Milwaukee, Ozaukee, Racine, Sheboygan,
Walworth, Washington and Waukesha. There are 657,519 registered
Catholics in the Region.

The Catholic Archdiocese of Milwaukee, in Wisconsin, filed for
Chapter 11 bankruptcy protection (Bankr. E.D. Wis. Case
No. 11-20059) on Jan. 4, 2011, to address claims over sexual
abuse by priests on minors.

The Archdiocese became at least the eighth Roman Catholic diocese
in the U.S. to file for bankruptcy to settle claims from current
and former parishioners who say they were sexually molested by
priests.

The Archdiocese estimated assets and debts of $10 million to $50
million in its Chapter 11 petition.

Daryl L. Diesing, Esq., at Whyte Hirschboeck Dudek S.C., in
Milwaukee, Wisconsin, serves as the Archdiocese's counsel.

The Official Committee of Unsecured Creditors in the bankruptcy
case has retained Pachulski Stang Ziehl & Jones LLP as its
counsel, and Howard, Solochek & Weber, S.C., as its local
counsel.


ATLANTIC & PACIFIC: Stop & Shop Buys Assets for $148 Million
------------------------------------------------------------
Great Atlantic & Pacific Tea Company Inc. has sold some of its New
York stores to Stop & Shop Supermarket Company LLC, which made a
$148.389 million offer.

Stop & Shop initially made a cash offer of $146.3 million for 25
retail stores operated by the company under the A&P, Pathmark and
Waldbaums names.  The initial sale agreement was approved on Sept.
22.  

Following a court-supervised auction on Oct. 1, Stop & Shop
increased its offer to $148.389 million after its offer to acquire
another New York store was selected as the winning bid.  The store
is located at 195 North Bedford Road, Mount Kisco.  

The sale was approved by Judge Robert Drain of the U.S. Bankruptcy
Court for the Southern District of New York.

A copy of the court order is available without charge at
http://is.gd/Ayi2er

       About The Great Atlantic & Pacific Tea Company, Inc.

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc., and its affiliates are one of the nation's oldest
leading supermarket and food retailers, operating approximately 300
supermarkets, beer, wine, and liquor stores, combination food and
drug stores, and limited assortment food stores across six
Northeastern states.  The primary retail operations consist of
supermarkets operated under a variety of well known trade names, or
"banners," including A&P, Waldbaum's, SuperFresh, Pathmark, Food
Basics, The Food Emporium, Best Cellars, and A&P Liquors.  The
Company employs approximately 28,500 employees, over 90% of whom
are members of one of twelve local unions whose members are
employed by the Debtors under the authority of 35 separate
collective bargaining agreements.

Then with 429 stores, A&P and its affiliates filed Chapter 11
petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010, and
in 2012 emerged from Chapter 11 bankruptcy as a privately held
company with 320 supermarkets.

On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors
each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching
deals for the going concern sales of 120 stores.  The Debtors are
seeking joint administration under Case No. 15-23007.

The Debtor disclosed total assets of $601,441,108 and total
liabilities of $1,984,459,086 as of the Petition Date.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore
Group L.L.C., as investment banker, FTI Consulting, Inc., as
financial advisor, Hilco Real Estate, LLC, as real estate advisor,
and Prime Clerk LLC, as claims and noticing agent.

The U.S. Trustee for Region 2 appointed seven creditors to serve on
the official committee of unsecured creditors.  Pachulski Stang
Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC, as
serves as its financial advisors and bankruptcy consultants.


ATLANTIC & PACIFIC: Strulovitch Buying Brooklyn Assets for $6-Mil.
------------------------------------------------------------------
An affiliate of Great Atlantic & Pacific Tea Company Inc. received
court approval to sell its assets to Strulovitch Family LLC for $6
million.

The order, issued by U.S. Bankruptcy Judge Robert Drain, allowed
A&P Real Property LLC to sell the assets, including a lease for its
store located at 1245 61st Street, Brooklyn, New York.

Under the deal, Strulovitch offered $5.925 million to acquire the
lease and $75,000 for the other assets.

Manischevitz Family LLC, the initial buyer, won the
court-supervised auction for the assets in October.  The company
subsequently assigned its $6 million bid to New York-based
Strulovitch, court filings show.
  
A copy of the court order is available without charge at:

                       http://is.gd/zKYnM0

       About The Great Atlantic & Pacific Tea Company, Inc.

Based in Montvale, New Jersey, The Great Atlantic & Pacific Tea
Company, Inc., and its affiliates are one of the nation's oldest
leading supermarket and food retailers, operating approximately 300
supermarkets, beer, wine, and liquor stores, combination food and
drug stores, and limited assortment food stores across six
Northeastern states.  The primary retail operations consist of
supermarkets operated under a variety of well known trade names, or
"banners," including A&P, Waldbaum's, SuperFresh, Pathmark, Food
Basics, The Food Emporium, Best Cellars, and A&P Liquors.  The
Company employs approximately 28,500 employees, over 90% of whom
are members of one of twelve local unions whose members are
employed by the Debtors under the authority of 35 separate
collective bargaining agreements.

Then with 429 stores, A&P and its affiliates filed Chapter 11
petitions (Bankr. S.D.N.Y. Case No. 10-24549) on Dec. 12, 2010, and
in 2012 emerged from Chapter 11 bankruptcy as a privately held
company with 320 supermarkets.

On July, 19, 2015, with 300 stores, A&P and 20 affiliated debtors
each filed a Chapter 11 petition (Bankr. S.D.N.Y.) after reaching
deals for the going concern sales of 120 stores.  The Debtors are
seeking joint administration under Case No. 15-23007.

The Debtor disclosed total assets of $601,441,108 and total
liabilities of $1,984,459,086 as of the Petition Date.

The Debtors tapped Weil, Gotshal & Manges LLP as counsel, Evercore
Group L.L.C., as investment banker, FTI Consulting, Inc., as
financial advisor, Hilco Real Estate, LLC, as real estate advisor,
and Prime Clerk LLC, as claims and noticing agent.

The U.S. Trustee for Region 2 appointed seven creditors to serve on
the official committee of unsecured creditors.  Pachulski Stang
Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC, as
serves as its financial advisors and bankruptcy consultants.


BALTIMORE HOTEL: Moody's Maintains 'Ba2' Subordinate Ratings
------------------------------------------------------------
Moody's Investors Service has maintained the Ba1 senior and Ba2
subordinate ratings on the City of Baltimore (MD) Hotel
Corporation's Convention Center Hotel Revenue Bonds, Senior Series
2006A and Subordinate Series 2006B.  The outlook is stable.  The
senior lien bonds and subordinate lien bonds are outstanding in the
amounts of $241.56 million and $52.1 million, respectively. The
bonds were originally issued to finance the construction of a 757
bed Hilton hotel adjacent to the convention center that opened in
August 2008.

SUMMARY RATING RATIONALE

The ratings reflect the hotel's resilient, yet volatile financial
performance during the economic downturn and civil unrest.  This
performance evidences the hotel's competitive position within its
relatively stable, yet highly competitive market.  Although hotel
revenues continue to fall short of the levels expected at the time
of the initial bond financing and total margins may be lower than
comparably rated peers, the hotel benefits from a more stable
revenue profile with access to additional tax revenue.  This city
support includes the site-specific hotel occupancy tax (HOT)
collected at the property and the ability to use up to $7 million
of city-wide HOT that must be appropriated from the city's budget
annually, if needed.  The ratings also incorporate the hotel's
maintenance of adequate reserve levels, which will be critical in
allowing the hotel to remain competitive in the coming years.

OUTLOOK

The stable outlook is based on our view that the hotel's stable
operating and financial profile will be maintained.  Despite an
expected decline in operating performance in 2015, the hotel has
seen stability in its operating revenues with year-over-year
improvement in revenue per available room (RevPAR) in each of the
prior three years (2012-2014).

What Could Change the Rating - UP

  Hotel operating performance that generates margins sufficient to

   cover debt service without full use of the site-specific HOT

What Could Change the Rating - DOWN

  If the hotel's financial performance deteriorates and any city-
   wide HOT collections are needed to meet operating and debt
   service requirements; if operating performance declines to the
   point that the hotel is in a weaker position versus its
   competitive set

OBLIGOR PROFILE

The Baltimore Hotel Corporation (BHC or the corporation), a
nonprofit, nonstock corporation was incorporated on Oct. 14, 2005,
as an instrumentality of the City of Baltimore.  BHC was formed to
assist the Mayor and City Council of Baltimore (the city) in
accomplishing an essential governmental function of enhancing
economic development within the city by promoting and expanding the
use of the Baltimore Convention Center.  Hotel construction was
completed and the hotel commenced operations effective
Aug. 22, 2008.

LEGAL SECURITY

The bonds are secured by loan payments from the corporation equal
to debt service, which is in turn secured by the net revenues of
the hotel and a first lien mortgage on the facility, both of which
are pledged directly to bondholders.  In addition, the city has
covenanted to budget and appropriate annually the following for the
purposes of paying debt service: an amount equal to the hotel
occupancy taxes generated by the hotel, the property taxes paid by
the hotel to the city, and up to $7 million of city-wide hotel
occupancy taxes (equal to 25% of maximum annual debt service on the
Series 2006A and 2006B bonds combined).

The bond indenture requires a senior lien debt service reserve fund
and a subordinate lien debt service reserve fund.  Although the
$16.9 million senior lien debt service reserve fund includes $8.5
million in cash, the other 50% is fulfilled by a surety policy from
Syncora (ratings withdrawn), which Moody's believes provides a
substantially lower level of credit protection.  Due to the
deterioration in the credit strength of Syncora since the policy
was issued, its ability to honor this commitment has been
materially impacted and as a result, the money reasonably available
in this reserve that protects bondholders from default is
measurably lower.  The senior lien bonds also have access to a
senior FF&E reserve fund, which is intended for refreshing the
physical property of the hotel but could be used to pay senior lien
debt service after the use of the senior lien debt service reserve
funds.  This reserve was $8.4 million at 2014 year-end and is
projected to be $11.8 million at 2015 year-end.

The subordinate bonds remain supported by a $3.9 million
cash-funded debt service reserve fund.  The subordinate bonds do
not have access to the subordinate FF&E reserve fund.  The
subordinate lien rating also reflects the depletion of the $4
million operating reserve portion that supports that lien.



BATE LAND: Files Bankruptcy Rule 2015.3 Periodic Report
-------------------------------------------------------
Bate Land & Timber LLC filed a report with the U.S. Bankruptcy
Court for the Eastern District of North Carolina, disclosing that
it holds interest in this company as of June 30, 2015:

   Company                       Interest of Estate  
   -------                       ------------------  
   Squires CG, LLC                97.09% (Class B)

Bate Land filed the report pursuant to Bankruptcy Rule 2015.3.  The
report is available for free at http://is.gd/9qllPH

                     About Bate Land & Timber

Willotte, North Carolina-based Bate Land & Timber, LLC, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C.
Case No. 13-04665) on July 25, 2013.  Judge Stephani W.
Humrickhouse oversees the Chapter 11 case.

The Debtor, in amended schedules, disclosed $53,477,624 in assets
and $74,162,211 liabilities as of the Chapter 11 filing.  The
petition was signed by Brad Cheers, manager.

The Bankruptcy Administrator for the Eastern District of North
Carolina was unable to organize and recommend the appointment of a
committee of creditors holding unsecured claims against the Debtor.


CAESARS ENTERTAINMENT: Noteholder Says $115M Deal Violates Law
--------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that attorneys
representing a proposed class of investors that hold notes from
Caesars Entertainment Corp.'s bankrupt operating unit defended on
Dec. 2, 2015, in New York federal court its charge that a $155
million refinancing deal violated a federal law meant to protect
bondholders, arguing Caesars breached a contract with noteholders.


Lead plaintiff Frederick Barton Danner filed court papers
supporting the proposed class's bid to have U.S. District Judge
Shira Scheindlin rule as a matter of law that Caesars violated the
Trust Indenture Act.

In a separate report, Jessica Corso at Bankruptcy Law360 said that
Caesars Entertainment Operating Corp. is accusing its non-debtor
parent of withholding valuable information over a series of
transactions that forced the company into bankruptcy, asking an
Illinois federal judge Wednesday to order the handover of documents
that could be used to uncover wrongdoing committed by the parent
company.

CEOC says a subpoena issued to Caesars Entertainment Corp. in July
was returned by the parent with a note saying that many of the
documents requested by the debtor were privileged.

                   About Caesars Entertainment

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

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

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

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

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

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

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

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

On February 5, 2015, U.S. Trustee Patrick Layng appointed nine
creditors to the Debtors' official committee of unsecured
creditors.  Two of these creditors -- the Board of Levee
Commissioners for the Yazoo Mississippi Delta and MeehanCombs
Global Credit Opportunities Master Fund LP -- resigned from the
committee following their appointment.  They were replaced by the
National Retirement Fund and Relative Value-Long/Short Debt, a
Series of Underlying Funds Trust.


CAMAR CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: Camar Construction Co. Inc.
        9900 Sanders Ferry Rd
        Tuscaloosa, AL 35401

Case No.: 15-71963

Chapter 11 Petition Date: December 8, 2015

Court: United States Bankruptcy Court
       Northern District of Alabama (Tuscaloosa)

Judge: Hon. Jennifer H. Henderson

Debtor's Counsel: Herbert M Newell, III, Esq.
                  NEWLL & HOLDEN, LLC
                  2117 Jack Warner Parkway Ste 5
                  Tuscaloosa, AL 35401
                  Tel: 205 343-0340
                  Email: hnewell@newell-law.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Horace Overton, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/alnb15-71963.pdf


CHARLES BRELAND: Levada's Bid for Partial Summary Judgment Denied
-----------------------------------------------------------------
Judge Callie V. Granade of the United States District Court for the
Southern District of Alabama, Southern Division, denied Levada EF
Five, LLC's motion for partial summary judgment.

Plaintiffs Charles K. Breland, Jr., Osprey Utah, LLC, Water Canyon
Holdings, LLC, Range Creek Holdings, LLC, and Utah Reverse
Exchange, LLC alleged that Levada breached the Amended and Restated
Agreement entered into between the parties.  In the agreement,
Levada agreed to payoff a collateral agreement between Breland and
Cypress Capital (the "Cypress Litigation") in exchange for the
transfer of Breland's interest in Utah Reserve, Water Canyon, and
Range Creek to Levada.

Levada avered that it was due judgment as a matter of law because:

     (1) it owes no money to Breland due to the Cypress
         Litigation judgment equaling an amount greater than
         $2,900,000;

     (2) Breland can prove no damages caused by the property
         taxes he paid; and

     (3) it was excused from development of the subject property
         by December 31, 2014 due to the force majeure clause.

Judge Granade found that the provision in the agreement is
ambiguous as to the whether Levada was obligated to settle the
Cypress Litigation for a much lower amount and whether Levada owes
attorney's fees to Breland.  Thus, the judge held that extrinsic
evidence is needed to determine the intent of the parties.

As to Levada's argument pertaining to the tax payment, Judge
Granade found that it is apparent that the plaintiffs have likely
suffered damages at least in the amount of the tax payment.

As to the last point, Judge Granade found that the development
clause of the agreement is ambiguous and cannot be interpreted as a
matter of law.  The judge held that the parties' intentions
regarding the ambiguities can only be resolved through extrinsic
evidence.

The case is CHARLES K. BRELAND, JR. et al., Plaintiffs, v. LEVADA
EF FIVE, LLC, Defendant, CIVIL ACTION NO. 14-00158-CG-C (S.D.
Ala.).

A full-text copy of Judge Granade's November 24, 2015 order is
available at http://is.gd/DsaHdZfrom Leagle.com.

Charles K. Breland, Jr., Osprey Utah, LLC, Water Canyon Holdings,
LLC, Range Creek Holdings, LLC and Utah Reverse Exchange, LLC, are
represented by:

          Robin Bryan Cheatham, Esq.
          ADAM AND REESE, LLP
          One Shell Square
          701 Poydras Street, Suite 4500
          New Orleans, LA 70139
          Tel: (504) 581-3234
          Fax: (504) 566-0210
          Email: robin.cheatham@arlaw.com

Levada EF Five, LLC is represented by:

          Christopher W. Healy, Esq.
          REED SMITH LLP
          599 Lexington Avenue 22nd Floor
          New York, NY 10022
          Tel: (212) 521-5400
          Fax: (212) 521-5450
          Email: chealy@reedsmith.com

Louis W. Breland is represented by:

          Kevin Charles Gray, Esq.
          655 Gallatin Street SW
          Huntsville, AL 35801
          Tel: (256) 551-0171
          Email: kgray@maynardcooper.com

                     About Charles Breland

Charles Breland filed a chapter 11 bankruptcy case (Bankr. S.D.
Ala. Case No. 09-11139) on March 11, 2009.  He is represented by
Robin B. Cheatham, Esq., at Adams and Reese.  Mr. Breland
confirmed a plan on Dec. 10, 2010.  The plan was substantially
consummated on Dec. 27, 2010.


CLEAR CHANNEL: Moody's Lowers Corp. Family Rating to B3
-------------------------------------------------------
Moody's Investors Service downgraded Clear Channel Worldwide
Holdings, Inc.'s (CCW) corporate family rating (CFR) to B3 from B2.
The series A & B senior notes due 2022 were downgraded to B2 from
B1 and the series A & B senior subordinated notes due 2020 were
downgraded to Caa1 from B3.  The proposed $225 million of senior
notes due 2020 by subsidiary Clear Channel International B.V. was
assigned a B2 rating.  The outlook is stable.

The downgrade reflects the issuance of $225 million of senior notes
at subsidiary Clear Channel International B.V. that increases the
pro-forma leverage level to 7.6x as of Q3 2015 (excluding Moody's
standard lease adjustments) from 7.3x which is above the threshold
for the B2 CFR level.  Weak operating performance in international
markets due to the impact of the strong US$ combined with a debt
structure denominated in US$ has been a headwind for the company
over the last year.  Foreign exchange risk is expected to remain as
the debt balances are anticipated to remain unhedged.

The proposed $225 million of senior notes at Clear Channel
International B.V. (CCIB) was assigned a B2 rating given their
structural seniority to the European assets compared to the notes
at CCW.  The assets of Australia, New Zealand, and Singapore are
also included in the subsidiary, but are permitted to be sold or
removed from this entity in the future without a prepayment of the
notes.  The CCIB Notes will not have a claim on the Americas assets
or have a guarantee from the parent company which limits a rating
above the CCW senior notes given the significant value and high
EBITDA margins of the Americas assets.  The issuer and guarantors
of the proposed debt comprise 45% of total assets of CCIB and 86%
of the liabilities as of YE 2014 pro-forma for the debt issue and
does not include the subsidiary in France as a guarantor which is
its largest market.  Debt proceeds are expected to fund a
distribution to Clear Channel Outdoor Holdings, Inc. (CCOH) and
ultimately to its shareholders including iHeartCommunications, Inc.
(iHeart).

Summary of Rating Actions:

Issuer: Clear Channel International B.V.

  $225 million Gtd Senior notes due 2020 assigned a B2 (LGD3)
   rating

Outlook Stable

Issuer: Clear Channel Worldwide Holdings, Inc.

  Corporate Family Rating downgraded to B3 from B2

  Probability of Default Rating downgraded to B2-PD from B1-PD

  $735.75 million Series A Gtd Senior notes due 2022 downgraded to

   B2 (LGD3) from B1 (LGD3)

  1,989.25 million Series B Gtd Senior notes due 2022 downgraded
   to B2 (LGD3) from B1 (LGD3)

  $275 million Series A Gtd Senior Subordinated notes due 2020
   downgraded to Caa1 (LGD6) from B3 (LGD6)

  $1,925 million Series B Gtd Senior Subordinated notes due 2020
   downgraded to Caa1 (LGD6) from B3 (LGD6)

  Speculative Grade Liquidity rating was changed to SGL3 from SGL2

Outlook Stable

RATINGS RATIONALE

CCW's B3 (CFR) primarily reflects CCOH's very high leverage of 7.6x
as of Q3 2015 (pro-forma for the proposed notes and excluding
Moody's standard lease adjustment) as well as the upstream or
dividend to equity holders of free cash flow to service iHeart's
significant debt levels.  Given iHeart's reliance on CCOH's cash
flow to service a substantial portion of its debt, CCOH's credit
ratings are constrained by the weak credit conditions at the parent
company.  The dependence by iHeart is partially offset by the
absence of guarantees between CCOH and iHeart, effectively
relieving CCOH of recourse against its assets by lenders to the
parent company and allows for an up-notching of CCW's CFR rating by
two notches to B3 from iHeart's Caa2.  In time, potentially more
debt could be issued at CCW to support iHeart's capital structure
or outdoor asset sales could reduce CCOH's EBITDA and increase
leverage further.  The company's debt is also denominated in US
dollars while a significant part of its operations are denominated
in foreign currencies.  This exposes the company to foreign
exchange risk that is not hedged.  The recent strength of the US$
compared to several international currencies has negatively
impacted its International reported results.

The rating is supported by the strength of its high margin Americas
division and from its diverse international operations which cause
CCOH to be one of the largest outdoor advertising companies in the
world.  The rating also receives support from the conversion of
traditional billboards to digital which we expect will lead to
higher revenue and EBITDA margins over time.  Compared to other
traditional media outlets, outdoor advertising is not likely to
suffer from disintermediation and benefits from restrictions on the
supply of additional billboards (particularly in the US) that help
support advertising rates and high asset valuations.

CCOH's liquidity profile is expected to be adequate as indicated by
its Speculative Grade Liquidity Rating of SGL-3.  The cash balance
is $173 million as of Q3 2015 and the company has a $75 million
revolving facility due 2018 ($57 million of letters of credit
issued, which reduces its availability).  Interest coverage
(excluding Moody's standard adjustments) is expected to be 2.2x
pro-forma for the proposed transaction, absent additional debt
issuance.

Over the next twelve months, Moody's anticipates that the company
will generate over $100 million in free cash flow after funding
debt service and capital expenditures.  However, CCOH will likely
continue to pay out dividends to equity holders or lend all excess
cash flow to iHeart through the revolving promissory note.  The
amount due CCOH from iHeart is $914 million as of Q3 2015.  Moody's
expects the amount due to generally remain below $1.15 billion
(given current ownership and shares outstanding) as balances at
approximately that level would likely lead to a demand for a
paydown and a subsequent dividend to all shareholders (iHeart would
receive approximately 90% given their ownership position).  The
company benefits from the absence of any material debt maturities
until 2020.

The note indentures contain an incurrence covenant that allows for
additional debt to pay a dividend if consolidated leverage remains
below 7.0x (6.7x as of Q3 2015).  Pro-forma for the new $225
million debt issue there would be minimal ability to issue
additional debt to pay a dividend until EBITDA increased.

The stable outlook reflects our expectation that revenue and EBITDA
will grow in the low single digits on a constant currency basis but
remain under pressure on a reported basis in the short term due to
foreign exchange headwinds from its international operations.
There is also the potential for additional debt issuance (albeit
subject to an incurrence test) or asset sales to negatively impact
leverage.  As a result, we expect leverage will increase modestly
over the next year.  Free cash flow will likely continue to be
upstreamed to iHeart as permitted under the Corporate Services
Agreement or paid out as a dividend to equity holders.

CCW's corporate family rating is not likely to experience upward
rating pressure due to the already high leverage at the company and
the extremely leveraged capital structure at iHeart.  The dividend
or sweep of CCOH's residual free cash flow to service the parent's
debt will also limit credit improvement.  Given iHeart's reliance
on cash flow from CCOH, Moody's do not anticipate any upwards
rating momentum over the rating horizon.

The rating would likely experience a downgrade if leverage
increases and is sustained above 8.25x (excluding Moody's standard
adjustments for lease expenses) as a result of additional debt
issuance, asset sales, or weak operating performance.  The rating
could also come under pressure if it increasingly appeared likely
that iHeart might default on its debt structure due to economic
weakness, poor operating performance, or secular pressure.

The principal methodology used in these ratings was Global
Broadcast and Advertising Related Industries published in May
2012.

Clear Channel Worldwide Holdings, Inc. (CCW) is an intermediate
holding company which houses the assets of the international
outdoor advertising operating segment of Clear Channel Outdoor
Holdings, Inc. (CCOH).  Headquartered in San Antonio, Texas, CCOH
is a leading global outdoor advertising company that generates
annual revenues of approximately $2.8 billion and operates in over
40 countries.  iHeartCommunications, Inc. (iHeart) owns about 90%
of CCOH and controls 99% of the voting power.



CLOUDBREAK ENTERTAINMENT: Trial on Contract Suit Moved to Feb. 10
-----------------------------------------------------------------
Kurt Orzeck at Bankruptcy Law360 reported that "Survivor"
co-creator Conrad Riggs' company Cloudbreak Entertainment Inc.
declared bankruptcy in California federal court on Dec. 1, 2015, on
the eve of trial in a suit claiming Riggs owes $14 million to an
attorney who allegedly provided financial advice on the show's
creation.

A California state court clerk told Law360 on Dec. 2, that the
trial in attorney Layne Leslie Britton's breach of contract suit
against Riggs, who worked with creator Mark Burnett in bringing
"Survivor" to CBS Broadcasting Inc., was postponed from Dec. 2,
2015, to Feb. 10.  The petition was signed by Conrad Riggs,
president.

Santa Monica, California-based Cloudbreak Entertainment, Inc.,
filed for Chapter 11 protection (Bankr. C.D. Cal. Case No.
15-28443) on Dec. 1, 2015.  Bankruptcy Judge Neil W. Bason presides
over the case.  Jeremy V. Richards, Esq., at Pachulski Stang Ziehl
& Jones LLP represents the Debtor in its restructuring effort.  The
Company estimated asset and debts at $1 million to $10 million.


COCO BEACH: IPFS Seeks to Terminate Insurance Premium Finance Deal
------------------------------------------------------------------
IPFS Corporation asks the U.S. Bankruptcy Court for the District of
Puerto for relief from the automatic stay imposed in the Chapter 11
case of Coco Beach & Country Club, SE, to allow it to terminate its
insurance premium finance agreement and to recover its unearned
insurance premiums for the benefit of the Debtor.

In the alternative, IPFS asks the Court to issue an order requiring
the Debtor to make adequate protection payments.  IPFS also
requests grant of attorney's fees and costs associated with the
filing of this Motion allowing IPFS a "super-priority"
administrative claim.

IPFS Corporation is represented by:

          Jesus E. Cuza, Esq.
          Joaquin J. Alemany, Esq.
          HOLLAND & KNIGHT LLP
          701 Brickell Avenue, Suite 3300
          Miami, Florida 33131
          Phone: (305) 789-7763
          Fax: (305) 789-7799
          Email: jesus.cuza@hklaw.com
          Email: joaquin.alemany@hklaw.com

                   About Coco Beach Golf

Coco Beach Golf & Country Club, S.E., is the owner of a first
class golf and country club in Rio Grande, Puerto Rico, currently
operating under the name of Trump International Golf Club Puerto
Rico.  Trump International Golf Club has two 18-hole golf courses
and country club facilities.

The Company sought Chapter 11 protection (Bankr. D.P.R. Case No.
15-05312) in Old San Juan, Puerto Rico, on July 13, 2015, and
immediately filed a motion seeking to sell most of the assets for
$2.04 million in cash to OHorizons Global, LLC, subject to higher
and better offers.


COCO BEACH: Wants Pre-Transfer Date Liens on Golf Club Cancelled
----------------------------------------------------------------
Coco Beach Golf & Country Club, S.E., and OHorizons Global, LLC,
ask the U.S. Bankruptcy Court for the District of Puerto to cancel
all pre-transfer date liens upon the Golf Parcel located in the
Municipality of Río Grande, Puerto Rico.

The parties also ask the Court direct the Registrar of the Property
in charge of the Third Section of Carolina to allow for the
recordation and inscription of the transfer of the rights, title
and interest over the Golf Parcel from the Debtor to Coco Beach
Golf, LLC, and direct CRIM and Treasury to record the Gold Parcel
in the name of Coco Beach Golf, LLC.

Coco Beach Golf & Country Club, S.E. is represented by:

          Wigberto Lugo Mender, Esq.
          Centro Internacional de Mercadeo
          Carr #165 Torre 1 Suite 501
          Guaynabo, PR 00968
          Phone:(787) 707-0404
          Fax:(787) 707-0412
          Email:trustee@lugomender.com

OHorizons Global LLC is represented by:

          Antonio Arias Larcada, Esq.
          Lina M. Soler, Esq.
          MCCONNELL VALDES LLC
          270 Muñoz Rivera Ave.,
          San Juan, PR 00918-1813
          Phone: 787-250-5604
          Fax: 787-759-27014
          Email: aaa@mcvpr.com
                 lms@mcvpr.com

                   About Coco Beach Golf

Coco Beach Golf & Country Club, S.E., is the owner of a first
class golf and country club in Rio Grande, Puerto Rico, currently
operating under the name of Trump International Golf Club Puerto
Rico.  Trump International Golf Club has two 18-hole golf courses
and country club facilities.

The Company sought Chapter 11 protection (Bankr. D.P.R. Case No.
15-05312) in Old San Juan, Puerto Rico, on July 13, 2015, and
immediately filed a motion seeking to sell most of the assets for
$2.04 million in cash to OHorizons Global, LLC, subject to higher
and better offers.


CORETERRA OPERATING: Case Summary & 20 Top Unsecured Creditors
--------------------------------------------------------------
Debtor: CoreTerra Operating, L.L.C.
        2601 W. Kentucky Ave.
        Pampa, TX 79065

Case No.: 15-34957

Chapter 11 Petition Date: December 8, 2015

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Hon. Harlin DeWayne Hale

Debtor's Counsel: Stephen M. Pezanosky, Esq.
                  HAYNES AND BOONE, LLP
                  2323 Victory Avenue, Suite 700
                  Dallas, TX 75219
                  Tel: (214) 651-5000
                  Fax: (214) 651-5940
                  Email: stephen.pezanosky@haynesboone.com

Debtor's          BLACKHILL PARTNERS, LLC
Financial
Advisor:

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Stuart Hagler, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txnb15-34957.pdf


CORINTHIAN COLLEGES: Students to Receive $28M in Loan Forgiveness
-----------------------------------------------------------------
ABI.org reported that beginning this month, the Obama
administration will forgive nearly $28 million in federal student
loans for 1,312 former Corinthian Colleges students who say the
defunct for-profit chain violated their rights.

                   About Corinthian Colleges

Corinthian Colleges, Inc., et al., were founded in February 1995
and through acquisitions became one of the largest for-profit
post-secondary education companies in the U.S. and Canada.  In
January 2010, Corinthian purchased Heald Capital LLC, which
operated Heald College, a 150 year-old regionally-accredited
institution with 12 campuses.

Corinthian Colleges, Pegasus Education, Inc., and 23 affiliated
entities filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead
Case No. 15-10952) on May 4, 2015, to complete an orderly wind
down
of operations.  The cases are jointly administered under Case No.
15-10952.  Judge Kevin J. Carey presides over the case.  

Corinthian Colleges, Inc., disclosed $721,596,789 in assets and
$2,929,448,278 in liabilities as of the Chapter 11 filing.

The Debtors tapped Richards, Layton & Finger, P.A., as counsel;
FTI Consulting, Inc., as restructuring advisors;
PricewaterhouseCoopers, LLC, as tax advisors; and Rust
Consulting/Omni Bankruptcy as claims and noticing agent.

The U.S. Trustee for Region 3 formed an Official Committee of
Unsecured Creditors and an Official Committee of Student
Creditors. The Creditors Committee retained Brown Rudnick LLP and
Rosner Law Group as attorneys.   The Student Committee tapped
Robins Kaplan LLP and Poslinelli PC as attorneys.

                          *     *     *

The Debtors closed each of their campus locations effective as of
April 27, 2015, and immediately began the process of liquidating
their assets and winding down operations.

The Troubled Company Reporter, on Oct. 9, 2015, reported that
Corinthian Colleges, Inc., et al., notified that the effective date
of their Third Amended and Modified Combined Disclosure Statement
and Chapter 11 Plan of Liquidation was Sept. 21, 2015.


COTT CORP: Moody's to Retain B2 Rating on Aquaterra Acquisition
---------------------------------------------------------------
Moody's Investors Service said that Cott Corporation's $47 million
acquisition of Aquaterra, Canada's oldest and largest
direct-to-consumer home and office water delivery business is a
credit positive for Cott but does not change its B2 rating or
stable outlook.  The acquisition is expected to close in January of
2016.

Moody's assesses Cott in the context of the Global Soft Beverage
Industry Methodology (published in May 2013).

Cott Corporation, headquartered in Toronto, Ontario, and Tampa,
Florida, is one of the world's largest private label and contract
manufacturing beverage companies with annual sales of approximately
$3 billion.  Cott's product portfolio includes carbonated soft
drinks (CSD), clear, still and sparkling flavored waters, juice,
juice-based products, bottled waters, energy related drinks, and
ready-to-drink teas.  Cott's customers include many of the largest
national and regional grocery, drugstore, and convenience store
chains, and wholesalers.  Following the acquisition of DS Services
of America (DSSA) in December 2014 for approximately $1.25 billion
and the planned Aquaterra transaction, Cott is also a provider of
bottled water and related services delivered directly to
residential and commercial customers in the U.S. and Canada.



CTI BIOPHARMA: Mark Lampert Holds 15.5% Stake as of Dec. 4
----------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Mark N. Lampert disclosed that as of Dec. 4, 2015, he
beneficially owns 43,795,613 shares of common stock of CTI
Biopharma Corp., representing 15.5 percent of the shares
outstanding.  A copy of the regulatory filing is available for free
at http://is.gd/U4BtEc

                   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 $96 million in 2014, compared with a net loss
attributable to common shareholders of $49.6 million in 2013.

As of Sept. 30, 2015, the Company had $63.13 million in total
assets, $90.64 million in total liabilities and a $27.51 million
total shareholders' deficit.


CWGS ENTERPRISES: S&P Revises Outlook to Stable & Affirms 'B+' CCR
------------------------------------------------------------------
Standard & Poor's Ratings Services said it revised its outlook to
stable from positive and affirmed its 'B+' corporate credit rating
on Lincolnshire, Ill.-based RV dealer and membership services
company CWGS Enterprises LLC.

At the same time, S&P raised its issue-level rating to 'BB' from
'BB-' and revised the recovery rating to '1' from '2' on the
company's existing senior secured credit facility (consisting of a
$20 million revolving facility due 2018 and an upsized $792 million
term loan due 2020, including the $55 million add-on).  The '1'
recovery rating reflects S&P's expectation for very high (90%-100%)
recovery for lenders in the event of a payment default and improved
recovery prospects for lenders despite incremental debt, which is
more than offset by an upward reassessment of S&P's emergence
enterprise value on CWGS due primarily to recent acquisitions.  S&P
expects the company to use proceeds from the term loan add-on to
acquire RV dealerships, including associated real estate, and to
add cash to the balance sheet to fund potential future
acquisitions.

"The outlook revision reflects our expectation for periodic spikes
in operating-lease-adjusted debt EBITDA to the 4x area as the
company issues debt for acquisitions of RV dealerships and for
shareholder distributions," said Standard & Poor's credit analyst
Emile Courtney.

Although this level of anticipated leverage is at the strong end of
the 4x-5x range for the current "aggressive" financial risk
assessment on CWGS, S&P expects high EBITDA volatility in CWGS'
operations over the economic cycle that could push leverage to high
end of the range.  Specifically, S&P expects adjusted debt to
EBITDA at around 4x in 2015 and in the high 3x area in 2016, and
funds from operations (FFO) to debt in the high teens in 2015 and
around 20% in 2016.  S&P anticipates EBITDA coverage of interest
expense to be good, in the 4x area, through 2016.

The stable outlook reflects S&P's expectation for good operating
performance and adequate liquidity through 2016.  Although adjusted
debt to EBITDA at CWGS will occasionally spike to the 4x area for
acquisitions and distributions to shareholders, this represents a
very good cushion compared with S&P's 5x-adjusted-debt-to-EBITDA
downgrade threshold incorporating high EBITDA volatility over the
economic cycle.

Although S&P is unlikely to do so given its forecast for good
EBITDA growth, S&P could lower the ratings if adjusted debt to
EBITDA exceeds 5x or if EBITDA coverage of interest expense falls
to about 2x or below.  This would likely result from unexpected
leveraging transactions or operating performance meaningfully
underperforming S&P's forecast.

"We could consider revising the outlook to positive or raising the
rating by one notch if we became confident the company would
sustain adjusted debt to EBITDA comfortably below 4x, incorporating
anticipated high operating volatility over business cycles.  Before
raising the rating, we would want to be confident that a modest
decline in operating performance, due to a weak economy or a period
of tightened lending to consumers, would not result in debt to
EBITDA deteriorating to an amount in excess of our 4x threshold.
In addition, a higher rating would depend on our belief that the
company's financial policy supports maintaining adjusted debt to
EBITDA below 4x, and that any future potential acquisitions or
dividends would not cause our measure of leverage to increase to
more than our 4x threshold," S&P said.



DEWEY & LEBOEUF: Dewey Prosecutors Will Not Retry Firm Chairman
---------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that Manhattan
prosecutors indicated on Dec. 4, 2015, that they intend to retry
the criminal case against two former executives of Dewey & LeBoeuf
LLP, but they have decided to drop their pursuit of the firm's
former chairman Steven Davis after a previous jury deadlocked on a
litany of fraud and grand larceny charges.

Manhattan Assistant District Attorney Peirce Moser said on Dec. 4,
2015, he intends to retry a criminal case against former Dewey
executives.

In another report, Mr. Randles said that the Manhattan District
Attorney's Office is sure to change its tactics when it retries its
criminal case against former Dewey & LeBoef LLP executives, and
experts say the best way for prosecutors to improve their case is
to follow the old adage "keep it simple, stupid."

Prosecutors indicated at a court hearing on Dec. 4, 2015, that they
intend to bring a new trial in the Dewey case, a decision that will
require the district attorney's office to rethink its trial
strategy.

                      About Dewey & LeBoeuf

Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.

Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929.  In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.

At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe.  When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.

Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28.  All
lawyers in the Madrid and Brussels offices have departed.  Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure.  The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate.  The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.

The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million.  The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.

Judge Martin Glenn oversees the case.  Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor.  Epiq Bankruptcy
Solutions LLC serves as claims and notice agent.  The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.

JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP.  JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors.  The Noteholders hired
Bingham McCutchen LLP as counsel.

The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners.  The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel.  The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.

FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust.  Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee.  Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.

Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March.  The plan created
a trust to collect and distribute remaining assets.  The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.


DEXTER AXLE: Moody's Raises Rating on 1st Lien Loans to B1
----------------------------------------------------------
Moody's Investors Service upgraded Dexter Axle Company's proposed
1st lien senior secured bank credit facilities to B1 from B2
following announced changes in the deal financing of its
acquisition of AL-KO Vehicle Technologies (AL-KO VT).  Moody's also
upgraded the Euro-denominated term loan at German borrower Blitz
F15-482-GmbH to B1 from B2.  Dexter's B2 Corporate Family Rating
and B2-PD Probability of Default Rating were affirmed.  The rating
outlook is stable.

The upgrade to B1 on the bank credit facilities reflects the
reduced share of 1st lien secured debt in the total capital
structure as well as the addition of $65 million of unsecured
mezzanine debt (unrated) that is junior and provides loss
absorption.

Dexter is proposing to decrease the size of the US first lien
senior secured term loan to $310 from $420 million, adding a $65
million mezzanine tranche of debt and raising additional equity
from its private equity sponsor and from the seller (AL-KO VT
seller).  There are also minor changes to the purchase price.
Proceeds will be used to refinance Dexter's existing debt and fund
the acquisition of AL-KO VT, a manufacturer primarily of axles and
chassis products for industrial and utility trailers and motorized
chassis and Recreational Vehicle end markets serving outside of
North America.  AL-KO VT is a division of German-based AL-KO Kober
SE (AL-KO).  The proposed deal structure changes will result in
less than half a turn of less financial leverage (debt/EBITDA) to
around 4 times, when the deal closes.  The mezzanine debt carries a
high interest rate (10% cash coupon / 2% PIK) compared with the
bank debt it is supplanting.

These ratings were upgraded:

Dexter Axle Company:

  $310 million (downsized from $420 million) 1st lien senior
   secured term loan to B1 (LGD3) from B2 (LGD3)
  $60 million 1st lien senior secured revolver to B1 (LGD3) from
   B2 (LGD3)

Blitz F15-482-GmbH (German borrower):

  EUR134.9 million (unchanged) 1st lien senior secured term loan
   to B1 (LGD3) from B2 (LGD3)

Ratings affirmed:

Dexter Axle Company:

  B2 Corporate Family Rating
  B2-PD Probability of Default Rating

The rating outlook is stable.

The ratings assigned are subject to Moody's review of final
documentation upon the close of the proposed transaction.

RATINGS RATIONALE

The B2 Corporate Family Rating reflects Dexter's significant
product concentration, moderate revenue size, high end market
cyclicality and leverage expected to be between 3.5 and 4 times by
the end of 2016.  Pro forma for AL-KO VT, almost 70% of Dexter's
revenues will be in axles & chassis.  Dexter's end markets include
industrial, utility, recreational vehicles and construction, some
of which are cyclical and tied to the health of the economies in
the US and Europe.  The acquisition of AL-KO VT is transformative
in terms of size and geographic diversification, however also
results in higher leverage and risks associated with integration
and becoming a company with a global platform.

The rating is also supported by expectations of good free cash
flow, strong niche market positions, and good geographic
diversification with 50% of revenues in 2016 to be generated
outside the US.  Dexter benefits from selling products with
meaningful replacement demand and that are not easily substituted.

The stable rating outlook reflects Moody's expectation for low to
mid-single digit growth across the business in 2016 supported by a
benign operating environment in the US and Europe for Dexter's
overall business.

Successful integration demonstrated by improving operating margins
and higher cash flow leading to a reduction of debt to EBITDA below
4 times on a sustainable basis could result in an upgrade. The
ratings could be downgraded if debt to EBITDA was sustained above 6
times or if EBITA to interest expense was sustained below 1.5
times.

Headquartered in Novi, Michigan, Dexter Axle Company is a
manufacturer of axles and related products.  Dexter acquired AL-KO
Vehicle Technology (AL-KO VT), a division of AL-KO SE, a leading
manufacturer of primarily axles and motorized chassis in Europe and
Australia.  Estimated pro forma revenues for the twelve months
ended September 30, 2015 were approximately $968 million.  The
company is majority owned by Sterling Group Partners III, L.P., a
Houston-based investment fund.

The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014.



ENERGY & EXPLORATION: Approval of $135M DIP Financing Sought
------------------------------------------------------------
Energy & Exploration Partners, Inc., and its affiliated debtors
seek authority from the Bankruptcy Court to obtain secured
postpetition financing on a priming and superpriority basis of up
to $135 million and to use cash collateral of the prepetition
lenders.  If approved, the Debtors would be able to draw up to $40
million on an interim basis.

According to the Debtors, through the DIP Facility, they will have
access to the necessary funding to: (a) continue the day-to-day
operation of their businesses; (b) fund the expenses necessary to
preserve the value of their oil and gas assets; (c) finance a
capital expenditure and development program that will increase the
value of their oil and gas assets through the creation and
establishment of additional proved reserves; (d) pay adequate
protection payments to the Pre- Petition Lenders; and (e) fund
these Chapter 11 cases.

The DIP Financing will be provided by a group holding approximately
42% of the Prepetition First Lien Facility and a majority of the
Debtors' Convertible Notes.

The DIP Facility has an interest rate of LIBOR + 7.75% per annum,
subject to a 1.00% LIBOR floor, payable monthly in cash.

The Pre-Petition Lenders will receive adequate protection in the
form of payment of post-petition interest in the ordinary course at
the non-default rate.

To secure the diminution claim, the Pre-Petition Agent, for itself
and for the benefit of the Pre-Petition Lenders, is granted valid,
perfected, postpetition security interests and liens in and on all
of the DIP Collateral; provided, however, that the Adequate
Protection Liens will be and remain subject and subordinate to (i)
the DIP Liens and/or payment of DIP Obligations on account thereof
and (ii) the Carve-Out.

                  Pre-Petition First Lien Facility

On July 22, 2014, Energy & Exploration Partners, LLC entered into a
$775 million senior secured term loan agreement among itself, ENXP,
Inc., as guarantor, Credit Suisse AG, Cayman Islands Branch, as
administrative agent and collateral agent and the other lenders.
As of Sept. 30, 2015, there was approximately $765.3 million in
aggregate principal amount outstanding under the Pre-Petition First
Lien Facility.  These obligations are secured by a pledge of ENXP,
Inc.'s equity interests in ENXP LLC and substantially all of ENXP
LLC's and its subsidiaries' assets.

                         Convertible Notes

Also on July 22, 2014, ENXP, Inc. issued $375 million in principal
amount of 8.00% convertible subordinated notes due 2019.  Holders
of the Convertible Notes have the right to convert all or part of
the Convertible Notes into shares of the Debtors' common stock upon
the closing of a qualified public offering.  As of Sept. 30, 2015,
approximately $375 million in principal amount of Convertible Notes
remained outstanding.

                       About Energy & Exploration

Energy & Exploration Partners, Inc., Energy & Exploration Partners,
LLC and Energy & Exploration Partners Operating GP, LLC filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Proposed Lead
Case No. 15-44931) on Dec. 7, 2015.  John R. Castellano signed the
petition as interim chief financial officer.  Judge Russell F.
Nelms has been assigned the case.

The Debtors own approximately 61,323 net acres in Texas and
Wyoming.  In Texas, the Debtors' operations are located throughout
Madison, Grimes, Leon, Houston and Walker Counties, where the
Debtors are pursuing opportunities in the Buda-Rose stacked
comingled play, the Woodbine sandstone, the Eagle Ford shale and
other stacked formations in the region.

The Debtors have engaged Bracewell & Giuliani, LLP as counsel,
Evercore Group LLC as financial advisor, AP Services, LLC as
restructuring advisor, Ernst & Young as tax advisor, Hein &
Associates as independent auditor and Prime Clerk LLC as notice,
claims and balloting agent.

As of the Petition Date, the Debtors employ approximately 59 people
across their various operations.


ENERGY & EXPLORATION: Proposes to Pay $7.3M Critical Vendor Claims
------------------------------------------------------------------
Energy & Exploration Partners, Inc., et al., are seeking Bankruptcy
Court's authority to pay prepetition claims of certain critical
vendors, shippers and service providers during the interim period
in an amount not to exceed $2.3 million which will become due and
owing the first 21 days of these Chapter 11 cases, and an aggregate
amount not to exceed $7.3 million.

The Debtors said they purchase goods and services from certain
vendors and contractors whose services are critical to their
continued operations.  The Critical Vendors' services to the
Debtors include, but are not limited to, salt water removal
services critical to the Debtors' drilling operations, construction
services, electric submersible pump rentals and associated
services, gas collection, compression and transportation services,
environmental response services, and services that ensure the safe
operation of the Debtors' wells.

The Debtors intend to condition those payments on an agreement by
the relevant Critical Vendor that it will continue to sell goods or
provide services to the Debtors on a go-forward basis on terms
favorable to the Debtors.

"While the Debtors hope and expect to be able to ensure a
continuing post-petition supply of goods and services through
consensual negotiation with the Critical Vendors, the Debtors
recognize that their fiduciary duties bind them to consider and
plan for vendors that refuse to provide future goods or services
unless their prepetition claims are paid," according to William A.
(Trey) Wood III, Esq., at Bracewell & Giuliani LLP, counsel to the
Debtors.  Mr. Wood added that the Critical Vendors are so essential
to the Debtors' business that the lack of each of their particular
goods and services, even for a short duration, would severely
disrupt the Debtors' operations and cause irreparable harm to the
Debtors' business, goodwill, and market share.

                   About Energy & Exploration

Energy & Exploration Partners, Inc., Energy & Exploration Partners,
LLC and Energy & Exploration Partners Operating GP, LLC filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Proposed Lead
Case No. 15-44931) on Dec. 7, 2015.  John R. Castellano signed the
petition as interim chief financial officer.  Judge Russell F.
Nelms has been assigned the case.

The Debtors own approximately 61,323 net acres in Texas and
Wyoming.  In Texas, the Debtors' operations are located throughout
Madison, Grimes, Leon, Houston and Walker Counties, where the
Debtors are pursuing opportunities in the Buda-Rose stacked
comingled play, the Woodbine sandstone, the Eagle Ford shale and
other stacked formations in the region.  As of the Petition Date,
the Debtors employ approximately 59 people across their various
operations.

The Debtors have engaged Bracewell & Giuliani, LLP as counsel,
Evercore Group LLC as financial advisor, AP Services, LLC as
restructuring advisor, Ernst & Young as tax advisor, Hein &
Associates as independent auditor and Prime Clerk LLC as notice,
claims and balloting agent.



ENERGY & EXPLORATION: Seeks Joint Administration of Cases
---------------------------------------------------------
Energy & Exploration Partners, Inc., Energy & Exploration Partners,
LLC, Energy & Exploration Partners Operating GP, LLC and
Energy & Exploration Partners Operating, LP ask the Bankruptcy
Court to jointly administer their Chapter 11 cases for procedural
purposes only.  Specifically, the Debtors request that the Court
maintain one file and one docket for each of the Debtor's Chapter
11 Cases under the case of Energy & Exploration Partners, Inc. Case
No. 15-44931.

The Debtors relate they are "affiliates" as that term is defined in
Section 101(2) of the Bankruptcy Code.  Energy & Exploration
Partners, Inc. is the direct and indirect parent of each of the
other Debtors.  It directly owns 100 percent of the outstanding
voting securities of Energy & Exploration Partners, LLC and Energy
& Exploration Partners, LLC owns 100% of the membership interests
of Energy & Exploration Partners Operating GP, LLC and 99% of the
membership interests of Energy & Exploration Partners Operating, LP
(the remaining 1% of membership interests are owned by Energy &
Exploration Partners Operating GP, LLC).

The Debtors also share significant debt obligations that they seek
to restructure as part of these Chapter 11 cases.

"[J]oint administration of the Chapter 11 Cases will provide
significant administrative convenience without harming the
substantive rights of any party in interest.  Each Debtor will be
affected by most, if not all, of the motions, hearings and orders
in these Chapter 11 Cases.  Thus, entry of an order directing joint
administration of the Chapter 11 cases will reduce fees and costs
by avoiding duplicative filings and objections.  Joint
administration will also allow the Office of the United States
Trustee for the Northern District of Texas and all parties in
interest to monitor the Chapter 11 Cases with greater ease and
efficiency," says William A. (Trey) Wood III, Esq., at Bracewell &
Giuliani LLP, attorney to the Debtors.

                     About Energy & Exploration

Energy & Exploration Partners, Inc., Energy & Exploration Partners,
LLC and Energy & Exploration Partners Operating GP, LLC filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Tex. Proposed Lead
Case No. 15-44931) on Dec. 7, 2015.  John R. Castellano signed the
petition as interim chief financial officer.  Judge Russell F.
Nelms has been assigned the case.

The Debtors own approximately 61,323 net acres in Texas and
Wyoming.  In Texas, the Debtors' operations are located throughout
Madison, Grimes, Leon, Houston and Walker Counties, where the
Debtors are pursuing opportunities in the Buda-Rose stacked
comingled play, the Woodbine sandstone, the Eagle Ford shale and
other stacked formations in the region.  As of the Petition Date,
the Debtors employ approximately 59 people across their various
operations.

The Debtors have engaged Bracewell & Giuliani, LLP as counsel,
Evercore Group LLC as financial advisor, AP Services, LLC as
restructuring advisor, Ernst & Young as tax advisor, Hein &
Associates as independent auditor and Prime Clerk LLC as notice,
claims and balloting agent.



ENERGY FUTURE: Resolves EPA's $23.2 Million Claim
-------------------------------------------------
Energy Future Holdings Corp. and its affiliated debtors have
reached a settlement with the United States on behalf of the U.S.
Environmental Protection Agency to resolve outstanding disputes
regarding the allowance of EPA's $23.2 million claim.

On May 1, 2015, the EPA filed Claim No. 10059 against EFCH,
asserting a claim under the Comprehensive Environmetnal Response,
Compensation an Liability Act for osts ncurred and expected to be
incurred in the future by the United States in response to releases
and threats of releases of hazrdous substances at or in connection
with the Faith, Hope, Doris and Isabella Uranium Mine Sites,
located in McKinley County, New Mexcio.  The EPA Claim asserts the
aforementioned response cost liability as a general unsecured claim
in the aggregate amount of $23,153,204.

ON Oct. 23, 2015, the EPA filed an objection to the Debtors' motion
to approve a settlement of litigation claims and authorize the
Debtors to enter into a Settlement Agreement and the Debtors' Fifth
Amended Plan of Reorganization.

Following negotiations, the parties reached an agreement providing
that:

  -- Upon the confirmation and consummation of the Plan,
     the EPA will receive a distribution under the Plan in
     the amount of $2 million on account of an allowed
     Class C5 General Unsecured Claim against TCEH.

  -- In the case of an "alternative restructuring" as defined
     in the Plan Support Agreement, the EPA will receive, on
     the effective date of such alternative restructuring,
     $1 million from TCEH.

  -- The parties agree that the PSA and Settlement Agreement
     will be amended to reduce the TCEH Cash Payment by
     $1 million, subject to entry of the Approval Order.

  -- The EPA, may, in its sole discretion, deposit any portion
     of any cash distributions its receives for a site pursuant
     to the Agreement into special accounts established by the
     EPA for the New Mexico Sites within the Hazardous Substance
     Superfund pursuant to Sec. 122(b)(3), 42 U.S.C. Sec.
     9622(b)(3) to be retained and used to conduct or finance
     response actions at or in connection with the New Mexico
     Sites, or to be transferred to the Hazardous Substance
     Superfund.

The Consenting TCEH First Lien Creditors, the Plan Sponsors and the
Official Committee of Unsecured Creditors of EFH, TCEH and EFH
Corporate Services Company are also signatories to the Settlement.

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

   http://bankrupt.com/misc/Energy_F_7189_EPA_Settlement.pdf

The United States is represented by:

         Anna Grace
         Brandon Robers
         Trial Attorneys
         Environmental Enforcement Section
         Environment and Natural Resources Division
         U.S. Department of Justice
         P.O. Box 7611
         Washington, DC 020044-7611

                - and -

         Alan Tenenbaum
         National Bankruptcy Coordinator
         Environmental Enforcement Section
         Environment and Natural Resources Division
         U.S. Department of Justice
         P.O. Box 7611
         Washington, DC 020044-7611

Energy Future Holdings' attorneys:

          Mark D. Collins, Esq.
          Daniel J. DeFranceschi, Esq.
          Jason M. Madron, Esq.
          RICHARDS, LAYTON & FINGER, P.A.
          920 North King Street
          Wilmington, DE 19801
          Telephone: (302)651-7700
          Facsimile: (302)651-7701
          E-mail: collins@rlf.com
                  defranceschi@rlf.com
                  madron@rlf.com

                 - and -

          Edward O. Sassower, Esq.
          Stephen E. Hessler, Esq.
          Brian E. Schartz, Esq.
          KIRKLAND & ELLIS LLP
          KIRKLAND & ELLIS INTERNATIONAL LLP
          601 Lexington Avenue
          New York, NY 10022-4611
          Telephone: (212)446-4800
          Facsimile: (212)446-4900
          E-mail: edward.sassower@kirkland.com
                  stephen.hessler@kirkland.com
                  brian.schartz@kirkland.com

                 - and -

          James H.M. Sprayregen, Esq.
          Marc Kieselstein, Esq.
          Chad J. Husnick, Esq.
          Steven N. Serajeddini, Esq.
          KIRKLAND & ELLIS LLP
          KIRKLAND & ELLIS INTERNATIONAL LLP
          601 Lexington Avenue
          New York, NY 10022-4611
          Telephone: (312)862-2000
          Facsimile: (312)862-2200
          E-mail: james.sprayregen@kirkland.com
                 marc.kieselstein@kirkland.com
                 chad.husnick@kirkland.com
                 steven.serajeddini@kirkland.com

                       About Energy Future

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

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

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

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

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

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

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

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

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

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


ENERGY FUTURE: UMB Appeals Denial of Make-Whole Premiums
--------------------------------------------------------
UMB Bank, N.A. -- the Indenture Trustee for the unsecured
11.25%/12.25% Senior Toggle Notes Due 2018 (the "PIK Notes") --
took an appeal pursuant to 28 U.S.C. Sec. 158 to the United States
District Court for the District of Delaware from the order of the
U.S. Bankruptcy Court for the District of Delaware (Sontchi, J.),
dated Nov. 24, 2015, sustaining the EFIH Debtors' Partial Objection
to Proof of Claim filed by UMB Bank as it relates to make-whole
premiums.

For reasons set forth in the Bankruptcy Court's Memorandum Opinion
dated Oct. 30, 2015, Judge Sontchi sustained the EFIH Debtors'
Partial Objection to Proof of Claim No. 6347 as it relates to the
portion of the PIK Claim seeking an amount for premiums, applicable
premium, prepayment penalties, make-whole premiums, and/or call
premiums.

Pursuant to an indenture dated Dec. 5, 2012, Energy Future
Intermediate Holding Company LLC and EFIH Finance Inc. issued
approximately $1.4 billion in aggregate principal amount of PIK
Notes.  The PIK Indenture provides for, among other things, the
payment of post-petition interest on overdue principal at the
contract rate.  

Pursuant to the PIK Indenture, UMB timely filed Proof of Claim No.
6347 with an accompanying addendum on behalf of the PIK Noteholders
(the "PIK Claim").  The PIK Claim seeks a minimum of approximately
$1.57 billion in principal "plus interest, fees and other amounts
arising in connection with the [PIK] Indenture . . ."  Among other
things, the PIK Claim seeks an amount related to "premiums,
Applicable Premium, pre-payment penalties, make-whole premiums,
[and/or] call premiums" (collectively, referred to herein as
"make-whole premiums" or "premiums"), which is the subject of the
Memorandum Opinion.

On July 9, 2015, the Debtors filed the EFIH Debtors' Partial
Objection to Proof of Claim No. 6347 Filed by the Indenture Trustee
for the EFIH Unsecured Notes.  Through the PIK Claim Objection, the
EFIH Debtors object to the portion of the PIK Claim that seeks: (i)
payment of the "Applicable Premium" under section 3.07(a) or the
Optional Redemption Price under Section 3.07(d) of the PIK
Indenture; and (ii) postpetition interest at the rate specified in
the PIK Indenture.

The issue before the Court is whether the language in the PIK
Indenture gives rise to a claim for a premium upon automatic
acceleration after an event of default:

   [I]n the case of an Event of Default arising under
   clause (6) or (7) of Section 6.01(a) hereof, all principal
   of and premium, if any, interest (including Additional
   Interest, if any) and any other monetary obligations on
   the outstanding Notes shall be due and payable immediately
   without further action or notice.

"The PIK Indenture does not provide specifically for a payment of a
premium upon acceleration, nor does it refer back to specific
sections of the Indenture.  As such, and for the reasons set forth
in Momentive, the Court finds that the PIK Indenture’s
acceleration clause is unambiguous, insufficient and lacking in
explicitness regarding whether a make-whole premium is due upon an
event of default. Thus, after acceleration, the PIK Trustee does
not have a valid claim for either an Applicable Premium nor an
Optional Redemption Price," Judge Sontchi ruled.

"Thus, as stated above, the Court will sustain the Partial
Objection and disallow the portion of the PIK Claim seeking an
amount for “premiums, Applicable Premium, prepayment penalties,
make-whole premiums, [and/or] call premiums."

A copy of the Court's Oct. 30, 2015 Memorandum Opinion is available
for free at:

      http://bankrupt.com/misc/Energy_F_6781_Memo_UMB_Claim.pdf

                       About Energy Future

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

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

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

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

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

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

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

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

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

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


ENERGY FUTURE: UMB Appeals Ruling Denying Contract Rate Interest
----------------------------------------------------------------
UMB Bank, N.A. -- the Indenture Trustee for the unsecured
11.25%/12.25% Senior Toggle Notes Due 2018 (the "PIK Notes") --
took an appeal pursuant to 28 U.S.C. Sec. 158 to the United States
District Court for the District of Delaware from the order of the
U.S. Bankruptcy Court for the District of Delaware (Sontchi, J.),
dated Nov. 24, 2015, sustaining the EFIH Debtors' Partial Objection
to Proof of Claim filed by UMB Bank.

For reasons set forth in the Bankruptcy Court's Memorandum Opinion
dated Oct. 30, 2015, Judge Sontchi sustained EFIH Debtors' Partial
Objection to Proof of Claim No. 6347 as it relates to the portion
of the PIK Claim seeking postpetition interest at the rate
specified in the PIK indenture.

Pursuant to an indenture dated Dec. 5, 2012 (the "PIK Indenture"),
Energy Future Intermediate Holding Company LLC and EFIH Finance
Inc. (the "EFIH Debtors") issued approximately $1.4 billion in
aggregate principal amount of PIK Notes.  The PIK Indenture
provides for, among other things, the payment of post-petition
interest on overdue principal at the contract rate.  Pursuant to
the PIK Indenture, UMB timely filed Proof of Claim No. 6347 with an
accompanying addendum on behalf of the PIK Noteholders (the "PIK
Claim").  The PIK Claim seeks a minimum of approximately $1.57
billion in principal "plus interest, fees and other amounts arising
in connection with the [PIK] Indenture
. . ."

On July 9, 2015, the Debtors filed the EFIH Debtors' Partial
Objection to Proof of Claim No. 6347 Filed by the Indenture Trustee
for the EFIH Unsecured Notes in which the Debtors objected to the
portion of UMB's claim seeking postpetition interest and payment of
a make-whole claim.

The Court's Oct. 30 memorandum opinion addresses that portion of
the Partial Objection relating to post-petition interest, and the
judge said he will render a separate decision related to the
make-whole claim.

In the Partial Objection, the Debtors argue that, under section
502(b)(2) of the Bankruptcy Code, UMB's claim for postpetition
interest must be disallowed as "unmatured interest."  At most, the
Debtors argue, UMB's claim for post-petition interest is limited
under section 726(a)(5), made applicable by Section
1129(a)(7)(A)(ii), to "payment of interest at the legal rate,"
which the Debtors claim is the Federal judgment rate.  UMB argues
that it is entitled to postpetition interest at its contract rate
as part the PIK Claim.

"[T]he Court will sustain the Debtors' Partial Objection to UMB's
claim.  The PIK Claim is limited to the principal and accrued fees
and interest due as of the petition date and excludes unmatured,
i.e., postpetition interest.  The Court further finds that the
legal rate of interest under Section 726(a) is the Federal judgment
rate but the applicability of Section 726(a) is limited to its
incorporation in Section 1129(a)(7) and does not create a general
rule establishing the appropriate rate of post-petition interest.
Moreover, the plain meaning of Section 1129(b)(2) does not require
payment to unsecured creditors of postpetition interest when a
junior class is receiving a distribution for a plan to be fair and
equitable.  Rather, the Court has the discretion to exercise its
equitable power to require, among other things, the payment of
postpetition interest, which may be at the contract rate or such
other rate as the Court deems appropriate. Finally, the plan in
this case need not provide for the payment in cash on the effective
date of postpetition interest at the contract rate for the PIK
Noteholders to be unimpaired.  Indeed, the plan need not provide
for any payment of interest, even at the Federal judgement rate.
But in order for the PIK Noteholders to be unimpaired the plan must
provide that the Court may award post-petition interest at an
appropriate rate if it determines to do so under its equitable
power," Judge Sontchi ruled.

A copy of the Court's Oct. 30, 2015 Memorandum Opinion is available
for free at:

      http://bankrupt.com/misc/Energy_F_6782_Memo_UMB_Claim.pdf

                       About Energy Future

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

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

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

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

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

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

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

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

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

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


EPWORTH VILLA: Occhipinti Says Plan Unfairly Treats Class 4 Claims
------------------------------------------------------------------
John Occhipinti, Personal Representative and Next of Kin of Jimmie
Lee Occhipinti, and Kathryn Ocariz, Susan McMillian, and James
Occhipinti, Next of Kin of Jimmie Lee Occhipinti, object to Central
Oklahoma United Methodist Retirement Facility, Inc.'s Second
Modified Plan of Reorganization and Disclosure Statement, filed
October 29, 2015.

Occhipinti filed Proof of Claim No. 44-1 on Sept. 29, 2014.

Occhipinti has commenced litigation against the Debtor for the
negligence/wrongful death of Ms. Jimmie Lee Occhipinti, by filing a
lawsuit in Oklahoma County District Court, as authorized by this
Court's Order Modifying Automatic Stay, dated Dec. 19, 2014.

On Oct. 29, 2015, the Debtor filed its Second Modified Plan of
Reorganization and Disclosure Statement.

Occhipinti's Claim is included in Class 4 of the Debtor's Plan and
in the Disclosure Statement, which class includes claims against
the Debtor for alleged conduct or circumstances where a policy of
indemnity insurance provides coverage.

Occhipinti's Claim and the other Class 4 claims are listed as
"impaired", because the Debtor's Plan proposes to limit the amount
recoverable by this class to the limits of any applicable policy of
indemnity insurance providing coverage for such claims.  Class 4
claimants are not entitled to receive any other compensation under
the Debtor's Plan on account of such claims, other than the extent
of any insurance proceeds.

On Dec. 1, 2015, Occhipinti timely submitted a ballot voting to
reject the Debtor's Plan.

Occhipinti objects to the Debtor's Plan and the Disclosure
Statement for the following reasons:

   a. The Debtor's Plan unfairly discriminates against similarly
situated unsecured creditors.  The Debtor's Plan unfairly
discriminates against Class 4 by not protecting the legal rights of
Class 4 unsecured claims, in a manner consistent with the treatment
of other classes holding similar legal rights.  The Debtor's Plan
does not limit the recovery of the unsecured claims of Class 6 or
Class 7, both of which hold similar legal rights to the Class 4
claimants.  Class 6 consists of the unsecured claims of William
Hicks and Virginia Hicks Estate, which relate to a judgment secured
by Hicks against the Debtor.  The Debtor's Plan does not limit the
recovery of the Class 6 claims to the amount of available insurance
proceeds.  Similarly, the Debtor's Plan unfairly favors Class 7, a
class consisting of general unsecured creditors, over Class 4.
Class 7 claimants are entitled to receive the full amount allowed
or estimated by this Court due to each such unsecured creditor.

   b. The Debtors Plan does not treat similarly situated unsecured
claims fairly and equitably.  Pursuant to 11 U.S.C. Sec.
1129(b)(1), to overcome Occhipinti's objection, the Debtor's Plan
must be "fair and equitable" with respect to each class of claims
or interests that is impaired under and has not accepted the plan.
Classes 4, 6 and 7 consist of similarly situated unsecured
creditors.  The Debtor's Plan favors Classes 6 and 7, therefore,
does not treat Class 4 fairly and equitably.

Attorneys for John Occhipinti:

         Jennifer K. Christian, Esq.
         Glen Mullins, Esq.
         DURBIN, LARIMORE & BIALICK
         920 North Harvey
         Oklahoma City, OK 73102-2610
         Telephone: (405) 235-9584
         Facsimile: (405) 235-0551
         E-mail: dlb@dlb.net

              About Central Oklahoma United Methodist

Formed in 1986 and affiliated with the Oklahoma Conference of the
United Methodist Church, Central Oklahoma United Methodist
Retirement Facility, Inc., is a not-for-profit corporation that
owns Epworth Villa, a continuing care retirement community for
persons age 62 and older, located at 14901 N. Pennsylvania Avenue,
Oklahoma City, Oklahoma.  Presently, Epworth Villa includes 264
independent living units (cottages and apartment homes), 118
assisted living units with maximum capacity of 130 beds, and 87
nursing care beds.  The corporation's sole member is Epworth
Living, Inc.

Epworth Villa is undergoing a renovation and expansion project that
is projected to be completed in early Summer of 2015.  The
construction, renovation and expansion of its facilities are
financed through revenue bonds under the bond indenture from the
Oklahoma County Finance Authority to BancFirst, as indenture
trustee.  Those obligations, in the aggregate principal Petition
Date amount of $87,835,000, are secured by a mortgage and security
interest in the Facility and other assets of Epworth Villa's
estate.

Epworth Villa sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Okla. Case No. 14-12995) on July 18, 2014.

The Chapter 11 case has been reassigned to Judge Tom R. Cornish,
according to an April 15, 2015 order.

The Debtor tapped Gable & Gotwals, P.C., in Oklahoma City,
Oklahoma, as general bankruptcy counsel.

In amended schedules, the Debtor disclosed total assets of
$117,659,919 and total liabilities of $108,037,034 as of the
Chapter 11 filing.

On Aug. 13, 2014, the Office of the United States Trustee appointed
E. Marissa Lane as the Patient Care Ombudsman in this case.


FANNIE MAE: Newly Enacted Law Restricts CEO Compensation Packages
-----------------------------------------------------------------
The Equity in Government Compensation Act of 2015 was enacted on
Nov. 25, 2015.  This law directs the Director of the Federal
Housing Finance Agency to suspend the current compensation packages
of Fannie Mae's and Freddie Mac's chief executive officers and, in
lieu of such packages, to establish the compensation and benefits
that were in effect for such officers as of Jan. 1, 2015.  The law
also provides that these officers' compensation and benefits may
not thereafter be increased and these restrictions on chief
executive officer compensation are applicable as long as Fannie Mae
and Freddie Mac are in conservatorship or receivership.

In accordance with this law, on Dec. 1, 2015, the Director of FHFA
directed Fannie Mae to decrease the total target annual direct
compensation of its Chief Executive Officer, Timothy J. Mayopoulos,
to $600,000, effective Nov. 25, 2015.  This $600,000 in annual
direct compensation consists solely of base salary, and was the
level of direct compensation in effect for Mr. Mayopoulos between
Jan. 1, 2015, and June 30, 2015.  Mr. Mayopoulos's total annual
direct compensation target had been subject to an increased rate
beginning July 1, 2015.  Fannie Mae said this reduction in and
limit on the compensation of the Company's chief executive officer
may negatively affect the Company's ability to retain its chief
executive officer and will adversely affect its ability to engage
in effective succession planning for this critical role.

                        About Fannie Mae

Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9 percent of its
common stock, and Treasury has made a commitment under a senior
preferred stock purchase agreement to provide Fannie with funds
under specified conditions to maintain a positive net worth.

Fannie Mae reported net income of $84.0 billion on $118 billion of
total interest income for the year ended Dec. 31, 2013, as compared
with net income of $17.2 billion on $129 billion
of total interest income for the year ended Dec. 31, 2012.

As of Sept. 30, 2015, the Company had $3.23 trillion in total
assets, $3.22 trillion in total liabilities and $4 billion in total
equity.

                        About Freddie Mac

Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in       


1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets.  Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders.  Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.

Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and the Federal Housing Finance
Agency acting as conservator to continue operating its
business.


FINJAN HOLDINGS: Provides Litigation Update in Proofpoint Case
--------------------------------------------------------------
Finjan Holdings, Inc., announced a number of litigation updates in
the Finjan, Inc. v. Proofpoint, Inc., Case No. 3:13-cv-05808-HSG,
that was filed on Dec. 16, 2013, in the U.S. District Court for the
Northern District of California.  The Court entered two substantive
Orders the first week of December, both favorable to Finjan.

On Dec. 3, 2015, the Honorable Haywood S. Gilliam, Jr. entered his
Order construing disputed claim terms in six of the eight asserted
patents: U.S. Patent Nos. 6,154,844 ("the '844 Patent"); 7,058,822
("the '822 Patent”); 7,647,633 ("the '633 Patent"); 7,975,305
("the '305 Patent”); 8,141,154 ("the '154 Patent”); and
8,224,408 ("the '408 Patent”), which cover cloud, endpoint, web
and messaging security, and networking and perimeter defense
technologies.  There were no disputed claim terms from the other
two asserted patents: U.S. Patent Nos. 7,613,918 and 8,079,086. The
Court's Claim Construction Order is available on PACER as Document
No. 267.

The parties had agreed that only seven claim terms (or claim
elements) from the '844, '822, '633, '305, '154, and '408 Patents
required the Court's construction.  Of these seven terms, the Court
adopted five of Finjan's constructions, one of Proofpoint's
constructions, and construed one on its own.  All of these
constructions support or strengthen the merits of Finjan's
infringement claims against Proofpoint.

"Judge Gilliam's Claim Construction Order clarified and bolstered
our patent claims against Proofpoint allowing us to proceed on our
previously filed Motion for Summary Judgment of Infringement of the
'844 and '086 Patents without modification," said Julie
Mar-Spinola, Chief IP Officer and VP, Legal for Finjan Holdings.
"This is our third Claim Construction Order in as many disputes
(i.e., against Blue Coat Systems, Inc. and Sophos, Inc.) finding
substantially and critically in Finjan's favor," continued Ms.
Mar-Spinola.

In addition, on December 4, the Court entered an additional Order
Granting In Part and Denying In Part [Finjan's] Motion to Strike
Invalidity Contentions, available on PACER as Document No. 271. The
Court struck 16 invalidity theories from Proofpoint's contentions
on the basis that they impermissibly included alleged prior art
references not previously identified in its preliminary election.

According to Ms. Mar-Spinola, "The Court gutted much of
Proofpoint's invalidity defense and has not only further
streamlined the issues in our dispute but has held the parties to
obeying the local rules of the Court; Finjan is comfortable with
that."

"Finjan's objectives are two-fold.  With respect to the security
industry, it is to promote innovation, not to stifle it.  Secondly,
it is to protect our current licensees and shareholders'
investments," stated Phil Hartstein, president and CEO for Finjan,
"Successful protection of our patented technologies is a key
component to accomplishing these objectives and investing in and
developing new cybersecurity technologies."

Finjan has filed patent infringement lawsuits against FireEye,
Inc., Sophos, Inc., Symantec Corporation, Palo Alto Networks, Inc.,
and Blue Coat Systems, Inc. relating to, collectively, more than 20
patents in the Finjan portfolio.  The court dockets for the
foregoing cases are publicly available on the Public Access to
Court Electronic Records (PACER) website, www.pacer.gov, which is
operated by the Administrative Office of the U.S. Courts.

                            About Finjan

Finjan, formerly known as Converted Organics, is a leading online
security and technology company which owns a portfolio of patents,
related to software that proactively detects malicious code and
thereby protects end-users from identity and data theft, spyware,
malware, phishing, trojans and other online threats.  Founded in
1997, Finjan is one of the first companies to develop and patent
technology and software that is capable of detecting previously
unknown and emerging threats on a real-time, behavior-based basis,
in contrast to signature-based methods of intercepting only known
threats to computers, which were previously standard in the online
security industry.

Finjan reported a net loss of $10.47 million in 2014 following a
net loss of $6.07 million in 2013.

As of Sept. 30, 2015, the Company had $9.93 million in total
assets, $2.66 million in total liabilities and $7.27 million in
total stockholders' equity.


FIRSTENERGY CORP: Fitch Affirms 'BB+' IDR & Alters Outlook to Pos.
------------------------------------------------------------------
Fitch Ratings has affirmed FirstEnergy Corporation's (FE) long-term
Issuer Default Rating (IDR) and revised the Rating Outlook to
Positive from Stable. Fitch has also affirmed FE's senior unsecured
debt rating at 'BB+/RR4' and short-term IDR of 'B'. The Positive
Outlook considers the filing by FE of a modified, proposed
stipulation in FE's Ohio utilities' Electric Security Plan IV (ESP
IV) rate proceeding, including an 8-year power purchase agreement
(PPA). Operational changes implemented in 2015 by incoming CEO
Chuck Jones to de-risk FE's competitive business and emphasize
growth in regulated operations, as well as improve consolidated
earnings, cash flows and credit metrics, are additional factors
supporting the Positive Outlook. Given this shift in management
strategy and more credit-friendly business-risk profile, Fitch
believes that a debt-to-EBITDA ratio of 4.5x is more consistent
with a low investment-grade credit rating compared to the previous
4.0x target.

KEY RATING DRIVERS

-- Recent and future rate case outcomes, especially FE's pending
    Ohio rate case;

-- Strategic efforts to reduce risk at FE's competitive business
    and focus future investment on transmission and distribution;

-- High parent-only and consolidated debt;

-- The extended downturn in U.S. power prices and its adverse
    effect on operating profits;

-- High capex directed primarily toward utility and transmission
    operations;

-- Relatively stable electric utility operations and cash flows.

Modified Stipulation Filed

The rating affirmation and Positive Outlook follow FE's
announcement that the company's Ohio operating utilities filed a
modified stipulation with the Public Utilities Commission of Ohio
(PUCO) on Dec. 1, 2015. Importantly, the modified stipulation
includes the commission staff among its 16 signatories. Staff had
opposed the previous stipulation as filed with the commission.

Economic Stability Plan

The modified, proposed stipulation in FE's Ohio utilities' ESP IV
rate proceeding includes an 8-year PPA. Under the PPA, FirstEnergy
Solutions (FES) will enter into a PPA with Ohio Edison Co., The
Cleveland Electric Illuminating Co., and The Toledo Edison Co. from
June 1, 2016 through May 31, 2024. The revised stipulation also
extends the Ohio utilities' distribution rate freeze through May
31, 2024.

PUCO Outcome Uncertain

Fitch believes that the support of the PUCO staff significantly
improves the stipulation's prospects for approval. Nonetheless, the
stipulation is highly controversial and PUCO approval is not
assured. Judicial review of the stipulation is a virtual certainty.
A final PUCO decision is expected in the first quarter 2016. The
PUCO may adopt the stipulation as proposed, adopt the stipulation
with modification or reject the proposed stipulation.

The stipulated agreement, if approved by the commission, would be a
significant positive event for FE's credit profile on both a
quantitative and qualitative basis. If approved by the PUCO as
proposed, Fitch estimates FE's EBITDA leverage would improve by
nearly a turn in 2016 versus Fitch's previous expectations.

High Debt Levels

FE's consolidated debt is high with total debt approximating $23
billion on a consolidated basis, including parent-only long-term
debt of $4.2 billion as of Sept. 30, 2015. However, consolidated FE
debt-to-EBITDA is estimated by Fitch at 4.6x - 4.7x during 2016 -
2018 and FFO adjusted debt 4.8x - 5.1x, levels that are consistent
with a low investment-grade credit rating given the company's
improved business-risk profile.

De-Risking Competitive Operations

Operational changes implemented in 2015 by incoming CEO Chuck Jones
to de-risk FE's competitive business and emphasize growth in
regulated operations are meaningful positive developments from a
credit point-of-view. The competitive generation business is now
managed more conservatively, maintaining a long generation position
for contingencies and exiting more weather-sensitive and volatile
sales channels. Fitch believes this strategic change in how FE is
managing its competitive risk and the potential, incremental risk
mitigation associated with the modified stipulation (due to the
8-year PPA) meaningfully improve FE's business-risk profile.

The proposed stipulation if approved by PUCO would provide a more
predictable stream of revenues for 3,244 mW of generating capacity
through June 1, 2024. In that scenario, approximately 42% of FE's
generation would be price regulated or under long-term contract.

Utility Impact

The proposed stipulation includes an economic stability program
that includes the 8-year PPA and a retail rate stability rider
(RRS). Under the terms of the stipulation, FE's Ohio operating
utilities would pay FES a cost-based rate for power, including a
10.38% PPA return on equity. The utilities would sell the power
acquired from FES via the PPA in wholesale markets. When wholesale
market revenues exceed cost, customers receive a credit to their
monthly bill. Conversely, when wholesale market revenues are less
than cost, customers pay a charge. If approved as proposed, the PPA
is estimated by FE to save Ohio ratepayers $560 million over its
8-year term.

The proposed stipulation extends the utilities' distribution rate
freeze through May 31, 2024, contains guaranteed credits to
customers of $10 million beginning in year five, increasing to $40
million in year eight. The stipulation also extends increases to
the distribution capital rider (DCR) cap through May 31, 2024.
Under the terms of the stipulation, FE will pursue carbon reduction
through investment in grid enhancement, including smart meters and
battery technologies, fuel diversity and other means. The
stipulation calls for timely cost recovery of future investment
through specific riders. This alignment of utility strategy with
Ohio energy policy is, in our opinion, credit supportive for FE's
Ohio utilities.

Focus on Regulated Assets

FE's focus on improving its regulated utility and transmission
returns while investing significant capital in these assets and
de-risking its competitive business is credit supportive in Fitch's
view. FE is in the midst of a $4.2 billion transmission buildout
2014 - 2017 with the majority of projects targeting FE's American
Transmission System, Inc. (ATSI). Recent rate case decisions with
the exception of the March 2015 $34 million rate decrease for
Jersey Central Power and Light have been generally supportive from
a credit point of view. Earlier this year, regulators in West
Virginia and Pennsylvania approved settlement agreements
authorizing rate increases and the Federal Energy Regulatory
Commission (FERC) approved ATSI's settlement of its transmission
rate filing in October 2015. The FERC order authorizes use of a
forward test year in formula rates and a 10.38% return on equity.

Low Power Prices

FE's ratings and Stable Outlook reflect the prolonged downturn in
power prices driven by a surfeit of natural gas supply, strong
reserve margins, and sluggish residential demand. Low, albeit
gradually improving, power prices are expected by Fitch to continue
to constrain margins and cash flows at FE's merchant operations.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for FE include:

-- PUCO approval of FE's ESP IV stipulation as filed.

-- Incorporate jurisdictional rate changes authorized by FERC and

    state regulatory commissions in Pennsylvania, West Virginia
    and New Jersey and assume balanced future rate case outcomes.

-- PJM capacity auction results included in estimates.

-- Continued equity issuance of approximately $100 million per
    annum.

-- Effective tax rate of 36% - 38%.

RATING SENSITIVITIES

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

-- Approval of FE's ESP IV as proposed or with minor
    modification;

-- Improvement in debt-to-EBITDA to 4.5x and FFO adjusted
    leverage of 5.5x or better;

-- Continued management commitment to de-risking and deleveraging

    FE's business model.

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

-- Lower than expected margins and volumes and continued high
    leverage at FE and its competitive business;

-- An unsupportive final decision in FE's pending ESP IV filing
    in Ohio;

-- Weakening of FE's FFO adjusted leverage to 6.5x or worse on a
    sustained basis.

LIQUIDITY

Fitch believes FE's consolidated liquidity position is solid. As of
Sept. 30, 2015, FE had approximately $4 billion of liquidity
available under its consolidated $6 billion of revolving credit
facilities and $59 million of cash.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following:

FirstEnergy Corp.

-- IDR at 'BB+';

-- Senior unsecured debt at 'BB+/RR4';

-- Short-term IDR at 'B.

The Rating Outlook is revised to Positive from Stable.



FORESIGHT ENERGY: Moody's Puts B2 CFR on Review for Downgrade
-------------------------------------------------------------
Moody's Investors Service placed all ratings of Foresight Energy,
LLC on review for downgrade, including the corporate family rating
of B2, the probability of default rating (PDR) of B2-PD, senior
unsecured rating of Caa1, and senior secured rating of Ba3.  The
speculative grade liquidity rating of SGL-3 remains unchanged.

On Review for Downgrade:

Issuer: Foresight Energy, LLC

  Corporate Family Rating, B2, Placed on Review for Downgrade

  Probability of Default Rating, B2-PD, Placed on Review for
  Downgrade

  Senior Secured Bank Credit Facilities, Ba3 (LGD3), Placed on
   Review for Downgrade
  
  Senior Unsecured Regular Bond/Debenture, Caa1 (LGD5), Placed on
   Review for Downgrade

Outlook Actions:

Issuer: Foresight Energy, LLC

  Outlook, Changed To Rating Under Review From Negative

RATINGS RATIONALE

The action follows the company's recent update on the litigation by
the trustee for the bondholders of the company's 2021 Senior Notes.
In May 2015 the trustee filed suit alleging that Murray Energy
Corporation's acquisition of an interest in Foresight Energy GP LLC
triggered a change of control of the 2021 Senior Notes.  On Dec. 4,
2015, Vice Chancellor Laster of the Delaware Chancery Court issued
his opinion, but not a judgment, stating that an event of default
had occurred and that the trustee was entitled to a company's offer
to purchase the 2021 Senior Notes at 101% of the principal amount
tendered, as required by the indenture.  A judgment in the case has
not yet been rendered.  The company indicated that it had commenced
discussions with a majority of the holders of their 2021 Senior
Notes to attempt to resolve the litigation.  The company also
commenced discussions with certain lenders under their revolving
credit facility to ensure sufficient liquidity and indicated that
it is likely to suspend distributions on their common units,
commencing with the quarter ending Dec. 31, 2015.

The company currently has $600 million of 2021 Senior Notes
outstanding and does not have sufficient liquidity to repurchase
the notes, if it were required to do so.  The review will focus on
the results of any negotiations with the bondholders or other
actions the company may take to bolster liquidity or to refinance
the notes.

Absent an acceleration of the senior notes maturity, the company
continues to have sufficient liquidity, which at September 30, 2015
included $25 million in cash and $166 million available under $550
million revolver maturing in August 2018.  The company generated
$221 million in operating cash flows for the twelve months ended
Sept. 30, 2015, comfortably covering $137 million in capital
investments.  The company had paid roughly $50 million per quarter
in dividends over the past four quarters.  Moody's expects fourth
quarter 2015 cash outlay of roughly $8 million following the
dividend cut announced in November 2015.  Moody's believes that
recent dividend cutting actions will result in positive free cash
flows over the next twelve months.

Foresight Energy, LLC (Foresight) is 100% owned by Foresight Energy
L.P., which is a Master Limited Partnership (MLP). Foresight is a
growing thermal coal producer operating in the Illinois Basin.
Currently, the company has four operating mining complexes, with
four longwall operations, one continuous miner operation, and over
3 billion tons of coal reserves.  For the twelve months ended Sept.
30, 2015, the company generated $1,043 million in revenues.

Foresight's parent company recently sold 34% of its general partner
interest and 50% of the limited partner interest to Murray Energy
Corporation.  Christopher Cline, the founder of Foresight, and his
affiliates retained an approximately 66% general partner interest
and an approximately 36% limited partner interest, with the balance
of limited partner units publicly traded.

The principal methodology used in these ratings was Global Mining
Industry published in August 2014.



FUHU INC: Seeks Joint Administration of Cases
---------------------------------------------
Fuhu, Inc., and Fuhu Holdings, Inc., ask the Bankruptcy Court to
jointly administer their Chapter 11 cases under the Lead Case No.
15-12465.  The Debtors believe that joint administration of their
cases will aid in expediting the cases and rendering the process
less costly, without prejudicing the substantive rights of any
creditor.

The Debtors are under common ownership and management insofar as
Fuhu, Inc., owns 100% of Fuhu Holdings Inc.  Fuhu Holdings, Inc.,
owns substantially all of the Debtors' intellectual property,
including trademarks and copyrights, while Fuhu, Inc., operates the
Debtors' business.  Tennenbaum Special Situations Fund IX, LLC and
Tennenbaum Special Situations IX-O, L.P. are the primary secured
creditors of both Debtors, and their loans are
crass-collateralized.

The Debtors anticipate that numerous notices, applications,
motions, other pleadings, hearings, and orders in these cases will
affect both of them.  According to the Debtors, joint
administration will permit the Clerk to use a single general docket
for all of their cases and to combine notices to creditors and
other parties-in-interest of their respective estates.

With the joint administration, supervision of the administrative
aspects of these chapter 11 cases by the Office of the United
States Trustee also will be simplified, the Debtors said.

                          About Fuhu

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

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

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


FUHU INC: Wants to Use Prepetition Lenders' Cash Collateral
-----------------------------------------------------------
Fuhu Inc. and Fuhu Holdings, Inc., seek authority from the
Bankruptcy Court to use cash collateral and to sell inventory in
which certain of their secured creditors have or may claim an
interest.

The Debtors said they need Cash Collateral for the payment of their
actual and necessary post-petition obligations including, without
limitation, actual and necessary general operating and
working-capital expenses incurred in the ordinary course of their
business.

LSQ Funding Group, L.C.; Obsidian Agency Services, Inc., as Agent
for Tennenbaum Special Situations Fund IX, LLC and Tennenbaum
Special Situations IX-O, L.P.; and Mattel have or may claim to have
an interest in at least a portion of the Debtors' cash, cash
equivalents, and other assets included in the definition of "cash
collateral" in Section 363(a) of the Bankruptcy Code.

"Without access to Cash Collateral, the Debtors will not have the
liquidity to operate their business, purchase new inventory, keep
their installed product base operational, and fund their
ordinary-course expenditures, including paying their employees and
the expenses necessary to administer these chapter 11 cases,
pending the contemplated sale of the Debtors' assets," according to
Jeffrey N. Pomerantz, Esq., at Pachulski Stang Ziehl & Jones LLP,
counsel to the Debtors.  "Absent the use of Cash Collateral, the
Debtors would be required to cease operations and liquidate on a
piecemeal basis, causing irreparable harm to the Debtors and their
estates," he added.

The Pre-Petition Lenders are granted the following forms of
adequate protection, to the extent of any diminution in the value
of their interests in their respective collateral from and after
the Petition Date as a result of the use of Cash Collateral, the
imposition of the automatic stay in this case:

   (i) valid, perfected, binding, and enforceable replacement
       liens on and security interests in all assets of the
       Debtors and their estates of the same types and kinds as
       those assets in which the applicable Pre-Petition Lender
       held valid and non-avoidable liens or security interests as

       of the Petition Date, whether now existing or hereafter
       acquired;

  (ii) super-priority claims pursuant to Section 507(b) of the
       Bankruptcy Code; and

(iii) maintenance of insurance coverage on their collateral.

Tennenbaum directed the Debtors' warehouse and logistics providers
not to release inventory without Tennenbaum's express consent.
Thus, the Debtors request a confirmation from the Court that their
warehousing and logistics providers are authorized to release
inventory at the Debtors' direction, notwithstanding the
instructions received previously from Tennenbaum.

As of Nov. 25, 2015, Tennenbaum asserted that it was owed
approximately $6.5 million by the Debtors.

                           About Fuhu

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

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

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

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


FUTURE HEALTHCARE: Posts Net Loss in Quarter Ended Sept. 30
-----------------------------------------------------------
Future Healthcare of America (FHA) posted a net loss available to
common shareholders of $888,757 for the quarter ended September 30,
2015, compared to a net loss of $139,678 for the same period in
2014.  This represents a $749,079 increase from the company's net
loss of $139,678 in the third quarter of 2014, driven by non-cash
expense for the loss on the derivative liability, according to the
company's Chief Executive Officer and President and Director
Christopher J. Spencer and Chief Financial Officer John Busshaus in
a November 5, 2015 regulatory filing with the U.S. Securities and
Exchange Commission.

"The Company has incurred losses, an accumulated deficit and has a
short-term note payable in excess of anticipated cash, which is
currently past due," Messrs. Spencer and Busshaus stated.   

"These factors raise substantial doubt about the ability of the
company to continue as a going concern.  

"There is no assurance that the company will be successful in
achieving profitable operations."

However, management plans to resolve going concern doubt, the
officers said.  "The company continues to implement changes in the
Casper, Wyoming location to assist in correcting the operation
results experienced over the past three quarters.  Cash used in
investing activities reflects a $40,000 note extended to F3 &
Associates Inc. during the third quarter of 2015, due October 31,
2015, according to Messrs. Spencer and Busshaus.

At September 30, 2015, the company had total assets of $1,112,050,
total liabilities of $2,622,405, and total stockholders' deficit of
$1,510,355.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/zvwss4o

Pittsburgh, Pennsylvania-based Future Healthcare of America (FHA)'s
wholly owned subsidiary Interim Healthcare of Wyoming, Inc.
(Interim) is an independent franchisee of Interim HealthCare that
provides a wide range of visiting nurse services to the elderly,
wounded and sick.  Interim is one of the 300 independent home
health agencies that comprise the Interim HealthCare network,
operating primarily in Wyoming and Montana.



GARLOCK SEALING: Objects to Class 4 Claims of Nicholl, et al.
-------------------------------------------------------------


Pursuant to Section 502 of the Bankruptcy Code, Federal Rules of
Bankruptcy Procedure 3007 and 3018, and the April 10, 2015 Order
Approving Disclosure Statement and Establishing Asbestos Claims Bar
Date and Procedures for Solicitation, Garlock Sealing Technologies
LLC;, et al., filed further omnibus objections, to object to the
temporary allowance for voting purposes of certain Class 4 claims
filed by various firms, including:

   * Law Offices of Peter T. Nicholl;
   * The Ferraro Law Firm;
   * Provost Umphrey Law Firm L.L.P.;
   * The Lomax Law Firm, P.A.; and
   * Robert Peirce & Associates.

Garland S. Cassada, Esq., at Robinson Bradshaw & Hinson, P.A.,
tells the Court that the Subject Claims do not meet the
Solicitation Order's requirements for temporary allowance because
they were settled and paid prepetition, were dismissed with
prejudice, are time-barred, or were resolved by final judgment
prepetition.  According to Mr. Cassada, the Subject Claims
constitute a portion of claims filed by the Filing Firms and
identified by Debtors as not meeting these requirements.

Copies of the Debtors' Omnibus Claims Objections, which include
lists of the claimants subject to the objections, are available
at:

    http://bankrupt.com/misc/Garlock_S_4993_65th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_4995_66th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_4997_68th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_4998_69th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_4999_70th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5004_75th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5005_76th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5006_77th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5007_78th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5009_79th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5010_80th_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5011_81st_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5012_82nd_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5013_83rd_Om_Obj.pdf
    http://bankrupt.com/misc/Garlock_S_5014_84th_Om_Obj.pdf

Special Corporate and Litigation Counsel to the Debtors:

         Garland S. Cassada, Esq.
         Jonathan C. Krisko, Esq.
         Richard C. Worf, Jr., Esq.
         ROBINSON BRADSHAW & HINSON, P.A.
         101 North Tryon Street, Suite 1900
         Charlotte, NC 28246
         Telephone: (704) 377-2536
         Facsimile: (704) 378-4000
         E-mail: gcassada@rbh.com
                 jkrisko@rbh.com
                 rworf@rbh.com

                       About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more than
a century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.

Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for
asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in the
Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P.
Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his
co-counsel.

Judge George Hodges of the U.S. Bankruptcy Court for the Western
District of North Carolina on Jan. 10, 2014, entered an order
estimating the liability for present and future mesothelioma claims
against Garlock Sealing at $125 million, consistent with the
positions GST put forth at trial.

In January 2015, the Debtors filed their Second Amended Plan of
Reorganization, which is backed by the Future Asbestos Claimants'
Representative (FCR).  The confirmation hearing is slated to begin
June 20, 2016.

Under the schedule for confirmation proceedings ordered by the
Court, objections to confirmation of the Plan that do not depend on
the results of voting were due Oct. 6, 2015, and confirmation
objections that depend on such results are due on Dec. 18, 2015.


GARLOCK SEALING: Reaud Morgan Files Rule 2019 Statement
-------------------------------------------------------
Reaud, Morgan & Quinn LLP disclosed in a court filing that it
represents a group of creditors holding asbestos-related claims
against Garlock Sealing Technologies LLC.

The Texas-based law firm made the disclosure pursuant to Rule 2019
of the Federal Rules of Bankruptcy Procedure.  

A copy of the court document is available for free at
http://is.gd/lY3FwB

The firm can be reached at:

     Reaud, Morgan & Quinn LLP
     John Werner
     P.O. Box 26005
     Beaumont, TX, 77720-6005
     Telephone: (409) 838-1000
     Facsimile(409) 833-8236

                       About Garlock Sealing

Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO).  For more than
a century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.

On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code.  The Debtor estimated $500 million to $1 billion in assets
and up to $500 million in debts as of the Petition Date.

Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd., also filed for bankruptcy.

Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort.  Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for
asbestos matters.

The Official Committee of Asbestos Personal Injury Claimants in the
Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C. 20005.

Joseph W. Grier, III, the Court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P.
Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his
co-counsel.

Judge George Hodges of the U.S. Bankruptcy Court for the Western
District of North Carolina on Jan. 10, 2014, entered an order
estimating the liability for present and future mesothelioma claims
against Garlock Sealing at $125 million, consistent with the
positions GST put forth at trial.

In January 2015, the Debtors filed their Second Amended Plan of
Reorganization, which is backed by the Future Asbestos Claimants'
Representative (FCR).  The confirmation hearing is slated to begin
June 20, 2016.

Under the schedule for confirmation proceedings ordered by the
Court, objections to confirmation of the Plan that do not depend on
the results of voting were due Oct. 6, 2015, and confirmation
objections that depend on such results are due on Dec. 18, 2015.


GENESYS RESEARCH: Bid to Remove LBH&F as Counsel Granted
--------------------------------------------------------
Judge Joan N. Feeney of the United States Bankruptcy Court for the
District of Massachusetts granted the motion filed by Christine E.
Briggs to remove Lynch, Brewer, Hoffman & Fink, LLP, as Special
Corporate and Litigation Counsel to Genesys Research Institute.

The only matter in which the Trustee stated that he may need the
services of LBH & F is "to provide information and assistance in
obtaining reimbursement from the Debtor's D&O insurer for legal
fees incurred by the Debtor and paid to Lynch Brewer which are
covered by the Debtor's D&O policy."

In view of the Trustee's position that conversion of the case to
Chapter 7 is warranted and that there is limited need for LBH & F's
services, Judge Feeney concluded that allowance of the motion is
warranted at this time.  This, however, is without prejudice to the
Chapter 11 Trustee seeking authority to employ LBH & F for the
limited purposes outlined in his statement and to the filing by LBH
& F of an application for compensation of services previously
incurred.

The case is In re GENESYS RESEARCH INSTITUTE, INC., Chapter 11,
Debtor, CASE NO. 15-12794-JNF (Bankr. D. Mass.).

A full-text copy of Judge Bailey's November 19, 2015 memorandum is
available at http://is.gd/DfZPFgfrom Leagle.com.

Genesys Research Institute, Inc. is represented by:

          Nina M. Parker, Esq.
          PARKER & ASSOCIATES
          10 Converse Place Suite 2
          Winchester, MA 01890
          Tel: (781) 218-3487
          Fax: (781) 729-0187

John Fitzgerald, Esq. is represented by:

          Paula R.C. Bachtell, Esq.
          U.S. DEPARTMENT OF JUSTICE
          Office of the United States Trustee

Harold B. Murphy is represented by:

          Christopher M. Condon, Esq.
          Andrew G. Lizotte, Esq.
          MURPHY & KING, PROFESSIONAL CORPORATION
          One Beacon Street, 21st Floor
          Boston, MA 02108
          Tel: (617) 423-0400
          Fax: (617) 423-0498
          Email: ccondon@murphyking.com
                alizotte@murphyking.com

                  About Genesys Research

GeneSys Research Institute, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. Mass Case No. 15-12794) on July 14, 2015.  The
petition was signed by Robert Stemple, clerk and treasurer.  Parker
& Associates serves as the Debtor's counsel.  The Debtor estimated
assets of $10 million to $50 million and liabilities of at least $1
million.  The case is assigned to Judge Joan N. Feeney.


GLOBAL EQUITY: GEQU Balance Sheet Upside Down by $48,712
--------------------------------------------------------
Global Equity International, Inc. (OTCQB: GEQU) incurred a total
stockholders' deficit of $48,712 for the three months ended
September 30, 2015, compared to a total stockholders' deficit of
$3,841,580 for the quarter ended December 31, 2014.  The company's
balance sheets showed total assets of $1,597,402 and total
liabilities of $1,646,114 at September 30, 2015.

GEQUI President and Chief Executive Officer Peter J. Smith and
Chief Financial Officer Enzo Taddei, in a November 5, 2015
regulatory filing with the U.S. Securities and Exchange Commission,
noted that the company had a net loss of $190,289 and net cash used
in operations of $120,366 for the nine months ended September 30,
2015; and a working capital deficit of $1,615,578 and stockholders'
deficit of $48,712 as of September 30, 2015.  

"These factors raise substantial doubt about the company's ability
to continue as a going concern."

Messrs. Smith and Taddei explained, "The ability of the company to
continue its operations is dependent on Management's plans, which
include the raising of capital through non-convertible debt and/or
equity markets, until such time that funds provided by operations
are sufficient to fund working capital requirements.  The company
may need to incur liabilities with certain related parties to
sustain the company's existence.

"It is the company's intention to seek additional non-convertible
debt financing when necessary, which we plan to use as additional
working capital to implement our marketing program to increase
awareness of our business model and also to expand our operations
via the acquisition of companies that are in a similar space and
industry as ours, although we have not identified any companies
that we would consider acquiring.  However, we do not have any
verbal or written agreements with anyone to provide us with debt
financing.

"Any short fall in our projected operating revenues will be covered
by:

* The cash fees that we expect to receive from the clients we
   currently have under contract.

* Receiving loans from one or more of our officers even
   though at the present time, we do not have verbal or
   written commitments from any of our officers to lend us
   money.

* Receiving non-convertible loans from third party investors.

"In the event that operating cash flows are slowed or nonexistent,
the company plans to reduce its overhead wherever possible.

"Depending upon market conditions, the company may not be
successful in raising sufficient additional capital to achieve its
business objectives. In such event, the business, prospects,
financial condition, and results of operations could be materially
adversely affected; hence there is substantial doubt about the
company's ability to continue as a going concern."

The company had a net income of $232,725 for the three months ended
September 30, 2015, compared to a net loss of $450,236 for the same
period in 2014.  

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/j7fowv5

Global Equity International, Inc. (OTCQB: GEQU), through its wholly
owned subsidiary Global Equity Partners Plc. (GEP), advises
worldwide business leaders with their most critical decisions and
opportunities pertaining to growth, capital needs, structure and
the development of a global presence.  With headquarters in Dubai,
UAE and office in London, UK, GEQUI has recently selected PCG
Advisory Group as Agency of Record for strategic communications and
investors communications.



GROVE ESTATES: Susquehanna's Motion to Compel Enforcement Denied
----------------------------------------------------------------
Judge Robert N. Opel, II, of the U.S. Bankruptcy Court for the
Middle District of Pennsylvania denied the motion filed by
Susquehanna Bank to compel enforcement of a settlement agreement
pursuant to the debtor Grove Estates L.P.'s confirmed Plan of
Reorganization.

Susquehanna Bank asserted that it was not responsible for the taxes
that the Debtor had paid in the amount of $9,815.  It further
asserted that it is not responsible for such amount as the
Settlement Agreement clearly sets forth that all taxes, other than
"current taxes", are the responsibility of the Debtor and/or other
Pasch Entities.

The Debtor related that the Court-confirmed Amended Plan has two
parts, Part I which is the Amended Plan itself, setting forth the
classification of claims and the like, and Part II, the Settlement
Agreement.  The Debtor further related that the focus of the
dispute is Paragraph 2 of the Settlement Agreement entitled
"Consideration."  The Debtor notes that in one of the Whereas
recitals, five parcels are described and that the Whereas Clauses
are incorporated into Paragraph I of the Settlement Agreement. The
Debtor further noted that Paragraph 2 refers to those properties by
generic terms, and sets forth the requirement that upon execution
of the Settlement Agreement, the so-called "Pasch Entities" will
execute and deliver to the Bank, in recordable form, documents
which essentially are Deeds in Lieu of Foreclosure.  The Debtors
told the Court that two of the deeds, Arlington Rental Property and
Taylor Estates Property are required to be delivered free and clear
of all liens and encumbrances except for current real estate taxes,
so that, at the option of the Bank, they can be immediately
recorded, even before confirmation of the Debtor's Plan.

The Debtors contended that Exhibit "B" of the Bank's Motion to
Enforce reflects an agreement on May 22, 2015, to amend the
Settlement Agreement dated April 8, 2015 by permitting the Debtor,
again entitled "Pasch Entities", to make two payments regarding
real estate taxes on both the Arlington rental property and the
Taylor Estate property.  The Debtors further contended that both
payments were made.  The Debtors pointed out that of major
importance to the consideration of the issue is Paragraph 2 B,
which sets forth the "bargain" of the Settlement Agreement.  The
Debtors alleged that if the Pasch Entities were to pay the sum of
$5,115,000 to the Bank on or before Aug. 28, 2015, the Bank would
have then been obligated to return the remaining three Deeds in
Lieu of Foreclosure submitted to it and to eventually satisfy all
debt.

The Debtors told the Court that because of the inability of the
reorganized Debtor to make the payment of $5,115,000 to the Bank by
Aug. 28th, the Bank now has the Deeds in Lieu of Foreclosure for
three parcels of property with the ability to record them, having
previously recorded the other two in its favor before confirmation
of the Amended Plan.  The Debtors further told the Court that no
further consideration is due from the Debtor to the Bank subsequent
to Aug. 28, 2015, when the Debtor failed to make payment of the
amount of $5,115,000.

Susquehana Bank is represented by:

          Iles Cooper, Esq.
          WILLIAMSON, FRIEDBERG & JONES, LLC
          Ten Westwood Road
          Pottsville, PA 17901
          Telephone: (570)622-5933

Grove Estates is represented by:

          Robert L. Knupp, Esq.
          SMIGEL, ANDERSON & SACKS, LLP
          4431 North Front Street
          Harrisburg, PA 17110
          Telephone: (717)234-2401
          Facsimile: (717)234-3611
          E-mail: rknupp@sasllp.com

                      About Grove Estates LP

Grove Estates, LP, an operator of land development business in
York, Pennsylvania, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Pa. Case No. 14-04368) on Sept. 23,
2014.  The case is assigned to Judge Robert N Opel II.

The Debtor's counsel is Robert L Knupp, Esq., at Smigel, Anderson
& Sacks, LLP, in Harrisburg, Pennsylvania.  The Debtor's
accountant
is Francis C. Musso, CPA, MPA, P.C.

Following a hearing on June 3, 2015, Judge Robert N. Opel, II,
entered an order confirming Grove Estates, L.P.'s Chapter 11 plan,
as filed on Nov. 3, 2014, and modified on April 27, 2015.  Judge
Opel ruled that the Amended Plan has satisfied the requirements of
confirmation set forth in 11 U.S.C. Sec. 1129(a).

Secured creditors Susquehanna Bank and M&T Bank (Class 2) voted to
accept the Plan.  Unsecured claims and equity interests are
unimpaired under the Plan.


GT ADVANCED: $26.6-Mil. Sale of ASF Furnaces to Vast Billion Okayed
-------------------------------------------------------------------
GT Advanced Technologies Inc. and its affiliated debtors sought and
obtained from Judge Henry J. Boroff of the U.S. Bankruptcy Court
for the District of New Hampshire approval of the sale of 567
advanced sapphire furnaces to Vast Billion Development Ltd., free
and clear of all liens, claims, encumbrances and interests, but
subject to higher or otherwise better bids.

The Debtors related that Vast Billion expressed interest in buying
567 ASF Furnaces, consisting of substantially all of the Tier 1 and
Tier 2 Mesa Furnaces and the Tier 1 Hong Kong Furnaces ("Purchased
Assets").  The Debtors further related that pursuant to the
Purchase Order dated Nov. 23, 2015, Vast Billion proposed to
acquire to Purchased Assets for an aggregate price of $26,595,000.
The Debtors noted that as a condition to proceeding with the
acquisition, Vast Billion wanted the Purchase Order to be subject
to separate Court approval than that provided in connection with
the ASF Furnace auction.  The Debtors further noted that Vast
Billion's offer is the highest and best offer received so far for
the Purchased Assets.

Pursuant to the Purchase Order, Vast Billion will be entitled to
reimbursement of its reasonable, documented, out-of-pocket expenses
incurred in connection with the Purchase Order, up to a maximum
amount of $100,000, if a sale of the 567 ASF Furnaces to Vast
Billion does not close for a reason other than Vast Billion's
breach of the Purchase Order, or if the Sale Order is not entered
on or before Dec. 2, 2015 for any reason other than Vast Billion's
breach of the Purchase Order.

According to the Debtors, the sale will provide a greater recovery
for the Debtors' creditors with respect to the Purchased Assets
than would be provided by any other practically available
alternative.  No other entity has offered to purchase the Purchased
Assets for greater economic value to the Debtors or their estates
and the Debtors' determination that the Purchase Order constitutes
the highest or best offer for the Purchased Assets constitutes a
valid and sound exercise of the Debtors' business judgment.

GT Advanced Technologies is represented by:

          Luc A. Despins, Esq.
          Andrew V. Tenzer, Esq.
          James T. Grogan, Esq.
          G. Alexander Bongartz, Esq.
          PAUL HASTINGS LLP
          Park Avenue Tower
          75 East 55th Street, First Floor
          New York, NY 10022
          Telephone: (212)318-6000
          Facsimile: (212)319-4090
          E-mail: lucdespins@paulhastings.com
                  andrewtenzer@paulhastings.com
                  jamesgrogan@paulhastings.com
                  alexbongartz@paulhastings.com

                 - and -

          Daniel W. Sklar, Esq.
          Holly J. Barcroft, Esq.
          NIXON PEABODY LLP
          900 Elm Street
          Manchester, NH 03101-2031
          Telephone: (603)628-4000
          Facsimile: (603)628-4040
          E-mail: dsklar@nixonpeabody.com
                  hbarcroft@nixonpeabody.com

                  About GT Advanced Technologies

Headquartered in Merrimack, New Hampshire, GT Advanced
Technologies
Inc. -- http://www.gtat.com/-- produces materials and equipment  
for the electronics industry.  On Nov. 4, 2013, GTAT announced a
multi-year supply deal with Apple Inc. to produce sapphire glass
material for use in consumer electronics products.

Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.

GT is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT."  GTAT was de-listed from the
NASDAQ
stock exchange in October 2014.

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the
United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 4-11916).  GT
says that it has sought bankruptcy protection due to a severe
liquidity crisis brought about by its issues with Apple.

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.

The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors.  The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.

GTAT has reached a settlement with Apple.  The settlement gives
Apple an approved claim for $439 million secured by more than
2,000
sapphire furnaces that GT Advanced owns and has four years to
sell,
with proceeds going to Apple.  In addition, Apple gets
royalty-free, non-exclusive licenses for GTAT's technology.

The bankruptcy case is assigned to Judge Henry J. Boroff.


GT ADVANCED: Court OKs Supply Contract Settlement with Apple
------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a New Hampshire
bankruptcy judge on Dec. 2, 2015, approved GT Advanced
Technologies' settlement with Apple Inc. over a failed supply
contract, which the Debtor says extinguishes a $439 million secured
claim against the estate and represents an important step in its
quest to exit Chapter 11.

U.S. Bankruptcy Judge Henry Boroff signed off on the pact,
announced last month, which will avert potential litigation between
the two parties.  GTAT had a lucrative contract to supply Apple
with scratch-resistant sapphire for smartphones, but the
partnership proved disastrous.

                  About GT Advanced Technologies

Headquartered in Merrimack, New Hampshire, GT Advanced Technologies
Inc. -- http://www.gtat.com/-- produces materials and equipment
for the electronics industry.  On Nov. 4, 2013, GTAT announced a
multi-year supply deal with Apple Inc. to produce sapphire glass
material for use in consumer electronics products.

Under the deal, Apple would provide GTAT with a prepayment of
approximately $578 million paid in four installments and, starting
in 2015, GTAT would reimburse Apple for the prepayment over a
five-year period.

GT is a publicly held corporation whose stock was traded on NASDAQ
under the ticker symbol "GTAT."  GTAT was de-listed from the NASDAQ
stock exchange in October 2014.

As of June 28, 2014, the GTAT Group's unaudited and consolidated
financial statements reflected assets totaling $1.5 billion and
liabilities totaling $1.3 billion.  As of Sept. 29, 2014, GTAT had
$85 million in cash, $84 million of which is unencumbered.

On Oct. 6, 2014, GT Advanced Technologies and eight affiliates
filed voluntary petitions for relief under Chapter 11 of the
United
States Bankruptcy Code (Bankr. D.N.H. Lead Case No. 4-11916).  GT
says that it has sought bankruptcy protection due to a severe
liquidity crisis brought about by its issues with Apple.

The Debtors have tapped Nixon Peabody LLP and Paul Hastings LLP as
attorneys and Kurtzman Carson Consultants LLC as claims and
noticing agent.

The U.S. Trustee has named seven members to the Official Committee
of Unsecured Creditors.  The Committee' professionals are Kelley
Drye as its bankruptcy counsel; Devine, Millimet & Branch,
Professional Association as local counsel; EisnerAmper LLP as
financial advisors; and Houlihan Lokey Capital, Inc. as investment
banker.

GTAT has reached a settlement with Apple.  The settlement gives
Apple an approved claim for $439 million secured by more than 2,000
sapphire furnaces that GT Advanced owns and has four years to sell,
with proceeds going to Apple.  In addition, Apple gets
royalty-free, non-exclusive licenses for GTAT's technology.

The bankruptcy case is assigned to Judge Henry J. Boroff.


HAGGEN HOLDINGS: Gets Approval for Ch. 11 Auction of Core Stores
----------------------------------------------------------------
Matt Chiappardi at Bankruptcy Law360 reported that a Delaware
bankruptcy judge gave grocery chain Haggen the thumbs-up on Dec. 4,
2015, to auction off its "core stores" in its home market in the
Pacific Northwest, part of a series of asset sales the debtor hopes
will help pay the more than $600 million owed to creditors.

During a hearing in Wilmington, Delaware, U.S. Bankruptcy Judge
Kevin Gross said he would approve Haggen Inc.'s bid procedures for
a group of nearly three dozen stores in Oregon and Washington
state, where the chain got its start.

In a separate report, Melissa Lipman at Bankruptcy Law360 said that
after Albertsons reacquired 30 stores it sold to a small, now
bankrupt, grocery chain to win approval for its $9.2 billion merger
with Safeway, experts say the Federal Trade Commission may take an
even more intense look at the financials of would-be divestiture
buyers in deal reviews.

A U.S. bankruptcy judge on Nov. 24 signed off on a deal for
Albertsons LLC to pay $14 million to buy back 30 of the 146 stores
it originally sold to Haggen Holdings Inc.

                      About Haggen Holdings

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

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

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

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

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

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


HAPPY WAVE: Objection to BSI's $729K Claim Denied
-------------------------------------------------
Judge Robert E. Grossman of the United States Bankruptcy Court for
the Eastern District of New York denied Happy Wave LLC's objection
to the claim of BSI Mortgage V LLC and request to surcharge the
collateral for expenses of preservation of collateral for loss of
rents.

Prior to Happy Wave's petition date, BSI obtained a judgment of
foreclosure against Happy Wave in the amount of $698,792.46 with
interest and statutory rate.  On December 15, 2014, BSI filed a
timely proof of claim asserting a pre-petition secured claim in the
total amount of $729,916.62.

Happy Wave filed an objection to the claim, arguing:

     (1) BSI's lien should be subordinated to the rights of the
         debtor-in-possession as a judgment lien creditor and
         bona fide purchaser for value, pursuant to Section 544;

     (2) BSI should be surcharged the expense of preservation an
         disposition of the collateral;

     (3) BSI should be surcharged $66,000 for its refusal to
         permit the collateral property to be rented; and

     (4) the court should apply a market rate of interest to
         BSI's secured claim.

Judge Grossman held that the strong arm provisions of Section 544
do not give the debtor the power to subordinate the lien of a party
holding a valid, properly-recorded judgment of foreclosure.

The judge also found that the administrative expenses that were
"necessary and required to effect the Closing" shall be paid out of
the sale proceeds ahead of BSI's lien.

Judge Grossman further held that Happy Wave is not entitled to
surcharge BSI in any amount for rent that may have been collected
at the property.

As to the interest rate, Judge Grossman noted that the BSI claim to
which Happy Wave has objected is a pre-petition claim, and there
has been no issue raised yet as to BSI's claim, if any, to
post-petition interest.

The case is In re HAPPY WAVE LLC, Chapter 11, Debtor, CASE NO.
14-74389 (REG) (Bankr. E.D.N.Y.).

A full-text copy of Judge Grossman's November 25, 2015 decision and
order is available at http://is.gd/Iw71Wnfrom Leagle.com.

Happy Wave LLC is represented by:

          Leo Fox, Esq.
          630 Third Avenue, 18th Floor
          New York, NY 10017
          Tel: (212) 867-9595
          Fax: (212) 949-1857
          Email: leofox1947@aol.com


HGIM CORP: S&P Lowers CCR to 'B-' on Weak Financial Measures
------------------------------------------------------------
Standard & Poor's Rating Services said it lowered its corporate
credit rating on HGIM Corp. to 'B-' from 'B'.  The outlook is
stable.

At the same time, S&P is lowering the issue-level rating to 'B-'
from 'B'.  The recovery rating is '3', indicating S&P's expectation
for meaningful (lower end of 50% to 70% range) recovery if a
payment default occurs.

"The downgrade reflects our expectations for HGIM's utilization and
day-rates to decrease in 2016, which result in weaker credit
measures than originally anticipated," said Standard & Poor's
credit analyst David Lagasse.

The company has about 20 vessels rolling off contract over the next
two years, which S&P believes will be challenging for HGIM to
re-contract at current day-rates due to a worldwide oversupply of
offshore support vessels (OSV), exacerbated by weaker offshore
drilling due to weak crude oil and natural gas prices.

S&P assess HGIM's business risk profile as "weak," as defined by
S&P's criteria.  The company operates in the volatile marine
services business, focusing on support for offshore drilling rigs.


S&P assess HGIM's financial risk profile to be "highly leveraged,"
as defined in S&P's criteria, reflecting its expectation of funds
from operations (FFO) to debt of 5% to 10%.

The stable outlook reflects S&P's expectation that although
industry conditions will remain weak through at least 2016, S&P
expects the company to maintain what it considers to be "adequate"
liquidity.



HOANA MEDICAL: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Hoana Medical, Inc.
        828 Fort Street Mall, Suite 620
        Honolulu, HI 96813

Case No.: 15-01493

Nature of Business: Health Care

Chapter 11 Petition Date: December 8, 2015

Court: United States Bankruptcy Court
       District of Hawaii (Honolulu)

Debtor's Counsel: Jeffery S. Flores, Esq.
                  O'CONNOR PLAYDON & GUBEN LLP
                  Pacific Guardian Center
                  Makai Tower, Suite 2400
                  733 Bishop Street
                  Honolulu, HI 96813
                  Tel: 808-524-8350
                  Fax: 808-531-8628
                  Email: jsf@opglaw.com

                    - and -

                  Jerrold K. Guben, Esq.
                  O'CONNOR PLAYDON & GUBEN LLP
                  733 Bishop St., Fl. 24
                  Honolulu, HI 96813
                  Tel: 808.524.8350
                  Fax: 808.531.8628
                  Email: jkg@opglaw.com

Estimated Assets: $100,000 to $500,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Edward Chen, President/COO.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/hib15-01493.pdf


HOWREY LLP: Back in Ch. 7, Allan Diamond Named Trustee
------------------------------------------------------
Joyce E. Cutler, writing for Bloomberg Brief - Distress &
Bankruptcy, reported that Howrey LLP returned to Chapter 7, where
the once large law firm started out in U.S. Bankruptcy Court for
the Northern District of California nearly five years ago in an
involuntary bankruptcy filing.

According to the report, Allan Diamond, Diamond McCarthy LLP,
Houston, Dec. 2 was appointed trustee, a
position he's held in the Chapter 11 since appointed in 2011.
Diamond and the official committee of unsecured creditors Oct. 20
jointly filed to convert the Chapter 11 reorganization case back to
a Chapter 7 liquidation, the report related.

"Simply stated, despite their best efforts it is now apparent to
both the Trustee and the Committee that there is no viable pathway
to a consensual plan in this chapter 11 case absent perhaps years
of further litigation having an uncertain outcome with respect to
the Unfinished Business Litigation," the report cited the court
filing as saying.

U.S. Bankruptcy Judge Dennis Montali approved Nov. 16 converting
the case effective Dec. 1, the report said.

                       About Howrey LLP

Three creditors filed an involuntary Chapter 7 petition (Bankr.
N.D. Cal. Case No. 11-31376) on April 11, 2011, against the
remnants of the Washington-based law firm Howrey LLP.  The filing
was in San Francisco, where the firm had an office.  The firm
previously was known as Howrey & Simon and Howrey Simon Arnold &
White LLP.  The firm at one time had more than 700 lawyers in 17
offices.  The partners voted to dissolve in March 2011.

The firm specialized in antitrust and intellectual-property
matters.  The three creditors filing the involuntary petition
together have $36,600 in claims, according to their petition.

The involuntary chapter 7 petition was converted to a chapter 11
case in June 2011 at the request of the firm.  In its schedules
filed in July, the Debtor disclosed assets of $138.7 million and
liabilities of $107.0 million.

Representing Citibank, the firm's largest creditor, is Kelley
Cornish, Esq., a partner at Paul, Weiss, Rifkind, Wharton &
Garrison.  Representing Howrey is Wiley Rein.

The Official Committee of Unsecured Creditors is represented in
the case by Bradford F. Englander, Esq., at Whiteford, Taylor And
Preston LLP.

In September 2011, Citibank sought conversion of the Debtor's case
to Chapter 7 or, in the alternative, appointment of a Chapter 11
Trustee.  The Court entered an order appointing a Chapter 11
Trustee. In October 2011, Allan B. Diamond was named as Trustee.
He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd
Loden, Esq., at Diamond McCarthy LLP as counsel.


LIGHTSQUARED INC: Ends GPS Fight with Deere
-------------------------------------------
Tiffany Kary, writing for Bloomberg Brief - Distress & Bankruptcy,
reported that LightSquared Inc. took another step toward opening
the doors on its wireless broadband business, settling a dispute
with Deere & Co. over how its spectrum will coexist with GPS
signals.

According to the report, citing a company statement, LightSquared,
mired in legal and regulatory limbo since its 2012 bankruptcy
filing, agreed to dial down some of its emissions and forgo
terrestrial use of the band closest to the GPS signal on
"downlink," or the transmission from satellite to ground station.
The pact marks the end of one of many disputes between LightSquared
and GPS makers over how its spectrum interfered with their systems,
the report related.

"We are glad to finally find resolution to these important spectrum
issues and are pleased to reach an end to the case against Deere,"
the Bloomberg report cited LightSquared Chief Executive Officer
Doug Smith as saying.

To recall, LightSquared sued Deere, Garmin International Inc.,
Trimble Navigation Ltd. and other participants in the
global-positioning satellite industry in 2013, accusing them of
misrepresenting how GPS and broadband technologies would interact,
the report said.

                    About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, as the Company seeks to resolve regulatory issues
that have prevented it from building its coast-to-coast integrated
satellite 4G wireless network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity
and runway necessary to resolve its issues with the FCC.  Despite
working diligently and in good faith, however, LightSquared and
the
lenders were not able to consummate a global restructuring on
terms
acceptable to all interested parties.

Despite working diligently and in good faith, however,
LightSquared
and the lenders were not able to consummate a global restructuring
on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial
advisor.  Kurtzman Carson Consultants LLC serves as claims and
notice agent.

                          *     *     *

Bankruptcy Judge Shelley C. Chapman in late March 2015, approved
LightSquared Inc.'s Chapter 11 reorganization plan.  As previously
reported by The Troubled Company Reporter, the Debtors, in
December, filed a joint plan and disclosure statement, which
contemplate, among other things, (A) new money investments by the
New Investors in exchange for a combination of preferred and
common
equity, (B) the conversion of the Prepetition LP Facility Claims
into new second lien debt obligations, (C) the repayment in full,
in cash, of the Inc. Facility Prepetition Inc. Facility
NonSubordinated Claims immediately following confirmation of the
Plan, (D) the payment in full, in cash, of LightSquared's general
unsecured claims, (E) the provision of $1.25 billion in new money
working capital for the Reorganized Debtors, (F) the assumption of
certain liabilities, (G) the resolution of all inter-Estate
disputes, and (H) the contribution by Harbinger of the Harbinger
Litigations.

The U.S. Federal Communications Commission on Dec. 4, 2015,
approved LightSquared's Change of Control application, paving the
path toward emergence from Chapter 11 as well as the installation
of new leadership committed to collaborating with industry and
government to spur economic growth by bringing the company's
mid-band spectrum to market.


LIGHTSQUARED INC: Gets FCC's Blessing for Spectrum Handoff
----------------------------------------------------------
Cara Salvatore at Bankruptcy Law360 reported that the Federal
Communications Commission blessed a deal on Dec. 4, 2015, that will
transfer valuable wireless spectrum into the hands of a new
LightSquared entity and help bring a long and bitter bankruptcy to
its official end.

In documents posted on Dec. 4, the FCC approved a transfer of
LightSquared’s mid-band spectrum to a unit of New LightSquared.
The company has been in bankruptcy since 2012, after the FCC halted
its conditional license for terrestrial wireless operations,
destroying an $8 billion plan to build out a massive new network.

                  About LightSquared Inc.

LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, as the Company seeks to resolve regulatory issues
that have prevented it from building its coast-to-coast integrated
satellite 4G wireless network.

LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network.  In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries.  In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.

LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.

Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.

Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors.  Alvarez & Marsal North America, LLC, is the
financial advisor.  Kurtzman Carson Consultants LLC serves as
claims and notice agent.

                          *     *     *

Bankruptcy Judge Shelley C. Chapman in late March 2015, approved
LightSquared Inc.'s Chapter 11 reorganization plan.  As previously
reported by The Troubled Company Reporter, the Debtors, in
December, filed a joint plan and disclosure statement, which
contemplate, among other things, (A) new money investments by the
New Investors in exchange for a combination of preferred and
common equity, (B) the conversion of the Prepetition LP Facility
Claims into new second lien debt obligations, (C) the repayment in
full, in cash, of the Inc. Facility Prepetition Inc. Facility
NonSubordinated Claims immediately following confirmation of the
Plan, (D) the payment in full, in cash, of LightSquared's general
unsecured claims, (E) the provision of $1.25 billion in new money
working capital for the Reorganized Debtors, (F) the assumption of
certain liabilities, (G) the resolution of all inter-Estate
disputes, and (H) the contribution by Harbinger of the Harbinger
Litigations.


MCGRAW-HILL SCHOOL: Fitch Affirms 'B' Issuer Default Rating
-----------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Rating (IDR) for
McGraw-Hill School Education Holdings, LLC (MHSE) at 'B' and the
rating on the senior secured term loan at 'BB/RR1'. The Rating
Outlook is Stable. MHSE is the K-12 educational content business of
McGraw-Hill Education (MHE). A complete list of ratings follows at
the end of this release.

The ratings reflect Fitch's belief that MHSE's current capital
structure is not permanent and that the company would carry higher
debt levels for additional equity returns or acquisitions. Fitch
does not expect additional leveraging transactions in the near- to
mid-term.

In March 2013, funds affiliated with Apollo Global Management, LLC
(Apollo) acquired MHE, McGraw-Hill Companies Inc.'s global
education business, for $2.4 billion. Apollo contributed $1.0
billion in cash to complete the acquisition. Since the acquisition,
MHSE ($644 million) and MHGE Parent, LLC ($389 million), have
returned an aggregate $1,033 million to Apollo, funded with a
mixture of incremental debt and cash on hand. MHGE Parent, LLC, a
sister subsidiary to MHSE, houses MHE's higher education publishing
and solutions and professional and international education content
and services businesses.

The term loan benefits from a first-priority lien on all
non-asset-backed loan (ABL) collateral assets and a second lien on
the ABL collateral assets. Between the two collateral groups,
materially all MHSE's assets secure the term loans and the $150
million ABL facility in either a first-lien or second-lien
position. The term loans are also guaranteed by the same
subsidiaries that guarantee the ABL facility. The guarantors are
MHSE's domestic wholly owned subsidiaries, which make up a material
portion of MHSE's operations. McGraw-Hill School Education
Intermediate Holdings also provides a guarantee.

The term loan amortizes 1% per annum and matures in 2019. There is
no mandatory excess cash flow sweep. MHSE has an uncommitted option
to increase the term loan by $75 million and may increase the term
loans for a higher amount, limited by a net first lien leverage
ratio of 2.5x for parity debt and a 4x limit for term loans junior
to the secured term loans.

KEY RATING DRIVERS

MHSE is one of three leading K-12 educational content providers.
Fitch believes that Pearson, Houghton Mifflin Harcourt (HMH) and
MHSE hold more than 80% of the U.S. K-12 text book publishing
market.

Fitch believes MHSE and its peers have endured a period of cyclical
weakness and should benefit from strong adoption opportunities
currently scheduled for 2017 and 2018. State and municipal revenues
and education budgets are improving. In addition, the adoption of
Common Core State Standards (CCSS) for English language arts and
math has driven demand for new textbooks, educational materials and
digital learning solutions.

Fitch expects MHSE to continue investing in its digital products,
including through small bolt-on acquisitions. In addition, the
company refocused its salesforce to better sell its digital
products. These investments and salesforce initiatives allow MHSE
to benefit from the rebound in the K-12 educational market. Fitch
expects MHSE should be able to at least defend its existing market
share and more likely grow it, especially in light of its success
in recent adoptions in California and Texas.

Fitch's base case model assumes flat to slightly negative GAAP
revenue growth in 2015 and 2016. However, digital revenues do not
fully impact GAAP revenues in the then-current period and accrue in
deferred revenues. Due to GAAP treatment of digital revenues, which
are providing an increasing percentage of MHSE's total revenues, a
growing portion of total annual cash revenues are deferred over an
adoption's term. As Fitch expects digital revenues to continue to
grow, GAAP revenues realized in a given year will eventually match
cash revenues recognized in that year. To account for this timing
differential, Fitch calculates leverage on a total debt to funds
from operations (FFO) basis across the industry, with the change in
deferred revenue included in the calculation of FFO. Fitch's base
case demonstrates that the company can deliver lower GAAP revenue
growth and still maintain current ratings.

Based on Fitch's base case, MHSE is expected to generate in the
range of $100 million to $150 million in free cash flow (FCF before
dividends) in 2015 and 2016. The ratings reflect Fitch's
expectation that FCF will be dedicated towards dividends,
acquisitions and organic investments in digital content and that
most acquisitions will be small bolt-on acquisitions.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for the issuer
include:

-- GAAP revenue flat to slightly down in 2015 and 2016 as GAAP
    digital revenues are expected to somewhat offset minimal
    adoptions. In 2017 and 2018, large new adoption opportunities
    and associated digital offerings drive GAAP revenue growth in
    the mid-single digits.

-- FFO is expected to range from $125 million to $200 million for

    the forecasted period;

-- FFO adjusted leverage to be less than 2.0x throughout the
    rating forecast period.

RATING SENSITIVITIES

Rating Upgrade: Positive rating actions may be considered if a
clear financial policy commensurate with a higher rating is
communicated, which could include a leverage target and/or strategy
as to shareholder policy in terms of return of capital. If MHSE
publicly committed to a financial policy that reflected its current
capital structure, the IDR could be considered in the 'BB' category
context. Growth of FFO and FCF ahead of Fitch's expectations, which
would likely demonstrate the company's ability to drive digital
revenue growth and/or retake market share from its competitors,
could also lead to positive rating momentum.

Rating Downgrade: Revenue declines on a cash basis in the low- to
mid-single digits could result in rating pressures.

LIQUIDITY

Based on Fitch's base case, Fitch-calculated funds from operations
adjusted leverage is expected to be approximately 2.0x at the end
of 2015, and to decline through 2017.

As of Sept. 30, 2015, liquidity was supported by $212 million in
cash and its undrawn $150 million ABL facility due in 2018. Fitch
expects 2014 year-end cash balances of approximately $240 million
and that MHSE will have sufficient liquidity to fund seasonal cash
flow needs.

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

MHSE

-- Long-term IDR at 'B';
-- Senior secured term loan at 'BB/RR1';

The Rating Outlook is Stable.



MICROVISION INC: Posts $3.5M Net Loss in Qtr. Ended Sept. 30
------------------------------------------------------------
MicroVision, Inc., had a net loss of $3,513,000 for the three
months ended Sept. 30, 2015, compared to a net loss of $3,355,000
for the same period in 2014.  

"We received a report from our independent registered public
accounting firm regarding the consolidated financial statements for
the year ended December 31, 2014 that includes an explanatory
paragraph expressing substantial doubt about our ability to
continue as a going concern.  These financial statements are
prepared assuming we will continue as a going concern," the
company's Chief Executive Officer and Director Alexander Y. Tokman
and Chief Financial Officer Stephen P. Holt said in a regulatory
filing with the U.S. Securities and Exchange Commission on November
5, 2015.

"We have incurred significant losses since inception.  We have
funded operations to date primarily through the sale of common
stock, convertible preferred stock, warrants, the issuance of
convertible debt and, to a lesser extent, from development contract
revenues, product sales and licensing activities.  At September 30,
2015, we had $11.2 million in cash and cash equivalents.

"Based on our current operating plan, and without additional funds
from our existing ATM facility, we anticipate that we have
sufficient cash and cash equivalents to fund our operations through
June 2016.  We will require additional cash to fund our operating
plan past that time.  We plan to obtain additional cash through the
issuance of equity or debt securities and/or product sales and
licensing activities.  

"There can be no assurance that additional cash will be available
or that, if available, it will be available on terms acceptable to
us or on a timely basis. If adequate funds are not available on a
timely basis, we intend to consider limiting our operations
substantially.  This limitation of operations could include
reducing our planned investment in our production capabilities or
research and development projects, resulting in reductions in
staff, operating costs, and capital expenditures," Messrs. Tokman
and Holt stated.

At Sept. 30, 2015, the company had total assets of $15,538,000,
total liabilities of $12,192,000, and total shareholders' equity of
$3,346,000.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/juonvcq

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.


MIDSTATES PETROLEUM: Interest Payments Cast Going Concern Doubt
---------------------------------------------------------------
Midstates Petroleum Company, Inc.'s interest payment obligations
are substantial and the uncertainty associated with its ability to
meet future commitments as they come due or to repay outstanding
debt raises substantial doubt about its ability to continue as a
going concern, the company's Interim President and Chief Executive
Officer Frederic F. Brace and Executive Vice President and Chief
Financial Officer Nelson M. Haight disclosed in a regulatory filing
with the U.S. Securities and Exchange Commission on November 5,
2015.

The company incurred a net loss of $494,342,000 for the three
months ended September 30, 2015, compared to a net income of
$74,597,000 for the quarter ended September 30, 2014.  At September
30, 2015, the company had total assets of $1,298,061,000, total
long-term liabilities of $1,939,119,000, and total stockholders'
deficit of $816,011,000.

Messrs. Brace and Haight stated, "As a result of substantial
declines in oil, NGLs and natural gas prices during the latter half
of 2014 and continuing into 2015, our liquidity outlook has been
impacted.  Decreases in commodity prices directly impact our
revenues and associated operating cash flows and consequently our
ability to fund our capital program and service our debt.  As a
result, we expect lower operating cash flows than previously
experienced and if commodity prices continue to remain low, our
liquidity will be further impacted as current hedging contracts
expire.  

"During the three and nine months ended September 30, 2015, we
received cash payments on settled derivative contracts of $34.3
million and $129.1 million, respectively.  These cash payments on
settled derivative contracts increased our operating cash flows by
approximately 54.7% during the nine months ended September 30,
2015.  The weighted average fixed price of our derivative contracts
for the second half of 2015 are lower than the weighted average
fixed price for the first half of 2015, and we currently have no
derivative contracts for any period subsequent to 2015.  As such,
unless new hedging contracts are put into place, cash payments from
settled derivative contracts will not be received in 2016 or future
periods due to the expiration of our current hedging contracts.

"Our interest payment obligations are substantial and the
uncertainty associated with our ability to meet future commitments
as they come due or to repay outstanding debt raises substantial
doubt about our ability to continue as a going concern.  The
company received a going concern qualification from our independent
registered public accounting firm for the year ended December 31,
2014, but obtained a waiver to the Credit Facility waiving any
default as a result of receiving such qualification."

They further noted, "As a result of the commodity price decline and
our substantial debt burden, we took steps to increase its
liquidity and amend certain debt covenants.  We completed the
Dequincy Divestiture that involved the sale of certain of our oil
and gas properties in Beauregard and Calcasieu Parishes, Louisiana
on April 21, 2015, for approximately $42.4 million, inclusive of
amounts placed in escrow and net of post-closing adjustments.  The
proceeds from the Dequincy Divestiture were retained for general
corporate purposes.

"Additionally, on May 21, 2015, we issued $625.0 million of Second
Lien Notes and on May 21, 2015 and June 2, 2015 we exchanged an
aggregate of approximately $524.1 million of Third Lien Notes for
an aggregate of approximately $306.4 million of 2020 Senior Notes
and $352.3 million of 2021 Senior Notes.  Approximately $63.9
million of 2020 Senior Notes and $70.7 million of 2021 Senior Notes
were extinguished as a result of the exchanges occurring at a
percentage of the Unsecured Notes' par value.

"We also entered into the Seventh Amendment which provided that
upon completion of the Second Lien Notes offering and Third Lien
Notes exchange, the borrowing base of the Credit Facility would be
reduced to $252.0 million.  The Seventh Amendment also provided
additional covenant flexibility.  On October 14, 2015, we entered
into the Ninth Amendment which, among other things, reaffirmed the
borrowing base at $252.0 million."  

"The Dequincy Divestiture, the issuance of the Second Lien Notes
and the exchange of the Third Lien Notes increased our cash
balance, increased the amount of borrowings currently available
under the Credit Facility, and as a result, increased the liquidity
of the company," Messrs. Brace and Haight added.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/jbh43ql

Midstates Petroleum Company, Inc. (NYSE: MPO) is an independent
exploration and production company based in Tulsa, Oklahoma.  The
company's operations are currently focused on oilfields in
Mississippian Lime play in Oklahoma and the Anadarko Basin in Texas
and Oklahoma.


MIG LLC: Files Bankruptcy Rule 2015.3 Periodic Report
-----------------------------------------------------
MIG, LLC and ITC Cellular, LLC filed a report on the value,
operations and profitability, as of June 30, 2015, of these
companies in which they hold a substantial or controlling
interest:

   Companies                           Interest of Estate  
   ---------                           ------------------  
   Tag Holdings Inc.                          100%
   International Telcell Cellular LLC          46%
   Telcell Wireless LLC                        46%
   MagtiCom Limited                            46%

MIG and ITC Cellular filed the report pursuant to Bankruptcy Rule
2015.3.  The report is available for free at http://is.gd/tHOSvy

                          About MIG LLC

Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s.  In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses.  By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.

MIG LLC and affiliate ITC Cellular, LLC, filed for Chapter 11
bankruptcy protection on June 30, 2014.  The cases are currently
jointly administered under Bankr. D. Del. Lead Case No. 14-11605.
As of the bankruptcy filing, MIG's sole valuable asset, beyond its
existing cash, is its indirect interest in Magticom Ltd.  The cases
are assigned to Judge Kevin Gross.  MIG LLC disclosed $15.9 million
in assets and $254 million in liabilities.

Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia.  Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.

Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case NO. 09-12118). It obtained approval of its
reorganization plan in November 2010.

The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor; Cousins Chipman and Brown,
LLP as conflicts counsel; and Prime Clerk LLC as claims and notice
agent and administrative advisor.  The Debtors have retained
Natalia Alexeeva as chief restructuring officer.

A three-member panel has been appointed in these cases to serve as
the official committee of unsecured creditors, consisting of Walter
M. Grant, Paul N. Kiel, and Lawrence P. Klamon.


MILLAR WESTERN: Moody's Lowers CFR to B3, Outlook Negative
----------------------------------------------------------
Moody's Investors Service downgraded Millar Western Forest Products
Ltd's corporate family rating (CFR) to B3 from B2, probability of
default rating (PDR) to B3-PD from B2-PD, and senior unsecured
notes to Caa1 from B3.  The speculative grade liquidity rating was
lowered to SGL-4 from SGL-3 and the rating outlook is negative.

Downgrades:

Issuer: Millar Western Forest Products Ltd.

  Probability of Default Rating, Downgraded to B3-PD from B2-PD
  Corporate Family Rating (Foreign Currency), Downgraded to B3
   from B2
  Senior Unsecured Regular Bond/Debenture (Foreign Currency)
   April 1, 2021, Downgraded to Caa1(LGD4) from B3(LGD4)

Ratings Lowered:

  Speculative Grade Liquidity Rating, Lowered to SGL-4 from SGL-3

Outlook Actions:

Issuer: Millar Western Forest Products Ltd.

  Outlook, Changed To Negative From Stable

RATINGS RATIONALE

Millar Western's B3 CFR reflects the company's weak liquidity, high
leverage (14x LTM September 2015), small revenue base and
significant exposure to the volatile lumber and market pulp
industry.  With just one pulp mill and two operating sawmills, all
located in Alberta, the company's ratings are constrained by its
lack of operating diversity.  Despite low-cost mills with good
backward integration into the key inputs of fiber and electricity,
operating margins are volatile given the fragmentation of both the
lumber and pulp sector which often leads to an over-supplied
market.  Credit metrics have weakened significantly in 2015, and
Moody's expects leverage and coverage metrics will remain weak over
the rating horizon as pricing and demand for the company's products
remains relatively flat.

The company's SGL-4 (Speculative Grade Liquidity) rating signifies
weak liquidity.  As of September 2015, the company had CAD$12
million of cash and CAD$46 million of availability on a CAD$50
million revolving credit facility (matures July 2018) and our
expectation of about $20 million of cash consumption over the next
12 months, including about CAD$4 million of debt maturities.
Moody's anticipates that the company will draw on most of its
credit facility on a peak, seasonal basis, as the company conducts
the majority of its log harvesting and hauling in the winter
months, typically building up a log inventory valued at about $40
million in the first quarter of the year.  While the indefinite
shutdown (or potential sale) of its Boyle sawmill will reduce
working capital needs, the company will still rely significantly on
its credit facility to fund cash requirements.  The company is
expected to remain in compliance with its financial covenants
(current ratio above 1.5x) over the next 12 months.

The negative rating outlook reflects weak demand and pricing for
Millar Western's products and the company's heavy reliance on its
credit facilities to fund cash requirements in the next 12 to 18
months.  Moody's could downgrade the rating with expectations for
sustained cash consumption or a substantive worsening of business
conditions.  A further erosion in the company's liquidity position
or an adverse operational event could also have negative rating
implications.  A rating upgrade would require the maintenance of
adequate liquidity and a return to positive cash flow, with RCF/TD
and (RCF-Capex)/TD approaching 10% and 5% respectively on a
sustainable basis.

The principal methodology used in these ratings was Global Paper
and Forest Products Industry published in October 2013.

Millar Western is a privately-held producer of lumber and pulp,
headquartered in Edmonton, Alberta, Canada.



MOUNTAIN PROVINCE: Updates Gahcho Kue Diamond Mine Development
--------------------------------------------------------------
Mountain Province Diamonds Inc. announced that development of the
Gahcho Kue diamond mine is progressing according to plan and budget
with the overall project more than 80 percent complete and on track
for first production during H2 2016.

Patrick Evans, Mountain Province President and CEO, commented: "We
continue to make excellent progress at Gahcho Kue.  Key areas of
focus over the next six months are commissioning of the primary
crusher and diamond plant, as well as preparation for operational
readiness."

Mountain Province was advised early last week of the planned
cessation of operations at the De Beers Snap Lake mine and the
opportunities this would afford selected Snap Lake employees to be
hired at Gahcho Kue.  Forty-one Snap Lake employees have been
transferred to Gahcho Kue and a further 60 will be transferred next
year as the mine prepares for production.

Mr. Kim Truter, Chairman of the Gahcho Kue JV Management Committee
and De Beers Canada CEO, commented: "The regrettable decision
relating to Snap Lake will have no impact on plans for the Gahcho
Kue mine.  On the contrary, Gahcho Kue will benefit from the
availability of trained and experienced employees who are being
transferred to Gahcho Kué to support operational readiness."

Mr. Evans added: "Procurement under the capital program is 99
percent complete and preparations for the 2016 ice road deliveries
are well advanced.  The project continues to meet our lending
group's tests-to-completion and the final 2015 draw-down against
the project finance facility has occurred.  During 2015 a total of
US$158M has been drawn against the US$370M facility.  Mountain
Province is fully funded to commercial production and also has a
US$75M cost overrun facility in place."

              About Mountain Province Diamonds

Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada.  The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.

Mountain Province incurred a net loss of C$4.39 million in 2014,  a
net loss of C$26.6 million in 2013 and a net loss of C$3.33 million
in 2012.

As of Sept. 30, 2015, the Company had C$553.29 million in total
assets, $235 million in total liabilities and $318 million in total
shareholders' equity.

KPMG LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's ability to continue
operations is dependent upon its ability to obtain sufficient
financing to fund its operations and development costs.


NET ELEMENT: May Issue 3.49 Million Shares Under Incentive Plan
---------------------------------------------------------------
Net Element, Inc., filed a Form S-8 registration statement with the
Securities and Exchange Commission to register an additional
3,491,422 shares of common stock issuable under the Company's 2013
Equity Incentive Plan.  A copy of the prospectus is available at:

                       http://is.gd/7XyE5h

                        About Net Element

Miami, Fla.-based Net Element International, Inc., formerly Net
Element, Inc., currently operates several online media Web sites
in the film, auto racing and emerging music talent markets.

Net Element reported a net loss of $10.18 million on $21.2
million of net revenues for the 12 months ended Dec. 31, 2014,
compared to a net loss of $48.3 million on $18.7 million of net
revenues for the 12 months ended Dec. 31, 2013.

As of Sept. 30, 2015, the Company had $26.17 million in total
assets, $17.03 million in total liabilities, and $9.14 million in
total stockholders' equity.

BDO USA, LLP, in Miami, Florida, issued a "going concern"
qualification in its report on the consolidated financial
statements for the year ended Dec. 31, 2014.  The accounting firm
said that the Company has suffered recurring losses from operations
and has used substantial amounts of cash to fund its operating
activities that raise substantial doubt about its ability to
continue as a going concern.


NUANCE COMMUNICATIONS: Moody's Affirms Ba3 CFR, Outlook Stable
--------------------------------------------------------------
Moody's Investors Service affirmed Nuance Communications, Inc.'s
Ba3 Corporate Family Rating, Ba3-PD Probability of Default Rating,
Baa3 Senior Secured Bank Credit Facility rating, and SGL-1
speculative grade liquidity rating.  Moody's also upgraded the
company's senior unsecured guaranteed notes to Ba3 from B1.  The
ratings outlook is stable.

On Dec. 8, 2015, Nuance announced completion of its $677 million
senior unsecured convertible note (unrated) issuance, as well as
repayment of the outstanding balance ($472.5 million) of its senior
secured term loan.  The upgrade of the senior unsecured guaranteed
notes is a result of the improvement of their relative position
within the capital structure, after the majority of senior secured
debt was repaid.

RATINGS RATIONALE

Nuance's Ba3 corporate family rating reflects its leading position
in the voice recognition industry offset by uncertain revenue
growth, high leverage levels and likelihood of shareholder
distributions.  While the company continues to maintain a leading
position within the voice recognition industry, the growth profile
has reduced due to challenges in its key healthcare and mobile
device segments and faces near term headwinds as it shifts
increasingly to a subscription model.  In addition, growth through
acquisitions has resulted in muted GAAP profitability due to
purchase accounting adjustments, transaction related expenses and
restructuring costs (operating margins in the low single digits).
Although the company has slowed its pace of acquisitions in recent
periods to focus on its existing operations, we expect acquisitions
will continue to be an important part of its strategy.  The ratings
contemplate that the company will continue to use a mix of cash,
debt and stock to finance acquisitions and share buybacks.  Nuance
is however expected to generate strong free cash flow, with FCF to
debt expected to be in the mid- to high teens over the next twelve
months.

The stable outlook reflects Moody's view that though leverage will
remain high, free cash flow levels will remain substantial and the
company will maintain its leading position in various voice
recognition sectors.

The ratings could be upgraded if the company returns to organic
growth or leverage is on track to fall below 4.5x or free cash flow
to debt on track to be sustained above 20%.

Ratings could be lowered, if pro forma leverage exceeds 6x on a
sustained basis or if detrimental changes in the healthcare as well
as the mobile segment appear to be long term in nature.  The
ratings could also be pressured downwards if Nuance's free cash
flow metrics decline from recent levels, particularly if the free
cash flow to debt ratio falls below 10% on other than a temporary
basis.

Nuance's speculative grade liquidity rating of SGL-1 indicates a
very good liquidity profile driven by our expectation of strong
free cash flow, strong cash balances, and an undrawn $75 million
revolver.  Nuance generated $430 million free cash flow in the
fiscal year ended September 30, 2015, and is expected to generate
similar or greater amounts over the next twelve months.  Pro forma
for the convertible note issuance, Nuance is estimated to have a
cash balance in excess of $500 million post-closing.

Upgrades:

Issuer: Nuance Communications, Inc.

  Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3 (LGD4)
   from B1 (LGD4)

Outlook Actions:

Issuer: Nuance Communications, Inc.
  Outlook, Remains Stable

Affirmations:

Issuer: Nuance Communications, Inc.

  Probability of Default Rating, Affirmed Ba3-PD

  Speculative Grade Liquidity Rating, Affirmed SGL-1

  Corporate Family Rating, Affirmed Ba3

  Senior Secured Bank Credit Facility, Affirmed Baa3 (LGD1)

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

Nuance Communications, Inc., headquartered in Burlington, MA, is a
leading provider of speech, text and imaging solutions for business
and consumers.  The company had revenues of $1.9 billion for the
twelve months ended Sept. 30, 2015.



OFFSHORE GROUP: Epiq Okayed as Claims and Noticing Agent
--------------------------------------------------------
Offshore Group Investment Limited, et al., sought and obtained
permission from the Bankruptcy Court to appoint Epiq Bankruptcy
Solutions, LLC, as their claims and noticing agent, nunc pro tunc
to the Petition Date.

Epiq is directed to perform noticing services and to receive,
maintain, record, and otherwise administer the proofs of claim
filed in the Debtors' cases, and all related task.

Epiq will serve as the custodian of court records and will be
designated as the authorized repository for all proofs of claim
filed in theses cases and is authorized and directed to maintain
official claims registers for each of the Debtors and to provide
the Clerk with a certified duplicate thereof upon the request of
the Clerk.

Epiq's professional rates are:

      Title                                          Rates
      -----                                        ---------
      Clerical/Administrative Support               $30-$45
      Case Manager                                  $60-$85
      IT/Programming                                $60-$100
      Sr. Case Manager/Dir. of Case Management      $80-$140
      Consultant/Senior Consultant                 $125-$165
      Director / Vice President Consulting            $180
      Executive Vice President - Solicitation         $225
      Executive Vice President - Consulting          Waived

The undisputed fees and expenses incurred by Epiq will be treated
as administrative expenses of the Debtors' estates and be paid in
the ordinary course of business without further application to or
order of the Court.

Epiq agrees to maintain records of all services showing dates,
categories of services, fees charged, and expenses incurred.  Epiq
further agrees to serve monthly invoices on the Debtors, the Office
of the United States Trustee for the District of Delaware, counsel
for the Debtors, counsel for any official committee monitoring the
expenses of the Debtors, and any party in interest who specifically
requests service of the monthly invoices.  If any dispute arises
relating to the Services Agreement or monthly invoices, the parties
will meet and confer in an attempt to resolve the dispute.  If
resolution is not achieved, the parties may seek resolution of the
matter from the Court.

Prior to the Petition Date, the Debtors provided Epiq a retainer in
the amount of $20,000.  Epiq will hold the retainer under the
Services Agreement during these Chapter 11 cases as security for
the payment of fees and expenses incurred pursuant to the
Services Agreement.  Following termination of the Services
Agreement, Epiq will return to the Debtors any amount of the
retainer that remains.

The Debtors will indemnify Epiq under the terms of the Services
Agreement.

To the best of the Debtors' knowledge, Epiq is a "disinterested
person" as such term is defined in Section 101(14) of the
Bankruptcy Code, as modified by Section 1107(b) of the Bankruptcy
Code.

                       About Offshore Group

Offshore Group Investment Limited, et al., filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Proposed Lead Case No.
15-12421) on Dec. 3, 2015.  Christopher G. DeClaire signed the
petitions as authorized officer.

The Debtors have engaged Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A. as co-counsel; Lazard Freres & Co.
LLC as investment banker; Alvarez & Marsal North America, LLC, as
restructuring advisor; and Epiq Bankruptcy Solutions, LLC as claims
and noticing agent.

The Debtors are an international offshore drilling company
operating a fleet of modern, high-specification drilling units
around the world.  The Debtors' principal business is to contract
their drilling units, related equipment, and work crews to drill
underwater oil and natural gas wells for major, national, and
independent oil and natural gas companies.


OFFSHORE GROUP: Faces Pushback on $75M Notes Offer in Ch. 11
------------------------------------------------------------
Jeff Montgomery at Bankruptcy Law360 Data reported that the U.S.
trustee in offshore oil explorer Vantage Drilling Co.'s
multi-billion-dollar Delaware bankruptcy plan on Dec. 4, 2015,
questioned the company's intention to raise exit financing by
offering secured lenders rights to $75 million in new second-lien
notes, saying public notice appeared insufficient.

It was one of the few bumps in an otherwise smooth series of
interim approvals for the prepackaged Chapter 11 plan, filed
Thursday in Delaware federal court by Vantage and subsidiary
Offshore Group Investment Ltd.
                      About Offshore Group

Offshore Group Investment Limited, Vantage Drilling Co., and other
affiliated entities filed Chapter 11 bankruptcy petitions (Bankr.
D. Del. Lead Case No. 15-12421) on Dec. 3, 2015. Christopher G.
DeClaire, as authorized officer, signed the petitions.

The Debtors have engaged Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A. as co-counsel; Lazard Freres & Co.
LLC as investment banker; Alvarez & Marsal North America, LLC, as
restructuring advisor; and Epiq Bankruptcy Solutions, LLC as
claims
and noticing agent.

The Debtors are an international offshore drilling company
operating a fleet of modern, high-specification drilling units
around the world.  The Debtors' principal business is to contract
their drilling units, related equipment, and work crews to drill
underwater oil and natural gas wells for major, national, and
independent oil and natural gas companies.



PHOENIX COYOTES: Judge Says Ex-Owner Still on Hook for Team Debt
----------------------------------------------------------------
Matthew Perlman at Bankruptcy Law360 reported that an Arizona
federal judge on Dec. 4, 2015, rejected a request by former Phoenix
Coyotes owner Jerry Moyes to reconsider a ruling that put him on
the hook for some debts the NHL acquired when it bought the team
out of bankruptcy, saying no new argument was raised.

U.S. District Judge G. Murray Snow denied a motion for
reconsideration lodged by Moyes and his family last week, which
questioned a decision allowing the NHL to recover $9.3 million
debts the Coyotes once owed to unsecured creditors.

                    About the Phoenix Coyotes

The Phoenix Coyotes -- http://www.PhoenixCoyotes.com-- are one of

30 teams that play in the National Hockey League.  The Coyotes are
based in Glendale, Arizona and play their home games at Jobing.com
Arena.  The Coyotes have qualified for the playoffs for the past
three years and in 2011-12, the team won the Pacific Division
title and reached the Western Conference Final for the first time
in franchise history. On the ice, the Coyotes are led by Captain
Shane Doan, goaltender Mike Smith and standout defensemen Keith
Yandle and Oliver Ekman-Larsson. Off the ice, the club is a model
of consistency under the guidance of President & COO Mike Nealy,
General Manager Don Maloney (2009-10 GM of the Year), and Head
Coach Dave Tippett (2009-10 Jack Adams Award winner as the NHL's
top coach).

                        About Coyotes Hockey

Dewey Ranch Hockey LLC, Arena Management Group, LLC, Coyotes
Holdings, LLC, and Coyotes Hockey, LLC -- owners and affiliates of
the Phoenix Coyotes team of the National Hockey League -- filed
for Chapter 11 protection (Bankr. D. Ariz. Case No. 09-09488) on
May 5, 2009.  The Debtors were represented by Squire, Sanders &
Dempsey, LLP, in Phoenix, and estimated their assets and debts to
be between $100 million and $500 million.

In the third quarter of 2009, Judge Redfield T. Baum approved the
sale of the Phoenix Coyotes to the National Hockey League, which
acquired the team to quash a plan by Research-In-Motion founder
Jim Balsillie to move the team to Ontario, Canada.  Coyotes Hockey
was sent to Chapter 11 to effectuate a sale by owner Jerry Moyes
to Mr. Balsillie.  The NHL acquired the team for $140 million in
October 2009 and said it wants to sell the team for $170 million.

The city of Glendale, Arizona, owns Jobing.com Arena, where the
team plays.

In September 2010, the Bankruptcy Court rejected a motion to
impose a trustee or convert the case to a Chapter 7 liquidation.


POSITIVEID CORP: Amends Stock Purchase Agreement with Sanomedics
----------------------------------------------------------------
PositiveID Corporation, on Oct. 21, 2015, entered into an agreement
to acquire all of the outstanding capital stock of Thermomedics,
Inc., pursuant to a Stock Purchase Agreement by and between
PositiveID and Sanomedics Inc., the shareholder of Thermomedics.
On Dec. 4, 2015, PositiveID entered into a First Amendment to the
Stock Purchase Agreement.

PositiveID, the Seller and Thermomedics also entered into a
Management Services and Control Agreement, dated Dec. 4, 2015,
whereby PositiveID was appointed at the manager of Thermomedics.

First Amendment to SPA

Per the terms of the Amendment, as consideration at the time of
closing of the Acquisition, PositiveID will pay the Seller $375,000
in the form of $250,000 in cash less PositiveID's professional
services expenses of $25,000 and $125,000 in the form of 125 shares
of Series J Convertible Preferred Stock of PositiveID, subject to
adjustment of $50,000 for the Seller's working capital deficit.  In
connection with the execution of the Amendment, the Control
Agreement, the Thermomedics Security Agreement and Sanomedics
Security Agreement, PositiveID advanced to the Seller a net payment
of $175,000.  The closing of the transaction contemplated by the
Purchase Agreement, as amended, is expected to occur in the first
or second quarter of 2016 pending the satisfaction by Seller of
certain closing conditions.

Except as otherwise modified by the Amendment, the terms of the
Purchase Agreement remain in effect and unchanged.

Control Agreement

Under the terms of the Control Agreement, as the manager,
PositiveID will have the sole responsibility for all strategic,
operational and financial decisions, will be fully responsible for
the financial obligations of Thermomedics, and will be empowered to
commit Thermomedics with full authority of Thermomedics' officers
and the Thermomedics Board.  PositiveID will also benefit from any
and all revenue generated by Thermomedics.  As of the execution of
the Amendment and the Control Agreement, the sole Thermomedics
board members and officers are William J. Caragol, the Company's
Chairman and CEO and Allison F. Tomek, the Company's Senior Vice
President.

Further, under the Control Agreement, PositiveID agreed to advance
(i) cash to Thermomedics or directly pay Thermomedics' expenses on
an as needed basis as determined by PositiveID in its role as
manager and (ii) the Cash Purchase Price Payment.  All Advances
accrue interest at a simple interest rate of 5% unless an "event of
default" has occurred in which cash the interest rate is 18%,
compounded daily.

Positive ID is not entitled to any compensation under the Control
Agreement.  However, in an event of default Seller and Thermomedics
must pay PositiveID the amount of any cash Advances made, plus
interest and a termination fee of $250,000.  For purposes of the
Control Agreement, an "event of default" means the failure of the
transactions contemplated by the Purchase Agreement to close by
Feb. 15, 2016.  In the event that such transactions close within 20
days of such date, an event of default will be deemed not to occur.
Further, an event of default will not be considered to have
occurred if the Seller has taken all necessary steps under the
Purchase Agreement to close and PositiveID elects not to close such
transactions.

Security Agreements with Seller and Thermomedics

Under the terms of the Control Agreement and in connection with the
Advances made by PositiveID to the Seller and Thermomedics: (1)
Thermomedics and PositiveID entered into a Security Agreement
pursuant to which Thermomedics granted PositiveID a first priority
security interest in all of the assets of Thermomedics and (2) the
Seller and PositiveID entered into a Security Agreement pursuant to
which the Seller agreed to grant a first priority security interest
in all of the shares of Thermomedics that the Seller owns and that
represent full ownership of Thermomedics.

On Dec. 7, 2015, PositiveID, in accordance with Section 151(g) of
the Delaware General Corporation Law, filed a Certificate of
Designations of Preferences, Rights and Limitations of Series J
Convertible Preferred Stock with the Secretary of State of the
State of Delaware.
   
                     About PositiveID

Delray Beach, Fla.-based PositiveID Corporation has historically
developed, marketed and sold RFID systems used for the
identification of people in the healthcare market.  Beginning in
early 2011, the Company has focused its strategy on the growth of
its HealthID business, including the continued development of its
GlucoChip, its Easy Check breath glucose detection device, its
iglucose wireless communication system, and potential strategic
acquisition opportunities of businesses that are complementary to
its HealthID business.

PositiveID reported a net loss attributable to common stockholders
of $8.22 million on $945,000 of revenue for the year ended
Dec. 31, 2014, compared with a net loss attributable to common
stockholders of $13.33 million on $0 of revenue for the year ended
Dec. 31, 2013.

As of Sept. 30, 2015, the Company had $1.04 million in total
assets, $10.86 million in total liabilities and a $9.82 million
total stockholders' deficit.

Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014.  The accounting firm noted that the
Company reported a net loss, and used cash for operating
activities of approximately $8.61 million and $2.57 million
respectively, in 2014.  At Dec. 31, 2014, the Company had a working
capital deficiency, stockholders' deficit and accumulated deficit
of approximately $8.076 million, $8.45 million and $133 million,
respectively.


PRENDA LAW: Fed Judge Orders Ch. 7 Bankruptcy for Lies in Court
---------------------------------------------------------------
Kat Greene at Bankruptcy Law360 Data reported that one of the
attorneys linked to so-called porn copyright troll Prenda Law was
ordered into Chapter 7 bankruptcy by a Minnesota federal judge on
Dec. 3, 2015, who said she was converting his $2.5 million case in
part because he had lied to judges across the country.

Paul Hansmeier was part of a trio of lawyers who used the
now-shuttered Prenda and related entities to threaten copyright
suits, often with little or no proof, against thousands of people
for allegedly illegally downloading adult films, according to
several disciplinary proceedings.


RDIO INC: U.S. Trustee Objects to Key Personnel Bonuses
-------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a federal
bankruptcy watchdog filed court papers on Dec. 4, 2015, in
California challenging music streaming service Rdio's plan to pay
$1.7 million in cash bonuses to senior executives and other key
personnel before the company is sold to Pandora Media, arguing the
Debtor hasn't shown the bonuses are permitted under the code.  U.S.
Bankruptcy Trustee Tracy Hope filed a motion requesting U.S.
Bankruptcy Judge Dennis Montali reconsider his order approving the
bonus payments.  

                        About Rdio, Inc.

Rdio, Inc. filed Chapter 11 bankruptcy petition (Bankr. N.D.
Calif.
Case No. 15-31430) on Nov. 16, 2015.  The petition was signed by
Elliott Peters as senior vice president.  The Debtor estimated
assets in the range of $50 million to $100 million and liabilities
of more than $100 million.  Levene, Neale, Bender, Yoo & Brill LLP
serves as the Debtor's counsel.  Judge Dennis Montali has been
assigned the case.

The Debtor was founded in 2008 as a digital music service.  The
Debtor's business operations were launched in 2010 after the
Debtor
secured all of the major record label rights.  Since that time,
the
Debtor has strived to grow into a world wide music service, and
today is in approximately 86 countries.


SABRA HEALTH: Fitch Affirms 'BB+' Issuer Default Ratings
--------------------------------------------------------
Fitch Ratings has affirmed the ratings of Sabra Health Care REIT,
Inc. (NASDAQ: SBRA) and its operating partnership, Sabra Health
Care Limited Partnership (collectively, Sabra or SBRA) with the
Issuer Default Ratings (IDRs) at 'BB+' and a Stable Outlook. A full
list of rating actions follows at the end of the release.

KEY RATING DRIVERS

The affirmation reflect that despite the issues at three of its
largest assets, SBRA was operating with sufficient cushion in its
headline credit metrics to withstand the related deterioration in
cash earnings. Over the longer term, Fitch is concerned that the
company's common equity could persistently trade at a discount to
past highs and net asset value (NAV) even after resolutions, making
it more challenging for SBRA to achieve its growth and
diversification objectives on a leverage-neutral basis. Fitch has
not revised SBRA's Outlook to Negative or downgraded the IDR
because maintaining or increasing leverage from current levels
would constitute a change in the issuer's financial policies that
they have not communicated. Moreover, the issuer publicly
reiterated its long-term leverage targets of 4x-5.5x net
debt-to-EBITDA as recently as the third-quarter 2015 (3Q15)
earnings call.

ASSET CONCENTRATION RISKS REALIZED

The risks from asset concentration previously highlighted by Fitch
were realized when the tenants/borrowers under SBRA's investments
in three acute-care hospitals defaulted after they failed to meet
expectations and the operator lost financing. The hospitals operate
as Forest Park Medical Center (FPMC) and total $27 million of
potential GAAP revenues. In 3Q15, SBRA reported $240 million of
total revenues on an annualized basis, of which $13 million was
from FPMC. Of the three hospitals, SBRA owns one and is the lender
to the owner on the other two. At present, each of the three
obligors to SBRA have filed for bankruptcy protection and SBRA is
working to resolve the issue by either re-tenanting or selling the
owned hospital and either being repaid or selling its interests in
the remaining two properties. SBRA is targeting a resolution by the
end of 1Q16. Regardless, we have conservatively excluded all
earnings from the properties in its metrics.

LEVERAGE HIGHER THAN TARGETED BUT CONSISTENT WITH 'BB+' IDR

Fitch has and will continue to exclude FPMC-related earnings from
its calculations as they are either not expected to occur going
forward or, in the case of the owned asset, are being funded by
debtor-in-possession financing that SBRA is providing. Fitch
forecasts leverage will be in the low 6x range in 4Q15 excluding
these assets. Leverage is forecast to remain in the 6x-6.5x range
until SBRA resolves the assets and receives cash proceeds from
their sale or income if they are leased by a new tenant. Leverage
is materially higher than the 4x-5.5x range that the issuer was
targeting and operating at through its history. Nonetheless, it was
the issuer's previously low leverage that insulated it from FPMC's
issues. We have not assumed SBRA will invest any material capital
into the resolution of the assets; thus, should they decide to do
so, leverage could increase beyond Fitch's expectations. Fitch
calculates leverage as debt less readily available
cash-to-recurring operating EBITDA.

Fitch projects fixed-charge coverage to remain appropriate for the
ratings in the 2.5x-3x range through 2017. Fixed-charge coverage is
calculated as recurring operating EBITDA less straight-line rent
and maintenance capital expenditures-to-total interest and
preferred dividends.

LONGER-TERM, FPMC MAY PRESSURE OBJECTIVES AND POLICIES

Although Fitch's ratings assume no change in financial policies,
there is a risk that the price of SBRA's common shares may remain
at levels at which management is less willing to issue at, even
after a resolution at FPMC. An important part of the investment
thesis in SBRA's shares relative to other healthcare REITs was that
it had a multitude of achievable positive catalysts, including
above-average growth due to a smaller base, diversification from
its largest tenant, and potentially a lower cost of capital as it
moved up the ratings curve. While Fitch does not speculate or
comment on absolute or relative equity values, we are nonetheless
cognizant that SBRA is trading at a 42% discount to past highs, a
13% discount to consensus NAV, and that consensus NAV has declined
by more than 10% from its 2015 highs. Thus, should the shares fail
to revert to past levels, SBRA would be forced to either accept
lower than originally expected growth and diversification or revise
its financial policies to allow for higher leverage in order to
achieve the first two goals. On its 3Q15 earnings call, SBRA
indicated it would use cash proceeds from the FPMC resolution to
reduce leverage and/or repurchase shares.

STRONG LIQUIDITY DRIVEN BY LONG-DATED CONCENTRATED MATURITIES ALLOW
ISSUER TO MANAGE

SBRA's corporate liquidity is strong for the rating and alleviates
some of the downside risk related to the timeframe that could take
to resolve FPMC (i.e. re-tenant or sell the assets or be repaid in
the case of the debt investments). Fitch estimates SBRA has $251
million of liquidity, of which $246 million is available under the
revolving credit facility (RCF) due 2018 and extendable into 2019.
This compares to only $9 million of debt maturities and
amortization and $32 million of funding commitments through Dec.
31, 2017. Fitch would be more concerned over how quickly SBRA was
able to resolve FPMC should it have had a sizable unsecured debt
maturity coming due within the rating horizon. SBRA's liquidity is
driven by its long-dated yet concentrated debt maturities. This is
somewhat common for smaller REITs (especially those that issue
public unsecured bonds as opposed to smaller denomination term
loans and private placements) and results in a lower probability of
default in the initial years but greater bullet maturity risk in
the later years.

SBRA's nearest debt maturity will be the $200 million term loan and
any balance on the RCF in 2018 (both of which can be extended at
SBRA's option to 2019). SBRA's liquidity could improve should it
receive cash proceeds from the sale or repayment of its FPMC
assets. After 2018, SBRA's debt maturities are concentrated in 2021
(39% of total debt) and 2023 (15%).

SBRA maintains appropriate contingent liquidity in the form of
unencumbered assets which cover unsecured debt net of readily
available cash between 1.8x-2.2x assuming a stressed 8.5%-10.5% cap
rate.

STABLE OUTLOOK

The Rating Outlook remains at Stable due to the expectation that
the issuer can manage to metrics consistent with a 'BB+' IDR
through the rating horizon regardless of whether it resolves FPMC
in a timely fashion. Should the issuer put incremental capital into
the assets, leverage may increase beyond Fitch's expectations. The
Stable Outlook is also predicated on the issuer maintaining its
existing financial policies.

PREFERRED NOTCHING AND NOTE COVENANTS

The two-notch differential between SBRA's IDR and preferred stock
rating is consistent with Fitch's criteria for corporate entities
with an IDR of 'BB+'. Based on Fitch research on 'Treatment and
Notching of Hybrids in Nonfinancial Corporate and REIT Credit
Analysis', available at 'www.fitchratings.com', these preferred
securities are deeply subordinated and have loss absorption
elements that would likely result in poor recoveries in the event
of a corporate default.

Certain covenants of SBRA's senior unsecured notes, most notably
the limitation on indebtedness and maintenance of total
unencumbered assets, can be suspended upon certain events. SBRA
would still be subject to the financial covenants in its bank
credit facility agreement; however, those may be renegotiated with
greater ease and a breach would not trigger a cross-default so long
as the bank lending group did not accelerate repayment. While Fitch
does not rate to the covenants, the lack of covenants would be a
differentiating factor between SBRA's unsecured notes and those of
its REIT peers.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating case for SBRA include:

-- FPMC assets are sold in 2016 resulting in cash proceeds of
    $177 million;
-- Should the FPMC assets not be sold during the rating horizon,
    SBRA will curtail investments to maintain leverage below 6.5x;
-- SBRA will not access the capital markets beyond using its bank

    credit facilities.

RATING SENSITIVITIES

Fitch does not envision positive momentum in the ratings and/or
Outlook due to the FPMC issues and the issuer operating above its
financial targets. Upon resolution, Fitch views SBRA's targeted
leverage and fixed charge coverage as being consistent with higher
ratings. As such, positive action on SBRA's ratings and/or Outlook
will be driven by continued material diversification that reduces
reliance on individual assets and/or tenants.

The following factors may result in negative momentum in SBRA's
ratings and/or Outlook:

-- A change in its financial policies;
-- Increasing asset and/or tenant concentration;
-- Deteriorating coverage in the Holiday portfolio;
-- Forest Park Medical Center issues are not resolved in a
    leverage-neutral manner;
-- Fitch's expectation of leverage sustaining above 6.5x
    (leverage was 5.8x at Sept. 30, 2015 and projected to be in
    the 6x-6.5x range after removing the FPMC income).

FULL LIST OF RATING ACTIONS

Fitch has affirmed the following ratings:

Sabra Health Care REIT, Inc.

-- IDR at 'BB+';
-- Cumulative redeemable preferred stock at 'BB-/RR6'.

Sabra Health Care Limited Partnership

-- IDR at 'BB+';
-- Unsecured revolving credit facility at 'BB+/RR4';
-- Unsecured term loan at 'BB+/RR4';
-- Senior unsecured notes at 'BB+/RR4'.

Sabra Canadian Holdings, LLC

-- Senior guaranteed term loan at 'BB+/RR4'.



SAMSON RESOURCES: Lost $1.8-Mil. to Hackers
-------------------------------------------
Steven Church, writing for Bloomberg Brief - Distress & Bankruptcy,
reported that KKR & Co.'s bankrupt driller, Samson Resources Corp.,
told a bankruptcy judge that hackers had made off with $1.8
million, using a fake company e-mail to wire themselves the money.

According to the report, company attorney Joshua A. Sussberg, Esq.
-- joshua.sussberg@kirkland.com -- at Kirkland & Ellis LLP, in New
York, opened a routine bankruptcy court hearing by saying he had to
add "one unfortunate incident" to the list of woes the company is
facing.  On Nov. 17, he said, hackers sent out an e-mail under the
name of a top executive requesting a wire transfer, and before
anyone noticed the fraud, the money was gone, Mr. Sussberg told the
court, the Bloomberg report related.

                      About Samson Resources

Samson Resources Corporation, et al., filed Chapter 11 bankruptcy
petitions (D. Del. Lead Case No. 15-11934) on Sept. 16, 2015.
Philip W. Cook signed the petition as executive vice president and
chief financial officer.  The Debtors estimated assets and
liabilities of more than $1 billion.

Samson is an onshore oil and gas exploration and production
company
with interests in various oil and gas leases primarily located in
Colorado, Louisiana, North Dakota, Oklahoma, Texas, and Wyoming.
The Operating Companies operate, or have royalty or working
interests in, approximately 8,700 oil and gas production sites.

Samson was acquired by KKR and Crestview from Charles Schusterman
in December 2011 for approximately $7.2 billion.  The investor
group provided approximately $4.1 billion in equity investments as
part of the purchase price.

Kirkland & Ellis LLP represents the Debtors as general counsel.
Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel.

Alvarez & Marsal LLC acts as the Debtors' financial advisor.
Blackstone Advisory Partners L.P. serves as the Debtors'
investment
banker.  Garden City Group, LLC serves as claims and noticing
agent
to the Debtors.

Andrew Vara, acting U.S. trustee for Region 3, appointed three
creditors of Samson Resources Corp. and its affiliated debtors to
serve on the official committee of unsecured creditors.


SINO PAYMENTS: Has Going Concern Doubt, May Need More Funds
-----------------------------------------------------------
Sino Payments, Inc. has substantial doubt its ability to continue
as a going concern, according to the company's President and
Director Kenneth Tan and Principal Financial and Accounting Officer
Bella Tsang in a regulatory filing with the U.S. Securities and
Exchange Commission on November 3, 2015.

"The company has not generated significant revenues since inception
and is unlikely to generate significant revenue or earnings in the
immediate or foreseeable future.  The continuation of the company
as a going concern is dependent upon the continued financial
support from its shareholders, the ability of the company to obtain
necessary equity financing to continue operations, and the
attainment of profitable operations.

"As at December 31, 2013, the company has not generated any
revenues and has accumulated losses totaling $1,409,796 since
inception.  These factors raise substantial doubt regarding the
company's ability to continue as a going concern," Mr. Tan and Ms.
Tsang pointed out.

"We believe that our cash on hand and cash flow from operations
will meet our expected capital expenditure and working capital
requirements for the next 12 months.  However, we may in the future
require additional cash resources due to changed business
conditions, implementation of our strategy to expand our production
capacity, sales, marketing and branding activities or other
investments or acquisitions we may decide to pursue.

"If our own financial resources are insufficient to satisfy our
capital requirements, we may seek to sell additional equity or debt
securities or obtain credit facilities.  The sale of additional
equity securities could result in dilution to our stockholders.
The incurrence of indebtedness would result in increased debt
service obligations and could require us to agree to operating and
financial covenants that would restrict our operations.  Financing
may not be available in amounts or on terms acceptable to us, if at
all.

"Any failure by us to raise additional funds on terms favorable to
us, or at all, could limit our ability to expand our business
operations and could harm our overall business prospects," Mr. Tan
and Ms. Tsang told the SEC.

The company had a net income of $257,766 for the three months ended
September 30, 2014, compared to a net loss of $51,154 for the same
period in 2013.

At September 30, 2014, the company had total assets of $2,231,646,
total liabilities of $1,732,040, and total stockholders' equity of
$499,606.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/z54mf5x

Kowloon, Hong Kong-based Sino Payments, Inc. (SNPY)'s initial
business was to operate a credit card processing and
merchant-acquiring services company that provides credit card
clearing services to merchants and financial institutions in China.
The company specifically aims to be a provider of Internet
Protocol (IP) processing services in Asia to bank card-accepting
merchants.  The company has yet to implement any IP processing
services to any customer.   



SKANSKA USA: Court Says Insurer Can't Sue Over Incomplete Job
-------------------------------------------------------------
Aebra Coe at Bankruptcy Law360 reported that a Texas federal
magistrate judge has sided with Skanska AB in a suit accusing the
Swedish construction giant of voiding an insurance company's
performance bond by paying a subcontractor for shoddy work at an
air base, concluding that the insurer consented to "any" changes to
the subcontract.

U.S. Magistrate Judge Henry J. Bemporad recommended on Dec. 1,
2015, that a Texas federal court grant Skanska USA Building Inc.'s
motion for summary judgment, finding it did not void Star Insurance
Co.'s bond by paying subcontractor PAC Glazing Solutions.



SOUTHERN REGIONAL: Dixon Hughes Approved as Accountants
-------------------------------------------------------
The Hon. Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia authorized Southern Regional Health
System, Inc., doing business as Southern Regional Medical Center,
et al., to employ Dixon Hughes Hughes as accountants.

Dixon Hughes is expected to assist the Debtor to complete the
Medicaid DH Survey.

In a declaration in support of the application, Trent Messick, a
partner at Dixon Hughes, told the Court that the firm anticipates
fees for the subject to be $45,000 plus reasonable and customary
out of pocket expenses.

Mr. Messick also said that the fee quote was calculated without
considering unforeseen situations.  If significant additional
services are required due to changes in legislation, issues with
date retrieval, etc., the firm will provide a written estimate of
additional fees and obtain approval prior to performing the work.

To the best of Debtors' knowledge, Dixon Hughes has no interests
adverse to the Debtors or their estates.

              About Southern Regional Health System

Southern Regional Health System, Inc., owns the Southern Regional
Medical Center, a 331-licensed bed full-service hospital located in
Riverdale, Georgia.  Managed by Emory Healthcare, Inc., the
hospital serves residents throughout the region south of Atlanta.
As a leader in neurologic, heart & vascular, bariatric, and women's
healthcare services, Southern Regional's medical staff is comprise
of more than 480 physicians that blend their passion for healing
with advanced technology to offer the latest procedures and
treatments.

Southern Regional and its subsidiaries sought Chapter 11 protection
(Bankr. N.D. Ga. Case No. 15-64266) on July 30, 2015, in Atlanta,
Georgia.  The cases are assigned to Judge Wendy L. Hagenau.

Southern Regional Health System, Inc. disclosed total assets of
$41,996,075 and total liabilities of $42,884,499.  The Debtors'
secured creditors are Gemino Healthcare Finance, LLC, and U.S.
Foods, Inc.

Gemino claims to be owed in excess of $10 million, while U.S. Foods
has a $60,000 claim.

The Debtors tapped Scroggins & Williamson, P.C., as bankruptcy
attorneys, Nelson Mulins Riley & Scarborough LLP, as outside
general counsel, and Kurtzman Carson Consultants LLC as claims
and balloting agent.  GGG Partners, LLC serves as financial
advisors to the Debtors.

The Official Committee of Unsecured Creditors tapped Lamberth,
Cifelli, Ellis & Nason, P.A., and Pepper Hamilton, LLP, as
attorneys.  PricewaterhouseCoopers LLP serves as its financial
advisors.

                           *     *     *

Prime Healthcare has submitted a letter of intent to purchase most
of Southern Regional's assets, and would operate the hospital after
the proposed sale.  Prime has agreed to provide the Debtors with
$9.2 million of DIP financing.


SOUTHERN REGIONAL: Fisher Phillips Okayed to Handle ERISA Matters
-----------------------------------------------------------------
The Hon. Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia authorized Southern Regional Health
System, Inc., doing business as Southern Regional Medical Center,
et al., to employ Fisher & Phillips LLP as special counsel.

Prior to the Petition Date, the Debtors employed the law firm of
Fisher & Phillips as its outside counsel to handle many of its
employment, ERISA, and pension issues; and other legal issues
attendant to operating a hospital.

Fisher & Phillips is expected to continue to assist the Debtors
with these matters and issues relating thereto.

In a declaration, in support of the application, Robert C.
Christenson, a partner at Fisher & Phillips, told the Court that
the Debtors agreed to pay Fisher & Phillips at the firm's ordinary
rates for comparable work, plus reimbursement of reasonable
expenses, subject to review by the Court.  Fisher & Phillips has
stated present fee rates of $320 to $615 per hour for attorneys and
$245 to $290 per hour for legal assistants.

To the best of Debtors' knowledge, Fisher & Phillips represents no
interests adverse to Debtors in the matters upon which the firm is
to be engaged.

              About Southern Regional Health System

Southern Regional Health System, Inc., owns the Southern Regional
Medical Center, a 331-licensed bed full-service hospital located in
Riverdale, Georgia.  Managed by Emory Healthcare, Inc., the
hospital serves residents throughout the region south of Atlanta.
As a leader in neurologic, heart & vascular, bariatric, and women's
healthcare services, Southern Regional's medical staff is comprise
of more than 480 physicians that blend their passion for healing
with advanced technology to offer the latest procedures and
treatments.

Southern Regional and its subsidiaries sought Chapter 11 protection
(Bankr. N.D. Ga. Case No. 15-64266) on July 30, 2015, in Atlanta,
Georgia.  The cases are assigned to Judge Wendy L. Hagenau.

Southern Regional Health System, Inc. disclosed total assets of
$41,996,075 and total liabilities of $42,884,499.  The Debtors'
secured creditors are Gemino Healthcare Finance, LLC, and U.S.
Foods, Inc.

Gemino claims to be owed in excess of $10 million, while U.S. Foods
has a $60,000 claim.

The Debtors tapped Scroggins & Williamson, P.C., as bankruptcy
attorneys, Nelson Mulins Riley & Scarborough LLP, as outside
general counsel, and Kurtzman Carson Consultants LLC as claims
and balloting agent.  GGG Partners, LLC serves as financial
advisors to the Debtors.

The Official Committee of Unsecured Creditors tapped Lamberth,
Cifelli, Ellis & Nason, P.A., and Pepper Hamilton, LLP, as
attorneys.  PricewaterhouseCoopers LLP serves as its financial
advisors.

                           *     *     *

Prime Healthcare has submitted a letter of intent to purchase most
of Southern Regional's assets, and would operate the hospital after
the proposed sale.  Prime has agreed to provide the Debtors with
$9.2 million of DIP financing.


SOUTHERN REGIONAL: GGG Partners Approved as Financial Advisors
--------------------------------------------------------------
The Hon. Wendy L. Hagenau of the U.S. Bankruptcy Court for the
Northern District of Georgia authorized Southern Regional Health
System, Inc., doing business as Southern Regional Medical Center,
et al., to employ GGG Partners, LLC as financial advisors.

Prior to the Petition Date, the Debtors employed GGG to provide
financial advisory services to the Debtors.  GGG will continue to,
among other things:

   -- assist and advise the Debtors in connection with obtaining
financing and any sales or other disposition of assets of the
Debtors;

   -- assist with the formulation, evaluation, implemented of
various options for a restructuring plan to confirmed in the
Debtors jointly administered case under the Bankruptcy Code; and

   -- assist the Debtors in negotiations with creditors,
shareholders, landlords and other appropriate parties-in-interest.

Curt S. Friedberg, a shareholder of GGG, told the Court that
prepetition, the firm has been paid approximately $44,420 from
prepetition retainers.  The firm hods a retainer of $80,580.

Mr. Friedberg assured the Court that GGG is a "disinterested
parson" as that term is defined in Section 101(14) of the
Bankruptcy Code.

              About Southern Regional Health System

Southern Regional Health System, Inc., owns the Southern Regional
Medical Center, a 331-licensed bed full-service hospital located in
Riverdale, Georgia.  Managed by Emory Healthcare, Inc., the
hospital serves residents throughout the region south of Atlanta.
As a leader in neurologic, heart & vascular, bariatric, and women's
healthcare services, Southern Regional's medical staff is comprise
of more than 480 physicians that blend their passion for healing
with advanced technology to offer the latest procedures and
treatments.

Southern Regional and its subsidiaries sought Chapter 11 protection
(Bankr. N.D. Ga. Case No. 15-64266) on July 30, 2015, in Atlanta,
Georgia.  The cases are assigned to Judge Wendy L. Hagenau.

Southern Regional Health System, Inc. disclosed total assets of
$41,996,075 and total liabilities of $42,884,499.  The Debtors'
secured creditors are Gemino Healthcare Finance, LLC, and U.S.
Foods, Inc.

Gemino claims to be owed in excess of $10 million, while U.S. Foods
has a $60,000 claim.

The Debtors tapped Scroggins & Williamson, P.C., as bankruptcy
attorneys, Nelson Mulins Riley & Scarborough LLP, as outside
general counsel, and Kurtzman Carson Consultants LLC as claims
and balloting agent.  GGG Partners, LLC serves as financial
advisors to the Debtors.

The Official Committee of Unsecured Creditors tapped Lamberth,
Cifelli, Ellis & Nason, P.A., and Pepper Hamilton, LLP, as
attorneys.  PricewaterhouseCoopers LLP serves as its financial
advisors.

                           *     *     *

Prime Healthcare has submitted a letter of intent to purchase most
of Southern Regional's assets, and would operate the hospital after
the proposed sale.  Prime has agreed to provide the Debtors with
$9.2 million of DIP financing.


SOUTHERN REGIONAL: Lists $41.99M in Assets, $42.88M in Debts
------------------------------------------------------------
Southern Regional Health System, Inc., filed with the U.S.
Bankruptcy Court for the Northern District of Georgia its schedules
of assets and liabilities, disclosing:

     Name of Schedule              Assets         Liabilities
     ----------------            -----------      -----------
  A. Real Property                $2,435,000
  B. Personal Property           $39,561,075
  C. Property Claimed as
     Exempt
  D. Creditors Holding
     Secured Claims                               $13,202,873
  E. Creditors Holding
     Unsecured Priority
     Claims                                                $0
  F. Creditors Holding
     Unsecured Non-Priority
     Claims                                       $29,681,626
                                 -----------      -----------
        Total                    $41,996,075      $42,884,499

A copy of the schedules is available for free at:

      http://bankrupt.com/misc/SouthernRegional_133_SAL.pdf
      http://bankrupt.com/misc/SouthernRegional_134_SAL.pdf  

              About Southern Regional Health System

Southern Regional Health System, Inc., owns the Southern Regional
Medical Center, a 331-licensed bed full-service hospital located in
Riverdale, Georgia.  Managed by Emory Healthcare, Inc., the
hospital serves residents throughout the region south of Atlanta.
As a leader in neurologic, heart & vascular, bariatric, and women's
healthcare services, Southern Regional's medical staff is comprise
of more than 480 physicians that blend their passion for healing
with advanced technology to offer the latest procedures and
treatments.

Southern Regional and its subsidiaries sought Chapter 11 protection
(Bankr. N.D. Ga. Case No. 15-64266) on July 30, 2015, in Atlanta,
Georgia.  The cases are assigned to Judge Wendy L. Hagenau.

Southern Regional Health System, Inc. disclosed total assets of
$41,996,075 and total liabilities of $42,884,499.  The Debtors'
secured creditors are Gemino Healthcare Finance, LLC, and U.S.
Foods, Inc.

Gemino claims to be owed in excess of $10 million, while U.S. Foods
has a $60,000 claim.

The Debtors tapped Scroggins & Williamson, P.C., as bankruptcy
attorneys, Nelson Mulins Riley & Scarborough LLP, as outside
general counsel, and Kurtzman Carson Consultants LLC as claims
and balloting agent.  GGG Partners, LLC serves as financial
advisors to the Debtors.

The Official Committee of Unsecured Creditors tapped Lamberth,
Cifelli, Ellis & Nason, P.A., and Pepper Hamilton, LLP, as
attorneys.  PricewaterhouseCoopers LLP serves as its financial
advisors.

                           *     *     *

Prime Healthcare has submitted a letter of intent to purchase most
of Southern Regional's assets, and would operate the hospital after
the proposed sale.  Prime has agreed to provide the Debtors with
$9.2 million of DIP financing.


ST MICHAEL'S: Accuses Trinity Health of $11M Hospital Lease Breach
------------------------------------------------------------------
Martin Bricketto at Bankruptcy Law360 reported that the purchaser
of two New Jersey hospital properties has sued Trinity Health Corp.
for at least $11 million in rent payments that an affiliate shed in
bankruptcy, arguing Trinity controlled the premises and cannot
insulate itself from those damages.

In the latest twist in the bankruptcy of Saint Michael's Medical
Center, Dr. Richard Lipsky and his company -- Saint James MedRealty
LLC -- contend that Trinity is responsible for misrepresentations
about the financial health of SMMC, the financial backing behind
the lease payments.

                About Saint Michael's Medical Center

Saint Michael's Medical Center, Inc., was incorporated in 2008 to
acquire St. Michael's Medical Center and 2 other now defunct
hospitals (Saint James Hospital and Columbus Hospital) was
acquired from Cathedral Healthcare System Inc., a New Jersey
nonprofit.

SMMC is a second tier subsidiary of Trinity Health Corporation.
The immediate sole corporate member of SMMC is Maxis Health System,
a
Pennsylvania not-for-profit corporation.

Established by the Franciscan Sisters of the Poor in 1867, St.
Michael's Medical Center is a 357- bed licensed regional
tertiary-care, teaching, and research center in the heart of
Newark, New Jersey's business and educational district and is
accredited by The Joint Commission.

On Aug. 10, 2015, SMMC Inc. and three affiliated debtors each
filed a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
New Jersey.  The cases are pending before the Honorable Vincent F.
Papalia, and the Debtors requested that their cases be jointly
administered under Case No. 15-24999.

The Debtors tapped Cole Schotz P.C. as bankruptcy counsel;
EisnerAmper LLP as financial advisor; and Prime Clerk LLC as
claims
and noticing agent.

SMMC estimated $100 million to $500 million in assets and debt.

United States Trustee Region 3, notified the United States
Bankruptcy Court for the District of New Jersey of the appointment
of Susan N. Goodman, RN JD, as patient care ombudsman in the
Chapter 11 case of Saint Michael's Medical Center, Inc., and its
debtor affiliates.

U.S. trustee for Region 3, appointed seven creditors of Saint
Michael's Medical Center Inc. and its affiliates to serve on the
official committee of unsecured creditors.   Andrew H. Sherman,
Esq., Boris I. Mankovetskiy, Esq., and Lucas F. Hammonds, Esq., at
Sills Cummis & Gross PC, represent the Committee.


STALLION OILFIELD: S&P Lowers Corp. Credit Rating to 'CCC+'
-----------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Houston-based oilfield services company Stallion
Oilfield Holdings Inc. to 'CCC+' from 'B'.  The rating outlook is
negative.  S&P also lowered its issue-level rating on the company's
senior secured debt to 'CCC+' from 'B'.  The recovery rating
remains unchanged at '3', indicating S&P's expectation of
meaningful (lower end of the 50% to 70% range) recovery if a
payment default occurs.

The downgrade reflects Standard & Poor's reduced revenue and EBITDA
margin assumptions for Stallion over the next three years given the
further deterioration in the market for oilfield services.  The
negative outlook reflects S&P's view that Stallion's liquidity
could materially weaken if markets fail to improve in conjunction
with our crude oil and natural gas price assumptions.  S&P
currently expects Stallion's revenues to decline by 20% in fiscal
2016, with EBITDA margins in a range of 3% to 8% in 2016.

"While the company's 'adequate' liquidity continues to support the
ratings, we expect debt leverage to significantly increase," said
Standard & Poor's credit analyst David Lagasse.

S&P expects debt to EBITDA to increase above 10x in 2016, and
remain around 10x in 2017.  Furthermore, S&P expects funds from
operations (FFO) to be negative in 2016.  The rapid decline in
projected financial measures reflects the steep fall in drilling,
stemming from the collapse in crude oil prices.

The ratings on Stallion reflect S&P's assessments of its
"vulnerable" business risk, "highly leveraged" financial risk, and
"adequate" liquidity.

The negative outlook reflects S&P's expectation for continued weak
market conditions and a possible downgrade if S&P reassess
liquidity as "less than adequate."  



TEK ENTERPRISES: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: TEK Enterprises, Inc.
        2101 John D Long Drive SE
        Hartselle, AL 35640

Case No.: 15-83289

Chapter 11 Petition Date: December 8, 2015

Court: United States Bankruptcy Court
       Northern District of Alabama (Decatur)

Debtor's Counsel: Kevin D. Heard, Esq.
                  HEARD, ARY & DAURO, LLC
                  303 Williams Avenue SW
                  Park Plaza Suite 921
                  Huntsville, AL 35801
                  Tel: (256) 535-0817
                  Fax: (256) 535-0818
                  Email: kheard@heardlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Annette Kerr, director and Thomas E.
Kerr, president.

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


TEXTRON INC: Moody's Affirms Ba1 Rating on Med.-Term Note Program
-----------------------------------------------------------------
Moody's Investors Service affirmed its ratings for Textron Inc. and
Textron Financial Corporation (TFC), including the Baa3 senior
unsecured debt ratings and the P-3 short-term commercial paper
rating.  The rating outlook was changed to positive from stable.

RATINGS RATIONALE

"The positive outlook broadly reflects our expectation of continued
albeit gradual improvement in Textron's underlying credit profile
in 2016, notwithstanding some ongoing headwinds in certain of the
company's key end markets," said Russell Solomon, Senior Vice
President and Moody's lead analyst for the company. "With stability
in core business conditions, sound investment strategies and
balanced capital allocation policies, a rating upgrade is
possible."

The company successfully executed on its heavily debt-funded
acquisition of Beechcraft and managed well through a difficult
operating environment over the past year, according to the rating
agency.

"Targeted cost savings have in large part been realized ahead of
schedule, resulting in notably improved profitability measures
within the important aviation sector, in particular, and a
corresponding reduction in post-transaction financial leverage
after the initial repayment of some of the related debt financing,
as well" Solomon added.

Moody's expects these trends to continue, with earnings growth in
the extended 2017-2018 forecast period more solidly underpinning a
stronger Baa credit profile, as ongoing balance sheet strengthening
is also aided in part by some relief in the company's large pension
deficit overhang as interest rates rise over time.  Additionally,
the prospect of another large transformative acquisition such as
the recently contemplated Sikorsky transaction is deemed far less
likely over the forward rating horizon, according to Moody's.

Textron has considerable scale with leading positions in many of
its businesses and revenue diversification, albeit with significant
exposure to the aerospace cycle.  Compared to other companies at
the Baa3 rating level, financial leverage and margins are in line,
although margins are at the weaker end of the range. Tangible
progress has been noted with respect to its Beechcraft acquisition
as reflected by the steadily increasing Aviation segment margins,
which grew from approximately 2.4% during the second quarter of
fiscal 2014 to approximately 9.2% in the third quarter of fiscal
2015.  This margin improvement has been driven by a reduced cost
structure spread over both Beechcraft and the legacy Cessna
operations.  There was a noteworthy downward adjustment in
production rates at Cessna which contributed to better
supply-demand balance, pricing and operating efficiency. Further,
Moody's believes that Textron is well positioned to benefit from
any upside in the business jet market as it expands its product
offering further upmarket with its recently introduced mid-size
Cessna Citation Latitude and forthcoming new super-midsize
Longitude and large-cabin Hemisphere (scheduled deliveries for the
former to begin in 2017, test flights for the latter in 2019).  The
upper end of the business jet market has held up better than the
light end during economic downturns (although some inevitable
pressure has been noted of late), but Cessna remains more exposed
to the lighter end of the jet market.

While not yet back to historical levels, Textron Aviation has been
a growing contributor to overall profits.  Bell Helicopter, which
for a long time has been the company's strongest performing
business segment, has been softer of late.  This is partially due
to the downturn in oil and gas related end-markets, which Moody's
believes is likely to persist.  Mostly, though, the weakness at
Bell was expected because of a scheduled decrease in US military
production rates (compounded by a relatively low number of new
orders from international customers, to date) for V-22 helicopters.
Even so, Moody's believes that Textron remains well positioned to
benefit from an improving outlook in the global defense sector,
albeit with Textron Systems comprising a comparatively modest
position within the industry.  Moody's changed the outlook for the
Global Aerospace and Defense sector to positive on Oct. 29, 2015,
based in part on the expectation that the recent US budget deal in
conjunction with rising geopolitical risk will reverse a multi-year
trend of declining outlays.

The positive rating outlook incorporates Textron's improving
financial profile following steady gains in profitability measures
and gradual balance sheet strengthening via earnings growth and
some debt pay-down, and expectations of continued improvement over
the forward period.  To the extent that business conditions don't
worsen, investment strategies remain sound and capital allocation
policies remain measured, the prospect of a ratings upgrade in 2016
is now more likely, according to Moody's, as reflected in the
outlook revision to a positive bias.

Ratings could be upgraded if additional improvements in
profitability measures, cash flow generation and liquidity are
expected for the business overall, with at least stable (if not yet
improving) conditions and performance in the Aviation and Bell
segments, in particular.  Textron's continued progress in realizing
targeted cost savings and further operating efficiencies as a means
to driving earnings and thereby further moderating financial
leverage will be an important rating consideration.  More
predictable free cash flow generation coupled with sustained
Debt-to-EBITDA for Textron manufacturing of 2.5x or lower and EBIT
margins in the high single-digit range could be favorable to the
ratings.  Ratings could be lowered, however, if free cash flow
(after dividends) from Textron's manufacturing operations contracts
significantly, and particularly if operating profits within the
Bell and Industrial divisions weaken materially without an
offsetting improvement in Aviation.  Ratings could also be lowered
if the company fails to maintain at least an adequate liquidity
profile, an area of some concern historically, particularly when
its Textron Finance subsidiary was itself much more levered, and
with more non-core assets.  Any need for capital contributions to
Textron Finance in excess of free cash flows generated by the
manufacturing business segments could also pressure the ratings.

Textron is a diversified conglomerate with operations in five
business segments, the biggest of which falls within the aerospace
and defense industry.  The segments include Textron Aviation
(general aviation aircraft, principally through its Cessna and
Beechcraft subsidiaries which manufacture business jets and
military and general aviation aircraft), Bell (helicopters),
Textron Systems (precision weapons, surveillance systems, land and
marine systems), Industrial (golf carts and turf care products,
tools and fuel systems), and Textron Finance (commercial finance,
now financing Textron's products exclusively).  Textron generated
approximately $13.5 billion of revenue in the twelve month period
ended Oct. 3, 2015.

This is a summary of Moody's ratings and the rating actions for
Textron Inc. and Textron Financial Corporation:

RATING AFFIRMATIONS

Issuer: Textron Inc.

  Multiple Seniority Medium-Term Note Program, (P)Ba1
  Multiple Seniority Medium-Term Note Program, (P)Baa3
  Multiple Seniority Shelf, (P)Ba1
  Multiple Seniority Shelf, (P)Ba2
  Multiple Seniority Shelf, (P)Baa3
  Senior Unsecured Bank Credit Facility, Baa3
  Senior Unsecured Commercial Paper, P-3
  Senior Unsecured Medium-Term Note Program, (P)P-3
  Senior Unsecured Medium-Term Note Program, (P)Baa3
  Senior Unsecured Regular Bond/Debenture, Baa3

Issuer: Textron Financial Corporation

  Junior Subordinated Regular Bond/Debenture, Affirmed Ba1
  Senior Unsecured Medium-Term Note Program, (P)Baa3
  Senior Unsecured Shelf, (P)Baa3

Issuer: Wichita (City of) KS, Wichita Airport Auth.

  Senior Unsecured Revenue Bonds, Affirmed Baa3

Issuer: Independence (City of) KS

  Senior Unsecured Revenue Bonds, Affirmed Baa3

RATING OUTLOOK

Issuer: Textron Inc.

  Changed To Positive From Stable

Issuer: Textron Financial Corporation

  Changed To Positive From Stable



THERAPEUTICSMD INC: Releases Results From Phase 3 Rejoice Trial
---------------------------------------------------------------
TherapeuticsMD, Inc., announced positive top-line results from its
pivotal Phase 3 Rejoice Trial of TX-004HR, an investigational,
applicator-free vaginal estradiol softgel, for the treatment of
moderate to severe dyspareunia (vaginal pain during sexual
intercourse), a symptom of vulvar and vaginal atrophy (VVA) due to
menopause.  VVA is a chronic condition affecting nearly half of
postmenopausal women in the United States that can significantly
impair their quality of life.

TX-004HR was evaluated at 25 mcg, 10 mcg, and 4 mcg doses.  The
pre-specified four co-primary endpoints were the change from
baseline to week 12 in the percentage of vaginal superficial cells,
percentage of vaginal parabasal cells, vaginal pH, and in
participants' self-reported severity of dyspareunia as the most
bothersome symptom of VVA.

The 25 mcg dose of TX-004HR demonstrated highly statistically
significant results at the p ≤ 0.0001 level compared to placebo
across all four co-primary endpoints.  The 10 mcg dose of TX-004HR
demonstrated highly statistically significant results at the p ≤
0.0001 level compared to placebo across all four co-primary
endpoints.  The 4 mcg dose of TX-004HR also demonstrated highly
statistically significant results at the p ≤ 0.0001 level
compared to placebo for the endpoints of vaginal superficial cells,
vaginal parabasal cells, and vaginal pH; the change from baseline
compared to placebo in the severity of dyspareunia was at the p =
0.0255 level.

Statistical improvement over placebo was also observed for all
three doses at the first assessment at week two and sustained
through week 12.  The pharmacokinetic data for all three doses
demonstrated low systemic absorption, supporting the previous Phase
1 trial data.  TX-004HR was well tolerated, and there were no
clinically significant differences compared to placebo-treated
participants with respect to adverse events.  There were no
drug-related serious adverse events reported.

"We are extremely encouraged that all three doses of TX-004HR
studied in the Rejoice Trial demonstrated positive results," said
TherapeuticsMD CEO Robert G. Finizio.  "With efficacy observed as
early as two weeks and the convenience of the applicator-free
vaginal softgel, we believe that, if approved, TX-004HR has the
potential to offer a highly differentiated, new treatment option
that meets the needs of the millions of postmenopausal women with
VVA who are suffering from pain during sexual intercourse.  We look
forward to sharing the Rejoice Trial results and to submitting a
New Drug Application for TX-004HR to the Food and Drug
Administration as soon as the first half of 2016."

TX-004HR features SYMBODATM technology, which enables partial and
complete solubilization of estradiol into medium-chain fatty acid
oils often derived from coconut oil.  This allows for the
production of cohesive, stable formulations and provides content
uniformity and accuracy of dosing strengths for TX-004HR.

"Nearly half of all postmenopausal women have VVA, yet few are
treated with prescription therapy," said TherapeuticsMD Chief
Medical Officer Sebastian Mirkin, M.D.  "The highly statistically
significant efficacy results and safety profile from the Rejoice
Trial are very promising.  We are excited about the potential for
TX-004HR to be a new treatment option with low systemic absorption
for women with VVA suffering from moderate to severe dyspareunia."

Safety and efficacy analyses of the Rejoice Trial data are ongoing.
TherapeuticsMD plans to submit Rejoice Trial results for
presentation at future scientific meetings and for publication in
peer reviewed journals.

Rejoice Trial Design

The Rejoice Trial was a randomized, double-blinded,
placebo-controlled, multicenter Phase 3 clinical trial designed to
evaluate the safety and efficacy of three doses of TX-004HR — 25
mcg, 10 mcg and 4 mcg -- compared to placebo for the treatment of
moderate to severe dyspareunia in postmenopausal women with VVA.
The co-primary efficacy endpoints are change from baseline to week
12 in the percentage of vaginal superficial cells, percentage of
vaginal parabasal cells, vaginal pH, and severity of moderate to
severe dyspareunia as the most bothersome symptom of VVA.  The
trial enrolled 764 postmenopausal women (40 to 75 years old)
experiencing moderate to severe dyspareunia at approximately 89
sites across the United States and Canada.  Trial participants were
randomized to receive either TX-004HR at 25 mcg (n=190), 10 mcg
(n=191), or 4 mcg (n=191) doses or placebo (n=192) for a total of
12 weeks, all administered once daily for two weeks and then twice
weekly (approximately three to four days apart) for ten weeks.

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

                    http://is.gd/VC7kiH

                    About TherapeuticsMD

Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a
women's healthcare product company focused on creating and
commercializing products targeted exclusively for women.  The
Company currently manufactures and distributes branded and generic
prescription prenatal vitamins as well as over-the-counter
vitamins and cosmetics.  The Company is currently focused on
conducting the clinical trials necessary for regulatory approval
and commercialization of advanced hormone therapy pharmaceutical
products designed to alleviate the symptoms of and reduce the
health risks resulting from menopause-related hormone
deficiencies.

TherapeuticsMD reported a net loss of $54.2 million on $15.02
million of net revenues for the year ended Dec. 31, 2014, compared
with a net loss of $28.4 million on $8.77 million of net revenues
for the year ended Dec. 31, 2013.

As of Sept. 30, 2015, the Company had $90.5 million in total
assets, $12.9 million in total liabilities and $77.6 million in
total stockholders' equity.


TI GROUP: Moody's Maintains B2 Corporate Family Rating
------------------------------------------------------
Moody's Investors Service maintained the existing ratings for TI
Group Automotive Systems, L.L.C. following its announcement that it
intends to exercise an add-on $100 million to its existing $1.3
billion (US dollar equivalent) senior secured term loan B.  TI
Group is the U.S. based operating subsidiary of TI Fluid Systems
Limited, a global manufacturer of automotive fluid handling
systems.  Proceeds from the incremental amount are expected to be
used for general corporate purposes, including the partial funding
of a potential acquisition expected to close in early 2016.

These ratings were maintained:

TI Group Automotive Systems, L.L.C.

  Corporate Family Rating, B2;
  Probability of Default, B2-PD;
  $125 million senior secured cash flow revolving credit facility
   due 2020, Ba3, (LGD3);
  $1.4 billion (upsized US dollar equivalent) senior secured term
   loan B due 2022, Ba3, (LGD3);
  $450 million (US dollar equivalent) senior unsecured notes due
   2023, Caa1, (LGD5);
  Rating outlook: Stable.

Moody's does not rate the $100 million asset based revolving credit
facility.

RATINGS RATIONALE

TI Group's ratings incorporate the company's high debt levels
following its acquisition by affiliates of Bain Capital LLC in June
2015, and improving operating performance, which has largely been
in line with expectations.  Moody's also expects the EBITDA
incorporated from any potential acquisition to have a neutral
impact on Debt/EBITDA leverage metrics.  The add-on term loan
represents a marginal increase in the company's secured debt (about
8%) and total debt (about 6%).  However, Moody's notes that the
$100 million shift in secured term loan debt from unsecured debt
which occurred subsequent to the initial ratings in June along with
the current add-on term loan weighs on the Ba3 secured debt
ratings.  Any further increase in secured debt would likely result
a lower secured debt rating.

TI Automotive is expected to maintain an adequate liquidity profile
over the near-term supported by cash on hand and availability under
its revolving credit facilities.  As of
Sept. 30, 2015, the company is estimated to have EUR113 million of
cash on hand.  The $100 million asset based revolving credit
facility and the $125 million cash flow revolving credit facility
were estimated to be undrawn.  Moody's continues to expect TI
Automotive to generate positive free cash flow in fiscal 2016.  The
primary financial covenant under the asset based revolver is a
springing fixed charge covenant of 1.0 to 1 when certain
availability levels are triggered.  The cash flow revolver has a
springing net leverage ratio covenant when certain availability
levels are triggered.  The term loan does not have financial
maintenance covenants.

Developments that could lead to a higher outlook or ratings include
the maintenance of existing profitability levels that support
continued free cash flow generation and debt reduction which drive
Debt/EBITDA toward 3.5x and EBITA/Interest over 3.0x. Also
supporting a positive rating action would be an adequate liquidity
profile and financial policies which balance shareholder return
with capital reinvestment.

Developments that could lead to a lower outlook or ratings include
deterioration in automotive conditions which are not offset by cost
saving actions resulting in EBITA/Interest under 2.0x, Debt/EBITDA
approaching 6.0x, or a deteriorating liquidity profile.  The
ratings or outlook also could be lowered if shareholder
distributions are made resulting in leverage approaching these
thresholds.

The principal methodology used in these ratings was Global
Automotive Supplier Industry published in May 2013.

TI Fluid Systems Limited is a leading global manufacturer of fluid
storage, carrying and delivery systems, primarily serving
automotive OEMs of light duty vehicles with fuel tank and delivery
systems representing about 40% of revenue and other fluid carrying
systems 60%.  LTM Sept. 30, 2015 revenues were approximately EUR3.0
billion.



TRANSCOASTAL CORP: Case Summary & 15 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: TransCoastal Corporation
        4975 Voyager Drive
        Dallas, TX 75237

Case No.: 15-34956

Chapter 11 Petition Date: December 8, 2015

Court: United States Bankruptcy Court
       Northern District of Texas (Dallas)

Judge: Hon. Harlin DeWayne Hale

Debtor's Counsel: Stephen M. Pezanosky, Esq.
                  HAYNES AND BOONE, LLP
                  2323 Victory Avenue, Suite 700
                  Dallas, TX 75219
                  Tel: (214) 651-5000
                  Fax: (214) 651-5940
                  Email: stephen.pezanosky@haynesboone.com

Debtor's          BLACKHILL PARTNERS, LLC
Financial
Advisor:

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Stuart Hagler, chief executive officer.

A list of the Debtor's 15 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txnb15-34956.pdf


TRUMP ENTERTAINMENT: Gets Nod on Beefed Up Bankruptcy Loan
----------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a Delaware
bankruptcy judge on Dec. 2, 2015, signed off on modifications to
Trump Entertainment Resorts' Chapter 11 financing that increased
the size of the company's loan by $12.6 million to cover the cost
of paying Atlantic City property taxes due on its Taj Mahal
casino.

U.S. Bankruptcy Judge Kevin Gross approved the changes to Trump
Entertainment Resorts Inc.'s debtor-in-possession financing days
after the company said it reached a deal with lenders in order to
pay off an outstanding tax bill.

                      About Trump Entertainment

Based in Atlantic City, New Jersey, Trump Entertainment Resorts
Inc. (NASDAQ: TRMP) -- http://www.trumpcasinos.com/-- owns and    
operates three casino hotel properties in Atlantic City, New
Jersey, which include Trump Taj Mahal Casino Resort, Trump Plaza
Hotel and Casino, and Trump Marina Hotel Casino.  The Company
conducts gaming activities and provides customers with casino
resort and entertainment.

Donald Trump is a shareholder of the Company and, as its non-
executive Chairman, is not involved in the daily operations of the
Company.  The Company is separate and distinct from Mr. Trump's
privately held real estate and other holdings.

Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 protection on Feb. 17, 2009
(Bankr. D. N.J. Lead Case No. 09-13654).  The Company tapped
Charles A. Stanziale, Jr., Esq., at McCarter & English, LLP, as
lead counsel, and Weil Gotshal & Manges as co-counsel.  Ernst &
Young LLP served as the Company's auditor and accountant and
Lazard Freres & Co. LLC was the financial advisor.  Garden City
Group was the claims agent.  The Company disclosed assets of
$2,055,555,000 and debts of $1,737,726,000 as of Dec. 31, 2008.

Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D. N.J. Case No. 04-46898
through 04-46925).  Trump Hotels obtained the Court's confirmation
of its Chapter 11 plan on April 5, 2005, and in May 2005, it
exited from bankruptcy under the name Trump Entertainment Resorts
Inc.


UNIVERSITY GENERAL: Wants Conditional Approval of Plan Outline
--------------------------------------------------------------
BankruptcyData reported that University General Health System filed
with the U.S. Bankruptcy Court a Chapter 11 Plan of Liquidation and
related Disclosure Statement.

According to the Disclosure Statement, "Under the Plan, the
Debtors' remaining assets, including cash and causes of action,
will vest in the Liquidating Trust, free and clear of all liens,
claims and encumbrances, except as otherwise provided in the Plan.

The Liquidating Trustee will have the authority to object to the
allowance of any claims filed against the Debtors.  The Liquidating
Trustee will prosecute causes of action in her discretion,
liquidate other remaining tangible assets, and make distributions
to creditors in accordance with the Bankruptcy Code."  

The Company subsequently filed an emergency motion, under Section
1125(b), seeking a Dec. 7, 2015, hearing to consider conditionally
approving the Disclosure Statement and scheduling a Plan
confirmation hearing.  

The emergency motion notes, "The Debtors intend to close a sale of
substantially all of their assets on or before Dec. 31, 2015, and
will have no business operations after closing.  Conditional
approval of the Disclosure Statement is appropriate in the case
because it will allow the Debtors to proceed with the solicitation
and confirmation of the Plan in an expeditious and economical
manner in conjunction with the sale.  The Debtors intends to seek
final approval of the Disclosure Statement concurrent with Plan
confirmation."

                  About University General

University General Health System, Inc., with headquarters in
Houston, Texas, is a multi-specialty health care provider that
delivers concierge physician- and patient-oriented services.  UGHS
and its consolidated subsidiaries operate, amongst others, a
general acute care hospital, ambulatory surgical centers,
hyperbaric wound care centers, diagnostic imaging centers,
physical
therapy centers, and senior living centers.

UGHS owns the University General Hospital, a 72-bed, general acute
care hospital in the heart of the Texas Medical Center in Houston,
Texas.

UGHS and its affiliated entities sought Chapter 11 protection
(Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on
Feb. 27, 2015. The case is assigned to Judge Letitia Z. Paul.  The
Debtor-affiliates are UGHS Autimis Billing, Inc., UGHS Autimis
Coding, Inc., UGHS ER Services, Inc., UGHS Hospitals, Inc., UGHS
Management Services, Inc., UGHS Support Services, Inc., University
General Hospital, LP, and University Hospital Systems, LLP.

The Debtors have tapped John F Higgins, IV, Esq., Aaron James
Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP,
in Houston, Texas, as counsel. Upshot Services, LLC, is the claims
and noticing agent.

U.S. Trustee Judy A. Robbins formed a nine-member panel of
unsecured creditors in the Chapter 11 cases of the Debtors.


US STEEL: Fitch Cuts Issuer Default Rating to 'B+'
--------------------------------------------------
Fitch Ratings has downgraded United States Steel Corporation's
(U.S. Steel; NYSE: X) Issuer Default Rating (IDR) and senior
unsecured debt ratings to 'B+' from 'BB-'. The senior secured
credit facility has been affirmed at 'BB+/RR1'.

KEY RATING DRIVERS

The Rating Outlook has been revised to Negative. Improvement in
earnings and cash flow will require better oil prices and a
reduction in import competition. While Fitch expects trade cases to
result in a reduction in the market share of imports and views
current oil prices as unsustainably low, visibility into the timing
of the recovery is limited.

Lower rig counts have hit the company's oil country tubular goods
volumes and import competition and weak iron ore prices have
filtered through to lower steel prices which lowered earnings
expectations. Tubular shipments for the year through Sept. 30, 2015
were 465,000 tons compared with 1.3 million tons in the year
through Sept. 30, 2014. Flat-rolled prices averaged $674/ton in the
third quarter compared with $772/ton on average for the full year
in 2014.

Hard freeze of the pension fund, capacity closures, more efficient
raw materials sourcing, and better working capital management have
benefitted earnings and cash flows but not enough to offset the
impact of weakening demand and global overcapacity.

Imports have been very strong given very high relative prices in
the U.S. combined with global over capacity. Steel demand related
to oil country tubular goods has fallen with the drop in oil prices
contributing to the modest decline in overall consumption despite
strong demand from autos, appliances and construction. Capacity
utilization was 72% on average for the year through November 2015.
Fitch Ratings believes that margins are vulnerable when capacity
utilization is below 80% and that capacity utilization could remain
below 80% through 2016.

The domestic steel market has shown supply discipline, but global
overcapacity and lack of discipline elsewhere has limited pricing
power. Increased supply of iron ore and coking coal coupled with
slower growth in steel production has resulted in raw materials
deflation.

Pension

As of Dec. 31, 2014, the defined benefit pension plans were
underfunded by $966 million on a GAAP basis. Re-measurements as of
Sept. 30, 2015 increased the underfunding by $295 million. Pension
and other post-employment benefit costs were $312 million for 2014
and cash payments were $545 million including the $140 million
voluntary contribution to the main U.S. defined benefit pension
plan. Costs for 2015 are expected to be $245 million and cash
payments are expected to be $300 million. U.S. Steel has no
mandatory contribution requirement for its main U.S.
defined-benefit pension plan in 2015.

Company Profile

The ratings reflect U.S. Steel's leading market positions in
flat-rolled and tubular steel in the U.S., together with its high
degree of control over its raw materials offset by the high fixed
costs of integrated steel producers.

U.S. Steel is the second largest North American flat-rolled steel
producer with capacity of 19.4 million tons; 2014 shipments were 14
million tons. U.S. Steel is the largest integrated North American
tubular producer, with capacity of 2.8 million tons; 2014 shipments
were 1.7 million tons. U.S. Steel also operates a five million ton
per year integrated steel operation in Kosice, Slovakia.

U.S. Steel's production of iron ore pellets including from its
share of joint ventures was 25 million tons in 2014, accounting for
a significant share of its needs. In 2014, North American raw steel
produced was 17 million tons and, assuming 1.3 tons of iron ore
pellets are needed to produce 1 ton of raw steel, 22 million tons
of iron ore pellets were consumed.

Key Assumptions:

-- Fitch expects 2015 to be a trough year for domestic flat
    rolled and tubular products with modest improvement in 2016
    and 2017;
-- Fitch expects capital expenditures at guidance in 2015 and at
    maintenance levels in 2016;
-- Pricing is expected to improve modestly in 2016 and 2017 but
    Fitch believes upside is limited given global over supply. For

    2016, Fitch Base Case price assumptions are $680/ton for the
    Flat-rolled product segment, $1,445/ton for the Tubular
    segment, and $545/ton for the U.S. Steel Europe Segment;
-- Cost improvement is anticipated with Carnegie Way initiatives.

RATING SENSITIVITIES

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

-- Deterioration in liquidity coupled with cash burn greater than

    $300 million in aggregate in 2016 and 2017;
-- Weaker than expected operating results, whether from lack of
    recovery in tubular demand or from unfavorable resolution of
    trade cases, resulting in adjusted debt/EBITDAR sustainably
    above 4.5x.
-- A debt financed recapitalization or debt financed acquisition.

    Fitch views this event as unlikely

Positive: Future developments that may lead to a positive rating
action include:

-- Debt levels materially reduced and free cash flow generation
    that is expected to be positive on average.
-- Faster than expected turnaround in market dynamics allowing
    positive free cash flow generation.
-- Total adjusted debt/EBITDAR sustainably below 4.0x

LIQUIDITY AND DEBT STRUCTURE

U.S. Steel generated operating EBITDA of $665 million with negative
free cash flow of $22 million after $230 in gross interest, capital
expenditures of $546 million and dividends of $29 million in the
latest 12 months ended September 30, 2015. Pro forma for the
redemption of the $316 million in convertible notes to be repaid,
as of Sept. 30, 2015, cash on hand was $849 million; total debt was
$3.2 billion; and the $1.5 billion facility maturing in July 2020
was undrawn. The facility has a 1.00:1.00 fixed-charge coverage
ratio requirement only at such times that availability under the
facility is less than the greater of 10% of total commitments.
Fitch expects U.S. Steel to burn about $200 million in free cash
flow in 2016.

At Sept. 30, 2015, total debt/operating EBITDA was 5.25x. Fitch
expects the company will make its revised EBITDA guidance of $225
million in 2015 and will earn about $389 million in EBITDA for 2016
resulting in very high leverage. With partial recovery in shipments
and modest pricing improvement, Fitch expects EBITDA to approach
mid-cycle levels of about $1 billion in 2017 dropping leverage to
below 4x by the end of 2017. Near-term scheduled maturities of debt
are $45 million in 2016, $500 million in 2017, $503 million in 2018
and $58 million in 2019.

FULL LIST OF RATING ACTIONS

Fitch has taken the following actions:

United States Steel Corporation
-- Long-term IDR downgraded to 'B+' from 'BB-';
-- Senior secured credit facility affirmed at 'BB+/RR1';
-- Senior unsecured notes downgraded to 'B+/RR4' from 'BB-/RR4'.

The Rating Outlook has been revised to Negative.



USS PARENT: Moody's to Retain B2 CFR Following $50MM Loan Add-On
----------------------------------------------------------------
Moody's Investors Service stated that USS Parent Holding Corp.'s
proposed $50 million add-on first lien term loan due 2021 to fund
future bolt-on acquisitions is modestly credit negative.  However,
USS' ratings, including its B2 Corporate Family rating, B2-PD
Probability of Default rating, B1 first lien credit facility
rating, and its stable outlook, are not affected by this
development.

Net proceeds from the incremental term loan will be used to finance
future acquisitions of approximately $50 million, including
transaction costs.  The add-on term loan is expected to have the
same terms and conditions as the existing term loan.  The proposed
transaction will raise debt leverage by 0.7 turns to 4.8 times
based on Sept. 30, 2015, lease-adjusted debt/EBITDA (including
annualized run-rate EBITDA from recent acquisitions).

Moody's views the proposed transaction as credit negative as it
involves a material increase in debt while uncertainty surrounding
the timing and level of earnings contributed by future acquisitions
is unknown.  However, the incremental debt and higher leverage
following this transaction is offset by the company's highly
recurring revenue model and history of successfully integrating
smaller acquisition targets in new and existing markets.  As such,
Moody's expects the company's debt leverage will improve to levels
that are more commensurate with the B2 rating category over the
intermediate term, primarily driven by organic growth and the
modest EBITDA contributions from future acquisitions rather than
from meaningful debt reduction.

Existing ratings include:

Issuer: USS Parent Holding Corp.

   -- Corporate Family Rating, B2
   -- Probability of Default Rating, B2-PD
   -- $50 million revolving credit facility due 2019, B1 (LGD3)
      --- $212.9 million (to be upsized to $262.9 million) first
      lien term loan due 2021, B1 (LGD3)
Stable rating outlook

RATINGS RATIONALE

USS' B2 Corporate Family Rating continues to reflect its relatively
small operating scale and narrow market focus, aggressive
acquisition strategy, and highly cyclical residential and
commercial construction end markets.  The rating also considers
risks associated with the private equity ownership of the company,
including potential shareholder friendly actions in the long term.
The rating is supported by the current favorable conditions in the
construction sector, from which the company derives a meaningful
proportion (50%) of its total revenues, its leading market position
within a fragmented portable sanitation and on-site market, a
diverse and national customer base, solid organic growth, and
moderate debt leverage.  Over the years, USS has driven growth
through increasing route density, a key determinant of efficiency
and profitability, while broadening its geographic coverage and
product offerings beyond portable sanitation units.  Moody's
anticipates that USS will continue to seek opportunistic
acquisitions in order to increase its market share and route
density.

The stable outlook reflects expectations for organic revenue growth
of 8% to 10% and slowly improving credit metrics.  Moody's
anticipates in the stable outlook that USS will be acquisitive and
will not reduce debt beyond required amortization payments.

While the add-on favorably provides funds for continued growth in
the business, the ratings could be downgraded if revenue growth
slows or profitability declines, leading us to anticipate low or no
free cash flow, or if liquidity weakens.  If debt to EBITDA is
sustained above 6.0 times or EBITDA less capital expenditures to
interest expense is less than 1.25 times, the ratings could be
lowered.

Moody's could upgrade the ratings if USS grows revenue and
profitability faster than expected and maintains a good liquidity
profile. The ratings could be upgraded if Moody's comes to expect
USS will maintain debt to EBITDA below 4.5 times and free cash flow
to total debt over 8%.

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

Headquartered in Westborough, MA, USS Parent Holding Corp. and
United Site Services, Inc. and its subsidiaries ("USS") is a
provider of portable sanitation units, temporary fencing, storage
containers and temporary electric equipment serving the
construction, commercial and industrial, special events,
governmental agencies and other industries.  USS is controlled by
affiliates of Calera Capital.  USS generated pro forma revenues of
approximately $308 million for last twelve months ended Sept. 30,
2015.



VARSITY BRANDS: Moody's to Retain B2 CFR on $100MM Add-On
---------------------------------------------------------
Moody's Investors Service said that a shift in the proposed amounts
of Varsity Brands Holding Co, Inc.'s add-on term loan offerings to
$100 million of first lien and $25 million of second lien is not
changing the $125 million aggregate amount of the offerings, and
does not impact the company's ratings, including its B2 corporate
family rating, B2-PD probability of default rating and B1 rating
for the first lien term loan, or its stable rating outlook.



VIGGLE INC: SIC IV Subscribes for 8.7 Million Common Shares
-----------------------------------------------------------
As previously disclosed by Viggle Inc. in a Form 8-K filed on
June 12, 2015, Sillerman Investment Company IV, LLC, an affiliate
of Robert F.X. Sillerman, executive chairman and chief executive
officer of the Company, agreed to provide a Line of Credit to the
Company of up to $10,000,000.  As of Dec. 3, 2015, there was
$8,675,000 in outstanding principal amount under the Line of
Credit.

On Dec. 3, 2015, the Company and SIC IV entered into a Subscription
Agreement pursuant to which SIC IV subscribed for 8,750,000 shares
of the Company's common stock at a price of $0.47 per share.
Accordingly, the aggregate purchase price for such shares was
$4,112,500.

The Company and SIC IV agreed that SIC IV would pay the purchase
price for those shares by reducing the amounts outstanding under
the Line of Credit.  Accordingly, the principal amount of the Line
of Credit was reduced to $4,562,500.

                         About Viggle

New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system.  Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.

Viggle reported a net loss attributable to common stockholders of
$78.9 million on $25.5 million of revenue for the year ended
June 30, 2015, compared to a net loss attributable to common
stockholders of $68.1 million on $17.98 million of revenues for the
year ended June 30, 2014.

As of Sept. 30, 2015, the Company had $74.0 million in total
assets, $59.8 million in total liabilities, $12.04 million in
series C convertible preferred stock and $2.10 million in total
stockholders' equity.

BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2015, citing that the Company has suffered recurring
losses from operations and at June 30, 2015, has a deficiency in
working capital that raise substantial doubt about its ability to
continue as a going concern.


VIKING THERAPEUTICS: Posts $4.7M Net Loss in Qtr. Ended Sept. 30
----------------------------------------------------------------
Viking Therapeutics, Inc. incurred a net loss of $4,736,544 for the
quarter ended Sept. 30, 2015, compared to a net loss of $261,801
for the three months ended Sept. 30, 2014.

"We are a clinical-stage company, and the development and
commercialization of our drug candidates is uncertain and expected
to require substantial expenditures.  We have not yet generated any
revenues from our operations to fund our activities, and are
therefore dependent upon external sources for financing our
operations," Brian Lian, president, chief executive officer and
director, and Michael Morneau, chief financial officer, disclosed
in a regulatory filing with the U.S. Securities and Exchange
Commission on November 5, 2015.
  
Messrs. Lian and Morneau stated, "The audit report issued by our
independent registered public accounting firm for our financial
statements for the fiscal year ended December 31, 2013 states that
our independent registered public accounting firm has expressed
substantial doubt in our ability to continue as a going concern.  


"In addition, the audit report issued by our independent registered
public accounting firm for our financial statements for the fiscal
year ended December 31, 2014 states that our independent registered
public accounting firm has expressed substantial doubt in our
ability to continue as a going concern due to the risk that we may
not have sufficient cash and liquid assets at December 31, 2014 to
cover our operating and capital requirements for the next 12
months; and if in that case sufficient cash cannot be obtained, we
would have to substantially alter, or possibly even discontinue,
operations."

"Prior to the IPO, we did not have sufficient capital to fund our
planned operations without additional financing.  However, as of
September 30, 2015, based upon our current operating plan, and the
proceeds received from the IPO in May 2015, we believe we have
sufficient cash to meet our projected operating requirements for at
least the next 12 months.

"In May 2015, the company completed the IPO, issuing 3,450,000
shares of its common stock and raising $25,392,500 in net proceeds,
including the full exercise of the over-allotment option, and after
deducting underwriting discounts, commissions and a non-accountable
expense in an aggregate amount of $2,207,500, but before deducting
other offering costs and expenses.  These additional funds raised
in May 2015 alleviate any doubt in regards to the company's ability
to continue as a going concern over the next 12 months," Messrs.
Lian and Morneau told the SEC.

The company's balance sheets showed $19,012,251 in total assets,
$5,741,700 in total liabilities, and $13,270,551 in total
stockholders' equity.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/zbdlpgt

Viking Therapeutics, Inc. is a clinical-stage biopharmaceutical
company focused on the development of novel therapeutics for
metabolic and endocrine disorders.  The San Diego-based company has
exclusive worldwide rights to a portfolio of five drug candidates
in clinical trials or preclinical studies, which are based on small
molecules licensed from Ligand Pharmaceuticals Incorporated.



VIRTUAL PIGGY: Issues $16,000 Unsecured Promissory Note
-------------------------------------------------------
Virtual Piggy, Inc., issued a $16,000 principal amount unsecured
Promissory Note to an accredited investor on Dec. 1, 2015,
pursuant to a Promissory Note Agreement.  The Investor also
received a two-year Warrant to purchase 3,200 shares of Company
common stock at an exercise price of $0.90 per share.

The Note bears interest at a rate of 10% per annum and matures on
the six month anniversary of the issuance date, or on such earlier
date that (i) the Company completes the closing of a specified
joint venture agreement or (ii) the Company completes the sale of
at least an additional $1 million of 10% Secured Convertible
Promissory Notes.

               About Oink (Virtual Piggy, Inc.)

Virtual Piggy is the provider of Oink, a secure online and in-store
teen wallet.  Oink enables teens to manage and spend money within
parental controls, while gaining valuable financial management
skills.  The technology company also delivers payment platforms
designed for the Under 21 age group in the global market, and
enables online businesses the ability to function in a  manner
consistent with the Children's Online Privacy Protection Act and
similar international children's privacy laws.  The company, based
in Hermosa Beach, CA, is on the Web at: http://www.oink.com/and
holds three technology patents, US Patent No. 8,762,230, 8,650,621
and 8,812,395.

Virtual Piggy reported a net loss of $9.65 million in 2014, a net
loss of $16 million in 2013 and a net loss of $12.03 million in
2012.

As of Sept. 30, 2015, the Company had $1.31 million in total
assets, $6.26 million in total liabilities, all current, and a
$4.94 million stockholders' deficit.

Morison Cogen LLP, in Bala Cynwyd, PA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's losses from
development stage activities raise substantial doubt about its
ability to continue as a going concern.


WALTER ENERGY: Bankruptcy Raises Going Concern Doubt
----------------------------------------------------
Walter Energy, Inc.'s bankruptcy petitions, weak coal market
industry conditions, depressed metallurgical coal prices, reduced
steel production and reduced global steel demand raise substantial
doubt about its ability to continue as a going concern, Walter J.
Scheller, III, chief executive officer, and William G. Harvey,
chief financial officer, said in a regulatory filing with the U.S.
Securities and Exchange Commission on Nov. 5, 2015.

"The accompanying unaudited condensed consolidated financial
statements and related notes have been prepared assuming that the
Company will continue as a going concern, although the Bankruptcy
Petitions, weak coal market industry conditions, depressed
metallurgical coal prices, reduced steel production and reduced
global steel demand raise substantial doubt about the company's
ability to continue as a going concern," Messrs. Scheller and
Harvey explained.

"The company's ability to continue as a going concern is dependent
upon, among other things, market conditions and its ability to
improve profitability and its ability to successfully implement a
sale or Chapter 11 plan strategy.  As a result of the Bankruptcy
Petitions, the realization of assets and the satisfaction of
liabilities are subject to uncertainty.  While operating as a
debtor-in-possession pursuant to the Bankruptcy Code, the company
may sell or otherwise dispose of or liquidate assets or settle
liabilities, subject to the approval of the Court or as otherwise
permitted in the ordinary course of business, for amounts other
than those reflected in the accompanying consolidated financial
statements.  Further, a Chapter 11 plan could materially change the
amounts and classifications of assets and liabilities reported in
the company's Condensed Consolidated Financial Statements.

"Our ability to maintain adequate liquidity through the
reorganization process and beyond depends on our ability to
successfully implement a plan or sale strategy, successful
operation of our business, and appropriate management of operating
expenses and capital spending. Our anticipated liquidity needs are
highly sensitive to changes in each of these and other factors.

"If we are unable to meet our liquidity needs, we may have to take
other actions to seek additional financing to the extent available
or we could be forced to consider other alternatives to maximize
potential recovery for the creditors, including possible sale of
the Company or certain material assets pursuant to Section 363 of
the Bankruptcy Code, or liquidation under Chapter 7 of the
Bankruptcy Code," Messrs. Scheller and Harvey pointed out.

The company's net loss for the three months ended Sept. 30, 2015
was $158.6 million, or $1.96 per diluted share, which compares to a
net loss of $98.9 million, or $1.48 per diluted share, for the
three months ended Sept. 30, 2014.

At Sept. 30, 2015, the company had total assets of $1,976,919,000,
total liabilities of $4,376,597,000, and total stockholders'
deficit of $2,399,678,000.

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/zm8pcrl

                       About Walter Energy

Walter Energy -- http://www.walterenergy.com/-- is a publicly   
traded "pure-play" metallurgical coal producer for the global
steel
industry with strategic access to steel producers in Europe, Asia
and South America.  The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas.  Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.

For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.  

Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in
Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.

Walter Energy disclosed total assets of $5.2 billion and total
debt
of $5 billion as of March 31, 2015.

The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services,
L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.

The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees.  The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys.
The Retiree Committee retained Adams & Reese LLP and Jenner &
Block
LLP as attorneys.

The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.



WALTER ENERGY: Jones Walker Files Rule 2019 Statement
-----------------------------------------------------
Jones Walker LLP disclosed in a court filing that it serves as
local counsel to Aspen American Insurance Co. and Arch Insurance
Co. in the Chapter 11 cases of Walter Energy LLC and its
affiliates.

Aspen has executed 62 bonds on behalf of or at the request of
Walter Energy in the aggregate penal sum of $43.73 million as of
July 15, 2015.  Meanwhile, Arch has issued certain reclamation and
permit bonds on behalf of and at the request of Walter Energy,
according to the law firm.

Jones Walker further disclosed that it has also provided limited
representation to Crucible LLC, a supplier of the companies, and
has been representing Jim Walter Homes Inc. in cases unrelated to
Walter Energy's bankruptcy.

The Alabama-based law firm made the disclosure pursuant to Rule
2019 of the Federal Rules of Bankruptcy Procedure.  

The firm can be reached at:

     Jones Walker LLP
     1819 5th Avenue North
     Suite 1100
     Birmingham, Alabama 35203
     Phone: (205) 244-5237
     Fax: (205) 244-5400
     Email: ebrazeal@joneswalker.com

                       About Walter Energy

Walter Energy -- http://www.walterenergy.com/-- is a publicly
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America.  The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas.  Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.

For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.  

Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.

Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.

The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services, L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.

The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees.  The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys.
The Retiree Committee retained Adams & Reese LLP and Jenner & Block
LLP as attorneys.

The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.


ZHEN DING: Posts $250K Net Loss, Raises Going Concern Doubt
-----------------------------------------------------------
Zhen Ding Resources Inc. had a net loss of $250,020 for the three
month ended Sept. 30, 2015, which was 211% more than the net loss
of $80,418 for the three month ended September 30, 2014.  The
increase in net loss was mainly resulted from the decrease in other
income 2015, explained the company's President, Treasurer,
Secretary and Director Wen Mei Tu and Chairman, Chief Financial
Officer and Director De Gang Wei in a regulatory filing with the
U.S. Securities and Exchange Commission on November 5, 2015.

At Sept. 30, 2015, the company had total assets of $2,077,682,
total liabilities of _____, and total deficit of $5,247,575.  The
company's balance sheet as of September 30, 2015 reflects current
assets of $290,558.  "We had cash and cash equivalents in the
amount of $18,611 which is insufficient to carry out our stated
plan of operation for the next 12 months," Ms. Tu and Mr. Wei
stated.

"As of September 30, 2015, our company had accumulated losses of
$16,370,162 since inception and had a working capital deficit of
$7,034,699.

"These factors raise substantial doubt regarding our company's
ability to continue as a going concern."  

Ms. Tu and Mr. Wei further revealed, "The continuation of our
company as a going concern is dependent upon financial support from
its stockholders, the ability of our company to obtain necessary
equity financing to continue operations, and the attainment of
profitable operations.  The full and timely development and
implementation of our business plan and growth strategy will
require significant additional resources, and our company may not
be able to obtain the funding necessary to implement its growth
strategy on acceptable terms or at all.  An inability to obtain
such funding could slow down or prevent our company from further
development of its mineral resources.  

"Our company intends to explore additional options to secure
sources of capital, including the issuance of debt, and equity,
including preferred equity securities or other equity securities.
Our company does not have commitments from any third parties to
provide additional financing. Our company might not succeed in
raising additional equity capital or in negotiating and obtaining
additional and acceptable financing when it needs it or at all.

"Our company's ability to obtain additional capital will also
depend on market conditions, national and global economies and
other factors beyond its control.  We cannot assure you that our
company will be able to implement or capitalize on various
financing alternatives or otherwise obtain required capital, the
need for which is substantial given its operating loss history and
its business and development plan.  The terms of any future debt or
equity funding that our company may obtain in the future may be
unfavorable to our company and to its stockholders."

A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/zglj56g

Zhen Ding Resources Inc. is engaged in seeking business partnership
opportunities with companies that are in the field of exploration
and extraction of precious and base metals, primarily in China,
which are in need of funding and improved management.  The company
would provide the necessary management expertise and assist in
financing efforts of these mining operations.  The company's
principal office is located in Montreal, Quebec, Canada.


ZOGENIX INC: To Initiate Phase 3 Program for ZX008
--------------------------------------------------
Zogenix, Inc., on Dec. 7, 2015, announced new data demonstrating
sustained effectiveness and cardiovascular-related safety for
patients treated with ZX008 (low-dose fenfluramine) as an
adjunctive therapy for seizures associated with Dravet syndrome.
The data were presented at the 69th Annual American Epilepsy
Society Meeting, taking place this week in Philadelphia,
Pennsylvania.  Zogenix expects to initiate a Phase 3 program for
ZX008 in 2015.

The data presented highlight the initial results from a new cohort
of seven Dravet syndrome patients who began add-on treatment with
low-dose fenfluramine (5 mg to 15 mg per day) at various starting
points between 2010 and 2014.  Median treatment duration was 0.9
years (range 0.2 to 3.9 years).  During the 90-day run-in period
prior to initiating low-dose fenfluramine treatment, the median
frequency of tonic-clonic seizures was 3.0 per month (range 0.4 to
39.7).  At the six-month evaluation after starting low-dose
fenfluramine treatment, the median frequency of tonic-clonic
seizures was 1.2 per month, and the median decrease was 73% (range
48-100%).  Over the entire observation period, the median frequency
of tonic-clonic seizures was 0.9 per month, and the median decrease
was 84% (range 55% to 100%).

During this observation period from 2010 to 2015, treatment with
low-dose fenfluramine was generally well-tolerated, and in this new
cohort of patients, treatment for periods of 0.9 to 3.9 years did
not result in any echocardiographic or clinical signs of cardiac
valve abnormalities, pulmonary hypertension or any other
cardiovascular abnormalities.  The most common treatment-related
adverse events were mild-to-moderate somnolence (n=6) and anorexia
(n=4).  There were no fenfluramine discontinuations due to adverse
events or lack of effect.

The observed effectiveness, tolerability and cardiovascular-related
safety with add-on, low-dose fenfluramine in this new cohort of
Dravet syndrome patients extends the findings previously reported
in the original cohort in 2012.

In addition, a separate, recently published study evaluated the
mechanism of action for fenfluramine as a treatment for Dravet
syndrome using a gene knockout zebrafish model.  As a result of
this study, certain 5-HTsubtype receptors that appear to be
involved in the mechanism-of-action of fenfluramine were
identified.  Specifically, the elevation of serotonin levels and
interaction with three 5-HT receptor subtypes, 5-HT1D, 5-HT2A and
5-HT2C, were found to be responsible for reducing both abnormal
motor behavior and brain activity in this model of Dravet
syndrome.


                         About Zogenix Inc.

Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.

Zogenix reported net income of $8.58 million in 2014 following a
net loss of $80.85 million in 2013.

As of June 30, 2015, the Company had $246.7 million in total
assets, $138.6 million in total liabilities and $108.1 million in
total stockholders' equity.

Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2014, citing that the Company's
recurring losses from operations and negative cash flows from
operating activities raise substantial doubt about its ability to
continue as a going concern.


[*] Ch. 11 Filings with $100M or More in Debts Grow
---------------------------------------------------
Kurt Kester, writing for Bloomberg Brief - Distress & Bankruptcy,
reported that this year to Dec. 4, there have been 68 large Chapter
11s, or those involving debt of $100 million or more, up from 59
over the same period last year.

According to the report, this is the highest number of large
Chapter 11 cases taken on by U.S. bankruptcy courts since 2010,
when there were 88 cases.  Some of the largest cases of the year
are Caesars Entertainment Operating
Co. Inc., which listed $19.8 billion in liabilities, Alpha Natural
Resources, which had $7.1 billion of debt and Walter Energy Inc.
with just over $5 billion in liabilities, the report noted.


[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Affinity Wellness Holdings, LLC
   Bankr. N.D. Fla. Case No. 15-50401
      Chapter 11 Petition filed November 27, 2015
         See http://bankrupt.com/misc/flnb15-50401.pdf
         represented by: Michael R. Reiter, Esq.
                         MIKE REITER & ASSOCIATES
                         E-mail: mikelawbk@gmail.com

In re Helping Hands Community Based Services, Inc.
   Bankr. N.D. Ga. Case No. 15-72675
      Chapter 11 Petition filed November 27, 2015
         Seehttp://bankrupt.com/misc/ganb15-72675.pdf
         represented by: Tyler W. Henderson, Esq.
                         JONES & WALDEN, LLC
                         E-mail: thenderson@joneswalden.com

In re T C & Pam Cummings STL Ministries
   Bankr. N.D. Miss. Case No. 15-14241
      Chapter 11 Petition filed November 27, 2015
         Seehttp://bankrupt.com/misc/msnb15-14241.pdf
         represented by: Robert Gambrell, Esq.
                         GAMBRELL & ASSOCIATES, PLLC
                         E-mail: rg@ms-bankruptcy.com

In re Michael Budde and Janice Budde
   Bankr. W.D. Mo. Case No. 15-21089
      Chapter 11 Petition filed November 27, 2015

In re 1102 Stacey, Inc.
   Bankr. E.D. Penn. Case No. 15-18515
      Chapter 11 Petition filed November 27, 2015
         See http://bankrupt.com/misc/paeb15-18515.pdf
         represented by: Eugene J. Malady, Esq.
                         EUGENE J. MALADY, LLC
                         E-mail: kjones@ejmcounselors.com

In re Isoo Iwasawa
   Bankr. W.D. Wash. Case No. 15-16007
      Chapter 11 Petition filed November 27, 2015
         Seehttp://bankrupt.com/misc/wawb15-16607.pdf
         filed Pro Se

In re Zaida Suzanne Housley
   Bankr. S.D. Fla. Case No. 15-30836
      Chapter 11 Petition filed November 29, 2015

In re Windows Of Greater Tucson, Inc.
   Bankr. D. Ariz. Case No. 15-15214
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/azb15-15214.pdf
         represented by: Scott D. Gibson, Esq.
                         LAW OFFICE OF SCOTT D. GIBSON, PLLC
                         E-mail: ecf@sdglaw.net

In re Cat Connection LLC
   Bankr. D. Ariz. Case No. 15-15217
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/azb15-15217.pdf
         represented by: Harold E. Campbell, Esq.
                         CAMPBELL & COOMBS, P.C.
                         E-mail: heciii@haroldcampbell.com

In re David G. Cline and Tamara A. Cline
   Bankr. D. Ariz. Case No. 15-15224
      Chapter 11 Petition filed November 30, 2015

In re J A Flats, Inc.
   Bankr. D. Ariz. Case No. 15-15233
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/azb15-15233.pdf
         represented by: Carolyn J. Johnsen, Esq.
                         DICKINSON WRIGHT PLLC
                         E-mail: cjjohnsen@dickinsonwright.com

In re Vogue Beauty Studio, Inc.
   Bankr. C.D. Cal. Case No. 15-28329
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/cacb15-28392.pdf
         represented by: Michael Jay Berger, Esq.
                         LAW OFFICES OF MICHAEL JAY BERGER
                       E-mail: michael.berger@bankruptcypower.com

In re Julie R. Aspiras
   Bankr. S.D. Cal. Case No. 15-07651
      Chapter 11 Petition filed November 30, 2015

In re Loreal Property Management, LLC
   Bankr. D. Conn. Case No. 15-51673
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/ctb15-51673.pdf
         represented by: Mark M. Kratter, Esq.
                         LAW OFFICES OF MARK M. KRATTER, LLC
                         Email: laws4ct@aol.com

In re Aziz Petroleum, Inc.
   Bankr. S.D. Fla. Case No. 15-30937
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/flsb15-30937.pdf
         represented by: Lenard H. Gorman, Esq.
                         Lenard H. Gorman, P.A.
                         E-mail: lenard@gormanpa.com

In re William F. Lyle and Mary Ann Lyle
   Bankr. M.D. Ga. Case No. 15-11575
      Chapter 11 Petition filed November 30, 2015

In re Ronald D. Bartlett and Lee E. Bartlett
   Bankr. M.D. Ga. Case No. 15-52742
      Chapter 11 Petition filed November 30, 2015

In re Shannon L. Morgan
   Bankr. N.D. Ind. Case No. 15-12747
      Chapter 11 Petition filed November 30, 2015

In re Restoration by Barkley, LLC
   Bankr. W.D. Mich. Case No. 15-06541
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/miwb15-06541.pdf
         represented by: Michael J. Corcoran, Esq.
                         MICHAEL J. CORCORAN, P.C.
                         E-mail: sandydunson61@gmail.com

In re Magnolia State School Products
   Bankr. N.D. Miss. Case No. 15-14263
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/msnb15-14263.pdf
         represented by: Stephen P. Livingston, Esq.
                         E-mail: stevel@ms.metrocast.net

In re Victor Manuel Diaz
   Bankr. D. Nev. Case No. 15-16671
      Chapter 11 Petition filed November 30, 2015

In re Joly Jacob and Anie Jacob
   Bankr. D.N.J. Case No. 15-32385
      Chapter 11 Petition filed November 30, 2015

In re Millennium Pools & Spas, Inc.
   Bankr. D.N.J. Case No. 15-32584
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/njb15-32584.pdf
         represented by: Andrew J. Kelly, Esq.
                         KELLY & BRENNAN, P.C.
                         E-mail: akelly@kbtlaw.com

In re Rust Belt LLC
   Bankr. W.D.N.Y. Case No. 15-12573
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/nywb15-12573.pdf
         represented by: Matthew Allen Lazroe, Esq.
                         LAW OFFICE OF MATTHEW ALLEN LAZROE
                         E-mail: lazroebankruptcy@gmail.com

In re Old South Masonry, Inc.
   Bankr. E.D.N.C. Case No. 15-06460
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/nceb15-06460.pdf
         represented by: Jason L. Hendren, Esq.
                         HENDREN & MALONE, PLLC
                         E-mail: jhendren@hendrenmalone.com

In re Ivan A Rodriguez Pagan
   Bankr. D.P.R. Case No. 15-09507
      Chapter 11 Petition filed November 30, 2015

In re Ambitek Industrial Contractors Inc
   Bankr. D.P.R. Case No. 15-09532
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/prb15-09532.pdf
         represented by: Mary Ann Gandia-Fabian, Esq.
                         GANDIA-FABIAN LAW OFFICE
                         E-mail: gandialaw@gmail.com

In re Andres Villegas Davila and Yolanda Henriquez Sanchez
   Bankr. D.P.R. Case No. 15-09553
      Chapter 11 Petition filed November 30, 2015

In re Rotulos Villegas, Inc.
   Bankr. D.P.R. Case No. 15-09571
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/prb15-09571.pdf
         represented by: Gloria M Justiniano Irizarry, Esq.
                         JUSTINIANO'S LAW OFFICE
                         E-mail: justinianolaw@gmail.com

In re Bretton C. Gerard and Lori B. Gerard
   Bankr. E.D. Tex. Case No. 15-42132
      Chapter 11 Petition filed November 30, 2015

In re Allegro Landscaping, Inc.
   Bankr. N.D. Tex. Case No. 15-34746
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/txnb15-34746.pdf
         represented by: Larry K. Hercules, Esq.
                         E-mail: lkhercules@yahoo.com

In re Howard Liao
   Bankr. S.D. Tex. Case No. 15-36257
      Chapter 11 Petition filed November 30, 2015

In re A.J. & M.C. Ramos Partners, LTD.
   Bankr. S.D. Tex. Case No. 15-20467
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/txsb15-20467.pdf
         represented by: Allan L Potter, Esq.
                         E-mail: ecf@allanlpotter.com

In re Nuvira Hospitality Inc.
   Bankr. S.D. Tex. Case No. 15-80432
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/txsb15-80432.pdf
         represented by: H Miles Cohn, Esq.
                         CRAIN, CATON & JAMES, PC
                         E-mail: mcohn@craincaton.com

In re Best Days Family Homes, Inc.
   Bankr. W.D. Wash. Case No. 15-17027
      Chapter 11 Petition filed November 30, 2015
         See http://bankrupt.com/misc/wawb15-17027.pdf
         represented by: Nathan T. Riordan, Esq.
                         RIORDAN LAW PS
                         E-mail: nate@riordan-law.com

In re Robert Marshall Remkes, Jr.
   Bankr. S.D. Tex. Case No. 15-36375
      Chapter 11 Petition filed December 1, 2015

In re Shirley Mary Elizabeth Diamond
   Bankr. D. Ariz. Case No. 15-15252
      Chapter 11 Petition filed December 1, 2015

In re Patient First Home Health Agency, Inc
   Bankr. C.D. Cal. Case No. 15-28435
      Chapter 11 Petition filed December 1, 2015
         See http://bankrupt.com/misc/cacb15-28435.pdf
         represented by: Leslie Richards, Esq.
                         LAW OFFICES OF LESLIE RICHARDS APC
                         E-mail: ladylaw@leslierichards.com

In re John W Silas and Norma G Silas
   Bankr. M.D. Fla. Case No. 15-05249
      Chapter 11 Petition filed December 1, 2015

In re Christy C. Hutchens
   Bankr. M.D. Fla. Case No. 15-12106
      Chapter 11 Petition filed December 1, 2015

In re Global/GLS Inc
   Bankr. S.D. Fla. Case No. 15-31072
      Chapter 11 Petition filed December 1, 2015
         See http://bankrupt.com/misc/flsb15-31072.pdf
         represented by: Brian K. McMahon, Esq.
                         E-mail: briankmcmahon@gmail.com

In re N.D. Horton Jr, Family Trust
   Bankr. M.D. Ga. Case No. 15-52761
      Chapter 11 Petition filed December 1, 2015
         See http://bankrupt.com/misc/gamb15-52761.pdf
         represented by: Richard Eugene Thomasson, Esq.
                         THOMASSON LAW FIRM, LLC
                         E-mail: ret@thomassonlawfirm.com

In re Lithia Christian Center, Inc.
   Bankr. N.D. Ga. Case No. 15-73029
      Chapter 11 Petition filed December 1, 2015
         See http://bankrupt.com/misc/ganb15-73029.pdf
         represented by: Cameron M. McCord, Esq.
                         JONES & WALDEN, LLC
                         E-mail: cmccord@joneswalden.com

In re 5645 Deerfield, LLC
   Bankr. M.D. Ga. Case No. 15-73050
      Chapter 11 Petition filed December 1, 2015
         Filed Pro Se

In re Mike Panigirakis
   Bankr. N.D. Ill. Case No. 15-40921
      Chapter 11 Petition filed December 1, 2015

In re Jacques Gansler
   Bankr. D. Md. Case No. 15-26726
      Chapter 11 Petition filed December 1, 2015

In re Simply Storage of DelMarva, LLC
   Bankr. D. Md. Case No. 15-26729
      Chapter 11 Petition filed December 1, 2015
         See http://bankrupt.com/misc/mdb15-26729.pdf
         represented by: John Douglas Burns, Esq.
                         THE BURNS LAWFIRM, LLC
                         E-mail: ecf@burnsbankruptcyfirm.com

In re Bruce Matthews
   Bankr. D. Md. Case No. 15-26736
      Chapter 11 Petition filed December 1, 2015

In re Robert Marshall Remkes, Jr.
   Bankr. S.D. Tex. Case No. 15-36375
      Chapter 11 Petition filed December 1, 2015

In re Debra Cabella
   Bankr. S.D. Tex. Case No. 15-36400
      Chapter 11 Petition filed December 1, 2015

In re Community Translator Network LLC
   Bankr. D. Utah Case No. 15-31245
      Chapter 11 Petition filed December 1, 2015
         See http://bankrupt.com/misc/utb15-31245.pdf
         represented by: John Christian Barlow, Esq.
                         LAW OFFICE OF JOHN CHRISTIAN BARLOW
                        E-mail: Bankruptcy@JohnChristianBarlow.com

In re Academy Animal Hospital, Inc.
   Bankr. S.D. W.Va. Case No. 15-20618
      Chapter 11 Petition filed December 1, 2015
         See http://bankrupt.com/misc/wvsb15-20618.pdf
         represented by: James M. Pierson, Esq.
                         PIERSON LEGAL SERVICES
                         E-mail: jpierson@piersonlegal.com

In re Altered States, LLC
   Bankr. D. Ariz. Case No. 15-15291
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/azb15-15291.pdf
         represented by: Michael L. Gertell, Esq.
                         GERTELL & ROOS PLLC
                         E-mail: mgertellesq@aol.com

In re Rescue One Ambulance
   Bankr. C.D. Cal. Case No. 15-28452
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/cacb15-28452.pdf
         filed Pro Se

In re JJWAVE Corp.
   Bankr. C.D. Cal. Case No. 15-28482
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/cacb15-28482.pdf
         represented by: M Jonathan Hayes, Esq.
                         SIMON RESNIK HAYES LLP
                         E-mail: jhayes@srhlawfirm.com

In re Steven J. Benoit Sr, Inc.
   Bankr. W.D. La. Case No. 15-51553
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/lawb15-51553.pdf
         represented by: Thomas E. St. Germain, Esq.
                         WEINSTEIN LAW FIRM
                         E-mail: ecf@weinlaw.com

In re 1151 Loring Avenue LLC
   Bankr. E.D.N.Y. Case No. 15-45456
      Chapter 11 Petition filed December 2, 2015
         filed Pro Se

In re Jamil Abdul Muhammad
   Bankr. N.D.N.Y. Case No. 15-61747
      Chapter 11 Petition filed December 2, 2015

In re Fruit Of The Vine Child Care Center II LLC
   Bankr. E.D. Penn. Case No. 15-18666
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/paeb15-18666.pdf
         represented by: Timothy Zearfoss, Esq.
                         LAW OFFICES OF TIMOTHY ZEARFOSS
                         E-mail: tzearfoss@aol.com

In re PATSCO, L.P.
   Bankr. W.D. Penn. Case No. 15-24405
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/pawb15-24405.pdf
         represented by: Francis E. Corbett, Esq.
                         E-mail: fcorbett@fcorbettlaw.com

In re UTSA Apartments 8, LLC
   Bankr. W.D. Tex. Case No. 15-52941
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52941.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 9, LLC
   Bankr. W.D. Tex. Case No. 15-52941
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52942.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 13, LLC
   Bankr. W.D. Tex. Case No. 15-52944
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52944.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 15, LLC
   Bankr. W.D. Tex. Case No. 15-529455
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52945.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 19, LLC
   Bankr. W.D. Tex. Case No. 15-52947
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52947.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 23, LLC
   Bankr. W.D. Tex. Case No. 15-52948
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52948.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 24, LLC
   Bankr. W.D. Tex. Case No. 15-52949
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52949.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 25, LLC
   Bankr. W.D. Tex. Case No. 15-52950
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52950.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 27, LLC
   Bankr. W.D. Tex. Case No. 15-52951
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52951.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 28, LLC
   Bankr. W.D. Tex. Case No. 15-52952
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52952.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 30, LLC
   Bankr. W.D. Tex. Case No. 15-29553
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52953.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 12, LLC
   Bankr. W.D. Tex. Case No. 15-52954
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52954.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com

In re UTSA Apartments 4, LLC
   Bankr. W.D. Tex. Case No. 15-52956
      Chapter 11 Petition filed December 2, 2015
         See http://bankrupt.com/misc/txwb15-52956.pdf
         represented by: Allen M. DeBard, Esq.
                         LANGLEY & BANACK, INC
                         E-mail: adebard@langleybanack.com


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2015.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***