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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

              Friday, October 28, 2016, Vol. 20, No. 301

                            Headlines

A QUIVER FULL: Files Schedules of Assets and Liabilities
A-LIST INC: Winter Harbor Sues HRG Group for $2.5MM
ACCO BRANDS: Fitch to Rate New Term LOans 'BB+/RR1'
AF-SOUTHEAST LLC: AF-Florida/AF-Georgia to Pay Unsecureds in Full
ALON USA: S&P Affirms 'B+' CCR on Purchase Offer

AM GENERAL: Moody's Puts Caa1 CFR on Review for Upgrade
AM GENERAL: S&P Puts 'CCC' CCR on CreditWatch Positive
AMERICAN APPAREL: Open to Dropping Suit Against Ex-CEO Charney
AMERICAN GILSONITE: Moody's Lowers PDR to D-PD on Ch. 11 Filing
AMERICAN GILSONITE: S&P Lowers CCR to 'D' After Ch. 11 Filing

AMERICAN STONE: Dec. 7 Plan Confirmation Hearing
AMPLIPHI BIOSCIENCES: Announces Topline Results from AB-SA01 Trial
APRICUS BIOSCIENCES: Effects 1-for-10 Reverse Stock Split
ASURION LLC: Moody's Assigns B1 Rating on New $1BB 1st Lien Loan
ASURION LLC: S&P Assigns 'B+' Rating on $1BB 1st Lien Bank Loan

ATLANTIC CITY, NJ: 5-Year Fiscal Recovery Plan Unveiled
AXIALL CORPORATION: Moody's Withdraws Ba2 Corporate Family Rating
AYTU BIOSCIENCE: Amends Form S-1 Registration Statement
BASIC ENERGY: Moody's Lowers Probability of Default Rating to D-PD
BASIC ENERGY: Seeks Approval for $90-Mil. DIP Financing

BASIC ENERGY: Wins Court Approval to Enter Into Backstop Agreement
BASS PRO: S&P Lowers CCR to 'B+', Off CreditWatch Negative
BELLATRIX EXPLORATION: S&P Raises Rating on 2020 Sr. Notes to 'B'
BOSS INVESTMENTS: Voluntary Chapter 11 Case Summary
BREITBURN ENERGY: Seeks Shorter Exclusivity Extension

BRIGHT HORIZONS: Moody's Assigns B1 Rating on $925MM Sr. Loan
BRIGHT HORIZONS: S&P Assigns 'BB' Rating on $1.125BB Facility
BROADSTREET PARTNERS: S&P Assigns 'B+' CCR; Outlook Stable
BRONSON ROCK: Taps Joyce W. Lindauer as Legal Counsel
CARLSTAR HOLDINGS: S&P Lowers CCR to 'B-', Outlook Negative

CLAYTON WILLIAMS: To Sell Giddings Area Assets for $400 Million
CROSSMARK HOLDINGS: Moody's Lowers CFR to Caa1
CRYSTAL ENTERPRISES: Names Rowena Nelson as Attorney
DAVID H. BULL: Dec. 20 Plan Confirmation Hearing Set
DEALER TIRE: Moody's Retains B2 CFR on Term Loan Upsize

DVR LLC: Ch 11 Trustee Hires Onsager Guyerson as Counsel
EASTMINSTER SCHOOL: Plan to be Funded by Covington Lot Sale
ELBIT IMAGING: Provides Update on India Project Sale Agreement
ELROY JOSEPH MILLER: U.S. Trustee Objects to Proposed Plan
EMERALD OIL: Hearing Today on Contract Operating Deal with Buyer

ERICKSON INCORPORATED: Inks 20th Amendment to Credit Agreement
EXCO RESOURCES: Names Tyler Farquharson Acting CFO
FIELDPOINT PETROLEUM: Stockholders Elect Five Directors
FILIP TECHNOLOGIES: Court Approves Auction, Sale Protocol
FILIP TECHNOLOGIES: Files Liquidation Plan, Together with AT&T

FILIP TECHNOLOGIES: Organizational Meeting Adjourned to Oct. 31
FILIP TECHNOLOGIES: Sec. 341 Creditors' Meeting on Monday
FINJAN HOLDINGS: Granted 12th Patent on Content Scanners
FLORIDA MODIFICATION: Nov. 17 Plan Confirmation Hearing
FORMOSA PLANTATION: Case Summary & 10 Unsecured Creditors

FUNCTION(X) INC: Executives Joined MicroCap Conference
FUNCTION(X) INC: Inks Waiver Agreement with Debentures Purchasers
FUNCTION(X) INC: Principal Accounting Officer Quits
GARY REED SLIGAR: Must File Plan, Disclosures by Jan. 24
GENERAL STEEL: Common Stock Delisted from NYSE

GENWORTH LIFE: Fitch Cuts Insurer Fin'l Strength Ratings to 'BB'
GLADES BREWERY: Plan Outline to be Heard on Nov. 2
GYMBOREE CORP: Bank Debt Trades at 21.29% Off
HAMILTON SUNDSTRAND: Bank Debt Trades at 7.21% Off
HOFFMASTER GROUP: Moody's Assigns B3 CFR, Outlook Stable

HOLDCO ASSET: Presents Restructuring Proposal to FNBC's Board
IHEARTCOMMUNICATIONS INC: APN to Own 100% of Adshel
J. CREW: Bank Debt Trades at 22.19% Off
JACK OHIO: Moody's Affirms Caa1 Corporate Family Rating
KEY ENERGY: Moody's Lowers PDR to D-PD on Ch. 11 Filing

L & R FAMILY: Must File Plan, Disclosures by Jan. 17
L.L. BALANCE: Seeks to Hire Kight Law Office as Legal Counsel
LAREDO WO: Hires Land Advisors as Real Estate Broker
LWP CAPITAL: Provides Update on Liquidation Proceedings
MARILYN DEREGGI: Plan Outline to be Heard on Dec. 1

MARSHA RALLS: Sale Motion Mooted by Plan Order
MEDICAL MANAGEMENT: Case Summary & 2 Unsecured Creditors
MIG LLC: Dec. 6 Confirmation Hearing on BoNY Plan
MOLYCORP MINERALS: Neo Can't Cancel Insurance, Judge Says
NAVISTAR INTERNATIONAL: To Present at Gabelli & Company Conference

NCP FINANCE: Moody's Affirms Caa1 Corporate Family Rating
NEWLEAD HOLDINGS: Chief Executive Officer Resigns
PANADERIA ZULMA: Hires Hector Morales as Accountant
RENAISSANCE LEARNING: Moody's Affirms B3 Corporate Family Rating
RONALD B. JOSEPH: Dec. 19 Disclosure Statement Hearing Set

S&S SCREW: Hires Thompson Burton as Counsel
SAMSON RESOURCES: Wins Final OK of $660 Million in Asset Sales
SERVICEMASTER COMPANY: Moody's Affirms Ba3 Corporate Family Rating
SETAI 3509: Plan Outline Approved, Nov. 29 Confirmation Hrg. Set
SHULL PLUMBING: Unsecured Creditors To Recoup 10% Under Plan

SHULL PLUMBING: Unsecureds to Get 10% Recovery Under Plan
SPECTRUM HEALTHCARE: Court Allows Use of Cash on Interim Basis
STARZ ACQUISITION: Must File Plan, Disclosures by Jan. 16
SUNEDISON INC: Panel Balks at Bid to Move Filing of 2015.3 Report
SUNEDISON INC: Seeks April 2017 Extension of Exclusivity Periods

SUNEDISON INC: Shareholder Asks Court to End "Anarchy"
SYCAMORE INVESTMENT: Court Approves Plan Outline as "Adequate"
TEMPLE SQUARE: Case Summary & 6 Unsecured Creditors
TEMPLE UNIVERSITY HEALTH: Moody's Hikes Rating to Ba1
THOMAS FENTON: Files First Amended Disclosure Statement

THOMAS MCDERMOTT: Unsecureds to Get $171K in 60 Monthly Payments
TJB AIR CONDITIONING: Nov. 29 Disclosure Statement Hearing
TOLL ROAD: Moody's Raises Underlying Rating on Bonds to Ba1
TOWERSTREAM CORP: Expects New Building Additions in H2
TRANS ENERGY: To be Acquired By EQT Corporation

TXU CORP: Bank Debt Trades at 70.86% Off
UTE LAKE RANCH: Trustee Hires Philip Pearlman as Attorney
VALUEPART INC: Case Summary & 30 Largest Unsecured Creditors
VANGUARD NATURAL: Unitholders Elect Five Directors
WESTPORT HOLDINGS: Must File Plan, Disclosures by Nov. 10

WMG ACQUISITION: Moody's Assigns Ba3 Rating on Sec. Term Loan
ZIO'S RESTAURANT: Hires Akerman as Attorneys
[^] BOOK REVIEW: The Sorcerer's Apprentice - Medical Miracles

                            *********

A QUIVER FULL: Files Schedules of Assets and Liabilities
--------------------------------------------------------
A Quiver Full, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Georgia its schedules of assets and
liabilities, disclosing:

     Schedule A/B: Assets-Real and Personal Property

          1a. Real property:                                $0

          1b. Total personal property:                 $93,573
                                                --------------
          1c. Total of all property:                   $93,573

     Summary of Liabilities

          Schedule D: Creditors Who Have Claims
            Secured by Property                         $8,748

          Schedule E/F: Creditors Who Have
            Unsecured Claims

              3a. Total claim amounts of  
                  priority unsecured claims                 $0

              3b. Total amount of claims of
                  nonpriority amount of
                  unsecured claims                    $565,124
                                                --------------
          Total liabilities                           $573,873

The Debtor's personal property is comprised of $24,734 in cash,
$12,991 in accounts receivable, and $55,849 of inventory.

The Debtor owns internet domain names http://www.aquiverfull.com/,
http://www.aquiverfull.net/,http://www.frostytowel.com/,and
http://www.frostytowel.net. The Debtor says that the value of its
interests in the domain names is unknown.

In its statement of financial affairs, the Debtor disclosed that
gross revenue from the beginning of the fiscal year to the Filing
Date was $315,445.

Jeff and Mona Whitmire, the president and secretary of the Debtor,
hold a 78.41% interest in the company.  David Johnson holds the
remaining 11.86%.

A copy of the Schedules is available at no extra charge at:

    http://bankrupt.com/misc/ganb16-66793_26_SAL_Quiver.pdf

                        About A Quiver Full

A Quiver Full, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-66793) on September
23, 2016.  The petition was signed by Jeff Whitmire, authorized
representative.  The Debtor is represented by William A. Rountree,
Esq. at Macey,Wilensky & Hennings, LLC.  At the time of the filing,
the Debtor estimated assets and liabilities of less than $500,000.


A-LIST INC: Winter Harbor Sues HRG Group for $2.5MM
---------------------------------------------------
Vidya Kauri, writing for Bankruptcy Law360, reported that Winter
Harbor LLC -- which represents creditors of A-List, Inc. and
H-List, Inc., entities that operated under the Kitson fashion brand
-- filed a complaint against HRG Group Inc., alleging HRG failed to
uphold its end of a funding agreement to pay off IRS tax liens.  

According to the report, Winter Harbor said it entered into an
agreement in December 2015 with Salus Capital Partners LLC, an HRG
subsidiary that had made loans to the Kitson entities, to liquidate
the Kitson entities' assets, and that Salus had promised that
Kitson proceeds it received would be used to pay off the tax liens
from the Internal Revenue Service.  However, Salus failed and
refused to pay off the liens, which means that the IRS could now
hold claims against Winter Harbor and the Kitson entities for at
least $2.5 million or a greater amount that has not yet been
determined.

According to the report, Winter Harbor said, "The liquidation of
the assets of the Kitson entities, excluding intellectual property,
resulted in Kitson Proceeds of over $5,000,000, all of which have
been swept by Salus pursuant to the funding agreement. . . . .
Salus, either unilaterally or collectively with all the other
defendants, wrongfully disposed of the Kitson proceeds . . . for
their own benefit. Such intentional and wrongful disposition of the
Kitson proceeds constituted a conversion of Winter Harbor's
property."

The report noted that Winter Harbor asserted that it had the right
to posses the Kitson proceeds despite the fact that it had allowed
Salus to receive and dispose of them.

According to the report, the complaint noted that A-List and H-List
had owed Salus more than $4 million on account of a term loan and
an additional $2.7 million on account of a revolving credit
facility as of December 2015.

The case is Winter Harbor LLC v. HRG Group Inc. et al., Case No.
2:16-cv-07842 (C.D. Cal.).

                     About A-List and H-List

A-List, Inc., and H-List, Inc., operated under the Kitson fashion
brand.  A-List, Inc. and H-List, Inc. each executed a General
Assignment for the benefit of their creditors in favor of Winter
Harbor LLC, a Connecticut company.  The General Assignments were
accepted by the Assignee on Dec. 12, 2015.  Pursuant to the
Assignments, the Companies transferred ownership of all of their
rights in tangible and intangible assets to the Assignee for
liquidation.  The Assignee will liquidate the Assets and distribute
the net liquidation proceeds to creditors of the Companies who
timely submit claims.

A General Assignment is a common law means of concluding the
affairs of an insolvent company and is an alternative to the filing
of a Chapter 7 bankruptcy case.  General Assignments have been used
extensively in California and have been recognized as part of the
law of this state for over 75 years.

Winter Harbor, LLC, may be reached at:

     Todd Michalik, Director
     Winter Harbor, LLC
     265 Franklin Street, 10th Floor
     Boston, MA 02110
     Phone: (617) 275-5411
     E-mail: tmichalik@winterharborco.com

Attorneys for Assignee:

     David B. Golubchik, Esq.
     Levene, Neale, Bender, Yoo & Brill LLP
     10250 Constellation Boulevard, Suite 1700
     Los Angeles, CA 90067
     Phone: (310) 229-1234
     E-mail: dbg@lnbyb.com


ACCO BRANDS: Fitch to Rate New Term LOans 'BB+/RR1'
---------------------------------------------------
In Fitch's view, ACCO Brands Corporation's (ACCO) announcement that
it will acquire Esselte Group Holdings AB (Esselte), a $458 million
manufacturer of office products, predominantly operating in Europe,
is neutral to the company's Long-Term Issuer Default Rating (IDR)
of 'BB'. At $60 million in EBITDA, the $333 million purchase price
implies a 5.5x enterprise value (EV)/EBITDA multiple. The company
plans to fund the acquisition with a new Euro-denominated term loan
and Fitch expects the acquisition, together with the company's $78
million term loan paydown in third quarter 2016 (3Q16), would have
minimal impact on the company's current leverage of around 3x.

In addition, Fitch expects to rate ACCO's new EUR300 million Term
Loan A and AUD80 million Term Loan A 'BB+/RR1'/Outlook Stable.

The proposed Esselte acquisition would improve ACCO's geographical
diversification (ACCO is primarily exposed to the U.S.) and provide
synergy opportunities in duplicative costs (up to $23 million per
management guidance), as well as some potential revenue synergies
through cross-marketing the expanded product portfolio to the
combined entity's sales teams. However, while the acquisition
diversifies ACCO's geographic profile, the exposure to the
challenged office products industry will not change significantly.

KEY RATING DRIVERS

Fitch's ratings on ACCO are predicated on the company's stable free
cash flow and ongoing debt paydown, but constrained by concerns
regarding secular challenges and channel shifts within the
company's merchandise mix, as well as the risk of further
debt-financed acquisitions. The time management (calendars) and
storage categories represent approximately 30% of ACCO's sales, and
both categories have seen declines given ongoing shifts online. In
addition, the office supply superstores, which currently represent
24% of ACCO's sales, have been losing share to other players
including general merchants and online-only competitors.

Limited Organic Growth Yields Tight Margin Management
The office products industry is experiencing a slow secular decline
due to the shift towards digital technologies. The growth of
private label penetration in the industry has further pressured
sales of branded products (including many of those in ACCO's
portfolio). Finally, channel shift away from the traditional office
products retailers and toward discounters and online-only players
have forced vendors like ACCO to optimize channel management to
maintain share. While ACCO benefits from its market leading
position, with over 80% of sales generated from products ranked
#1/#2 in their respective categories, the company has not been
immune to industry challenges.

To preserve and improve margin in the difficult operating
environment, ACCO has maintained a tight focus on its cost
structure and improved profitability despite negative or limited
organic growth. Further, the company has been and is likely to
continue exiting unprofitable business lines and relationships,
such as the 2015 exit from the tablet accessories market. As a
result of the company's efforts, EBITDA margins steadily increased
from the upper single digits in 2008 to almost 12% by 2011. Then,
through the highly accretive acquisition of MeadWestvaco
Corporation's Consumer & Office Products division (Mead) in May
2012, margin growth accelerated even further to more than 15% in
2015. To mitigate ongoing sector pressure, Fitch expects the
company will continue to actively manage its cost structure.

Growth through Acquisitions

ACCO intends to be a leader in this consolidating industry. Fitch
expects the company to focus on accretive acquisitions to reduce
costs with a positive benefit to profitability and free cash flow
(FCF). However, this will result in periodic increases in leverage.
It partially addressed the move to faster-growing mass channels
with the 2012 Mead acquisition.

In addition to Esselte, in 2Q16 ACCO announced the acquisition of
the remaining 50% of Pelikan Artline Pty Limited, its joint venture
(JV) company serving the Australia and New Zealand markets, as well
as the buyout of a minority interest in a subsidiary of the JV.
From a strategic standpoint, Fitch views the buyout as a modest
positive, as it will give ACCO control over its Australian business
and allow for cost synergies with existing operations.

Strong Cash Flow and Improving Leverage

ACCO has generated positive FCF every year since 2007, except for
2012, which was modestly negative after adjusting for approximately
$78 million in transaction and refinancing fees related to the Mead
acquisition. The company has an excellent track record in meeting
its public FCF goals. ACCO generated $146.6 million FCF in 2015,
and Fitch expects it to be flat at around $140 million in 2016, and
around $150 million annually thereafter.

Leverage, FCF, and margins have improved, supporting good liquidity
and access to the capital markets despite secular challenges. Fitch
views the company's focus on maintaining solid metrics and
directing much of its FCF to debt reduction as positive for the
rating. ACCO has demonstrated a strong track record in deleveraging
since its strategic acquisition of Mead in 2012. Bank covenant
leverage ratio was reduced from over 3.5x in 2012 to below 3x in
2015, and Fitch expects the company to continue directing a
meaningful portion of its FCF to debt paydown, as further
illustrated by the company's $78 million of term loan reduction in
3Q16.

ASSUMPTIONS

   -- Revenue is expected to increase 5% to $1.58 billion in 2016
      as a result of the incremental $70 million in sales from the

      Australian JV purchase. Revenue for the existing ACCO
      business is expected to be flattish on a constant currency
      basis annually. Assuming the Esselte acquisition closes in
      January 2017, Fitch expects ACCO to add Esselte's full-year
      sales of $457 million, resulting in $2 billion total revenue

      in 2017; flattish revenue growth is assumed thereafter.

   -- EBITDA is expected to be in the $250 million range in 2016,
      as positive EBITDA from the Australian JV will be somewhat
      mitigated by the impact of the strong U.S. dollar on ACCO's
      operating results. EBITDA is expected to reach around $330
      million in 2017 due to the incremental contribution from the

      Esselte acquisition and the realization of full-year impact
      from Pelikan Artline integration.

   -- FCF is expected to be around $140 million in 2016, in line
      with 2015 results, and grow toward $180 million thereafter
      due to the Esselte acquisition. FCF in 2016 is expected to
      be used to reduce existing debt balances. Absent further
      acquisitions, which ACCO could finance with a combination of

      FCF and debt, Fitch assumes that beginning 2017 FCF is used
      to repurchase shares and reduce debt, driving leverage from
      the low-3x range in 2016 to below 3x.

RATING SENSITIVITIES

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

   -- An upgrade beyond the 'BB' range is possible if the company
      makes acquisitions that change its business mix or model to
      one with less cyclical or higher growth prospects while
      maintaining leverage below 3x. However, an upgrade is not
      anticipated in the near term given existing business model
      issues.

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

   -- Inability of the company to cut costs to offset the impact
      of declining sales and maintain current credit protection
      measures and cash flows.

   -- Sustained gross leverage at or above 4x, with FCF materially

      below expectations.

   -- A large debt-financed acquisition without a concrete plan to

      reduce debt meaningfully below 4x in the 24-month timeframe
      post a transaction could lead to a negative rating action.

LIQUIDITY AND DEBT STRUCTURE

ACCO had ample liquidity as of Sept. 30, 2016, composed of $101
million cash and cash equivalents and revolver availability. The
company's debt includes borrowings under its $300 million revolver,
term loans, and $500 million in unsecured notes. Annual term loan
amortization on the company's U.S. and Australian term loans is
manageable, with no significant maturities until 2020.

Fitch has assigned Recovery Ratings (RRs) to the various debt
tranches in accordance with criteria, which allows for the
assignment of RRs for issuers with IDRs in the 'BB' category. Given
the distance to default, RRs in the 'BB' category are not computed
by bespoke analysis. Instead, they serve as a label to reflect an
estimate of the risk of these instruments relative to other
instruments in the entity's capital structure. Fitch assigned (and
would expect to assign) an 'RR1' to first lien secured debt,
notching up one from the IDR, indicating outstanding recovery
prospects (91%-100%) given default. The revolver, US Term Loan A
and Euro Term Loan A are secured by substantially all assets of
ACCO while the AUD Term Loans are secured by substantially all
assets of ACCO's Australian subsidiary, ACCO Brands Australia
Holding Pty. Unsecured debt will typically achieve average
recovery, and thus was assigned an 'RR4', or 31% - 50% recovery.

FULL LIST OF RATING ACTIONS

Fitch expects to rate the following:

   ACCO Brands Corporation

   -- EUR300 million five-year senior secured Euro Term Loan A
      'BB+/RR1'.

   ACCO Brands Australia Holding Pty.

   -- AUD 80 million five-year AUD Term Loan A at 'BB+/RR1'.

Fitch currently rates ACCO as follows:

   ACCO Brands Corporation

   -- Long-term Issuer Default Rating (IDR) 'BB';

   -- $300 million senior secured revolving credit facility due
      April 2020 'BB+/RR1';

   -- Senior secured US Term Loan A due April 2020 'BB+/RR1';

   -- $500 million senior unsecured 6.75% notes due April 2020
      'BB/RR4'.

   ACCO Brands Australia Holding Pty.

   -- AUD Term Loan A 'BB+/RR1'.

The bank revolving credit facility, US Term Loan A, Euro Term Loan
A and the senior unsecured notes are guaranteed by domestic (mostly
Delaware and Nevada) subsidiaries.

Both of the AUD Term Loans are guaranteed by ACCO Brands Australia
Holding Pty, a wholly owned subsidiary of ACCO Brands Corporation,
and secured by substantially all assets of the subsidiary.

The Rating Outlook is Stable.



AF-SOUTHEAST LLC: AF-Florida/AF-Georgia to Pay Unsecureds in Full
-----------------------------------------------------------------
Allied Fiber-Florida, LLC and Allied Fiber-Georgia, LLC -- the Plan
Debtors -- filed with the U.S. Bankruptcy Court for the District of
Delaware a combined Disclosure Statement and Plan of Liquidation,
which proposes a 100% estimated recovery for Class 4 General
Unsecured Claims.  Class 4 Claims are estimated to amount to
$97,190.

Class 1 DIP Facility Claim, estimated at $7.64 million, is impaired
and has a 0% estimated recovery under the Plan. The Holder of the
DIP Facility Claim will subordinate its Claims in Class 4 and will
waive any right to a Distribution until all Allowed Class 4 Claims
are paid in full.

Class 2 Senior Prepetition Indebtedness Claim, estimated at $25.77
million, is also impaired and has a 0% estimated recovery under the
Plan.  A portion of the Senior Prepetition Indebtedness Claim has
been paid as a result of the credit bid Sale to the Senior
Prepetition Lender (as Buyer) under the Sale Order.  The Holder of
the Senior Prepetition Indebtedness Claim will waive any right to
a distribution of the remaining portion of the Claim.

The Plan calls for the remaining assets of the Plan Debtors to be
liquidated and for the proceeds to be distributed to holders of
Allowed Claims.  The Plan Debtors will be dissolved as soon as
practicable after all provisions of the Plan have been satisfied.

A copy of the Combined Plan and Disclosure Statement is available
at http://bankrupt.com/misc/deb15-11008-280.pdf

Debtor AF-Southeast, LLC is not a proponent of the Combined Plan
and Disclosure Statement.

                   About AF-Southeast LLC

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

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

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

The Debtors tapped Fox Rothschild LLP as counsel; PMCM, LLC, as the
Debtors' chief restructuring officer provider; and
PrivewaterhouseCoopers LLP as tax consultant.


ALON USA: S&P Affirms 'B+' CCR on Purchase Offer
------------------------------------------------
S&P Global Ratings said it affirmed its 'B+' corporate credit
rating on variable master limited partnership (MLP) Alon USA
Partners L.P.  The rating outlook is stable.

The 'BB-' issue-level rating and '2' recovery rating on the
partnership's senior secured notes are unchanged.  The '2' recovery
rating reflects S&P's expectation of substantial (70% to 90%; lower
half of the range) recovery in the event of a payment default.

"The stable rating outlook on Alon reflects no near-term impact
from the Delek announcement," said S&P Global Ratings credit
analyst Mike Llanos.  "It reflects our expectation that the
partnership will generate refining margins of about $9 per barrel,
resulting in adjusted debt to EBITDA of about 3x, while maintaining
adequate liquidity."

S&P could consider lower ratings if adjusted leverage exceeds 3.5x
for a sustained period.  This could occur if refining margins
significantly deteriorate below S&P's midcycle assumptions due to
weak crack spreads (i.e., the difference between crude oil and
refined product prices), due to operational underperformance, or if
liquidity weakens.

Higher ratings are unlikely due to the partnership's limited scale
and asset diversity.  Over the longer term, S&P could consider
higher ratings if the partnership diversifies its asset base while
sustaining adjusted debt to EBITDA below 2x under midcycle
conditions.



AM GENERAL: Moody's Puts Caa1 CFR on Review for Upgrade
-------------------------------------------------------
Moody's Investors Service has placed ratings of AM General LLC,
including the Caa1 Corporate Family Rating, on review for upgrade.
Concurrently, ratings have been assigned to the debts AM General is
planning for a recapitalization, including: Ba3 to a $20 million
super priority first lien revolving credit line, and B2 to a $300
million first lien term loan.  The planned term loan's proceeds
will replace virtually all of AM General's existing debts.

                         RATINGS RATIONALE

Upon completion of the pending recapitalization, Moody's expects to
upgrade the CFR by one notch to B3 reflecting an improved liquidity
profile.  The ratings on AM General's existing first lien debts are
unchanged and will be withdrawn upon their repayment at close of
the transaction.

With the planned transaction, AM General will possess an undrawn,
long-term $20 million borrowing line and a debt repayment schedule
that should be manageable at $22 million per annum until 2021.  At
present the liquidity profile is weak as all the company's debts
come due within the next 18 months and cash on hand is low by
comparison.

AM General's revenue performance has been volatile historically,
following the ebb and flow of orders for its main product, the High
Mobility Multipurpose Wheeled Vehicle ("HUMVEE"), which is the US
military's primary light tactical vehicle.  At present AM General
possesses sufficient HUMVEE backlog to maintain vehicle production
level of around 2,800 units for 2017.  Further, the US Army has
issued a pre-solicitation request for proposal that covers an
estimated 11,560 HUMVEEs under the foreign military sales channel.
Under such an arrangement, HUMVEE orders for foreign governments
could sustain production at solid levels past 2017.

Beyond new HUMVEE production, the large installed base of HUMVEES
globally (about 230,000) provides an ongoing base of parts demand,
which supplements scheduled vehicle production.

While the US Army is not ordering new HUMVEES for its fleet and has
not yet committed to a HUMVEE refurbishment program, the Army's
next-generation light tactical vehicle (which AM General's
competitor was selected to produce) will not fully replace the
HUMVEE within the light tactical vehicle fleet.  As the HUMVEEs are
aging, readiness demand will probably necessitate a refurbishment
program that boosts AM General's backlog.

The review for upgrade considers that with a better liquidity
profile, AM General should possess better flexibility to pursue
contract opportunities like a US military HUMVEE refurbishment
program, foreign government orders or contract manufacturing
projects.  The review also considers that financial assistance from
AM General's ownership in the past has kept the company liquid
during revenue low points.

The review will be concluded upon transaction close, currently
scheduled for November.

On Review for Upgrade:

Issuer: AM General, LLC
  Probability of Default Rating, Placed on Review for Upgrade,
   currently Caa1-PD
  Corporate Family Rating, Placed on Review for Upgrade, currently

   Caa1

Assignments:

Issuer: AM General, LLC
  Senior Secured Revolving Credit Facility, Assigned Ba3 (LGD1)
  Senior Secured Term Loan, Assigned B2 (LGD3)

Outlook Actions:

Issuer: AM General, LLC
  Outlook, Changed To Rating Under Review From Stable

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

AM General LLC, headquartered in South Bend, IN, designs,
engineers, manufactures, supplies and supports specialized vehicles
for commercial and military customers.  Its subsidiary, Mobility
Ventures, LLC manufactures the MV-1, a vehicle catered to
wheelchair passengers.  Revenues over the 12 months ended June 30,
2016, were $858 million.  The company is owned by entities of
MacAndrews & Forbes Incorporated and The Renco Group, Inc.


AM GENERAL: S&P Puts 'CCC' CCR on CreditWatch Positive
------------------------------------------------------
S&P Global Ratings said that it has placed its 'CCC' corporate
credit rating on AM General LLC on CreditWatch with positive
implications.

At the same time, S&P assigned its 'B+' issue-level rating and '1'
recovery rating to the company's proposed $20 million super
priority first-lien revolver due 2021.  The '1' recovery rating
reflects S&P's expectation for very high recovery (90%-100%) in a
default scenario.

In addition, S&P assigned its 'B-' issue-level rating and '3'
recovery rating to the proposed $300 million term loan B due 2021.
The '3' recovery rating indicates S&P's expectation for meaningful
recovery (50%-70%; upper half of the range) in a default scenario.

S&P's issue-level ratings on AM General's new debt are based on the
company's prospective 'B-' corporate credit rating after the deal
is completed.  S&P's existing issue-level ratings on the company
are not being placed on CreditWatch because the debt will be repaid
after the completion of the refinancing transaction.

"The CreditWatch placement reflects the expected improvement in AM
General's liquidity following the proposed refinancing," said S&P
Global credit analyst Isha Bagga.  "We expect to raise our
corporate credit rating on the company to 'B-' from 'CCC' if the
transaction closes on terms that are substantially similar to those
presented to us, indicating AM General's improved liquidity and the
recent improvements in its business, which have reduced our
concerns that the company's leverage is unsustainable."

S&P expects to resolve the CreditWatch placement when the company
completes the proposed transaction.  S&P will likely raise its
corporate credit rating on AM General to 'B-' if the deal closes on
terms that are substantially similar to those presented to S&P
because it believes the refinancing will improve its liquidity by
eliminating its near-term maturities.  In addition, the recent
improvements in the company's business have lessened S&P's concerns
that its leverage is unsustainable.



AMERICAN APPAREL: Open to Dropping Suit Against Ex-CEO Charney
--------------------------------------------------------------
Matt Chiappardi, writing for Bankruptcy Law360, reported that
American Apparel Inc. attorney Stephen C. Norman of Potter Anderson
Corroon LLP, in a letter to Chancellor Andre G. Bouchard, told the
Delaware Chancery Court late Monday that the litigation trustee in
the Company's Chapter 11 case is open to dropping its lawsuit
against founder and ousted CEO Dov Charney over a standstill
agreement that it argues was breached when the ex-chief launched a
campaign to retake the company.  The trustee is handling litigation
claims for the Company's bankruptcy estate.

                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 were signed by Hassan
Natha, the 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.

                    *     *     *

The Debtors filed a proposed Joint Plan of Reorganization that
contemplates converting more than $200 million of senior notes
into equity interests of the reorganized American Apparel.

On Nov. 20, 2015, the Court approved the Disclosure Statement and
set a Jan. 7, 2016 voting deadline and a Jan. 20 plan confirmation
hearing.

On Jan. 10, 2016, the Debtors received a letter from former CEO
Dov Charney disclosing a proposed $300 million alternative
transaction that will be funded by Hagan Capital Group and Silver
Creek Capital Partners but American Apparel rejected the proposal.

On Jan. 25, 2016, the Court held a telephonic hearing, granting
confirmation of the Debtors' First Amended Plan, provided certain
revisions were made to the First Amended Plan and the proposed
confirmation order.

On Jan. 27, 2016, the Court entered an order confirming American
Apparel's First Amended Joint Plan of Reorganization, under which,
on Feb. 5, 2016, the Effective Date of the Plan, all shares of
Common Stock and other equity interests in the Company were
cancelled and terminated, and the Company was converted into a
Delaware limited liability company with membership interests issued
to unitholders, including certain Reporting Persons, in accordance
with the Plan.


AMERICAN GILSONITE: Moody's Lowers PDR to D-PD on Ch. 11 Filing
---------------------------------------------------------------
Moody's Investors Service downgraded American Gilsonite Holding
Company's probability of default rating (PDR) to D-PD from Ca-PD/LD
and affirmed all other ratings including the corporate family
rating (CFR) at Ca following the announcement that American
Gilsonite and its subsidiaries commenced voluntary petitions under
Chapter 11 of the United States Bankruptcy Code.  The rating
outlook is stable.  Subsequent to the actions, all ratings of
American Gilsonite will be withdrawn as the company has entered
bankruptcy proceedings.

Downgrades:

Issuer: American Gilsonite Holding Company

  Probability of Default Rating, Downgraded to D-PD from Ca-PD/LD

Outlook Actions:

Issuer: American Gilsonite Holding Company
  Outlook, Remains Stable

Issuer: American Gilsonite Company
  Outlook, Remains Stable

Affirmations:

Issuer: American Gilsonite Holding Company
  Corporate Family Rating, Affirmed Ca

Issuer: American Gilsonite Company
  11.5% senior secured notes due September 2017, Affirmed Ca(LGD4)

                         RATINGS RATIONALE

A bankruptcy filing by American Gilsonite has resulted in the PDR
being downgraded to D-PD.  American Gilsonite's other ratings have
been affirmed, which reflects Moody's view on the potential overall
family recovery.  Shortly following this rating action, Moody's
will withdraw all of American Gilsonite's ratings.

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

American Gilsonite Holding Company through its operating
subsidiary, American Gilsonite Company, is a miner, processor and
seller of Gilsonite, its brand name of the mineral uintaite.
Gilsonite is a hydrocarbon resin with physical and chemical
properties that make it a desirable additive for oil & gas drilling
(approximately 75% of American Gilsonite's historic revenues), as
well as asphalt, inks and paints, and foundry applications.
American Gilsonite is wholly owned by a fund managed by an
affiliate of Palladium Equity Partners, LLC and had revenues of $36
million for the twelve months ended June 30, 2016.


AMERICAN GILSONITE: S&P Lowers CCR to 'D' After Ch. 11 Filing
-------------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
Utah-based uintaite producer American Gilsonite Co. to 'D' from
'SD'.  The 'D' rating on the company's $270 million 11.5% senior
secured notes is unchanged.  S&P expects to withdraw all of its
ratings on the company after 30 days.

The rating action follows American Gilsonite's announcement that it
has filed voluntary petitions for reorganization under Chapter 11
of the U.S. Bankruptcy Code.  American Gilsonite has entered into a
support agreement with its equity sponsor and a group of investors
holding in excess of 65% of the company's senior secured notes.
The agreement calls for supporting noteholders to provide $30
million of debtor-in-possession (DIP) financing in support of the
company's reorganization efforts and also to exchange their notes
for equity of the reorganized entity and new subordinated debt.



AMERICAN STONE: Dec. 7 Plan Confirmation Hearing
------------------------------------------------
Judge Jeffrey J. Graham of the U.S. Bankruptcy Court for the
Southern District of Indiana will convene a hearing on December 7,
2016, at 10:00 A.M., EST, to consider confirmation of the small
business Chapter 11 plan of reorganization filed by American Stone
Fabricators, Inc.

Any objection to the confirmation of the Plan must be filed on or
before December 1.  Any ballot accepting or rejecting the Plan must
be delivered on or before December 1.

A creditor or equity security holder whose claim or interest is not
scheduled or scheduled as disputed, contingent or unliquidated must
file a proof of claim or interest in order to be treated as a
creditor for the purposes of voting on the plan or distribution
under the plan.  Any proof of claim or interest must be filed on or
before December 1.

American Stone Fabricators, Inc., filed a Chapter 11 petition
(Bankr. S.D. Ind. Case No. 16-80012) on January 14, 2016, and is
represented by David R. Krebs, Esq., at Tucker, Hester, Baker &
Krebs.


AMPLIPHI BIOSCIENCES: Announces Topline Results from AB-SA01 Trial
------------------------------------------------------------------
AmpliPhi Biosciences Corporation issued a press release on
Oct. 25, 2016, announcing topline results from its Phase 1 trial to
evaluate the safety and tolerability of AB-SA01, the Company's
proprietary investigational phage cocktail targeting Staphylococcus
aureus (S. aureus) infections in patients suffering from chronic
rhinosinusitis, or CRS.  Enrollment in the trial has been completed
and the Safety Monitoring Committee overseeing the trial has
determined that AB-SA01 was well-tolerated by all nine patients and
that there were no drug-related serious adverse events.

The Phase 1 clinical trial in CRS patients was initiated in January
2016 and was conducted at the Queen Elizabeth Hospital in
collaboration with the University of Adelaide and Flinders
University.  Nine patients were enrolled in the trial and received
AB-SA01 in one of three different dose regimens: Cohort 1 - low
dose, twice daily for seven days; Cohort 2 - low dose, twice daily
for 14 days; and Cohort 3 - high dose, twice daily for 14 days.

                         About AmpliPhi

AmpliPhi Biosciences Corp. is a biotechnology company focused on
the discovery, development and commercialization of novel phage
therapeutics.  Its principal offices occupy approximately 1,000
square feet of leased office space pursuant to a month-to-month
sublease, located at 3579 Valley Centre Drive, Suite 100, San
Diego, California.  It also leases approximately 700 square feet of
lab space in Richmond, Virginia, approximately 5,000 square feet of
lab space in Brookvale, Australia, and approximately 6,000 square
feet of lab and office space in Ljubljana, Slovenia.

Ampliphi Biosciences reported a net loss attributable to common
stockholders of $10.8 million on $475,000 of revenue for the year
ended Dec. 31, 2015, compared to net income attributable to common
stockholders of $21.8 million on $409,000 of revenue for the year
ended Dec. 31, 2014.

As of June 30, 2016, Ampliphi had $29.3 million in total assets,
$7.79 million in total liabilities and $21.5 million in total
stockholders' equity.

Ernst & Young LLP, in Richmond, Virginia, issued a "going concern"
qualification on the Company's consolidated financial statements
for the year ended Dec. 31, 2015, citing that the Company has
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.


APRICUS BIOSCIENCES: Effects 1-for-10 Reverse Stock Split
---------------------------------------------------------
Apricus Biosciences, Inc., announced a reverse stock split of its
shares of common stock at a ratio of 1-for-10.  The reverse stock
split was effective at 5:00 p.m. Pacific Time on Oct. 21, 2016.  As
of the open of the market on Oct. 24, 2016, the Company's common
stock began trading on a split-adjusted basis.

As a result of the reverse stock split, the Company's issued and
outstanding shares of common stock will decrease to approximately
7.7 million post-split shares (prior to effecting the rounding of
fractional shares into whole shares as described below) from
approximately 77.3 million pre-split shares.  As a result of the
reverse stock split, the total number of shares of common stock
held by each stockholder will be converted automatically into the
number of whole shares of common stock equal to (i) the number of
shares of common stock held by such stockholder immediately prior
to the reverse stock split, divided by (ii) ten.

No fractional shares will be issued, and no cash or other
consideration will be paid.  Instead, the Company will issue one
whole share of the post-split common stock to any stockholder of
record who otherwise would have received a fractional share as a
result of the reverse stock split.

Stockholders who are holding their shares in electronic form at
their brokerage firms do not have to take any action to effect the
exchange of their shares.  Those stockholders will receive
instructions from their brokers.  Stockholders holding paper
certificates will receive written instructions by mail from the
Company's transfer agent.

All options, warrants and convertible securities of the Company
outstanding immediately prior to the reverse stock split will be
appropriately adjusted.

In connection with the reverse stock split, the Company's CUSIP
number will change to 03832V307 as of Oct. 24, 2016.

The reverse stock split was previously approved by the Board of
Directors of the Company in accordance with Nevada law, under which
no stockholder approval is required.  The Company is effecting the
reverse split in an effort to regain compliance with NASDAQ Listing
Rule 5555(a)(2), which requires the Company to maintain a minimum
closing bid price of $1.00 per share.  To regain compliance with
the Minimum Bid Price Requirement, the bid price of the Company's
Common Stock has to close at or above $1.00 per share for a minimum
of ten consecutive business days prior to the Company's compliance
deadline of Nov. 7, 2016.

                   About Apricus Biosciences

Apricus Biosciences, Inc., is a Nevada corporation that was
initially formed in 1987.  The Company has operated in the
pharmaceutical industry since 1995.  The Company's current focus is
on the development and commercialization of innovative products and
product candidates in the areas of urology and rheumatology. The
Company's proprietary drug delivery technology is a permeation
enhancer called NexACT.

Apricus reported a net loss of $19.02 million in 2015, a net loss
of $21.8 million in 2014 and a net loss of $16.9 million in 2013.

The Company's balance sheet at June 30, 2016, showed total assets
of $6.17 million, total liabilities of $15.60 million and
stockholders' deficit of $9.44 million.

BDO USA, LLP, in La Jolla, California, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has negative working
capital and has suffered recurring losses and negative cash flows
from operations that raise substantial doubt about its ability to
continue as a going concern.


ASURION LLC: Moody's Assigns B1 Rating on New $1BB 1st Lien Loan
----------------------------------------------------------------
Moody's Investors Service has assigned a B1 rating to a new
$1 billion first-lien seven-year term loan being issued by Asurion,
LLC, an indirect subsidiary of Lonestar Intermediate Super
Holdings, LLC (corporate family rating B2), which is wholly owned
by NEW Asurion Corporation.  Asurion, LLC will use proceeds from
the new term loan to repay a portion of its first-lien term loan
maturing in May 2019 and pay related fees and expenses.  The
company will also extend the maturity of its first-lien revolving
credit facility by one year to May 2020.  The outlook for these
ratings is stable.

                         RATINGS RATIONALE

NEW Asurion's ratings reflect its dominant position in mobile
protection (MP) distributed through wireless carriers in the US,
its significant market presence in Japan, and its growing presence
in other selected international markets, according to Moody's.  NEW
Asurion also has a good position in the US market for extended
service contracts (ESC).  The group has a record of efficient
operations, excellent customer service and profitable growth in its
main business segments.  These strengths are offset by the group's
high financial leverage, its business concentrations among certain
wireless carriers and retailers, and slowing growth prospects in
the relatively mature US ESC market.  Also, risk management becomes
a greater challenge as the group expands internationally.

NEW Asurion has improved its profitability over the past couple of
years through healthy revenue growth in US and international MP,
along with cost savings from a prior restructuring program. Moody's
expects the group to remain a global leader in MP.

NEW Asurion has total borrowings of just over $8 billion, resulting
in a debt-to-EBITDA ratio in the range of 6.5x-7x and (EBITDA -
capex) coverage of interest of about 2x, per Moody's calculations,
which incorporate accounting adjustments for operating leases and
noncontrolling interest expense.  NEW Asurion's financial leverage
is somewhat high for the single-B rating category, but Moody's
expects the company to reduce it gradually.

Factors that could lead to an upgrade of NEW Asurion's ratings
include: (i) debt-to-EBITDA ratio below 6x, (ii) (EBITDA - capex)
coverage of interest exceeding 2.5x, (iii) free-cash-flow-to-debt
ratio above 6%, and (iv) EBITDA margins exceeding 20%.

Factors that could lead to a rating downgrade include: (i)
debt-to-EBITDA ratio above 7x, (ii) (EBITDA - capex) coverage of
interest below 1.5x, (iii) free-cash-flow-to-debt ratio below 3%,
or (iv) EBITDA margins below 15%.

Moody's has assigned these ratings (and loss given default (LGD)
assessments):

Asurion, LLC:

   -- $190 million first-lien revolving credit facility rating at
      B1 (LGD3);
   -- $1,000 million first-lien seven-year term loan rating at B1
      (LGD3).

The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in December 2015.

Based in Nashville, Tennessee, NEW Asurion is a leading provider of
protection programs for wireless devices and consumer electronics
both domestically and internationally.  NEW Asurion is owned by a
consortium of private equity firms, other institutional investors
and company founders and managers.


ASURION LLC: S&P Assigns 'B+' Rating on $1BB 1st Lien Bank Loan
---------------------------------------------------------------
S&P Global Ratings said that it assigned its 'B+' senior secured
debt rating and a '2' recovery rating (indicating an expectation of
substantial [70%-90%] recovery in case of default; lower half of
the range) to Asurion LLC's $1.0 billion first-lien bank loan B-5
due 2023.  Aside from the maturity, the facility is subject to the
same terms and conditions as the existing first-lien term bank loan
B-4 due 2022.  Asurion will use the proceeds of the loan to
partially repay the outstanding $1.798 billion on its first-lien
term bank loan B-1 due 2019, reducing the balance on that loan to
$798 million.  S&P do not expect its assessment of the company's
highly leveraged financial risk profile to change, as S&P views
this transaction as essentially leverage neutral with proceeds from
the issuance used to refinance existing debt.

RATINGS LIST

Asurion LLC
Counterparty Credit Rating                 B/Positive/--

New Rating
Asurion LLC
$1 bil first-lien bank loan B-5 due 2023
  Senior secured debt                       B+
   Recovery rating                          2L


ATLANTIC CITY, NJ: 5-Year Fiscal Recovery Plan Unveiled
-------------------------------------------------------
Jeannie O'Sullivan, writing for Bankruptcy Law360, reported that
Atlantic City, New Jersey, officials on Oct. 24, 2016, approved a
five-year financial plan to help it recover from a fiscally
crippling spate of poor gambling revenue and successful tax
appeals, and avert a state takeover.  According to the report,
officials and financial consultants presented the plan during a
well attended City Council meeting.  They cited two key prongs of
the financial plan -- required under bailout legislation Gov. Chris
Christie approved in May along with a casino tax deferral plan as
the city teetered on the brink of insolvency -- are:

     (1) the $110 million sale of Bader Field, a city athletic
field, to its municipal utilities authority; and

     (2) $105 million generated through tax-exempt refinancing.

The Law360 report said Atlantic City plans to lay off 100 workers,
for a total of 450 positions shaved from the public payroll since
2013, and stands to shed an additional 192 positions through an
early retirement incentive already in place. Non-personnel spending
will be reduced by 10 percent for $11 million in savings over five
years, and other efficiencies would be achieved through “overdue
technology upgrades” and economic development and land-use
strategies, according to the presentation.

The report also added that over the time frame of the plan, the
city would fully repay the bulk of the city's debt, including a
$103 million and $30 million tax settlements, respectively, with
Borgata Hotel Casino & Spa and MGM Resorts International.  The city
also owes $43 million to the state for deferred employee benefits
costs. The plan includes $30 million reserve for unresolved tax
appeals.

Christian Hetrick, writing for The Press of Atlantic City, reported
that city officials approved the fiscal recovery plan Monday night
to attempt to avoid a state takeover, and city officials met with
the state Tuesday morning to present it.  The report said the state
of New Jersey has until Nov. 1 to accept the plan or take over the
city's finances for five years.  It also noted that the city would
still need state Transitional Aid after 5 years, and would need
more aid in 2021 than it got in 2015.

Elinor Comlay, writing for Reuters, said the city, a known gambling
resort, has lost more than two thirds of its property tax base
since 2010 because of competition from casinos in neighboring
states, which has led five of the city's 12 casinos to close since
2014.

Meanwhile, Chuck Stanley, writing for Bankruptcy Law360, reported
that Borgata Hotel has denied reports that it has agreed to a $103
million settlement with Atlantic City that was included in a
five-year financial plan.  Borgata, which is owed more than $150
million from tax appeals decisions, said it is open to negotiating
a settlement but that no deal had yet been reached and that any
agreement would be contingent on state approval of the city's
financial plan.


AXIALL CORPORATION: Moody's Withdraws Ba2 Corporate Family Rating
-----------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings on Axiall
Corporation, including ratings on two series of unsecured notes
with modest amounts outstanding following the completion of related
exchange offers.

Withdrawals:

Issuer: Axiall Corporation

  Corporate Family Rating, Withdrawn, previously placed on review
   for upgrade at Ba2
  Probability of Default Rating, Withdrawn, previously placed on
   review for upgrade at Ba2-PD
  Speculative Grade Liquidity Rating, SGL-1, Withdrawn
  Senior Unsecured Regular Bond/Debenture due 2023, Withdrawn,
   previously placed on review for upgrade at Ba3 (LGD5)

Issuer: Axiall Holdco, Inc.
  Backed Senior Secured Bank Credit Facility due 2022, Withdrawn,
   previously placed on review for upgrade at Ba1 (LGD2)

Issuer: Eagle Spinco Inc.
  Backed Senior Unsecured Regular Bond/Debenture due 2021,
   Withdrawn, previously placed on review for upgrade at Ba3
   (LGD5)

Outlook Actions:

Issuer: Axiall Corporation
  Outlook, Changed to Rating Withdrawn from Rating Under Review

Issuer: Axiall Holdco, Inc.
  Outlook, Changed to Rating Withdrawn from Rating Under Review

Issuer: Eagle Spinco Inc.
   Outlook, Changed to Rating Withdrawn from Rating Under Review

                         RATINGS RATIONALE

Westlake Chemical Company, which acquired Axiall in August 2016,
stated that approximately $63 million of Axiall 2021 Notes, issued
by Eagle Spinco Inc., and $16 million of Axiall 2023 Notes, issued
by Axiall Corporation, remain outstanding.  Amendments to the
existing indentures have removed all guarantees, financial
covenants, and reporting requirements.  As such, Moody's has
withdrawn these ratings, along with the company's former credit
facilities, Ba2 Corporate Family Rating, and Ba2-PD Probability of
Default Rating.

Axiall Corporation (formerly known as Georgia Gulf Corporation) is
an Atlanta, Georgia (US)-based manufacturer of commodity chemicals
and building products.  The company operates through three main
divisions, (1) chlorovinyls, whose primary products include
chlorine, caustic soda (caustic), vinyl chloride monomer (VCM),
polyvinyl chloride (PVC) resins and vinyl compounds; and (2)
building products, whose primary focus is PVC fabricated products
such as pipe and pipe fittings, siding, molding, window and door
profiles.  The company divested its former aromatics division in
September 2015.


AYTU BIOSCIENCE: Amends Form S-1 Registration Statement
-------------------------------------------------------
Aytu Bioscience, Inc., filed with the Securities and Exchange
Commission an amended Form S-1 registration statement relating to
the offering 5,389,222 shares of common stock and warrants to
purchase up to an aggregate of 5,389,222 shares of common stock.
The Company amended the Registration Statement to delay its
effective date.

The shares of common stock and the warrants are immediately
separable and will be issued separately in this offering.  Each
warrant will have a term of five years from issuance at an exercise
price equal to 125% of the public offering price of the shares.

The Company is also offering the shares of common stock that are
issuable from time to time upon exercise of the warrants being
offered by this prospectus.

The Company's common stock is listed on the OTCQX Market operated
by OTC Markets Group, Inc. (or OTCQX) under the ticker symbol
"AYTU".  On Oct. 24, 2016, the last reported sale prices of the
Company's common stock on the OTCQX was $1.67.  There is no
established trading market for the warrants.  The underwriters have
submitted an application to have the warrants trade on the OTCQX
under the ticker symbol "AYTUZ".  No assurance can be given that
such application will be approved.  The Company intends to list its
common stock on the NYSE MKT under the symbols "AYTU" and "AYTUZ",
respectively, once we meet NYSE listing standards by raising
$8,500,000 and achieving a $3.00 per share price, which the Company
expects to do via a reverse split once approved by our stockholders
in November.  

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

                     https://is.gd/ZkFwl5

                    About Aytu Bioscience

Aytu BioScience, Inc. was incorporated as Rosewind Corporation on
Aug. 9, 2002, in the State of Colorado.  Aytu was re-incorporated
in the state of Delaware on June 8, 2015.  Aytu is a
commercial-stage specialty healthcare company concentrating on
developing and commercializing products with an initial focus on
urological diseases and conditions.  Aytu is currently focused on
addressing significant medical needs in the areas of urological
cancers, hypogonadism, urinary tract infections, male infertility,
and sexual dysfunction.

Aytu Bioscience reported a net loss of $28.18 million for the year
ended June 30, 2016, compared to a net loss of $7.72 million for
the year ended June 30, 2015.

As of June 30, 2016, Aytu Bioscience had $24.34 million in total
assets, $14.25 million in total liabilities and $10.08 million in
total stockholders' equity.

EKS&H LLLP, in Denver, Colorado, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2016, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency that raises
substantial doubt about the Company's ability to continue as a
going concern.


BASIC ENERGY: Moody's Lowers Probability of Default Rating to D-PD
------------------------------------------------------------------
Moody's Investors Service downgraded Basic Energy Services, Inc's
Probability of Default Rating (PDR) to D-PD from Ca-PD, following
the company's announcement today that it has filed a voluntary
petition for relief under chapter 11 of the United States
Bankruptcy Code.  At the same time, Moody's affirmed Basic's Ca
Corporate Family Rating and its Ca senior unsecured notes rating.
The SGL-4 Speculative Grade Liquidity Rating is unchanged.

Ratings Downgraded:

Issuer: Basic Energy Services, Inc.
  Probability of Default Rating, Downgraded to D-PD from Ca-PD

Ratings Affirmed:
  Corporate Family Rating, at Ca
  Senior Unsecured Notes, at Ca (LGD4)

Outlook Actions:
  Outlook Remains Negative

                         RATINGS RATIONALE

The downgrade of Basic's PDR to D-PD is a result of the bankruptcy
filing.  Basic's other ratings have been affirmed, which reflects
Moody's view on the potential overall family recovery.

Shortly following this rating action, Moody's will withdraw all
ratings for the company consistent with Moody's practice for
companies operating under the purview of the bankruptcy courts
wherein information flow typically becomes much more limited.

The principal methodology used in these ratings was the "Global
Oilfield Services Industry Rating Methodology" published in
December 2014.

Basic Energy Services, Inc. is an oilfield services operator based
in Fort Worth, Texas.


BASIC ENERGY: Seeks Approval for $90-Mil. DIP Financing
-------------------------------------------------------
Basic Energy Services, Inc., and its affiliated debtors ask the
U.S. Bankruptcy Court for the District of Delaware for
authorization to obtain postpetition financing and use cash
collateral.

The Debtors are indebted to the Pre-petition ABL Secured Parties in
the aggregate amount of not less than $51,062,000, plus accrued and
unpaid interest, fees, expenses, and other obligations incurred in
connection with the indebtedness.  The Debtors each granted a
security interest in the ABL Facility Priority Collateral, which
includes the Debtors' right, title and interest in certain cash,
deposit accounts, and accounts receivable -- other than certain
deposit accounts that contain only the Term Loan Priority
Collateral.

The ABL Pre-petition Secured Parties consist of Bank of America,
N.A., as Pre-petition ABL Agent, swing line lender, and L/C issuer,
Wells Fargo Bank, N.A., as syndication agent, Capital One, National
Association, as documentation agent and L/C issuer, and other the
Pre-petition ABL Lenders.

The Debtors are also indebted to the Pre-petition Term Loan Secured
Parties in the aggregate principal amount of $164,175,000, plus the
applicable premium in an amount not less than $58,000,000, accrued
interest, fees, expenses, and other obligations incurred in
connection with the indebtedness.

Pursuant to the Prepetition Term Loan Security Agreement, each of
the Debtors granted a first priority lien on and security interest
in the Term Loan Priority Collateral and a second priority lien on
and security interest in the ABL Facility Priority Collateral.  The
Term Loan Priority Collateral includes, subject to certain
exclusions, substantially all property of the Debtors including
equipment, fixtures, goods, inventory, real property, intellectual
property, and all other property other than the ABL Facility
Priority Collateral.

The Pre-petition Term Loan Secured Parties consist of U.S. Bank
National Association, as Administrative Agent, and the Pre-petition
Term Loan Lenders.

The relevant terms of the DIP Credit Agreement, among others, are:

     (1) DIP Facility: $90 million Delayed Draw Term Loan DIP
Facility, comprised of four drawings, with:

          (a) the initial drawing in an amount up to $30 million
made available to the Borrower on the Closing Date, i.e., upon
approval of the Interim Order;

          (b) the second drawing in an amount up to $10 million
made available after the entry of the Final Order and prior to the
100th day after the Closing Date;

          (c) the third drawing in an amount up to $40 million made
available upon the later of (i) entry of the Final Order and (ii)
the 100th day after the Closing Date; and

          (d) the final drawing in an amount up to $10 million made
available upon the later of (i) entry of the Final Order and (ii)
the 100th day after the Closing Date.

     (2) Collateral: Secured by superpriority liens on
substantially all of the assets of the Debtors, subject to
customary exceptions, including for the Carve Out; provided that
the liens securing the DIP Facility shall be junior to the liens
granted on prepetition and postpetition collateral in favor of the
Prepetition ABL Secured Parties.

     (3) Use of Proceeds: To fund working capital needs, capital
improvements and expenditures of the Debtors in the chapter 11
cases, to pay fees and expenses related to the chapter 11 cases,
including professional fees and expenses, to pay adequate
protection payments and to reimburse drawings under letters of
credit.

     (4) Maturity: 8 months after the Closing Date.

     (5) Interest Rate: 12% per annum, payable monthly in arrears.

     (6) DIP Milestones:

          (a) no later than 45 calendar days after the Petition
Date, the Debtors will obtain the entry of the Final Order;

          (b) no later than 75 calendar days after the Petition
Date, a disclosure statement will have been approved and a plan of
reorganization will have been confirmed, each acceptable to the
Required Lenders; and

          (c) no later than 90 calendar days after the Petition
Date, plan of reorganization acceptable to the Required Lenders
will have become effective.

     (7) Purposes for Use of Cash Collateral: The Debtors are
authorized to use cash collateral for working capital and general
corporate purposes.

     (8) Carve-Out: Consists of certain statutory fees and allowed
professional fees of the Debtors and any statutory committee of
creditors appointed in the chapter 11 cases pursuant to section
1103 of the Bankruptcy Code (i) incurred prior to the Trigger Date
and (ii) incurred after the Trigger Date, subject to a cap of $1.0
million in the aggregate.

     (9) Adequate Protection: The Prepetition ABL Secured Parties
will be granted, among others:

          (a) Replacement senior liens on the ABL Facility Priority
Collateral, senior to the DIP Liens.

          (b) Superpriority claims as provided in section 507(b) of
the Bankruptcy Code, (i) subject and subordinate only to the
Carve-Out and the Superpriority Claims granted in respect of the
DIP Obligations, and (ii) pari passu with the section 507(b) claims
of the Prepetition Term Loan Secured Parties.

          (c) Cash payments of (i) all interest and fees, accrued
and unpaid, on the prepetition secured debt owing to the
Prepetition ABL Lenders as of the Petition Date; (ii) with respect
to the outstanding letters of credit, the Letter of Credit Fee and
all other fees related thereto; and (iii) accrued interest on any
Unreimbursed Amount.

          The Pre-petition Term Loan Secured Parties will be
granted, among others:

          (a) Replacement liens on all of the Collateral, subject
and subordinate only to (i) the DIP Liens and any liens to which
the DIP Liens are junior; and (ii) the Carve-Out.

          (b) Cash payments of (i) all interest and fees accrued
and unpaid before the Petition Date, on the prepetition secured
debt owing to the Prepetition Term Loan Lenders or Agent, as
applicable, as of the Petition Date; (ii) on the first business day
of every month, in an amount equal to the non-default interest
payable under the Prepetition Term Loan Credit Agreement; and (iii)
quarterly principal payments payable under section 2.07 of the
Prepetition Term Loan Credit Agreement.

The Debtors tell the Court that absent authority to use Cash
Collateral, even for a limited period of time, the continued
operation of the Debtors’ businesses would suffer, causing
immediate and irreparable harm to the Debtors, their respective
estates, and their creditors.  The Debtors further tell the Court
that the credit provided under the DIP Facility will enable the
Debtors to continue to satisfy the needs of their customers, pay
their employees, and operate their businesses in the ordinary
course, and in an orderly and reasonable manner, which will
preserve and enhance the value of their estates for the benefit of
all parties in interest.

A full-text copy of the Debtor's Motion, dated Oct. 25, 2016, is
available at
http://bankrupt.com/misc/BasicEnergy2016_1612320kjc_8.pdf

                    Interim Approval Granted

Bankruptcy Judge Kevin J. Carey on Oct. 26, 2016, issued an interim
order allowing Basic Energy Services to make an interim draw of $30
million on the DIP financing facility. The Debtors also obtained
permission to continue using cash collateral on an interim basis.

A copy of the Interim DIP Order is available at:

          http://bankrupt.com/misc/deb16-12320-0071.pdf

The Court will hold a final DIP Hearing on Nov. 18.  Objections to
the final approval of the DIP facility are due Nov. 10.

                     About Basic Energy Services

Forth Worth, Texas-based Basic Energy Services, Inc. (NYSE: BAS)
--
http://www.basicenergyservices.com/-- provides well site services

to more than 2,000 land-based oil and natural gas producing
companies throughout the United States.

Basic Energy Services, Inc. and 27 affiliated companies filed
petitions (Bankr. D. Del. Lead Case No. 16-12320) on Oct. 25, 2016.
The cases have been assigned to
Judge Kevin J. Carey.  The Debtors have filed a fully consensual
Joint Prepackaged Chapter 11 Plan and Disclosure Statement and
began soliciting votes to accept or reject such Prepackaged Plan
and Disclosure Statement before the Petition Date.  The Debtors are
seeking Court approval of the Disclosure Statement and Prepackaged
Plan on Dec. 7, 2016.

The Debtors have hired Richards, Layton & Finger, P.A. as Delaware
counsel; Weil, Gotshal & Manges LLP as general counsel; Moelis &
Company LLC as financial advisor; and Epiq Bankruptcy Solutions,
LLC as claims, noticing and solicitation agent.

Counsel to the Prepetition Term Loan Lenders and certain of the DIP
Lenders in the Chapter 11 cases of Basic Energy Services, Inc., et
al. are Davis Polk & Wardwell LLP's Marshall S. Huebner, Esq., and
Darren S. Klein, Esq.; and Jeremy W. Ryan, Esq., at Potter Anderson
& Corroon LLP.

Counsel to U.S. Bank National Association, as Prepetition Term Loan
Agent and acting as administrative agent and collateral agent, are
Theodore Sica, Esq., and Nicholas B. Vislocky, Esq., at Lowenstein
Sandler LLP.  A consortium of lenders led by U.S. Bank is extending
a superpriority secured multiple delayed-draw term loan facility to
the Debtors in an aggregate principal amount of $90 million.  

Counsel to Bank of America, N.A., in its capacity as the
Prepetition ABL Agent are James A. Markus, Esq., and Paul E. Heath,
Esq., at Vinson & Elkins LLP; and Morris, Nichols, Arsht & Tunnell
LLP's Robert J. Dehney, Esq. and Eric D. Schwartz, Esq.

An ad hoc group of holders that own or manage with the authority to
act on behalf of the beneficial owners of the Company's 2019 Senior
Notes and the 2022 Senior Notes, consists of:

     -- Ascribe Capital LLC,
     -- Brigade Capital Management, L.P. and
     -- Silver Point Capital, L.P., and
     -- other entities that may join such ad hoc group from
        time to time.

Counsel to the Ad Hoc Group are Fried, Frank, Harris, Shriver &
Jacobson LLP's Brad Eric Scheler, Esq., and Peter Siroka, Esq.; and
Michael D. DeBaecke, Esq., at Blank Rome LLP.


BASIC ENERGY: Wins Court Approval to Enter Into Backstop Agreement
------------------------------------------------------------------
The Troubled Company Reporter previously reported that Basic Energy
Services, Inc., anticipated that it would enter into a backstop
agreement on or before Oct. 26, 2016.  The Company signed on to the
backstop deal on Oct. 25, 2016.  At the "first day" hearing held on
Oct. 26, 2016 in the U.S. Bankruptcy Court for the District of
Delaware approved entry into the Backstop Agreement.

The Backstop Agreement provides that certain noteholder parties
will backstop the rights offering that will be open to
participation by eligible holders of Basic's 7.75% Senior Notes due
2019 and 7.75% Senior Notes due 2022.

Pursuant to the Backstop Commitments, each of the Investors,
severally and not jointly, agreed to fully participate in the
Rights Offering and purchase the newly issued 9% PIK interest
unsecured notes due 2019 in the aggregate principal amount of
$131,250,000, mandatorily convertible within 36 months or sooner
upon the occurrence of certain events, in accordance with the
percentages set forth in the Backstop Agreement, to the extent
unsubscribed under the Rights Offering.  To compensate the
Investors for the risk of their undertakings in the Backstop
Agreement and as consideration for the Backstop Commitments, Basic
has agreed to pay the Investors, in the aggregate, on the effective
date of the proposed Joint Prepackaged Chapter 11 Plan of
Reorganization, a backstop put premium in an amount equal to five
percent of the aggregate amount of the Rights Offering, in the form
of $6.25 million aggregate principal amount of New Convertible
Notes.

The Backstop Agreement will be terminable by Basic and/or the
Requisite Investors (as defined in the Backstop Agreement) under
several conditions.  The termination provisions include, among
others, (i) the termination of the Restructuring Support Agreement,
dated October 23, 2016, among Basic, certain of its subsidiaries
and certain of Basic's creditors, (ii) failure to meet certain
milestone dates consistent with the RSA, or (iii) a material breach
by either Basic or one or more of the Investors of any of the
respective party's undertakings, representations, warranties or
covenants set forth in the Backstop Agreement that remains uncured
for five business days after the breaching party receives written
notice of such breach from the non-breaching party.

Basic may be required to pay a termination fee in the amount of
$6.25 million to non-defaulting Investors if the Backstop Agreement
is terminated as a result of the board exercising its fiduciary
duties and terminating the RSA, the Court enters an order refusing
to confirm the Prepackaged Plan or an injunction is issued against
consummation of the transaction.  

                     About Basic Energy Services

Forth Worth, Texas-based Basic Energy Services, Inc. (NYSE: BAS)
--
http://www.basicenergyservices.com/-- provides well site services

to more than 2,000 land-based oil and natural gas producing
companies throughout the United States.

Basic Energy Services, Inc. and 27 affiliated companies filed
petitions (Bankr. D. Del. Lead Case No. 16-12320) on Oct. 25, 2016.
The cases have been assigned to
Judge Kevin J. Carey.  The Debtors have filed a fully consensual
Joint Prepackaged Chapter 11 Plan and Disclosure Statement and
began soliciting votes to accept or reject such Prepackaged Plan
and Disclosure Statement before the Petition Date.  The Debtors are
seeking Court approval of the Disclosure Statement and Prepackaged
Plan on Dec. 7, 2016.

The Debtors have hired Richards, Layton & Finger, P.A. as Delaware
counsel; Weil, Gotshal & Manges LLP as general counsel; Moelis &
Company LLC as financial advisor; and Epiq Bankruptcy Solutions,
LLC as claims, noticing and solicitation agent.

Counsel to the Prepetition Term Loan Lenders and certain of the DIP
Lenders in the Chapter 11 cases of Basic Energy Services, Inc., et
al. are Davis Polk & Wardwell LLP's Marshall S. Huebner, Esq., and
Darren S. Klein, Esq.; and Jeremy W. Ryan, Esq., at Potter Anderson
& Corroon LLP.

Counsel to U.S. Bank National Association, as Prepetition Term Loan
Agent and acting as administrative agent and collateral agent, are
Theodore Sica, Esq., and Nicholas B. Vislocky, Esq., at Lowenstein
Sandler LLP.  A consortium of lenders led by U.S. Bank is extending
a superpriority secured multiple delayed-draw term loan facility to
the Debtors in an aggregate principal amount of $90 million.  

Counsel to Bank of America, N.A., in its capacity as the
Prepetition ABL Agent are James A. Markus, Esq., and Paul E. Heath,
Esq., at Vinson & Elkins LLP; and Morris, Nichols, Arsht & Tunnell
LLP's Robert J. Dehney, Esq. and Eric D. Schwartz, Esq.

An ad hoc group of holders that own or manage with the authority to
act on behalf of the beneficial owners of the Company's 2019 Senior
Notes and the 2022 Senior Notes, consists of:

     -- Ascribe Capital LLC,
     -- Brigade Capital Management, L.P. and
     -- Silver Point Capital, L.P., and
     -- other entities that may join such ad hoc group from
        time to time.

Counsel to the Ad Hoc Group are Fried, Frank, Harris, Shriver &
Jacobson LLP's Brad Eric Scheler, Esq., and Peter Siroka, Esq.; and
Michael D. DeBaecke, Esq., at Blank Rome LLP.


BASS PRO: S&P Lowers CCR to 'B+', Off CreditWatch Negative
----------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating to 'B+' from
'BB-' on Springfield, Mo.-based Bass Pro Group LLC.   The outlook
is stable.  S&P removed the rating from CreditWatch with negative
implications, where it placed it on Oct. 3, 2016.

S&P lowered its issue-level rating on the company's $1.74 bilion
term bank loan due 2020 to 'B+' from 'BB-' and removed it from
CreditWatch negative.  The recovery rating remains '3', indicating
S&P's expectation for meaningful recovery at the lower end of the
50% to 70% range.

At the same time, S&P assigned a 'B+' issue-level rating to the new
$3.37 billion term loan with a '3' recovery rating.  S&P also
assigned a 'B+' issue-level rating with a '3' recovery rating to
the new $500 million asset sale facility.  In both cases, the '3'
recovery rating indicates S&P's expectation for meaningful
recovery, at the lower end of the 50% to 70% range.

"The downgrade reflects the significant increase in the company's
adjusted debt from the Cabela's acquisition, which results in
meaningfully weaker credit metrics.  We view the company's
substantially increased scale, as well as improved competitive
standing as a result of the acquisition as positive factors," said
credit analyst Andrew Bove.  "We believe Cabela's has a relatively
complementary geographic store footprint, which will help Bass Pro
tap into new markets where Cabela's has already established a loyal
customer base.  Although the Cabela's acquisition is considerably
larger than any previous acquisition attempted by management and
could present potential strategic execution challenges, we believe
the relatively similar product offerings and customer bases of the
two brands favors the combination's chances of success.  For
example, we assume new store growth will be slowed.  In addition,
we have a favorable view of the attractive loyalty attributes of
the Cabela's credit card business."

The stable outlook reflects S&P's expectation for improved
operating performance following the acquisition, with continued
profit growth in the next 12 months, slower store openings and use
of the Cabela credit card to help drive sales at Bass Pro.  S&P
assumes the company will use most of it free operating cash flow to
repay debt.  S&P believes credit metrics will improve over the next
12 months following the completion of the financing, including debt
to EBITDA in the low-7.0x.

S&P could lower the ratings if operating performance is
meaningfully below its expectations, resulting from reduced
consumer spending on discretionary items and increased competition
from big-box and online retailers.  S&P could also consider
lowering the rating if operating underperformance results from Bass
Pro experiencing meaningful issues realizing revenue and cost
benefits from owning Cabela's.  Under this scenario, sales would
grow in the low-single digits and gross margin would contract by 50
bps in fiscal 2017 (compared with S&P's forecast for sales to grow
in the mid-single digits and gross margin to expand modestly).
This would result in lower-than-expected debt repayment, leading to
leverage remaining in the high-7.0x area and FFO to debt in the
6.0% range.

Although unlikely over the next 12 months, S&P could raise the
ratings if the company is able to grow profits meaningfully above
our expectations, resulting from reduced competitive industry
pressures following the Cabela's transaction and
stronger-than-expected cross merchandising benefits between brands.
Under this scenario, sales would grow in the high-single digits
and gross margin would expand by 200 basis points, leading to
leverage that is approaching 5.0x.  Stronger-than-expected
operating performance and cash flows could also result in more
meaningful debt repayment than is assumed in S&P's base-case
forecast, further improving the company's credit profile.


BELLATRIX EXPLORATION: S&P Raises Rating on 2020 Sr. Notes to 'B'
-----------------------------------------------------------------
S&P Global Ratings said it raised its issue-level rating on
Calgary, Alta.-based Bellatrix Exploration Ltd.'s senior unsecured
notes due 2020 to 'B' from 'CCC+' and revised its recovery rating
on the debt to '3' from '6'.

At the same time, S&P Global Ratings affirmed its 'B' long-term
corporate credit rating on Bellatrix.  The outlook is stable.

"The upgrade reflects our view that Bellatrix's senior unsecured
noteholders could expect meaningful recovery in our default
scenario," said S&P Global Ratings credit analyst Wendell
Sacramoni.  The recovery rating revision reflects S&P's use of a
reserve multiple-based approach to derive an estimated distressed
value for Bellatrix based on the company's proved reserves as of
June 3, 2016.

The 'B' corporate credit rating reflects Bellatrix's relatively
modest reserve and production base, and limited geographic
diversity, which the company's competitive cost structure partially
offsets.  Bellatrix's geographic concentration in the Ferrier
development area (about 80% of production in second-quarter 2016)
could expose the company to infrastructure constrains or weather
conditions that could negatively affect a significant part of its
portfolio.  In addition, S&P now expects a reduction on daily
production to 35,000 barrels of oil equivalent per day (boepd) in
2017 with the delay of phase 2 of the Alder Flats Plant.
Consequently, S&P continues to assess the company's business risk
profile as vulnerable.

On the other hand, S&P sees Bellatrix's cash cost structure as
competitive because S&P expects profitability to remain in line
with that of 'B' rated peers.  S&P forecasts the company's overall
profitability, which it measures using both unit EBIT (per metric
cubic feet) and return on capital, to remain in the average range
of the global oil and gas upstream peer group.

The stable outlook reflects S&P's view that Bellatrix will maintain
daily production of about 35,000 boepd through the next year
because the company has reduced its capital spending plan and
focused on deleveraging its balance sheet.  S&P expects funds from
operations (FFO)-to-debt to remain above 12% and free operating
cash flow (FOCF)-to-debt above 5%.

S&P would take a negative action if the production and reserves
were lower than its base-case forecasts resulting in deteriorated
credit measures, such as FFO-to-debt consistently below 12%.

S&P would consider a positive rating action if Bellatrix's credit
metrics improve significantly, which could be from higher than
expected hydrocarbon prices or daily production.  FFO-to-debt would
need to be consistently above 30%, two categories above the current
financial risk profile assessment, because the potentially higher
spending expectations would weaken the supplemental ratio of
FOCF-to-debt.  S&P could also consider a positive rating action if
the company improves its production and reserve base with higher
liquids production leading to a significant increase of netbacks
while maintaining strong credit measures.


BOSS INVESTMENTS: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Boss Investments, LLC
        1326 W Cove Drive
        Gilbert, AZ 85233
        Tel: 480-212-6556

Case No.: 16-12290

Chapter 11 Petition Date: October 26, 2016

Court: United States Bankruptcy Court
       District of Arizona (Phoenix)

Judge: Hon. Madeleine C. Wanslee

Debtor's Counsel: Daniel R. Warner, Esq.
                  KELLY WARNER, PLLC
                  8283 North Hayden Road, #229
                  Scottsdale, AZ 85258
                  Tel: 480-331-9397
                  Fax: 866-961-4984
                  E-mail: dan@kellywarnerlaw.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Michael Harris, manager.

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


BREITBURN ENERGY: Seeks Shorter Exclusivity Extension
-----------------------------------------------------
Breitburn Energy Partners LP and its affiliated debtors are asking
U.S. Bankruptcy Judge Stuart Bernstein to toss out the objection of
the Official Committee of Unsecured Creditors and the joinder and
supplement to the Objection filed by Wexford Capital LP, in its
capacity as a member of the Creditors' Committee, to the Debtors'
request for extension of exclusivity.

According to the Debtors, the Objections, which are essentially
identical, ask the Court to take the extraordinary and
unprecedented step in a complex restructuring case -- with more
than $3 billion in funded debt -- of denying the Debtors' first
request to extend exclusivity to essentially force the Creditors'
Committee's plan on the Debtors and their estates.  The Objections,
the Debtors state, primarily assert that an extension should be
denied on the basis that the Debtors are (a) not engaging in good
faith plan negotiations with the Creditors' Committee, and (b)
failing to fulfill their fiduciary duties by not agreeing to the
objectors' demand that the Debtors market their Midland Basin
Acreage, thereby pre-ordaining the chapter 11 plan structure and
the business operations of the reorganized Debtors.  The objectors
also request that, if the Court does not deny the extension of
their Exclusive Periods, the Debtors should be granted only a
"short" extension conditioned on the Debtors "marketing" the
Midland Basin Acreage.

According to the Debtors, with multiple views and ongoing
discussions surrounding a plan being formulated and coordinated by
the Debtors, these are exactly the circumstances where the Debtors
must maintain exclusivity to drive value and carve a path toward
emergence for the benefit of all of their economic stakeholders.
Indeed, where these complex cases remain in their initial stages
and where the Court has just directed the appointment of a
statutory committee for equity security holders that has yet to be
organized, such draconian relief would be in direct contravention
of the intent and purpose of chapter 11 of the Bankruptcy Code.

            Breitburn Eyes Short Exclusivity Extension

The Debtors relate that their Reply to those Objections have the
support of creditors holding nearly $2 billion of the first and
second lien funded debt, which support an extension of the
Exclusive Filing Period for 120 days and Exclusive Solicitation
Period for 180 days.

Specifically, the Debtors, their prepetition senior lenders, and
the Second Lien Group have agreed to a shortened extension of the
Exclusive Filing Period to and including January 10, 2017 and the
Exclusive Solicitation Period to and including March 10, 2017,
without prejudice to the Debtors' right to seek additional
extensions of such periods. The Debtors attempted to have the
Creditors' Committee support this shortened request; however, the
Committee declined and instead preferred to pursue litigation.

As reported by the Troubled Company Reporter on Aug. 23, 2016,
Breitburn Energy had asked the Bankruptcy Court for an extension of
their exclusive filing period to and including March 11, 2017 and
their exclusive solicitation period to and including May 10, 2017,
without prejudice to their right to seek additional extensions.

                  Talks Ongoing, Breitburn Says

The Debtors tell the Court that the Creditors' Committee and
Wexford omitted from their pleadings the fact that the Debtors have
engaged in good faith, preliminary plan of reorganization
discussions with the Committee and the senior secured creditors in
July and attempted to advance these discussions in August.  As a
result of the Debtors' efforts, at the end of July, the Debtors
were able to present the Creditors' Committee with a plan proposal
offered by the Second Lien Group.  Rather than engage, however, the
Committee stated that it would not participate in any plan
negotiations until the Debtors completed their long term Business
Plan and valuation. The Debtors completed their Business Plan and
preliminary valuation in mid-September and presented each to the
Creditors' Committee advisors and the advisors to the Debtors'
secured creditors shortly thereafter.  

To date, the Creditors' Committee has refused to make any counter
to the last plan proposal presented by the Debtors; instead holding
firm that the Debtors must pursue a plan that markets the Debtors'
Midland Basin Acreage. The Creditors' Committee makes this demand
even though it knows that the Debtors believe doing so now is
ill-advised, contrary to the Debtors' business judgment, and will
destroy the competitive dynamic that exists in these cases with
other parties that have expressed an interest in investing hundreds
of millions of dollars in the Debtors' business and sponsoring a
plan of reorganization premised on the Debtors' continued ownership
of the Midland Basin Acreage.

According to Breitburn, the Creditors' Committee is fully cognizant
that the Debtors, in addition to engaging with the Creditors'
Committee, are in preliminary discussions with very significant
holders of their 7.875% Senior Notes due in 2022 and their 8.625%
Senior Notes due 2020.  The views of these potential plan sponsors,
who hold multiples of Wexford's modest holdings of approximately
$42.17 million in principal amount of Unsecured Notes, with regard
to the Debtors' path of emergence from chapter 11, are vastly
different than those articulated by the Creditors' Committee and
Wexford.

Further, although the Debtors have significant doubts about the
Creditors' Committee's single-minded focus to market their Midland
Basin Acreage, no approach has been
foreclosed in these chapter 11 cases. The specific record of these
chapter 11 cases belies the Creditors' Committee's allegations and
demonstrates that good cause exists for the Debtors' modest and
first requested extension of the Exclusive Periods:

     -- In June, the Debtors, the Second Lien Group, the Creditors'
Committee, and their respective advisors, participated on several
calls and meetings to engage in plan discussions and discuss the
Debtors' preliminary Business Plan, proposed chapter 11 exit
financing, and treatment of the Debtors' hedging proceeds.

     -- In July, the Debtors, the Second Lien Group, and the
Creditors' Committee held telephonic and in-person meetings to
discuss proposed plan terms and the Debtors' Business Plan. As
stated, at the end of July, the Creditors' Committee informed the
Debtors that they were not in a position to negotiate a plan of
reorganization until the Debtors' preliminary Business Plan and
valuation were completed.

     -- In August, the Debtors engaged in discussions with their
First Lien Lenders and the Second Lien Group in connection with
proposed chapter 11 exit financing. The Creditors' Committee
reiterated its position that it was not prepared to engage in plan
discussions until the Debtors' completed their Business Plan and
valuation.

     -- In September, the Debtors completed their Business Plan and
preliminary views on valuation and held telephonic and in-person
meetings with the First Lien Lenders, the Second Lien Group, and
the Creditors' Committee with respect to these matters.

     -- In October, the Debtors' advisors held calls with the
advisors to the First Lien Lenders, the Second Lien Group, and the
Creditors' Committee, respectively, to continue discussions
regarding the Debtors' preliminary views on valuation. Having now
completed their preliminary views on valuation, the Debtors are
pressing the Second Lien Group and the Creditors' Committee to
engage in plan discussions while also beginning negotiations with a
separate bondholder group. Even though the Creditors' Committee was
presented with the last offer on a plan in July, it has refused
thus far to engage in negotiations, still apparently evaluating the
Debtors' Business Plan and requesting technical meetings with the
Debtors' management team as recently as this week.

The Debtors believe that the undisputed factual record presents
more than a sufficient basis upon which the Court can and should
grant the Debtors' requested relief. To the extent necessary or
desired by the Court, however, the Debtors offered at the hearing
the testimony of Timothy Pohl --  tim.pohl@lazard.com -- Managing
Director of Lazard Freres & Co. LLC, the Debtors' financial
advisor, in support of the Motion and the Reply.

The Creditors' Committee has informed the Debtors that it intends
to take discovery of the Debtors and depose any witness presented.
And although it is the Debtors' view that conducting discovery and
taking depositions surrounding the Debtors' first request to extend
the Exclusive Periods is a waste of time and resources, to the
extent the Court wishes to take evidence, consistent with the
Court's Chambers' Rules, the Debtors and the Creditors' Committee
have agreed that they will proceed with the hearing scheduled for
October 27, 2016 as a status conference and will request that the
Court set this matter for an evidentiary hearing after stipulating
to the facts or conducting appropriate discovery.

                           *     *     *

Alex Wolf, writing for Bankruptcy Law360, reported that Breitburn
Energy at Thursday's hearing held firm in its effort to extend
until January the exclusive period in which it can file a Chapter
11 plan of reorganization, telling Judge Bernstein the case would
become chaotic if the company lost control before then.

                      About Breitburn Energy

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Lead Case No. 16-11390) on May 15, 2016,
listing assets of $4.71 billion and liabilities of $3.41 billion.

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

The cases are pending before the Honorable Stuart M. Bernstein.

The Debtors have engaged Weil Gotshal & Manges LLP as counsel,
Alvarez & Marsal North America, LLC as financial advisor, Lazard
Freres & Co. LLC as investment banker, and Prime Clerk LLC as
claims and noticing agent. Curtis, Mallet-Prevost, Colt & Mosle LLP
and Quinn Emanuel Urquhart & Sullivan, LLP serve as their conflicts
counsel.  PricewaterhouseCoopers LLP has been retained as auditor
and tax advisor, while Coghlan Crowson LLP and Beck Redden LLP have
been retained as special counsel.

The U.S. trustee for Region 2 appointed three creditors of
Breitburn Energy Partners LP and its affiliates to serve on the
official committee of unsecured creditors. The committee retained
Milbank, Tweed, Hadley & McCloy LLP as its legal counsel.  It
retained Porter Hedges
LLP as special counsel; and Houlihan Lokey Capital, Inc., and
Berkeley Research Group, LLC as financial advisors.

In October 2016, Judge Bernstein directed the appointment of a
statutory committee of equity security holders.


BRIGHT HORIZONS: Moody's Assigns B1 Rating on $925MM Sr. Loan
-------------------------------------------------------------
Moody's Investors Service assigned a B1 rating to Bright Horizons
Family Solutions LLC's amended $925 million first lien senior
secured term loan due 2023 and $200 million first lien senior
secured delayed draw term loan due 2023.  In the same rating
action, Moody's affirmed the company's B1 Corporate Family Rating
and a B1 rating on its $225 million first lien revolving credit
facility due 2019.  Moody's also upgraded the company's Probability
of Default Rating (PDR) to B1-PD from B2-PD and Speculative Grade
Liquidity Rating to SGL-1 from SGL-2.  The rating outlook is
stable.

Bright Horizons is planning to amend and restate its existing first
lien credit agreement.  The amendment will include a maturity
extension of the company's $925 million first lien term loan to
November 2023 from January 2020, and an establishment of an
incremental $200 million delayed draw first lien term loan due 2023
to be available for utilization over the next three months. Bright
Horizon's will also slightly reduce term loan pricing, as well as
modify the negative covenants to allow for additional flexibility
with respect to restricted payments provisions.  No changes to the
terms of the company's $225 million revolving credit facility due
2019, which is part of this agreement, are anticipated.  The
proceeds from the incremental delayed draw term loan are expected
to be used for general corporate purposes, including for potential
acquisitions, consistent with the company's growth strategy.

Pro forma for the proposed transaction, Bright Horizons' debt to
EBITDA leverage (incorporating Moody's standard adjustments)
increases to approximately 4.9x from 4.3x at June 30, 2016,
(assuming full borrowing on the delayed draw term loan with no
associated acquisition EBITDA, while EBITDA less capex to interest
coverage declines to 2.9x from 3.2x.  Actual leverage is likely to
be somewhat lower factoring in EBITDA from any acquisitions.

The B1 CFR affirmation is reflective of the company's pro forma
credit metrics remaining in line with Moody's expectations for the
current rating category given the company's operating profile as
well as Moody's previous expectations that Bright Horizons may
periodically increase its debt levels modestly to fund its growth
in light of its acquisitive nature and given its recent history of
share repurchases.  The CFR affirmation also reflects Bright
Horizons' consistent revenue and earnings growth, as well as
Moody's expectation that over the next 12 to 18 months the company
will maintain a disciplined approach to potential acquisitions and
share repurchases, de-lever through earnings growth towards 4.0x,
and generate strong free cash flow.

Bright Horizons' B1-PD PDR, at the same level with the CFR,
reflects the covenant-lite structure of the company's first lien
credit agreement.  The upgrade of Bright Horizons' speculative
grade liquidity rating reflects the company's very good liquidity
position as a result of its strong and growing internal free cash
flow generation relative to the required cash obligations over the
next 12 to 15 months.

These rating actions were taken:

Issuer: Bright Horizons Family Solutions LLC:

  Proposed $925 million first lien senior secured term loan B due
   2023, assigned B1 (LGD3);
  Proposed $200 million first lien senior secured delayed draw
   term loan B due 2023, assigned B1 (LGD3);
  Corporate Family Rating, affirmed at B1;
  $225 million first lien senior secured revolving credit facility

   expiring in 2019, affirmed at B1 (LGD3);
  Probability of Default Rating, upgraded to B1-PD from B2-PD;
  Speculative Grade Liquidity Rating, upgraded to SGL-1 from
   SGL-2;

The rating outlook is stable.

The B1 rating on the first lien term loan due 2020 has not been
changed and will be withdrawn upon close of the transaction.

All ratings are subject to the execution of the transaction as
currently proposed and Moody's review of final documentation.  The
instrument ratings are subject to change if the proposed capital
structure is modified.

                         RATING RATIONALE

The B1 CFR reflects Bright Horizons' moderate pro forma debt to
EBITDA leverage of approximately 4.9x and healthy EBITDA less capex
to interest coverage of 2.9x (inclusive of Moody's standard
adjustments), the company's demonstrated ability to de-lever, and
Moody's expectations that favorable operating trends and EBITDA
growth will contribute to leverage reduction and credit metric
improvement over the next 12 to 18 months.  The rating reflects
Moody's view that the company will continue to organically grow its
revenues and earnings as a result of new center openings, tuition
increases, growth in ancillary revenues, and improving enrollments
in mature centers.  The rating is also supported by Bright
Horizons' solid market position in the employer-sponsored
child-care space, its successful execution of new center openings
in recent years, good diversification by customer and industry
verticals, and relatively long-term contractual arrangements.

Notwithstanding these positives, the rating also incorporates
material business risks, including exposure to cyclical employment
and corporate spending, a high capex expansion strategy, and
ongoing acquisition activity that can increase leverage, consume
free cash flow and create integration risks.  Additionally, event
risks include the potential introduction of a recurring quarterly
dividend since the company is publicly traded, and buybacks under
its stock repurchase program, including block repurchases from Bain
Capital Partners, LLC to facilitate its exit.  Increased
flexibility under the restricted payments provisions as per the
proposed transaction in addition to the credit agreement amendment
in 2014, also provide additional capacity for shareholder
distributions.

The SGL-1 speculative grade liquidity rating reflects Bright
Horizons' very good liquidity position, supported by Moody's
expectation of continued favorable earnings trends translating into
strong free cash flow in the range of $100 to $120 million per
year, expected ample availability under its $225 million revolving
credit facility expiring in 2019, as well as the flexibility under
the springing net leverage financial covenant in the credit
agreement.  Potential uses of free cash flow and/or revolving
credit facility for funding of acquisitions and share repurchases
somewhat constrain the company's liquidity but are discretionary.

The stable rating outlook reflects Moody's expectation that Bright
Horizons will sustain its positive enrollment trends and continue
to successfully execute its child-care center expansion strategy,
while maintaining a disciplined approach to acquisitions and share
repurchases and de-levering through earnings growth.

The ratings could be upgraded if the company maintains solid levels
of organic revenue and earnings growth, allowing its adjusted debt
to EBITDA to be sustained around 4.0x, EBITDA less capex to
interest coverage to exceed 3.0x, and free cash flow to debt to
improve above 10%.  Additionally, the company would need to
demonstrate a conservative posture with respect to acquisitions and
shareholder-friendly actions.

The ratings could be downgraded if earnings were to weaken such
that adjusted debt to EBITDA increases and is sustained above 5.0x
or EBITDA less capex to interest declines below 2.0x.  A material
debt-financed acquisition, a dividend distribution, aggressive
share repurchase activity, or liquidity deterioration could also
pressure the ratings.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

Bright Horizons Family Solutions LLC, based in Watertown,
Massachusetts, is a leading provider of employer-based child care
and related services, including back-up dependent care, college
preparation and admissions counseling ("College Coach"), and other
educational advisory services.  As of June 30, 2016, the company
operated 935 child care and early education centers for more than
1,050 clients with the capacity to serve over 107,300 children in
42 states, the District of Columbia, the United Kingdom, Puerto
Rico, Canada, Ireland, India, and the Netherlands.  Bain Capital
Partners, LLC owns approximately 24.7% of the outstanding common
stock.  In the LTM period ending June 30, 2016, the company
generated approximately $1.5 billion in revenues.


BRIGHT HORIZONS: S&P Assigns 'BB' Rating on $1.125BB Facility
-------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '2'
recovery rating to Bright Horizons Family Solutions LLC's proposed
$1.125 billion senior secured credit facility due 2023, which
includes a $925 million term loan B that will replace the company's
existing term loan and a $200 million fungible delayed draw
provision that S&P expects to be drawn over the next two to three
months.  The '2' recovery rating indicates S&P's expectation for
substantial recovery (70%-90%; lower half of the range) of
principal in the event of a payment default.

S&P's ratings on the $225 million senior secured revolver due 2019,
which was extended in January 2016, are not affected by this
transaction.

Bright Horizons will use the proceeds from the initial
$925 million term loan B to refinance its existing debt, and it
will use the proceeds from the $200 million fungible delayed draw
provision for general corporate purposes, including its strategy of
driving growth through new center constructions and acquisitions.
The new debt will be issued under the company's existing credit
agreement, and it will contain similar terms, collateral liens, and
subsidiary guarantees as the re-financed debt.

Although the delayed draw provision will increase Bright Horizons'
leverage, the effect will be minimal because the company's leases
represent a substantial portion of S&P's adjusted debt figure.  Pro
forma for the delayed draw, S&P expects Bright Horizon's adjusted
debt to last-12-months EBITDA to be in the low-4x area. This level
of leverage is consistent with S&P's view of the company's
aggressive financial risk profile.

"Our business risk profile assessment reflects the company's niche
market position in employer-sponsored childcare centers, the
capacity utilization rates' sensitivity to high unemployment, and
the highly competitive and fragmented childcare business.  Bright
Horizons is the largest U.S. provider of employer-sponsored
workplace-based childcare and is about 6x larger than its nearest
employer sponsored competitor.  The company's clients enhance their
employee retention by offering them childcare via
employer-sponsored centers.  These centers account for two-thirds
of Bright Horizons' total locations.  The company's fixed costs are
relatively high because of significant lease costs and its
commitment to maintaining high center staffing levels to ensure
good customer service," S&P said.

That said, Bright Horizons' less-volatile employee-sponsored
centers have allowed it to maintain higher utilization rates and
create economies of scale in marketing and management, resulting in
higher EBITDA margins than its competitors.  The company's back-up
childcare business has higher margins, is growing faster than its
center-based service, and now accounts for more than one-third of
EBITDA.  The backup segment also provides more-predictable revenue
because it is based on multiyear contracts with a diverse group of
employers and steady demand.

The stable ratings outlook reflects S&P's expectation that the
company's revenue and EBITDA will grow at a high-single-digit and
low-double-digit percentage rate, respectively, over the next 12
months.  Meanwhile, S&P expects leverage to remain in the low-4x
area. However, during a recession, leverage could temporarily
increase to the mid-4x area before management would be able to
bring it back to the low-4x area through cost reduction and other
efforts.

RATINGS LIST

Bright Horizons Family Solutions LLC
Corporate Credit Ratings         BB-/Stable/--

New Ratings

Bright Horizons Family Solutions LLC
Senior Secured
    $1.125 bil term loan B due 2023            BB
   Recovery Rating                             2L



BROADSTREET PARTNERS: S&P Assigns 'B+' CCR; Outlook Stable
----------------------------------------------------------
S&P Global Ratings said it assigned BroadStreet Partners Inc. its
'B+' long-term corporate credit rating.  The outlook is stable.
S&P also assigned the company's planned five-year $100 million
revolver and seven-year $410 million term loan S&P's 'B+' issue
level ratings with '3' recovery ratings in the lower range.  The
'3' recovery ratings indicate that lenders could expect meaningful
recovery at the lower end of 50%-70% in the event of a payment
default.

"The 'B+' rating on BroadStreet is based on the company's weak
business risk profile and aggressive financial risk profile, as
defined by our corporate criteria," said S&P Global Ratings credit
analyst Joe Marinucci.

Columbus, Ohio-based BroadStreet is a national insurance brokerage
holding company with 168 agency locations across 24 states with
established presence in the Midwest and California offering
property casualty and employee benefits insurance focused on
middle-market accounts.  BroadStreet is issuing debt to repay
existing debt on the balance sheet and to accelerate growth of the
firm with additional financing capacity.  S&P assess BroadStreet's
business risk profile on the high end of weak.

The stable outlook on BroadStreet reflects S&P's expectation that
the company will maintain stable credit metrics with enough cash
flow to support its acquisition strategy and maintain pro-forma
EBITDA leverage below 5x for 2016-2017.  S&P expects
low-single-digit organic growth and EBITDA margins consistent with
the broker sector margins for 2016-2017.  For the next two years,
S&P also expects a funds from operations-to-debt ratio in the
15%-18% range and EBITDA coverage of more than 3x.

"In the next 12 months we could consider lowering the rating if the
company's earnings deteriorate or if management takes a more
aggressive approach to financial policy through additional debt
financing for acquisitions or reinvestment in the business above a
level appropriate for the rating, including a debt-to-EBITDA ratio
of more than 5x.  We would also consider a downgrade if
BroadStreet's business profile deteriorates and becomes vulnerable
through unsuccessful sales strategies, producer deflection, and
poorly performing acquisitions, which could be demonstrated through
negative organic growth and declining margin," S&P said.

Although unlikely in the next 12 months, S&P may consider an
upgrade if BroadStreet's financial policies become even less
aggressive, for example, if leverage falls to less than 4x on a
sustained basis through a combination of earnings growth and debt
pay-down, while continuing to improve business positioning through
profitable growth and diversification.


BRONSON ROCK: Taps Joyce W. Lindauer as Legal Counsel
-----------------------------------------------------
Bronson Rock, LLC and Bronson Rock Management Group, LLC have filed
separate applications seeking approval from the U.S. Bankruptcy
Court for the Eastern District of Texas to hire legal counsel.

The companies propose to hire Joyce W. Lindauer Attorney, PLLC to
provide legal services in connection with their Chapter 11 cases.
The firm's professionals and their hourly rates are:

     Joyce W. Lindauer        $350
     Sarah Cox                $195
     Jamie Kirk               $195
     Paralegals         $75 - $105
     Legal Assistants   $75 - $105

Joyce Lindauer, Esq., disclosed in a court filing that the members
of her firm are "disinterested persons" as defined in section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     Joyce W. Lindauer, Esq.
     Sarah Cox, Esq.
     Jamie Kirk, Esq.
     Joyce W. Lindauer Attorney, PLLC
     12720 Hillcrest Road, Suite 625
     Dallas, TX 75230
     Tel: (972) 503-4033
     Fax: (972) 503-4034

                        About Bronson Rock

Bronson Rock, LLC and Bronson Rock Management Group, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D.
Texas Case Nos. 16-43781 and 16-43782) on September 30, 2016.   

At the time of the filing, Bronson Rock estimated assets and
liabilities of less than $1 million.  Bronson Rock Management
estimated assets of less than $100,000 and liabilities of less than
$1 million.


CARLSTAR HOLDINGS: S&P Lowers CCR to 'B-', Outlook Negative
-----------------------------------------------------------
S&P Global Ratings said that it lowered its corporate credit rating
on Carlstar Holdings LLC to 'B-' from 'B'.  The outlook is
negative.

At the same time, S&P lowered its issue-level rating on the
company's $250 million senior secured notes to 'B-' from 'B'.  The
'4' recovery rating on the debt is unchanged, indicating S&P's
expectation for average (upper half of the 30%-50% range) recovery
in the event of a payment default.

"The downgrade reflects our expectation that the company's leverage
will remain above 10x over the next 12-18 months due to continued
weakness in the company's agricultural and outdoor power equipment
end-markets.  Carlstar's operating performance was worse than
expected during the first half of the year because of weaker
volumes and pricing pressure in its agricultural and high-speed
trailer segments.  We expect revenues to continue to decline,
though at a more moderate pace, in 2017 mitigated by slight margin
improvement.  Although we expect leverage to remain high, we
believe the company will generate modest free operating cash flow
(FOCF) and maintain its good cash balances and availability under
its asset-based lending facility (ABL).  In addition, we expect the
company to maintain at least a 15% cushion under its 1x
fixed-charge covenant over the next 12-18 months," S&P said.

The company operates in the niche specialty tires and wheels
manufacturing segment.  Its products are primarily used for
nonautomotive vehicles, including outdoor power equipment,
agricultural and construction equipment, high-speed trailers, and
power-sports vehicles.  The company is subject to cyclical end
markets, high customer concentration, limited product breadth, and
exposure to raw material prices because of indexed based pricing
arrangements.  Carlstar's performance continues to be pressured by
low raw material prices and weak demand in its end markets,
particularly the high-horsepower agricultural market.  S&P expects
EBITDA margins to decline to the low- to mid-single-digit range
given these challenges.

These factors are partially mitigated by the company's good market
positions in most of its business segments, as well as its sizable
installed base, long-standing customer relationships, recognizable
brand names, and flexible, low-cost manufacturing footprint.  The
company also benefits from its significant aftermarket business.

S&P's base-case forecast assumes:

   -- U.S. real GDP growth of 1.5% in 2016 and 2.0% in 2017.  
      Consumer spending growth of 2.8% in 2016 and 2.6% in 2017.

   -- Revenue declines in the low to mid-teens percentage area in
      2016, driven by sharp declines in sales volumes, compounded
      by pricing pressures within the industry.  S&P expects 2017
      revenue to decline in the low–single-digit percent range as

      raw materials prices stabilize and excess capacity within
      the industry begins to dissipate.

   -- S&P expects EBITDA margins to be about 4% in 2016, improving

      modestly to about 5% in 2017, driven by restructuring
      benefits and S&P's expectation for raw material price
      stabilization.  Annual capital expenditures of 2%-3% of
      sales in line with historical pending and management
      expectations.

These assumptions result in these credit measures:

   -- Total debt to EBITDA above 11x at the end of 2016 before
      gradually improving to around 10x in 2017;

   -- Funds from operations (FFO) to debt below 5% through 2017;
      and

   -- EBITDA interest expense coverage in the low-1x area in 2016,

      improving to the mid-1x area in 2018.

S&P assess Carlstar's liquidity as adequate.  The company has no
significant debt maturities until 2018, when the ABL matures.  S&P
expects sources to exceed uses by at least 1.2x or more, and for
net sources to remain positive, even if EBITDA drops by 15% from
our projected levels.  S&P believes that qualitative factors
relating to the company's liquidity--such as its standing in the
credit markets, risk management, and relationships with banks--all
support S&P's assessment of adequate.

Principal liquidity sources:

   -- Full availability under its $100 million asset-based
      revolving credit facility due in 2018;

   -- Cash and cash equivalents of about $82.2 million as of
      June 30, 2016; and

   -- Working capital inflows of around $23 million in 2016.

Principal liquidity uses:

Capital spending of about $10 million-$15 million annually;

   -- Slightly negative FFO in 2016 and 2017; and
   -- A modest dividend payment of about $0.8 million in next 12
      months.

The negative outlook on Carlstar Holdings LLC reflects S&P's
expectation for continued weak demand and challenging pricing
dynamics over the next 12 months, which could prevent the company
from improving leverage metrics from currently elevated levels.

S&P could lower its ratings on Carlstar if S&P determines the
company's capital structure is unsustainable, as demonstrated by an
inability to reduce leverage or generate positive FOCF.  S&P could
also lower the rating if the company experiences deterioration in
its liquidity position such that its cash balances, borrowing
capacity, or cushion under its covenant is meaningfully reduced.

While unlikely given S&P's current forecast, it could revise its
outlook to stable if the company reduces leverage further than
S&P's current expectations and it sees prospects for further
improvement.  S&P would also expect the company to maintain
adequate liquidity and forecast ongoing prospects for recovery in
its end markets.



CLAYTON WILLIAMS: To Sell Giddings Area Assets for $400 Million
---------------------------------------------------------------
Clayton Williams Energy, Inc. has entered into a definitive
purchase and sale agreement with a third party to sell
substantially all of the Company's assets in the Giddings Area in
East Central Texas for a sale price of $400 million.  The sale is
subject to customary closing conditions and adjustments.  The
Company expects to close the sale in December 2016 and use the
proceeds from the sale to fund development in the Delaware Basin
and repay a portion of its outstanding indebtedness.

The properties being sold produced an average of approximately
3,900 barrels of oil equivalent (BOE) per day (80% oil) for the
quarter ended Sept. 30, 2016, and accounted for approximately 9.7
million BOE of proved reserves as of Sept. 30, 2016.

The sale transaction is another major step in the Company's
dramatic transformation since the beginning of 2016 and provides
the following benefits:

* Strengthens the Company's balance sheet and liquidity

* Transitions the Company into a pure play Permian Basin
   development company

* Enhances the Company's ability to focus on the efficient
   development of approximately 70,000 net acres in the southern
   Delaware Basin

* Enables the Company to re-deploy capital to higher returning
   projects

* Increases the Company's flexibility to accelerate capital
   investment and create incremental shareholder value

The Company also announced effective Oct. 31, 2016, Patrick G.
Cooke will join the Company as senior vice president and chief
operating officer.  For the past four years, Mr. Cooke has served
in various management capacities with Noble Energy, his most recent
position being Texas Business Unit Manager where he had direct
management responsibilities over Noble's Delaware Basin assets.
Prior to that, Mr. Cooke served in various capacities with BP
America, including as operations manager for the Thunder Horse
platform in the Gulf of Mexico.

In connection with his appointment, Mr. Cooke and the Company
entered into an employment agreement effective Oct. 31, 2016.  The
Employment Agreement provides for a minimum base salary of $450,000
and provides Mr. Cooke with certain other compensation and
benefits, including participation in the Company's Long Term
Incentive Plan.  The Employment Agreement is effective for an
initial term of three years and will be automatically extended for
an additional one year period on the third anniversary date of the
effective date of the agreement (and on the fourth and fifth
anniversary dates of the effective date), unless, at least 90 days
prior to any such anniversary date, either party gives notice of
non-renewal.

Both the addition of Mr. Cooke and the previously announced hire of
Jaime R. Casas will continue to strengthen the Company's management
team.  Mr. Casas joined the Company as senior vice president and
chief financial officer of the Company on Oct. 1, 2016.  Prior to
joining the Company, Mr. Casas served as vice president and chief
financial officer of the general partner of LRR Energy, L.P., a
publicly traded exploration and production master limited
partnership for four years.  From 2009 to 2011, Mr. Casas served as
vice president and chief financial officer of Laredo Energy, a
privately held oil and gas company.  Prior to that, Mr. Casas
worked in the investment banking divisions at Credit Suisse and
Donaldson, Lufkin & Jenrette for eleven years.

"I would like to thank all of our Giddings Area employees for their
service and dedication, and for building and developing a quality
asset," said Mel Riggs, president of Clayton Williams Energy.  "We
are pleased to welcome Patrick and Jaime to our executive team.
Both are extremely qualified and have the specific experience we
need to help us drive growth and create value for our shareholders.
We also express appreciation to Mike Pollard, our former CFO, for
his significant contributions to our Company over the past 23
years."

Goldman Sachs & Co. served as exclusive financial advisor and
Vinson & Elkins served as legal advisor to the Company on the
transaction.

Clayton Williams Energy, Inc. is an independent energy company
located in Midland, Texas.

                   About Clayton Williams

Clayton Williams Energy, Inc., incorporated in Delaware in 1991, is
an independent oil and gas company engaged in the exploration for
and production of oil and natural gas primarily in Texas and New
Mexico.  On Dec. 31, 2015, the Company's estimated proved reserves
were 46,569 MBOE, of which 78% were proved developed.  The
Company's portfolio of oil and natural gas reserves is weighted in
favor of oil, with approximately 83% of its proved reserves at Dec.
31, 2015, consisting of oil and natural gas liquids and
approximately 17% consisting of natural gas.  During 2015, the
Company added proved reserves of 3,542 MBOE through extensions and
discoveries, had downward revisions of 26,158 MBOE and had sales of
minerals-in-place of 472 MBOE.  The Company also had average net
production of 15.8 MBOE per day in 2015, which implies a reserve
life of approximately 8.1 years.  

Clayton Williams reported a net loss of $98.2 million in 2015
following net income of $43.9 million in 2014.

As of June 30, 2016, Clayton Williams had $1.38 billion in total
assets, $1.20 billion in total liabilities, and $183 million in
stockholders' equity.

                          *     *     *

As reported by the TCR on Aug. 2, 2016, S&P Global Ratings affirmed
its 'CCC+' corporate credit rating on Texas-based oil and gas
exploration and production company Clayton Williams Energy Inc.
The outlook is negative.


CROSSMARK HOLDINGS: Moody's Lowers CFR to Caa1
----------------------------------------------
Moody's Investors Service downgraded CROSSMARK Holdings, Inc.'s
Corporate Family Rating to Caa1 from B3 and its Probability of
Default Rating to Caa1-PD from B3-PD.  In connection with this
rating action, Moody's downgraded the ratings on the company's
first lien senior secured bank facility (revolver and first lien
term loan) to B3 from B2 and senior secured second lien term loan
to Caa3 from Caa2.  The rating outlook is stable.

The downgrade is the result of a continued negative trend in sales
over the last 18 months, with revenues falling close to 4.5% in the
first half of 2016 after sliding 7.5% in 2015 from a combination of
industry headwinds and client losses.  Deleveraging from planned
cost savings over this period did not meet Moody's expectations,
and near-term earnings deterioration and minimal debt reduction
over the next 12 to 18 months will result in debt leverage
sustained at high levels.  In addition, Moody's projects that
liquidity will be constrained over the next few quarters given the
upcoming 2017 revolver maturity and the potential for covenant
pressures to significantly restrict borrowing capacity under the
facility.

The change in CROSSMARK's outlook to stable from negative reflects
Moody's expectation for continued weakness in operating performance
over next 12 to 18 months with mid-single digit EBITA margins (all
metrics incorporate Moody's standard adjustments). Moody's believes
the company will maintain sufficient internal liquidity to cover
the majority of its basic cash needs over the next 12 months, due
primarily to projected inflows from working capital liquidation.

The downgrades of the ratings on the revolving credit facility and
the first and second lien term loans follow from the one-notch
downgrade of CROSSMARK's CFR.

These ratings were affected by these actions:

  Corporate Family Rating downgraded to Caa1 from B3;

  Probability of Default Rating downgraded to Caa1-PD from B3-PD;

  $75 million Sr. Secured 1st lien Revolving Credit Facility due
   2017 downgraded to B3 (LGD3) from B2 (LGD3);

  $410.6 million (originally $425 million) Sr. Secured 1st lien
   Term Loan due 2019 downgraded to B3 (LGD3) from B2 (LGD3);

  $90 million Sr. Secured 2nd lien Term Loan due 2020 downgraded
   to Caa3 (LGD6) from Caa2 (LGD5).

                        RATINGS RATIONALE

CROSSMARK's Caa1 CFR reflects the company's elevated debt/EBITDA of
approximately 7.4x as of June 30, 2016, and the company's
significant debt burden relative to its revenue base.  Moody's
expects that debt leverage will remain high over the next 12 to 18
months as anticipated cost savings may be unable to fully offset
continued revenue declines.  Industry headwinds, particularly,
significant spending cuts by large consumer packaged goods (CPG)
manufacturers and national retailers, are likely to persist and
negatively affect demand for certain outsourced sales and marketing
services.  Coupled with business losses - including but not limited
to contracts lost to competitors - the negative industry trend is
likely to further pressure operating performance.  Also considered
in the rating is the uncertainty around both the time frame for
realizing the full benefit of cost reduction measures, as well as
the future success of recent business transformation initiatives.
The Caa1 rating also incorporates a heightened risk of debt
repurchases at distressed levels, which Moody's could view as
equivalent to a default.

Moody's also remains concerned about CROSSMARK's high customer
concentrations - its top 10 customers represent a significant
percentage of total revenues - and competition from the two larger
sales and marketing agencies (SMAs) that have historically held a
dominant combined market share.

Moody's believes that CROSSMARK currently has a weak liquidity
profile, and that free cash flow generation from the wind down of
working capital will diminish substantially by the end of 2017.
Moreover, the company's upcoming revolver maturity and Moody's
expectations for covenant pressures in 2017 could significantly
limit near-term financial flexibility.  Financial policy risk
associated with private equity ownership also is a key rating
constraint.

Offsetting these risks is CROSSMARK's large scale within the SMA
industry and its strong market position as one of only three
dominant firms in the sector.  The company also has good geographic
diversification compared with smaller, regionally-concentrated
competitors.  The industry has substantial barriers to entry, as
switching costs could be high and also because new entrants lack
the ability to support national brand coverage for larger
customers.  In addition, cyclicality in the SMA industry is
generally low due to the relative stability of demand for many
consumer products being represented by these firms.

The ratings on the senior secured bank credit facilities reflect
the overall probability of default for CROSSMARK, which Moody's
rates Caa1-PD.  The B3 ratings on the revolver and first lien term
loan are one notch above the CFR, reflecting the first loss
protection provided by second lien debt in the capital structure.
The Caa3 rating on the second lien term loan, two notches below the
CFR, reflects the facility's lien subordination to approximately
$485 million of secured debt that has a first-priority claim on the
company's most liquid assets.

The ratings could be upgraded if current business rationalization
and transformation efforts, as well as investments in growth and
improved operating efficiency, successfully deleverage the business
such that debt/EBITDA can be sustained below 7.0x.  In addition,
free cash flow generation in conjunction with growth in EBITDA
could result in an upgrade.  At a minimum, positive rating actions
would require the company to improve its liquidity profile,
including addressing both the upcoming maturity of its revolving
credit facility, as well as potential covenant pressures that could
restrict borrowing capacity.

A downgrade could occur if the company experiences a delay in
realizing cost savings from planned rationalization activities and
investments in growth and efficiency initiatives.  If adjusted
debt/EBITDA does not improve or if adjusted EBITA/interest expense
falls below 1.0x, negative rating actions may be taken.
Additionally, deterioration in free cash flow generation or overall
liquidity could also pressure the ratings.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

CROSSMARK Holdings, Inc., headquartered in Plano, TX, is a sales
and marketing services company in the consumer goods industry that
provides service to manufacturers and retailers.  The company
operates three businesses: Sales Agency, Marketing Services, and
International.  Sales Agency includes the management of headquarter
sales activities, category and space management, and retail
services such as routine store coverage and project work. Marketing
services include in-store product demonstrations and sampling,
experiential marketing, and data collection.  The company is
private and is owned by affiliates of Warburg Pincus.



CRYSTAL ENTERPRISES: Names Rowena Nelson as Attorney
----------------------------------------------------
Crystal Enterprises, Inc. seeks authorization from the U.S.
Bankruptcy Court for the District of Maryland to employ the Law
Office of Rowena Nelson, LLC as attorney.

The Debtor requires the law firm to:

   (a) give the Debtor legal advise with respect to its powers and

       duties as Debtor-in-possession;

   (b) prepare as necessary, applications, answers, orders,
       reports, and other legal papers filed by or on behalf of
       the Debtor;

   (c) prepare a disclosure statement and plan of reorganization;

   (d) perform other legal services for the Debtor which may be
       necessary herein;

   (e) obtain confirmation of the Plan of reorganization; and

   (f) represent the Debtor's interests in the Bankruptcy
       proceedings.

Rowena Nelson's standard hourly rates for work of this nature is
$350.

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

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

The law firm can be reached at:

       Rowena N. Nelson, Esq.
       LAW OFFICE OF ROWENA N. NELSON, LLC
       1801 McCormick Drive, Suite 150
       Largo, MD 20774
       Tel: (301) 358-3271
       Fax: (877) 728-7744
       E-mail: information@rnnlawmd.com

                  About Crystal Enterprises, Inc.

Crystal Enterprises, Inc.  is in the business of operating a food
service company and is located in Glenn Dale, Maryland.

Crystal Enterprises, Inc. filed a Chapter 11 petition (Bankr. D.
Md. Case No. 16-22565), on September 19, 2016.  The petition was
signed by Sandra Thurman Custis, president.  The case is assigned
to Judge Wendelin I. Lipp.  The Debtor is represented by Rowena
Nicole Nelson, Esq., at the Law Office of Rowena N. Nelson, LLC.
At the time of filing, the Debtor disclosed total assets of
$114,844 and total liabilities of $3.36 million.  

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/mdb16-22565.pdf   

No trustee or examiner has been appointed in this case and no
official committees have yet been appointed.



DAVID H. BULL: Dec. 20 Plan Confirmation Hearing Set
----------------------------------------------------
Judge Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida approved the disclosure statement explaining
the plan filed by David H. Bull and Mary A. Bull and scheduled a
confirmation hearing for December 20, 2016, at 1:30 p.m.

December 6 is fixed as the last day for filing acceptances or
rejections of the Plan.  Any objections to confirmation must be
filed seven days before the Plan Confirmation Hearing.

David H. Bull and Mary A. Bull filed for Chapter 11 bankruptcy
protection (Bankr. M.D. Fla. Case No. 12-01522) on March 8, 2012.


DEALER TIRE: Moody's Retains B2 CFR on Term Loan Upsize
-------------------------------------------------------
Moody's Investors Service said that Dealer Tire LLC's proposed
$40 million upsizing of its $615 million ($605.8 million as of June
30, 2016) senior secured term loan due 2021 has no impact on the
company's ratings including its B2 Corporate Family Rating (CFR) or
stable rating outlook.

Moody's views the proposed upsizing and repricing of the term loan
a moderate credit negative because it indicates Dealer Tire's
willingness to add fixed term debt that will slow its deleveraging
progress in favor of an increased appetite for shareholder-friendly
activities.  While the transaction increases Dealer Tire's balance
sheet by $40 million or approximately 6.5%, no material sustainable
negative impact is expected on the company's credit metrics.

Dealer Tire, LLC headquartered in Cleveland, Ohio, is a distributor
of replacement tires through its exclusive relationship with
automobile original equipment manufacturers (OEMs) and their
participating dealership networks in the U.S. and Canada.  The
company also provides warranty processing billing services,
logistics services, marketing programs, and sales training for its
customers.  Dealer Tire operates out of 38 distribution points
throughout the United States.  Affiliates of private equity firm
Lindsay Goldberg acquired a majority interest in the company in
2014.  Revenues for the last twelve months ended 6/30/2016 were
approximately $1.5 billion.



DVR LLC: Ch 11 Trustee Hires Onsager Guyerson as Counsel
--------------------------------------------------------
Joli A. Lofstedt, the Chapter 11 Trustee for the estate of DVR,
LLC, seeks authorization from the U.S. Bankruptcy Court for the
District of Colorado to employ Onsager, Guyerson, Fletcher, Johnson
("OGFJ") as counsel for the Trustee.

The Trustee requires OGFJ to:

   (a) investigate and, if necessary, prosecute contested          
  
       matters and adversary proceedings;

   (b) investigate and liquidate property of the bankruptcy
       estate;

   (c) provide legal advice with respect to Trustee's rights,
       powers, and duties in the administration of the estate; and

   (d) provide other legal services necessary to assist the
       Trustee in carrying out her duties under the Bankruptcy
       Code.

OGFJ will be paid at these hourly rates:

       J. Brian Fletcher           $275
       Andrew Johnson              $275
       Alice White                 $325
       Christian Onsager           $425
       Gabrielle Palmer            $150
       Paralegal                   $80

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

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

OGFJ can be reached at:

       J. Brian Fletcher, Esq.
       ONSAGER|GUYERSON|FLETCHER|JOHNSON
       1801 Broadway, Suite 900
       Denver, CO 80202
       Tel: (303) 512-1123
       Fax: (303) 512-1129
       E-mail: jbfletcher@ogfj-law.com

                          About DVR, LLC

DVR, LLC, based in Englewood, Colo., filed a Chapter 11 petition
(Bankr. D. Colo. Case No. 16-17064) on July 18, 2016.  The Hon.
Joseph G. Rosania Jr. presides over the case. Matthew T. Faga, Esq.
and James T. Markus, Esq. at Markus Williams Young & Zimmerman LLC
as bankruptcy counsels.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Edward B.
Cordes, authorized representative.


EASTMINSTER SCHOOL: Plan to be Funded by Covington Lot Sale
-----------------------------------------------------------
Eastminster School, Inc., filed with the U.S. Bankruptcy Court for
the Northern District of Georgia a Disclosure Statement and Plan of
Reorganization, which proposes to pay allowed unsecured claims
after all prior classes have been paid in full through the sale of
a residential lot it owns located at 108 Stephanie Lane, in
Covington, Georgia.

On the Effective Date of the Plan, the Debtor will deed to secured
creditor, State Bank & Trust Company, all of its School Property in
Conyers, Georgia, with a fair market value to be established by the
Court at the hearing to confirm the Plan.

A copy of the Disclosure Statement is available at:

           http://bankrupt.com/misc/ganb16-58972-24.pdf

The Debtor is represented by:

           Michael D. Robl, Esq.
           ROBL LAW GROUP LLC
           3754 Lavista Road, Suite 250
           Tucker, Georgia 30084
           Tel No: (404)373-5153
           Fax No: (404)537-1761
           E-mail: michael@roblgroup.com

                    About Eastminster School

Eastminster School, Inc., is a non-profit corporation, organized
with the intent of owning and operating a private school in an area
largely not served by other college preparatory schools of East of
Atlanta.

Eastminster School sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-58972) on May 24,
2016.  The petition was signed by Andrew M. Brown, director.

The Debtor disclosed total assets of $1.62 million and total debt
of $3.25 million.

Robl Law Group serves as bankruptcy counsel to the Debtor.


ELBIT IMAGING: Provides Update on India Project Sale Agreement
--------------------------------------------------------------
In furtherance to the announcement dated on Jan. 15, 2016,
regarding an agreement to waive any of its rights and interest in a
special purpose vehicle which holds a land plot in Kochi, India,
Elbit Imaging Ltd. and the local investor has agreed that the long
stop date, will be extended from Oct. 15, 2016, to Nov. 30, 2016.

All other terms and conditions of the agreement shall remain
unchanged.

The Company will update regarding any new developments.

                    About Elbit Imaging

Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
holds investments in real estate and medical companies.  The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.

Elbit Imaging reported a loss of NIS 186.15 million on NIS 1.47
million of revenues for the year ended Dec. 31, 2015, compared to
profit of NIS 1 billion on NIS 461,000 of revenues for the year
ended Dec. 31, 2014.  As of Dec. 31, 2015, Elbit Imaging had NIS
778.25 million in total assets, NIS 758.96 million in total
liabilities and NIS 19.28 million in shareholders' equity.

Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors.  Elbit has said it has been
hanging by a thread for more than five months.  It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets.  In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors
-- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.

Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.

In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M.  The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage.  Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days.  Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.


ELROY JOSEPH MILLER: U.S. Trustee Objects to Proposed Plan
----------------------------------------------------------
Henry G. Hobbs, Jr., Acting U.S. Trustee for Region 5, argues that
the statement under Elroy Joseph Miller and Krista D. Miller's
Amended Plan that the "debtors maintain a positive cash flow" is
not correct.

The Acting U.S. Trustee, in a filing with the Bankruptcy Court,
stated that there is a monthly shortfall between the Debtors' cash
flow and payments under the proposed Plan, which amounts to
approximately $1,500.

Thus, the Acting U.S. Trustee asserts that the Amended Plan is not
feasible and should not be confirmed, as the Debtors cannot comply
with the requirement under 11 U.S.C. Sec. 1129(a)(11) that
confirmation is not likely to be followed by liquidation or the
need for further financial reorganization.

Elroy Joseph Miller and Krista D Miller sought Chapter 11
protection (Bankr. W.D. La. Case No. 16-50309) on March 8, 2016.
The Debtor is represented by William C. Vidrine, Esq., at  Vidrine
& Vidrine, PLLC.


EMERALD OIL: Hearing Today on Contract Operating Deal with Buyer
----------------------------------------------------------------
Emerald Oil, Inc., is slated to appear before the Delaware
Bankruptcy Court today, Oct. 28, 2016, at 1:00 p.m. to seek
permission to enter into a contract operating agreement with the
purchaser of substantially all of the Debtors' assets.

On Sept. 27, 2016, prior to the bid deadline, Cortland Capital
Market Services, LLC, on behalf of lenders holding 100% of the debt
under the Debtors' prepetition credit facility and the
debtor-in-possession financing facility, submitted a bid to
purchase substantially all of the Debtors' assets and assume
certain liabilities.  Because New Emerald Holdings, LLC, which was
the Stalking Horse buyer, indicated that it would not participate
in the auction, on September 28, the Debtors, in consultation with
their advisors, determined that the Lender Bid was the highest and
best bid and cancelled the auction.

The hearing to approve the Sale to Cortland is scheduled for Oct.
28, 2016.  The Debtors anticipate that the closing of the sale
transaction to the Purchaser, the entity acquiring the assets on
behalf of the Lenders, will occur on Oct. 31.

The Debtors expect that if they do close, it will be by the Closing
Date, which will
occur before the Purchaser obtains certain governmental and
regulatory approvals necessary to transfer operations of the
Debtors' Wells and the Leases under which the Wells are operated to
the Purchaser.  Accordingly, the Debtors seek authority to enter
into the Operating Agreement, which will allow the Debtors to
continue operating the Wells, despite the Debtors' assets having
been transferred to the Purchaser, until the necessary approvals
for the Purchaser to operate the Wells are obtained.

Generally, the Operating Agreement proposes that the Debtors will
continue to operate their assets in the manner in which those
assets were operated pre-Closing Date in exchange for reasonable
monthly compensation.  The term of the Operating Agreement will be
for approximately 60 days, which term may be shortened or extended
as set forth in the Operating Agreement.  During that time, the
Debtors' employees will remain employed with the Debtors and
operate transferred assets.  Although the Debtors will pay their
employees' salaries, the Purchaser will fund those amounts to the
Debtors in advance of
those payments being due.  During the Operating Period, all
operating expenses will be paid directly by the Purchaser.

The Debtors assert that entering into the Operating Agreement is
the only way the Debtors will be able to transfer their operating
assets to the Purchaser as a going concern by the Closing Date.
Doing so will maximize value for all stakeholders by not delaying
the closing.

A copy of the Contract Operating Agreement is available at:

          http://bankrupt.com/misc/deb16-10704-0831b.pdf

                    About Emerald Oil

Emerald Oil, Inc., is a Denver-based independent exploration and
production company that is focused on acquiring acreage and
developing wells in the Williston Basin of North Dakota.

Emerald Oil, Inc., Emerald DB, LLC, Emerald NWB, LLC, Emerald WB
LLC and EOX Marketing, LLC filed separate Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-10704 to 16-10708) on March
22, 2016. Ryan Smith signed the petitions as chief financial
officer.

The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Pachulski Stang
Ziehl & Jones LLP as local counsel, Intrepid Financial Partners,
LLC as investment banker, Opportune LLP as restructuring advisor
and Donlin Recano & Company, Inc., as claims and noticing agent.

Judge Kevin Gross has been assigned the cases.

Andrew Vara, acting U.S. trustee for Region 3, appointed seven
creditors of Emerald Oil, Inc., to serve on the official committee
of unsecured creditors.  The Committee retains Whiteford, Taylor &
Preston LLC as Delaware counsel, and Akin Gump Strauss Hauer &
Feld
LLP as co-counsel.

Counsel to the agent under the Debtors' prepetition credit facility
and counsel to the agent under the Debtors' debtor-in-possession
credit facility:

     Joseph H. Smolinsky, Esq.
     David N. Griffiths, Esq.
     Weil, Gotshal & Manges
     767 Fifth Avenue
     New York, New York 10153

Co-counsel to the agent under the Debtors' prepetition credit
facility:

     Mark D. Collins, Esq.
     Zachary I. Shapiro, Esq.
     Andrew M. Dean, Esq.
     Richards, Layton & Finger, P.A.
     One Rodney Square
     920 North King Street
     Wilmington, DE 19801

The indenture trustee under the Debtors' 2.00% convertible senior
notes due 2019 may be reached at:

     Mauri Cowen
     U.S. Bank National Association
     Corporate Trust Services
     San Felipe, Suite 1150
     Houston, Texas 77056

The Stalking Horse bidder, New Emerald Holdings LLC, was
represented in the case by:

     Natasha M. Songonuga, Esq.
     GIBBONS P.C.
     300 Delaware Ave, Suite 1015
     Wilmington, DE 19801-1761
     Telephone: (302) 518-6300
     Facsimile: (302) 429-6294
     E-mail: nsongonuga@gibbonslaw.com

          - and -

     Karen A. Giannelli, Esq.
     GIBBONS P.C.
     One Gateway Center
     Newark, NJ 07102-5310
     973) 596-4500
     Facsimile: (973) 596-0545
     E-mail: kgiannelli@gibbonslaw.com

Gibbons later withdrew as counsel.


ERICKSON INCORPORATED: Inks 20th Amendment to Credit Agreement
--------------------------------------------------------------
Erickson Incorporated entered into Amendment Number Twenty to the
Credit Agreement with Wells Fargo Bank, National Association,
Deutsche Bank Trust Company Americas, and HSBC Bank USA, National
Association, which modified the required level of borrowing
capacity to be maintained, known as "Excess Availability," to the
following:

   * $10 million for the period from July 25, 2016, through
     Aug. 29, 2016;

   * $13 million for the period from Aug. 30, 2016, through
     Oct. 23, 2016;

   * $17.5 million for the period from Oct. 24, 2016, through
     Oct. 30, 2016; and

   * $20 million for the period from Oct. 31, 2016, through
     Dec. 31, 2016.

A full-text copy of the Amended Credit Agreement is available for
free at https://is.gd/e7sMsC

                       About Erickson Inc.

Erickson Incorporated and its subsidiaries and affiliated companies
are a global provider of aviation services.  The Company owns,
operates, maintains and manufactures utility aircraft to transport
and place people and cargo around the world for commercial and
governmental entities, with three distinct reportable segments
consisting of Commercial Aviation Services, Global Defense and
Security, and Manufacturing and Maintenance, Repair and Overhaul.
Through its Commercial Aviation Services and Global Defense and
Security segments, the Company provides aerial services that
include critical supply and logistics for firefighting, timber
harvesting, infrastructure construction, deployed military forces,
humanitarian relief, and crewing. Through its Manufacturing and MRO
segment, the Company provides manufacturing and maintenance, repair
and overhaul services for certain aircraft, as well as aircraft
sales.

As of June 30, 2016, Erickson Incorporated had $584 million in
total assets, $558 million in total liabilities and $25.9 million
in total equity.

Erickson reported a net loss of $86.6 million in 2015 following a
net loss of $10.2 million in 2014.

                        *    *     *

The Company carries a 'CCC' corporate credit rating from S&P Global
Ratings and a 'Caa3' corporate family rating from Moody's Investors
Service.


EXCO RESOURCES: Names Tyler Farquharson Acting CFO
--------------------------------------------------
EXCO Resources, Inc., announced changes to its management team.
Tyler Farquharson, EXCO's current vice president of Strategic
Planning, will become EXCO's acting chief financial officer and
treasurer effective Nov. 2, 2016, following the departure of Chris
Peracchi, EXCO's current vice president, acting chief financial
officer and treasurer.  Mr. Farquharson will continue to serve as
EXCO's vice president of Strategic Planning and lead the investor
relations function.

Mr. Peracchi currently serves as the Company's principal financial
officer for Securities and Exchange Commission reporting purposes.
Mr. Peracchi's resignation is not the result of any material
disagreement with the Company regarding its operations, policies or
practices.

Harold L. Hickey, EXCO's chief executive officer and president,
commented, "We are pleased to announce that Tyler will become
EXCO's acting Chief Financial Officer and Treasurer.  Tyler has
been with EXCO for 11 years and possesses vast knowledge of EXCO's
business organization, structure, plans and commitments.  Tyler has
managed or been a key contributor to multiple company initiatives
and processes, including business modeling, banking, hedging,
budgeting, economics and strategic planning.  With Tyler's
extensive background with EXCO and financial expertise, we believe
that he is well-positioned to lead EXCO through this transition and
manage the execution of our strategic plan.  We are grateful to
Chris for his numerous contributions to EXCO since joining us in
2013.  We wish Chris the best in his future endeavors."

                     About EXCO Resources

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

Additional information about EXCO Resources, Inc. may be obtained
by contacting Tyler Farquharson, EXCO's Vice President of Strategic
Planning, acting Chief Financial Officer and Treasurer, at EXCO's
headquarters, 12377 Merit Drive, Suite 1700, Dallas, TX 75251,
telephone number (214) 368-2084, or by visiting EXCO's Web site at
http://www.excoresources.com/  

As of June 30, 2016, EXCO Resources had $720.4 million in total
assets, $1.61 billion in total liabilities and a total
shareholders' deficit of $890.20 million.

EXCO Resources reported a net loss of $1.19 billion for the year
ended Dec. 31, 2015, following net income of $120.7 million for the
year ended Dec. 31, 2014.

"We have recently experienced losses as a result of the recent
decline in oil and natural gas prices, and, as of December 31,
2015, we had negative shareholders' equity of $662.3 million, which
means that our total liabilities exceeded our total assets. We may
not be able to return to profitability in the near future, or at
all, and the continuing existence of negative shareholders' equity
may limit our ability to obtain future debt or equity financing or
to pay future dividends or other distributions.  If we are unable
to obtain financing in the future, it could have a negative effect
on our operations and our liquidity," the Company stated in its
annual report for the year ended Dec. 31, 2015.


FIELDPOINT PETROLEUM: Stockholders Elect Five Directors
-------------------------------------------------------
FieldPoint Petroleum Corp. convened its annual meeting of
stockholders on Oct. 21, 2016, at which the stockholders:

   (1) elected Roger Bryant, Dan Robinson, Karl Reimers, Phil
       Roberson and Nancy Stephenson as directors;

   (2) ratified the appointment of Hein & Associates LLP as
       independent registered public accounting firm;

   (3) approved the sale of equity securities on terms within
       certain parameters to regain compliance with NYSE MKT
       continued listing requirements;

   (4) approved, on an advisory basis, the Company's executive
       compensation; and

   (5) selected "every two years" as the frequency of a
       shareholder vote on executive compensation.

As of the record date of the meeting, Sept. 1, 2016, there were
8,890,101 shares of common stock issued and outstanding and
eligible to vote at the meeting.  At the meeting, an aggregate of
7,086,001 shares were present, either in person or by proxy, which
constituted a quorum for the meeting.


                    About Fieldpoint Petroleum

FieldPoint Petroleum Corporation acquires, operates and develops
oil and gas properties.  Its principal properties include Block
A-49, Spraberry Trend, Giddings Field, and Serbin Field, Texas;
Flying M Field, Sulimar Field, North Bilbrey Field, Lusk Field, and
Loving North Morrow Field, New Mexico; Apache Field, Chickasha
Field, and West Allen Field, Oklahoma; Longwood Field, Louisiana;
and Big Muddy Field, Wyoming.  As of Dec. 31, 2015, the Company had
varying ownership interests in 472 gross wells (113.26 net).
FieldPoint Petroleum Corporation was founded in 1980 and is based
in Austin, Texas.

As of June 30, 2016, Fieldpoint Petroleum had $9.20 million in
total assets, $9.76 million in total liabilities and a total
stockholders' deficit of $557,072.

The Company reported a net loss of $10.98 million in 2015 following
a net loss of $1.94 million in 2014.

Hein & Associates LLP, in Dallas, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has suffered recurring
losses, and has a working capital deficit.  This raises substantial
doubt about the Company's ability to continue as a going concern.


FILIP TECHNOLOGIES: Court Approves Auction, Sale Protocol
---------------------------------------------------------
Delaware Bankruptcy Judge Kevin Gross on Oct. 24, 2016, entered an
order approving guidelines that will govern the planned auction and
sale of Filip Technologies, Inc.'s assets.

Judge Gross approved the Debtors' selection of Aricent Holdings
Luxembourg S.a.r.l. as stalking horse bidder.  He said a $50,000
expense reimbursement will be provided to Aricent.  However, if the
purchase price is less than $475,000, Aricent will be entitled to
an expense reimbursement equal to 10.52631% of the purchase price.
If the stalking horse sale agreement is terminated, the Debtor is
obligated to pay the expense reimbursement.

Judge Gross said competing bids are due Nov. 4 and if qualified
bids are received, an auction will take place on Nov. 7 at 10:00
a.m. at the offices of the counsel for the Debtors' DIP Lender,
Morris Nichols Arsht & Tunnell LLP in Wilmington.  The Court will
hold a hearing to approve the successful bid the following day at
2:00 p.m.

Sarah Chaney, writing for The Wall Street Journal, reported that
Aricent, a digital design and engineering firm, will acquire
Filip's intellectual property, databases and proprietary software
for $475,000 in cash plus liabilities.

Vince Sullivan, writing for Bankruptcy Law360, reported that the
Office of the United States Trustee objected to the bid protections
for the stalking horse bidder.

                    About Filip Technologies

Filip Technologies, Inc., a start-up company which was formed in
2013, currently employs eight individuals and operates in the
United States and Spain.

Each of the Debtors filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Case 16-12192) on Oct. 5, 2016.
The cases have been assigned to Judge Kevin Gross.

The Debtors owe $480,000 to AT&T and $2.6 million to trade
vendors, as disclosed in court papers.

The Debtors have engaged Moore & Van Allen, PLLC, as general
counsel; Bielli & Klauder, LLC, as local counsel; Ankura
Consulting
Group, LLC, as restructuring advisor; and Braekhaus Dege
Advokatfirma DA, as special Norway counsel.


FILIP TECHNOLOGIES: Files Liquidation Plan, Together with AT&T
--------------------------------------------------------------
With an auction slated in less than two weeks, Filip Technologies,
Inc., on Oct. 26, 2016, delivered to the Bankruptcy Court a plan of
liquidation.

AT&T Capital Services, Inc., the Debtor's DIP lender, and AT&T
Services, Inc. are co-proponents of the Plan.  As reported by the
Troubled Company Reporter early this month, the DIP Lender have
agreed to provide the Debtors cash advances and other extensions of
credit in a maximum principal amount not to exceed $1.24 million.

The Plan provides that, in order to facilitate Distributions to
junior creditors, the DIP Lender has agreed to impair its
recoveries.  Specifically, the DIP Lender will receive Cash in
accordance with a DIP Recovery Waterfall on account of the DIP
Claims.  The DIP Recovery Waterfall provides that on the Plan
Effective Date, the Debtors shall fund the Reserves from the
Available Cash.  

After funding the Reserves, if the Holders of Class 3 General
Unsecured Claims vote to accept the Plan, the DIP Lender will fund
$10,000 for distribution to General Unsecured Creditors.  If
Holders of Unsecured Claims vote to reject the Plan, the GUC
Contribution will equal $0.

Immediately after funding the reserves and the GUC Distribution, if
applicable, the Reserves and GUC Distribution will become
Liquidating Trust Assets.  Remaining Available Cash -- or, if after
the Effective Date, proceeds of Liquidating Trust Assets (other
than the Reserves and GUC Distribution) -- shall be distributed as
follows:

     a. To the DIP Lender to repay Post-Petition DIP Advances.

     b. Next, to the DIP Lender to repay the Roll-Up Claim.

     c. The remaining Available Cash shall be distributed as
follows:

        -- Until the DIP Lender is paid in full on account of its
Other DIP Claims:

           (A) 50% to the DIP Lender on account of the Other DIP
Claims; and

           (B) 50% to the Liquidating Trust as a Liquidating Trust
Asset

        -- Thereafter, remaining Available Cash shall be a
Liquidating Trust Asset.

For Class 3 General Unsecured Claims, the Plan provides that: "Each
Holder of an Allowed Unsecured Claim in Class 3 shall receive a Pro
Rata share of the Class 3 Liquidating Trust Interests following the
payment or reserve for Administrative Claims, Priority Tax Claims,
Priority Claims, and Secured Claims.  Unsecured Claims are subject
to all statutory, equitable, and contractual subordination claims,
rights, and grounds available to the Debtors, the Estates, and
pursuant to this Plan, the Liquidating Trustee, which subordination
claims, rights, and grounds are fully enforceable prior to, on, and
after the Effective Date. The DIP Lender will contribute the GUC
Distribution if Holders of Unsecured Claims vote to accept the
Plan. If Holders of Unsecured Claims reject the Plan the GUC
Contribution shall equal $0. Holders of Unsecured Claims shall also
be entitled to receive a Pro Rata share of the Class 4 Liquidating
Trust Interests distributed to Holders of Class 4 AT&T Unsecured
Claims. For the avoidance of doubt Holders of Class 4 AT&T
Unsecured Claims shall not be entitled to receive Class 3
Liquidating Trust Interests."

"Class 3 Liquidating Trust Interests" means Liquidating Trust
Interests following the payment or reserve for Administrative
Claims, Priority Tax Claims, Priority Claims, and Secured Claims
entitling Holders to a Distribution of their Pro Rata share up to
$50,000.  Class 3 Liquidating Trust Interest shall be senior in
right of Distribution to Class 4 Liquidating Trust Interests.

Class 3 General Unsecured Claims is an Impaired Class and Holders
of Unsecured Claims are entitled to vote to accept or reject the
Plan.

Any prepetition claim by AT&T under the parties' contracts is
grouped in Class 4 AT&T Unsecured Claims.  According to the Plan,
each Holder of an Allowed AT&T Unsecured Claim in Class 4 shall,
along with Holders of Class 3 Unsecured Claims, receive a Pro Rata
share of the Class 4 Liquidating Trust Interests.

"Class 4 Liquidating Trust Interests" means Liquidating Trust
Interests entitling its Holders to their Pro Rata share of
Liquidating Trust Assets in excess of Distributions to Holders of
Class 3 Liquidating Trust Interests. For the avoidance of doubt,
Class 4 Liquidating Trust Interests shall be junior and
subordinated in right of Distribution to Class 3 Liquidating Trust
Interests.

For the avoidance of doubt, the $240,000 advanced by AT&T to the
Debtors under the parties' Maintenance Agreement and Supplemental
Maintenance Agreement will be included in the AT&T Unsecured
Claim.

The Plan Proponents expect to name Roy Messing, Senior Managing
Director of Ankura Consulting Group, LLC, or a successor, as
Liquidating Trustee.

According to the Plan, the Proponents intend to file an explanatory
Disclosure Statement on Oct. 28, 2016.

A copy of the Plan of Liquidation is available at:

          http://bankrupt.com/misc/deb16-12192-0083.pdf

                    About Filip Technologies

Filip Technologies, Inc., a start-up company which was formed in
2013, currently employs eight individuals and operates in the
United States and Spain.

Each of the Debtors filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Case 16-12192) on Oct. 5, 2016.
The cases have been assigned to Judge Kevin Gross.

The Debtors owe $480,000 to AT&T and $2.6 million to trade
vendors, as disclosed in court papers.

The Debtors have engaged Moore & Van Allen, PLLC as the general
counsel; Bielli & Klauder, LLC as local counsel; Ankura Consulting
Group, LLC as restructuring advisor; and Braekhaus Dege
Advokatfirma DA as special Norway counsel.

Counsel to AT&T Capital Services, Inc., the Debtor's DIP lender,
and AT&T Services, Inc.:

     Michael G. Burke
     Brian J. Lohan
     SIDLEY AUSTIN LLP
     787 Seventh Avenue
     New York, NY 10019
     Telephone: (212 839-5300
     Facsimile: (212) 839-5599

          - and -

     Derek C. Abbott, Esq.
     Daniel B. Butz, Esq.
     MORRIS, NICHOLS, ARSHT & TUNNELL LLP
     1201 North Market Street, 16th Floor
     Wilmington, DE 19801
     Telephone: (302) 658-9200
     Facsimile: (302) 658-3989




FILIP TECHNOLOGIES: Organizational Meeting Adjourned to Oct. 31
---------------------------------------------------------------
The organizational meeting in the bankruptcy case of Filip
Technologies, Inc., et al., for the formation of an unsecured
creditors committee has been adjourned to Oct. 31, 2016, at 10:00
a.m., at the office of the U.S. Trustee at J. Caleb Boggs Federal
Building, at 844 King Street, in Wilmington, Delaware.

The meeting was originally scheduled for Oct. 14.

                                 About Filip

Filip, a start-up company which was formed in 2013, currently
employs eight individuals and operates in the United States and
Spain.

Each of the Debtors filed a voluntary petition under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the District
of Delaware on Oct. 5, 2016.  The cases have been assigned to Judge
Kevin Gross.

The Debtors owe $480,000 to AT&T and $2.6 million to trade vendors,
as disclosed in court papers.

The Debtors have engaged Moore & Van Allen, PLLC as the general
counsel; Bielli & Klauder, LLC as local counsel; Ankura Consulting
Group, LLC as restructuring advisor; and Braekhaus Dege
Advokatfirma DA as special Norway counsel.



FILIP TECHNOLOGIES: Sec. 341 Creditors' Meeting on Monday
---------------------------------------------------------
In the Chapter 11 cases of Filip Technologies, Inc., and its
affiliated debtors, a meeting of creditors pursuant to Section 341
of the Bankruptcy Code will be held Oct. 31, 2016 at 10:00 a.m. ET
at:

         J. Caleb Boggs Federal Building
         844 King Street
         3rd Floor, Room 3209
         Wilmington, DE 19801

Rule 9001(5) of the Federal Rules of Bankruptcy Procedure requires
that a representative of the Debtors appear at the Meeting of
Creditors for the purpose of being examined under oath by a
representative of the Office of the United States Trustee and by
any interested parties that attend the meeting. Creditors are
welcome, but not required, to attend the meeting.  The Meeting of
Creditors may be continued or adjourned by notice at the meeting,
without further written notice to creditors.

                    About Filip Technologies

Filip Technologies, Inc., a start-up company which was formed in
2013, currently employs eight individuals and operates in the
United States and Spain.

Each of the Debtors filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. D. Del. Case 16-12192) on Oct. 5, 2016.
The cases have been assigned to Judge Kevin Gross.

The Debtors owe $480,000 to AT&T and $2.6 million to trade
vendors, as disclosed in court papers.

The Debtors have engaged Moore & Van Allen, PLLC as general
counsel; Bielli & Klauder, LLC, as local counsel; Ankura
Consulting
Group, LLC as restructuring advisor; and Braekhaus Dege
Advokatfirma DA, as special Norway counsel.

Counsel to AT&T Capital Services, Inc., the Debtor's DIP lender,
and AT&T Services, Inc. Michael G. Burke and Brian J. Lohan, at
Sidley Austin; and Derek C. Abbott, Esq., and Daniel B. Butz, Esq.,
at Morris Nichols Arsht & Tunnell.


FINJAN HOLDINGS: Granted 12th Patent on Content Scanners
--------------------------------------------------------
Finjan Holdings, Inc., disclosed that its subsidiary Finjan, Inc.,
was granted European Patent No. EP 1 810 152 B1, on Oct. 5, 2016,
titled "Method and System for Adaptive Rule-based Content
Scanners."

"As cybersecurity is now recognized as a significant global threat,
the European Patent Office's issuance of the EP '152 Patent to
Finjan reinforces that our technologies continue to be highly
relevant and useful in thwarting global security challenges," said
Julie Mar-Spinola, Finjan Holding's chief IP officer.  "Finjan's
commitment to developing new technologies, including through our
subsidiary, Finjan Mobile, remains strong as the demand for
cybersecurity solutions continues to increase."

                         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 Holdings reported a net loss of $12.6 million in 2015, a
net loss of $10.5 million in 2014 and a net loss of $6.07 million
in 2013.

As of June 30, 2016, the Company had $20.4 million in total
assets, $4.32 million in total liabilities, $14.97 million in
redeemable preferred stock and $1.12 million in total stockholders'
equity.


FLORIDA MODIFICATION: Nov. 17 Plan Confirmation Hearing
-------------------------------------------------------
Florida Modification Specialists, LLC's bankruptcy case came on for
consideration of the conditional approval of the disclosure
statement explaining the Debtor's Plan filed on September 13, 2016.
Based upon a review of the Disclosure Statement, the U.S.
Bankruptcy Court for the Middle District of Florida has determined
that the Disclosure Statement contains adequate information within
the meaning of Bankruptcy Code Section 1125 and should be
conditionally approved.

The court will conduct a hearing on confirmation of the Chapter 11
Plan of Reorganization, including timely filed objections to
confirmation, objections to the disclosure statement, motions for
cramdown, applications for compensation, and motions for allowance
of administrative claims on November 17, 2016, at 2:00 p.m..

An election pursuant to Section 1111(b)(2) of the Bankruptcy Code
by a class of secured creditors may be made at any time prior to
the conclusion of the Confirmation Hearing.  If the Plan is not
confirmed, the court will also consider dismissal or conversion of
the case.

At the hearing, in a small business case, the debtor may seek to
extend the time for confirmation of the plan, pursuant to the
provisions of Section 1121(e).

Any written objections to the Disclosure Statement must be filed no
later than seven days prior to the Confirmation Hearing. If no
objections are filed within the time fixed, the conditional
approval of the Disclosure Statement will become final. Any
objections or requests to modify the Disclosure Statement will be
considered at the Confirmation Hearing.

                    About Florida Modification

Florida Modification Specialists, LLC sought protection under
Chapter 11 of the Bankruptcy Code in the Middle District of Florida
(Tampa) (Case No. 16-04455) on May 23, 2016.  The petition was
signed by Donald Bruce, manager.  

The Debtor estimated assets of $1 million to $10 million and debts
of $500,000 to $1 million.

The Debtor employed Merritt Law Office, P.A., as its legal counsel,
and Sebree Inc. as its accountant.


FORMOSA PLANTATION: Case Summary & 10 Unsecured Creditors
---------------------------------------------------------
Debtor: Formosa Plantation, LLC
        14878 West Main Street
        Cut Off, LA 70345

Case No.: 16-12645

Chapter 11 Petition Date: October 26, 2016

Court: United States Bankruptcy Court
       Eastern District of Louisiana (New Orleans)

Judge: Hon. Elizabeth W. Magner

Debtor's Counsel: Christopher T. Caplinger, Esq.
                  LUGENBUHL, WHEATON, PECK, RANKIN & HUBBARD
                  601 Poydras Street, Suite 2775
                  New Orleans, LA 70130
                  Tel: (504) 568-1990
                  Fax: (504) 529-7418
                  E-mail: ccaplinger@lawla.com

Estimated Assets: $1 million to $10 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Anthony J. Guilbeau, Jr., member.

A copy of the Debtor's list of 10 unsecured creditors is available
for free at http://bankrupt.com/misc/laeb16-12645.pdf


FUNCTION(X) INC: Executives Joined MicroCap Conference
------------------------------------------------------
Birame N. Sock, the president and chief operating officer, and
Julie Gerola, the chief marketing officer, of Function(x) Inc.
presented at The MicroCap Conference on Tuesday, Oct. 25, 2016, in
Philadelphia, PA.  A copy of the presentation is available for free
at https://is.gd/wMVZ6R

                        About Function(x)Inc.

Function(x)Inc., formerly known as DraftDay Fantasy Sports Inc.,
offers a high quality daily fantasy sports experience directly to
consumers and to businesses desiring turnkey solutions to new
revenue streams.  DraftDay Fantasy Sports Inc. is the largest
shareholder of DraftDay Gaming Group, with a 44% stake.  Sportech
owns 35%.  By combining and capitalizing on the well-established
operational business assets of DraftDay and Sportech, the new
DraftDay is well-positioned to become a significant player in the
explosive fantasy sports market.  DraftDay has paid out over $30
million in prizes with increased player retention and brand
loyalty.  DraftDay Fantasy Sports also operates MyGuy and Viggle
Football both of which offer real-time interactive participation
with professional and college football games; Wetpaint, which
offers entertainment and celebrity news; and Choose Digital, a
digital marketplace platform that allows companies to incorporate
digital content into existing rewards and loyalty programs in
support of marketing and sales initiatives.

As of June 30, 2016, Function(x) had $23.03 million in total
assets, $48.21 million in total liabilities, $4.94 million in
series C convertible redeemable preferred stock and a $30.11
million total stockholders' deficit.

The Company incurred a net loss of $63.68 million for the year
ended June 30, 2016, compared to a net loss of $78.53 million for
the year ended June 30, 2015.

BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2016, citing that the Company has suffered recurring
losses from operations and at June 30, 2016, has a deficiency in
working capital that raise substantial doubt about its ability to
continue as a going concern.


FUNCTION(X) INC: Inks Waiver Agreement with Debentures Purchasers
-----------------------------------------------------------------
As previously disclosed, on July 12, 2016, Function(x) Inc. closed
a private placement of $4,444,444 principal amount of Convertible
Debentures and Common Stock Purchase Warrants.  The Debentures and
Warrants were issued pursuant to a Securities Purchase Agreement,
dated July 12, 2016, between the Company and certain accredited
investors within the meaning of the Securities Act of 1933, as
amended.  Upon closing of the Private Placement, the Company
received gross proceeds of $4,000,000 before placement agent fees
and other expenses associated with the transaction.

On Oct. 12, 2016, the first amortization payment in the amount of
$444,444, plus accrued interest of approximately $113,580 pursuant
to the terms of the Debentures became due and payable to the
Purchasers.  The Company did not make such payment at the time it
was due.

On Oct. 24, 2016, the Company entered into waiver agreements with
Purchasers holding approximately 75% of the principal amount of the
Debentures.  Pursuant to the terms of the Waiver, the Purchasers
have agreed to waive the payment of the amortization payments and
accrued interest due for October 2016 and November 2016.  In
consideration for waiving the payment terms of the Debentures, the
Company has agreed to pay, upon execution of the Waiver, 10% of the
Amortization Amount that became due on Oct. 12, 2016, and has
agreed to pay on Nov. 12, 2016, 10% of the Amortization Amount due
in November 2016.  All other amounts will be due and payable in
accordance with the terms of the Debentures, with the deferred
payments due at maturity.

The Company expects to enter into Waiver Agreements with the
remaining Purchasers as soon as practicable.

Pursuant to the terms of the Debentures, the failure to cure the
non-payment of the amortization amount within three trading days
after the date such payment was due constitutes an Event of
Default.  Following the occurrence of an event of default, among
other things: (1) at the Purchaser's election, the outstanding
principal amount of the Debentures, plus accrued but unpaid
interest, plus all interest that would have been earned through the
one year anniversary of the original issue date if such interest
has not yet accrued, liquidated damages and other amounts owed
through the date of acceleration, shall become, immediately due and
payable in either cash or stock pursuant to the terms of the
Debentures; and (2) the interest rate on the Debentures will
increase to the lesser of 18% or the maximum allowed by law.  In
addition to other remedies available to the Purchasers, the
Company's obligation to repay amounts due under the Debentures is
secured by a first priority security interest in and lien on all of
our assets and property, including its intellectual property, and
such remedies can be exercised by the Purchasers without additional
notice to the Company.

The Company expects to arrange liquidity to meet those obligations
in the event the remaining Waivers are not signed.  Under the terms
of the Debenture, the Company is required to maintain liquidity of
at least $1,000,000 in accordance with its previous filings.  The
currently reported Waiver does not affect this requirement.

                       About Function(x)Inc.

Function(x)Inc., formerly known as DraftDay Fantasy Sports Inc.,
offers a high quality daily fantasy sports experience directly to
consumers and to businesses desiring turnkey solutions to new
revenue streams.  DraftDay Fantasy Sports Inc. is the largest
shareholder of DraftDay Gaming Group, with a 44% stake.  Sportech
owns 35%.  By combining and capitalizing on the well-established
operational business assets of DraftDay and Sportech, the new
DraftDay is well-positioned to become a significant player in the
explosive fantasy sports market.  DraftDay has paid out over $30
million in prizes with increased player retention and brand
loyalty.  DraftDay Fantasy Sports also operates MyGuy and Viggle
Football both of which offer real-time interactive participation
with professional and college football games; Wetpaint, which
offers entertainment and celebrity news; and Choose Digital, a
digital marketplace platform that allows companies to incorporate
digital content into existing rewards and loyalty programs in
support of marketing and sales initiatives.

As of June 30, 2016, Function(x) had $23.03 million in total
assets, $48.21 million in total liabilities, $4.94 million in
series C convertible redeemable preferred stock and a $30.11
million total stockholders' deficit.

The Company incurred a net loss of $63.68 million for the year
ended June 30, 2016, compared to a net loss of $78.53 million for
the year ended June 30, 2015.

BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2016, citing that the Company has suffered recurring
losses from operations and at June 30, 2016, has a deficiency in
working capital that raise substantial doubt about its ability to
continue as a going concern.


FUNCTION(X) INC: Principal Accounting Officer Quits
---------------------------------------------------
Olga Bashkatova resigned her position as the controller and
principal accounting officer of Function(x) Inc., effective
Oct. 26, 2016.  Her employment agreement with the Company was
terminated as of Oct. 26, 2016, as disclosed in a Form 8-K filed
with the Securities and Exchange Commission.

                    About Function(x)Inc.

Function(x)Inc., formerly known as DraftDay Fantasy Sports Inc.,
offers a high quality daily fantasy sports experience directly to
consumers and to businesses desiring turnkey solutions to new
revenue streams.  DraftDay Fantasy Sports Inc. is the largest
shareholder of DraftDay Gaming Group, with a 44% stake.  Sportech
owns 35%.  By combining and capitalizing on the well-established
operational business assets of DraftDay and Sportech, the new
DraftDay is well-positioned to become a significant player in the
explosive fantasy sports market.  DraftDay has paid out over $30
million in prizes with increased player retention and brand
loyalty.  DraftDay Fantasy Sports also operates MyGuy and Viggle
Football both of which offer real-time interactive participation
with professional and college football games; Wetpaint, which
offers entertainment and celebrity news; and Choose Digital, a
digital marketplace platform that allows companies to incorporate
digital content into existing rewards and loyalty programs in
support of marketing and sales initiatives.

As of June 30, 2016, Function(x) had $23.03 million in total
assets, $48.21 million in total liabilities, $4.94 million in
series C convertible redeemable preferred stock and a $30.11
million total stockholders' deficit.

The Company incurred a net loss of $63.68 million for the year
ended June 30, 2016, compared to a net loss of $78.53 million for
the year ended June 30, 2015.

BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2016, citing that the Company has suffered recurring
losses from operations and at June 30, 2016, has a deficiency in
working capital that raise substantial doubt about its ability to
continue as a going concern.


GARY REED SLIGAR: Must File Plan, Disclosures by Jan. 24
--------------------------------------------------------
Gary Reed Sligar's bankruptcy came on for status conference on
October 19, 2016.  At the Status Conference, the U.S. Bankruptcy
Court for the Middle District of Florida reviewed the nature and
size of the Debtor's business, the overall status of the case and
considered the positions of the parties represented at the Status
Conference.

Based on that review, the Court ordered that the Debtor must file a
Plan and Disclosure Statement on or before January 24, 2017.

If the Debtor fails to file a Plan and Disclosure Statement by the
Filing Deadline, the Court will issue an Order to Show Cause why
the case should not be dismissed or converted to a Chapter 7 case
pursuant to Section 1112(b)(1) of the Bankruptcy Code.

Gary Reed Sligar filed a Chapter 11 petition (Bankr. M.D. Fla. Case
No. 16-08276) on September 26, 2016, and is represented by Michael
C Markham, Esq., at Johnson Pope Bokor Ruppel & Burns LLP.


GENERAL STEEL: Common Stock Delisted from NYSE
----------------------------------------------
Benjamin Sawyer, manager of The New York Stock Exchange LLC, filed
a Form 25 with the Securities and Exchange Commission notifying the
removal from listing or registration of General Steel Holdings's
common stock on the Exchange.

                  About General Steel Holdings

General Steel Holdings, Inc., headquartered in Beijing, China,
produces a variety of steel products including rebar, high-speed
wire and spiral-weld pipe.  General Steel --
http://www.gshi-steel.com/-- has operations in China's Shaanxi and
Guangdong provinces, Inner Mongolia Autonomous Region and Tianjin
municipality with seven million metric tons of crude steel
production capacity under management.

Net loss attributable to the Company for the year ended Dec. 31,
2015, was $789 million as compared to $48.7 million for the same
period in 2014.

As of Dec. 31, 2015, General Steel had $35.8 million in total
assets, $78.2 million in total liabilities, and a total deficiency
of $42.4 million.

Friedman LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has an accumulated
deficit, has incurred continued losses from operations, and has a
working capital deficiency at Dec. 31, 2015. In addition, the
majority of the Company's operating assets and business has been
divested at year-end or in the first quarter of 2016 to related
parties.  These conditions raise substantial doubt about the
Company's ability to continue as a going concern.


GENWORTH LIFE: Fitch Cuts Insurer Fin'l Strength Ratings to 'BB'
----------------------------------------------------------------
Fitch Ratings has downgraded to 'BB' from 'BB+' the Insurer
Financial Strength (IFS) ratings of Genworth Life Insurance Company
(GLIC), Genworth Life and Annuity Insurance Company (GLAIC) and
Genworth Life Insurance Company of New York (collectively, Genworth
Life). In addition, the IFS ratings have been placed on Rating
Watch Evolving.

Today's rating action follows the announcements of additional
charges at the life insurance companies, and an agreement that
China Oceanwide Holdings Group Co. Ltd. (China Oceanwide) plans to
acquire all outstanding shares of Genworth Life's ultimate parent
Genworth Financial, Inc. (GNW) for $2.7 billion in cash. The
transaction is subject to regulatory approval and expected to close
in mid-2017.

GNW announced preliminary 3Q16 GAAP charges, including a $400 to
$450 million pre-tax increase to long-term care (LTC) claim
reserves and non-cash charges of $275 to $325 million related to
the write-off of deferred tax assets.

The downgrade reflects Fitch's concerns regarding the continued
underperformance of Genworth Life's LTC business, and ongoing
uncertainty regarding the company's ability to gain regulatory
approval on proposed premium rate actions.

The Rating Watch Evolving status reflects uncertainty regarding the
ability of China Oceanwide to complete the proposed transaction, as
well as uncertainties as to its impact on GNW's financial and
operating strategies should the transaction close.

China Oceanwide is a privately held, family owned international
financial holding company based in Beijing, China, with operations
in financial services, energy, culture, media, and real estate.

Fitch expects to resolve the Rating Watch Evolving status following
further review of the transaction. China Oceanwide plans to
contribute $600 million to GNW to address the 2018 debt maturity at
or before the maturity date and $525 million to Genworth Life.
While if consummated, Fitch believes that the transaction addresses
near-term concerns regarding upcoming debt maturities and potential
capital impact tied to further LTC reserve charges, continued
underperformance tied to the LTC business continues to pressure
Genworth Life's reserve margins and capital adequacy.

KEY RATING DRIVERS

Genworth Life's ratings continue to reflect the company's large
exposure and market leading position in the LTC market, which Fitch
views as one of the most risky products sold by U.S. life insurers
due to above-average underwriting and pricing risk, high reserve
and capital requirements and exposure to low interest rates. The
company's reported statutory capitalization is strong relative to
rating expectations but vulnerable to adverse LTC reserve
development.

Fitch believes GNW's access to the capital markets for future
funding needs and overall financial flexibility is limited. Over
the intermediate term, holding company funding needs are highly
dependent on existing cash balances, ordinary and special dividends
from the mortgage insurance businesses and/or further asset sales
or block transactions.

RATING SENSITIVITIES

Triggers that could result in a rating downgrade include:

   -- Failure to complete the proposed acquisition of GNW by China

      Oceanwide, which Fitch believes could further impair GNW's
      already strained financial flexibility;

   -- New information that indicated China Oceanwide's financial
      or operating profile is not supportive of Genworth Life's
      current ratings.

   -- Significant additional charges related to long-term care or
      run-off business in the near to intermediate term.

Triggers that could result in a rating upgrade include:

   -- Successful completion of the proposed acquisition of GNW and

      capital contribution by China Oceanwide, together with Fitch

      gaining comfort that China Oceanwide will be supportive of
      GNW's credit quality longer-term.

FULL LIST OF RATING ACTIONS

Fitch has downgraded and placed the following ratings on Rating
Watch Evolving:

   Genworth Life Insurance Company;
   Genworth Life and Annuity Insurance Company;
   Genworth Life Insurance Company of New York;

   -- IFS to 'BB' from 'BB+'.



GLADES BREWERY: Plan Outline to be Heard on Nov. 2
--------------------------------------------------
A Nov. 2, 2016 hearing at 2:00 p.m. will be convened before Judge
Erik Kimball to consider approval of the Amended Disclosure
Statement in support of the Amended Plan proposed by Glades Brewery
Partners Ltd.

The deadline for objections to the Amended Disclosure Statement is
Oct. 31, 2016.

As previously reported by The Troubled Company Reporter, Glades
Brewery Partners, Ltd., and Glades Brewery Partners, Inc., filed
with the U.S. Bankruptcy Court for the Southern District of Florida
a third amended disclosure statement dated Oct. 4, 2016, describing
its Plan.  The Plan proposes to pay Class 4 Claimants -- who have
allowed general unsecured claims of $1,000 or less -- 50% of their
allowed claim on the Effective Date.  The Plan also proposes to
distribute to Class 5 Claimants -- all other allowed general
unsecured allowed claims not otherwise dealt within the Plan -- the
sum of $50,000 pro-rata and without interest in one lump sum 90
days after the Effective Date.

                         About Glades Brewery

Glades Brewery Partners, Ltd. and Glades Brewery Partners, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case
Nos. 14-24492 and 14-24493) on June 25, 2014.

The Debtors are represented by Kenneth S. Rappaport, Esq., at
Rappaport Osborne Rappaport & Kiem, PL.



GYMBOREE CORP: Bank Debt Trades at 21.29% Off
---------------------------------------------
Participations in a syndicated loan under Gymboree Corp. is a
borrower traded in the secondary market at 78.71
cents-on-the-dollar during the week ended Friday, October 14, 2016,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.42 percentage points from the
previous week.  Gymboree Corp. pays 350 basis points above LIBOR to
borrow under the $820 million facility. The bank loan matures on
Feb. 23, 2018 and carries Moody's Caa1 rating and Standard & Poor's
CCC+ rating.  The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended October 14.


HAMILTON SUNDSTRAND: Bank Debt Trades at 7.21% Off
--------------------------------------------------
Participations in a syndicated loan under Hamilton Sundstrand
Industrial is a borrower traded in the secondary market at 92.79
cents-on-the-dollar during the week ended Friday, October 14, 2016,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.41 percentage points from the
previous week.  Hamilton Sundstrand Industrial pays 300 basis
points above LIBOR to borrow under the $1.6 billion facility. The
bank loan matures on Dec 10, 2019 and carries Moody's B3 rating and
Standard & Poor's B rating.  The loan is one of the biggest gainers
and losers among 247 widely quoted syndicated loans with five or
more bids in secondary trading for the week ended October 14.


HOFFMASTER GROUP: Moody's Assigns B3 CFR, Outlook Stable
--------------------------------------------------------
Moody's Investors Service assigned Hoffmaster Group, Inc. a B3
Corporate Family Rating and a B3-PD Probability of Default Rating
(PDR).  At the same time, Moody's assigned a B2 rating to the
company's proposed first lien credit facilities, which are
comprised of a $390 million term loan and $50 million revolving
credit facility, and assigned a Caa2 rating to the company's
proposed $125 million second lien term loan.  The rating outlook is
stable.  At the close of the transaction, all ratings for the
pre-LBO rated entity Hoffmaster Group, Inc. will be withdrawn.

Hoffmaster is in the process of being purchased in a sponsor to
sponsor transaction by private equity firm Wellspring Capital
Management (from Metalmark Capital) for total consideration of
approximately $710 million.  Proceeds from the proposed $390
million first lien term loan and proposed $125 million second lien
term loan together with $184 million of sponsor contributed equity
will be used to fund the $665 million purchase price of the
company, pay approximately $37 million in fees and expenses, and
fund $8 million of seasonal working capital.

According to Moody's AVP -- Analyst Brian Silver, "Hoffmaster's
leverage pro forma for the proposed LBO is high and relatively weak
for the B3 rating category.  However, Moody's expects the company
will deleverage over the next few years using free cash flow for
debt repayment and to a lesser extent from EBITDA growth."

Moody's assigned these ratings to Hoffmaster Group, Inc. (New)
(subject to final documentation):

  Corporate Family Rating of B3;

  Probability of Default Rating of B3-PD;

  $50 million senior secured first lien revolving credit facility
   due 2021 of B2 (LGD3);

  $390 million senior secured first lien term loan due 2023 of B2
   (LGD3);

  $125 million senior secured second lien term loan due 2024 at
   Caa2 (LGD6);

Rating outlook is stable

Moody's will withdraw these ratings at Hoffmaster Group, Inc. at
the close of the transaction (subject to final documentation):

  Corporate Family Rating of B3;

  Probability of Default Rating of B3-PD;

  $35 million senior secured first lien revolving credit facility
   due 2019 rated B2 (LGD3);

  $280 million principal senior secured first lien term loan due
   2020 rated B2 (LGD3);

  $84 million principal senior secured second lien term loan due
   2021 rated Caa2 (LGD5);

The stable outlook will be removed at this entity

                         RATINGS RATIONALE

Hoffmaster's B3 CFR reflects the company's high leverage pro forma
for its LBO, relatively small size, narrow product focus, limited
geographic diversification and high reliance on discretionary
consumer spending given its exposure to away-from-home dining and
party supply retailers.  Moody's anticipates the company will
deleverage from currently elevated levels as a result of debt
repayment using free cash flow and to a lesser extent EBITDA
growth.  The rating also considers Hoffmaster's leading market
position in the foodservice channel and solid positioning in the
more fragmented consumer channel, specifically in the club and
grocery areas, as well as the company's long-standing relationships
with key customers and good EBIT margins.  The company's
competitive advantages in the foodservice and consumer channel are
expected to continue to support its market positioning.

The new ownership post-LBO creates some uncertainty with respect to
financial policy and acquisitions going forward, but Moody's does
not anticipate any dividends in the near-term and expects the
company to focus on deleveraging over time.  The rating anticipates
that the company will deleverage by growing earnings and generating
positive free cash flow that can be used for debt repayment, and
considers the company's good liquidity profile supported by free
cash flow generation and access to a new $50 million revolver.

The stable outlook anticipates top-line growth both organically and
through bolt-on acquisitions, while increasing profitability as
benefits from restructuring initiatives and new equipment are
realized.  However, earnings improvement could be tempered by
uncertainty related to consumer discretionary spending.

Hoffmaster's ratings could be upgraded if the company demonstrates
organic revenue and profitability growth such that debt-to-EBITDA
is sustained at or below 5.0 times.  Alternatively, Hoffmaster's
ratings could be downgraded if debt-to-EBITDA approaches 7.0 times,
interest coverage (EBIT-to-interest) falls below 1 time or
liquidity deteriorates.  In addition, if the company encounters any
execution problems or acquisition related integration issues that
result in a deterioration in earnings performance, the ratings
could be downgraded.

The principal methodology used in these ratings was Global Packaged
Goods published in June 2013.

Hoffmaster Group, Inc., headquartered in Oshkosh, Wisconsin, is a
leading niche manufacturer and supplier of decorative disposable
tableware products sold equally throughout the foodservice and
retail channels.  The company's primary products include napkins,
displays, plates, cups, tablecovers, and placemats among other
complementary items.  The company also sells sourced items such as
cutlery and accessory items sold under the Hoffmaster, Touch of
Color, Party Creations, Sensations, Paper Art and FashnPoint brand
names.  Private equity firm Wellspring Capital is in the process of
acquiring the company from Metalmark Capital.  Management report
sales during the twelve months ended Sept. 30, 2016, were
approximately $461 million excluding pro forma adjustments.


HOLDCO ASSET: Presents Restructuring Proposal to FNBC's Board
-------------------------------------------------------------
On October 25, 2016, HoldCo Asset Management sent a letter to the
Board of Directors of First NBC Bank Holding Company ("FNBC").
FNBC is located in New Orleans, Louisiana, and trades under the
ticker FNBC.  The full text of the letter can be found at the
following link:

http://holdcoam.com/wp-content/uploads/Third_Letter_to_FNBC.pdf

In the letter, HoldCo presented a comprehensive restructuring
proposal (including an indicative term sheet) pursuant to which (i)
subordinated debt and SBLF preferred stock would convert to common
equity representing 56% of the pro forma shares outstanding, (ii)
existing common equity would be canceled in full, (iii) new money
of $67.5 million would be injected into FNBC for common equity
representing 44% of the pro forma shares outstanding; (iv) the
382(L)(5) exception of the Tax Code would be utilized to preserve,
in large part, FNBC's tax assets without any annual limitation on
usage; (v) a go-forward plan would contemplate an orderly shrinking
of the bank by approximately $1 billion; and (vi) investments in
tax entities would be sold to third parties and the tax credit
business would be shut down completely.  This comprehensive
restructuring and recapitalization proposal would be effectuated
through a consensual, prepackaged bankruptcy plan to be solicited
in advance of the looming
February 28, 2017 interest payment date on the subordinated debt.
Importantly, the Board of Directors has the capacity to solicit and
file the prepackaged bankruptcy, and the consent of common
shareholders is not required.

HoldCo also expressed a potential willingness to invest $30.4
million of new equity capital in connection with the proposed
transaction and vote its $8 million of subordinated debt in favor
of this transaction.  If this occurred, FNBC would only need to
raise $37.1 million of new money and could conceivably do it
through one institutional investor since new common equity
allocable to that investor would not exceed 24.9% of the pro forma
company.

HoldCo stands ready to begin due diligence and requests a meeting
with the Board at its earliest convenience.  HoldCo reminds the
Board that its fiduciary duties flow to the corporation for the
benefit of its residual claimants.

HoldCo invites you to read the previous letters that it sent to
FNBC, which can be found at:  

http://holdcoam.com/wp-content/uploads/Letter_to_FNBC.pdf

and

http://holdcoam.com/wp-content/uploads/Second_Letter_to_FNBC.pdf

                  About HoldCo Asset Management

HoldCo Asset Management is an investment adviser located in New
York City.  HoldCo was founded by Vik Ghei and Misha Zaitzeff.
HoldCo and its affiliates currently have approximately $500 million
under management.  


IHEARTCOMMUNICATIONS INC: APN to Own 100% of Adshel
---------------------------------------------------
Clear Channel Outdoor Holdings, Inc., IHeartCommunications, Inc.'s
indirect subsidiary, closed a transaction involving the sale by its
International Outdoor segment of its ownership interest in
Australian out-of-home media company Adshel to joint venture
partner APN News & Media Limited for an aggregate purchase price of
approximately $204 million.  Following the transaction, APN will
own 100% of Adshel.  The Company intends to use the proceeds from
the sale for general corporate purposes.

                    About iHeartCommunications

iHeartCommunications, Inc., (formerly known as Clear Channel
Communications, Inc.) is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile,
social, live events, on-demand entertainment and information
services for local communities, and uses its unparalleled national
reach to target both nationally and locally on behalf of its
advertising partners.  The Company is dedicated to using the
latest technology solutions to transform the company's products
and services for the benefit of its consumers, communities,
partners and advertisers, and its outdoor business reaches over 40
countries across five continents, connecting people to brands
using innovative new technology.

IheartCommunications reported a net loss attributable to the
Company of $755 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to the
Company of $794 million on $6.31 billion of revenue for the
year ended Dec. 31, 2014.

As of June 30, 2016, the Company had $13.3 billion in total assets,
$24.3 billion in total liabilities and a total shareholders'
deficit of $10.9 billion.

                       Bankruptcy Warning

"The ability to refinance the debt will depend on the condition of
the capital markets and our financial condition at such time.  
Any refinancing of the debt could be at higher interest rates and
increase debt service obligations and may require us and our
subsidiaries to comply with more onerous covenants, which could
further restrict our business operations.  The terms of existing
or future debt instruments may restrict us from adopting some of
these alternatives.  These alternative measures may not be
successful and may not permit us or our subsidiaries to meet
scheduled debt service obligations.  If we or our subsidiaries
cannot make scheduled payments on indebtedness, we or our
subsidiaries, as applicable, will be in default under one or more
of the debt agreements and, as a result we could be forced into
bankruptcy or liquidation," the Company said in its annual report
for the year ended Dec. 31, 2015.  

                           *    *    *

iHeartCommunications carries a 'CCC' Issuer Default Ratings (IDR)
from Fitch Ratings and a 'Caa2 Corp.' corporate family rating from
Moody's Investors Service.


J. CREW: Bank Debt Trades at 22.19% Off
---------------------------------------
Participations in a syndicated loan under J.Crew is a borrower
traded in the secondary market at 77.81 cents-on-the-dollar during
the week ended Friday, October 14, 2016, according to data compiled
by LSTA/Thomson Reuters MTM Pricing.  This represents an decrease
of 1.01 percentage points from the previous week.  J.Crew pays 300
basis points above LIBOR to borrow under the $1.5 billion facility.
The bank loan matures on Feb 27, 2021 and carries Moody's B2 rating
and Standard & Poor's B- rating.  The loan is one of the biggest
gainers and losers among 247 widely quoted syndicated loans with
five or more bids in secondary trading for the week ended October
14.


JACK OHIO: Moody's Affirms Caa1 Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service affirmed Jack Ohio Finance LLC's Caa1
Corporate Family Rating and Caa1-PD Probability of Default Ratings.
Moody's assigned new ratings to Jack's proposed $50 million
five-year super priority revolver at B1, five year $750 million
first lien notes at B3, and six year $300 million senior secured
notes at Caa3.  Jack Ohio LLC, owner of Jack's immediate parent,
Jack Parent LLC will issue a 6.5 year $125 million unsecured PIK
loan (Holdco loan).  The proceeds from these proposed revolver,
first and second lien notes will be used to: 1. refinance Jack's
existing revolver, term loan, and second lien notes; 2. fund
transaction fees and expenses; 3. fund the payment of an $83.5
million termination fee due to the former property manager; 5. fund
the purchase of new slot product; 6. finance working capital needs.
Proceeds from the unsecured loan will be used to refinance the
existing holding company loan and the balance will be contributed
to as equity to Jack.  Jack will use the equity proceeds plus cash
on hand to repay the existing FF&E loan.  The proposed Revolving
Facility shall be secured on a pari passu basis with the first lien
notes but will be entitled to a payment priority over the first
lien notes.  Moody's also affirmed Jack's existing first lien and
second lien ratings which will be withdrawn upon closing of the
proposed refinancing.  Ratings are subject to receipt of final
documentation.

Moody's estimates pro-forma debt to EBITDA at approximately 10x and
EBITDA to cash interest around 1.4x.  Moody's leverage calculation,
excludes debt and EBITDA of unrestricted subsidiaries, but includes
the Holdco note and a proforma adjustment to EBITDA associated with
the new property management, asset sales and other operational
changes ("improvements in-place") that are expected to be realized
in 2017.

"The affirmation of the CFR reflects the anticipated improvement in
Jack's liquidity as a result of this refinancing", said Moody's
analyst, Peggy Holloway.  The refinancing will push out debt
maturities from 2018/2019 to 2021/2022 and provide full access to
the proposed revolving credit facility.  The affirmation also
reflects the history of financial support from ownership.  The sole
member of Jack's ultimate parent is Rock Ohio Ventures LLC ("ROV")
whose principal investor is Dan Gilbert, chairman and founder of
Quicken Loans.  Mr. Gilbert has provided, along with other
investors, approximately $225 million of equity from 2012 to 2014,
and has invested approximately $200 million of additional capital
since 2014.

RATINGS AFFIRMED:

  Corporate Family Rating, at Caa1
  Probability of Default Rating, at Caa1-PD
  Senior Secured Credit Facility, at B2 (LGD2) to be withdrawn at
   closing
  Senior Secured Notes, at Caa2 (LGD5) to be withdrawn at closing

RATINGS ASSIGNED:

  $50 million Senior Secured Revolving Credit Facility, at B1
   (LGD1)
  $750 million Senior Secured Notes, at B3 (LGD3)
  $300 million Senior Secured Notes, at Caa3 (LGD5)

OUTLOOK:
  Stable

                         RATING RATIONALE

Jack Ohio, LLC's Caa1 CFR reflects its small scale, limited
geographic diversification, thin interest coverage, and very high
leverage (pro-forma around 10x) and a reliance on EBITDA growth to
improve credit metrics.  Ratings reflect ownership's track record
of providing financial support.  While there is no assurance that
ownership would provide such support in the future, it is hard to
ignore previous actions and Mr. Gilbert's significant investments
in Ohio and ownership of Jack Entertainment LLC, an affiliate of
ROV that manages the company's properties.  The ratings consider
the good macro-economic environment in the company's principal Ohio
markets (Cleveland and Cincinnati), no significant future supply
additions, and new management that has been focused on operational
improvements to boost revenues and margins.

Jack is expected to generate sufficient EBITDA to cover all
interest and maintenance capital spending while the proposed $50
million revolver provides liquidity to bridge timing needs or
unexpected contingencies.

The rating outlook reflects a stable demand outlook for gaming in
Ohio and Moody's expectation that EBITDA will increase due to
continuing operating improvements leading to a drop in debt/EBITDA
and an crease in interest coverage over the next 18-24 months.
Rating upside is limited given the company high leverage and thin
interest coverage.  Nevertheless, ratings could be upgraded if
EBIT/increases reaches 1.5 times and the outlook for both gaming
revenue and supply is stable.  Ratings could be downgraded if
gaming revenues trends in Ohio show signs of sustained decline, if
debt/EBITDA increases above the current pro-forma levels, liquidity
weakens, or if it appears likely ownership will withdraw its
support.

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



KEY ENERGY: Moody's Lowers PDR to D-PD on Ch. 11 Filing
-------------------------------------------------------
Moody's Investors Service downgraded Key Energy Services, Inc.'s
Probability of Default Rating (PDR) to D-PD from Ca-PD/LD following
Key Energy's Chapter 11 filing on Oct. 24, 2016.  Key Energy's
other ratings were unchanged.

Shortly following this rating action, Moody's will withdraw all
ratings and the rating outlook of Key Energy consistent with
Moody's practice for companies operating under the purview of the
bankruptcy courts wherein information flow typically becomes much
more limited.

Issuer: Key Energy Services, Inc.

Downgraded:
  Probability of Default Rating, Downgraded to D-PD from Ca-PD/LD

Unchanged:
  Corporate Family Rating, Ca
  Senior Unsecured Regular Bond/Debentures, Ca (LGD4)
  Speculative Grade Liquidity Rating, SGL-4

                        RATINGS RATIONALE

The downgrade of the PDR to D-PD reflects Key Energy's filing under
Chapter 11 in the U.S. Bankruptcy Court in Wilmington, Delaware.
On Sept. 21, 2016, Key Energy began solicitation of votes for the
acceptance of a prepackaged bankruptcy plan as well as for a rights
offering, and through Oct. 24, 2016, all of its secured term loan
lenders and nearly all of its senior unsecured bondholders had
agreed to support the plan.  The company is looking to reduce its
debt burden by $725 million during the bankruptcy process.

The company had previously missed the semi-annual coupon payment on
its 6.75% notes on Sept. 1, 2016, and did not make the interest
payment in the subsequent 30-day grace period, which was viewed as
a limited default ("LD") by Moody's.

The principal methodology used in this rating was Global Oilfield
Services Industry Rating Methodology published in December 2014.

Key Energy, headquartered in Houston, Texas, is an oilfield
services company with the majority of its operations in the United
States across the major oil and gas producing regions



L & R FAMILY: Must File Plan, Disclosures by Jan. 17
----------------------------------------------------
The bankruptcy case of L & R Family, Inc., came on for status
conference on October 19, 2016.  At the Status Conference, the U.S.
Bankruptcy Court for the Middle District of Florida reviewed the
nature and size of the Debtor's business, the overall status of the
case and considered the positions of the parties represented at the
Status Conference.

Based on that review, the Court ordered that the Debtor must file a
Plan and Disclosure Statement on or before January 17, 2017.

If the Debtor fails to file a Plan and Disclosure Statement by the
Filing Deadline, the Court will issue an Order to Show Cause why
the case should not be dismissed or converted to a Chapter 7 case
pursuant to Section 1112(b)(1) of the Bankruptcy Code.

L & R Family, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 16-08015) on Sept. 16,
2016.  The petition was signed by Rasik Patel, president.  

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

The Debtor employed Buddy D. Ford, Esq., Jonathan A. Semach, Esq.,
and J. Ryan Yant, Esq., at Buddy D. Ford P.A. as legal counsel, and
Jubilee Accounting Solutions, LLC, as accountants.

The Office of the U.S. Trustee on Oct. 17 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of L & R Family Inc.


L.L. BALANCE: Seeks to Hire Kight Law Office as Legal Counsel
-------------------------------------------------------------
L.L. Ballance D.D.S., PLLC seeks approval from the U.S. Bankruptcy
Court for the Western District of North Carolina to hire Kight Law
Office, PC.

The firm will serve as the Debtor's legal counsel in connection
with its Chapter 11 case.  

D. Rodney Kight, Jr., Esq., the attorney designated to represent
the Debtor, will be paid an hourly rate of $395 while the firm's
paralegal who will assist him will be paid $125 per hour.  

The firm can be reached through:

     D. Rodney Kight, Jr., Esq.
     56 College Street, Suite 302
     Asheville, NC 28801
     Phone: (828) 255-9881
     Fax: (828) 255-9886
     Email: rod@kightlaw.com

                       About L.L. Ballance

L.L. Ballance D.D.S., PLLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W. D. N.C. Case No. 16-10388) on
September 16, 2016.


LAREDO WO: Hires Land Advisors as Real Estate Broker
----------------------------------------------------
Laredo Wo, Ltd. seeks authorization from the U.S. Bankruptcy Court
for the Western District of Texas to employ Texas Land
Advisors-Houston, LLC, dba Land Advisors Organization as real
estate broker.

The Debtor was formed on January 18, 2007, to acquire, develop,
sell, lease or operate a tract of land in Georgetown, Texas, to be
called the "Water Oak", which currently consists of approximately
1,158.879 acres of the Laredo Water Oak master planned community
located along the south side of SH-29 at Water Oak Parkway and the
north side of FM 2243 in Georgetown, Williamson County, Texas.

Pursuant to the Exclusive Listing Agreement, the Broker will
perform services for the Debtor, including, but not limited to, the
following:

   (a) market the Property;

   (b) assist with negotiations regarding any potential
       transactions involving the Property;

   (c) provide analysis of and recommendations regarding offers
       for transactions involving the Property; and

   (d) assist with consummation of any transactions involving the
       Property.

The Exclusive Listing Agreement provides that the Broker shall be
paid a commission, due in full at the time of closing or transfer
of title to the Property, of 2.0% of the gross Purchase Price
(excluding any value of the MUD receivables to be issued by MUD
#25).

Kirk Laguarta, broker with Land Advisors, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.

Land Advisors can be reached at:

       Kirk Laguarta
       TEXAS LAND ADVISORS-HOUSTON, LLC
       dba Land Advisors Organization
       820 Gessner Road, Suite 950
       Houston, TX 77024
       Tel: (713) 647-7800
       E-mail: klaguarta@landadvisors.com

                         About Laredo WO

Headquartered in San Antonio, Texas, Laredo WO, Ltd., a Texas
limited partnership, owns a fully entitled, 1056 acre real estate
development with approximately 2400 residential lots located in
Georgetown, Texas.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D.
Tex. Case No. 16-51297) on June 6, 2016, listing $69.59 million in
total assets and $36.50 million in total debt.  The petition was
signed by Bradford A. Galo, CEO of Galo, Inc. (managing GP of ABG
Enterprises, Ltd.).  Judge Ronald B. King presides over the case.
Eric Terry, Esq., at Eric Terry Law, PLLC, serves as the Debtor's
bankruptcy counsel.


LWP CAPITAL: Provides Update on Liquidation Proceedings
-------------------------------------------------------
LWP Capital Inc., formerly Legumex Walker Inc., by KSV Advisory
Inc. in its capacity as the Court-appointed liquidator of LWP
provides the following update in respect of the Company's
liquidation proceedings:

   -- As previously announced on Feb. 23 and May 20, 2016, the
Liquidator was to issue a press release when the claims of The
Scoular Company (the "Purchaser") under the Asset Purchase
Agreement dated Sept. 14, 2015 (the "APA") were definitively
determined.  On Oct. 20, 2016, the Company and Scoular entered into
a settlement agreement (the "Settlement Agreement") agreeing to a
full and final settlement of all claims against the Company
asserted by the Purchaser under the APA, including those raised in
the previously announced objection notice (the "Objection Notice")
in respect of the Company's calculation of the closing working
capital (the "Closing Working Capital").  The Purchaser had also
previously filed a proof of claim with the Liquidator.  The
Purchaser's claims against the Company totaled in excess of CAD$25
million, including a working capital adjustment claim of
approximately CAD$20 million;

   -- In total, purchase price adjustments of approximately CAD$5
million, including the CAD$555,000 working capital settlement
payment described below, have been paid to the Purchaser in full
and final settlement of all claims asserted by the Purchaser under
the APA, including all claims for working capital adjustments,
environmental costs and other claims set out under the Objection
Notice or otherwise.  These settlement payments were authorized by
the inspectors named in the Company's Plan of Liquidation, which
was approved by the shareholders and became effective on December
31, 2015;

   -- Under the terms of the Settlement Agreement, the Liquidator,
on behalf of the Company, has made a payment of approximately
CAD$555,000 as a final working capital adjustment to resolve a
dispute over the net realizable value ("NRV") of certain inventory
acquired by the Purchaser (which resulted from a NRV determination
of approximately CAD$4.3 million less approximately CAD$3.8 million
to account for the inventory fluctuation between the Preliminary
Closing Working Capital and the Closing Working Capital).  These
amounts were determined following a favorable NRV determination by
the valuator named in the APA;

   -- The Liquidator has administered the Court-approved claims
process and there were no other material claims filed other than
the claims of the Purchaser under the APA.  The claims bar date was
March 15, 2016;

   -- There is approximately CAD$18.8 million on deposit with the
Liquidator after payment to the Purchaser of all amounts payable
under the Settlement Agreement, before any provision for taxes
payable.  The amount of cash available for distribution to
shareholders will be determined once the Company's remaining
accounts receivable and other sundry assets are realized upon and
its tax obligations arising from the transaction with the Purchaser
are quantified.  There are 16,294,635 common shares issued and
outstanding.  The Company's accountants can now commence the
preparation of the Company's final tax returns as the Closing
Working Capital has been definitively determined.  The net cash
available for distribution to shareholders will likely be
materially less than the range of CAD$1.69 to CAD$1.98 per share
disclosed in the Company's press release dated November 23, 2015,
principally as a result of the agreed-upon purchase price
adjustments under the APA and collection issues with certain
foreign accounts receivable excluded from the APA; and

   -- The Liquidator is likely to propose an interim distribution
to shareholders following receipt of a Notice of Assessment from
Canada Revenue Agency ("CRA") in respect of the Company's final tax
returns.  A final distribution will be paid upon the issuance by
CRA of the applicable tax clearance certificates.  It is the
Liquidator's experience that obtaining clearance certificates from
CRA is typically a lengthy process.

Updates on the timing and quantum of shareholder distributions, and
the status of the liquidation proceedings generally, will be made
available by the Liquidator in its Reports to Court and/or future
press releases.  Such updates will be available on the Liquidator's
Web site at http://www.ksvadvisory.com/

LWP Capital Inc, previously Legumex Walker Inc (LWI) is a
Canada-based processor and merchandiser of food.  The Company's
processing facilities are located in the Canadian Prairies,
American Midwest and China.  The Company operates through two
segments Oilseed Processing and Corporate.  The Oilseed Processing
segment consists of an 84 % interest in Pacific Coast Canola LLC
(PCC), a canola oilseed processing facility in the State of
Washington in the United States.  The Corporate segment consists of
costs related to executive, finance, treasury, human resources,
legal, information technology, governance, professional fees and
other corporate development costs.


MARILYN DEREGGI: Plan Outline to be Heard on Dec. 1
---------------------------------------------------
The hearing to consider approval of the Disclosure Statement in
support of the Chapter 11 plan proposed by Marilyn J. DeReggi will
be held on Dec. 1, 2016, at 10:00 a.m.

Written objections to the Disclosure Statement must be served no
later than Nov. 8.

As previously reported by The Troubled Company Reporter, unsecured
claims are expected to have a 8.8% recovery under the Plan of
Marilyn J. DeReggi.

                         About M. DeReggi

Marilyn J. DeReggi is a 75 year-old woman living in Boyds,
Maryland.  She resided at a property known as the Boyd-Maughlin
House, located at 15215 Clarksburg Road, Boyds, Maryland 20841.

Ms. DeReggi filed for Chapter 13 bankruptcy protection (Bankr. D.
Md. Case No. 15-26939) on Dec. 8, 2015.  Nancy Spencer-Grigsby was
appointed as Chapter 13 Trustee.

Subsequent to the Petition Date, the Debtor determined that her
debts were in excess of the limits for Chapter 13 debtors.  On
March 14, 2016, the Debtor filed a motion to convert her case to
Chapter 11.  On April 4, 2016, the Court entered an order granting
the motion to convert.


MARSHA RALLS: Sale Motion Mooted by Plan Order
----------------------------------------------
Judge S. Martin Teel, Jr., of the United States Bankruptcy Court
for the District of Columbia dismissed Marsha Ann Ralls' Emergency
Motion requesting authority to sell real property located at 1516
31st St. NW, Washington, D.C.

The Motion has become moot based on confirmation of a plan that
calls for a sale through the procedures of that plan.

                      About Marsha Ann Ralls

Marsha Ann Ralls is an individual residing in a property located
in the District of Columbia.  The address of the real property is
1516 31st. St., NW, Washington, D.C.  She operates as an
entrepreneur in the field of Fine Arts.  She services
international
clients addressing their Art needs and desires on a contractual
basis.

Marsha Ann Ralls filed for Chapter 11 bankruptcy protection
(Bankr. D.D.C. Case No. 16-00222) on May 4, 2016.  William C.
Johnson Jr., Esq., at the Law Offices of William C. Johnson, Jr.,
serves as the Debtor's bankruptcy counsel.

Counsel for BWF Private Loan Fund, LLC, is Patrick J. Potter,
Esq.,
and Dania Slim, Esq., at Pillsbury Winthrop Shaw Pittman LLP, in
Washington, DC.


MEDICAL MANAGEMENT: Case Summary & 2 Unsecured Creditors
--------------------------------------------------------
Debtor: Medical Management Billing & Consulting, LLC
        a New Mexico domestic limited liability company
        4811 Hardware Dr. NE, Bldg. C, Ste. 5
        Albuquerque, NM 87109

Case No.: 16-12640

Chapter 11 Petition Date: October 26, 2016

Court: United States Bankruptcy Court
       District of New Mexico (Albuquerque)

Judge: Hon. David T. Thuma

Debtor's Counsel: William F. Davis, Esq.
                  WILLIAM F. DAVIS & ASSOC., P.C.
                  6709 Academy NE, Suite A
                  Albuquerque, NM 87109
                  Tel: 505-243-6129
                  Fax: 505-247-3185
                  E-mail: daviswf@nmbankruptcy.com

Total Assets: $42,971

Total Liabilities: $1.50 million

The petition was signed by Rebecca Ellis, managing member.

A copy of the Debtor's list of two unsecured creditors is available
for free at http://bankrupt.com/misc/nmb16-12640.pdf


MIG LLC: Dec. 6 Confirmation Hearing on BoNY Plan
-------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware approved on October 20, 2016, the disclosure statement
explaining the plan of reorganization proposed The Bank of New York
Mellon, in its capacity as indenture trustee, for MIG, LLC, and ITC
Cellular, LLC.

The hearing to consider confirmation of BoNY's Plan will be held on
December 6, 2016, at 11:00 a.m., prevailing Eastern Time.

The deadline to file and serve objections to confirmation of the
Plan will be November 22.  The Plan Proponent will be allowed to
file a brief in support of confirmation of the Plan and an omnibus
reply to any objections to the Plan on or before December 1.  The
deadline for casting a Ballot to accept or reject the Plan is
November 22.

The Plan contemplates deleveraging the Debtors through the
conversion of all notes secured claims on account of the senior
secured notes and the prepetition indenture, and all general
unsecured claims to new equity in MIG Holdings, a new Republic of
the Marshall Islands limited liability company, to be formed by the
Debtors prior to the Effective Date.

Holders of Class 2 Notes Secured Claims will receive their pro rata
share of the Class 2 Equity Distribution; provided, however, that
if the Sale Transaction occurs, then each holder of Class 2 Claims
will receive its pro rata share of sale transaction proceeds in
lieu of the Class 2 Equity Distribution.  Class 2 Claims are
estimated to total $125 million.  The Plan Proponent has included
in this estimate in consultation with Senior Secured Noteholders
holding over a majority of the outstanding Senior Secured Notes who
determined that this represents a fair clearing price for a sale of
ITC Cellular's 46% indirect equity stake in Magticom.

Holders of Class 3 General Unsecured Claims will receive a pro rata
share of the Class 3 Equity Distribution, provided, however, that
if the sale of all or substantially all of MIG's assets, including
the ITC Equity, occurs, then each will holder will receive its pro
rata share of the net cash proceeds in lieu of the Class 3 Equity
Distribution.  General Unsecured Claims are estimated to total
$138.8 million.

BoNY tells the Court that in the event of a reorganization
transaction, it expects that the Reorganized Debtors will pursue
the return of the collateral held by the Workers Compensation
Insurers, to the extent that the Debtors have not already begun to
pursue its return prior to the Effective Date.  In the event of a
sale transaction, any proceeds from the sale of the Debtors'
interests in the collateral will be distributed.

The Amended Disclosure Statement indicated that a letter from the
Official Committee of Unsecured Creditors is being distributed with
the Disclosure Statement recommending rejection of the Plan.

A full-text copy of the Amended Disclosure Statement dated October
20, 2016, is available at:

       http://bankrupt.com/misc/deb14-11605-723.pdf

                        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.

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.

The Bank of New York Mellon is represented by Gerard Uzzi, Esq.,
and Eric Stodola, Esq., at Milbank Tweed Hadley & McCloy LLP, in
New York; Laura Davis Jones, Esq., at Pachulski Stang Ziehl & Jones
LLP, in Wilmington, Delaware; and Glenn E. Siegel, Esq., and Rachel
Jaffe Mauceri, Esq., at Morgan, Lewis & Bockius LLP, in New York.


MOLYCORP MINERALS: Neo Can't Cancel Insurance, Judge Says
---------------------------------------------------------
Jeff Montgomery, writing for Bankruptcy Law360, reported that U.S.
Bankruptcy Judge Christopher S. Sontchi denied a motion that would
have allowed the cancellation of insurance, filed by Molycorp
successor Neo Performance Materials.  Surviving businesses of
Molycorp Inc. sought to cancel insurance on a left-behind,
2,200-acre California surface mine.  The report says the Company
instead got a chiding in the bargain from the Delaware federal
judge over the "chutzpah" behind the motion.  The judge pointed out
that Molycorp had an obligation to assure coverage for subsidiary
Molycorp Minerals' Mountain Pass mine.

             About Molycorp, Inc. and Molycorp Minerals

Molycorp Inc. -- http://www.molycorp.com/-- is a global rare  
earths and rare metals producer.  Molycorp owns several prominent
are earth processing facilities around the world.  It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.

Molycorp has corporate offices in the United States, Canada and
China.  CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada.  Other senior management members are located at its U.S.
corporate headquarters in Greenwood Village, Colorado.

Molycorp reported a net loss of $623 million in 2014, a net loss
of $377 million in 2013 and a net loss of $475 million in 2012.

As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.

Molycorp and its North American subsidiaries, together with
certain of its non-operating subsidiaries outside of North
America, filed Chapter 11 voluntary petitions in Delaware (Bankr.
D. Del. Lead Case No. 15-11357) on June 25, 2015, after reaching
agreement with a group of lenders on a financial restructuring.
The Chapter 11 cases of Molycorp and 20 affiliated debts are
pending before Judge Christopher S. Sontchi.

The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.

The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings.  Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from
the filings as it is not 100% owned by the Company.

Molycorp retained investment banking firm Miller Buckfire & Co. and
financial advisory firm AlixPartners, LLP.  Jones Day and Young,
Conaway, Stargatt & Taylor LLP served as legal counsel to the
Company in this process. Prime Clerk serves as claims and noticing
agent.

Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.

On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case
of Molycorp Inc. appointed eight creditors of the company to serve
on the official committee of unsecured creditors.  The Creditors
Committee tapped Ashby & Geddes, P.A. and Paul Hastings LLP as
attorneys.

                          *     *     *

Molycorp, Inc.'s Fourth Joint Amended Plan of Reorganization has
been confirmed by the U.S. Bankruptcy Court for the District of
Delaware.  The Plan contemplates two possible outcomes: (1) the
sale of substantially all of the Debtors' assets if certain
conditions set forth in the Plan are satisfied and (2) (a) the
sale of the assets associated with the Debtors' Mountain Pass
mining facility in San Bernardino County, California; and (b)
the stand-alone reorganization around the Debtors' other three
business units.

Judge Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware on April 8, 2016, issued a findings of fact,
conclusions of law, and order confirming the Fourth Amended Joint
Plan of Reorganization of Molycorp, Inc., and its debtor
affiliates.

On April 13, 2016, Judge Sontchi directed the appointment of a
Chapter 11 trustee to oversee the operations of Industrial
Minerals LLC, Molycorp Advance Water Technologies LLC, Molycorp
Minerals LLC, PP IV Mountain Pass II Inc., PP IV Mountain Pass
Inc., and RCF Speedwagon Inc.  Each of the bankruptcy cases of
the companies are no longer jointly administered with Molycorp's
case under Case No. 15-11357.

On May 2, 2016, the Court entered an order in the Molycorp
Minerals Debtors' cases approving the appointment of Paul E.
Harner as chapter 11 trustee for Molycorp Mineral Debtors'
bankruptcy estates.

On Aug. 31, 2016, Molycorp reported that its confirmed Fourth
Joint
Amended Plan became effective as of that date.  Molycorp emerged
from Chapter 11 protection as a newly reorganized business, now
known as Neo Performance Materials.


NAVISTAR INTERNATIONAL: To Present at Gabelli & Company Conference
------------------------------------------------------------------
Navistar International Corporation announced that Troy Clarke,
president and chief executive officer, will discuss business
matters related the Company during Gabelli & Company's 40th Annual
Automotive Aftermarket Symposium in Las Vegas, Nevada on Monday,
October 31, which is scheduled to begin at 5:00 p.m. Central.

The Company also announced that Troy A. Clarke, president and chief
executive officer, and Walter G. Borst, executive vice president
and chief financial officer, will discuss business matters related
to the company during the Robert W. Baird 2016 Industrial
Conference in Chicago, Illinois on Wednesday, November 9, which is
scheduled to begin at 2:00 p.m. Central.

Live webcasts can be accessed through the investor relations page
of the Company's website at
http://www.navistar.com/navistar/investors/webcasts. Investors are
advised to log on to the Website at least 15 minutes prior to the
start of the webcast to allow sufficient time for downloading any
necessary software.  The webcast will be available for replay at
the same address approximately three hours following its
conclusion, and will remain available for a limited time.

                   About Navistar International

Navistar International Corporation (NYSE: NAV) --
http://www.navistar.com/-- is a holding company whose             

subsidiaries and affiliates subsidiaries produce International(R)
brand commercial and military trucks, MaxxForce(R) brand diesel
engines, IC Bus(TM) brand school and commercial buses, Monaco RV
brands of recreational vehicles, and Workhorse(R) brand chassis
for motor homes and step vans.  It also is a private-label
designer and manufacturer of diesel engines for the pickup truck,
van and SUV markets.  The Company also provides truck and diesel
engine parts and service.  Another affiliate offers financing
services.

As of July 31, 2016, Navistar had $5.71 billion in total assets,
$10.85 billion in total liabilities and a total stockholders'
deficit of $5.13 billion.

                          *     *     *

In the July 22, 2015, edition of the TCR, Moody's Investors Service
affirmed Navistar's Corporate Family Rating at 'B3' and assigned a
'Ba3' rating to Navistar, Inc.'s new $1.04 billion senior secured
term loan due 2020.

Navistar carries a 'CCC' Issuer Default Ratings from Fitch
Ratings.

As reported by the TCR on Sept. 13, 2016, S&P Global Ratings placed
its ratings, including the 'CCC+' corporate credit ratings, on
Navistar on CreditWatch with positive implications.


NCP FINANCE: Moody's Affirms Caa1 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service affirmed NCP Finance L.P.'s Caa1
corporate family and senior secured ratings, and maintained its
positive outlook.

                         RATINGS RATIONALE

The affirmation reflects the company's position as an established
Credit Service Organization lender and its business model with
individual guarantees from NCP's CSO partners, which meaningfully
lower the risk of loan performance-related losses.  The affirmation
also reflects the company's solid profitability, helped by strong
demand for alternative financial products in Texas and Ohio, as
well as high operating efficiency driven by low fixed costs and
operating expenses.  In addition, NCP's leverage has improved due
to solid profitability.  The company's debt to EBITDA improved to 5
times at Q2 2016 from over 7 times at FYE 2013.

NCP's Caa1 ratings are constrained by the company's geographic
concentration which exacerbates the operating and regulatory risks
associated with NCP's focus on sub-prime, short-term lending.
Furthermore, NCP's limited CSO client diversification causes it to
be vulnerable to potential revenue volatility were any of the
firm's major clients to reduce their operational presence or shift
business to a different CSO lender.

The positive outlook reflects the company's consistent
profitability and adequate debt service capability while growing
its CSO client base.

The ratings could be upgraded if the company remains profitable and
further diversifies its client base even as its CSO customers
transition their business models to comply with proposed rules by
the Consumer Financial Protection Bureau.

Negative rating actions could materialize if there are meaningful
negative regulatory or legislative developments in Texas or Ohio,
if profitability or leverage metrics deteriorate, possibly due to
loss of key clients, or if the company is unable to refinance its
senior secured term loan.



NEWLEAD HOLDINGS: Chief Executive Officer Resigns
-------------------------------------------------
NewLead Holdings Ltd. announced that Michail S. Zolotas has
resigned from his role as chairman of the Board of Directors and
president and chief executive officer of the Company for personal
reasons, effective as of Wednesday, Oct. 19, 2016.  Mr. Zolotas
remains the principal shareholder of NewLead.

Mr. Zolotas submitted his resignation following recent developments
in a strictly personal legal matter which is wholly unrelated to
NewLead.

Mrs. Anna Zolota will assume the duties of the chairman of the
Board of Directors as well as of the president and chief executive
officer of NewLead.  Mrs. Zolota joined the Company in 2009 as
senior commercial officer and senior insurance officer, after ten
years of experience in the shipping sector.  Mrs. Zolota previously
held the position of vice president of the Commercial Department of
NewLead.

Mrs. Zolota, stated: "NewLead will continue to reinforce its
ability to operate in today's challenging shipping market
conditions.  We will carry-on enhancing the Company's platform to
support NewLead's growth, through a dedicated team of people who
ensure the overall efficient performance of our vessels,
capitalizing on long-standing relationships across the board while
adapting to today's difficult times for the global shipping
industry."

                  About NewLead Holdings Ltd.

NewLead Holdings Ltd. -- http://www.newleadholdings.com/-- is an
international, vertically integrated shipping company that owns and
manages product tankers and dry bulk vessels.  NewLead currently
controls 22 vessels, including six double-hull product tankers and
16 dry bulk vessels of which two are newbuildings.  NewLead's
common shares are traded under the symbol "NEWL" on the NASDAQ
Global Select Market.

NewLead Holdings reported a net loss attributable to the Company's
common shareholders of US$97.1 million on US$27.8 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
attributable to Holdings' common shareholders of US$100 million on
US$12.07 million of revenues for the year ended Dec. 31, 2014.

As of Dec. 31, 2015, NewLead had US$122 million in total assets,
US$297 million in total liabilities, and a total shareholders'
deficit of US$175 million.

EisnerAmper LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred a net
loss and utilized cash in operating activities for the year ended
December 31, 2015 and as of December 31, 2015, has both a working
capital deficiency and shareholders' deficit and, in addition, is
in default on a significant portion of its outstanding obligations.
All such events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.


PANADERIA ZULMA: Hires Hector Morales as Accountant
---------------------------------------------------
Panaderia Zulma Inc. seeks authorization from the U.S. Bankruptcy
Court for the District of Puerto Rico to employ Hector A. Morales
of Morales Munoz & Asociados CPA, PSC as accountant.

The Debtor requires the accounting firm to work on these matters:

   (a) reconciliation of financial information to assist Debtor in

       the preparation of monthly operating reports;

   (b) assist in the reconciliation and clarification of proof of
       claims filed and amount due to creditors;

   (c) provide general accounting and tax services to prepare
       year-end reports and income tax preparation; and

   (d) assist Debtor and Debtor's counsel in the preparation of
       the supporting documents for the Chapter 11 Reorganization
       Plan, including negotiation with creditors.

The accounting firm will be paid at these hourly rates:

       Hector A. Morales, CPA           $90
       CPA Supervisor                   $75
       Senior Accountant                $50
       Staff Accountant                 $40

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

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

Morales Munoz can be reached at:

       Hector A. Morales
       MORALES MUNOZ & ASOCIADOS CPA, PSC
       405 Avenida Esmeralda Ave. Suite 2 PMB 311
       Guaynabo, PR 00969
       Tel: (787) 370-5250
       Fax: (787) 545-6480
       E-mail: cpahectormorales@gmail.com

Panaderia Zulma Inc., filed a Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 16-07217) on September 11, 2016, disclosing
under $1 million in both assets and liabilities.

The Debtor is represented by Myrna L. Ruiz-Olmo, Esq.


RENAISSANCE LEARNING: Moody's Affirms B3 Corporate Family Rating
----------------------------------------------------------------
Moody's Investors Service affirmed Renaissance Learning, Inc.'s B3
Corporate Family Rating, B3-PD Probability of Default Rating (PDR)
and Caa2 second lien term loan rating following the upsizing of the
first lien term loan to pay a dividend.  Concurrently, Moody's
downgraded the existing first lien debt rating to B2 from B1 and
assigned a B2 rating to the new $95 million first lien term loan
add-on.  The greater portion of first lien debt results in higher
expected loss and only a one notch lift from the CFR as compared to
two notches under the existing capital structure.  The outlook is
stable.

Renaissance is upsizing its first lien term loan by $95 million and
using about $68 million in cash to fund a $160 million dividend and
the related fees.  Pro-forma for the transaction, the first lien
term loan balance will be approximately $558 million.

"The increase in debt will result in very high leverage with
Moody's adjusted debt to EBITDA at around 8 times and Moody's
adjusted debt to cash EBITDA (including change in deferred revenue
less change in deferred costs) at about 7 times pro forma for the
twelve months ended September 30, 2016," stated Moody's analyst
Todd Robinson.  "However, solid earnings growth and the use of
excess cash flow to repay debt should allow the company to rapidly
delever to a level appropriate for the B3 rating," continued
Robinson.

These ratings were affirmed:

  Corporate Family Rating, affirmed at B3;
  Probability of Default Rating, affirmed at B3-PD;
  $230 million senior secured second lien term loan due 2022,
   affirmed at Caa2 (LGD5).

These ratings were downgraded:

  $40 million senior secured first lien revolving credit facility
   due 2019, downgraded to B2 (LGD3) from B1 (LGD3);
  $475 million (face amount) senior secured first lien term loan
   due 2021, downgraded to B2 (LGD3) from B1 (LGD3).

This rating was assigned:

  $95 million senior secured first lien term loan add-on due 2021,

   assigned at B2 (LGD3).

The outlook is maintained at stable.

The ratings are subject to the execution of the transaction as
currently proposed and Moody's review of final documentation.

                        RATINGS RATIONALE

Renaissance's B3 Corporate Family Rating reflects the company's
small size, high leverage and lack of product diversity.  The
company faces competition from larger scale, better capitalized
companies like Pearson Education, McGraw-Hill Education and
Scholastic Corporation.  Furthermore, the company is dependent on
Accelerated Reader and the STAR suite of products for the majority
of its revenue.  However, the rating is supported by the favorable
free cash flow characteristics of its business model, with high
levels of recurring revenue and low capital expenditures.  Positive
ratings consideration is also given to the company's well-known
brand name and high level of school penetration in the market for
educational practice and assessment software.

The stable outlook reflects Moody's expectations for material
earnings growth and debt repayment that will reduce Renaissance's
very high leverage.  The stable outlook also considers the
company's good liquidity profile, supported by solid free cash flow
and ample revolver availability.

The ratings could be downgraded if weakening order trends or
increased competition results in a material slowdown in earnings
growth.  Specifically, if debt to EBITDA is expected to be
sustained over 7.5 times (Moody's adjusted and excluding the effect
of deferred revenues), or EBITDA less capital expenditures to
interest expense falls to below 1.5 times (Moody's adjusted and
excluding the effect of deferred revenues), the rating could be
downgraded.

The rating could be upgraded if Renaissance sustains debt to EBITDA
below 6.0 times (Moody's adjusted and excluding the effect of
deferred revenues), EBITDA less capex coverage of interest expense
(Moody's adjusted and excluding the effect of deferred revenues)
above 2.5 times, and free cash flow to debt in the high single
digits as a percentage of adjusted debt.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

Renaissance is a provider of subscription based educational
practice and assessment software and school improvement programs
for pre-kindergarten through senior high (pre-K-12) schools.
Revenue for the twelve months ended June 30, 2016, was
approximately $213 million.  The company is majority owned by
affiliates of Hellman & Friedman LLC.



RONALD B. JOSEPH: Dec. 19 Disclosure Statement Hearing Set
----------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida will
convene a hearing on December 19, 2016, at 11:00 a.m., to consider
and rule on the disclosure statement explaining Ronald B. Joseph
and Krista Kay Keating-Joseph's plan and any objections or
modifications thereto.

Any objection to the Disclosure Statement must be filed seven days
before the December 19 hearing date.

The bankruptcy case is Ronald B. Joseph and Krista Kay
Keating-Joseph, Case No. 15-00734 (Bankr. M.D. Fla.).

The Debtors are represented by:

     Jason Burgess, Esq.
     1855 Mayport Road
     Atlantic Beach, FL 32233


S&S SCREW: Hires Thompson Burton as Counsel
-------------------------------------------
S&S Screw Machine Company, LLC seeks authorization from the U.S.
Bankruptcy Court for the Middle District of Tennessee to employ
Thompson Burton, PLLC as counsel.

The Debtor requires Thompson Burton to:

    -- provide the Debtor legal advice with respect to powers and
       duties in the management of Debtor's property;

    -- prepare on behalf of the Debtor necessary applications,
       notices, complaints, answers, motions, orders,
       reports, plans, disclosure statements, and other documents;


    -- represent the Debtor at hearings, proceedings, meetings,
       etc., in this Court and before other tribunals and
       administrative agencies; and

    -- facilitate filings and other activities, and to perform any

       and all other legal services for the Debtor which may be
       necessary or appropriate in this chapter 11 case.

Thompson Burton will be paid at these hourly rates:

       Phillip G. Young, Jr.       $375
       Ronn G. Steen, Jr.          $375
       David P. Cañas              $390
       Justin Campbell             $200

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

Thompson Burton received a retainer payment of $25,000 from the
Debtor for initial attorney fees, expenses and filing fee. All
prepetition fees, expenses and filing fees have been paid as of the
filing of this Motion, and there remains $14,801.96 in the Thompson
Burton's trust account on behalf of the Debtor.

Phillip G. Young, Jr., member of Thompson Burton, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.

The Bankruptcy Court will hold a hearing on the application on
November 1, 2016, at 9:00 a.m.

Thompson Burton can be reached at:

       Phillip G. Young, Jr., Esq.
       Ronald G. Steen, Jr., Esq.
       David Canas, Esq.
       THOMPSON BURTON PLLC
       6100 Tower Circle, Suite 200
       Franklin, TN 37067
       Tel: (615) 465-6000
       E-mail: phillip@thompsonburton.com
               ronn.steen@thompsonburton.com
               david@thompsonburton.com

                  About S&S Screw Machine Company

S&S Screw Machine Company, LLC, doing business as S&S - Precision,
filed a chapter 11 petition (Bankr. M.D. Tenn. Case No. 16-06829)
on Sept. 24, 2016.  The petition was signed by Lawrence J. Battle,
authorized member.  The Debtor is represented by Phillip G. Young,
Jr., Esq., at Thompson Burton PLLC.  The case is assigned to Judge
Randal S. Mashburn.  The Debtor estimated assets and liabilities at
$1 million to $10 million at the time of the filing.


SAMSON RESOURCES: Wins Final OK of $660 Million in Asset Sales
--------------------------------------------------------------
Vince Sullivan, writing for Bankruptcy Law360, reported that Samson
Resources Corp. on Oct. 26, 2016, received court approval of a
series of asset sales that will net the company nearly $660
million, paving the way for a planned debt-for-equity swap that
will reorganize the company's $4 billion in debt.  The report said
U.S. Bankruptcy Judge Christopher S. Sontchi signed off on the sale
of six packages of oil and gas assets after disputes over allegedly
unpaid royalties were resolved.

U.S. Bankruptcy Judge Christopher S. Sontchi previously gave Samson
the preliminary approval for sale of six different packages of oil
and gas assets throughout the United States, ruling they were
indeed in the company's best interests.  In an Oct. 17 report,
Bankruptcy Law360 said Judge Sontchi approved the sales once Samson
works out objections over contracts and creditor payment amounts,
including a $137 million dispute with the U.S. government.  The
report noted that during a lengthy hearing in Wilmington, Judge
Sontchi said he would approve the sales of six different packages
of oil and gas assets located primarily in Oklahoma, North Dakota,
New Mexico and Texas after hearing argument and testimony about the
marketing process and the support the sales have from creditors.

Judge Sontchi gave preliminary approval of the sale of Samson's:

     -- Permian mineral assets, which occupy a swath of West Texas
and spill over into New Mexico, to Stone Hill Minerals Holdings LLC
for $51.7 million;

     -- Williston assets in North Dakota, and some of Montana, to
Resource Energy Can-Am LLC for $75 million;

     -- San Juan assets in New Mexico, and parts of Colorado, to
the Southern Ute Indian Tribe, doing business as Red Willow
Production Co., for $116 million;

     -- west Anadarko assets to Tecolote Holdings LLC for $131
million;

     -- central Anadarko assets to Fairway Resources Partners III
LLC for $132 million; and

     -- east Anadarko assets to Rebellion Energy LLC for $152
million.

The Andarko assets are mostly in Oklahoma, with some areas in
Kansas and Texas.

According to the Law360 report, the Interior Department says Samson
may have underpaid on royalties on federal and tribal land to the
tune of up to $66.6 million, with the rest of the money potentially
owed coming from past and future reclamation and decommissioning
costs.

Those issues and others with individual landholders' lease and
royalty rights are scheduled to be hashed out at the final hearing,
but Judge Sontchi said it was unlikely Samson owes the federal
government and others nothing when he considers the matter.

                About Samson Resources Corporation

Samson Resources Corporation, et al., filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-11934) on Sept. 16,
2015.  Philip W. Cook, the executive vice president and CFO,
signed
the petition.  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 is the Debtors' 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.  The
Committee has tapped White & Case LLP as counsel and Farnan LLP as
local counsel.

                            *     *     *

In September 2016, Judge Sontchi denied Samson Resources' Motion
for extension of their exclusive periods to file and solicit
acceptances of their chapter 11 plan.  Samson sought an extension
of its exclusivity period by another six months through March
2017.

The Debtors, on May 16, 2016, filed a new debt-for-equity Chapter
11 Plan, a copy of whose Disclosure Statement is available at
http://bankrupt.com/misc/SAMSONds0517.pdf  The Plan contemplates
an exchange of First Lien Claims for new first lien debt (including
commitments under a new reserve-based revolving credit facility),
Cash (including proceeds from Asset Sales, if any), and new common
equity.


SERVICEMASTER COMPANY: Moody's Affirms Ba3 Corporate Family Rating
------------------------------------------------------------------
Moody's Investors Service affirmed The Servicemaster Company, LLC's
Corporate Family rating at Ba3, Probability of Default rating at
Ba3-PD, senior unsecured notes at B2 and Speculative Grade
Liquidity rating at SGL-1.  Moody's assigned Ba2 ratings to
ServiceMaster's proposed senior secured revolving credit facility
due 2021 and term loan B due 2023.  The rating outlook was revised
to stable from positive.

ServiceMaster announced it plans to repay fully its approximately
$2.4 billion senior secured term loan B due 2021 with the net
proceeds of the proposed $1.5 billion term loan B due 2023 and
other debt it plans to raise in the near future.  The proposed
senior secured revolver due 2021 will replace the existing revolver
due 2019.  Both proposed financings are contingent upon the
successful arrangement of the incremental debt.  Moody's expects
net proceeds of the incremental debt will be at least enough to
repay the portion of the term loan B due 2021 remaining after
repayment with the net proceeds of the proposed term loan B due
2023, or at least $900 million.  Moody's expects to withdraw the
existing senior secured ratings after the close of the proposed and
incremental debt.

Issuer: ServiceMaster Company, LLC (The)

Affirmations:

  Corporate Family Rating, Affirmed Ba3
  Probability of Default Rating, Affirmed Ba3-PD
  Speculative Grade Liquidity Rating, Affirmed SGL-1

Assignments:

  Senior Secured Bank Credit Facility, Assigned Ba2 (LGD3)

Outlook:
  Outlook, Changed To Stable From Positive

Issuer: ServiceMaster Company (The) (Old)

Affirmations:
  Senior Unsecured Regular Bond/Debenture, Affirmed B2 (LGD6)

Issuer: ServiceMaster Company LimitedPartnership(The)

Affirmations:
  Senior Unsecured Regular Bond/Debenture, Affirmed B2 (LGD6)

                         RATINGS RATIONALE

"Moody's expectations for financial leverage to remain above 4
times and a slow pace of debt repayment drive the revision of the
rating outlook to stable from positive," noted Edmond DeForest,
Moody's Senior Credit Officer.

The Ba3 CFR reflects ServiceMaster's solid market positions and
scale in two business segments (pest control and home warranty
policies), along with Moody's expectations for about 5% revenue
growth, steady low 20s% EBITA margins and debt to EBITDA below 4.5
times.  Customer retention rates of over 80% make revenues
predictable.  Revenues at the Terminix division are somewhat
seasonal.  Disciplined cost management, new products at Terminix,
new contract sales at American Home Shield (AHS) and a history of
steady price increases lead Moody's to anticipate steady revenue
growth.  Investments in new product development, marketing and
information technology could limit near-term profit margin and free
cash flow expansion.  Free cash flow is expected to be used to fund
shareholder returns and acquisitions.  Reductions in financial
leverage will be dependent upon EBITDA growth as Moody's does not
expect material debt repayment over the near term.

Unless otherwise noted, all financial metrics cited reflect Moody's
standard analytical adjustments.

In 2015, one of the company's Terminix branches used methyl bromide
as a fumigant at a resort in St. John, U.S. Virgin Islands, which
resulted in serious injuries to four members of a family
vacationing there.  Terminix has settled civil liabilities arising
from the incident.  Ongoing negotiations to settle criminal
liabilities reduce the potential for further negative monetary and
reputational impacts to the company.

The SGL-1 liquidity rating reflects ServiceMaster's very good
liquidity.  Moody's anticipates over $200 million of unrestricted
cash and equivalents, at least $300 million of free cash flow and
over $250 million of availability under the proposed $300 million
revolver.  An additional approximately $100 million of restricted
cash is held in trust as collateral under an insurance program.
There are no material debt maturities until 2018 when about
$80 million of senior unsecured notes come due.

The Ba2 (LGD3) ratings assigned to the proposed senior secured debt
reflects the Ba3-PD PDR and first loss support provided by junior
debt.  Moody's assumes the incremental debt will rank junior to the
senior secured obligations in Moody's hierarchy of claims at
default.  The proposed senior secured debt benefits from secured
guarantees of certain operating subsidiaries and pledge of all
assets of ServiceMaster, including the stock of subsidiaries. The
senior secured ratings reflect a deficiency claim of 40%,
reflecting the lack of secured upstream guarantees from AHS and its
subsidiaries.  The Ba2 ratings also reflect Moody's expectations
for around $3.0 billion of total debt (before Moody's standard
analytical adjustments) once the incremental debt is raised.

The B2 (LGD6) ratings on the legacy notes reflect their junior most
position in Moody's hierarchy of claims at default, behind the
proposed senior secured debt, incremental debt and other unsecured
claims of ServiceMaster.

The stable ratings outlook reflects Moody's anticipation of 5%
revenue growth, debt to EBITDA below 4.5 times and 10% free cash
flow to debt.  The stable outlook also reflects Moody's
anticipation for free cash flow to be used to fund shareholder
returns and acquisitions.

The ratings could be lowered if Moody's expects: 1) little or no
revenue growth; 2) debt to EBITDA will be maintained above 5 times;
3) free cash flow to debt will remain below 8%; or 4) more
aggressive shareholder return or acquisition policies.

The ratings could be raised if Moody's expects: 1) debt to EBITDA
will remain below 4 times; 2) free cash flow to debt maintained
above 12%; and 3) balanced financial policies.

The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.

ServiceMaster, a wholly-owned subsidiary of publicly-traded
Servicemaster Global Holdings, Inc. based in Memphis, TN, is a
national provider of products and services (termite and pest
control, home service contracts, cleaning and disaster restoration,
house cleaning, furniture repair and home inspection), through
company-owned and franchised operations. Brands include: Terminix,
American Home Shield (AHS), ServiceMaster Clean, Merry Maids,
Furniture Medic and AmeriSpec. Moody's expects 2017 revenues of
over $2.8 billion.



SETAI 3509: Plan Outline Approved, Nov. 29 Confirmation Hrg. Set
----------------------------------------------------------------
Judge Laurel M. Isicoff approved the Disclosure Statement in
support of the Chapter 11 Plan proposed by Setai 3509, LLC and
Setai 1908, LLC, as containing "adequate information" in accordance
with the Bankruptcy Code.

The confirmation hearing on the Debtors' cases is set for Nov. 29,
2016, at 9:30 a.m.

Written objections to confirmation of the Plan should be filed no
later than Nov. 15.

As previously reported by The Troubled Company Reporter, the
Debtors' Plan proposes to do a pro rata distribution of $10,000 to
general unsecured creditors.

                     About Setai 3509

Setai 3509, LLC and Setai 1908, LLC, based in Miami Beach, Fla.,
filed a Chapter 11 petitions (Bankr. S.D. Fla. Case Nos. 16-20114
and 16-20115) on July 21, 2016.  Judge Laurel M. Isicoff presides
over Setai 3509's case, while Judge Robert A. Mark presides over
Setai 1908's case.  Michael S. Hoffman, Esq., at Hoffman Larin &
Agnetti, P.A., serves as bankruptcy counsel.

The Debtors each estimated $1 million to $10 million in assets.
Setai 3509 estimated $10 million to $50 million in liabilities,
while Setai 1908 estimated $1 million to $10 million in
liabilities.  The petitions were signed by Eric Grabois,
authorized
agent.

The Office of the U.S. Trustee on Sept. 23, 2016 disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 cases of Setai 3509, LLC and Setai
1908, LLC.


SHULL PLUMBING: Unsecured Creditors To Recoup 10% Under Plan
------------------------------------------------------------
Shull Plumbing, Inc., filed a revised disclosure statement
explaining its plan of reorganization, which proposes to pay 10% of
the allowed claims of general unsecured creditors in full
satisfaction of those claims.

Other creditors, including Libertyville Bank & Trust Co., the
Internal Revenue Service, and priority unsecured creditors, will
recover 100% of their allowed claims.

New stock will be issued to shareholders.  At the present time, the
sole shareholder of the Debtor is Sheldon Jack Shull, who is
requesting 100% ownership of the reorganized Debtor.  Mr. Shull is
proposing to contribute "new value" in the amount of $10,000 to
allow him to retain his interest in the Debtor.

An auction will be held at the same time and place of the hearing
on confirmation to determine if any other party is interested in
providing "new value" to purchase the stock of the reorganized
Debtor.  The initial offer is $10,000 by Mr. Shull and additional
bids will be in increments of $1,000.

A full-text copy of the Amended Disclosure Statement dated October
20, 2016, is available at:

     http://bankrupt.com/misc/ilnb15-38005-65.pdf

                About Shull Plumbing

Shull Plumbing, Inc., filed a chapter 11 petition (Bankr. N.D. Ill.
Case No. 15-38005) on Nov. 8, 2015.  The petition was signed by
Sheldon J. Shull, president.  The Debtor is represented by Joseph
E. Cohen, Esq., at Cohen & Krol.  The Debtor estimated assets at
$100,001 to $500,000 and liabilities at $500,001 to $1 million.


SHULL PLUMBING: Unsecureds to Get 10% Recovery Under Plan
---------------------------------------------------------
Shull Plumbing, Inc., filed with the U.S. Bankruptcy Court for the
Northern District of Illinois a proposed Disclosure Statement in
support of its Plan of Reorganization, which proposes a 10%
recovery to Class IV General Unsecured Claims.

Class IV Claims will be paid in 20 quarterly payments, commencing
30 days after termination of the appeal period of an order of
confirmation.

The Plan proposes 100% recovery to Class I secured claim of
Libertyville Bank & Trust Co., Class II secured claim of Internal
Revenue Service and Class III unsecured claims entitled to
priority.

The Plan will be funded from the income derived from the Debtor's
business.  The Debtor expects income to grow from yea 2016 through
2021.

An auction will be held at the same time and place of the hearing
on confirmation to determine if any other party is interested in
providing "new value" to purchase the stock of the Reorganized
Debtor.  The initial offer is $5,000 by Sheldon Jack Shull and
additional bids will be in increments of $1,000.  All bids will
require a deposit of $5,000.  Once the sale is completed, the "old
stock" of the Debtor will be cancelled and forfeited and new stock
in the Reorganized Debtor will be issued.

A copy of the Disclosure Statement is available at:

       http://bankrupt.com/misc/ilnb15-38005-59.pdf

                   About Shull Plumbing

Shull Plumbing, Inc., filed a chapter 11 petition (Bankr. N.D. Ill.
Case No. 15-38005) on Nov. 8, 2015.  The petition was signed by
Sheldon J. Shull, president.  The Debtor is represented by Joseph
E. Cohen, Esq., at Cohen & Krol.  The Debtor estimated assets at
$100,001 to $500,000 and liabilities at $500,001 to $1 million.


SPECTRUM HEALTHCARE: Court Allows Use of Cash on Interim Basis
--------------------------------------------------------------
Judge James J. Tancredi of the U.S. Bankruptcy Court for the
District Connecticut authorized Spectrum Healthcare LLC, et al., to
use the cash collateral of its secured creditors.

The Debtors' secured creditors are Midcap Funding IV LLC, CCP
Finance I, LLC, CCP Park Place, 7541 LLC, CCP Torrington 7542 LLC,
Midland States Bank, the Secretary of Housing and Urban
Development, and the State of Connecticut Department of Revenue
Services, also known as the DRS.

The Spectrum Borrowers, consisting of all the Debtors, except
Spectrum Healthcare Derby, LLC, owe Midcap Funding $4,073,230 for
Debtors Spectrum Healthcare, LLC, Spectrum Healthcare Hartford,
LLC, and Spectrum Healthcare Torrington, LLC, and $2,211,198 for
Debtor Spectrum Healthcare Manchester, LLC, as of the Petition
Date.  Debtor Spectrum Healthcare Derby, LLC, is indebted to Midcap
Funding in the amount of $1,244,879 as of the Petition Date.

The Spectrum Tenants, consisting of Spectrum Healthcare Hartford
and Spectrum Healthcare Torrington, leased from the CCP Landlords,
consisting of  CCP Park Place, 7541 LLC and CCP Torrington 7542
LLC, two skilled nursing facilities from which they operate their
business.  The Spectrum Tenants granted the CCP Landlords a
security interest in Tenant Property and the products and proceeds
thereof.  

The Spectrum Tenants are indebted to CCP Finance I, LLC pursuant to
a promissory note in the original principal amount of $900,000.
CCP Finance 1 was granted a security interest in substantially all
the assets of the Spectrum Tenants.  The Spectrum Tenants owe CCP
Finance I approximately $825,000 as of the Petition Date.

The DRS asserts a statutory right to set off the Debtors' unpaid
prepetition provider taxes against the Debtors' prepetition
Medicaid Receivables.

Judge Tancredi acknowledged that the Debtors have an immediate need
to use cash collateral in order to permit, among other tasks, the
orderly continuation of the operation of their businesses, to
minimize the disruption of their business operations, and to manage
and preserve the assets of their estates.

The approved Budget covers the period beginning Oct. 6, 2016
through Nov. 5, 2016, and provides for total expenses in the amount
of:

     (1) Spectrum Healthcare:

          Oct. 6, 2016 to Oct. 15, 2016: $617,000
          Oct. 16, 2016 to Oct. 21, 2016: $562,000
          Oct. 23, 2016 to Oct. 29, 2016: $735,656
          Oct. 30, 2016 to Nov. 5, 2016: $1,716,500

     (2) Spectrum Healthcare:

          Oct. 6, 2016 to Oct. 15, 2016: $5,000
          Oct. 16, 2016 to Oct. 21, 2016: $59,000
          Oct. 23, 2016 to Oct. 29, 2016: $115,000
          Oct. 30, 2016 to Nov. 5, 2016: $53,000

     (3) Spectrum Healthcare Hartford:

          Oct. 6, 2016 to Oct. 15, 2016: $139,500
          Oct. 16, 2016 to Oct. 21, 2016: $129,500
          Oct. 23, 2016 to Oct. 29, 2016: $167,654
          Oct. 30, 2016 to Nov. 5, 2016: $414,500

     (4) Spectrum Healthcare Derby:

          Oct. 6, 2016 to Oct. 15, 2016: $202,000
          Oct. 16, 2016 to Oct. 21, 2016: $132,000
          Oct. 23, 2016 to Oct. 29, 2016: $165,078

          October 30, 2016 to November 5, 2016: $403,000

     (5) Spectrum Healthcare Torrington:

          Oct. 6, 2016 to Oct. 15, 2016: $120,000
          Oct. 16, 2016 to Oct. 21, 2016: $106,000
          Oct. 23, 2016 to Oct. 29, 2016: $138,424
          Oct. 30, 2016 to Nov. 5, 2016: $401,500

     (6) Spectrum Healthcare Manchester:

          Oct. 6, 2016 to Oct. 15, 2016: $150,500
          Oct. 16, 2016 to Oct. 21, 2016: $135,500
          Oct. 23, 2016 to Oct. 29, 2016: $149,500
          Oct. 30, 2016 to Nov. 5, 2016: $444,500

The Secured Creditors are granted replacement liens on the Debtors'
Collection Accounts and other debtor-in-possession accounts of the
Debtors, subject, among others, to a carve-out for payment of the
Debtors' professional fees in the amount of $50,000 and for the
payment of the professionals of any Committee appointed in the
Bankruptcy Cases in the amount of $10,000.

The Secured Creditors are also granted additional replacement liens
in cash collateral, accounts, including health-care insurance
receivables and governmental healthcare receivables, and all
proceeds thereof, and other collateral in which each of the Secured
Creditors held a security interest prepetition.

A further hearing on the Debtors' Motion is scheduled on Nov. 4,
2016 at 10:00 a.m.

The Debtors were directed to make weekly payments of $10,000 to
Midcap Funding, beginning on Oct. 14, 2016.

A full-text copy of the Order, dated Sept. 30, 2016, is available
at
http://bankrupt.com/misc/SpectrumHealthcare2016_1621635_76.pdf

             About Spectrum Healthcare LLC, et al.

Spectrum Healthcare, LLC (Case No. 16-21635), Spectrum Healthcare
Derby, LLC (Case No. 16-21636), Spectrum Healthcare Hartford, LLC
(Case No. 16-21637), Spectrum Healthcare Manchester, LLC (Case No.
16-21638) and Spectrum Healthcare Torrington, LLC (Case No.
16-21639) filed Chapter 11 petitions on Oct. 6, 2016.

The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC, in Bridgeport, Connecticut.

At the time of filing, the Debtors listed these assets and
liabilities:

                                          Total        Estimated
                                          Assets      Liabilities
                                        ----------    -----------
Spectrum Healthcare                      $282,369      $500K-$1M
Spectrum Healthcare Derby               $2,068,467      $1M-$10M
Spectrum Healthcare Hartford            $4,188,568        N/A
Spectrum Healthcare Manchester, LLC     $2,729,410        N/A
Spectrum Healthcare Torrington, LLC     $3,321,626        N/A

The petitions were signed by Sean Murphy, chief financial officer.

Spectrum Healthcare and its affiliates previously filed Chapter 11
petitions (Bankr. D. Conn. Case No. 12-22206) on Sept. 10, 2012.


STARZ ACQUISITION: Must File Plan, Disclosures by Jan. 16
---------------------------------------------------------
The bankruptcy case of Starz Acquisition, LLC, came on for status
conference on October 19, 2016.  At the status conference, the U.S.
Bankruptcy Court for the Middle District of Florida reviewed the
nature and size of the Debtor's business, the overall status of the
case, and considered the positions of the parties represrnted at
the status conference.

Based on that review, the Court ordered that the Debtor must file a
Plan and Disclosure Statement on or before January 16, 2017.

If the Debtor fails to file a Plan and Disclosure Statement by
January 16, the Court will issue an order to show cause why the
case should not be dismissed or converted to a Chapter 7 case
pursuant to Section 1112(b)(1) of the Bankruptcy Code.

Starz Acquisition, LLC, which operates Italian
restaurants/pizzerias, filed a chapter 11 petition (Bankr. M.D.
Fla. Case No. 16-08045), on September 18, 2016.  The Debtor is
represented by Michael R. Dal Lago, Esq. at Dal Lago Law, of
Naples, FL.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Starz Acquisition, LLC, as of
Oct. 21, according to a court docket.


SUNEDISON INC: Panel Balks at Bid to Move Filing of 2015.3 Report
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors of SunEdison, Inc.
and its affiliates seeks to block the Debtors' request for an
extension of the time period to file 2015.3 Reports for Non-Debtor
Affiliates.

The Committee tells Judge Stuart Bernstein that the Debtors seek
yet another extension -- until November 28, 2016 -- to file their
2015.3 Reports.  

The Committee reminds the judge that, as the Court emphasized at
the September 15 Hearing, due to the Debtors' failure to produce
the 2015.3 Reports, parties in interest currently have very little
information about the Debtors' non-Debtor affiliates.

Bankruptcy Rule 2015.3 provides, in relevant part: "In a chapter 11
case, the trustee or debtor in possession shall file periodic
financial reports of the value, operations, and profitability of
each entity that is not a publicly traded corporation or a debtor
in a case under title 11, and in which the estate holds a
substantial or controlling interest. The reports shall be prepared
as prescribed by the appropriate Official Form, and shall be based
upon the most recent information reasonably available to the
trustee or debtor in possession."

The Committee notes that the Debtors admittedly have over two
thousand non-Debtor entities to which Bankruptcy Rule 2015.3's
reporting requirements apply. An analysis of the information
included in 2015.3 Reports -- basic financial information
pertaining to these non-Debtor entities -- is critical to the
Creditors' Committee's evaluation of potential recoveries to
unsecured creditors.

The Debtors place the blame for their failure to produce the 2015.3
Reports on two "logistical obstacles," neither of which should be
viewed as a legitimate excuse, the Committee states. First, the
Debtors point to the volume of entities for which the Debtors have
to provide 2015.3 Reports. However, as the Court noted at the
September 15 Hearing, the 2015.3 Reports consist of very basic
financial information. The Creditors' Committee sees no reason why
the Debtors could not have started producing the 2015.3 Reports on
a rolling basis well before the deadline.  The Debtors have had 180
days to do so. To date, the Debtors have not produced a single
2015.3 Report.

The Commitee also notes that the Debtors assert that the
reconciliation of the Debtors' intercompany balances is an ongoing
and labor intensive process. However, the Committee has serious
doubts as to whether the Debtors have made any real progress on
this front. The Debtors have balked at the Creditors' Committee's
numerous and frequent requests for a workplan with target dates
relating to the reconciliation process and have stonewalled the
Committee's requests for an estimate of the when the reconciliation
process will be complete.  At the same time, the Debtors have
failed to provide the Committee some of the most basic information.


"One can draw many inferences from the Debtors' failure to have and
provide this information," the Committee says.

The Committee asks the Court to deny the requested extension and
direct the Debtors to commence filing their 2015.3 Reports
immediately on a rolling basis, and complete the production of all
of their 2015.3 Reports by no later than Nov. 15.

The members of the Creditors' Committee are: (1) BOKF, N.A., as
Indenture Trustee; (2) AQR DELTA Master Account, L.P.; (3)
Advantage Opportunities Fund, LP; (4) D.E. Shaw Composite Holdings,
LLC; (5) Flextronics Industrial, Ltd.; (6) Albemarle Corporation;
and (7) Vivint Solar, Inc.

                            *     *     *

Roughly four hours after the Committee submitted its objection to
the extension request, SunEdison filed a "Periodic Report Regarding
Value, Operations and Profitability of Entities in Which the Debtor
Holds a Substantial or Controlling Interest" pursuant to Bankruptcy
Rule 2015.3.

A copy of the report is available at:

           http://bankrupt.com/misc/nysb16-10992-1487.pdf

The Debtors said they intend to continue to include additional
non-public non-Debtor entities not reflected in this First Initial
Report on a rolling basis following either: (i) the completion of a
continuing review of intercompany transactions among and between
the Debtors and their non-Debtor affiliates and subsidiaries post
December 31, 2014 and/or (ii) permission from non-Debtor
shareholders of certain non-pubic non-Debtor entities to disclose
the information as required under Bankruptcy Rule 2015.3(e).

                   About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power
generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.

The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and
KPMG LLP as their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East.  Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors retained Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc., also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power, Inc.,
and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at Pillsbury
Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.


SUNEDISON INC: Seeks April 2017 Extension of Exclusivity Periods
----------------------------------------------------------------
SunEdison, Inc., and certain of its affiliates seek continued
control of their restructuring.  On Thursday, the Debtors ask Judge
Stuart Bernstein to extend by 90 days the exclusive periods during
which only the Debtors may file a chapter 11 plan of reorganization
and solicit acceptances thereof.

Specifically, the Debtors seek to (a) extend the exclusive period
to file a chapter 11 plan for each of the Debtors through and
including Feb. 15, 2017, and (b) extend the exclusive period to
solicit acceptances of a chapter 11 plan for each of the Debtors
through and including April 17, 2017.

"To say the least, the Debtors are at a critical juncture in these
Chapter 11 Cases," the Debtors said in court papers.  "Indeed, it
is unlikely that the Debtors may propose a realistic chapter 11
plan until there is sufficient clarity around the issues noted
above. Competing plans at this stage, while the Debtors are in the
midst of evaluating how best to maximize the value of their most
valuable assets, would inject uncertainty into this process to the
detriment of all stakeholders."  The Debtors contend the extension
request is warranted given their continued progress in the  Chapter
11 Cases, necessary to achieve a consensual plan, and without
prejudice to any party that seeks to shorten such periods.

John S. Dubel, the Debtors' Chief Executive Officer and Chief
Restructuring Officer, tells the Court the Debtors have worked
diligently the last six months -- reaping approximately $609.1
million in proceeds from numerous sales -- and will continue to do
so for the remainder of the cases while working to emerge from
chapter 11 as expeditiously as possible.

The Debtors with the assistance of Rothschild, their investment
banker, have continued to canvass the market and consummated
numerous de minimis asset sales and Bankruptcy Code section 363
sales.  The Debtors have executed confidentiality agreements with,
and granted data-room access to, more than 300 parties; the Debtors
have received bids to purchase assets from more than 100 parties;
and notably, the Debtors have entered into definitive asset
purchase agreements for various Projects and, in many cases, have
closed certain of these transactions, since the Petition Date
providing hundreds of millions of dollars in estimated gross
proceed (which may be subject to certain purchase price
reductions), including, but not limited to the sale of the
Debtors':

     -- North American Utility Business Unit for $144 million;

     -- Various California, Northeast, Minnesota, and New York
Commercial and Industrial Projects for $149 million;

     -- Residential and Small Commercial Business Unit for $8.7
million;

     -- SUNE Troughton Farm Solar Limited for $30.4 million;

     -- Mount Signal 2 and 3 for $104 million;

     -- Sunflower Project for $23 million; and

     -- Solar Materials Business for $150 million.

The Debtors also have continued to discuss with the TerraForm
Power, Inc. and TerraForm Global, Inc. -- Yieldcos -- the
intercompany disputes between the Yieldcos and the Debtors in the
context of the Debtors' overall chapter 11 efforts, and those
discussions are still ongoing.  They also have responded to, and in
certain cases, resolved numerous requests for relief from the
automatic stay, including but not limited to, Vivint Solar, Inc.'s
request to lift the automatic stay to liquidate its alleged
prepetition claims, and responded to numerous document and
information requests by the Official Committee of Unsecured
Creditors and produced tens of thousands of pages of documents.
They also have opposed requests for appointment of an official
committee of equity security holders, which ultimately resulted in
such requests being denied.

The Debtors also have begun the claims review process after
establishing September 23, 2016, as the general bar date and
October 18, 2016 as the governmental bar date.

The Debtors also relate that on October 20, 2016, the Committee
filed a complaint seeking, among other things, to (a) challenge the
validity of the secured liens held by the Prepetition First Lien
Lenders and the Prepetition Second Lien Lenders, (b) avoid certain
transfers made prior to the Petition Date to the Prepetition First
Lien Lenders and the Prepetition Second Lien Lenders, and (c)
disallow approximately $200 million of allegedly unamortized
"original issue discount" arising from the transfers that are the
subject of the Lien Challenge Complaint.  The Committee is also
investigating potential estate claims against the Yieldcos.

Mr. Dubel says, "To allow the Exclusive Periods to expire at this
point would jeopardize the work that the Debtors have accomplished
to date and the consensus-building that is the hallmark of these
cases and precisely what exclusivity is designed to achieve. An
extension of the Exclusive Periods will allow the Debtors to
maintain a controlled environment in which they can: (i) negotiate
a resolution of the issues raised in the Lien Challenge Complaint,
(ii) determine whether a value-maximizing resolution of the issues
related to the Yieldcos is possible, or whether they will determine
to litigate causes of action, and (iii) identify the best path
forward in maximizing the value of their interest in the Yieldcos
-- each of which will help provide the value-maximizing building
blocks for a viable chapter 11 plan."

                   About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power
generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.

The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and
KPMG LLP as their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East.  Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors retained Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc., also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power, Inc.,
and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement:

     Richard Levy, Esq.
     Brad Kotler, Esq.
     Latham & Watkins
     330 North Wabash Avenue, Suite 2800
     Chicago, IL
     E-mail: richard.levy@lw.com
             brad.kotler@lw.com

Counsel to the administrative agent under the postpetition DIP
financing facility:

     Scott Greissman, Esq.
     Elizabeth Feld, Esq.
     White & Case LLP
     1155 Avenue of the Americas
     New York, NY 10036-2787
     E-mail: sgreissman@whitecase.com
             efeld@whitecase.com

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien
creditors:

     Arik Preis, Esq.
     Naomi Moss, Esq.
     Akin Gump Strauss Hauer & Field, LLP
     One Bryant Park
     Bank of America Tower
     New York, NY, 10036
     E-mail: apreis@akingump.com
             nmoss@akingump.com

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement:

     Daniel S. Brown, Esq.
     Pillsbury Winthrop Shaw Pittman LLP
     1540 Broadway
     New York, NY 10036
     E-mail: daniel.brown@pillsburylaw.com

Counsel to the collateral trustee under the Debtors' prepetition
second lien credit agreement and the indenture trustee under each
of the Debtors' outstanding bond issuances:

     Marie C. Pollio, Esq.
     Shipman & Goodwin LLP
     One Constitution Plaza
     Hartford, CT 06103
     E-mail: mpollio@goodwin.com

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes:

     Tom Lauria, Esq.
     White & Case LLP
     1155 Avenue of the Americas
     New York, NY 10036-2787
     E-mail: tlauria@whitecase.com


SUNEDISON INC: Shareholder Asks Court to End "Anarchy"
------------------------------------------------------
Stephen A. Miller, a SunEdison shareholder, is asking the U.S.
Bankruptcy Court to "end anarchy" in the Chapter 11 proceedings of
SunEdison Inc. and its debtor-affiliates.

Mr. Miller's pleading was captioned "MOTION TO END ANARCHY".

He said, "For no benefit in return; this court has chosen to
conspire with ignorant, stupid criminals to defraud the
stockholders of SunEdison Inc. in a criminal bankruptcy that has
been explained on the record with the financial statements of
Vivint Solar in an attempt to transfer $1.9 billion from SunEdison,
Inc. to Blackstone Funds. Prior to the peak price of SunEdison at
$30 the sune executive, Carlos Domenech insider traded his sune
shares for slightly less than $10,000,000 which was reported to the
incompetent, lazy FBI in the Bridgeport, CT office.  The entire
transaction is recorded in a proxy statement to the SEC."

"The only money available for sune stockholders will be from KPMG
and its insurance companies. The financial records covering up the
fraud perpetrated by the lenders for the management to embezzle was
provided by the lenders who continued to loan while their money
disappeared. For the court to ignore the destruction of financial
records while hundreds of millions of dollars are embezzled and
lenders plow in more fresh cash is the definition of anarchy by a
lawless court."


Mr. Miller added: "The election rigging by Debbie Wasserman Schultz
to cheat the voters for Bernie Sanders is dwarfed only by the
police murders of innocent black victims filmed for evidence is the
definition of anarchy by a lawless society. The entire media
conspiracy never mentions disqualification of Hillary for voter
fraud even when Trump claims there will be rigging again. The
Constitution is glorified hypocrisy. The lenders are in court with
their hands out to collect bogus loans
made while losses are provided for embezzlement and legal fees are
donated to lawyers by the court from the stockholders while one of
two psychopaths are anointed President. Evidence and law are
ignored by the courts."

He added that the $1.9 billion acquisition of Vivint Solar created
by Carlos Domenech designed explicitly to transfer more lenders
cash from SunEdison stockholders was coincident to three insider
trades by Domenech that pocketed slightly less than $10,000,000 has
been allowed by the FBI.  

"These are not speculations," he said.

In a letter to Salvatore J. Graziano, Esq., a partner at Bernstein
Litowitz Berger & Grossmann LLP, Mr. Miller says, "The lenders kept
pouring money into SunEdison while it disappeared. Understanding
the evidence is not being explained to the FBI, SEC, and the
bankruptcy court by lawyers there to make fees.  If embezzlement
isn't including lenders, KPMG, and management who destroyed the
financial records -- then please explain the reason. The conspiracy
has spread to Judge Bernstein too."

Mr. Miller is appearing in the SunEdison case pro se.

Early this month, Mr. Miller also filed the "MOTION TO PREVENT ANY
BIDDING FOR ANY ENTITY OR PROJECT TO RAISE FUNDS TO PAY ANY LENDER
BEFORE THE COURT IS AWARE OF NUMEROUS CRIMINAL ATTEMPTS THAT HAS
DIRECTLY PUT SUNEDISON INTO BANKRUPTCY AND THE FAILURE OF THE FBI
TO RESPOND APPROPRIATELY TO CRIMINAL COMPLAINTS."  He wrote at that
time: "If the court continues to ignore the criminal investigation
while it allows bidding on any subsidiary or project to raise funds
while the court continues to believe sune is “hopelessly
insolvent” while in fact the lenders have no legitimate claim on
loans made while lenders knew sune could never repay similar to the
mortgage meltdown except the government will never consider a TARP
style bailout."

Bernstein Litowitz is leading a securities class action on behalf
of all persons and entities who purchased or acquired the
securities of SunEdison, Inc. between February 19, 2014 and January
6, 2016, inclusive.  The action asserts claims under the federal
securities laws against SunEdison, SunEdison CEO Ahmad Chatila, and
former CFO Brian Wuebbels.

In November 2015, SunEdison announced that it has terminated Carlos
Domenech Zornoza, who served as President & CEO of TerraForm Power,
CEO of TerraForm Global and Executive VP of SunEdison. The company
appointed SunEdison Chief Financial Officer Brian Wuebbels to
replace Domenech as CEO of yieldcos TerraForm Power & TerraForm
Global.

                   About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.

The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and
KPMG LLP as their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East.  Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors retained Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc., also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power, Inc.,
and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at Pillsbury
Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.


SYCAMORE INVESTMENT: Court Approves Plan Outline as "Adequate"
--------------------------------------------------------------
Judge A. Jay Cristol has approved the First Amended Disclosure
Statement describing the First Amended Plan of Reorganization
proposed by Sycamore Investment Group-Olympiad, LLC, as containing
adequate information.

The Bankruptcy Court notes that the Debtor and Fannie Mae have
resolved the Objection to the Disclosure Statement through the
filing of the First Amended Disclosure Statement and that all of
Fannie Mae's objections to confirmation of the First Amended Plan
are preserved.

Eligible creditors have until Nov. 3, 2016 to file their ballots
accepting or rejecting the Plan.

Interested parties also have until Nov. 3 to file written
objections to the Plan.

The Bankruptcy Court will convene a hearing on Nov. 17, at 10:30
a.m., in Miami, to consider confirmation of the Plan.

As previously reported by The Troubled Company Reporter, the First
Amended Plan proposes to pay Class 5 Allowed Unsecured Claims in
full by payment of quarterly Distributions in an amount equal to
$10,000 to be made by the Reorganized Debtor on a pro rata basis,
with the initial Distribution to be made 30 days after the
Effective Date and continuing each quarter thereafter until Holders
of Allowed Unsecured Claims are paid 100% of the amount of their
Allowed Unsecured Claim, without interest.  No Distribution will be
made to holders of Allowed Unsecured Claims in this Class 5 unless
and until all Allowed Administrative Claims and Allowed Priority
Claims have been paid in full, reserved or otherwise resolved,
and/or included in or accounted for in the Distribution at issue.

          About Sycamore Investment Group-Olympiad

Sycamore Investment Group-Olympiad, LLC, filed a chapter 11
petition (Bankr. S.D. Fla. Case No. 16-11720) on Feb. 5, 2016.  The
petition was signed by Peter S. Pessoa, authorized officer.  The
Debtor is represented by Paul J. Battista, Esq., at Genovese
Joblove & Battista, P.A.  The case is assigned to Judge Jay A.
Cristol.  The Debtor estimated both assets and liabilities in the
range of $1 million to $10 million.

Sycamore Investment Group-Olympiad, LLC is the fee simple owner of
a rental apartment building located at 155 Sylvest Drive,
Montgomery, Alabama called "Magnolia Trace".  The Property consists
of a total of 176 rental units which generate $95,000 in monthly
rents based on the current occupancy rate of the Property, which is
approximately 90%.  The Debtor also has certain other income and
utility income in the approximate amount of $10,000.00 per month.

The Debtor estimates that the value of the Property, including
personal property located thereon, is approximately $9,936,701.

On Feb. 22, 2016, Fannie Mae filed a Motion to Transfer Venue of
this Chapter 11 Case to the Middle District of Alabama.  The Motion
to Transfer Venue was subsequently withdrawn on July 22, 2016.
Fannie Mae is represented by lawyers at Baker Donelson.


TEMPLE SQUARE: Case Summary & 6 Unsecured Creditors
---------------------------------------------------
Debtor: Temple Square Properties LLC
        794 N Main St Ste 310
        Akron, OH 44310

Case No.: 16-52568

Chapter 11 Petition Date: October 26, 2016

Court: United States Bankruptcy Court
       Northern District of Ohio (Akron)

Judge: Hon. Alan M. Koschik

Debtor's Counsel: Anthony J. DeGirolamo, Esq.
                  ANTHONY J. DEGIROLAMO, ATTORNEY AT LAW
                  3930 Fulton Drive NW, Suite 100B
                  Canton, OH 44718
                  Tel: 330-305-9700
                  Fax: 330-305-9713
                  E-mail: ajdlaw@sbcglobal.net

Total Assets: $1.50 million

Total Liabilities: $1.11 million

The petition was signed by Frank A. Caetta, managing member.

A copy of the Debtor's list of six unsecured creditors is available
for free at http://bankrupt.com/misc/ohnb16-52568.pdf


TEMPLE UNIVERSITY HEALTH: Moody's Hikes Rating to Ba1
-----------------------------------------------------
Moody's Investors Service upgrades to Ba1 from Ba2 Temple
University Health System (TUHS), PA. The rating outlook is stable
at the higher rating level. The rating action affects approximately
$507 million of rated debt issued through the Hospitals and Higher
Education Facilities Authority of Philadelphia.

The upgrade to Ba1 reflects durability of TUHS' financial
turnaround with a second consecutive fiscal year of marginally
profitable operating performance. The rating also acknowledges the
health system's large size, clinical diversification, its role as a
safety net provider for the City of Philadelphia, as substantiated
by historically sizable funding from the Commonwealth, and close
working relationship with Temple University (TU). The rating
remains constrained by still modest margins, above average Medicaid
exposure, heavy reliance on supplemental funding, a highly
leveraged balance sheet relative to operations and cash, and an
especially competitive market which continues to consolidate.

Rating Outlook

The stable outlook reflects an expectation of continued positive
operations and at least maintenance of liquidity metrics and
cushion in the near term. As operations are sustained our
expectation would be that Temple will build balance sheet cushion
as no incremental leverage is anticipated.

Factors that Could Lead to an Upgrade

   -- Material and sustained improvement of the System's core
      operating profile mitigating exposure to Commonwealth
      funding

   -- Substantial growth of balance sheet cushion relative to
      debt, covenants and operations

Factors that Could Lead to a Downgrade

   -- A return to weaker operating performance or protracted
      declines in patient volumes

   -- Inability to adjust operating performance to absorb any
      reduction in supplemental funding from the Commonwealth

   -- Material use of absolute cash or deterioration of relative
      measures of liquidity

   -- Increase in debt without a material strengthening of
      operations and cash

   -- Disintegration of current relationship with Temple
      University

Legal Security

The obligated group consists of Temple University Hospital, Inc.,
Temple University Health System, Inc. (TUHS), Jeanes Hospital,
Temple Health System Transport Team, Inc. and Temple Physicians,
Inc. Jeanes, Temple Physicians and Temple Transport each joined the
obligated group contemporaneously with the issuance of the 2005
bonds. Each member of the obligated group is jointly and severally
liable for all obligations issued under or secured by the Loan and
Trust Agreement. The Bonds are secured on parity basis with the
obligations currently outstanding issued under the Loan and Trust
Agreement. As security for the obligated group's obligations under
the Loan and Trust Agreement, each member of the obligated group
has pledged its respective gross receipts. The Bonds are also
secured by mortgages on certain real property of certain members of
the obligated group. With the issuance of the Series 2012 bonds, a
liquidity covenant was set at 60 days and a number of the Fox Chase
Entities became members of the Obligated Group.

Use of Proceeds. Not applicable.

Obligor Profile

Temple University Health System (TUHS) is a $1.6 billion academic
health system anchored in northern Philadelphia. The Health System
consists of Temple University Hospital (TUH); TUH-Episcopal Campus;
TUH-Northeastern Campus; Fox Chase Cancer Center, an NCI-designated
comprehensive cancer center; and Jeanes Hospital a community-based
hospital offering medical, surgical and emergency services. TUHS
also has a network of community-based specialty and primary-care
physician practices. TUHS is affiliated with the Lewis Katz School
of Medicine at Temple University.


THOMAS FENTON: Files First Amended Disclosure Statement
-------------------------------------------------------
Thomas and Brielyn Fenton on Oct. 18, 2016, filed a First Amended
Plan of Reorganization and a Disclosure Statement, which expressly
provide that:

   (i) Class 5 - Unsecured Claims with Allowed Claims under $1,000
will receive a distribution of 35% of their allowed claims
distribution within 90 days of the Effective Date of the Plan with
a total estimated payout of $1,480.  Claims in Class 5 total
$4,228.

  (ii) Class 6 - Unsecured Creditors with Allowed Claims under
$10,000 will be paid pro rata $196.16 each month beginning on the
15th day of the first full month following the effective date of
the Confirmed Plan to end 60 months thereafter with a total
estimated payout of $11,769, which is estimated to be 35% of their
allowed claims.  The class has total allowed claims of $33,626.

(iii) The Unsecured Claim of Brian and Trina Doheny under Class 7,
who are insider of the Debtors, claiming a total of $453,576, will
receive a monthly payment of $1,260 for a period of 72 months
following the effective date of the Confirmed Plan via direct auto
payments, and a balloon payment of $362,872 on or before the last
day of the 72nd month from the effective date of the Confirmed
Plan.

At the time of the filing of the bankruptcy, the Debtor was
embroiled in a legal dispute with Brian and Trina Doheny, the
Co-Debtor’s parents, regarding the obligation owed by the Debtors
to Mr. and Mrs. Doheny (King County Superior Court case number
15-2-06183-6 SEA).  In order to effectively reorganize its debts,
the Debtor filed their Chapter 11 petition.

Payments under the Plan will be made from income and wages earned
through Fenton Consulting, LLC, the Debtor's wholly owned limited
liability company.  The source of payment for the balloon payment
due 6 years from the effective date of confirmation of the Plan to
Class 7 will be the sale or refinance of the Debtor's residence.

The Court has approved the Disclosure Statement as containing
adequate information to enable parties affected by the Plan to make
an informed judgment about its terms.

A full-text copy of the Amended Disclosure Statement dated Oct. 18,
2016, is available at

    http://bankrupt.com/misc/wawb15-17409_Am_DS_Fenton.pdf

                   About Thomas Mitchell Fenton
                      and Brielyn Rae Fenton

Thomas Mitchell Fenton and Brielyn Rae Fenton, a married couple,
own and operate Fenton Consulting, LLC.  Its consulting services
encompass land assessment, property evaluation, enhancement of
current structures/remodeling/renovation, interior and exterior
design, and development of new structures, and include
construction, organization, scheduling, material applications,
quality assurance, and compliance with safety and regulatory
agencies.

Thomas Mitchell Fenton and Brielyn Rae Fenton filed a Chapter 11
petition (Bankr. W.D. Wash. Case No. 15-17409), on December 22,
2015. The Debtors are represented by Larry B. Feinstein, Esq. at
Vortman & Feinstein in 520 Pike Street, Suite 2250, Seattle, WA.



THOMAS MCDERMOTT: Unsecureds to Get $171K in 60 Monthly Payments
----------------------------------------------------------------
Thomas and Katherine McDermott filed with the U.S. Bankruptcy Court
for the Northern District of Georgia a plan of reorganization and
accompanying disclosure statement.

Holders of Allowed Class 4 Unsecured Claims will receive 60 monthly
payments and will share pro rata from a dividend pool of $171,000.
In addition to the monthly payments, Allowed Class 4 Claim Holders
will be entitled to receive a pro rata distribution from any
commissions received by Thomas McDermott during the term of the
plan equivalent to 50% of the commissions after applicable
deductions including, without limitation, taxes.  

The monthly payments will be paid as follows:

     (i) monthly plan payments for the first six months will be
$1,000.00;

    (ii) monthly plan payments for months 7-12 will be $1,500.00;

   (iii) monthly plan payments for months 13-36 will be $2,500.00;
and

    (iv) monthly plan payments for months 37 through 60 will be
$4,000.00.

USAA Federal Savings Bank, which filed a secured claim in the
amount of $14,305.69, will be paid 60 equal monthly installments in
the amount of $257, with interest accruing at the annual rate of
3%.  The claim is secured by Debtors' 2008 Lexus.  The Debtor will
retain the vehicle.

Holders of Class 6 Unsecured Convenience Claims will be paid in
full on the Effective Date.  Based upon the Debtors' review of
proofs of claim filed and scheduled claims, there is one Class 6
Claim held by AWA Collections in the amount of $142.00

The Debtors will pay all claims from their postpetition income.

A full-text copy of the Disclosure Statement dated October 20,
2016, is available at http://bankrupt.com/misc/ganb15-55397.pdf

Thomas and Katherine McDermott filed a Chapter 13 petition (Bankr.
N.D. Ga. Case No. 15-55397) on March 24, 2015.  On June 1, 2015, a
motion asking to convert the case to a proceeding under Chapter 11
was filed.  The bankruptcy filing was prompted because of issues
related to a failed business/investment opportunity.

Attorneys for Debtors:

     M. Denise Dotson, Esq.
     M. DENISE DOTSON, LLC
     170 Mitchell Street
     Atlanta, GA 30303
     Tel: (404) 526-8869
     Fax: (404) 526-8855
     Email: Ddotsonlaw@me.com

The Debtors have hired Andrea Cuney of Atlanta Fine Homes Sotheby's
International as real estate agent.


TJB AIR CONDITIONING: Nov. 29 Disclosure Statement Hearing
----------------------------------------------------------
Judge Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the
Southern District of Florida issued an order setting November 29,
2016, at 9:30 a.m., as hearing to consider the adequacy of the
disclosure statement explaining TJB Air Conditioning, LLC's Plan of
Reorganization.

Deadline for filing objections to the Disclosure Statement is
November 22.

The Plan provides that:

    * The secured claim of Everest Business Funding in the amount
of $73,560 will be paid at a rate of 0% over a period of 60 months.
The monthly payment will be in the amount of $1,226 and the first
payment will be on the effective date.

    * The secured claim of Nissan Motor Acceptance, secured by a
vehicle, is paid in accordance with the contract.  The class is
unimpaired.

    * The non-insider unsecured creditors will be paid in full over
a period of 60 months.  The estimated amount of unsecured claims is
nearly $4,000,000.  There are approximately $400,000 in listed,
unsecured claims that have not been filed.  The claims of Volmar,
Colonial Surety, Tristate HVAC and Ciright Automation, totaling
approximately $3,468,000 are unliquidated and subject to litigation
pending in New Jersey.  The claims are disputed.  The total amount
of the claims is misleading.  Colonial Surety's claim incorporates
the claims of Volmar, Volmar's claims incorporates Tristate and
Ciright.  The Debtor will pay $15,000 per month for 60 months to
creditors.  Creditors will be paid on a pro rata basis.

    * Any creditor that has a claim of less than $5,000 can opt to
be paid as a convenience claim.  This convenience class of
creditors will be paid 25% of their total claim within 30 days of
the effective date.  Creditors receiving payments in this class
will not be entitled to any further payment.

    * The Debtor will retain all property of the estate.

At the time of the filing of the case, the Debtor had, and still
has, projects at Minot Air Force Base; Harrisburg, PA; Parsons,
Indiana; and, the biggest project, Indiana National Guard.  During
the course of the bankruptcy, the Debtor has had net income of over
$400,000.  At the time of the filing of the Disclosure Statement,
the Debtor has $383,583 in its bank account.  Projects are not
limited to the five mentioned.  The Debtor will continue to bid on
projects during the course of the plan period.  Income projections
are based on the Debtor receiving a net income of about 10% of the
contract price.

The Debtor's ability to fully fund the Plan and make payments is
dependent on continuing to be awarded governmental contracts.  In
the next six to nine months, the Debtor expects to have net income
of approximately $385,000.  This income is subject to being reduced
by higher than expected expenses.

A copy of the Disclosure Statement dated Oct. 18, 2016, is
available for free at:

   http://bankrupt.com/misc/flsb15-31350_123_TJB_DS.pdf

                      About TJB Air

TJB Air Conditioning, LLC, is a heating and air conditioning
contractor that is a Service Disabled Veteran Owned Small Business.
TJB contracts exclusively with the federal government and works on
military bases or with the FAA.  The company has been in existence
for four years.  The principal of TJB, however, has 44 years of
experience in heating and air conditioning.  The projects on which
TJB works are located throughout the country.

TJB Air Conditioning filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 15-31350) on Dec. 8, 2015.  Brian K.
McMahon, Esq., in West Palm Beach, Florida, serves as the Debtor's
bankruptcy counsel.


TOLL ROAD: Moody's Raises Underlying Rating on Bonds to Ba1
-----------------------------------------------------------
Moody's Investors Service has upgraded to Ba1 from Ba2 the
underlying rating on Toll Road Investors Partnership II, LP's (TRIP
II, "the project", or "the toll road") Dulles Greenway Project
Revenue Bonds.  The rating outlook is stable.

Rating Rationale

The upgrade to Ba1 from Ba2 reflects the (1) multi-year traffic and
revenue (T&R) growth that has accelerated over the last two years
with traffic approaching prior peak levels; (2) the favorable
resolution of the State Supreme Court decision validating the TRIP
II's right to raise tolls; and (3) the consistent annual
implementation of toll rate increases that have generated strong
revenue growth, increased reserve levels, and improved financial
metrics that provide an adequate cushion against future traffic and
revenue declines.  This cushion is key to the rating given the toll
road is likely to be adversely affected during future economic
downturns given the significant 15% peak-to-trough traffic decline
from 2007 to 2011 that has yet to fully recover to pre-recession
levels.

The Ba1 underlying rating reflects the toll road's high leverage
profile that is dependent on traffic and revenue growth to meet an
escalating, yet flexible debt service repayment schedule; narrow
annual total scheduled debt service coverage ratios; strong
liquidity and bondholder financial covenants; limitations on
raising toll rates that includes the annual approval by the
Virginia SCC; historical opposition to toll rate increases; and the
road's significant underperformance compared to the original
traffic and revenue forecast.

Rating Outlook

The stable outlook reflects Moody's view that the narrow total
scheduled debt service coverage ratios will continue despite annual
toll rate increases and expected traffic growth over the medium
term.  The current liquidity position is expected to strengthen
further given excess cashflow will continue to be trapped as
traffic and revenue performance improves and debt service costs
decline in the next few years.  This improvement may result in the
toll road meeting its distribution tests, which would release any
future trapped excess cashflow.  As such the outlook includes an
expectation that liquidity will remain strong at or near 2015
levels due to the indenture required reserves being fully funded,
including an Early Redemption Reserve Fund sized at 50% of maximum
annual debt service.

Factors that Could Lead to an Upgrade

  Continued T&R growth with higher scheduled debt service coverage

   ratios that exceed lock-up levels

  Annual toll rate increases continue to be implemented and
   approved without material user elasticity

  Increased certainty around long-term toll rate increases post
   2020

Factors that Could Lead to a Downgrade

  Decline in T&R that weakens scheduled debt service coverage
   ratios

  Inability to implement adequate toll rate increases to grow
   revenues in step with fixed costs

  Additional leverage or unexpectedly high capital reinvestment
   requirements

The principal methodology used in these ratings was Privately
Managed Toll Roads published in May 2014.


TOWERSTREAM CORP: Expects New Building Additions in H2
------------------------------------------------------
Towerstream Corporation announced that it expects to add 100 new
buildings to its On-Net footprint in Q4 to 437 total buildings.
This is more than double the 265 that were in the On-Net footprint
at the end of H1.

* Expected to add 100 new buildings to On-Net footprint in Q4

* 437 total buildings projected by H2 is more than double the 265
   at end of 2015

* Management considering strategic M&A transactions in 2017 to
   complement organic growth

* Company's competitive advantages, including cost, driving
   growing adoption

In addition to this expansion, management is considering select M&A
transactions that would complement its organic growth.  The company
seeks fixed wireless companies that are similar to it and would be
accretive.

Management Comment

"With our ability to provide fiber-like speed and fiber-like
stability at a fraction of fiber's CapEx cost, more companies are
recognizing the benefits of our network," stated Philip Urso,
interim chief executive officer.  "By sharing CapEx cost among many
customers located in our On-Net buildings, we can offer
market-setting prices and provide leading-edge service."

"There is momentum in our business now," stated Arthur Giftakis,
chief operating officer.  "We accelerated our On-Net platform in Q1
of this year and already 48 percent of our buildings have multiple
customers and several have more in this early stage of our
expansion initiative."

                 About Towerstream Corporation

Towerstream Corporation (NASDAQ:TWER) is a leading Fixed-Wireless
Fiber Alternative company delivering high-speed Internet access to
businesses.  The Company offers broadband services in 12 urban
markets including New York City, Boston, Los Angeles, Chicago,
Philadelphia, the San Francisco Bay area, Miami, Seattle,
Dallas-Fort Worth, Houston, Las Vegas-Reno, and the greater
Providence area.

As of June 30, 2016, Towerstream had $36.5 million in total
assets, $42.95 million in total liabilities and a total
stockholders' deficit of $6.47 million.

The Company reported a net loss of $40.5 million in 2015, a net
loss of $27.6 million in 2014 and a net loss of $24.8 million in
2013.


TRANS ENERGY: To be Acquired By EQT Corporation
-----------------------------------------------
Trans Energy, Inc. has signed a definitive agreement with EQT
Corporation, whereby a wholly owned subsidiary of EQT will acquire
all of the outstanding shares of Trans Energy for $3.58 per share
in cash, representing a premium of approximately 250% to Trans
Energy's closing price on Oct. 21, 2016, and a premium of
approximately 225% to the weighted average 30-day trading price
immediately preceding this announcement.  EQT expects to finance
the transaction with cash on hand, and the parties expect that the
transaction will close in prior to the end of 2016.

Under the terms of the agreement, the Purchaser will commence a
tender offer no later than five business days from Oct. 25, 2016,
for all outstanding common stock of Trans Energy for $3.58 per
share in cash.  Upon the successful completion of the tender offer,
the Purchaser will acquire all remaining shares of Trans Energy
through a second-step merger.

The announcement follows a comprehensive review undertaken by the
Board of Directors to maximize stockholder value.  After a thorough
assessment, the Board of Directors unanimously approved the
agreement and unanimously recommends that Trans Energy's
stockholders tender their shares in the tender offer.

The closing of the tender offer is subject to certain conditions,
including the tender of a number of Trans Energy shares that,
together with shares owned by the Purchaser and its affiliates,
represents at least a majority of the total number of Trans Energy
outstanding shares and other customary conditions.  The closing is
also subject to the consummation of the acquisition by EQT or an
affiliate of EQT of certain properties from Republic Energy
Ventures, LLC and certain of its affiliates and related entities,
pursuant to a Purchase and Sale Agreement dated as of Oct. 24,
2016, by and among EQT and the Republic Entities.  Trans Energy and
the Republic Entities each own interests in these properties.

Concurrently with the execution of the Merger Agreement, each of
Trans Energy's directors, as well as Mark D. Woodburn and Clarence
E. Smith entered into a Tender and Support Agreement with EQT and
Purchaser pursuant to which each such stockholder agreed, among
other things, to tender its shares in the tender offer and, if
necessary, to vote in favor of the merger.  The shares subject to
the Support Agreement comprise approximately 58% of Trans Energy's
outstanding shares.

Gordian Group LLC is serving as investment banker to Trans Energy
and has provided a fairness opinion to Trans Energy's Board of
Directors with respect to the transaction.  Haynes and Boone, LLP
and Ballard Spahr, LLP are serving as Trans Energy's legal
counsel.

In connection with the Company's entry into the Merger Agreement,
the Company granted to Purchaser the Top-Up Option, which under
certain circumstances would permit Purchaser to purchase, at a
price per share equal to the Offer Price, up to a number of newly
issued, fully paid and nonassessable shares of Common Stock that,
when added to the number of shares of Common Stock owned by Parent,
Purchaser or their respective affiliates at the time of the closing
of the purchase of Top-Up Shares (after giving effect to the
closing of the Offer), shall constitute one share more than 90%
(determined on a fully diluted basis) of the shares of the Common
Stock outstanding immediately after the issuance of the Top-Up
Shares; provided, however, that the Top-Up Option shall not be
exercisable (i) if any law or judgment then in effect shall
prohibit the exercise of the Top-Up option or the delivery of the
Top-Up Shares and (ii) unless Parent or Purchaser has accepted for
payment all shares of the Common Stock validly tendered in the
Offer and not withdrawn.

A full-text copy of the Agreement and Plan of Merger is available
for free at https://is.gd/7jJnkl

                       About Trans Energy

St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas.  Its
operations are presently focused in the State of West Virginia.

Trans Energy reported a net loss of $19.6 million on $12.4 million
of total operating revenues for the year ended Dec. 31, 2015,
compared to a net loss of $12.5 million on $27.2 million of total
operating revenues for the year ended Dec. 31, 2014.

As of June 30, 2016, Trans Energy had $79.3 million in total
assets, $143.4 million in total liabilities and a total
stockholders' deficit of $64.1 million.

Maloney + Novotny LLC, in Cleveland, Ohio, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has generated
significant losses from operations and has a working capital
deficit of $116,998,273 at Dec. 31, 2015, which together raises
substantial doubt about the Company's ability to continue as a
going concern.


TXU CORP: Bank Debt Trades at 70.86% Off
----------------------------------------
Participations in a syndicated loan under TXU Corp is a borrower
traded in the secondary market at 29.14 cents-on-the-dollar during
the week ended Friday, October 14, 2016, according to data compiled
by LSTA/Thomson Reuters MTM Pricing.  This represents an increase
of 0.13 percentage points from the previous week.  TXU Corp pays
450 basis points above LIBOR to borrow under the $1.5 billion
facility. The bank loan matures on Oct 10, 2017 and Moody's
withdraws its rating and Standard & Poor's did not give any rating.
The loan is one of the biggest gainers and losers among 247 widely
quoted syndicated loans with five or more bids in secondary trading
for the week ended October 14.


UTE LAKE RANCH: Trustee Hires Philip Pearlman as Attorney
---------------------------------------------------------
Janice A. Steinle, the Chapter 11 Trustee for the estate of Ute
Lake Ranch, Inc., seeks authorization from the U.S. Bankruptcy
Court for the District of Colorado to employ Philip A. Pearlman and
the law firm of Spencer Fane LLP as attorneys.

The Trustee requires Spencer Fane to:

   (a) advise and consult with the Trustee concerning questions
       arising in the conduct of the administration of the estate
       and concerning the Trustee's rights and remedies with
       regard to the estate's assets and the claims of secured,
       priority and unsecured creditors and other parties in
       interest;

   (b) appear for, prosecute, defend and represent the Trustee's
       interest in suits arising in or related to this case;

   (c) investigate and prosecute preferences and any other actions

       arising under the Trustee's avoiding powers; and

   (d) assist in the preparation of such pleadings, motions,
       notices and orders as are required for the orderly
       administration of this estate.

Mr. Pearlman's rate is $350 per hour for representation of Chapter
7 and Chapter 11 trustees.

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

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

Spencer Fane can be reached at:

       Philip A. Pearlman, Esq.
       SPENCER FANE LLP
       1700 Lincoln Street, Ste. 2000
       Denver, CO 80203
       Tel: (303) 839-3800
       Fax: (303) 839-3838
       E-mail: ppearlman@spencerfane.com

                      About Ute Lake Ranch

Ute Lake Ranch Inc. and DVR LLC, based in Englewood, Colo., filed
Chapter 11 petitions (Bankr. D. Colo. Lead Case No. 16-17054) on
July 18, 2016. Matthew T. Faga, Esq. and James T. Markus, Esq. at
Markus Williams Young & Zimmerman LLC serve as bankruptcy counsel.

In their petitions, the Debtors estimated $1 million to $10 million
in both assets and liabilities. The petitions were signed by Edward
B. Cordes, authorized representative.


VALUEPART INC: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: ValuePart, Incorporated
        9804 Chartwell Drive
        Dallas, TX 75243

Case No.: 16-34169

Nature of Business: The Debtor is a Chicago-based distributor of   

                    high quality, competitively priced,
                    aftermarket replacement parts for off-highway
                    earthmoving equipment manufacturers such as
                    Caterpillar, Case, Komatsu, Deere,
                    International, Bobcat and Hitachi, along with
                    many others.

Chapter 11 Petition Date: October 27, 2016

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

Judge: Hon. Harlin DeWayne Hale

Debtor's Counsel: Marcus Alan Helt, Esq.
                  GARDERE WYNNE SEWELL LLP
                  2021 McKinney Avenue, Suite 1600
                  Dallas, TX 75201
                  Tel: 214-999-4526
                  Fax: 214-999-3526
                  E-mail: mhelt@gardere.com

                        - and -

                  Mark C. Moore, Esq.
                  GARDERE WYNNE SEWELL LLP
                  2021 McKinney Avenue, Ste. 1600
                  Dallas, TX 75201
                  Tel: (214) 999-4150
                  Fax: (214) 999-3150
                  E-mail: mmoore@gardere.com

                        - and -

                  Thomas C. Scannell, Esq.
                  GARDERE WYNNE SEWELL LLP
                  2021 McKinney Avenue, Ste. 1600
                  Dallas, TX 75201
                  Tel: 214-999-4289
                  Fax: 214-999-3289
                  E-mail: tscannell@gardere.com

Debtor's
Restructuring
Advisor:          CR3 PARTNERS, LLC
                  13727 Noel Road, Suite 200
                  Dallas, TX 75240

Debtor's          
Claims and
Noticing
Agent:            UPSHOT SERVICES LLC

Estimated Assets: $10 million to $50 million

Estimated Debts: $10 million to $50 million

The petition was signed by Isa Passini, vice president.

Debtor's List of 30 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Daechang Forging Co. Ltd.            Trade Debt        $2,376,343
#1072-1, Bongnim-RI
Saengnim-Myeon
Gimhae-Si Gyeongsang Korea
Tel: 82-55-329-6571
Fax: 82-55-323-1298
Email: kipark@dcf.co.kr.

Woosung Hitech Co. Ltd.              Trade Debt        $1,542,426
88-1, Dongdong-RI UIR Yeong-EUP
Uiryeong-Gun 636-802
Gyeongsangnam-DO Korea
Tel: 82-55-573-6914
Fax: 82-55-573-6916
Email: hanjin6115@yahoo.co.kr.

Taiheiyo Precision                  AP Settlement      $1,269,990
Machinery Co. Ltd.                  Plan Repayment
No. 588, Shenguang Road                  
Business Administration
Park, JIA China
Tel: 86-51257681726
Fax: 86-51257681727
Email: sasaki@taiheiyo-seiki.co.jp

Intertractor America Corp.           AP Settlement       $939,702
4599 Payshere Circle                Plan Repayment
Chicago, IL 60674                   and Trade Debt
Tel: 262-723-6000
Fax: 262-723-4720

Nixon Peabody LLP                   AP Settlement        $904,966
3500 Three First National Plaza     Plan Repayment
Chicago, IL 60602-4283
Tel: 312-977-4405
Fax: 312-977-4400

or

Nixon Peabody LLP
70 West Madison, Suite 3500
Chicago, IL 60602-4224

Hangzhou Zhongce Rubber Co.           Trade Debt         $814,631
Yonggu Factory
No. 527 Dengyun Road
Hangzhou, China, 310011 China
Tel: 86 57188096631
Fax: 86 57188098971
Email: Europe@ygrubber.com

Kunshan Kensetsu Buhin Co. Ltd.       Trade Debt         $767,336
1001 Changjiang North Road
Kunshan City, JIA China
Tel: 86 8651257688889
Fax: 86 8651257688968
Email: louelin@pub.sz.jsinfo.net

Duferdofin Spavia Peruzzi            AP Settlement       $734,917
58-52027 San Giovanni Valdarn Italy Plan Repayment
Tel: 39-055-9124539
Fax: 39-055-943488
Email: d.bucciolini@dufferdofin.it

Valuepart Changtai Machinery          Trade Debt         $556,870
Production Co.
111 New Xiamen China
Tel: 86-180 5074 6922
Fax: 86-0596-8369394
Email: bloombzheng@valuepart.com

Business Development (China) Limited  Trade Debt         $534,795
Attn: Miss Mimi Yeung
Room 2309, 23 Floor
118 Connaught, West Hong Kong China
Tel: 86 85225595342
Fax: 852-2517-2663
Email: mimi@business-group.com.uk

Euler Hermes Agent for Sejin LLC    AP Settlement        $533,731
(Track Innovation Ltd. Total       Plan Repayment
(Sejin))
800 Red Brook Boulevard
Suite 400C
Owings Mills, MD 21117
Tel: 800-237-9386
Fax: 410-902-8461
Email: john-mark.patterson.ehc.eulerhermes.com

Black Cat Blades                     Trade Debt           $529,195
5604-59th Street
Edmonton, AB T6B 3C3
Canada
Tel: 1(780) 465-6666
Fax: 780-465-9595
Email: jaclyn.robbins@blackcatblades.com

Federal Mogul Corp.                 AP Settlement         $481,661
27300 West 11 Mile Road             Plan Repayment
Southfield, MI 48034
Tel: 800-521-8605
Fax: 714-899-1810
Email: fpdiesel.sales@federalmogul.com

JEMCO SDN. BHD                        Trade Debt          $419,103
48 Persiaran Segambut Tengah
Segambut 51200
Kuala Lumpur, Malaysia
Tel: 60362511681
Fax: 60362513731
Email: info@jemco.com.mu

Pukdoo Industrial Co. Ltd.            Trade Debt          $413,725
90 Beonnyeong-RO Danwon-Guansan-
sigyeonggi-DO 15416 Korea
Tel: 82-31-433-4521
Fax: 82-31-432-4407
Email: pukdoo@pukdoo.com

Modena Parts S.R.L.                 AP Settlement         $331,588
Via Raimondo Dalla Costa, 183      Plan Repayment
Modena, 4100 Italy
Tel: 39-059-7108905
Fax: 39-059-260732
Email: gabriele@modenapart.com

Jiangxi Jinlilong Imp &              Trade Debt           $300,574
Expo Co. Ltd.
Technological Industrial Zone
Jiangxi Shanggao, China
Tel: 86 7952505576
Fax: 86 7952505577
Email: atony@jinlilong.jx163.com

Dong AH Constr.ind.co. Ltd.          Trade Debt           $285,910
Chang-Won Bolt Plant
91 Daewon-Dong
Changwon Korea
Tel: 82-552734581
Fax: cyw2002@dongahbolt.com.kor

Fedex Freight                       Trade Debt            $274,075
Dept CH, P.O. Box 103
Palatine, IL 60055-0306
Tel: 866-393-4585
Fax: 870-741-3003

Ningbo Tuoxing Precision Casting   AP Settlement          $267,279
Co. Ltd.                           Plan Repayment
Baidu, Xiwu                        and Trade Debt
315558
Fenghua, China
Tel: 86 57488545657
Fax: 86 57488545655
Email: jasonbao@tosing-casting.com

Zhenjiang Tonly Rubber Co. Ltd.      Trade Debt           $249,344
Email: zhuling@tonlyrubber.com

Peter Wittwer North America          Trade Debt           $228,545

Indus Trac Parts-NY                  Trade Debt           $203,200

Haiyang Deli Foundry Co. Ltd.        Trade Debt           $202,558
Email: sophia@hydl-foundtry.cn

Passini Holdings                   AP Settlement          $183,917
Email: radani@up-network.com       Plan Repayment

Fotra Corp.                        AP Settlement          $182,242
Email: sanglee@fotracorp.com       Plan Repayment

Hanjin Heavy Industry Co.            Trade Debt           $146,820
Email: hanjin6115@yahoo.co.kr

Studio Legale Salardi              AP Settlement          $149,169
                                   Plan Repayment

Ningbo Yinzhou Precision Casting   AP Settlement          $133,059
Hardware Factory                   Plan Repaymet
Email: jessica@nblfcast.com        and Trade Debt

R & L Carriers Inc.                 Trade Debt            $128,986


VANGUARD NATURAL: Unitholders Elect Five Directors
--------------------------------------------------
Vanguard Natural Resources, LLC held its 2016 Annual Meeting of
Unitholders on Oct. 25, 2016.  At the Annual Meeting, the Company's
unitholders (i) elected Richard W. Anderson, Bruce W. McCullough,
Richard A. Robert, Loren Singletary and Scott W. Smith as directors
to serve until the Company's 2017 Annual Meeting of Unitholders and
(ii) ratified the appointment of BDO USA, LLP as independent
auditor of the Company for the fiscal year ending Dec. 31, 2016.

                About Vanguard Natural Resources

Vanguard Natural Resources, LLC -- http://www.vnrllc.com/-- is a
publicly traded limited liability company focused on the
acquisition, production and development of oil and natural gas
properties.  Vanguard's assets consist primarily of producing and
non-producing oil and natural gas reserves located in the Green
River Basin in Wyoming, the Permian Basin in West Texas and New
Mexico, the Gulf Coast Basin in Texas, Louisiana, Mississippi and
Alabama, the Anadarko Basin in Oklahoma and North Texas, the
Piceance Basin in Colorado, the Big Horn Basin in Wyoming and
Montana, the Arkoma Basin in Arkansas and Oklahoma, the Williston
Basin in North Dakota and Montana, the Wind River Basin in Wyoming,
and the Powder River Basin in Wyoming.

As of June 30, 2016, Vanguard had $1.82 billion in total assets,
$2.32 billion in total liabilities and a total members' deficit of
$493.6 million.

                            *    *    *

In April 2016, S&P Global Ratings raised the corporate credit
rating on Houston-based exploration and production company Vanguard
to 'CCC-' from 'SD'.


WESTPORT HOLDINGS: Must File Plan, Disclosures by Nov. 10
---------------------------------------------------------
Westport Holdings Tampa, Limited Partnership and Westport Holdings
Tampa II, Limited Partnership's bankruptcy cases came on for status
conference on October 19, 2016.  At the Status Conference, the U.S.
Bankruptcy Court for the Middle District of Florida reviewed the
nature and size of the Debtor's business, the overall status of the
case and considered the positions of the parties represented at the
Status Conference.

Based on that review, the Court ordered that the Debtor must file a
Plan and Disclosure Statement on or before November 10, 2016.

If the Debtor fails to file a Plan and Disclosure Statement by the
Filing Deadline, the Court will issue an Order to Show Cause why
the case should not be dismissed or converted to a Chapter 7 case
pursuant to section 1112(b)(1) of the Bankruptcy Code.

                  About Westport Holdings Tampa

Westport Holdings Tampa, dba University Village, is a care
retirement community in Tampa, Florida. It offers residents villas,
apartments, an assisted living facility and a skilled nursing care
center for their end of life needs.

Westport Holdings Tampa, Limited Partnership and Westport Holdings
Tampa II, Limited Partnership filed chapter 11 petitions (Bankr.
M.D. Fla. Case Nos. 16-8167 and 16-8168) on September 22, 2016. The
Debtors are represented by Scott A. Stichter, Esq. and Stephen R.
Leslie, Esq., at Stichter Riedel Blain & Postler, P.A.

The Debtors tapped Broad and Cassel as special counsel for
healthcare and related litigation matters.

The Acting U.S. Trustee for Region 21, on Oct. 11 appointed three
creditors of Westport Holdings Tampa, Limited Partnership, to serve
on the official committee of unsecured creditors.  The committee
members are Muriel T. Upton Trust, Darrell D. Ballard, and Thomas
M. Allensworth, Jr.


WMG ACQUISITION: Moody's Assigns Ba3 Rating on Sec. Term Loan
-------------------------------------------------------------
Moody's Investors Service has assigned a Ba3 rating to WMG
Acquisition Corp.'s outstanding senior secured term loan following
the recently proposed amendment to the existing credit agreement to
extend the maturity to Nov. 1, 2023, from July 1, 2020, and
increase the size by $27.5 million to $1.006 billion from $978.5
million.  Proceeds from the upsize will be used to prepay $27.5
million of the $275 million 5.625% senior secured notes due 2022.
The rating outlook is stable.

Rating Assigned:

Issuer: WMG Acquisition Corp.

  $1.006 Billion Senior Secured Term Loan due 2023 -- Ba3 (LGD3)

WMG Acquisition Corp. is a wholly-owned subsidiary of WMG Holdings
Corp., which in turn is a wholly-owned subsidiary of Warner Music
Group Corp.  The assigned rating is subject to review of final
documentation and no material change in the size, terms and
conditions of the transaction as advised to Moody's.

                         RATINGS RATIONALE

Moody's views the transaction favorably due to the extension of the
term loan's maturity structure and modest improvement in WMG's
weighted average interest expense.  The senior secured credit
facilities together with the senior secured notes share a first
priority perfected lien on substantially all domestic property and
assets of WMG Acquisition Corp. and WMG Holdings Corp.  These debt
instruments are guaranteed by the company's wholly-owned domestic
subsidiaries and rated Ba3, one notch above WMG Holdings Corp.'s B1
Corporate Family Rating, reflecting the benefits of the collateral
package and their senior position in the debt structure.

WMG Holdings Corp.'s B1 CFR reflects Moody's expectation that the
parent, WMG, will operate with financial leverage, as measured by
total debt to EBITDA, in the 5-5.75x range (including Moody's
standard adjustments) over the rating horizon.  Moody's believes
WMG will experience further deleveraging from the current 5.7x
(Moody's adjusted, as of June 30, 2016) driven by EBITDA growth as
a result of lower costs associated with online music subscription
and advertising-supported streaming revenue, which is now its
largest and fastest growing revenue source, underpenetrated markets
worldwide for paid music streaming consumption and rising demand
for WMG's music content.  The global recorded music industry
continues to transition from physical to digital music platforms,
download to streaming services and PC to mobile devices.  Following
several years of decline, the industry managed to grow 3.2% in 2015
as digital formats expanded internationally, surpassing physical
for the first time and comprising 45% of industry revenue.

The B1 CFR is supported by WMG's position as the world's third
largest recorded music industry player with an extensive music
library and publishing assets, which drive recurring revenue
streams.  Only a small percentage of WMG's annual revenue depends
on recording artists and songwriters without an established track
record, while the bulk of its revenue is generated by proven
artists or from its catalog (defined as albums older than 18
months) and thus isolated from the revenue volatility associated
with new releases from new artists.  Ratings also recognize the
opportunities to grow revenue through the proliferation of online
music streaming services, and anticipate the higher margin
faster-growth digital revenue will lead to market share gains in
the recorded music segment.

Although the recorded music industry experienced growth last year,
the B1 CFR embeds the industry's lack of sustainable revenue growth
over the past two decades.  The rating reflects the challenges
related to strategies that major record labels are pursuing to
adapt to the shift in demand for music content delivery to various
digital platforms as well as certain regulatory restraints that
preclude holders of music copyrights from maximizing royalties.  It
also captures the increasing disparity between the hyper-growth of
ad-supported music streaming consumption relative to the slower
growth revenue generated by the same streams, which means WMG's
artists, songwriters and rights holders are not yet fully
monetizing value from this sub-segment. Digital piracy and illegal
online peer-to-peer file sharing continue to negatively impact
industry revenue, however less so than in the past given the
proliferation of legal low-cost and free ad-supported alternatives
for accessing premium music content.  The B1 rating incorporates
the seasonal and cyclical nature of recorded music revenue (nearly
85% of WMG's revenue) and low visibility into the ultimate results
of upcoming release schedules.  Moody's believes WMG will pursue
external growth through small tuck-in acquisitions funded with
excess cash flow and the potential sale of non-core assets.
Moody's expects the company to maintain a good liquidity profile
over the next 12-15 months.

Rating Outlook

The stable rating outlook reflects our expectation for continued
improvement in recorded music industry fundamentals combined with
WMG's position as the world's third largest music content provider
with global diversification and an enhanced recorded music
repertoire.  Moody's expects WMG to operate with leverage as
measured by total debt to EBITDA in the 5-5.75x range (Moody's
adjusted) and anticipate EBITDA growth to be driven by improved
margins as a result of robust streaming revenue growth, value of
its music content, realized synergies, solid returns on artist
investments, marketing and branding, as well as enhancement of the
company's analytics talent.

What Could Change the Rating -- Up

Ratings could be upgraded if there is evidence of sustained growth
in the recorded music industry and WMG exhibits EBITDA margin
expansion as well as realization of lower earnings volatility and
higher returns on investments.  Assurances that management will
maintain disciplined operating strategies for long-term growth,
exhibit prudent financial policies and target credit metrics
consistent with a higher rating resulting in total debt to EBITDA
leverage sustained comfortably below 4.5x (Moody's adjusted) and
free cash flow to adjusted debt in the mid-to-high single digit
range could also lead to an upgrade.  Finally, for an upgrade to be
considered, Moody's would need clarity from the equity sponsor with
respect to the financial policy track record for each of its
portfolio company holdings as well as the long-term investment
philosophy and exit strategy for WMG.

What Could Change the Rating -- Down

Ratings could be downgraded if debt-financed acquisitions,
competitive pressures or increased artist and repertoire (A&R)
investments negatively impact revenue or EBITDA resulting in total
debt to EBITDA leverage sustained above 6x (Moody's adjusted), or
if heightened capital spending or financial sponsor related actions
result in negative free cash flow.

The principal methodology used in this rating was "Business and
Consumer Service Industry" published in October 2016.

With headquarters in New York, NY, WMG Holdings Corp. is a
wholly-owned subsidiary of Warner Music Group Corp., a leading
music content provider operating domestically and overseas.
Revenue totaled approximately $3.2 billion for the twelve months
ended June 30, 2016.


ZIO'S RESTAURANT: Hires Akerman as Attorneys
--------------------------------------------
Zio's Restaurant Company, LLC and its debtor-affiliates seek
authorization from the U.S. Bankruptcy Court for the Western
District of Texas to employ Akerman LLP as attorneys, nunc pro tunc
to the September 7, 2016 petition date.

The Debtors require Akerman to:

   (a) advise the Debtors with respect to their powers and duties
       as a debtor-in-possession in the continued operation of its

       business;

   (b) advise the Debtors with respect to all general bankruptcy
       matters;

   (c) prepare, on behalf of the Debtors, all necessary motions,
       applications, answers, orders, reports, and papers in
       connection with the administration of its estate;

   (d) represent the Debtors at all critical hearings on matters
       relating to its affairs and interests as debtor-in-
       possession before this Court, any appellate courts, and the

       U.S. Supreme Court, and protecting the interests of the
       Debtors;

   (e) prosecute and defend litigated matters that may arise
       during this case, including such matters as may be
       necessary for the protection of the rights, the
       preservation of the estate's assets, or the Debtors'
       successful reorganization;

   (f) negotiate appropriate transactions and preparing any
       necessary documentation related thereto;

   (g) represent the Debtors on matters relating to the assumption

       or rejection of executory contracts and unexpired leases;

   (h) advise the Debtors with respect to general corporate
       securities, real estate, litigation, environmental, labor,
       regulatory, tax, healthcare, and other legal matters which
       may arise during the pendency of this Chapter 11 Case; and

   (i) perform all other legal services that are necessary for the

       efficient and economic administration of these cases.

Akerman will be paid at these hourly rates:

       David W. Parham, Partner        $595
       John E. Mitchell, Partner       $545
       Esther McKean, Partners         $345
       Catherine Douglas, Associate    $305
       Amy Leitch, Associate           $295
       Katie Fackler, Associate        $285
       Scott Lawrence, Associate       $275
       Jennifer Meehan, Paralegal      $210
       Kimberly Matregrano, Paralegal  $235

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

Akerman received a retainer in the amount of $80,906 for filing
fees ($30,906) and work to be done in the chapter 11 cases. In
addition, the Debtors paid $82,112.13 to Akerman pre-petition to
cover Akerman's fee and expenses for preparation of the Debtors
cases for filing.

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

Akerman can be reached at:

       David W. Parham, Esq.
       AKERMAN LLP
       2001 Ross Avenue, Suite 2550
       Dallas, TX 75201
       Tel: (214) 720-4300
       Fax: (214) 981-9339
       E-mail: david.parham@akerman.com

                       About Zio's Restaurant

Zio's Restaurant Company, LLC and 16 of its subsidiaries commenced
Chapter 11 cases on Sept. 7, 2016, in the U.S. Bankruptcy Court for
the Western District of Texas (Bankr. W.D. Tex. Proposed Lead Case
No. 16-52041).  The cases are assigned to Judge Ronald B. King.

Founded in 1994 in Oklahoma City, Oklahoma, Zio's Restaurant
Company, LLC, et al., have operated a full-service chain restaurant
since 2007.  Zio's focuses on providing Italian cuisine in a casual
and comfortable open-aire piazza.  Zio's offers appetizers, soups
and salads, pastas, specialties, calzones and sandwiches, pizzas,
drinks, wine, desserts, kid's menu, pronto lunches, and gluten free
menu options.

As of the Petition Date, there were 15 stores, all of which operate
in leased premises located in Texas, Oklahoma, Missouri, Kansas,
New Mexico and Colorado.  The Debtors employ 875 personnel.  At one
time, the Zios' concept was expanded to 21 locations.

The Debtors' business operations are, and have been, managed by FMP
SA Management Group, LLC pursuant to a management agreement.  FMP,
a privately held company based in Hollywood Park, Texas, is a
multi-concept developer and operator of independent restaurant
chains.

Zio's Restaurant is the sole member of each of Debtors FMPRG # 601,
LLC, FMPRG # 602, LLC, FMPRG # 603, LLC, FMPRG # 604, LLC, FMPRG #
605, LLC, FMPRG # 606, LLC, FMPRG # 607, LLC, FMPRG # 608, LLC,
FMPRG # 609, LLC, FMPRG # 610, LLC, FMPRG # 611, LLC, FMPRG # 613,
LLC, FMPRG # 615, LLC, FMPRG # 618, LLC, FMPRG # 623, LLC, and
FMPRG # 624, LLC.


[^] BOOK REVIEW: The Sorcerer's Apprentice - Medical Miracles
-------------------------------------------------------------
Author:     Sallie Tisdale
Publisher:  BeardBooks
Softcover:  270 pages
List Price: $34.95
Review by Henry Berry
Order your own personal copy at http://is.gd/9SAfJR

An earlier edition of "The Sorcerer's Apprentice" won an American
Health Book Award in 1986. The book has been recognized as an
outstanding book on popular science. Tisdale brings to her subject
of the wide nd engrossing field of health and illness the
perspective, as well as the special sympathies and sensitivities,
of a registered nurse. She is an exceptionally skilled writer.
Again and again, her descriptions of ill individuals and images of
illnesses such as cancer and meningitis make a lasting impression.
Tisdale accomplishes the tricky business of bringing the reader to
an understanding of what persons experience when they are ill; and
in doing this, to understand more about the nature of illness as
well. Her style and aim as a writer are like that of a medical or
science journalist for leading major newspaper, say the "New York
Times" or "Los Angeles Times." To this informative, readable style
is added the probing interest and concern of the philosopher
trying to shed some light on one of the central and most
unsettling aspects of human existence. In this insightful,
illuminating, probing exploration of the mystery of illness,
Tisdale also outlines the limits of the effectiveness of
treatments and cures, even with modern medicine's store of
technology and drugs. These are often called "miracles" of modern
medicine. But from this author's perspective, with the most
serious, life-threatening, illnesses, doctors and other health-
care professionals are like sorcerer's trying to work magic on
them. They hope to bring improvement, but can never be sure what
they do will bring it about. Tisdale's intent is not to debunk
modern medicine, belittle its resources and ways, or suggest that
the medical profession holds out false hopes. Her intent is do
report on the mystery of serious illness as she has witnessed it
and from this, imagined what it is like in her varied work as a
registered nurse. She also writes from her own experiences in
being chronically ill when she was younger and the pain and
surgery going with this.

She writes, "I want to get at the reasons for the strange state of
amnesia we in the health professions find ourselves in. I want to
find clues to my weird experiences, try to sense the nature of
being sick." The amnesia of health professionals is their state of
mind from the demands placed on them all the time by patients,
employers, and society, as well as themselves, to cure illness, to
save lives, to make sick people feel better. Doctors, surgeons,
nurses, and other health-care professionals become primarily
technicians applying the wonders of modern medicine. Because of
the volume of patients, they do not get to spend much time with
any one or a few of them. It's all they can do to apply the
prescribed treatment, apply more of it if it doesn't work the
first time, and try something else if this treatment doesn't seem
to be effective. Added to this is keeping up with the new medical
studies and treatments. But Tisdale stepped out of this problem-
solving outlook, can-do, perfectionist mentality by opting to
spend most of her time in nursing homes, where she would be among
old persons she would see regularly, away from the high-charged
atmosphere of a hospital with its "many medical students,
technicians, administrators, and insurance review artists." To
stay on her "medical toes," she balanced this with working
occasional shifts in a nearby hospital. In her hospital work, she
worked in a neonatal intensive care unit (NICU), intensive care
unit (ICU), a burn center, and in a surgery room. From this
combination of work with the infirm, ill, and the latest medical
technology and procedures among highly-skilled professionals,
Tisdale learned that "being sick is the strangest of states." This
is not the lesson nearly all other health-care workers come away
with. For them, sick persons are like something that has to be
"fixed." They're focused on the practical, physical matter of
treating a malady. Unlike this author, they're not focused
consciously on the nature of pain and what the patient is
experiencing. The pragmatic, results-oriented medical profession
is focused on the effects of treatment. Tisdale brings into the
picture of health care and seriously-ill patients all of what the
medical profession in its amnesia, as she called it, overlooks.

Simply in describing what she observes, Tisdale leads those in the
medical profession as well as other interested readers to see what
they normally overlook, what they normally do not see in the
business and pressures of their work. She describes the beginning
of a hip-replacement operation, the surgeon "takes the scalpel and
cuts--the top of the hip to a third of the way down the thigh--and
cuts again through the globular yellow fat, and deeper. The
resident follows with a cautery, holding tiny spraying blood
vessels and burning them shut with an electric current. One small,
throbbing arteriole escapes, and his glasses and cheek are
splattered." One learns more about what is actually going on in an
operation from this and following passages than from seeing one of
those glimpses of operations commonly shown on TV. The author
explains the illness of meningitis, "The brain becomes swollen
with blood and tissue fluid, its entire surface layered with
pus...The pressure in the skull increases until the winding
convolutions of the brain are flattened out...The spreading
infection and pressure from the growing turbulent ocean sitting on
top of the brain cause permanent weakness and paralysis,
blindness, deafness...." This dramatic depiction of meningitis
brings together medical facts, symptoms, and effects on the
patient. Tisdale does this repeatedly to present illness and the
persons whose lives revolve around it from patients and relatives
to doctors and nurses in a light readers could never imagine, even
those who are immersed in this world.

Tisdale's main point is that the miracles of modern medicine do
not unquestionably end the miseries of illness, or even
unquestionably alleviate them. As much as they bring some relief
to ill individuals and sometimes cure illness, in many cases they
bring on other kinds of pains and sorrows. Tisdale reminds readers
that the mystery of illness does, and always will, elude the
miracle of medical technology, drugs, and practices. Part of the
mystery of the paradoxes of treatment and the elusiveness of
restored health for ill persons she focuses on is "simply the
mystery of illness. Erosion, obviously, is natural. Our bodies are
essentially entropic." This is what many persons, both among the
public and medical professionals, tend to forget. "The Sorcerer's
Apprentice" serves as a reminder that the faith and hope placed in
modern medicine need to be balanced with an awareness of the
mystery of illness which will always be a part of human life.


                            *********

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
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2016.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
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                   *** End of Transmission ***