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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

              Monday, January 9, 2017, Vol. 21, No. 8

                            Headlines

2424 ESSE: Seeks to Hire Thomas Friedman as Realtor
2424 ESSE: Taps Sherman Silverstein as Legal Counsel
261 EAST 78: Exclusive Solicitation Period Extended to Feb. 28
2654 HIGHWAY: Court Denies Exclusivity Period Extension
2908 LOVERS LANE: Taps Mitchell Law Firm as Legal Counsel

6408 BEACH HOLDINGS: Taps Marcos D. Oliva as Legal Counsel
8164 OVERTON: Seeks to Hire Singleton Group as Legal Counsel
97-111 HALE: Hale Avenue Buying White Plains Property for $8M
ADVANCED SOLIDS: Sale of Carlsbad Property for $250K Approved
ADVANCED SOLIDS: Sale of Carlsbad Property for $260K Approved

ADVANCED SOLIDS: Selling Ford F-250 Truck Through Enterprise
ALIKE INC: Feb. 1 Plan Disclosures Hearing
ALLSTATE REALTY: Taps Maltz Auctions as Real Estate Broker
AMERICAN APPAREL: Settles With Committee & Litigation Trustee
AMERIFORGE GROUP: S&P Cuts CCR to CCC- on Potential Restructuring

ANSWERS CORP: S&P Withdraws All Ratings on Lack of Information
AOG ENTERTAINMENT: Bankruptcy Court Stays Suit vs. Phillips
APOLLO ENDOSURGERY: Novo A/S Reports 13.6% Stake as of Dec. 29
APRICUS BIOSCIENCES: May Issue 423,241 Shares Under 2012 Plan
ARGON CREDIT: Ad Hoc Committee Wants Creditor's Panel Formed

ATP OIL: Court to Hear on Equitable Tolling in Suit vs. Bulmahn
ATRIUM INNOVATIONS: Moody's Upgrades Corp. Family Rating to B2
AWR WHOLESALE: Seeks to Hire Rago Arts as Auctioneer
AXALTA COATING: S&P Raises Rating on Sr. Unsecured Debt to 'BB-'
BAILEY TOOL: Republic Business Tries To Block Disclosures OK

BCDG LP: Committee Taps Simmons Perrine as Legal Counsel
BEAR METALLURGICAL: Seeks Modification of Exclusivity Order
BERRY PLASTICS: S&P Assigns 'BB' Rating on $500MM Term Loan
BIOSTAGE INC: Proposes to Offer $8 Million Worth of Securities
BLUE LIGHT CAPITAL: Seeks to Hire Alan M. Lurya as Legal Counsel

BORIS SALLUS: Brendes Buying Palos Verdes Property for $2.3M
BRUNO'S SUPERMARKETS: Can Recover $438K in Transfers to Blue Bell
BSD MEDICAL: Court Confirms Ch. 11 Plan
C & D PRODUCE: Court Allows Cash Collateral Use Until Feb. 20
CALIFORNIA RESOURCES: Presented at Goldman Sachs Energy Conference

CANADIAN SOLAR: S&P Affirms Then Withdraws 'BB-' CCR
CAROLINA MOLD: Bankruptcy Administrator to Form Committee
CDC INVESTMENT: Taps Coldwell Banker as Real Estate Broker
CEB INC: S&P Puts 'BB' CCR on CreditWatch Negative
CHESAPEAKE ENERGY: $296 Million Notes Validly Tendered

CITI CARS: Seeks to Hire Moffa & Breuer as Legal Counsel
CKP INVESTMENT: Case Summary & 2 Unsecured Creditors
CMM NY: Seeks to Hire Gabriel Del Virginia as Legal Counsel
COLUMBUS MCKINNON: S&P Assigns 'B+' CCR & Rates $445MM Loan 'B+'
CTI BIOPHARMA: Adjustments Made to Shareholder Rights Plan

DAKOTA PLAINS: Jan. 23 Auction Date Set
DCP MIDSTREAM: Fitch Lowers Issuer Default Rating to 'BB+'
DCP MIDSTREAM: S&P Affirms 'BB' CCR; Outlook Stable
DELTAVILLE BOATYARD: U.S. Trustee Unable to Appoint Committee
DONALD GAUBE: Baumgartners Buying Danvill Property for $962K

DRAFT BARS: Seeks to Hire Furnier Muzzo as Legal Counsel
EAT GATOR: Seeks to Hire Lindauer as Legal Counsel
ELECTRONIC CIGARETTES: Calm Waters Holds 74.4% Stake as of Dec. 30
ENERGY XXI: 2nd Amended Reorg. Plan Declared Effective
EPICENTER PARTNERS: Has Until January 10 Solicit Plan Votes

EXCEPTIONAL WINES: Taps Villeda Law Group as Legal Counsel
FIRSTENERGY SOLUTIONS: S&P Affirms 'CCC+' Rating on Unsec. Debt
FIVEWEST CHAUFFEUR: Taps William Jamison as Legal Counsel
FLYING STAR: $29K Admin Expense Claim Partly Allowed
FM KELLEY: Needs Until March 8 to File Plan of Reorganization

FOUNTAINS OF BOYNTON: Discussions with Largest Creditor Continue
FOUR SEASONS: S&P Raises Corp. Credit Rating to BB-
FPUSA LLC: Court Grants Shorter Exclusivity Extension Thru June 1
FREEDOM MORTGAGE: Fitch Affirms 'B+' IDR on Strong Franchise
GAMAXPORT INC: Unsecureds To Recover 25% Under Plan

GATOR EQUIPMENT: Taps Brian LaRose as Expert Witness
GLACIERVIEW HAVEN: Trustee's Lease with Outzen Approved
GRACIOUS HOME: U.S. Trustee Forms 5-Member Committee
GULFMARK OFFSHORE: S&P Raises CCR to 'CCC-' on End of Tender Offer
HD RETAIL REPAIR: Taps DeMarco-Mitchell as Legal Counsel

HENSON MECHANICAL: Seeks to Hire Jones & Walden as Legal Counsel
HISTORIC TIMBER: Seeks to Hire Zimmerman McDonald as Appraiser
INTERLEUKIN GENETICS: Pyxis, et al., Hold 20% Stake as of Dec. 22
INTERNATIONAL SHIPHOLDING: Unsecureds To Recoup 7% Under Plan
IOWA HEALTHCARE: Iowa Heart Center Appointed to Committee

JOHN Q. HAMMONS: Seeks to Use Cash Collateral Until Dec. 31, 2017
KALOBIOS PHARMACEUTICALS: Announces Positive Guidance from FDA
KANE CLINICS: Seeks to Hire Michael Marks as Accountant
KEYS HOSPITALITY: Seeks to Hire Lincoln Law as Legal Counsel
KONO CO: Exclusive Plan Filing Period Extended to April 1

LANDESK HOLDINGS: S&P Assigns 'B-' CCR & Rates $75MM Facility 'B-'
LENNAR CORP: Moody's Rates New $350MM Unsec. Notes 'Ba1'
LENNAR CORP: S&P Assigns BB Rating on New Unsec. Notes Due 2022
LENNAR CORPORATION: Fitch Rates New Unsecured Notes Due 2022 'BB+'
LENSAR INC: U.S. Trustee Unable to Appoint Committee

M SPACE: Committee Taps Rocky Mountain as Financial Advisor
MARIA EUGENIA: U.S. Trustee Directed to Appoint PCO
MARINA BIOTECH: Granted European Claims Covering Gene Silencing
MARYVALE HOLDINGS: U.S. Trustee Unable to Appoint Committee
MID TENN: U.S. Trustee Unable to Appoint Committee

MILLWORK SHOPPE: Taps BRS CPAs & Advisors as Accountant
MISSISSIPPI REGIONAL CANCER: Has Until Feb. 2 to File Plan
MOUNTAIN PROVINCE: TSE Ticker Symbol Changed to "MPVD"
NASTY GAL: Creditors' Panel Hires Levene Neale as Counsel
NASTY GAL: U.S. Trustee Directed to Appoint Ombudsman

NATURESCAPE HOLDING: Trustee Taps Peter Matsumoto as Accountant
NEPHROGENEX INC: Selling De Minimis Assets
NEW COUNTRY WIRELESS: Taps Murtha Cullina as Legal Counsel
NEWARK WATERSHED: Seeks to Hire Sobel & Co. as Accountant
NEWARK WATERSHED: Taps Hofstra Professor as Expert Witness

NORDICA SOHO: Seeks to Hire Maltz Auctions as Broker
NORTH PHILADELPHIA HEALTH: Taps Buzby & Kutzler as Special Counsel
NORTH PHILADELPHIA: Wants Court Approval for Cash Collateral Use
OCH-ZIFF CAPITAL: S&P Lowers ICR to 'BB+' on Higher Leverage
OCWEN LOAN: Moody's Corrects Nov. 18 Ratings Release

OFF THE BOAT: Can Use Everett Bank Cash on Interim Basis
OFF THE BOAT: Seeks to Hire John Sommerstein as Legal Counsel
ON CALL FLAGGING: Seeks to Hire Fred Fall as Auctioneer
OPTIMA SPECIALTY: Taps E&Y as Auditor & Restructuring Advisor
OPTIMA SPECIALTY: Taps Miller Buckfire & Stifel as Bankers

OPTIMA SPECIALTY: U.S. Trustee Forms 7-Member Committee
PALMER FARMS: Seeks March 1 Exclusive Plan Filing Period Extension
PARALLAX HEALTH: Six Individuals Elected to Board
PBA EXECUTIVE: Wants to Use Swift Financial Cash Collateral
PEABODY ENERGY: MacAllister, BOK Financial Appointed to Committee

PENNSYLVANIA ECONOMIC: Fitch Affirms 'BB' Rating on $34MM Bonds
PICO HOLDINGS: Bloggers Name Daniel Silvers RPN's Man of Year
PK IN TOWN: Case Summary & 20 Largest Unsecured Creditors
R&B VENTURES: Hires Jake Douglas as Accountant
REGIS GALERIE: Has Until April 3 to File Chapter 11 Plan

RESOLUTE ENERGY: Promotes Richard Betz to CEO
RESOLUTE ENERGY: Repays $132 Million Term Loan Facility
REX ENERGY: Has Deal to Sell Ohio Utica Warrior South Assets
ROCKY MOUNTAIN: S&P Lowers Rating on 2010 School Bonds to 'B'
ROUST CORP: Seeks RSA and Backstop Agreement Approval

SAMWIN LLC: Sale of Liquid CO2 Extraction Equipment for $300K OK'd
SCRIPSAMERICA INC: Wants Until May 5 to File Chapter 11 Plan
SEARS HOLDINGS: ESL Partners Reports 57.6% Stake as of Jan. 3
SEARS HOLDINGS: Obtains $500 Million Secured Loan Facility
SED INTERNATIONAL: Seeks July 6 Plan Filing Period Extension

SIGEL'S BEVERAGES: Hires Bridgepoint as Financial Advisor
SINCLAIR'S RESTAURANT: Taps Evans & Mullinix as Legal Counsel
SINGLETON CREEK: Seeks to Hire NAI Brannen as Real Estate Broker
SIRGOLD INC: Taps Goetz Fitzpatrick as Counsel
SONNEBORN HOLDINGS: S&P Raises Rating on Sr. Secured Debt to 'B+'

SOUTHERN GRADING: Case Summary & 3 Unsecured Creditors
SPECTRUM HEALTHCARE: Wants to Use Cash Collateral Until March 2017
SPI ENERGY: In Talks to Extend Private Placement Long Stop Date
SPORTS AUTHORITY: Court Extends Plan Filing Period Until March 27
STERLING ENGINEERING: Court Extends Plan Filing Period to Mar. 24

STONE ENERGY: Hires Latham & Watkins as Bankruptcy Counsel
STONE ENERGY: Hires Lazard Freres as Investment Banker
STONEWALL GAS: S&P Affirms Then Withdraws 'BB-' CCR
SUCCESS INC: Can Use AS Peleus Cash Collateral Until Jan. 31
SUNEDISON INC: MyPower Buying C&I Business for $9.5 Million

SUPERIOR LINEN: Wants FIFC Premium Finance Agreement Approved
SWAGAT HOTELS: U.S. Trustee Can Reply to Cash Motion Until Jan. 14
SYNCHRONOSS TECHNOLOGIES: Moody's Assigns B1 CFR, Outlook Pos.
SYNCHRONOSS TECHNOLOGIES: S&P Assigns 'BB-' CCR on Stable Revenue
TEAM HEALTH: S&P Lowers CCR to 'B', Off CreditWatch Negative

TELKONET INC: Appoints Mushrush Returns as Acting CFO
TERRA MILLENIUM: Moody's Affirms B2 CFR, Assigns Caa1 to Term Loan
THAMAR LI: Hearing on Disclosure Statement Set For Feb. 16
TLD VENTURES: Has Until January 18 to File Chapter 11 Plan
TRAVEL LEADERS: Moody's Rates New 1st Lien Credit Facility 'B2'

TRAVEL LEADERS: S&P Affirms 'B+' CCR; Outlook Stable
TROCOM CONSTRUCTION: MFM Buying Equipment for $43K
VIGNAHARA LLC: First Western SBLC Tries To Block Disclosures OK
WEGENER CORP: FAMR Stake Down to 5.75% as of Jan. 4
WILLBROS GROUP: S&P Revises Outlook to Stable & Affirms 'CCC+' CCR

WRAP MEDIA: Seeks to Hire Beyer Law Group as Special Counsel
XTERA COMMUNICATIONS: Seeks to Hire Ordinary Course Professionals
YOGA SMOGA: U.S. Trustee Forms 5-Member Committee
YRC WORLDWIDE: Inks Consulting Agreement With Former CFO
[^] BOND PRICING: For the Week from January 2 to 6, 2017


                            *********

2424 ESSE: Seeks to Hire Thomas Friedman as Realtor
---------------------------------------------------
2424 ESSE LLC seeks approval from the U.S. Bankruptcy Court for the
District of New Jersey to hire a realtor.

The Debtor proposes to hire Thomas Friedman of Berkshire Hathaway
Home Services Fox & Roach Realtors to market its real property for
sale, and pay the realtor a commission of 5% of the sales price.

The property is a 4.9-acre commercial warehouse and office building
located in Hamilton Township, New Jersey.

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

Mr. Friedman maintains an office at:

     Thomas Friedman
     Berkshire Hathaway Home Services
     Fox & Roach Realtors
     4603 Nottingham Way
     Hamilton, NJ 08690
     Tel: (609) 890-3300

                       About 2424 ESSE LLC

2424 ESSE, LLC filed a Chapter 11 petition (Bankr. D.N.J. Case No.
16-34422), on December 27, 2016.  The petition was signed by Tammy
Alvarez-Olmeda, owner.  The case is assigned to Judge Kathryn C.
Ferguson.  The Debtor is represented by William Mackin, Esq., at
Sherman Silverstein Kohl Rose & Podolsky of Moorestown, New Jersey.


The Debtor disclosed total assets of $4.37 million and total
liabilities of $2.96 million.

No trustee or examiner has been appointed in this case. No official
committee of unsecured creditors has been appointed in the case.


2424 ESSE: Taps Sherman Silverstein as Legal Counsel
----------------------------------------------------
2424 ESSE LLC seeks approval from the U.S. Bankruptcy Court for the
District of New Jersey to hire legal counsel in connection with its
Chapter 11 case.

The Debtor proposes to hire Sherman, Silverstein, Kohl, Rose &
Podolsky, P.A. to give legal advice regarding its duties under the
Bankruptcy Code, negotiate with creditors, investigate potential
causes of action, assist in the preparation of a bankruptcy plan,
and provide other legal services.

The hourly rates charged by the firm are:

     Arthur Abramowitz     $650
     William Mackin        $415
     Paralegals            $175

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

Sherman can be reached through:

     William Mackin, Esq.
     Silverstein, Kohl, Rose & Podolsky, P.A.
     308 Harper Drive, Suite 200
     Moorestown, NJ 08057
     Tel: (856) 662-0700

                       About 2424 ESSE LLC

2424 ESSE, LLC filed a Chapter 11 petition (Bankr. D.N.J. Case No.
16-34422), on December 27, 2016.  The petition was signed by Tammy
Alvarez-Olmeda, owner.  The case is assigned to Judge Kathryn C.
Ferguson.  The Debtor is represented by William Mackin, Esq., at
Sherman Silverstein Kohl Rose & Podolsky of Moorestown, New Jersey.


The Debtor disclosed total assets of $4.37 million and total
liabilities of $2.96 million.

No trustee or examiner has been appointed in this case. No official
committee of unsecured creditors has been appointed in the case.


261 EAST 78: Exclusive Solicitation Period Extended to Feb. 28
--------------------------------------------------------------
Judge Sean H. Lane of the U.S. Bankruptcy Court for the Southern
District of New York extended 261 E 78 Lofts LLC's exclusive period
to solicit acceptances or rejections to its plan of reorganization
to February 28, 2017.

The Debtor previously sought the extension of its exclusive
solicitation period, telling the Court that it had previously filed
a plan of reorganization accompanied by a disclosure statement
within the exclusive period for filing, but the exclusive period
within which only the Debtor can solicit acceptances to its Plan
had expired on November 30, 2016.  

The Debtor said that the Plan provided for the sale of the Property
and the payment of creditors from the proceeds.  The Debtor also
said that the Plan provided for an option for the settlement or
litigation of the dispute that the Debtor has against the claim
filed by the affiliates of Madison Capital Lending.  The Debtor
contended, however, that since the filing of the Plan, it had been
negotiating for settlement of its dispute with the affiliates of
Madison Capital Lending.  

The Debtor related that under the terms of the Settlement, the
Debtor would be afforded time to market and sell its Property, and
the secured claim of the affiliates of Madison Capital Lending
would be reduced substantially to increase the likelihood that
there would be sale proceeds remaining after payment of the
mortgage liens so that distributions may be made to other
creditors.  A hearing to consider approval of the Settlement with
the affiliates of Madison Capital Lending was scheduled for
December 22, 2016.

In light of the settlement, the approval of the Disclosure
Statement had also been adjourned to December 22, to allow the
Debtor to update the Plan and Disclosure Statement to reflect the
Settlement.

             About 261 East 78 Lofts LLC.

261 East 78 Lofts LLC owns a six-story medical office building at
261 East 78th Street, New York.

261 East 78 Lofts LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 16-11644) on June 3,
2016.  The petition was signed by Lee Moncho, manager.  The case is
assigned to Judge Sean H. Lane. At the time of the filing, the
Debtor disclosed $20.05 million in assets and $13.96 million in
liabilities.

The Debtor tapped Ted Donovan, Esq., at Goldberg Weprin Finkel
Goldstein LLP as bankruptcy counsel.  The Debtor also engaged
Eastern Consolidated as broker in connection with the sale of its
property, a six-story building located at 261 East 78th Street, New
York.


2654 HIGHWAY: Court Denies Exclusivity Period Extension
-------------------------------------------------------
Judge Robert E. Nugent of the U.S. Bankruptcy Court for the
District of Kansas denied 2654 Highway 169, LLC's request for the
extension of its exclusive periods for filing a plan and disclosure
statement, and soliciting acceptances to its plan.

Judge Nugent held that the Debtor's Motion was moot due to the
confirmation of its Chapter 11 Plan.

The Debtor previously sought the extension of its exclusive
periods, contending that it was in the process of reorganizing.
The Debtor further contended that the Court had approved the
Debtor's Amended Disclosure Statement and Plan by an Order dated
Oct. 30, 2016.  The Debtor claimed that the current exclusivity
period did not allow sufficient time to solicit acceptance of the
Amended Plan for confirmation, as it has expired on November 9,
2016.

              About 2654 Highway 169, LLC

2654 Highway 169, LLC, commenced a case under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Case No. 16-10644) on April 13,
2016.  The Company disclosed estimated assets of $10 million to $50
million and estimated debts of $10 million to $50 million.  The
petition was signed by Andrew Lewis, managing member.  The case is
assigned to Hon. Robert E. Nugent.

David P. Eron, Esq., at Eron Law, P.A., serves as the Debtor's
bankruptcy counsel.

An Official Unsecured Creditors Committee has not been appointed in
this case.


2908 LOVERS LANE: Taps Mitchell Law Firm as Legal Counsel
---------------------------------------------------------
2908 Lovers Lane Enterprises, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire legal
counsel in connection with its Chapter 11 case.

The Debtor proposes to hire The Mitchell Law Firm, L.P. to give
legal advice regarding its duties under the Bankruptcy Code, assist
in the preparation of a bankruptcy plan, and provide other legal
services.

The hourly rates charged by the firm are:

     Partners                  $325
     Associates                $225
     Paralegals           $75 - $95
     Legal Assistants     $75 - $95  

Gregory Mitchell, Esq., disclosed in a court filing that each
member and associate of his firm is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Gregory W. Mitchell, Esq.
     The Mitchell Law Firm, L.P.
     12720 Hillcrest Road, Suite 625
     Dallas, TX 75230
     Phone: (972) 463-8417
     Fax: (972) 432-7540
     Email: greg@mitchellps.com

               About 2908 Lovers Lane Enterprises

2908 Lovers Lane Enterprises, LLC sought protection under Chapter
11 of the Bankruptcy Code (Bankr. N. D. Texas Case No. 16-34691) on
December 5, 2016.  The petition was signed by Saeed Mahbouby,
president.  

The case is assigned to Judge Barbara J. Houser.

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


6408 BEACH HOLDINGS: Taps Marcos D. Oliva as Legal Counsel
----------------------------------------------------------
6408 Beach Holdings, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire the Law Firm of Marcos D. Oliva, P.C.
to give legal advice regarding its duties under the Bankruptcy
Code, assist in its financing transactions and sale of assets,
prepare a bankruptcy plan, and provide other legal services.

The firm's attorneys will be paid an hourly rate of $250 while
legal assistants will be paid $100 per hour.

Marcos Oliva, Esq., disclosed in a court filing that the attorneys
and staff of the firm are "disinterested" as defined in section
101(14) of the Bankruptcy Code.

The firm can be reached through:

     Marcos D. Oliva, Esq.
     Law Firm of Marcos D. Oliva, P.C.
     223 W. Nolana Ave.
     McAllen, TX 78504
     Phone: 956-683-7800
     Fax: 866-868-4224
     Email: marcos@olivalawfirm.com
     Email: www.olivalawfirm.com

                    About 6408 Beach Holdings

6408 Beach Holdings, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S. D. Texas Case No. 17-10003) on January
3, 2017.  The petition was signed by Randy Gilbert, managing
member.  

The case is assigned to Judge Eduardo V. Rodriguez.

At the time of the filing, the Debtor disclosed $1.81 million in
assets and $1.20 million in liabilities.


8164 OVERTON: Seeks to Hire Singleton Group as Legal Counsel
------------------------------------------------------------
8164 Overton seeks approval from the U.S. Bankruptcy Court for the
District of Utah to hire legal counsel in connection with its
Chapter 11 case.

The Debtor proposes to hire The Singleton Group, PLLC to give legal
advice regarding its duties under the Bankruptcy Code, assist in
the preparation of a bankruptcy plan, and provide other legal
services.

Singleton received a retainer from the Debtor in the amount of
$6,717, of which $1,717 was used to pay the bankruptcy filing fee.

The members and associates of the firm attest that they do not have
any connection with or any interest adverse to the Debtor and its
creditors, according to court filings.

Singleton can be reached through:

     Eric C. Singleton, Esq.
     The Singleton Group, PLLC
     307 West 200 South, Suite 2002
     Salt Lake City, UT 84101
     Tel: 801-214-9200
     Fax: 801-349-1100
     Email: eric@thesingletongroup.com

                       About 8164 Overton

8164 Overton sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Utah Case No. 16-30791) on December 7, 2016.  The
petition was signed by Craig Binks, manager.


97-111 HALE: Hale Avenue Buying White Plains Property for $8M
-------------------------------------------------------------
Judge Robert D. Drain of the U.S. Bankruptcy Court for the Southern
District of New York will convene a hearing on Jan. 12, 2017 at
10:00 a.m. to consider the bidding procedures of 97-111 Hale, LLC,
and 100-114 Hale, LLC in connection with their sale of contiguous
real property and improvements thereon located at 97-111 and
100-114 Hale Avenue, White Plains, New York, to Hale Avenue
Development, LLC, for $8,000,000, subject to overbid.

Objections to the relief requested in the Motion must be filed and
served no later than Jan. 10, 2017 at 5:00 p.m.

On March 25, 2015, the Debtors respectively filed voluntary
petitions for reorganization pursuant to Chapter 11 of the
Bankruptcy Code.  The Debtors have continued in possession of their
property and the management of their business affairs as
debtors-in-possession pursuant to §§1107 and 1108 of the
Bankruptcy Code.  On April 15, 2015, the Court entered an order
jointly administering the Chapter 11 cases for procedural purposes
only.

On June 25, 2015 the Court entered a stipulation and Order
permitting the continuation of the pre-petition foreclosure action
commenced by Grand Pacific Finance Corp., the second priority
mortgage holder on the Property, so that the parties might fully
adjudicate all claims and cross claims asserted in the foreclosure
action.  

After a lengthy trial and post-trial submissions, the State Court,
in the summer of 2016, awarded Grand Pacific a judgment of
foreclosure and sale.  The foreclosure sale is currently subject to
the automatic stay, and Grand Pacific has moved the Court for an
order lifting the stay to complete the foreclosure sale in State
Court.

On July 13, 2015, the Debtors filed a First Amended Plan of
Reorganization and accompanying Disclosure Statement.

The Property consists of a combined 220,000 square feet of building
space.  The Debtors obtained preliminary approvals and site plans
for constructing 11-12 floor residential buildings on each
property.  The Property enjoys excellent sloping and are amendable
for ground level parking.  The Properties' location is
strategically placed next to The Source Mall in downtown White
Plains, New York, which features Whole Foods, Cheesecake Factory,
Dicks Sporting Goods, and other attractive national retailers.

The Debtors envisioned developing the Properties themselves in two
phases.  The first phase entailed construction of up to 57 units on
97-111 Hale Avenue, and the second phase would be up to 70 units on
100-114 Hale Avenue, for a total of 132 units.  The Debtors
envisioned the buildings consisting of either condominium and/or
rental units until the sales are completed.  The Debtors estimated
requiring $30,000,000 for the first phase of construction and
$20,000,000 for the second phase of construction, which would, in
their estimate, yield an estimated retail value of the sale of the
Properties of $80,000,000.  Further, the Debtor had previously
obtained site approvals and already teamed up with a reputable
general contractor, Wonderworks Construction.

The Debtors have both previously and recently been in contact with,
and met with several private funds to secure debt/equity financing
for construction of the project.  The Properties require updated
zoning approvals and additional site improvement.

The Property has been extensively marketed by the Debtors over the
past several years in various fashions.  These marketing campaigns
have been conducted both prior to the Filing Date and since.  

In order expeditiously bring these Chapter 11 cases to a close and
obtain the highest and best price for the Property, as opposed to
what, if anything, will be realized from a state court foreclosure
sale, the Debtors have been in extensive negotiations with
Purchaser regarding a sale in Chapter 11 subject to higher and
better offers.  The Debtors believe that the purchase price being
offered equals or exceeds the fair current fair market value of the
Property.

On Jan. 5, 2017, after arms-length negotiations, the Purchaser
executed and delivered the LOI.  The Purchaser is an entity
organized by MJM Construction, an entity which has no connection or
other affiliation with the Debtors or any of their principals or
insiders.

Subject to the Court's approval of higher and/or better offers
through an auction process, the Debtor seeks approval to sell the
Property to the Purchaser on these terms and conditions:

   a. Seller: 97-111 Hale, LLC and 100-114 Hale, LLC

   b. Purchaser: Hale Avenue Development, LLC

   c. Purchase Price: $8,000,000

   d. Deposit: $500,000 upon execution of contract of sale;
additional $500,000 at conclusion of Due Diligence Period

   e. Property: All of the Seller's right, title and interest in
and to the following, free and clear of all liens, claims,
encumbrances and interests of any kind (including, without
limitation, those of all federal, State and local taxing
authorities): The improved real property, located at 97-111 Hale
Avenue and 100-114 Hale Avenue, White Plains, New York together
with all tangible personal property owned by the Debtor and located
therein and intangible personal property related to the Property.

   f. Due Diligence: 30 day inspection period.

   g. Representations and Warranties/Covenants: The representations
and warranties and covenants are customary for a transaction of
this type, including, without limitation, representations and
warranties regarding the authority to enter into the sale
transaction and the agreement to abide by all laws with respect to
the sale, litigation, material contracts, permits, environmental
matter, ownership of Property, taxes and condition of the Property,
the best efforts of the parties, notices and consents, access to
information and the risk of loss.

   h. Bid Protections: $250,000 Break Up Fee

   i. Closing Date: The closing shall take place on the earlier to
occur of, 10 business days following receipt by the Purchaser's
counsel, via facsimile and email, a final and non-appealable sale
approval order.

The Sale of the Property pursuant to the LOI is subject to higher
and/or better offers.  In order to ensure that the highest and best
offer is received for the Property, the Debtor has established the
proposed Bidding Procedures to govern the submission of competing
bids at an Auction.  Accordingly, the Debtor seeks the Court's
approval of the Bidding Procedures set forth.

The Bidding Procedures provide that bidders submit initial overbids
in an amount of $50,000, with each subsequent higher and better
offer being in increments of not less than $25,000.  The Debtor
requests that the Court authorize Purchase to receive, in
consideration of acting as a "stalking horse" a "Break-Up Fee" of
$250,000.  All bids submitted for the purchase of the Debtor's
Property will remain open, and all deposits held in the attorney
escrow account of the Debtor's counsel until the sale of the
Property to the Successful Bidder is consummated.  In the event
that the Successful Bidder is unable to consummate on the sale of
the Property, the next highest and/or best bidder will then be
required to consummate on the sale of the Property.

In order for a potential purchaser of the Property to qualify as a
Bidder, the Debtor proposes that the purchaser's Competing Bid must
be received by Feb. 28, 2017 at 5:00 p.m.  

The cash purchase price for the Property, expressed in U.S.
Dollars, is not less than $8,300,000.  The Competing Bid must be
accompanied by a good faith deposit, payable to the order of the
Seller, in an amount equal to 10% of the Competing Bid.

If the Seller receives one or more Qualified Competing Bids in
addition to the LOI, the Seller will, through its proposed
auctioneer, Auction Advisors, conduct the Auction to select the
highest or best bid for the Property.  The Auction will be held at
10:00 a.m. (PET) on March 2, 2017 at 11:00 a.m. at the offices of
at the offices of Debtors' counsel, or such other location as will
be agreed by the Debtors and the Purchaser and timely communicated
to all entities entitled to attend the Auction.

Any subsequent bidding for the Property at the Auction will be in
increments of at least $25,000 or any other reasonable amount
established by the Debtor at the Auction.  At the conclusion of the
Auction, the Debtor will submit the Successful Bid to the Court at
the Sale Hearing, for entry of a Sale Approval Order.  Any Bid that
fails to comply with the Bidding Procedures or any other procedures
established at the Auction may be refused.

The Debtors seek authority to conduct the Auction free and clear of
all liens with the liens to attach to the proceeds of sale.

If no Qualified Competing Bids are received, the Debtor and the
Purchaser intend to seek immediate Court approval of the LOI
without conducting an Auction.  

If, following the entry of the Sale Approval Order, the Successful
Bidder fails to consummate the Sale because of a breach or failure
to perform on the part of the Successful Bidder, the highest or
otherwise best bid will be deemed the new Successful Bid, and the
Debtor will be authorized and directed to consummate the Sale with
the  bidder who submitted the Back-Up Bid without further order of
the Court.

A copy of the LOI and the Bidding Procedures attached to the Motion
is available for free at:

           http://bankrupt.com/misc/97-111_Hale_82_Sales.pdf

All of the sale proceeds will be held is escrow by the Debtors'
counsel, with all liens, claims, interests and encumbrances, if
any, to attach to the proceeds in accordance with  Section 363(f)
of the Bankruptcy Code, pending further Order of the Court.  The
estimated claims of the Debtor's estate are:

   a. Administrative expenses (professional fees and expenses) of
approximately $325,000 (anticipated through closing);

   b. Real Estate Taxes in the approximate amount of $250,000;

   c. First priority secured claim of Grand Pacific as assignee of
Sterling Bank in the estimated amount of $12,000,000;

   d. Second priority secured claim of Grand Pacific in the
estimated amount of $10,200,000; and

   e. General unsecured claims of approximately $100,000.

The net proceeds of sale, after allowance of claims under either
330 or 506(c) of the Code, will be sufficient to satisfy the
allowed amount of secured claims under Section 506 (a) of the Code,
thereby satisfying the requirements of a sale under Section
363(f)(2) of the Bankruptcy Code.

The Debtors submit that the LOI, subject to higher and better
offers received at an Auction, will provide the greatest recovery
for the Debtors' estates than would be provided by any other
available alternative, especially in a state court foreclosure
sale.  In addition, the terms and conditions of the LOI will be
tested in the market through an auction process, which will support
the fairness and reasonableness of the consideration being
received.  Therefore, the Debtors ask that the Court authorize and
approve the Sale of the Property.

Counsel for the Debtors:

          Jonathan S. Pasternak, Esq.
          Erica Feynman Aisner, Esq.
          DELBELLO DONNELLAN WEINGARTEN
          WISE & WIEDERKEHR, LLP
          One North Lexington Avenue
          White Plains, NY 10601
          Telephone: (914) 681-0200

                     About 97-111 Hale

97-111 Hale, LLC, sought Chapter 11 protection (Bankr. S.D. N.Y.
Case No. 15-22381) on March 25, 2015.  The case is assigned to
Robert D. Drain.

The Debtor has an estimated assets of $5,500,000 and $16,700,000 of
liabilities.

The Debtor tapped Jonathan S. Pasternak, Esq., at DelBello
Donnellan Weingarten Wise & Wiederkehr, LLP, as counsel.

The petition was signed by Eli Bobker, manager Hale Club, LLC,
managing member.


ADVANCED SOLIDS: Sale of Carlsbad Property for $250K Approved
-------------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas authorized Advanced Solids Control, LLC's sale of
real property described as 4005 S. Pat Garrett Ct., Carlsbad, New
Mexico, to Bobby R. Mallett for $250,000.

The sale is free and clear of all liens, claims and encumbrances.

Should the sale to Mallett not close, the Debtor may sell the real
property to any third party for the minimum cash sales price of
$250,000.

Ordinary closing costs, including real estate commissions (if any)
and the local ad valorem taxing authorities (pro-rated through
closing) are to be paid in full at closing.

The liens of First National Bank of Beeville will automatically
attach to the net sales proceeds based upon their pre-petition
priority, and the claim of First National Bank of Beeville paid
directly from the closing in partial satisfaction of First National
Bank of Beeville's outstanding balance.

                  About Advanced Solids Control

Advanced Solids Control, LLC, is an oilfield service company
specializing in solids control for land-based oil and gas drilling
operations.

Advanced Solids sought Chapter 11 protection (Bankr. W.D. Tex.
Case
No. 16-52748) on Dec. 2, 2016.  The petition was signed by W. Lynn
Frazier, managing member.  The Debtor estimated assets in the
range
of $0 to $50,000 and $500,001 to $1,000,000 in debt.

The Debtor tapped William R. Davis, Jr., Esq., at Langley &
Banack,
Inc. as counsel.


ADVANCED SOLIDS: Sale of Carlsbad Property for $260K Approved
-------------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas authorized Advanced Solids Control, LLC's sale of
real property described as 3907 N. Pat Garrett Ct., Carlsbad, New
Mexico, to Travis and Tiffany Stevens for for $260,000.

The sale is free and clear of all liens, claims and encumbrances.

Should the sale to the Buyers not close, the Debtor may sell the
real property to any third party for the minimum cash sales price
of $260,000.

Ordinary closing costs, including real estate commissions (if any)
and the local ad valorem taxing authorities (pro-rated through
closing) are to be paid in full at closing.

The liens of First National Bank of Beeville will automatically
attach to the net sales proceeds based upon their pre-petition
priority, and the claim of First National Bank of Beeville paid
directly from the closing in partial satisfaction of First National
Bank of Beeville's outstanding balance.

                  About Advanced Solids Control

Advanced Solids Control, LLC, is an oilfield service company
specializing in solids control for land-based oil and gas drilling
operations.

Advanced Solids sought Chapter 11 protection (Bankr. W.D. Tex.
Case
No. 16-52748) on Dec. 2, 2016.  The petition was signed by W. Lynn
Frazier, managing member.  The Debtor estimated assets in the
range
of $0 to $50,000 and $500,001 to $1,000,000 in debt.

The Debtor tapped William R. Davis, Jr., Esq., at Langley &
Banack,
Inc. as counsel.


ADVANCED SOLIDS: Selling Ford F-250 Truck Through Enterprise
------------------------------------------------------------
Advanced Solids Control, LLC, asks the U.S. Bankruptcy Court for
the Western District of Texas to authorize the sale of 2010 Ford
F-250 Truck, VIN ...4095, through Enterprise Fleet Management.

The Debtor believes that the 2010 Ford F-250 Truck is worth
approximately $13,000.  The vehicle is not subject to any liens to
creditors.

Enterprise charges fees in the estimated amount of $500 - $750 to
sell the vehicle.  Enterprise has previously sold vehicles for the
Debtor with success.  By having Enterprise sell the vehicle, the
Debtor avoids the expense of having to pay someone to drive the
vehicle from New Mexico to Corpus Christi, along with the wear and
tear on the vehicle.

The Debtor believes that the proposed sale of the vehicle will
generate a reasonable value based upon the asset proposed to be
sold and its marketability.

The proceeds from the sale will be used by the Debtor in its
reorganization efforts.

The Debtor asks the Court to authorize the sale of the vehicle free
and clear of all liens, claims and encumbrances through Enterprise
Fleet pursuant to the terms set forth, and for such other and
further relief to which the Debtor may show itself entitled.

                  About Advanced Solids Control

Advanced Solids Control, LLC, is an oilfield service company
specializing in solids control for land-based oil and gas drilling
operations.

Advanced Solids sought Chapter 11 protection (Bankr. W.D. Tex.
Case
No. 16-52748) on Dec. 2, 2016.  The petition was signed by W. Lynn
Frazier, managing member.  The Debtor estimated assets in the
range
of $0 to $50,000 and $500,001 to $1,000,000 in debt.

The Debtor tapped William R. Davis, Jr., Esq., at Langley &
Banack,
Inc. as counsel.


ALIKE INC: Feb. 1 Plan Disclosures Hearing
------------------------------------------
Judge Harlin D. Hale of the U.S. Bankruptcy Court for the Northern
District of Texas conditionally approved Alike, Inc.'s amended
disclosure statement and accompanying plan of reorganization dated
Dec. 27, 2016.

Jan. 30, 2017 is fixed as the last day for filing and serving
written acceptances or rejections of the plan in the form of a
ballot.

Feb. 1, 2017 at 2:00 p.m. is fixed for the hearing on confirmation
of the plan and for final approval of the disclosure statement.

Jan. 30, 2017 is fixed as the last day for filing and serving
written objections to confirmation of the plan.

       Unsecured Creditors To Get 100% in 60 Months

The Debtor filed a disclosure statement dated December 27, 2016, a
full-text copy of which is available at
http://bankrupt.com/misc/txnb16-32174-24.pdfand an amended
disclosure statement dated December 28, 2016, a full-text copy of
which is available at http://bankrupt.com/misc/txnb16-32174-27
explaining the Chapter 11 plan of Alike, Inc.

The Class 2 (Allowed Ad Valorem Tax Claims), Class 4 (Allowed
Comptroller Claims for Sales Taxes from November 1, 2011 through
April 30, 2015), Class 5 Claimants (Allowed Claims of Propel
Financial Services, LLC), Class 6 Claimants (Allowed Claims of
Ciena Capital United Central Bank), and Class 7 Claimants (Allowed
Unsecured Creditors) are impaired.

All allowed unsecured creditors will share pro rata in the
unsecured creditors pool.  The Debtor will make monthly payments
commencing on the Effective Date of $500 into the unsecured
creditors' pool.  The Debtor will make distributions to the Class 7
creditors every 90 days commencing 90 days after the Effective
Date.  The Debtor will make a total of 60 payments or until the
unsecured creditors have been paid in full.  Based upon the Proofs
of Claim and the Debtor's Schedules the unsecured creditors should
receive approximately 100% of their allowed claims.

The Debtor anticipates the continued operations of the business to
fund the Plan.  The Debtor also receives rental income of $5,500
per month that will be used toward payments under the Plan.

                         About Alike Inc.

Alike, Inc. sought protection under Chapter 11 of the Bankruptcy
Code in the Northern District of Texas (Dallas) (Case No.
16-32174)
on June 2, 2016.  

The petition was signed by Gregory Achilike, president.  The
case is assigned to Judge Harlin DeWayne Hale.

The Debtor disclosed total assets of $2.51 million and total debts
of $1.75 million.



ALLSTATE REALTY: Taps Maltz Auctions as Real Estate Broker
----------------------------------------------------------
Allstate Realty USA Corp. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire a real estate
broker.

The Debtor proposes to hire Maltz Auctions, Inc. to market and sell
by public auction its real property located at 436 New Lots Avenue,
Brooklyn, New York.

Maltz Auctions will be compensated by a buyer's premium of 6%.  The
buyer's premium will be paid by the winning bidder for the
property.

Richard Maltz, president of Maltz Auctions, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Richard B. Maltz
     Maltz Auctions, Inc.
     39 Windsor Place
     Central Islip, NY 11722
     Phone: 516-349-7022
     Fax: 516-349-0105
     Email: info@MaltzAuctions.com

                    About Allstate Realty USA

Allstate Realty USA Corp. filed a Chapter 11 petition (Bankr.
E.D.N.Y. Case No. 16-44219) on September 22, 2016, and is
represented by Eric H. Horn, Esq., at Vogel Bach & Horn, LLP.


AMERICAN APPAREL: Settles With Committee & Litigation Trustee
-------------------------------------------------------------
American Apparel LLC and the Official Committee of Unsecured
Creditors of the Debtors ask the Delaware bankruptcy court to
approve a settlement agreement among the Debtors, the Committee,
the litigation trustee appointed in American Apparel's prior
Chapter 11 Cases, and the ad hoc committee of certain holders
and/or investment advisors of certain holders of secured
prepetition debt.

The Settlement resolves:

     -- the Creditors Committee's objection to the final approval
of the Debtors' request to procure up to $30 million in DIP
financing and use prepetition lenders' cash collateral; and

     -- the request of the litigation trustee to dismiss the
present Chapter 11 cases.

The Committee's Objection focused primarily on the protections to
be provided to the Prepetition Secured Lenders in the proposed
Final DIP Order.  The Committee objected to the Prepetition Secured
Lenders' adequate protection lien and superpriority claim on the
DIP Collateral, which encompassed certain assets of the Debtors
which the Committee believes are not encumbered by the Prepetition
Liens.  Additionally, the Committee argued that a Section 506(c)
waiver and the limited Committee Challenge Period and budget were
inappropriate under the circumstances.

The Debtors, the Committee, and the Prepetition Lenders, who were
at the time engaging in settlement discussions, ultimately agreed
to schedule a final Cash Collateral hearing on Jan. 12, 2017 in
order to continue these potential settlement discussions, while
allowing the final hearing on approval of the DIP Facility to go
forward on an uncontested basis.  The Final DIP Order was entered
by the Court on Dec. 12, 2016.  Among other things, the Final DIP
Order approved the DIP Facility as between the
Debtors and the DIP Lenders, continued the Debtors' interim use of
Cash Collateral through Jan. 12, 2017, tolled the Committee
Challenge Period, and preserved the Committee Objection in all
material respects until the final Cash Collateral hearing as to
matters affecting the Prepetition Secured Lenders only.

As previously reported by the Troubled Company Reporter, the
Litigation Trustee filed a motion to dismiss the current Chapter 11
Cases, arguing that (i) the Debtors are impermissibly maintaining
simultaneous chapter 11 cases, (ii) the Plan (a) has not been
substantially consummated or, (b) alternatively, the current
Chapter 11 Cases serve as an impermissible material modification of
the Plan by foregoing distribution of the Support Payment for
general unsecured creditors, among other distributions, and (iii)
the current Chapter 11 Cases were filed in bad faith.

The Debtors dispute the Litigation Trustee's contentions in the
Motion to Dismiss and believe it is without merit.

American Apparel on Jan. 27, 2016, obtained confirmation of a First
Amended Joint Plan of Reorganization in their prior Chapter 11
case.  That Plan went effective on Feb. 5, 2016.  The Plan provides
for the payment of $2.5 million from the Debtors, made in two,
semiannual installments, for the direct benefit of general
unsecured creditors.  To date, no GUC Support Payment has been
made.

     -- The Debtors will establish these escrows from the
        proceeds generated by the sale of their intellectual
        property assets:

             (i) a fund in an amount sufficient to pay the
                 Debtors' unpaid November 2016 rent obligations;

            (ii) a fund in an amount sufficient to pay the
                 Debtors' obligations to holders of allowed
                 claims arising under section 503(b)(9) of the
                 Bankruptcy Code; and

           (iii) a fund in the amount of $2.5 million for the
                 benefit of the Debtors' general unsecured
                 creditors and the beneficiaries of the
                 litigation trust established in the Prior
                 Chapter 11 Cases.

        Upon the establishment and funding of the Escrows, the
        Debtors and their estates shall have no further
        liability for any claims or administrative expenses in
        respect of Stub Rent or 503(b)(9) Claims.  
        Notwithstanding anything in the Term Sheet or the
        Settlement to the contrary, the funding of the Escrows
        shall only occur following the indefeasible repayment
        in full in cash of the DIP Obligations.

     -- The effective date of the Settlement shall be the first
        business day after (i) the Court's order approving the
        Motion becomes final and non-appealable; (ii) the Debtors
        establish the Escrows upon the closing of the Sale; and
        (iii) the entry of a final cash collateral order, on a
        non-appealable basis, that is consistent with the Term
        Sheet and otherwise reasonably acceptable to the
        Committee of Lead Lenders.

     -- No portion of the Settlement Escrow shall be used,
        distributed or otherwise allocated without the consent
        of the Committee and the Litigation Trustee and a further
        Court order.

     -- The Committee will consent to entry of a final cash
        collateral order that provides that, upon the Settlement
        Date, and except as (i) set forth in the Settlement; or
        (ii) provided for in the Current Budget (which shall not
        be modified after the Settlement Date except as provided
        in the Final DIP Order), all allowed administrative
        expense claims asserted against the Debtors' estates
        (other than allowed professional fees and expenses for
        estate professionals, other than Committee professionals,
        in excess of the Budget) will be payable from the
        Settlement Escrow and not from the Debtors' other Cash
        Collateral; provided that amounts (i) that are identified
        in the Settlement as payable from the Debtors' cash
        collateral (after accounting for the funding of the
        Escrows) or (ii) provided for in the Current Budget
        (which shall not be modified after the Settlement Date
        except as provided in the Final DIP Order), including the
        Adequate Protection Payments to the Prepetition Agent, in
        each case, shall be payable from the Debtors' cash
        collateral (after accounting for the funding of the
        Escrows).

     -- As a condition to, and in exchange for, the waiver of
        deficiency claims, the Committee and the Litigation
        Trustee shall consent to entry of a final cash collateral
        order that provides that, upon the Settlement Date,
        without further order of the Court, (i) the Lender
        Committee, its members, any other Consenting Prepetition
        Secured Lender, the Prepetition Agent (on behalf of
        itself and each of the foregoing) and each of their
        respective Representatives shall be released from any
        Challenge, (ii) the Debtors' Stipulations set forth in
        the Final DIP Order as to the Lender Committee, its
        members, any other Consenting Prepetition Secured Lender,
        the Prepetition Agent (on behalf of itself and each of
        the foregoing) and each of their respective
        Representatives shall be binding on the Committee and
        the Litigation Trustee, and (iii) the Committee, the
        Litigation Trustee, and the Debtors and their estates
        shall be deemed to have released any and all claims or
        causes of action against the Lender Committee, its
        members, any other Consenting Prepetition Secured Lender,
        the Prepetition Agent (on behalf of itself and each of
        the foregoing) and each of their respective
        Representatives, including without limitation any claims
        and causes of action with respect to the Prepetition Loan
        Documents, their interests in the Debtors' estates or any
        related actions or transactions.

     -- The Debtors, the Committee, and the Litigation Trustee
        agree that any proceeds of the Debtors assets (other than
        the proceeds from the Sale used to fund the Escrows)
        shall be deemed to be, and treated as, the collateral of
        the Prepetition Secured Parties and may be distributed to
        the Prepetition Secured Parties, subject to any
        applicable terms and conditions of the Final DIP Order,
        upon agreement of a final Cash Collateral Budget.

     -- On the Settlement Date, (i) the Motion to Dismiss will be
        Deemed dismissed with prejudice and (ii) the Committee
        Objection will be deemed withdrawn.

     -- The Committee, Lender Committee, and Litigation Trustee
        will not object to the entry of an order granting the
        relief requested by the Debtors in their motion to
        approve their Key Employee Retention Plan and Key
        Executive Incentive Plan.

     -- On the Settlement Date, the Lender Committee will each,
        in their individual capacities, waive any right to
        participate in any distributions made from the Settlement
        Escrow or the proceeds thereof.

     -- Notwithstanding anything in the Final DIP Order to the
        contrary, the allowed fees of the Committee's
        professionals accruing on and after the date that the
        Parties execute the Term Sheet shall be subject to a
        $500,000 cap, and the Committee's professionals shall not
        seek payment of any fees or expenses in excess of the
        Post Effective Date Cap from the DIP Collateral, Cash
        Collateral or the CarveOut; provided, however, that the
        Post-Effective Date Cap shall not apply to any fees and
        expenses incurred by the Committee's professionals in
        connection with the preparation and prosecution of the
        Settlement Motion.

     -- The Parties agree to use their reasonable best efforts to
        conclude these Chapter 11 Cases in the most efficient and
        cost-effective manner possible, including, without
        limitation, through a structured dismissal. The Committee
        and the Litigation Trustee further agree that they will
        not object to any mechanism proposed by the Debtors and
        the Lender Committee to conclude these Chapter 11 Cases
        that is not materially inconsistent with the compromises
        embodied in the Settlement and does not impair the
        implementation of the Settlement; provided, that the
        Debtors and the Lender Committee (i) will not seek to
        convert the Chapter 11 Cases to cases under chapter 7 of
        the Bankruptcy Code without first (a) attempting to
        confirm a plan of liquidation or effectuating a
        structured dismissal or (b) funding the Escrows and
        providing (by Court order) that such funding is not
        subject to clawback; and (ii) shall make reasonable
        efforts to consult with the Committee and the Litigation
        Trustee regarding the proposed resolution of these
        Chapter 11 Cases so as to ensure the full implementation
        of the Settlement and the effectuation of the compromises
        embodied herein. To effectuate the foregoing, the Lender
        Committee agrees a sufficient amount of proceeds
        generated from the Sale may be set aside (which amount
        shall be reasonably agreed upon by the Lender Committee
        and the Debtors) to fund the costs and professional fees
        necessary to conclude these Chapter 11 Cases in a manner
        other than through the conversion of theses Chapter 11
        Cases to cases under chapter 7; provided, however, that
        the order approving the Settlement Motion shall provide
        that, notwithstanding that the Escrows will be
        established from the proceeds of the Sale, the cost and
        expense of such funding and the costs and professional
        fees of the Cases shall be allocated among all of the
        Debtors' assets pursuant to a further Court order.

     -- Notwithstanding anything to the contrary in the
        Litigation Trust Agreement:

        * the Debtors agree to not reconcile, object to,
          compromise or otherwise settle any Class 4 General
          Unsecured Claims (as defined in the Litigation Trust
          Agreement). From and after the Settlement Date, the
          Litigation Trustee shall have the sole authority and
          power to reconcile, object to, compromise and otherwise
          settle all Class 4 General Unsecured Claims; provided
          however, that the Litigation Trustee shall not exercise
          such powers with respect to any Class 4 General
          Unsecured Claim seeking an amount in excess of $250,000
          without the approval of the Litigation Trust Board.
          The Litigation Trustee is aware that the Debtors'
          insurer is attempting to resolve certain insured Class
          4 General Unsecured Claims that the insurer has agreed
          or will likely agree to insure, and agrees that the
          insurer's efforts do not violate the Settlement.

        * To Any portion of the Settlement Escrow allocated to
          the Litigation Trustee may be used by the Litigation
          Trustee to repay Litigation Trust Expenses and the fees
          and costs incurred in connection with the
          reconciliation of Class 4 General Unsecured Claims.

     -- Effective upon the execution of the Settlement, any
        deadline to object to the Motion to Dismiss and all
        applicable deadlines and all statutes of limitations,
        including the expiration date of the Committee Challenge
        Period, applicable to any and all claims that may be
        asserted by the Debtors or the Committee against the
        Lender Committee, its members, any other Consenting
        Prepetition Secured Lender, the Prepetition Agent (on
        behalf of itself and each of the foregoing) and each of
        their respective Representatives shall be tolled, and the
        Parties shall cooperate with each other to file any
        pleadings with the Court necessary to effect any such
        extensions or tolling. For the avoidance of doubt, on the
        Settlement Date, the releases and other terms shall be
        effective and, accordingly, all applicable deadlines and
        all statutes of limitations, including the expiration
        date of the Committee Challenge Period, applicable to any
        and all claims that may be asserted by the Debtors or the
        Committee against the Lender Committee, its members, any
        other Consenting Prepetition Secured Lender, the
        Prepetition Agent (on behalf of itself and each of the
        foregoing) and each of their respective Representatives
        shall be deemed to have expired.

A hearing on the request is set for Jan. 12, 2017.

                 About American Apparel

American Apparel Inc. is one of the largest apparel manufacturers
in North America, employing 4,700 employees across 3 active
manufacturing facilities, one distribution facility and
approximately 110 retail stores in the United States.  

American Apparel and its affiliates filed for chapter 11
protection in October 2015, confirmed a fully consensual plan of
reorganization in January 2016, and substantially consummated that
plan on Feb. 5, 2016.  Unfortunately, the business turnaround plan
upon which the Debtors' plan of reorganization was premised
failed.

American Apparel LLC, along with five of its affiliates, again
sought bankruptcy protection (Bankr. D. Del. Lead Case No.
16-12551) on Nov. 14, 2016, with a deal to sell the assets.  The
petitions were signed by Bennett L. Nussbaum, chief financial
officer.

As of the bankruptcy filing, the Debtors estimated assets and
liabilities in the range of $100 million to $500 million each.  As
of the Petition Date, the Debtors had outstanding debt in the
aggregate principal amount of approximately $215 million under
their prepetition credit facility.  Additionally, the Debtors have
guaranteed one of its United Kingdom subsidiaries' obligations
under a $15 million unsecured note due Oct. 15, 2020, court
document shows.

The Debtors have hired Laura Davis Jones, Esq. and James E.
O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel;
Erin N. Brady, Esq., Scott J. Greenberg, Esq., and Michael J.
Cohen, Esq., at Jones Day as co-counsel; Berkeley Research Group,
LLC as financial advisors; Houlihan Lokey as investment banker;
and Prime Clerk LLC, as claims and noticing agent.

The Official Committee of Unsecured Creditors is represented by
lawyers at Bayard P.A. and Cooley LLP.


AMERIFORGE GROUP: S&P Cuts CCR to CCC- on Potential Restructuring
-----------------------------------------------------------------
S&P Global Ratings said that it lowered its corporate credit rating
on Houston-based oilfield services company Ameriforge Group Inc.
d/b/a AFGlobal Corp. to 'CCC-' from 'CCC'.  The rating outlook is
negative.

At the same time, S&P lowered its issue-level rating on the
company's first-lien debt to 'CCC-' from 'CCC'.  The '4' recovery
rating is unchanged, indicating S&P's expectation for average
(30%-50%; upper half of the range) recovery of principal in the
event of a payment default.

S&P also lowered its issue-level rating on the company's
second-lien debt to 'C' from 'CC'.  The '6' recovery rating is
unchanged, indicating S&P's expectation for negligible (0%-10%)
recovery of principal in the event of a payment default.

"The downgrade follows Ameriforge's announcement that it has hired
advisors to evaluate potential strategic opportunities to enhance
its liquidity and address its capital structure," said S&P Global
Ratings' credit analyst David Lagasse.  "We believe the company is
likely to announce a restructuring that we would view as distressed
within the next six months."

S&P considers an exchange offer as distressed, or tantamount to
default, if S&P believes the offer implies that investors will
receive less value than the promise of the original securities and
if S&P views the offer as distressed rather than purely
opportunistic.  Based on S&P's criteria, it would value an offer at
less than the original promise if the amount offered is less than
the original par amount, if the interest rate is lower than the
original yield, or if the new securities' maturity dates extend
beyond the original, among other factors, without offsetting
compensation.

The negative outlook reflects S&P's view that Ameriforge could
enter into what S&P would view as a distressed exchange or
restructuring within the next six months.

S&P could raise the rating if Ameriforge's liquidity improved,
which would most likely occur if the company raised additional
equity to fund growth.


ANSWERS CORP: S&P Withdraws All Ratings on Lack of Information
--------------------------------------------------------------
S&P Global Ratings said that it withdrew all of its ratings on St.
Louis, Mo.-based Answers Corp.

At the time of the withdrawal, the corporate credit rating on
Answers was 'CCC' with a negative outlook, and the issue-level
ratings were 'CCC' on the first-lien term loan based on a '3L'
recovery rating and 'CC' on the second lien based on a '6' recovery
rating.

The action follows S&P's unsuccessful efforts to obtain timely
information of satisfactory quality from the company to maintain
its rating, in accordance with S&P's applicable criteria and
policies.


AOG ENTERTAINMENT: Bankruptcy Court Stays Suit vs. Phillips
-----------------------------------------------------------
In the adversary proceeding captioned 19 ENTERTAINMENT, INC., 19
RECORDINGS, INC., 19 PUBLISHING, INC. Plaintiffs, v. PHILLIP
PHILLIPS, Defendant, Adv. Proc. No. 16-01074 (SMB) (Bankr.
S.D.N.Y.), Judge Stuart M. Bernstein of the United States
Bankruptcy Court for the Southern District of New York granted the
defendant's motion for permissive abstention, a stay and relief
from the automatic stay.

The plaintiffs commenced the adversary proceeding seeking
declaratory, monetary and turnover relief against Phillip Phillips,
arising under several agreements between the parties.  An
administrative proceeding before the Division of Labor Standards
Enforcement (DLSE) involving some of these claims was already
pending between the parties in California when the plaintiffs filed
their chapter 11 cases.  Phillips moved for mandatory or permissive
abstention, or alternatively, to stay the adversary proceeding and
for relief from the automatic stay to continue the California
proceeding.

Judge Bernstein denied the abstention motion to the extent it seeks
mandatory abstention.  The judge found that Phillips has failed to
prove that mandatory abstention is required because bankruptcy
jurisdiction under 28 U.S.C. section 1334 is not the sole basis of
federal jurisdiction.  Title 28, section 1332, grants federal
district courts diversity jurisdiction over civil actions between
citizens of different states if the amount in controversy exceeds
$75,000. 28 U.S.C. section 1332(a)(1).  The judge pointed out that
the plaintiffs seek a judgment of not less than $5,850,000,
satisfying the requirement regarding the amount in controversy.  In
addition, Phillips resides in Georgia, the plaintiffs are
incorporated either in Delaware or New York, and each has its
principal place of business in California.  The judge concluded
that, consequently, diversity jurisdiction exists.

Judge Bernstein, however, abstains in the exercise of the Court's
discretion but solely with respect to the determination by the
Labor Commissioner as to the enforceability of the agreements and
the appropriate remedy for any violations.  The judge stated,
however, that the Labor Commissioner cannot award monetary relief
to Phillips because any claims, other than possible cure payments,
have been discharged.

Judge Bernstein will also stay the adversary proceeding and grant
relief from the automatic stay pursuant to section 362(d)(1) of the
Bankruptcy Code for the limited purpose of allowing the parties to
proceed before the Labor Commissioner.  Upon the issuance of his
determination, the stay will be reimposed and the parties shall
notify the Court of the Labor Commissioner's determination and
schedule a conference to discuss further proceedings.

The bankruptcy case is In re: AOG ENTERTAINMENT, INC., et al.,,
Chapter 11, Debtors, No. 16-11090 (SMB) (Jointly Administered)
(Bankr. S.D.N.Y.).

A full-text copy of Judge Bernstein's December 30, 2016 memorandum
decision is available at https://is.gd/YHe1vo from Leagle.com.

19 Entertainment, Inc. is represented by:

          Bert Howard Deixler, Esq.
          KENDALL BRILL & KELLY, LLP
          10100 Santa Monica Blvd, Suite 1725
          Los Angeles, CA 90067
          Tel: (310)556-2700
          Fax: (310)556-2705
          Email: bdeixler@kbkfirm.com

            -- and --

          Matthew Allen Feldman, Esq.
          WILLKIE FARR & GALLAGHER LLP
          787 Seventh Avenue
          New York, NY 10019-6099
          Tel: (212)728-8000
          Fax: (212)728-8111
          Email: mfeldman@willkie.com

Phillip Phillips is represented by:

          Robert J. Lemons, Esq.
          WEIL GOTSHAL & MANGES, LLP
          767 Fifth Avenue
          New York, NY 10153-0119
          Tel: (212)310-8000
          Email: robert.lemons@weil.com

            -- and --

          Michael David Mueller, Esq.
          CHRISTIAN & BARTON, LLP
          909 East Main Street, Suite 1200
          Richmond, VA 23219-3095
          Tel: (804)697-4100
          Fax: (804)697-6112
          Email: mmueller@cblaw.com

                      About AOG Entertainment

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

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

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

The Debtors have hired Matthew A. Feldman, Esq., Paul V. Shalhoub,
Esq., and Andrew S. Mordkoff, Esq., at Willkie Farr & Gallagher LLP
as counsel, Moelis & Company, LLC as financial advisor,
PricewaterhouseCoopers LLP as auditors and tax consultants and
Kurtzman Carson Consultants LLC as claims, noticing and
administrative agent.

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

The official committee of unsecured creditors retained Zolfo
Cooper, LLC as its financial advisor; and Sheppard Mullin Richter &
Hampton, LLP as counsel.

                                   *     *     *

AOG Entertainment, Inc., et al., filed with the U.S. Bankruptcy
Court for the Southern District of New York a disclosure statement
for the Debtor's first amended joint Chapter 11 plan of
reorganization.

Holders of Class 5 General Unsecured Claims, estimated at $23.92
million, will recover 3.5%.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/nysb16-11090-250.pdf


APOLLO ENDOSURGERY: Novo A/S Reports 13.6% Stake as of Dec. 29
--------------------------------------------------------------
Novo A/S disclosed in a Schedule 13D filed with the Securities and
Exchange Commission that as of Dec. 29, 2016, it beneficially owns
1,456,972 shares of common stock of Apollo Endosurgery, Inc.
representing 13.6 percent of the shares outstanding.

Immediately prior to the merger between Lpath, Inc. and Apollo
Endosurgery, Inc., Novo A/S held 25,332,452 shares of common stock
of Original Apollo.  The Original Apollo common stock held by Novo
A/S was in part acquired through conversion of Original Apollo
preferred stock and Original Apollo unsecured subordinated
convertible promissory notes previously acquired by Novo A/S, as
well as from purchases of Original Apollo common stock by Novo A/S
in a financing that occurred in September 2016; the Merger was
conditioned upon the closing of this financing and the conversion
of the Original Apollo Notes.  The purchase price for the Original
Apollo common stock, preferred stock and Original Apollo Notes held
by Novo A/S was paid by Novo A/S from its working capital.  On the
Effective Date, as a result of the Merger, Novo A/S received an
aggregate of 1,456,972 shares of the Issuer's common stock, which
reflects the 1-for-5.5 reverse split of the Issuer's common stock
effected immediately following consummation of the Merger and the
0.31632739 per share of Original Apollo common stock Merger
exchange ratio.

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

                      https://is.gd/4sA0ja

                 About Apollo Endosurgery, Inc.  

Apollo Endosurgery, Inc. -- http://www.apolloendo.com/-- is a
medical device company focused on less invasive therapies for the
treatment of obesity, a condition facing over 500 million people
globally, as well as other gastrointestinal disorders.  The
Company's device based therapies are an alternative to invasive
surgical procedures, thus lowering complication rates and reducing
total healthcare costs.  Apollo's products are offered in over 80
countries today.

On Dec. 29, 2016, a wholly owned subsidiary of Lpath, Inc. merged
with and into Apollo Endosurgery, Inc. resulting in Original Apollo
becoming a wholly owned subsidiary of Lpath.  At the Effective
Time, Lpath effected a name change to "Apollo Endosurgery, Inc."
Each share of Original Apollo common stock (after adjusting for the
1-for-5.5 reverse split of common stock effected by the Issuer
immediately following consummation of the Merger) was exchanged for
0.31632739 shares of the Issuer's common stock at the Effective
Time of the Merger.

Lpath reported a net loss of $10.01 million on $1.59 million of
total revenues for the year ended Dec. 31, 2015, compared to a net
loss of $16.55 million on $5.08 million of total revenues for the
year ended Dec. 31, 2014.

As of Sept. 30, 2016, Lpath had $4.04 million in total assets,
$1.35 million in total liabilities and $2.69 million in total
stockholders' equity.

Moss Adams LLP, in San Diego, California, issued a "going concern"
qualification on Lpath's consolidated financial statements for the
year ended Dec. 31, 2015, citing that the Company's recurring
losses and negative operating cash flows raise substantial doubt
about the Company's ability to continue as a going concern.


APRICUS BIOSCIENCES: May Issue 423,241 Shares Under 2012 Plan
-------------------------------------------------------------
Apricus Biosciences, Inc., filed with the Securities and Exchange
Commission a Form S-8 registration statement to register the offer
and sale of an additional 423,241 shares of common stock of Apricus
Biosciences, Inc. for issuance under the 2012 Stock Long Term
Incentive Plan.  A full-text copy of the prospectus is available
for free at https://is.gd/gRTKjA

                 About Apricus Biosciences

Based in San Diego, California, Apricus Biosciences Inc
(NASDAQ:APRI) develops products in the areas of urology and
rheumatology.  The Company's drug delivery technology is a
permeation enhancer called NexACT.  The Company has over two
product candidates in Phase II development, fispemifene for the
treatment of symptomatic male secondary hypogonadism and RayVa for
the treatment of Raynaud's phenomenon, secondary to scleroderma.
The Company has a commercial product, Vitaros for the treatment of
erectile dysfunction (ED), which is in development in the United
States, approved in Canada and marketed throughout Europe.

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.

As of Sept. 30, 2016, Apricus had $8.41 million in total assets,
$15.94 million in total liabilities and a total stockholders'
deficit of $7.53 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.


ARGON CREDIT: Ad Hoc Committee Wants Creditor's Panel Formed
------------------------------------------------------------
The Ad Hoc Committee of Unsecured Creditors of Argon Credit LLC, et
al., filed on Jan. 5, 2017, a motion for court order directing the
Office of U.S. Trustee to appoint an official committee of
unsecured creditors.

This emergency motion of the Ad Hoc Committee is necessitated by
the decision of the U.S. Trustee not to form an official committee
of unsecured creditors in these Chapter 11 cases.  The U.S. Trustee
sent notice of the Chapter 11 cases to the Debtors' 20 largest
unsecured creditors in order to solicit interest in sitting on a
Committee.  Five creditors were represented at the formation
meeting held on Jan. 4, 2017.  One of the representatives flew in
from Florida.  They are:

     i. Peraza Capital and Investment -- $1,213,708.423
    ii. Productive Edge, LLC -- $312,196.12
   iii. Broadmark Capital -- $191,666.59
    iv. B Money Holdings -- $116,980.00
     v. Swoon -- $40,000 (disputed)

The U.S. Trustee decided to not form the Committee at this time,
despite the request and arguments of the five creditors in
attendance to do so.  According to the Ad Hoc Committee, the five
creditors showed up on fairly short notice, and at the U.S.
Trustee's invitation, to serve on the Committee.  Notably, one
traveled from Florida (a fact of which the U.S. Trustee was
aware).

The U.S. Trustee stated during the Formation Meeting that the
current cash collateral dispute between the alleged senior secured
lender and the Debtors does not immediately concern the general
unsecured creditors and that it appears the Court will likely rule
against the Debtors whether or not the Committee is formed.

The U.S. Trustee further stated during the Formation Meeting that
the U.S. Trustee can represent the interest of GUCs in lieu of
forming the Committee.

The U.S. Trustee may believe the cases will convert or that the
Debtors will otherwise lose control of their assets.  Even if that
comes to pass, it would not constitute a reason to deny the
formation of a Committee, the Ad Hoc Committee says.  The Committee
would not be displaced by the appointment of a Chapter 11 trustee,
and the estates in these cases may have valuable assets other than
those pledged to Princeton in the form of Chapter 5 causes of
action and other causes of action (and, indeed, there may be
weaknesses in Princeton's security and perfection documents such
that there may be causes of action against Princeton).  If the
cases are converted, a Committee could facilitate the election of a
Chapter 7 trustee, and if the Court denies Princeton's request and
the cases proceed, the Debtors and Princeton will be free to
negotiate the terms of an "agreed" order governing the use of cash
collateral -- one on which the unsecured creditors will have no
ability to negotiate and be heard, the Ad Hoc Committee states.
Regardless of either potential outcome, the plain language of the
Code requires that the Committee be formed, notwithstanding the
possibility of imminent conversion or dismissal.

The Ad Hoc Committee asserts that given the apparent interplay
between the Debtors and Princeton, and potential bad acts or actors
among the various parties, this case is one that merits a
Committee.

The Ad Hoc Committee is represented by:

     Jonathan P. Friedland, Esq.
     Elizabeth B. Vandesteeg, Esq.
     Michael A. Brandess, Esq.
     SUGAR FELSENTHAL GRAIS & HAMMER LLP
     30 N. LaSalle Street, Suite 3000
     Chicago, Illinois 60602
     Tel: (312) 704-9400
     Fax: (312) 372-7951
     E-mail: jfriedland@SFGH.com
             evandesteeg@SFGH.com
             mbrandess@SFGH.com

                       About Argon Credit

Argon Credit LLC and Argon X LLC filed Chapter 11 petitions (Bankr.
N.D. Ill. Case Nos. 16-39654 and 16-39655) on Dec. 16, 2016.  The
petitions were signed by Raviv Wolfe, chief executive officer.  The
Debtors are represented by Matthew T. Gensburg, Esq., and Philip E.
Groben, Esq., at Dale & Gensburg, P.C.  The cases are assigned to
Judge Timothy A. Barnes.

Argon Credit LLC estimated assets at $1 million to $10 million and
liabilities at $50 million to $100 million.  Argon X LLC estimated
assets at $10 million to $50 million and liabilities at $50 million
to $100 million.


ATP OIL: Court to Hear on Equitable Tolling in Suit vs. Bulmahn
---------------------------------------------------------------
In the adversary proceeding captioned RODNEY TOW, CHAPTER 7
TRUSTEE, Plaintiff(s), V. T PAUL BULMAHN, et al, Defendant(s),
Adversary No. 15-3179 (Bankr. S.D. Tex.), Judge Marvin Isgur of the
United States Bankruptcy Court for the Southern District of Texas,
Houston Division, will hold a hearing to determine whether the
Trustee is entitled to amend his complaint in order to assert a
basis for equitable tolling of the statute of limitations.

On June 26, 2015, Rodney Tow, Trustee, filed the adversary
proceeding against certain brokerages that provided proxy
representation for holders of preferred stock in ATP Oil & Gas
Corporation, ("Brokerage Defendants"), and certain holders of
preferred stock in ATP ("Preferred Stockholder Defendants").  At
the time the initial complaint was filed, Tow did not have
sufficient information to identify all of the Preferred Stockholder
Defendants by name.  Consequently, in the original complaint, Tow
referred to these unidentified Preferred Stockholders as John Doe 1
through John Doe 553.  On August 16, 2016, Tow filed his first
amended complaint in which he identified all of the Preferred
Stockholders by name.

Certain of the Preferred Stockholder Defendants identified in Tow's
amended complaint filed motions to dismiss Tow's amended complaint.
The motions to dismiss primarily asserted that all of Tow's claims
are barred by 11 U.S.C. section 546's statute of limitations.
Alternatively, the motions asserted that (1) Tow failed to plead
actual fraud with particularly sufficient to satisfy Rule 9 for his
claims under section 548 and TUFTA, (2) Tow failed to adequately
plead constructive fraud for his claims under section 548 and
TUFTA, (3) Tow failed to adequately plead a claim for a preference,
(4) Tow failed to adequately plead standing to assert a TUFTA claim
under section 544, and (5) Tow's asserted claims do not entitle him
to recovery of attorneys' fees.

Judge Isgur noted that there is no dispute regarding the date on
which the limitations period expired with respect to Tow's claims.
Pursuant to 11 U.S.C. section 546, any action under sections 544,
547, and 548 (among others), must have been brought within one year
of ATP's bankruptcy case converting to a case under Chapter 7.
ATP's case was converted on June 26, 2014, making June 26, 2015,
the last day to assert an avoidance claim.  The original complaint
in the adversary proceeding was filed on June 26, 2015.  Tow's
amended complaint formally identifying all of the Preferred
Stockholders was filed on August 16, 2016, well after the
limitations period expired.  Accordingly, Judge Isgur held that
absent, the application of equitable tolling, Tow's claims against
the movants alleged in his amended complaint are barred by section
546's statute of limitations.

Judge Isgur acknowledged, however, that the statute of limitations
is simply an affirmative defense and, as such, it is subject to
equitable considerations such as estoppel and waiver.  The judge
pointed out that the statute of limitations under section 546 may
be equitably tolled.

Judge Isgur thus held that the Court must conduct a hearing to
determine whether Tow may amend his complaint to include a basis
for equitable tolling of the statute of limitations.

The movants' asserted several alternative bases for dismissal.
Judge Isgur stated that, if not rendered moot, the Court will
address them following the conclusion of the evidentiary hearing on
the equitable tolling issue.

The bankruptcy case is IN RE: ATP OIL & GAS CORPORATION, Chapter 7,
Debtor(s), Case No. 12-36187 (Bankr. S.D. Tex.).

A full-text copy of Judge Isgur's December 19, 2016 memorandum
opinion is available at https://is.gd/32Q64L from Leagle.com.

ATP Oil & Gas Corporation is represented by:

          Bonnie N. Hackler, Esq.
          HALL ESTILL ET AL
          320 South Boston Avenue, Suite 200
          Tulsa, OK 74103-3706
          Tel: (918)594-0400
          Fax: (918)594-0505

            -- and --

          Charles Stephen Kelley, Esq.
          MAYER BROWN LLP
          700 Louisiana Street, Suite 3400
          Houston, TX 77002-2730
          Tel: (713)238-3000
          Fax: (713)238-4888
          Email: ckelley@mayerbrown.com

            -- and --

          Timothy Aaron Million, Esq.
          HUGHES WATTERS ASKANSE
          1201 Louisiana, 28th Floor
          Houston, TX 77002
          Tel: (713)759-0818
          Fax: (713)759-6834
          Email: tmillion@hwa.com

            -- and --

          Kay A. Theunissen, Esq.
          MAHTOOK & LAFLEUR
          600 Jefferson St, 10th Floor
          Lafayette, LA 70501
          Tel: (337)266-2189
          Fax: (337)266-2303

Rodney D. Tow, Trustee, is represented by:

          Timothy Micah Dortch, Esq.
          Lauren Tow, Esq.
          COOPER & SCULLY, P.C.
          900 Jackson, Suite 100
          Dallas, TX 75202
          Tel: (214)712-9500
          Fax: (214)712-9540
          Email: micah.dortch@cooperscully.com
                 lauren.tow@cooperscully.com
                 
            -- and --

          Julie Mitchell Koenig, Esq.
          COOPER & SCULLY, P.C.
          815 Walker St., Suite 1040
          Houston, TX 77002
          Tel: (713)236-6800
          Fax: (713)236-6880
          Email: julie.koenig@cooperscully.com
                 
            -- and --

          William James Hotze, Esq.
          Kyung Shik Lee, Esq.
          Charles M. Rubio, Esq.
          Jason M. Rudd, Esq.
          DIAMOND MCCARTHY LLP
          Two Houston Center
          909 Fannin Street, 15th Floor
          Houston, TX 77010
          Tel: (713)333-5100
          Fax: (713)333-5199
          Email: whotze@diamondmccarthy.com
                 klee@diamondmccarthy.com
                 crubio@diamondmccarthy.com

            -- and --

          Theresa D. Mobley, Esq.
          Timothy L. Wentworth, Esq.
          Sean Thomas Wilson, Esq.
          CAGE, HILL & NIEHAUS, LLP
          5851 San Felipe Street, Suite 950
          Houston, TX 77057
          Tel: (713)789-0500
          Fax: (713)974-0344
          Email: tmobley@cagehill.com
                 tim.wentworth@cagehill.com
                 seanwilson@cagehill.com

US Trustee is represented by:

          Nancy Lynne Holley, Esq.
          Christine A. March, Esq.
          OFFICE OF THE US TRUSTEE
          515 Rusk Street, Suite 3516
          Houston, TX 77002
          Tel: (713)718-4650
          Fax: (713)718-4670


                       About ATP Oil

Houston, Texas-based ATP Oil & Gas Corporation was an international
offshore oil and gas development and production company focused in
the Gulf of Mexico, Mediterranean Sea and North Sea.

ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012.  Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel.  Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel.  Motley Rice LLC and Fayard & Honeycutt, APC
serve as special counsel.  Opportune LLP is the financial advisor
and Jefferies & Company is the investment banker.  Kurtzman Carson
Consultants LLC is the claims and notice agent.

ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012.  Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent.  There is
$1.5 billion on second-lien notes with Bank of New York MellonTrust
Co. as agent.  ATP's other debt includes $35 million on convertible
notes and $23.4 million owing to third parties for their shares of
production revenue.  Trade suppliers have  claims for $147 million,
ATP said in a court filing.

An official committee of unsecured creditors has been appointed in
the case.  Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.

A seven-member panel of equity security holders has also been
appointed in the case.  Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.

Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas, Houston Division, issued an order on June 26,
2014, converting ATP Oil & Gas Corporation's Chapter 11 case to
one under Chapter 7 of the Bankruptcy Code.  


ATRIUM INNOVATIONS: Moody's Upgrades Corp. Family Rating to B2
--------------------------------------------------------------
Moody's Investors Service upgraded Atrium Innovations Inc.
corporate family rating (CFR) to B2 from B3, probability of default
rating to B2-PD from B3-PD, first lien debt ratings to B1 from B2,
and second lien debt rating to Caa1 from Caa2. The ratings outlook
remains stable.

"The upgrade recognizes the company's strengthening operating
performance and reflects expectations for further improvement in
credit metrics through the next 12 to 18 months," said Peter Adu,
Moody's AVP.

The following rating actions were taken:

Ratings Upgraded:

Corporate Family Rating, to B2 from B3

Probability of Default Rating, to B2-PD from B3-PD

$75 million revolving credit facility due 2019, to B1 (LGD3) from

B2 (LGD3)

$350 million (face value) first lien term loan due 2021, to B1
(LGD3) from B2 (LGD3)

EUR91 million (face value) first lien term loan due 2021, to B1
(LGD3) from B2 (LGD3)

$150 million (face value) second lien term loan due 2021, to Caa1

(LGD5) from Caa2 (LGD5)

Outlook Action:

Remains Stable

RATINGS RATIONALE

Atrium's B2 CFR primarily reflects its narrow product profile,
exposure to increasing regulation and rising compliance costs, and
small revenue size relative to key rated peers. These attributes
are offset by Moody's expectation of leverage (adjusted Debt/
EBITDA) around 5.5x within 12 to 18 months (was 5.9x at LTM
Q3/2016), relatively resilient business with good positions in the
marketing of dietary supplements through the growing healthcare
practitioner and health food store channels, and strong margins.
The rating considers the good long term industry growth prospects
due to aging population and increasing attention to health and
wellness. The rating also incorporates the industry's occasional
product safety recalls and exposure to product liability claims.

Atrium has very good liquidity. The company's sources of liquidity
exceed $145 million while it has mandatory debt repayments of $4.5
million this year. Atrium's liquidity is supported by cash of $42
million at Q3/2016, expected free cash flow in excess of $30
million for the next 4 quarters, and full availability under its
$75 million revolver due in 2019. The revolver has no applicable
financial covenant unless drawings plus outstanding letters of
credit exceed 25%, at which point a total leverage covenant comes
into effect. Moody's expects the covenant level to have cushion in
excess of 20% if applicable. Atrium has limited ability to generate
liquidity from asset sales as its assets are encumbered.

The outlook is stable because Moody's expects modest EBITDA growth
to enable leverage to decline towards 5.5x within 12 to 18 months.

A ratings upgrade to B1 would require Atrium to increase its scale
and enhance its product and manufacturing diversity in order to
reduce the risk of product recalls, while sustaining adjusted
Debt/EBITDA below 4.5x (currently 5.9x) and EBIT/Interest above 3x
(currently 1.9x). A ratings downgrade to B3 could occur if adjusted
Debt/EBITDA was sustained above 6x and EBIT/Interest below 1.5x.
Worsening liquidity, possibly due to negative free cash flow
generation or engaging in debt-funded distributions to its
financial sponsor could also lead to a downgrade.

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

Atrium Innovations Inc. develops, manufactures and markets natural
health products and dietary supplements. The company is
majority-owned by Permira Funds and is headquartered in Westmount,
Quebec. Revenue for the twelve months ended September 30, 2016 was
$560 million.


AWR WHOLESALE: Seeks to Hire Rago Arts as Auctioneer
----------------------------------------------------
AWR Wholesale Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to hire an auctioneer.

The Debtor proposes to hire Rago Arts and Auction Center to sell
some of its inventory at an auction scheduled for Jan. 20.  The
firm will be paid an 11% commission.

Suzanne Perrault, a partner at Rago Arts, disclosed in a court
filing that her firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Suzanne Perrault
     Rago Arts and Auction Center
     333 North Main Street
     Lambertville, NJ 08530
     Phone: (609) 397-9374  
     Fax: (609) 397-9377
     Email: info@ragoarts.com

                       About AWR Wholesale

AWR Wholesale Inc, sought protection under Chapter 11 (Bankr.
S.D.N.Y. Case No. 16-11691) on June 9, 2016. The petition was
signed by Alan Moss, president.  The case is assigned to Judge
James L. Garrity, Jr.  The Debtor estimated assets of $1 million to
$10 million and debts of $100,000 to $500,000.

The Debtor is represented by Gilbert A. Lazarus, Esq., at Law
Office of Gilbert A. Lazarus, PLLC.  The Debtor employs Martin
Wolfson as its tax consultant; and Kamelot Auctions and Appraisals
as its auctioneer.

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


AXALTA COATING: S&P Raises Rating on Sr. Unsecured Debt to 'BB-'
----------------------------------------------------------------
S&P Global Ratings said that it has reviewed its recovery and
issue-level ratings for Axalta Coating Systems Dutch Holding B
B.V., and its subsidiaries, Axalta Coating Systems LLC and Axalta
Coating Systems U.S. Holdings Inc., that were labeled as "under
criteria observation" (UCO) after publishing its revised recovery
ratings criteria on Dec. 7, 2016.  With S&P's criteria review
complete, it is removing the UCO designation from these ratings.

S&P is revising its recovery rating on the company's senior
unsecured debt to '5' from '6' and raising the associated
issue-level rating to 'BB-' from 'B+.'  The '5' recovery rating
indicates S&P's expectation for modest (10%-30%; upper half of the
range) recovery in the event of payment default.  S&P's '1'
recovery and 'BBB-' issue-level ratings on the company's senior
secured debt are unchanged.

These rating actions stem solely from the application of S&P's
revised recovery criteria and do not reflect any change in S&P's
assessment of the corporate credit ratings for issuers of the
affected debt issues.

RATINGS LIST

Issue Rating Raised Due To Revised Recovery Rating Criteria For
Speculative-Grade Corporate Issuers; Recovery Rating Revised
                                       To               From
Axalta Coating Systems Dutch Holding B B.V.
Axalta Coating Systems LLC
Senior Unsecured                      BB-               B+
  Recovery rating                      5H                6


BAILEY TOOL: Republic Business Tries To Block Disclosures OK
------------------------------------------------------------
Republic Business Credit, LLC, a party-in-interest in Bailey Tool &
Manufacturing Company and its debtor-affiliates' Chapter 11 cases,
filed with the U.S. Bankruptcy Court for the Northern District of
Texas an objection to the Debtors' disclosure statement in support
of the Debtors' plan of reorganization.

On Feb. 25, 2015, debtors Bailey Tool & Manufacturing Company, Hunt
Hinges, Inc., and Cafarelli Metals, Inc., each entered into a
factoring agreement entitled Agreement for Purchase and Sale as
well as documents related thereto with RBC.

On June 2, 2016, RBC timely filed a proof of claim in each of the
Debtors' cases.  RBC is classified in its own class by the Debtors
in the Plan as Bailey Class 12, Hunt Class 6, and Cafarelli Class
5.

RBC objects to the Disclosure Statement because it fails to provide
adequate information regarding how the Plan would be funded.  In
particular, the Debtors failed to identify (1) any party that has
committed to provide exit equity funding to enable the Debtor to
reorganize, (2) the amount of the funding needed, or (3) the
business projections supporting that the amount committed to be
provided would be adequate.  Without that information, there is no
way for creditors to determine whether the Plan is fair and
equitable, and indeed, as the Debtors failed to identify any party
that has committed to provide any funding at all, whether the Plan
is even feasible on its face. Without the information, the Plan as
proposed resembles a "hope certificate" rather than a plan that
creditors may make an informed decision based on the information
provided whether to support or reject.

RBC submits that (1) the Disclosure Statement fails to meet the
Debtors' burden of providing material information to allow parties
to assess the risks and possibility of success of the proposed
Plan, and (2) the Plan as proposed is patently unconfirmable
because it is not feasible, therefore, approval of the Disclosure
Statement must be denied.

The Objection is available at:

           http://bankrupt.com/misc/txnb16-30503-350.pdf

Republic Business is represented by:

     Vickie L. Driver, Esq.
     Emily S. Chou, Esq.
     LEWIS BRISBOIS BISGAARD & SMITH, LLP
     2100 Ross Avenue, Suite 2000
     Dallas, Texas 75201
     Tel: (214) 722-7100
     Fax: (214) 722-7111
     E-mail: vickie.driver@lewisbrisbois.com
             emily.chou@lewisbrisbois.com

               About Bailey Tool & Manufacturing   

Bailey Tool & Manufacturing Company and its affiliated debtors
filed for Chapter 11 protection (Bankr. N.D. Tex. Case No.
16-30503) on Feb. 1, 2016, and are represented by Melissa S.
Hayward, Esq., at Franklin Hayward LLP in Dallas, Texas.  The cases
are assigned to Judge Barbara J. Houser.  The petition was signed
by John Buttles, president.  The Debtors estimated both assets and
liabilities in the range of $1 million to $10 million.

The Debtors are in the business of metal fabrication.  Debtor BTM
operates a steel stamping facility and possesses fully integrated,
state-of-the-art tooling production capabilities.  BTM's business
focuses primarily on the manufacturing of stamped and fabricated
metal components used in the automotive, truck, defense, munitions,
industrial, and transportation industries as well as machine and
tool and die building.

Debtor HHI is a wholly owned subsidiary of BTM that manufactures
continuous hinges in stainless steel, aluminum, steel, galvannealed
steel, and galvanized steel. HHI can modify and customize any of
its continuous steel hinges to suit any purpose, and HHI
collaborates with BTM to offer a versatile stamping facility and a
state-of-the-art tool and die facility, which allows HHI to offer
complete and quick turnaround on custom stamping products to
complement its hinges.

Debtor CMI is also a wholly owned subsidiary of BTM that provides
metal slitting services, which is a shearing operation that cuts a
large roll of metal into narrower rolls. CMI offers slitting to
precision widths and can slit coiled metals of various widths and
even make use of old material by slitting unused coils, thereby
turning them into productive stock.


BCDG LP: Committee Taps Simmons Perrine as Legal Counsel
--------------------------------------------------------
The official committee of unsecured creditors of BCDG, LP seeks
approval from the U.S. Bankruptcy Court for the Southern District
of Iowa to hire legal counsel.

The committee proposes to hire Simmons Perrine Moyer Bergman PLC to
give legal advice regarding its duties under the Bankruptcy Code,
assist in analyzing claims, investigate the financial condition of
the Debtor and its insiders, and provide other legal services.

The Simmons Perrine personnel anticipated to represent the
committee and their hourly rates are:

     Eric Lam           $310
     Jared Knight       $175
     Tamara Domeyer     $150

Jared Knight, Esq., disclosed in a court filing that the firm does
not have any interest adverse to the Debtor's bankruptcy estate or
creditors.

The firm can be reached through:

     Jared Knight, Esq.
     Eric W. Lam, Esq.
     Simmons Perrine Moyer Bergman PLC
     115 Third Street SE, Suite 1200
     Cedar Rapids, IA 52401
     Tel: 319-366-7641
     Fax: 319-366-1917
     Email: elam@simmonsperrine.com
     Email: jknight@simmonsperrine.com

                         About BCDG LP

BCDG, LP, d/b/a McDonald's, filed a chapter 11 petition (Bankr.
S.D. Iowa Case No. 16-02263) on Nov. 18, 2016.  The petition was
signed by Brown Customer Delight Group, Inc., general partner.  The
Debtor is represented by Jeffrey D. Goetz, Esq., Chet A. Mellema,
Esq., and Krystal R. Mikkilineni, Esq., at Bradshaw, Fowler,
Proctor & Fairgrave PC.  The Debtor disclosed total assets at $6.70
million and total liabilities at $15.62 million.

The U.S. Trustee for Region 12 appointed three creditors to serve
on the Official Committee of Unsecured Creditors: TASS Enterprises,
Inc., Global Merchant Cash, Inc., and Mid Iowa McDonald's Operators
Group, Inc.


BEAR METALLURGICAL: Seeks Modification of Exclusivity Order
-----------------------------------------------------------
Gulf Chemical & Metallurgical Corporation and BMC Liquidation
Company f/k/a Bear Metallurgical Company ask the U.S. Bankruptcy
Court for the Western District of Pennsylvania to modify the
proposed Order extending their exclusive periods so as to include
"the right of any party to seek termination of the Exclusivity
Period or Solicitation Period, for cause."

The Debtors relate that prior to the January 3, 2017 Objection
Deadline, the Debtors received a request by the Committee to modify
the language in Paragraph 4 of the proposed Order granting the
Debtor's Motion.  Based upon such request, the Debtors and the
Committee have consented to change paragraph 4 of the proposed
order to read as follows:

       "4. This Order is without prejudice to (a) Gulf's right to
seek further extensions of the Exclusivity Period or Solicitation
Period, for cause; or (b) the right of any party in interest to
seek a reduction or termination of the Exclusivity Period or
Solicitation Period, for cause."

                           About Bear Metallurgical

Bear Metallurgical Co. and Gulf Chemical & Metallurgical Corp.
filed chapter 11 petitions (Bankr. W. D. Pa. Lead Case No.
16-22192) on June 14, 2016.  The petitions were signed by Eric
Caridroit, chief executive officer.  The cases are assigned to
Judge Jeffery A. Deller.

At the time of the filing, Bear Metallurgical estimated assets and
debts to be between $1 million and $10 million.  Gulf Chemical
estimated assets and debts to be between $100 million and $500
million.

The Debtors employ McDonald Hopkins LLC as their bankruptcy
counsel; Cohen & Grigsby, P.C. as their local and asset sale
transaction counsel; Kurtzman Carson Consultants LLC as their as
notice, claims, and balloting agent; and Stoneleigh Group Holdings,
LLC as their financial advisor.

The Office of the U.S. Trustee on June 30 appointed three creditors
of Bear Metallurgical Co. and Gulf Chemical & Metallurgical Corp.
to serve on the official committee of unsecured creditors.  The
committee members are: (1) United Metallurgical Inc.; (2) GDF Suez
Energy Resources NA, Inc.; and (3) Formosa Plastics Corp.

The Official Committee retained Fox Rothschild LLP as co-counsel.


BERRY PLASTICS: S&P Assigns 'BB' Rating on $500MM Term Loan
-----------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '2'
recovery rating to Berry Plastics Corp.'s proposed seven-year $500
million incremental senior secured term loan J and
$1.9 billion senior secured term loan I.  The '2' recovery rating
indicates S&P's expectation for substantial (upper half of the
70%-90% range) recovery in the event of payment default.  

All of S&P's other ratings on Berry are unchanged.

The company is pursuing a $500 million incremental senior secured
term loan J to fund its previously announced $765 million
acquisition of AEP Industries Inc. (B/Watch Pos/--) and to reprice
its existing $1.9 billion term loan H.  Post repricing, S&P will
withdraw its ratings on term loan H.  Terms and conditions on the
proposed incremental term loan J are expected to be consistent with
the company's current term loans.  Post transaction and repricing,
total debt outstanding is expected to be approximately $6.1
billion.

Berry Plastics is a global leader in consumer packaging, nonwoven
specialty materials, and engineered materials, with sales of
approximately $6.5 billion in the fiscal year ended 2016.  The
company sells its products and services to over 13,000 customers
within the consumer products, food and beverage, home personal
care, health care, and industrials end-markets.  AEP Industries is
a U.S.-based manufacturer of specialty flexible plastic packaging
films with sales of approximately $1.1 billion as of the last 12
months ended July 31, 2016.  Post transaction, S&P expects Berry to
continue with its aggressive debt reduction and to maintain
adjusted debt to EBITDA between 4.5x and 5x, which is consistent
with the rating.

                         RECOVERY ANALYSIS

Key analytical factors

   -- S&P's simulated default scenario assumes a payment default
      in 2021 stemming from deteriorating economic conditions and
      declining sales volumes on weak end-market demand.  At the
      same time, S&P assumes competition intensifies and rising
      raw material costs pressure margins and cash flows.
      Furthermore, S&P expects the company's ability to pass
      through rising input costs may be limited by market
      conditions.  As a result, cash flow would be insufficient to

      cover interest expense, required amortization on the term
      loan, working capital, and maintenance capital outlays.
      Eventually, the company's liquidity and capital resources
      would become strained to the point that the company could
      not continue to operate without a bankruptcy filing.

   -- S&P believes that the company's underlying business would
      continue to have considerable value and expect that Berry
      would emerge from bankruptcy, rather than pursue
      liquidation.

   -- S&P assumes that the company will seek covenant amendments
      on its path to default--resulting in higher interest
costs—
      and anticipate that it will have drawn approximately 60% on
      its asset-backed lending (ABL) facility.

   -- S&P continues to value the company as a going concern and
      apply a 6x multiple to S&P's projected emergence EBITDA of
      $749 million.

   -- S&P has revised its emergence EBITDA to $749 million to
      reflect the expected EBITDA contribution, including
      synergies, from the AEP acquisition and the company's scale
      upon emergence.  S&P is also revising its obligor/nonobligor

      split to 87.5%/12.5% to reflect the contribution from AEP's
      North American sales base.

   -- S&P is assigning its 'BB' issue-level rating and '2'
      recovery rating (upper half of the 70%-90% range) to the
      company's proposed $500 million incremental senior secured
      term loan J and $1.9 billion senior secured term loan I.

   -- All other issue-level ratings and recovery ratings are
      unchanged.

Simulated default assumptions:
   -- Simulated default year: 2021
   -- EBITDA multiple: 6x
   -- EBITDA at emergence: $749 million

Simplified waterfall:
   -- Net enterprise value (less 5% administrative costs):
      $4.27 billion
   -- Obligor/nonobligor valuation split: 82.5%/17.5%
   -- Priority claims (ABL facility): $397.9 million
   -- Value available to first-lien debt claims: $3.61 billion
   -- Secured first-lien debt claims (term loans): $4.31 billion
   -- First-lien recovery expectations: 70%-90% (higher end of the

      range)
   -- Value available to second-lien debt claims: $272 million
   -- Second-lien debt claims (senior secured notes):
      $1.64 billion
   -- Second-lien debt recovery expectations: 10%-30% (lower end
      of the range)

Note: all debt amounts include six months of prepetition interest.

RATINGS LIST

Ratings Affirmed

Berry Plastics Corp.
Berry Plastics Group Inc.
Corporate Credit Rating                BB-/Stable/--      

New Rating

Berry Plastics Corp.
Senior Secured
  US$1.895 bil term I bank ln due       BB                 
  10/31/2022                            
   Recovery Rating                      2H                 
  US$500 mil term J bank ln due         BB                 
  12/31/2024                            
   Recovery Rating                      2H                 

Ratings Affirmed

Berry Plastics Corp.
Senior Secured
  US$400 mil  6.00% 2nd priority nts    B+                 
  due 10/15/2022                        
   Recovery Rating                      5L                 
  US$500 mil 5.50% sr 2nd priority nts  B+                 
  due 05/15/2022                        
   Recovery Rating                      5L                 
  US$700 mil 2nd priority nts due       B+                 
  07/15/2023                            
   Recovery Rating                      5L                 
  US$1.4 bil incremental first lien     BB                 
  term bank ln due 02/08/2020           
   Recovery Rating                      2H                 
  US$1.995 bil  term H bank ln due      BB                 
  10/03/2022                            
   Recovery Rating                      2H                 
  US$814.375 mil  term G bank ln due    BB                 
  01/06/2021                            
   Recovery Rating                      2H                 

Berry Plastics Group Inc.
Senior Secured
  US$500 mil 5.50% sr 2nd priority nts  B+                 
  due 05/15/2022                        
   Recovery Rating                      5L                 
  US$1.995 bil  term H bank ln due      BB                 
  10/03/2022                            
   Recovery Rating                      2H                 
  US$814.375 mil  term G bank ln due    BB                 
  01/06/2021                            
   Recovery Rating                      2H


BIOSTAGE INC: Proposes to Offer $8 Million Worth of Securities
--------------------------------------------------------------
Biostage, Inc., filed a Form S-1 registration statement with the
Securities and Exchange Commission relating to the proposed
offering of up to $8,000,000 in shares of common stock, warrants to
purchase shares of common stock and shares of Series C convertible
preferred stock.

The Company is also offering to those purchasers, whose purchase of
shares of common stock in this offering would result in the
purchaser, together with its affiliates and certain related
parties, beneficially owning more than 4.99% of the Company's
outstanding common stock following the consummation of this
offering, the opportunity to purchase, if they so choose, in lieu
of the shares of the Company's common stock that would result in
ownership in excess of 4.99%, shares of Series C Convertible
Preferred Stock, convertible at any time at the holder's option
into a number of shares of common stock equal to $1,000 divided by
$____, at a public offering price of $1,000 per share of Series C
Preferred Stock.  Each share of Series C Preferred Stock is being
sold together with the same warrants described above being sold
with each share of common stock.  Each share of Series C Preferred
Stock entitles its holder to receive shares of common stock upon
conversion, subject to certain adjustments.

The Company's common stock is listed on the NASDAQ Capital Market
under the symbol "BSTG."  On Dec. 30, 2016, the closing price for
the Company's common stock, as reported on the NASDAQ Capital
Market, was $0.89 per share.  The warrants and any shares of Series
C Preferred Stock that the Company issues are not and will not be
listed for trading on the NASDAQ Capital Market.

A full-text copy of the preliminary prospectus is available at:

                      https://is.gd/Hi9AQ7

                         About Biostage

Biostage, Inc., formerly Harvard Apparatus Regenerative Technology,
Inc., is a biotechnology company engaged in developing
bioengineered organ implants based on its Cellframe technology.  

Harvard Apparatus reported a net loss of $11.7 million for the year
ended Dec. 31, 2015, compared to a net loss of $11.06 million for
the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Biostage had $7.19 million in total assets,
$2.41 million in total liabilities and $4.78 million in total
stockholders' equity.

KPMG LLP, in Boston, Massachusetts, 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 from operations and will require additional financing to
fund future operations which raise substantial doubt about its
ability to continue as a going concern.


BLUE LIGHT CAPITAL: Seeks to Hire Alan M. Lurya as Legal Counsel
----------------------------------------------------------------
Blue Light Capital Corp. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire legal counsel
in connection with its Chapter 11 case.

The Debtor proposes to hire the Law Offices of Alan M. Lurya to
give legal advice regarding its duties under the Bankruptcy Code,
assist in the preparation of a bankruptcy plan, and provide other
legal services.

Alan Lurya, Esq., will be paid an hourly rate of $375 for his
services.

In a court filing, Mr. Lurya disclosed that he and his firm are
"disinterested persons" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Alan M. Lurya, Esq.
     Law Offices of Alan M. Lurya
     18662 MacArthur Blvd., Suite 200
     Irvine, CA 92612
     Phone: 949-440-3230
     Fax: 949-440-3231
     Email: alanlurya@yahoo.com

                About Blue Light Capital Corp.

Blue Light Capital Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C. D. Calif. Case No. 16-14461) on October
28, 2016.  The petition was signed by Kris Wismer, president.  

The case is assigned to Judge Mark S Wallace.

At the time of the filing, the Debtor disclosed $8.32 million in
assets and $1.61 million in liabilities.


BORIS SALLUS: Brendes Buying Palos Verdes Property for $2.3M
------------------------------------------------------------
Judge Neil Basel of the the U.S. Bankruptcy Court for the Central
District of California will convene a hearing on Jan. 31, 2017 at
1:00 p.m. to consider the sale by Boris Irwin and Sandra Sallus of
real property located at 2878 Via Victoria, Palos Verdes Estates,
California, to for Steven and Jessica Brende for $2,250,000.

The Debtors own the property as joint tenants and the property is
community property.

These liens or encumbrances may exist against the asset to be
sold:

   a. The First Note of Deed of Trust owed to Champion Mortgage Co.
(National Mortgage, LLC), in the approximate amount of $943,000
(reverse mortgage); and

   b. the second position consisting of a judgment lien in the
approximate amount of $160,000 in favor of SoCal Wealth
Preservation (aka SoCal).

Each purported creditor, under certain circumstances will be paid
proceeds from the sale and/or could be compelled to accept a money
judgement and/or is in a bona fide dispute relative to their lien,
claim, and/or claim amount with the Debtor and relative to the
property.

The Debtors' Chapter 11 was initiated to prevent SoCal from
proceeding with a forced sale motion under state law to cause a
sheriffs sale of the property.  Accordingly, at close of escrow, to
the extent  the parties have timely come forward and asserted an
interest in and tendered admissible evidence relative to their
claims, and the parties have no disputes relative to amounts being
demanded from escrow, said monies will be paid to said lien holder
in the appropriate amount to the extent and priority agreed upon.
Alternatively, should they not have timely come forward, produced
admissible evidence relative to their claims, and/or should the
property will be sold free and clear of liens and encumbrances, and
the monies will either be distributed as to the undisputed amounts,
with the disputed amounts reserved and the liens to attach as
appropriate and/or all monies will be reserved with liens to attach
as appropriate, subject to further order of the Court.

Other than the deposit, in compliance with the currently
contemplated transaction, the Brendes will tender all consideration
at close of escrow.  The sale is for all cash with the Debtors not
"taking back" per notes, or otherwise, any of the sale price.  The
Brende offer is believed to be at fair market value.

A copy of the Purchase Agreement attached to the Motion is
available for free at:

          http://bankrupt.com/misc/B_Irwin_Sallus_33_Sales.pdf

The sale of the property is in the best interest of the estate in
that: (i) the purchase price is fair and reasonable and will assist
the Debtors in satisfying the claims of their creditors; and (ii)
if the sale is not approved, the Debtors may not be able to find
another buyer at the applicable purchase price which equals the
property's market value.  Accordingly, the Debtor believes that the
Court has the power to approve the sale and should do so to promote
the successful reorganization of the Debtor, and/or payment of
their creditors.

Counsel for the Debtor:

          Peter T. Steinberg
          STEINBERG, NUTTER & BRENT LAW CORP.
          23801 Calabasas Road, Suite 2031
          Calabasas, CA 91302
          Telephone: (818) 876-8535
          Facsimile: (818) 876-8536
          E-mail: mr.aloha@sbcglobal.net

Boris Irwin Sallus and Sandra Lewise Sallus sought Chapter 11
protection (Bankr. C.D. Cal. Case No. 16-25956) on Dec. 5, 2016.
The Debtor tapped Peter T Steinberg, Esq., at Steinberg Nutter and
Brent as counsel.


BRUNO'S SUPERMARKETS: Can Recover $438K in Transfers to Blue Bell
-----------------------------------------------------------------
In the adversary proceeding captioned WILLIAM S. KAYE, as
Liquidating Trustee of BFW Liquidation, LLC, Plaintiff, v. BLUE
BELL CREAMERIES, INC., Defendant, Adv. Proc. No. 11-00063 (Bankr.
N.D. Ala.), Judge Tamara O. Mitchell of the United States
Bankruptcy Court for the Northern District of Alabama, Southern
Division, ruled that certain transfers in the amount of $438,496.47
are avoidable under section 547(b) of the Bankruptcy Code, and are
recoverable against Blue Bell Creameries, Inc.

The Trustee was appointed pursuant to the Debtor's Fourth Amended
Chapter 11 Plan of Liquidation, which became effective on October
5, 2009.  Thereafter, on January 27, 2011, the Trustee filed an
adversary proceeding seeking the avoidance and recovery of
$563,869.37 in transfers pursuant to 11 U.S.C. sections 547 and
550.  Further, pursuant to 11 U.S.C. section 502(d), the Trustee
sought the disallowance of Blue Bell's general unsecured claim of
$125,372.90.

The Trustee and Blue Bell have stipulated that the prima facie
elements of the preference claim contained in section 547(b) have
been met with respect to the transfers at issue.

At trial, Blue Bell asserted two defenses under section 547(c) of
the Bankruptcy Code.  First, Blue Bell asserted that it has a
"subjective" ordinary course of business defense under section
547(c)(2) of the Bankruptcy Code.  Second, Blue Bell asserted that
it has a subsequent new value defense under section 547(c)(4) of
the Bankruptcy Code.

Judge Mitchell concluded that Blue Bell has not carried its burden
of proof regarding its asserted ordinary course of business
defense.  The judge explained that the ordinary course of business
between the parties is shown by demonstrating that the transfer was
consistent with a pattern of previous transfers between the
parties.  The judge found that changes in the payment frequency,
increased aging of invoices paid during the preference period, and
Blue Bell's unprecedented collection activity during the preference
period represented a departure from the normal relationship, and
thus a departure from the ordinary course of business, between
Bruno's and Blue Bell.

Judge Mitchell, however, found that Blue Bell is entitled to the
new value defense, but only to the extent that the new value it
extended remains unpaid.  The Trustee has presented evidence that
if the Court were to determine that new value must remain unpaid,
Blue Bell would have exposure of $438,496.47.

Judge Mitchell, therefore, concluded that the Bruno's is entitled
to recover $438,496.47 from Blue Bell as preferential transfers.
Further, the judge held that the claim filed by Blue Bell in
Bruno's bankruptcy case is due to be disallowed until the judgment
is satisfied; however, Blue Bell shall be granted leave to file an
amended claim within 60 days of the date of the satisfaction of the
judgment.

The bankruptcy case is In re: BFW LIQUIDATION, LLC f/k/a BRUNO'S
SUPERMARKETS, LLC, Chapter 11, Debtor, Case No. 09-00634-TOM-11
(Bankr. N.D. Ala.).

A full-text copy of Judge Mitchell's December 20, 2016 memorandum
opinion and order is available at https://is.gd/8H4tRj from
Leagle.com.

BFW Liquidation, LLC is represented by:

          Charles L. Denaburg, Esq.
          NAJJAR DENABURG PC
          2125 Morris Avenue
          Birmingham, AL 35203
          Tel: (205)250-8400
          Fax: (205)326-3837
          Email: cdenaburg@najjar.com

            -- and --

          Rita H. Dixon, Esq.
          RITA H. DIXON, LLC
          3100 Southtrust Twr
          Birmingham AL 35203

            –- and --

          John D. Elrod, Esq.
          GREENBERG TRAURIG, LLP
          Terminus 200
          3333 Piedmont Road NE, Suite 2500
          Atlanta, GA 30305
          Tel: (678)553-2100
          Fax: (678)553-2212
          Email: elrodj@gtlaw.com

            -- and --

          John Richard Lehman, II, Esq.
          Derek F. Meek, Esq.
          Marc P. Solomon, Esq.
          BURR & FORMAN LLP
          420 North 20th Street, Suite 3400
          Birmingham, AL 35203
          Tel: (205)251-3000
          Fax: (205)458-5100
          Email: dmeek@burr.com
                 msolomon@burr.com

William Kaye, Liquidating Trustee, Trustee, is represented by:

          Matthew T. Gensburg, Esq.
          James P. Madigan, Esq.
          R. Kyle Woods, Esq.
          GREENBERG TRAURIG, LLP
          Terminus 200
          3333 Piedmont Road NE, Suite 2500
          Atlanta, GA 30305
          Tel: (678)553-2100
          Fax: (678)553-2212
          Email: woodsk@gtlaw.com

Flowers Foods Inc., Creditor Committee, is represented by:

          Jeffrey P. Fuller, Esq.
          Todd C. Meyers, Esq.
          KILPATRICK TOWNSEND & STOCKTON LLP
          Suite 2800, 1100 Peachtree Street NE
          Atlanta, GA 30309-4528
          Tel: (404)815-6500
          Fax: (404)815-6555
          Email: tmeyers@kilpatricktownsend.com

Unsecured Creditors' Committee, Creditor Committee, is represented
by:

          James R. Sacca, Esq.
          GREENBERG TRAURIG
          Terminus 200
          3333 Piedmont Road NE, Suite 2500
          Atlanta, GA 30305
          Tel: (678)553-2100
          Fax: (678)553-2212

                    About Bruno's Supermarkets

Bruno's Supermarkets LLC -- now known as BFW Liquidation, LLC --
was a privately held company headquartered in Birmingham, Alabama.
It was the parent company of the Bruno's, Food World, and FoodMax
grocery store chains, which includes 23 Bruno's, 41 Food World,
and 2 FoodMax locations in Alabama and the Florida panhandle.
Founded in 1933, Bruno's operated as an independent company since
2007 after undergoing several transitions and changes in ownership
starting in 1995.

Bruno's filed for Chapter 11 relief on Feb. 5, 2009 (Bankr.
N.D. Ala. Case No. 09-00634).  At that time, it was owned by
Dallas-based Lone Star Funds.

Burr & Forman LLP served as the Debtor's lead counsel.  Najjar
Denaburg, P.C., served as the Debtor's conflicts counsel.
Greenberg Traurig, LLP, acted as the official committee of
unsecured creditors' counsel.  Alvarez & Marsal served as the
Debtor's restructuring advisor.  Bruno's estimated between
$100 million and $500 million each in assets and debts in its
Chapter 11 petition.

During the 2009 bankruptcy, Bruno's sold 56 of its stores to C&S
Wholesale Grocers Inc., for $45.8 million.


BSD MEDICAL: Court Confirms Ch. 11 Plan
---------------------------------------
Judge R. Kimball Mosier of the United States Bankruptcy Court for
the District of Utah, Central Division, found that the Plan filed
by BSD Medical Corporation fka Perseon Corporation pursuant to
Chapter 11 of the Bankruptcy Code satisfies the requirements for
plan confirmation.

After reviewing the Plan; the Disclosure Statement; the
Confirmation Brief; the Declaration of Timothy C. McQuay in support
of confirmation of the Plan; the Armington Declaration, which
detailed the results of voting on the Plan and the tabulation
process used to calculate votes to accept or reject the Plan; the
Plan Supplement, and all pleadings, exhibits, statements,
responses, objections, and comments regarding confirmation of the
Plan; and hearing the statements and arguments of counsel regarding
confirmation of the Plan; the Court overruled any and all
objections to the Plan and to Confirmation and all statements and
reservations of rights not consensually resolved or withdrawn
unless otherwise indicated, including but not limited to the
objection to Confirmation of the Plan filed by Paul M. Schwartz,
and held that the Debtor, as proponent of the Plan, has satisfied
its burden of proving the elements of sections 1129(a) and 1129(b)
by a preponderance of the evidence, the applicable evidentiary
standard for Confirmation.

Further, the Debtor has proven the elements of sections 1129(a) and
1129(b) by clear and convincing evidence, the Court said.

The case is In re: BSD MEDICAL CORPORATION fka PERSEON CORPORATION,
Chief Judge R. Kimball Mosier, Chapter 11, Debtor, Case No.
16-24435 (Bankr. D. Utah).

A full-text copy of Judge Mosier's December 28, 2016 findings of
fact and conclusions of law is available at https://is.gd/wWdKdT
from Leagle.com.

BSD Medical Corporation fka Perseon Corporation is represented by:

          Jeffrey M. Armington, Esq.
          Michael F. Thomson, Esq.
          Steven T. Waterman, Esq.
          DORSEY & WHITNEY LLP
          Kearns Building
          136 South Main Street, Suite 1000
          Salt Lake City, UT 84101-1685
          Tel: (801)933-7360
          Fax: (801)933-7373
          Email: armington.jeff@dorsey.com
                 thomson.michael@dorsey.com
                 waterman.steven@dorsey.com

United States Trustee, U.S. Trustee, is represented by:

          John T. Morgan, Esq.
          US TRUSTEES OFFICE
          405 South Main Street, Suite 300
          Salt Lake City, UT 84111
          Tel: (801)524-5734
               (801)524-5628

                        About BSD Medical

BSD Medical Corporation fka Perseon Corporation sought Chapter 11
protection (Bankr. D. Utah Case No. 16-24435) on May 23, 2016, in
Salt Lake City.  Perseon is publicly traded medical technology
developer and manufacturer that is primarily focused on creating
and manufacturing ablation technologies for treating cancer.

The Debtor listed $1 million to $10 million in assets and debt.

The Debtor is represented by Steven T. Waterman, Esq., at Dorsey &
Whitney LLP.  Nixon Peabody LP serves as patents counsel.  The
petition was signed by Clinton E. Carnell Jr., CEO/President.

Chief Judge R. Kimball Mosier is assigned to the case.

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


C & D PRODUCE: Court Allows Cash Collateral Use Until Feb. 20
-------------------------------------------------------------
Judge Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the
Southern District of Florida authorized C & D Produce Outlet, Inc.,
and C & D Produce Outlet - South, Inc., to use cash collateral, on
an interim basis until Feb. 20, 2017.

The approved Budget for C & D Produce Outlet, Inc., provides for
total expenses in the amount of $17,567 for each of the months of
January and February, and $18,217 for the month of March.

The Debtor's cash collateral is subject to the trust established by
the Perishable Agricultural Commodities Act, or PACA, by virtue of
the Debtor's purchase of wholesale quantities of perishable
agricultural commodities and license under the PACA.

Freshpoint South Florida, Inc., Freedom Fresh, LLC, and Fresko
Foods, LLC are PACA trust creditors of the Debtor in the
approximate outstanding aggregate principal amount of $203,000,
plus interest, costs and reasonable attorneys' fees.

CSC, whose identity is unknown, claims to have a security interest
in certain cash collateral of C & D Outlet North, Inc.  It also
purports to have a lien on all of C & D Outlet North, Inc.'s
operating accounts, accounts receivable, credit card and charge
card receivables, cash on hand and on deposit in banks cash
equivalents, contracts, real property leases, and notes.  Judge
Hyman held that CSC's claim will be deemed contingent until the
proper secured party can be determined.

Happy Rock Merchant Solutions asserts a security interest in
certain cash collateral of C & D North Outlet, Inc. by virtue of
three Merchant Sales Agreements, whereby the Debtor agreed to sell
its future receivables including all debit card and credit card
receivables to Happy Rock Merchant Solutions in exchange for the
purchase price of $275,000 for the first Agreement, $125,000 for
the second Agreement, and $50,000 for the third Agreement.  Judge
Hyman held that since Happy Rock Merchant Solutions did not file
UCC-1 Financing Statements in its name perfecting its security
interest in the Debtor's assets, its claim will be considered
contingent until any perfected security interest can be
substantiated.

Debtor C & D Produce Outlet is directed to make monthly adequate
protection payments to:

     (1) Freshpoint South Florida, Inc, in the amount of $500;
     (2) Fresko Foods, in the amount of $500; and
     (3) Freedom Fresh, in the amount of $250.

The secured creditors are granted a replacement lien, to the same
extent as any prepetition lien on and in all property set forth in
the respective security agreements and related lien documents of
the said creditors on the specific collateral listed in the
security documents, subject to the fees of the Office of the United
States Trustee, Court costs, and any administrative fees and costs
awarded by the Court.

Judge Hyman held that qualified PACA trust creditors have priority
to all assets of the Debtor impressed with PACA, over and against
the Debtor, all other creditors, priority, secured, and unsecured,
and all other interested parties.

A full-text copy of the Interim Order, dated Dec. 30, 2016, is
available at
http://bankrupt.com/misc/C&DProduce2016_1615760pgh_186.pdf

                     About C & D Produce Outlet

C & D Produce Outlet, Inc., and C & D Produce Outlet - South, Inc.,
filed separate chapter 11 petitions (Bankr. S.D. Fla. Case Nos.
16-15760 and 16-15764) on April 21, 2016.  The petitions were
signed by Carol Saldana, the Debtors' president.  The Debtors are
represented by Craig I. Kelley, Esq., at Kelley & Fulton, P.L.  The
Debtors tapped Mary P. Rodgers, CPA, of Ackerman Rodgers CPA, PLLC,
as accountant.  At the time of the filing, C & D Produce Outlet,
Inc., estimated assets at $0 to $50,000 and liabilities at $100,000
to $500,000; C & D Produce Outlet - South, Inc. estimated assets at
$0 to $50,000  and liabilities at $500,000 to $1 million.


CALIFORNIA RESOURCES: Presented at Goldman Sachs Energy Conference
------------------------------------------------------------------
Marshall (Mark) D. Smith, senior executive vice president and chief
financial officer of California Resources Corporation, a Delaware
corporation, presented at the Goldman Sachs Global Energy
Conference 2017 held in Orlando, Florida on Jan. 5 and 6, 2017.
The slides displayed at the Presentation are available for free
at:

                       https://is.gd/ZfZ7Xy

                    About California Resources

California Resources Corporation is an independent oil and natural
gas exploration and production company operating properties
exclusively within the State of California.  The Company was
incorporated in Delaware as a wholly-owned subsidiary of Occidental
on April 23, 2014, and remained a wholly-owned subsidiary of
Occidental until the Spin-off.  On Nov. 30, 2014, Occidental
distributed shares of the Company's common stock on a pro rata
basis to Occidental stockholders and the Company became an
independent, publicly traded company, referred to in the annual
report as the Spin-off.  Occidental retained approximately 18.5% of
the Company's outstanding shares of common stock which it has
stated it intends to divest on March 24, 2016.

The Company reported a net loss of $3.55 billion in 2015, following
a net loss of $1.43 billion in 2014.

As of Sept. 30, 2016, California Resources had $6.33 billion in
total assets, $6.82 billion in total liabilities and a total
deficit of $493 million.

                           *    *    *

In September 2016, S&P Global Ratings raised its corporate credit
rating on California Resources to 'CCC+' from 'SD'.  "We raised
the corporate credit rating on CRC to reflect our reassessment of
its credit profile following the tender for its senior unsecured
notes," said S&P Global Ratings credit analyst Paul Harvey.  "The
rating reflects our expectation that debt leverage will remain at
what we consider unsustainable levels over the next 24 months
despite the net-debt reduction of about $625 million from the
tender," he added.

In August 2016, Moody's Investors Service downgraded California
Resources' Corporate Family Rating to 'Caa2' from 'Caa1' and
Probability of Default Rating to 'Caa2-PD' from 'Caa1-PD'.


CANADIAN SOLAR: S&P Affirms Then Withdraws 'BB-' CCR
----------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term corporate credit
rating on Canadian Solar Inc.  At the same time, S&P affirmed its
'cnBB' long-term Greater China regional scale rating on the
company.  S&P then withdrew all the ratings at Canadian Solar's
request.  The outlook was negative at the time of the withdrawal.
Canadian Solar is a Canada-based solar company with most of its
production capacity in China.

The rating affirmation prior to the withdrawal reflected S&P's view
that the company would reduce its leverage and maintain adequate
liquidity over the next 12 months through solar farm disposals.
S&P expects the company to maintain better profitability than its
solar module peers' owing to its stable market position.  This is
despite S&P's expectation of further industry softness in 2017.

The negative outlook at the time of the withdrawal reflected the
material risk that Canadian Solar's leverage could remain high over
the next 12 months because of the execution risk in project
disposal and rising policy uncertainty in several key markets.  Any
delay in disposal of solar farm projects will weaken the company's
leverage and liquidity.  S&P also believes demand for solar modules
will continue to be highly volatile, with limited visibility in the
coming 12 months, mainly due to potential adverse changes in the
U.S. renewable energy and trade policies.


CAROLINA MOLD: Bankruptcy Administrator to Form Committee
---------------------------------------------------------
William Miller, U. S. bankruptcy administrator, on Jan. 4 filed
with the U.S. Bankruptcy Court for the Middle District of North
Carolina a notice of opportunity to serve on the official committee
of unsecured creditors in Carolina Mold & Machining, Inc.'s Chapter
11 case.

Unsecured creditors willing to serve on the committee are required
to file a response within 10 days from Jan. 4.  

An organizational meeting will be scheduled after the committee is
appointed, according to the filing.

Mr. Miller can be reached through:

     Susan O. Gattis
     Bankruptcy Analyst
     101 S. Edgeworth Street
     Greensboro, NC 27401
     Fax: 336-358-4185
     Email: susan_gattis@ncmba.uscourts.gov

                 About Carolina Mold & Machining

Carolina Mold & Machining, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 17-10001) on
January 1, 2017.  The petition was signed by Rodney Marion,
president.  

At the time of the filing, the Debtor disclosed $660,978 in assets
and $1.48 million in liabilities.


CDC INVESTMENT: Taps Coldwell Banker as Real Estate Broker
----------------------------------------------------------
CDC Investment Corp. seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to hire a real estate broker.

CDC proposes to hire Coldwell Banker Residential Brokerage to
market its real property in Salisbury, Maryland, for sale.  

Coldwell Banker will be entitled to a commission of 6% of the sales
price.  However, the commission due to the firm will be 3% if CDC
or Billie Reynolds, personal representative of the estate of the
company's sole member Wilson Reynolds Jr., procures a buyer for the
property.

Donald Bailey, senior agent at Coldwell, disclosed in a court
filing that his firm does not represent any interest adverse to
CDC's bankruptcy estate.

The firm can be reached through:

     Donald Bailey
     Coldwell Banker Residential Brokerage
     1131 S. Salisbury, Suite B
     Salisbury, MD 21801
     Mobile: (443) 614-8117
     Office: (410) 543-4545

                      About CDC Investment

CDC Investment Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 15-18622) on June 17, 2015.
The petition was signed by Wilson Reynolds, president and
shareholder.  

The case is assigned to Judge Thomas J. Catliota.

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


CEB INC: S&P Puts 'BB' CCR on CreditWatch Negative
--------------------------------------------------
S&P Global Ratings said that it placed its ratings, including the
'BB' corporate credit rating, on CEB Inc. on CreditWatch with
negative implications.

"The CreditWatch placement is based on CEB's announcement that it
has entered into a definitive agreement in which Gartner Inc. will
acquire all of its outstanding shares at a total enterprise value
of approximately of $3.3 billion," said S&P Global Ratings' credit
analyst Elton Cerda.  "We expect the acquisition to increase the
combined company's debt leverage to above 5x and our 3.5x threshold
for the 'BB' corporate credit rating."

S&P will resolve the CreditWatch placement shortly after CEB's
shareholders decide to accept or reject the offer.  If the offer is
accepted, the potential downgrade will likely be limited to one
notch (to 'BB-'), and S&P would likely withdraw the corporate
rating since Gartner expects to fully absorb CEB's debt.  If the
offer is rejected, S&P could still lower its ratings on CEB due to
the company's very high debt leverage.



CHESAPEAKE ENERGY: $296 Million Notes Validly Tendered
------------------------------------------------------
Chesapeake Energy Corporation announced the expiration and final
results of its offers to purchase for cash the outstanding notes of
Chesapeake.  As of 11:59 p.m., New York City time, on Jan. 4, 2017,
Chesapeake received valid tenders totaling approximately $296
million aggregate principal amount of the Notes.

Chesapeake is accepting for purchase (i) approximately $99.5
million aggregate principal amount of the 2.5% Contingent
Convertible Senior Notes due 2037 validly tendered and not validly
withdrawn for an aggregate consideration of approximately $100
million, excluding accrued and unpaid interest, and (ii)
approximately $187.8 million aggregate principal amount of the
2.25% Contingent Convertible Senior Notes due 2038 validly tendered
and not validly withdrawn for an aggregate consideration of
approximately $185 million, excluding accrued and unpaid interest.
Because the purchase of Notes of each series validly tendered and
not validly withdrawn results in an aggregate purchase price that
exceeds the applicable Tender Cap (as defined in the Offer to
Purchase dated Dec. 6, 2016), the amount of Notes of each series
purchased will be prorated as described in the Offer to Purchase.
Chesapeake expects to make payment for the Notes accepted for
purchase in same-day funds on Jan. 6, 2017.

Deutsche Bank Securities Inc. acted as the dealer manager in the
Tender Offers.  Global Bondholder Services Corporation served as
both the depositary and the information agent for the Tender
Offers.  Persons with questions regarding the Tender Offers should
contact Deutsche Bank Securities Inc. at (toll-free) (855) 287-1922
or (collect) (212) 250-7527.

From time to time after completion of the Tender Offers, Chesapeake
and its affiliates may purchase additional Notes in the open
market, in privately negotiated transactions, through additional
tender offers, exchange offers or otherwise, or Chesapeake may
redeem Notes that are able to be redeemed, pursuant to their terms.
Any future purchases, exchanges or redemptions may be on the same
terms or on terms that are more or less favorable to holders of
Notes than the terms of the Tender Offers. Any future purchases,
exchanges or redemptions by Chesapeake and its affiliates will
depend on various factors existing at that time.  There can be no
assurance as to which, if any, of these alternatives (or
combinations thereof) Chesapeake and its affiliates may choose to
pursue in the future.  Pursuant to Rule 13e-4(f)(6) under the
Securities Exchange Act of 1934, as amended, neither Chesapeake nor
its affiliates may purchase any Notes other than pursuant to the
Tender Offers until 10 business days after the Expiration Date.

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

                     https://is.gd/ThPB58

                    About Chesapeake Energy

Headquartered in Oklahoma City, Chesapeake Energy Corporation's
(NYSE: CHK) operations are focused on discovering and developing
its large and geographically diverse resource base of
unconventional oil and natural gas assets onshore in the United
States.  The company also owns oil and natural gas marketing and
natural gas gathering and compression businesses.

As of Sept. 30, 2016, Chesapeake had $12.52 billion in total
assets, $13.45 billion in total liabilities and a total deficit of
$932 million.

Chesapeake reported a net loss available to common stockholders of
$14.85 billion for the year ended Dec. 31, 2015, compared to net
income available to common stockholders of $1.27 billion for the
year ended Dec. 31, 2014.

                          *    *    *

As reported by the TCR on Dec. 8, 2016, S&P Global Ratings placed
its ratings on Chesapeake Energy, including its 'CCC+' issuer
credit rating, on CreditWatch with positive implications.


CITI CARS: Seeks to Hire Moffa & Breuer as Legal Counsel
--------------------------------------------------------
Citi Cars Inc. seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire Moffa & Breuer, PLLC to give legal
advice regarding its duties under the Bankruptcy Code, assist in
the preparation of reporting requirements, and provide other legal
services.

The hourly rates charged by the firm range from $250 to $500 for
attorneys and $70 to $160 for paralegals.

John Moffa, Esq., disclosed in a court filing that his firm does
not hold or represent any interest adverse to the Debtor's
bankruptcy estate.

Moffa & Breuer can be reached through:

     John A. Moffa, Esq.
     Moffa & Breuer, PLLC
     1776 N. Pine Island Road 102
     Plantation, FL 33322
     Tel: 954-634-4733
     Fax: 954-337-0637
     Email: John@moffa.law

                       About Citi Cars Inc.

Citi Cars Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 16-26681) on December 19, 2016.
The petition was signed by Bahram Armakan, president.  

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


CKP INVESTMENT: Case Summary & 2 Unsecured Creditors
----------------------------------------------------
Debtor: CKP Investment, LLC
        1 Miller Street
        Millers Cove, TX 75493

Case No.: 17-50002

Chapter 11 Petition Date: January 5, 2017

Court: United States Bankruptcy Court
       Eastern District of Texas (Texarkana)

Judge: Hon. Brenda T. Rhoades

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  JOYCE W. LINDAUER ATTORNEY, PLLC
                  12720 Hillcrest Road, Suite 625
                  Dallas, TX 75230
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: joyce@joycelindauer.com

Total Assets: $1.54 million

Total Liabilities: $1.96 million

The petition was signed by Chan K. Park, president/managing
member.

A copy of the Debtor's list of two unsecured creditors is available
for free at:

       http://bankrupt.com/misc/txeb17-50002.pdf


CMM NY: Seeks to Hire Gabriel Del Virginia as Legal Counsel
-----------------------------------------------------------
CMM NY, LLC seeks approval from the U.S. Bankruptcy Court for the
Southern District of New York to hire legal counsel in connection
with its Chapter 11 case.

The Debtor proposes to hire the Law Offices of Gabriel Del Virginia
to give legal advice regarding its duties under the Bankruptcy
Code, assist its accountants to prepare monthly reports, and
provide other services.

The hourly rates charged by the firm are:

     Gabriel Del Virginia     $600
     Associate                $350
     Paralegal                $175

Gabriel Del Virginia, Esq., disclosed in a court filing that the
firm is a "disinterested person" as defined in section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Gabriel Del Virginia, Esq.
     Law Offices of Gabriel Del Virginia
     30 Wall Street-12th Floor
     New York, NY 10005
     Tel: 212-371-5478
     Fax: 212-371-0460
     Email: gabriel.delvirginia@verizon.net

                        About CMM NY LLC

CMM NY, LLC owns and manages a leasehold interest as lessor to its
affiliated operating company, CM NY, Inc., which operates a
high-end retail outerwear store under the name Clifford Michael.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 16-12513) on August 30, 2016.    

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


COLUMBUS MCKINNON: S&P Assigns 'B+' CCR & Rates $445MM Loan 'B+'
----------------------------------------------------------------
S&P Global Ratings said it assigned its 'B+' corporate credit
rating to Getzville, N.Y.-based Columbus McKinnon Corp.  The
outlook is stable.

S&P also assigned its 'B+' issue-level rating and '3' recovery
rating to the company's proposed $445 million first-lien term loan
maturing in 2024 and proposed $75 million revolving credit facility
maturing in 2022.  The '3' recovery rating indicates S&P's
expectation for meaningful recovery (lower half of the 50%-70%
range) in the event of a payment default.

The company plans to use the proceeds, along with equity funding,
to purchase STAHL CraneSystems in a transaction valued at about
EUR224 million-EUR230 million and refinance its existing credit
facilities.

"We expect Columbus McKinnon Corp. to successfully integrate STAHL
and continue operating profitably amid gradual increases in
industry utilization," said S&P Global Ratings credit analyst
Christopher Corey.  "We also expect the company to generate
sufficient free cash flow and to enable some debt reduction with
debt leverage decreasing to below 5x by fiscal 2018.  Our rating
assumes low single-digit revenue growth in fiscal 2017 and
improving margins from cost-saving initiatives and acquisition
contributions, which translate into modestly better credit
measures."

S&P could lower the rating if debt leverages deteriorates
significantly from its expectations, with total debt to EBITDA
remaining above 5x.  This could result from flat revenue
performance (driven by a significant decline in industry
utilization rates or a significant deterioration in its European
business), while free cash flow is impaired and EBITDA margin
declines to below 12%.  A lower rating could also be considered if
acquisition spending is more aggressive than S&P expects and
largely debt funded leading to increased debt leverage above 5x.

While unlikely over the next 12 months, S&P could raise the ratings
over the long term if Columbus McKinnon exceeds S&P's expectations
for debt reduction, aggressively reduces leverage, and commits to
maintaining debt to EBITDA below 4x while maintaining its
competitive position and achieving positive growth.


CTI BIOPHARMA: Adjustments Made to Shareholder Rights Plan
----------------------------------------------------------
Pursuant to the Shareholder Rights Agreement dated as of Dec. 28,
2009, as amended, between CTI BioPharma Corp. and Computershare
Trust Company N.A., as rights agent, certain adjustments were made
to the Company's existing shareholder rights plan in connection
with the Company's 1-for-10 reverse stock split announced on
Dec. 9, 2016.  These adjustments became effective after the
effective date of the Reverse Stock Split.  The Reverse Stock Split
became effective on Jan. 1, 2017.  Specifically, these
adjustments:

    (a) increased the exercise price of the preferred stock
        purchase rights under the Rights Plan from $8.00 to
        $80.00;

    (b) increased the number of shares of preferred stock issuable

        upon the exercise of a Right from one ten-thousandth
       (1/10,000th) to ten ten-thousandths (10/10,000th); and

    (c) increased the redemption price of each Right from $0.0001
        to $0.001.

Each share of the Company's common stock outstanding after the
Effective Date had issued to it one Right.

                     About CTI BioPharma

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

CTI Biopharma reported a net loss attributable to common
shareholders of $122.62 million on $16.11 million of total revenues
for the year ended Dec. 31, 2015, compared to a net loss
attributable to common shareholders of $96.0 million on $60.07
million of total revenues for the year ended Dec. 31, 2014.

As of Sept. 30, 2016, CTI Biopharma had $76.48 million in total
assets, $63.96 million in total liabilities and $12.51 million in
total shareholders' equity.

The Company's independent registered public accounting firm
included an explanatory paragraph in its reports on its
consolidated financial statements for each of the years ended
Dec. 31, 2007, through Dec. 31, 2011, and for the year ended
Dec. 31, 2014, regarding their substantial doubt as to the
Company's ability to continue as a going concern.  The Company said
that although its independent registered public accounting firm
removed this going concern explanatory paragraph in its report on
our Dec. 31, 2015, consolidated financial statements, the Company
expects to continue to need to raise additional financing to fund
its operations and satisfy obligations as they become due.
According to the Company, the inclusion of a going concern
explanatory paragraph in future years may negatively impact the
trading price of its common stock and make it more difficult, time
consuming or expensive to obtain necessary financing, and the
Company cannot guarantee that it will not receive such an
explanatory paragraph in the future.


DAKOTA PLAINS: Jan. 23 Auction Date Set
---------------------------------------
BankruptcyData.com reported that Dakota Plains Holdings filed with
the U.S. Bankruptcy Court a notice of a sale by auction and related
sale hearing dates.  The notice states, "The Debtors are soliciting
offers for the sale of substantially all of the Debtors' assets
consistent with the bidding procedures approved by the expedited
order (a) approving bidding procedures and bid protections in
connection with the sale of substantially all of the debtors'
assets, (b) approving the form and manner of notice thereof, (c)
scheduling an auction and a sale hearing, (d) approving procedures
for the assumption and assignment of contracts, and (e) granting
related relief [ECF No. 38] entered by the Court on Dec. 29, 2016."
If the Debtors receive qualified competing bids within the
requirements and time frame specified by the bidding procedures
order, the Debtors will conduct a Jan. 23, 2017 auction for the
assets, followed by a Jan. 27, 2017 sale hearing.

                    About Dakota Plains Holdings

Dakota Plains Holdings, Inc. (NYSE MKT: DAKP) --
http://www.dakotaplains.com/-- is an energy company operating the  
Pioneer Terminal transloading facility.  The Pioneer Terminal is
centrally located in Mountrail County, North Dakota, for Bakken and
Three Forks related Energy & Production activity.

Dakota Plains Holding and six of its wholly owned subsidiaries
filed voluntary Chapter 11 petitions (Bankr. D. Minn. Lead Case No.
16-43711) on Dec. 20, 2016, initiating a process intended to
preserve value and accommodate an eventual going-concern sale of
Dakota Plains' business operations.

The petitions were signed by Marty Beskow, chief financial officer.
The cases are assigned to Judge Michael E. Ridgway.  

Baker & Hostetler LLP has been tapped as the Debtors' legal counsel
and Ravich Meyer Kirkman McGrath Nauman & Tansey P.C. as
co-counsel.  Canaccord Genuity Inc. serves as the Debtors'
financial advisor and investment banker.

At the time of the filing, Dakota Plains Holdings disclosed $3.08
million in assets and $75.38 million in liabilities.


DCP MIDSTREAM: Fitch Lowers Issuer Default Rating to 'BB+'
----------------------------------------------------------
Fitch Ratings has downgraded DCP Midstream Partners, LP (DPM)
ratings as:

DCP Midstream Partners, LP

   -- Long-Term Issuer Default Rating (IDR) to 'BB+' from 'BBB-';
   -- Senior unsecured rating to 'BB+' from 'BBB-' and assigned a
      Recovery Rating of 'RR4';
   -- Short-Term IDR and commercial paper rating to 'B' from 'F3'
      and subsequently withdrawn.

In addition, Fitch has affirmed the ratings of DCP Midstream LLC
as:

DCP Midstream, LLC (Midstream)

   -- Long-Term IDR at 'BB+';
   -- Senior secured rating at 'BB+/ RR4' and subsequently
      withdrawn;
   -- Senior unsecured rating at 'BB+/RR4';
   -- Junior subordinated notes at 'BB-/RR6'.

Both entities have a Stable Outlook.

The ratings action follows the announcement that DPM and Midstream
have signed and closed a transaction to combine all of the assets
and debt of Midstream with DPM, simplifying the corporate
structure.  Midstream has contributed all of its assets to DPM,
plus $424 million of cash, in exchange for $1.125 billion in DPM
units and DPM has assumed $3.15 billion of Midstream debt.  The
$424 million in cash proceeds contributed to DPM will be used to
repay its revolver and prefund repayment of DPM debt maturing in
December of 2017.  The combined entity will be renamed DCP
Midstream, LP (ticker: DCP).

The downgrade of DPM reflects the loss of structural superiority
that DPM and its debt had to the consolidated enterprise and the
near-term leveraging impact of this transaction on DPM on a
consolidated basis, with the assumption of $3.15 billion of
Midstream debt.  Given the assumption of debt by DPM, Fitch has
equalized the ratings between DPM and Midstream's existing IDRs and
notes.  Midstream's secured revolver has been terminated and
secured ratings affirmed and withdrawn.

                         KEY RATING DRIVERS

Scale and Scope of Operations: The ratings action recognizes that
the transaction will simplify the DCP family structure and
effectively create a single entity which will be the largest
independent producer and processor of natural gas liquids (NGLs) in
the U.S. with a robust operating presence in all of the key
production regions within the country.  The size and breadth of
DCP's operations allow it to offer its customers end-to-end
gathering, processing, storage and transportation solutions giving
it a competitive advantage within the regions where they have
significant scale.  Additionally, the company's large asset base
provides a platform for growth opportunities across its footprint.
DCP has a particular focus on the Denver Julesburg Basin and the
Permian Basin, areas in need of gathering and processing
infrastructure as production in the liquids-rich regions of these
plays continues to increase.  Much of DCP's asset portfolio is
'must-run'-type assets - as long as oil and gas is flowing from the
wells and basin they access, DCP will process the gas.

Supportive Ownership: The ratings reflect that Midstream's owners
have been and are expected to remain supportive of the operating
and credit profile of DCP.  Midstream's owners Spectra Energy (SE;
Fitch rates SE's operating subsidiary Spectra Energy Capital
'BBB'/Rating Watch Positive) and Phillips 66, Inc. (PSX; not rated)
have in the past exhibited a willingness to inject capital, forgo
dividends, and generally provide capital support to the
consolidated entity.  In association with this transaction they
have retained their 50/50 joint ownership of the holding company
which owns the general partner (GP) of DPM, including incentive
distribution rights, and now own approximately 38% of DPM.  In
addition, SE and PSX have agreed to waive up to $100 million per
year for three years in incentive distributions from DCP, if and as
needed, in order for the partnership to maintain distribution
coverage above 1.0x.

Increased Leverage at DPM: With this transaction, Fitch expects
DPM's credit metrics on a consolidated basis to be weak in
2017/2018 but improve in outer years as DPM benefits from its cost
improvements, newly announced growth projects, and a rising
commodity price deck.  Fitch expects that DPM leverage will be
significantly above 4.5x for 2017 and 2018, based on Fitch EBITDA
estimates and inclusive of 50% equity treatment for the junior
subordinated notes.  This is above our prior expectations for DPM,
though trending lower in the 2019 and 2020 timeframe, due in part
to Fitch's rising base case price deck for 2019 and beyond.
Additionally, while the combined entity will still have roughly 70%
of its pro forma gross margin supported by fee-based or hedged
volumes, this represents a decline from DPM's current levels of 85%
fee-based or hedged.  Fitch also notes that the consolidated
enterprise has made significant progress in improving its operating
cost position.  DCP and DPM have been driving a significant amount
of operating costs out of the business.  As a result, the
enterprises breakeven costs have declined significantly prior
pre-2015 levels.

Volumetric Risks: Fitch remains concerned with near-term volumetric
risks across DPM's consolidated asset base.  While volumes in the
DJ and Permian Basins are expected to continue to hold up well,
elsewhere Fitch expects volume declines, particularly in the Eagle
Ford region.  Near-term volume declines could weigh on
profitability, but Fitch expects a rising price deck should help
moderate volumetric risks in 2018 and beyond as commodity prices
improve and production begins to return to the higher-cost basins.


                        KEY ASSUMPTIONS

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

   -- Base case commodity prices are consistent with Fitch's price

      deck.  Fitch's price deck assumes modestly rising commodity
      prices, with WTI of $45/bbl for 2017 and $55/bbl for 2018,
      and Henry Hub natural gas of $2.75/mcf for 2017, $3.00/mcf
      for 2018, and $3.25/mcf long term.
   -- Maintenance capital at consolidated DPM of roughly $100
      million to $150 million annually.
   -- Increased growth spending of roughly $450 million to $500
      million in total for 2017 and 2018 associated with newly
      announced projects.

                      RATING SENSITIVITIES

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

   -- Leverage expected above 5.5x on a sustained basis and/or
      distribution coverage consistently below 1.0x would likely
      result in at least a one-notch downgrade.
   -- A significant decline in fixed-fee or hedged commodity
      leading to gross margin less than 60% fixed-fee or hedged
      without an appropriate, significant adjustment in capital
      structure, specifically a reduction in leverage, would
      likely lead to at least a one-notch downgrade.
   -- A significant change in the ownership support structure from

      GP owners SE and PSX to the consolidated entity particularly

      with regard to the GP position on commodity price exposure,
      distribution policies and capital structure at DPM, the
      operating partnership.

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

   -- The ability to maintain the percentage of fixed-fee or
      hedged gross margin at or above 70% while maintaining
      leverage below 4.5x and distribution coverage above 1.0x on
      a sustained basis could lead to a positive rating action.

                             LIQUIDITY

Liquidity adequate: DPM has access to a $1.25 billion unsecured
revolving credit facility which matures in May 2019.  Following the
transaction, DPM has full availability under its revolver. DPM's
revolver requires maintaining a leverage ratio (as defined in the
agreement) of not more than 5.0x; as of Sept. 30, 2016, this ratio
was 3.3x.  Fitch expects DPM to remain in compliance with its
financial covenants over the 2017-2019 forecast period.

DPM's near-term maturities are manageable.  DPM has a $500 million
maturity in December 2017.  Fitch expects that based on current
market conditions DPM will be able to refinance that maturity or
have enough cash and availability on its revolving credit facility
to repay the note at maturity.

FULL LIST OF RATING ACTIONS

Fitch has downgraded these ratings:

DCP Midstream Partners, LP

   -- Long-Term IDR to 'BB+' from 'BBB-';
   -- Senior unsecured rating to 'BB+' from 'BBB-' and assigned a
      Recovery Rating of 'RR4';
   -- Short-term IDR and commercial paper rating to 'B' from 'F3'
      and subsequently withdrawn.

Fitch has affirmed these ratings:

DCP Midstream, LLC (Midstream)

   -- Long-Term IDR at 'BB+';
   -- Senior secured rating at 'BB+/RR4' and subsequently
      withdrawn;
   -- Senior unsecured at 'BB+/RR4';
   -- Junior subordinated notes at 'BB-/RR6'.


DCP MIDSTREAM: S&P Affirms 'BB' CCR; Outlook Stable
---------------------------------------------------
S&P Global Ratings said it affirmed its 'BB' corporate credit and
senior unsecured ratings on DCP Midstream Partners L.P.  The
outlook is stable.  The '3' recovery rating on the partnership's
senior unsecured debt is unchanged, reflecting S&P's expectation of
meaningful (50%-70%; lower end of the range) recovery in the event
of default.  The junior subordinated debt assumed from Midstream
LLC has a '6' recovery rating, reflecting S&P's expectation of
negligible recovery (0%-10%) in the event of default.

At the same time, S&P lowered DCP Midstream LLC's corporate credit
rating to 'B+' from 'BB' and subsequently withdrew the rating at
the issuer's request.

"The stable rating outlook reflects our expectation that, pro forma
for the transaction, the partnership will maintain adequate
liquidity and an adjusted debt to EBITDA ratio in the mid 5x area
in 2017 and below 5x in 2018," said S&P Global Ratings credit
analyst Mike Llanos.

S&P could lower the rating if it expects consolidated leverage to
be sustained above 6x and if there were no offsetting actions taken
by management or additional support from the sponsors.  This could
result from the price of NGLs remaining at or below 35 cents per
barrel.

S&P could raise the rating if it expects NGL prices to remain
comfortably above its break-even NGL price and the partnership
maintains adjusted leverage below 4.5x.


DELTAVILLE BOATYARD: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The Office of the U.S. Trustee on Jan. 4 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 cases of Deltaville Boatyard, LLC and
its affiliates.

Deltaville Boatyard, LLC and its affiliates filed chapter 11
petitions (Bankr. E. D. Va. Lead Case No. 16-35974) on November 2,
2016.   The petitions were signed by Kieth Ruse, manager.  The
Debtors are represented by Paula S. Beran, Esq. at Tavenner &
Beran, PLC.  

Boatyard Rentals, LLC's case is assigned to Judge Keith L.
Phillips.  Deltaville Marina, LLC's case is assigned to Judge Kevin
R. Huennekens.  Deltaville Boatyard, LLC's case is assigned to
Judge Keith L. Phillips.

Boatyard Rentals, LLC estimated assets at $500,000 to $1 million
and liabilities at $1 million to $10 million.  Deltaville Marina,
LLC estimated both assets and liabilities at $1 million to $10
million at the time of the filing.  Deltaville Boatyard, LLC
estimated assets at $100,000 to $500,000 and liabilities at $1
million to $10 million.


DONALD GAUBE: Baumgartners Buying Danvill Property for $962K
------------------------------------------------------------
Donald F. Gaube asks the U.S. Bankruptcy Court for the Northern
District of California to authorize the sale of real property
commonly known as 206 Cameo Drive, Danville, California, APN
195-072-001, to Brian Baumgartner and Suzie Baumgartner for
$962,000.

A hearing on the Motion is set for Feb. 2, 2017 at 10:00 a.m.

The Debtor remained in ownership and management of his property as
a debtor-in-possession up through Oct. 6, 2016, at which time the
Court entered its "Order Confirming Debtors' Plan of
Reorganization" dated July 28, 2016.

Among the assets of the estate is an undivided one-half joint
tenancy interest in the Property.  The Debtor's ex-spouse Jane
Gaube, a non-debtor in this or any other proceeding, owns the other
one-half joint tenancy interest.  Pursuant to applicable
non-bankruptcy law, the joint tenancy interests of the Debtor and
Ms. Gaube are deemed to be their separate property and Ms. Gaube's
interest is not property of the Post-confirmation Estate.

The Property is a single family dwelling purchased by the Debtor
and Mrs. Gaube in 2012 for the sum of $632,000 in an arm's length
transaction.  They have have leased it to the Buyers since that
time.  It is subject to an undisputed, institutional first deed of
trust in favor Wells Fargo Bank in the approximate amount of
$240,000.  The Debtor listed the  Property in his Schedule A with a
scheduled value of $800,000.

After the Wells Fargo Bank first deed of trust, the next most
senior lien on the Property was the judgment lien in favor of CCF
Holdings, Inc., in the approximate amount of  $15,724,660 as
evidenced by its Abstract of Judgment recorded on June 24, 2014, in
the Official Records of the County of Contra Costa as Document No.
2014-0103590.  Although CCF Holdings has additional collateral for
its judgment liens, even if this other collateral is fully
exhausted, CCF Holdings would still be owed in excess of
$10,000,000, and there is no possibility that there would be any
equity in the Property available for any junior lienholders or
unsecured creditors of the Estate.

As the record in the case reflects, CCF Holdings and the Debtor
have been longstanding, hard fought litigation adversaries.  In an
attempt to generate a fair return to CCF Holdings on account of its
senior judgment lien, while still avoiding the cost and disruption
to all parties of an execution/partition process, the Debtor's
confirmed Plan provided for a "dueling appraisal" process as
between the Debtor and CCF Holdings, whereby the "Fair Market
Value" for the Property would be determined, and then the Debtor
would have the option to cash out CCF Holdings on Dec. 31, 2016, at
an "Agreed Price" [FMV less $10,000 transaction costs, less amount
of first deed of trust, divided by 2].

Thus, the adverse party CCF Holdings was incentivized to fix the
highest sustainable "Fair Market Value" for the Property.  Pursuant
to Section 6.2 of the confirmed Plan, the Debtor and CCF Holdings
jointly determined the Fair Market Value of the Property to be
$962,000.  Using the formula in the Plan, this meant that the
"Agreed Price" to cash out CCF Holdings of its lien on the Debtor's
50% joint tenancy interest was $352,000.

On Jan. 3, 2017, the Debtor and Jane Gaube agreed to sell the
entire fee interest in the Property to the Buyers for the sum of
$962,000.  The Debtor, Ms. Gaube, and the Buyers have agreed that
the Fair Market Value agreed to by CCF Holdings will be the sales
price for the Property.  The Buyers are the daughter and son-in-law
of the Debtor and Ms. Gaube.  The asks authority to consummate the
transaction.

A copy of the purchase agreement attached to the Motion is
available for free at:

            http://bankrupt.com/misc/Donald_Gaube_262_Sales.pdf

On closing of the subject sale the Debtor and Jane Gaube will pay
from their respective shares the approximate sum of $240,000 to
Wells Fargo Bank in full satisfaction of its first deed of trust.


The Debtor will use the balance of the 50% of the sales proceeds
otherwise due him to satisfy the judgment lien of CCF Holdings.  To
be clear, on Dec. 28, 2016, the Debtor received a short-term loan
from JF Capital Series, LLC in the amount of $352,000 at 6% per
annum to cash out the CCF Holdings lien position.  That sum was
tendered to CCF Holdings on Dec. 29, 2016, prior to the deadline of
Dec. 31.  CCF Holdings has executed and returned a recordable
Release of Lien, which is being held in trust and is to be recorded
on the closing of the sale and the full repayment to JF Capital.
The principal of JF Capital is Jeffrey W. Johnson, the person who
funded the retainer for the Debtor's counsel in the case.  It is
anticipated that the pay off of this obligation will consume the
Debtor's entire share of the sales proceeds.

Good cause exists to authorize the Debtor to consummate the sale.
The Debtor has investigated the fair market value of the Property
and believes that the purchase price is fair and in the best
interests of the Post Confirmation Estate.  The sale results in a
favorable paydown of the blanket lien in favor CCF Holdings, thus
minimizing the unsecured deficiency claim of that creditor.
Accordingly, the Debtor asks that the Court authorize the proposed
sale of the Property free and clear of liens and interest.

                      About Donald F. Gaube

Donald F. Gaube sought Chapter 11 protection (Bankr. N.D. Cal.
Case
No. 15-43783) on Dec. 13, 2015.  MacConaghy & Barnier, PLC, serves
as the Debtor's counsel.


DRAFT BARS: Seeks to Hire Furnier Muzzo as Legal Counsel
--------------------------------------------------------
Draft Bars LLC seeks approval from the U.S. Bankruptcy Court in
Nevada to hire legal counsel in connection with its Chapter 11
case.

The Debtor proposes to hire The Furnier Muzzo Group LLC to give
legal advice regarding its duties under the Bankruptcy Code, assist
in the preparation of a bankruptcy plan, and provide other legal
services.

The firm's attorneys will be paid an hourly rate of $300 while its
paralegals and legal assistants will be paid $50 per hour.

Furnier Muzzo is "disinterested" as defined in section 101(14) of
the Bankruptcy Code, according to court filings.

The firm can be reached through:

     Christine A Roberts, Esq.
     The Furnier Muzzo Group LLC
     3815 S. Jones Blvd. Suite 5
     Las Vegas, NV 89103
     Tel: (702) 728-5285
     Email: croberts@furnierlaw.com

                      About Draft Bars LLC

Draft Bars LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Case No. 16-16656) on December 15, 2016.  The
petition was signed by Michael Manion, managing member.  

The case is assigned to Judge Mike K. Nakagawa

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $1 million to $10 million.


EAT GATOR: Seeks to Hire Lindauer as Legal Counsel
--------------------------------------------------
Eat Gator, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of Texas to hire legal counsel in connection
with its Chapter 11 case.

The Debtor proposes to hire Joyce W. Lindauer Attorney, PLLC to
give legal advice regarding its duties under the Bankruptcy Code,
assist in the preparation of a bankruptcy plan, and provide other
legal services.

The hourly rates charged by the firm are:

     Joyce Lindauer                   $350
     Sarah Cox          Associate     $195
     Jamie Kirk         Associate     $195
     Jeffery Veteto     Associate     $185
     Dian Gwinnup       Paralegal     $105

Joyce Lindauer, Esq., owner of the firm, 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 M. Cox, Esq.
     Jamie N. Kirk, Esq.
     Jeffery M. Veteto, Esq.
     Joyce W. Lindauer Attorney, PLLC
     12720 Hillcrest Road, Suite 625
     Dallas, TX 75230
     Tel: (972) 503-4033
     Fax: (972) 503-4034

                       About Eat Gator LLC

Eat Gator, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Case No. 16-34698) on December 5, 2016.  The
petition was signed by Arthur Hood, managing member.  

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


ELECTRONIC CIGARETTES: Calm Waters Holds 74.4% Stake as of Dec. 30
------------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Calm Waters Partnership and Richard S. Strong disclosed
that as of Dec. 30, 2016, they beneficially own 452,306,613 shares
of common stock of Electronic Cigarettes International Group, Ltd.,
representing 74.4 percent of the shares outstanding.  Walter H.
Morris also reported beneficial ownership of 1,991,384 shares.

On Dec. 30, 2016, Calm Waters was entitled to receive 10,635,698
shares of common stock at $0.07 per share in lieu of $744,498 of
cash interest due under the term loan.

On Jan. 3, 2017, Calm Waters was entitled to receive 402,354 shares
of common stock at $0.07 per share in lieu of $28,164 of cash
interest due under the convertible notes.  The shares were issued
on Jan. 3, 2017.

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

                    https://is.gd/5dsw84

                 About Electronic Cigarettes

Electronic Cigarettes International Group, Ltd., is an independent
marketer and distributor of vaping products and E-cigarettes.  The
Company's objective is to become a leader in the rapidly growing,
global E-cigarette segment of the broader nicotine related products
industry which include traditional tobacco.  E-cigarettes are
battery-powered products that simulate tobacco smoking through
inhalation of nicotine vapor without the fire, flame, tobacco, tar,
carbon monoxide, ash, stub, smell and other chemicals found in
traditional combustible cigarettes.  The global E-cigarette market
is expected to grow to $51 billion, or a 4% share of the worldwide
tobacco market, by 2030.  The growth is forecast to come at the
expense of traditional tobacco, not from new smokers entering the
category.  Numerous research studies and publications have
recognized that E-cigarettes are a preferred method for smokers to
quit, and the most effective.

Electronics Cigarettes reported a net loss of $44.2 million in 2015
following a net loss of $389 million in 2014.

As of Sept. 30, 2016, the Company had $65.34 million in total
assets, $138.7 million in total liabilities and a total
stockholders' deficit of $73.36 million.

Rehmann Robson LLC, in Grand Rapids, Michigan, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has reported
significant operating losses and cash flow deficits and has
accumulated a net capital deficit.  These and other factors raise
substantial doubt about the Company's ability to continue as a
going concern.


ENERGY XXI: 2nd Amended Reorg. Plan Declared Effective
------------------------------------------------------
BankruptcyData.com reported that Energy XXI's Second Amended Joint
Chapter 11 Plan of Reorganization became effective, and the Company
emerged from Chapter 11 protection. The U.S. Bankruptcy Court
confirmed the Plan on December 13, 2016. According to a corporate
release, Energy XXI has substantially improved its financial
position by eliminating more than $3.6 billion of debt from its
balance sheet. BankruptcyData's detailed Plan Summary notes, "The
Restructuring Support Agreement contemplates the following.
Reorganized EGC41 becomes the New Parent and issues New Equity and
on the Effective Date, new common stock in EGC will be issued and
distributed, and the New Parent will hold substantially all of the
assets of Energy XXI and its subsidiaries. Second Lien Noteholders
receive the New Equity." Energy XXI's president and C.E.O., John D.
Schiller, Jr., notes, "Today, Energy XXI is a stronger company, and
we are focused on operating efficiently and utilizing our financial
flexibility and strong competitive position to create sustainable,
long-term value." In accordance with the Plan, Energy XXI Gulf
Coast, Inc. (EGC), as successor to Energy XXI, appointed a new
board, consisting of Michael S. Reddin (chairman), Michael S.
Bahorich, George Kollitides, Steven Pully, John D. Schiller, Jr.,
James W. Swent III and Charles W. Wampler. Effectively immediately,
Energy XXI's common stock will cease trading on the OTC Market. EGC
will have approximately 33 million shares outstanding after the
reorganization issued pursuant to the Plan.

                      About Energy XXI, Ltd.

Energy XXI Ltd (OTCMKTS: EXXIQ) was incorporated in Bermuda on July
25, 2005.  With its principal operating subsidiary headquartered in
Houston, Texas, Energy XXI is engaged in the acquisition,
exploration, development and operation of oil and natural gas
properties onshore in Louisiana and Texas and in the Gulf of Mexico
Shelf.

Energy XXI Ltd and 25 of its affiliates filed on April 14, 2016,
bankruptcy petitions in the U.S. Bankruptcy Court for the Southern
District of Texas (Bankr. S.D. Tex. Lead Case No. 16-31928). The
petitions were signed by Bruce W. Busmire, the CFO. Judge Karen K.
Brown is assigned to the cases.

Energy XXI Ltd on April 14, 2016, also filed a winding-up petition
commencing an official liquidation proceeding under the laws of
Bermuda before the Supreme Court of Bermuda.

The Debtors sought bankruptcy protection after reaching a deal with
lenders on the filing of a restructuring plan that would convert
$1.45 billion owed to second lien noteholders into equity of the
reorganized company.

The Debtors have hired Vinson & Elkins LLP as counsel, Gray Reed &
McGraw, P.C. as special counsel, Conyers Dill & Pearman as Bermuda
counsel, Locke Lord LLP as regulatory counsel, PJT Partners LP as
investment banker, Opportune LLP as financial advisor, Epiq
Systems, Inc., as notice and claims agent.

Wilmer Cutler Pickering Hale and Dorr LLP represents an ad hoc
group of certain holders and investment advisors and managers for
holders of obligations arising from the 8.25% Senior Notes due 2018
issued pursuant to that certain Indenture, dated as of Feb. 14,
2011, by and among EPL Oil & Gas, Inc., certain of EPL's
subsidiaries, as guarantors, and U.S. Bank National Association, as
trustee.

The Office of the U.S. Trustee on April 26 appointed five creditors
of Energy XXI Ltd. to serve on the official committee of unsecured
creditors.  The Committee retains Heller, Draper, Patrick, Horn &
Dabney LLC as its co-counsel, Latham & Watkins LLP as its
co-counsel, and FTI Consulting, Inc. as its financial advisor.


EPICENTER PARTNERS: Has Until January 10 Solicit Plan Votes
-----------------------------------------------------------
Judge Madeleine C. Wanslee of the U.S. Bankruptcy Court for the
District of Arizona extended the period during which only Epicenter
Partners, LLC and Gray Meyer Fannin, LLC may solicit acceptances of
a Chapter 11 Plan through January 10, 2017.

The Troubled Company Reporter had earlier reported that the Debtors
asked the Court to extend its solicitation period, telling the
Court that in the past months, they have:

     (a) looked towards moving this case along by filing a Motion
to Set Valuation Hearing with respect to the Debtors' real property
that will be a necessary component of the Amended Plan, which is
currently pending before the Court;

     (b) sought entry of a stipulated order with the Arizona State
Land Department that would, among other things, extend the deadline
for the May Debtors to assume or reject their lease with the ASLD
through March 1, 2017; and

     (c) engaged in negotiations with the Official Committee of
Unsecured Creditors to arrive at a consensual plan treatment, which
resulted in the filing of the Debtors' First Amended Chapter 11
Plan of Reorganization as well as their Disclosure Statement on
October 28, 2016.  

                             About Epicenter Partners

Epicenter Partners LLC and Gray Meyer Fannin LLC sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Lead Case
No. 16-05493) on May 16, 2016.  GMF came into existence in 2001.
It was originally formed for the purpose of providing development
services for affiliates.  Epicenter came into existence in 2004. It
was formed for the purposes of acquiring, managing, selling or
holding land for investment.  Both Debtors are fully owned by
Gray/Western Development Company and managed, pursuant to that
entity, by Bruce Gray.

The Debtors tapped Thomas J. Salerno, Esq., at Stinson Leonard
Street, LLP, as their Chapter 11 counsel.

Epicenter Partners disclosed $143,212,665 in assets and $66,913,279
in liabilities.

The Office of the U.S. Trustee on June 15, 2016, appointed five
creditors of Epicenter Partners LLC and Gray Meyer Fannin LLC to
serve on the official committee of unsecured creditors.  The
Committee is represented by Michael W. Carmel, Ltd., as counsel.


EXCEPTIONAL WINES: Taps Villeda Law Group as Legal Counsel
----------------------------------------------------------
Exceptional Wines, Corp. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire the Villeda Law Group to give legal
advice regarding its duties under the Bankruptcy Code, review and
negotiate claims made by creditors, assist in the preparation of a
bankruptcy plan, and provide other legal services.

Antonio Villeda, Esq., and Christopher Cheatham, Esq., the
attorneys designated to represent the Debtor, will be paid $375 per
hour and $250 per hour, respectively.  Paralegals will receive an
hourly fee of $150 while other staff of the firm will be paid $30
per hour.

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

The firm can be reached through:

     Antonio Villeda, Esq.
     Christopher Cheatham, Esq.
     Villeda Law Group
     6316 North 10th Street, Bldg. B
     McAllen, TX 78504
     Tel: (956) 631-9100
     Fax: (956) 631-9146
     Email: avilleda@mybusinesslawyer.com
     Email: ccheatham@mybusinesslawyer.com

                 About Exceptional Wines Corp.

Exceptional Wines, Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 16-70555) on December
29, 2016.  The petition was signed by Emilio Santos, president.  

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


FIRSTENERGY SOLUTIONS: S&P Affirms 'CCC+' Rating on Unsec. Debt
---------------------------------------------------------------
S&P Global Ratings said it revised its recovery rating on unsecured
debt issued by FirstEnergy Solutions Corp. and subsidiaries
FirstEnergy Generation Corp (FEG) and FirstEnergy Nuclear
Generation Corp (FENG) to '4' from '3'.  S&P affirmed the 'CCC+'
issue-level rating on the unsecured debt.  The secured debt rating
of 'B' and recovery rating of '1' are unchanged.  The outlook is
negative.

FES and affiliates own or lease and operate power plants in the
U.S. with a combined capacity of about 13,000 megawatts (MW).
Parent FirstEnergy Corp. and its other regulated subsidiaries do
not guarantee any of FES' debt or lease liabilities and it is
unlikely that there would be a compelling economic reason to
provide additional support to the entities if it comes under
stress.  S&P no longer attributes any support from FirstEnergy in
S&P's corporate credit rating on the competitive entities, and it
evaluates their recovery prospects on a stand-alone basis.  That
said, FirstEnergy does have about $200 million in guarantees and
other obligations (about $1 billion underfunded pension) that it is
obliged to support.

The companies have a moderately complex capital structure, with
secured debt at FENG and FEG backed by the underlying assets at
these entities, which generate about 4,100 MW and 5,200 MW of
power, respectively.  While parent FirstEnergy Corp. has taken a
credit exposure to FES, the secured revolver is also guaranteed by
FEG and FENG and secured primarily by a value lien of substantially
all of those entities' generation assets.  Also, senior unsecured
debt at FES, FEG, and FENG is pari passu and cross collateralized
by the assets.

The senior secured debt at FEG and FENG is guaranteed by the plant
assets (fossil and nuclear, respectively).  The senior secured
notes also have a senior claim to the unsecured debt on the plant
assets of the other company but are not pari passu with the senior
secured indebtedness of that company.  All senior unsecured debt at
FES, FENG, and FEG is pari passu in relation to each other.


FIVEWEST CHAUFFEUR: Taps William Jamison as Legal Counsel
---------------------------------------------------------
Fivewest Chauffeur Corp. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Illinois to hire legal counsel
in connection with its Chapter 11 case.

The Debtor proposes to hire William Jamison Jr., Esq., to give
legal advice regarding its duties under the Bankruptcy Code, assist
in investigating and pursuing claims, prepare a bankruptcy plan,
and provide other legal services.

Mr. Jamison will be paid an hourly rate of $350 for his services.

In a court filing, Mr. Jamison disclosed that he is "disinterested"
as defined in section 101(14) of the Bankruptcy Code.

Mr. Jamison maintains an office at:

     William Jamison Jr., Esq.
     53 W. Jackson Blvd., Suite 309
     Chicago, IL 60604
     Tel: (312) 226-8500
     Email: wjami39246@aol.com

                  About Fivewest Chauffeur Corp.

Fivewest Chauffeur Corp.  sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ill. Case No. 16-36557) on November
16, 2016.  The petition was signed by Ryan Williams, chief
financial officer.  

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


FLYING STAR: $29K Admin Expense Claim Partly Allowed
----------------------------------------------------
In the case captioned In re: FLYING STAR CAFES, INC., Debtor, Case
No. 15-10182 t11 (Bankr. D.N.M.), Judge David T. Thuma of the
United States Bankruptcy Court for the District of New Mexico
allowed 3rd and Gold, LLC's administrative expense claim in the
amount of $29,991.15.

Flying Star Cafes, Inc., rejected a lease with 3rd and Gold for the
first and second floor of a two-story building at 723 Silver Ave.
SW, Albuquerque, NM 87102.  After Flying Star moved out, 3rd and
Gold asserted an administrative expense claim broken down as
follows:

     Claim                      Amount
     Rent                       $ 7,369.86
     Insurance                  $ 935.04
     Property taxes             $11,839.06
     Maintenance and repairs    $21,399.35
     Utilities                  $ 5,999.80
     HealthQuest Rent abatement $ 4,000.00
     Attorney fees              $14,386.61
     Late Fees                  $ 2,226.50
     Interest                   $ 348.25
     Total                      $68,504.47

In its calculations, 3rd and Gold included 12% interest on all
repairs and maintenance, and a 5% late charge on all other
amounts.

Flying Star asserted it owes nothing because the lease was rejected
by operation of law on August 31, 2015, the deadline to assume or
reject non-residential real property leases, and that any charges
thereafter did not benefit the estate.

Judge Thuma overruled this argument.  The judge pointed out that
the deadline was extended to August 31, 2015, and Flying Star filed
the motion to assume within the extended deadline.  Flying Star
argued that because the Court did not approve the proposed
assumption by August 31, 2015, the lease was rejected by operation
of law on that date.  The judge explained however, that to comply
with section 365(d)(4), the debtor must file a motion to assume
within the deadline; it need not obtain an order granting the
proposed assumption.  Judge Thuma thus held that the rejection date
therefore is November 18, 2015 when the Court entered a stipulated
order withdrawing the motion to assume.

Judge Thuma, however, disallowed certain claimed expenses for
alleged consequential damages and for which proper notice was not
given to Flying Star, and concluded that 3rd and Gold is entitled
to an administrative expense claim as follows:

     Claim Amount
     Rent                       $ 7,369.86
     Insurance                  $ 935.04
     Property taxes             $ 12,893.85
     Maintenance and repairs    $ 196.61
     Utilities                  $ 2,255.83
     HealthQuest Rent abatement $ 0
     Attorney fees              $ 6,330.11
     Late Fees                  $ 0
     Interest                   $ 9.85
     Total                      $ 29,991.15

A full-text copy of Judge Thuma's December 23, 2016 opinion is
available at https://is.gd/Y9VGVZ from Leagle.com.

Flying Star Cafes, Inc., a NM corporation, is represented by:

          Scott Cargill, Esq.
          LAW OFFICES OF JOSEPH M. YAR
          65 Livingston Avenue
          Roseland, NJ 07068
          Tel: (973)597-2500
          Fax: (973)597-2400
          Email: scargill@lowenstein.com

            -- and –-

          Shay Elizabeth Meagle, Esq.
          MOSES, DUNN, FARMER & TUTHILL, P.C.
          612 First Street NW
          Albuquerque, NM 87125-7047
          Tel: (505)843-9440

United States Trustee, U.S. Trustee, is represented by:

          Alice Nystel Page, Esq.
          OFFICE OF THE U.S. TRUSTEE
          421 Gold Avenue SW, Room 112
          Albuquerque, NM 87102
          Tel: (505)248-6544
          Fax: (505)248-6558

James B. Boone, Special Counsel, is represented by:

          James Bartholomew Boone, Esq.
          CHAPPELL LAW FIRM, P.A.
          Albuquerque Centre, Suite 150
          6001 Indian School Road NE
          Albuquerque, NM 87110
          Tel: (505)908-3956

Unsecured Creditors Committee, Creditor Committee, is represented
by:

          Spencer Lewis Edelman, Esq.
          Paul M. Fish, Esq.
          Douglas R. Vadnais, Esq.
          MODRALL SPERLING ROEHL, HARRIS & SISK PA
          500 Fourth Street NW, Suite 1000
          Albuquerque, NM 87102
          Tel: (505)848-1800
          Email: spencer.edelman@modrall.com
                 paul.fish@modrall.com
                 doug.vadnais@modrall.com

                         About Flying Star

Headquartered in Albuquerque, New Mexico, Flying Star Cafes, Inc.,
a NM corporation -- dba Flying Star, dba Rio Chan Foods, LLC, aka
Flying Star Commissary, dba Flying Star Foods, LLC, aka Flying
Star/Satellite Coffee, aka Flying Star Foods, operated nine
restaurants, as well as eight Satellite Coffee shops.  The Company
also has a food production business, Rio Chan, that supplies
outside customers.

Flying Star Cafes, Inc., a NM corporation, filed for Chapter 11
bankruptcy protection (Bankr. D. N.M. Case No. 15-10182) on Jan.
30, 2015, estimating its assets and liabilities at between $1
million and $10 million each.  The petition was signed by Jean
Bernstein, president/CEO.

Judge David T. Thuma presides over the case.

Daniel J Behles, Esq., Arin Elizabeth Berkson, Esq., Bonnie Bassan
Gandarilla, Esq., George M Moore, Esq., and Koo Im Sakayo Tong,
Esq., at Moore, Berkson, & Gandarilla, P.C., serve as the Debtor's
bankruptcy counsel.


FM KELLEY: Needs Until March 8 to File Plan of Reorganization
-------------------------------------------------------------
FM Kelly Construction Group, Inc. asks the U.S. Bankruptcy Court
for the Eastern District of New York to extend the exclusive period
to file a Plan of Reorganization for 60 days or through and
including March 8, 2017.

The Debtor also asks the Court to extend its exclusive period to
file a plan on an interim basis pending the hearing for final
relief which is scheduled for February 8, 2017 at 1:30 p.m.  

The Debtor had previously sought exclusivity extension and by Court
order, its time to file a Plan of Reorganization had been extended
through and including January 7, 2017.

The Debtor relates that it is still working on various issues
relating to the reorganization that will further progress beyond
the current 180-day small business case deadline to file a plan of
reorganization.

The Debtor requires additional time to analyze and negotiate the
claims filed against it, including, but not limited to the large
claim filed by Forty Seventh Fifth Company LLC.  Additionally, the
Debtor is still in the process of negotiating lease terms for a new
lease for office space.

Accordingly, the Debtor seeks an additional extension of the
deadline to comport with the realities of the Debtor's
reorganization.

                   About FM Kelly Construction Group, Inc.

FM Kelly Construction Group, Inc., a New York based company filed
for Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No.
16-72143) on May 12, 2016.  The petition was signed by Joseph
Barbera, chief financial officer.  Judge Robert E. Grossman
presides over the case.  The Debtor estimated assets of $50,000 to
$100,000 and estimated liabilities of $1 million to $10 million.

The Debtor is represented by Kenneth A. Reynolds, Esq. at McBreen &
Kopko.

A Creditors' Committee has not been appointed by the Office of the
United States Trustee.


FOUNTAINS OF BOYNTON: Discussions with Largest Creditor Continue
----------------------------------------------------------------
Fountains of Boynton Associates, Ltd. asks the U.S. Bankruptcy
Court for the Southern District of Florida to extend the exclusive
period within which it can solicit acceptances to its plan of
reorganization by approximately 60 days or  through and including
March 6, 2017.

The Debtor filed a plan of reorganization and disclosure statement
on May 5, 2016, and by prior order, the Court has extended the
Solicitation Period to January 5, 2017.  However, the hearing on
the Disclosure Statement has been continued to January 19, 2017, in
order for the Debtor to negotiate the terms of a consensual plan or
structured dismissal with its largest creditor, Hanover Acquisition
3, LLC.

The Debtor relates that it had filed a motion to approve that
agreement and to dismiss the case believing it had reached a global
resolution with Hanover.  Unfortunately, subsequent to the filing
of that motion, the parties have been unable to finalize certain
details of the agreement.  The Debtor is still currently continuing
to negotiate with Hanover.

Additionally, while the parties are currently at an impasse, the
Debtor believes it is close to reaching an agreement in principle
with Hanover on the terms of a structured dismissal or alternate
resolution of the case. It is reasonable to extend the Solicitation
Period while the parties finalize the terms of the agreement and
seek Court approval, or in the alternative, to permit the Debtor an
opportunity to confirm its plan.

                     About Fountains of Boynton Associates

Fountains of Boynton Associates, Ltd., based in Boynton Beach,
Fla., sought Chapter 11 bankruptcy protection (Bankr. S.D. Fla.
Case No. 16-11690) on Feb. 5, 2016. The petition was signed by John
B. Kennelly, manager. The Debtor considers itself a "single asset
real estate".  The Hon. Erik P. Kimball oversees the case. The
Debtor disclosed total assets of $71,421,648 and total liabilities
of $53,672,029 at the time of filing.  Bradley S Shraiberg, Esq.,
and Patrick Dorsey, Esq., at Shraiberg, Ferrara, & Landau, serve as
the Debtor's counsel.  

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Fountains of Boynton Associates, Ltd.


FOUR SEASONS: S&P Raises Corp. Credit Rating to BB-
---------------------------------------------------
S&P Global Ratings said it raised its corporate credit rating on
Toronto, Ontario-based Four Seasons Holdings Inc. to 'BB-' from
'B+'.  The rating outlook is stable.

At the same time, S&P affirmed its 'BB' issue-level rating (one
notch above the corporate credit rating) on the upsized $900
million first-lien term loan due 2023 and downsized $50 million
revolver due 2021.  The affirmation of the 'BB' issue-level rating
reflects the one-notch upgrade of the company, despite a revision
in the recovery rating to '2' from '1' due to the incremental
first-lien debt in the capital structure.  The '2' recovery rating
reflects S&P's expectation for substantial (70% to 90%; upper half
of the range) recovery for lenders in the event of a payment
default.

S&P plans to withdraw the 'B-' issue-level rating and '6' recovery
rating on the second-lien term loan once the company closes the
transaction and uses the proceeds to repay the second-lien term
loan.

"The upgrade reflects anticipated sustained deleveraging through
2017, and follows a revision in our financial policy assessment on
the company to neutral," said S&P Global Ratings credit analyst
Daniel Pianki.

The policy reassessment reflects S&P's belief that the company's
controlling owners are likely to allow S&P's measure of adjusted
leverage to be sustained below 6x, and are unlikely to follow
financial policies that are typical of financial sponsors.  Four
Seasons is privately owned by three entities: Kingdom Holding Co.
and Cascade Investment LLC each own 47.5% of the company, and
Triples Holdings Ltd., controlled by Four Seasons founder Isadore
Sharp, holds a 5% equity stake in the company.  S&P previously
considered these owners to be financial sponsors for purposes of
assessing financial policy due to the large amount of debt raised
at Four Seasons in order to fund a buyout of the company in 2007.
However, S&P has reassessed this and it believes that neither
Cascade nor Kingdom will pursue the typical private-equity model of
using leverage aggressively in order to achieve rapid returns and
then exiting the investment over a relatively short time horizon.
S&P believes that Cascade and Kingdom are long-term investors in
Four Seasons, in particular, and do not intend to increase leverage
at Four Seasons above 6x to fund distributions.
Additionally, S&P believes Four Seasons management intends to drive
leverage below current levels.  As a result of the financial policy
reassessment, S&P calculates leverage metrics net of cash balances.
S&P expects adjusted debt to EBITDA to be around 5x in 2016 and in
the high-4x area in 2017.

The stable outlook reflects S&P's expectation for modest
improvement in credit measures over the next two years, based on
continued good EBITDA growth through 2017.



FPUSA LLC: Court Grants Shorter Exclusivity Extension Thru June 1
-----------------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas extended the time period during which
only FPUSA, LLC may file a plan of reorganization until June 1,
2017, as well as the time period during which the Debtor may obtain
acceptances of its plan of reorganization until August 1, 2017.

The Troubled Company Reporter had previously reported that the
Debtor asked the Court to extend its plan exclusivity period until
August 17, 2017, and the corresponding time to obtain acceptances
of its plan until October 17, 2017.

According to the Debtor, prior to its bankruptcy filing, M-I, LLC
sued the Debtor in the U.S. District Court for the Western District
of Texas, San Antonio Division, and obtained a preliminary
injunction preventing the Debtor from manufacturing, marketing,
selling, servicing, importing, or exporting the Vac-Screen system.
The preliminary injunction essentially forced the Debtor to cease
operations.

The Debtor related that following the entry of the preliminary
injunction, M-I continued to aggressively litigate its patent
infringement case against the Debtor, and the Debtor filed a
petition to institute an Inter Partes Review with United States
Patent and Trademark Office seeking a determination that the Debtor
had not violated M-I's patent.

Subsequently, the Debtor filed its Motion to extend its exclusivity
periods pending resolution of its motion for the dissolution of the
preliminary injunction.  However, after the Court has entered its
order granting the Debtor's Motion to Extend Exclusivity Periods,
the District Court entered an order denying the Motion to Dissolve
Injunction.

As a result of the District Court's denial of the Motion to
Dissolve, the District Court Action is currently stayed by the
bankruptcy automatic stay and will likely not be resolved until the
IPR action concludes. Currently, the IPR action is proceeding as
expected, and the Debtor's reply to M-I's response in the IPR is
due on or before Jan. 19, 2017.  The Debtor expects a ruling to be
made in the IPR by June 2017.  

The Debtor contended that if it prevails in the IPR, the result
will be that M-I's competing patent is invalid which moots the
litigation in the District Court Action.  In this case, the Debtor
will have a basis to propose a reorganization plan.  However, if
the Debtor is not successful in the IPR, then the Debtor will
almost certainly either seek to dismiss this chapter 11 case or
seek to convert it to a chapter 7 liquidation.

                                About FPUSA, LLC

FPUSA, LLC filed a Chapter 11 petition (Bankr. E.D. Tex. Case No.
16-40742), on April 21, 2016.  The petition was signed by Robert
Russell, sole executive committee member.  The case is assigned to
Hon. Brenda T. Rhoades.  At the time of filing, the Debtor had $1
million to $10 million in estimated assets and $1 million to $10
million in estimated liabilities.

The Debtor's counsel is John T. Richer, Esq. at Hall Estill
Hardwick Gable Golden Nelson, P.C.


FREEDOM MORTGAGE: Fitch Affirms 'B+' IDR on Strong Franchise
------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating of
Freedom Mortgage Corporation at 'B+'.  The Rating Outlook is
Stable.

                         KEY RATING DRIVERS

IDR

The affirmation and Stable Rating Outlook reflect Freedom's strong
franchise, established position and historical track record in the
U.S. residential mortgage space.  As a nonbank mortgage company,
Freedom also benefits from increased share resulting from banks'
reduced appetite for mortgage servicing activities.  Further
supporting the affirmation is an experienced management team with
an extensive industry background, a sufficiently robust and
integrated technology platform, good asset quality in its prime
servicing portfolio, sufficient liquidity and reserves in place to
absorb a reasonable level of repurchase demands or
indemnifications, and appropriate earnings coverage of interest
expense.

The highly cyclical nature of the mortgage origination business and
the capital intensive and volatile nature of the mortgage servicing
business represent primary rating constraints for nonbank mortgage
companies, including Freedom, in Fitch's opinion. Furthermore, the
mortgage business is subject to intensive legislative and
regulatory scrutiny, which further increases business risk.
Lastly, the imperfect nature of interest rate hedging can introduce
liquidity risks related to margin calls and/or earnings volatility.
These industry constraints typically limit ratings assigned to
nonbank mortgage companies to below investment grade levels.  Fitch
notes that Freedom's retained-servicing business model serves as a
natural hedge to the cyclicality of the mortgage origination
business and the company's robust operational and regulatory
framework help to mitigate some of these pressures.

Rating constraints specific to Freedom include elevated key man
risk related to its founder and Chief Executive Officer, Stanley
Middleman, who sets the tone, vision and strategy for the company.
Over the last year, Freedom has taken steps to enhance its overall
corporate governance framework including key hires with backgrounds
in business transformation and strategy, as well as reduced related
party transactions, which are viewed positively by Fitch.
Additional rating constraints include reliance on short-term
wholesale funding, specifically loan warehouse financing, and the
predominately secured funding profile.  Fitch notes that there is
also potential execution risk associated with anticipated business
growth and expansion of mortgage origination channels.

Asset quality performance of Freedom's servicing portfolio is
considered to be good, as delinquencies greater than 30 days past
due, both as a percentage of total loans and total unpaid balance
of the portfolio have declined over the last several years,
reflecting recent loan origination growth (growth in the
denominator of delinquency ratio calculations).  Fitch expects
asset quality to remain relatively stable over the near- to
medium-term.

Freedom is not subject to material asset quality risks associated
with holding a mortgage loan portfolio because the loans are
generally sold to investors within 90 days of origination. However,
as an originator and servicer, Freedom has exposure to potential
losses within the servicing portfolio due to repurchase or
indemnification claims from investors under certain warranty
provisions.  Freedom expects to continue to build up reserves for
new loan production going forward.

Separately, the company announced in April 2016 that it has agreed
to pay a $113 million settlement to resolve alleged False Claims
Act liability arising from legacy FHA-insured mortgage lending in
2006 through 2011.  The full amount of the settlement was reserved
under the provision for losses, and is not expected to impact
Freedom's operating performance.  Fitch believes Freedom's current
reserves against repurchase and indemnification exposure are
sufficient, relative to the assigned rating.

The company has generated consistent returns on average assets
(ROAA), and overall margins have improved as Freedom continues to
grow in scale.  Between 2012 and Sept. 30, 2016, Fitch calculates
that Freedom generated an average ROAA of 7.9%, bolstered by growth
in its origination platform.  Fitch views Freedom's multi-channel
origination approach as well positioned relative to peers, as it
can provide more sustainable earnings through various interest rate
and economic cycles.  Fitch expects Freedom's profitability metrics
to normalize over the medium term, as further interest rate
increases drive modestly lower refinancing activity and new
purchase growth, partially offset by improved valuations on the
servicing portfolio.

In 2013, Freedom entered into excess servicing rights sales
agreement with publicly traded REIT and related party, Cherry Hill
Mortgage Investment Corporation (CHMI).  Pursuant to these
agreements, Freedom retains all ancillary income associated with
servicing the loans as well as the remaining portion of the excess
cash flow after a base servicing fee.  Freedom also retains all the
servicing and advancing functions associated with the portfolio.
These agreements are similar to arrangements undertaken by other
nonbank mortgage companies in order to monetize a portion of the
value of their servicing portfolio and to reduce the volatility
associated with the mortgage servicing rights (MSR) assets.  These
transactions were accounted for as financings for accounting
purposes, and as such are included in Fitch's leverage
calculations.  Fitch notes that there have been no subsequent sales
of its excess servicing rights to CHMI or other third parties and
CHMI's investment should be completely reduced by end-1Q17.

Fitch evaluates Freedom's leverage metrics primarily on the basis
of debt to tangible equity, which amounted to 4.68x as of
Sept. 30, 2016, and modestly higher than the average of 3.77x since
2012 due to an increase in borrowings to support origination
growth.  Fitch expects the company's leverage metrics to remain
within the historical range of between 4x and 5x over the longer
term.  As a secondary measure, cash flow leverage based on debt to
EBITDA of 10.40x, was also higher than the average of 7.91x since
2012 due to the reasons cited above.

Leverage on the basis of debt to Fitch Core Capital is also high,
but consistent with other nonbank mortgage companies given the
relative size and growth of the MSR portfolio on balance sheet due
to Freedom's servicing-retained strategy.  Overall, Fitch believes
Freedom is adequately capitalized and its leverage metrics are
appropriate compared to peers and relative to its Long-Term IDR of
'B+'.

Fitch views Freedom as having sufficient liquidity given available
balance sheet cash balances, availability under its various
borrowing facilities, and appropriate interest coverage ratios.  As
a function of the business model, Freedom is predominately funded
through short-term secured funding facilities, backed by
loans-held-for-sale and MSRs.  Fitch views this reliance wholesale
funding sources as a rating constraint, but consistent with other
nonbank mortgage companies.

Freedom may be subject to potential margin calls under its
warehouse facilities on occasion, which may require the company to
provide the lender with additional collateral or repay a portion of
outstanding borrowings.  These margin calls are short-term in
nature and settle every 30 days.  To mitigate potential liquidity
constraints on margin call activity, management expects to maintain
sufficient minimum cash balances to cover potential significant
outflows due to volatility in economic events or interest rate
movements.

While not currently part of Freedom's funding strategy, an increase
in the percentage of unsecured debt would be viewed favorably by
Fitch as it increases balance sheet flexibility in times of stress.
Nevertheless, given the preponderance of secured funding, the debt
issuance would likely be notched down from Freedom's IDR,
reflecting weaker recovery prospects.  Depending on the specific
recovery prospects for the unsecured debt, if issued, it could be
rated multiple notches below the IDR.

                       RATING SENSITIVITIES

IDR
Positive rating momentum for Freedom's IDR could be influenced by a
more formalized succession plan, demonstrated execution on growth
aspirations, reduced reliance on short-term funding, and lower
overall leverage.  An improved governance framework, including
Independent Director membership, and continued reduced
related-party transactions would also be viewed favorably.  Over
time, an increase in the percentage of unsecured debt in the
funding profile could also drive positive rating momentum.

Freedom's IDR could be negatively impacted by the departure of
Middleman without appropriate succession plans being in place,
rapid growth that is not accompanied by commensurate growth in
common equity, as well as appropriate staffing and resource levels
to support planned growth.  Additional negative rating drivers
include a decrease in liquidity resulting from significant margin
calls from its lenders or hedge counterparties, a decrease in asset
quality, particularly if it results in increased repurchase
activity or advancing, or a sustained increase in leverage beyond
historical levels.  To the extent that the company is subject to
material regulatory scrutiny or fines that negatively impact
Freedom's franchise or operating performance, this could also
negatively impact ratings.

Founded in 1990 and based in Mount Laurel, NJ, Freedom is a
leading, private, full-service, nonbank mortgage company engaged in
origination, servicing, selling and securitizing residential
mortgage loans.  During the first nine-months of 2016, the company
was a top-10 mortgage originator by volume, according to Inside
Mortgage Finance.  As of Sept. 30, 2016, Freedom had total assets
of approximately $6 billion.

Fitch has affirmed this ating:

Freedom Mortgage Corporation

   -- Long-Term IDR at 'B+'.

The Rating Outlook is Stable.


GAMAXPORT INC: Unsecureds To Recover 25% Under Plan
---------------------------------------------------
Gamaxport Inc., Komodidad Distributors, Inc., G.A. Design &
Sourcing, Corp., G.A. Property Development, Corp., and G.A.
Investors, S.E., filed with the U.S. Bankruptcy Court for the
District of Puerto Rico a disclosure statement referring to the
Debtors' consolidated plan of reorganization dated Dec. 27, 2016.

Class 5 General Unsecured Claims -- estimated at $4,951,485.83 --
is impaired under the Plan.  Holders of Allowed General Unsecured
Claims in excess of $1,000, excluding those from Debtor's
shareholders and affiliates (which, for the avoidance of any doubt,
will be cancelled and extinguished on the Effective Date and will
not receive any recovery under the Plan), will be paid in full
satisfaction of their claims 25% thereof through 60 equal
consecutive monthly installments of approximately $20,200,
commencing on the Effective Date of the Plan and continuing on the
30th day of the subsequent 59 months.  Holders of allowed General
Unsecured Claims of $1,000 or less, will receive in full
satisfaction of their claims 25% thereof, in cash, on the Effective
Date of the Plan.

Claims will be paid with available funds arising from Debtors'
operations, available cash balance as of the Effective Date, the
collections of Debtors' accounts receivable, and Debtors' continued
operations.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/prb16-04170-164.pdf

The Plan was filed by the Debtors' bankruptcy counsel:

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

                     About Gamaxport Inc.

Gamaxport, Inc., filed a Chapter 11 petition (Bankr. D. P.R. Case
No. 3:16-bk-04170) on May 25, 2016.  The Debtor is represented by
Javier Vilarino, Esq., at Vilarino & Associates, LLC.  Judge
Mildred Caban Flores presides over the case.

                  About Komodidad Distributors

Komodidad Distributors, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. D.P.R. Case No. 16-04161) on May 25, 2016.  The
petition was signed by Jorge Galliano, president.  The Hon.
Enrique S. Lamoutte Inclan presides over the case.  The Debtor
estimated assets of $50 million to $100 million and estimated
debts of $10 million to $50 million.

Komodidad Distributors' Chapter 11 case is jointly administered
with those of G.A. Design & Sourcing, Inc., GMAXPORT, Inc., G.A.
Investors, S.E., and G.A. Property Development, Corp., under
(Bankr. D.P.R. Case No. 16-04164).


GATOR EQUIPMENT: Taps Brian LaRose as Expert Witness
----------------------------------------------------
Gator Equipment Rentals of Iberia, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Louisiana to hire
Brian LaRose as an expert witness.

Mr. LaRose, an appraiser and member of Brian W. LaRose Real Estate
Appraiser, LLC, will testify in connection with his recent
appraisal of Gator Equipment's real property at a January 10
hearing on its motion to use cash collateral.

Gator Equipment proposes to pay Mr. LaRose $200 per hour.

Mr. LaRose disclosed in a court filing that he and his firm do not
hold or represent any interest adverse to Gator Equipment's
bankruptcy estate or creditors.

Mr. LaRose maintains an office at:

     Brian W. LaRose
     Brian W. LaRose Real Estate Appraiser, LLC
     516 Lafayette Street
     Houma, LA 70360

                  About Gator Equipment Rentals

Gator Equipment Rentals of Iberia, LLC and its three affiliates
filed Chapter 11 petitions (Bankr. W. D. La. Lead Case No.
16-51667) on Dec. 5, 2016.  The Debtors are represented by Paul
Douglas Stewart, Jr., Esq., Brandon A. Brown, Esq., and Ryan J.
Richmond, Esq., at Stewart Robbins & Brown LLC.


GLACIERVIEW HAVEN: Trustee's Lease with Outzen Approved
-------------------------------------------------------
Judge Timothy W. Dore of the U.S. Bankruptcy Court for the Western
District of Washington authorized Andrew Wilson, the Chapter 11
Trustee of Glacierview Haven, LLC, to enter into a lease pursuant
to which the consolidated bankruptcy estate would lease a real
property to the Gary B. Outzen Trust, pending closing of the sale
of substantially all of the property of the consolidated estate to
the Purchaser for $1,800,000.

A copy of the Lease Agreement attached to the Motion is available
for free at:

         http://bankrupt.com/misc/Glacierview_Haven_179_Sales.pdf

The Consolidated Resort Debtors own and/or have an interest in 15
parcels of real property on Highway 20 along the Skagit River near
Rockport, Washington that have historically been operated together
as Skagit River Resort.  The Trustee ceased Resort operations in
late October due to a lack of funds.  The Resort is currently
vacant.  

The proposed lease would provide a needed source of revenue to the
consolidated estate pending closing.  It would also eliminate
security concerns with respect to the currently vacant property in
an isolated area.  Moreover, the Resort will remain listed for sale
pending closing and the Resort will appear far more desirable to
potential purchasers in an operating, rather than a vacant and
deserted state.
  
As set forth in the lease, base rent would be comprised of 10% of
the revenue the Purchaser generates through lodging rentals and
restaurant receipts, excluding any applicable taxes.  In addition,
the lease is a triple net lease and thus, the Purchaser will be
responsible for paying property taxes with respect to the
consolidated estate property.  This benefits the consolidated
estate, which would otherwise have to fund these expenses.  The
lease would terminate upon closing of the Sale.

                   About Glacierview Haven

Glacierview Haven, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Wash. Case No. 15-17327) on December 17, 2015.  Marc
S. Stern, Esq., served as bankruptcy counsel to the Debtor.

Forest Court, LLC filed a Chapter 11 petition (Bankr. W.D. Wash.
Case No. 15-17329) on December 17, 2015, represented by Mr. Stern.

Skagit River Resort, LLC, sought protection under Chapter 11 of
the
Bankruptcy Code (Bankr. W.D. Wash. Case No. 16-11632) on March 28,
2016.  The petition was signed by Don Clark, manager. The Debtor
was also represented by Mr. Stern.  Skagit River disclosed total
assets of $2.22 million and total debts of $894,828.

The Court later consolidated the three cases for procedural
purposes; and then appointed Andrew Wilson as the Chapter 11
trustee.


GRACIOUS HOME: U.S. Trustee Forms 5-Member Committee
----------------------------------------------------
The Office of the U.S. Trustee on Jan. 6 appointed five creditors
of Gracious Home LLC to serve on the official committee of
unsecured creditors.

The committee members are:

     (1) Capstone Printing Corp.
         12 Chieftan Road
         Greenwich, CT 06831
         Attn: Alan Finkelstein
         Phone: (917) 721-4926
         Email: alan@capstoneprintingcorp.com

     (2) Lincoln Square Commercial Holding Co. LLC
         1995 Broadway, 3rd Floor
         New York, NY 10023
         Attn: David Cvijic
         Phone: (212) 875-4932
         Email: dcvijic@millenniumptrs.com

     (3) Scandia Down LLC
         1700 Harbor Blvd.
         Weehawken, NJ 07086
         Phone: (201) 272-3405
         Attn: Don Kelley
         Email: dkelley@HanoverDirect.com

     (4) The Townsend House Corp.
         First Service Residential
         622 Third Ave., 15th Floor
         New York, NY 10017
         Attn: Christina Forbes
         Phone: (212) 324-9091
         Email: Christina.forbes@fsresidential.com

     (5) True Value Co.
         7058 Snowdrift Rd.
         Allentown, PA 18106
         Attn: Michael Block
         Phone: (610) 973-3234
         Email: Michael.block@truevalue.com

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

                       About Gracious Home

Gracious Home LLC and its affiliates filed for bankruptcy
protection (Bankr. S.D.N.Y. Case No. 16-13500) on Dec. 14, 2016.
They are represented by Joseph J. DiPasquale, Esq. of Trenk,
Dipasquale, Della Ferra & Sodono, P.C.  The Debtors estimated $10
million to $50 million in assets and liabilities as of the
bankruptcy filing.


GULFMARK OFFSHORE: S&P Raises CCR to 'CCC-' on End of Tender Offer
------------------------------------------------------------------
S&P Global Ratings said that it raised its corporate credit rating
on U.S.-based offshore service provider GulfMark Offshore Inc. to
'CCC-' from 'CC'.  The rating outlook is negative.

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

"The upgrade follows GulfMark Offshore's announcement on Dec. 30,
2016, that it has terminated its tender offer to purchase up to
$300 million of its 6.375% senior unsecured notes due 2022 at below
par," said S&P Global Ratings' credit analyst Kevin Kwok. The
company announced that the termination was due to lack of investor
interest and its inability to meet the minimum
$250 million threshold required to close the transaction.  The
company will return or credit back all of the notes it had
previously tendered to their respective holders.

"The negative outlook reflects our expectation that GulfMark
Offshore's dayrates and utilization levels will remain weak in 2017
and 2018, keeping leverage at unsustainable levels," said Mr. Kwok.
"It also reflects our belief that the company could consider
another distressed debt exchange or restructuring during the next
six months."

S&P could lower the corporate credit rating if the company misses
an interest payment, restructures its debt, or announces a
distressed exchange.

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


HD RETAIL REPAIR: Taps DeMarco-Mitchell as Legal Counsel
--------------------------------------------------------
HD Retail Repair, LLC and Lopek Companies, LLC seek approval from
the U.S. Bankruptcy Court for the Northern District of Texas to
hire legal counsel in connection with their Chapter 11 cases.

The Debtors propose to hire DeMarco-Mitchell, PLLC to give legal
advice regarding its duties under the Bankruptcy Code, assist in
the preparation of a bankruptcy plan, and provide other legal
services.

The hourly rates charged by the firm are:

     Robert DeMarco       $350
     Michael Mitchell     $325
     Barbara Drake        $125

Robert DeMarco, Esq., disclosed in a court filing that his firm is
a "disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     Robert T. DeMarco, Esq.
     Michael S. Mitchell , Esq.
     1255 West 15th St., 805
     Plano, TX 75075
     Tel: 972-578-1400
     Fax: 972-346-6791
     Email: robert@demarcomitchell.com

                     About HD Retail Repair

HD Retail Repair LLC provides facilities maintenance services to
all Home Depot stores nationwide while Lopek Companies, LLC
provides facilities maintenance services to local dealerships.

The Debtors filed Chapter 11 petitions (Bankr. N.D. Tex. Lead Case
No. 16-34817) on Dec. 16, 2016.  The petitions were signed by Kevin
Loper, president.  The cases are assigned to Judge Stacey G.
Jernigan.  

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.


HENSON MECHANICAL: Seeks to Hire Jones & Walden as Legal Counsel
----------------------------------------------------------------
Henson Mechanical, Inc. seeks approval from the U.S. Bankruptcy
Court for the Middle District of Georgia to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire Jones & Walden, LLC to give legal
advice regarding its duties under the Bankruptcy Code, assist in
the preparation of a bankruptcy plan, conduct of examination, and
provide other legal services.

The hourly rates charged by the firm for its attorneys range from
$200 to $350.  Legal assistants are paid $90 per hour.

Cameron McCord, Esq., at Jones & Walden, disclosed in a court
filing that the firm does not hold or represent any interest
adverse to the Debtor or its bankruptcy estate.

The firm can be reached through:

     Cameron M. McCord, Esq.
     Jones & Walden, LLC
     21 Eighth Street, NE
     Atlanta, GA 30309
     Phone: (404) 564-9300
     Email: cmccord@joneswalden.com

                     About Henson Mechanical

Henson Mechanical, Inc., d/b/a Ben Franklin Plumbing d/b/a One Hour
Heating and Air Conditioning, is a Georgia Corporation operating a
residential air conditioning and plumbing company, which corporate
offices are located in Monroe, GA.

Henson Mechanical, Inc. filed a Chapter 11 petition (Bankr. M.D.
Ga. Case No. 17-30011), on January 3, 2017.  The Debtor is
represented by Cameron M. McCord, Esq., at Jones & Walden, LLC.

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


HISTORIC TIMBER: Seeks to Hire Zimmerman McDonald as Appraiser
--------------------------------------------------------------
Historic Timber & Plank Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Illinois to hire an
appraiser.

The Debtor proposes to hire Zimmerman McDonald Machinery Inc. to
conduct an appraisal of its machinery and equipment.  The firm has
agreed to conduct the appraisal for a fee of $2,500 to be paid upon
delivery of its report.

Bradley Zimmerman, an appraiser employed with Zimmerman McDonald,
disclosed in a court filing that his firm does not hold any
interest adverse to Debtor or its bankruptcy estate.

The firm can be reached through:

     Bradley J. Zimmerman
     Zimmerman McDonald Machinery Inc.
     2272 Weldon Parkway
     St. Louis, MO 63146
     Phone (314) 291-9360
     Fax (314) 291-2981
     Email: ZimSales@ZimmermanMcDonald.com

                  About Historic Timber & Plank

Historic Timber & Plank, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 16-31007) on June
28, 2016.  The petition was signed by Joseph Adams, president.  The
Debtor is represented by Mary E. Lopinot, Esq., at Mathis, Marifian
& Richter, Ltd.  The case is assigned to Judge William V.
Altenberger.  At the time of the filing, the Debtor estimated its
assets at $0 to $50,000 and debts at $1 million to $10 million.


INTERLEUKIN GENETICS: Pyxis, et al., Hold 20% Stake as of Dec. 22
-----------------------------------------------------------------
Pyxis Innovations Inc., Alticor Inc., Solstice Holdings Inc. and
Alticor Global Holdings Inc. disclosed that as of Dec. 22, 2016,
they beneficially own 47,625,840 shares of common stock, $.001 par
value, of Interleukin, representing 20.3 percent of the shares
outstanding.  A full-text copy of the regulatory filing is
available at
https://is.gd/Dh6nne

                       About Interleukin

Waltham, Mass.-based Interleukin Genetics, Inc., is a personalized
health company that develops unique genetic tests to provide
information to better manage health and specific health risks.

Interleukin reported a net loss of $7.89 million on $1.44 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $6.33 million on $1.81 million of total revenue for the
year ended Dec. 31, 2014.

As of Sept. 30, 2016, Interleukin had $5.80 million in total
assets, $7.14 million in total liabilities and a total
stockholders' deficit of $1.33 million.

Grant Thornton LLP, in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has incurred
recurring losses from operations and has an accumulated deficit
that raise substantial doubt about the Company's ability to
continue as a going concern.


INTERNATIONAL SHIPHOLDING: Unsecureds To Recoup 7% Under Plan
-------------------------------------------------------------
International Shipholding Corp. and its affiliates filed with the
U.S. Bankruptcy Court for the Southern District of New York a
disclosure statement dated Dec. 28, 2016, for the Debtors' first
amended joint Chapter 11 plan of reorganization.

Class 7 General Unsecured Claims -- estimated at $106,366,816.40 --
is impaired under the Plan.  Except to the extent that a holder of
an allowed general unsecured claim agrees to a less favorable
treatment or elects to be treated as a holder of a convenience
claim, on the first Distribution Date after the claim becomes an
Allowed General Unsecured Claim, in full satisfaction, settlement,
and release of, and in exchange for the Allowed General Unsecured
Claim, each holder of an Allowed General Unsecured Claim will
receive its pro rata share of the applicable Debtor's remaining
cash on hand.  Holders are expected to recover 7%.

Class 7(a) General Unsecured Claims against International
Shipholding Corporation -- estimated at $75,428,957.02 -- will get
back 1%.

Class 7(d) General Unsecured Claims against Central Gulf Lines, Inc
-- estimated at $3,707,208.97 -- will recover 100%.

Class 7(g) General Unsecured Claims against N.W. Johnsen & Co.,
Inc. -- estimated at $606,769.46 -- will recoup 100%.

Class 7(n) General Unsecured Claims against Gulf South Shipping PTE
LTD -- estimated at $158,234.57 -- will get back 100%.

Class 7(o) General Unsecured Claims against LCI Shipholdings, Inc.
-- estimated at $54,752.47 -- will recover 100%.

Class 7(b) – (c), (e) – f), (h) – (m), (p) – (r) -- the
applicable Debtor's remaining cash on hand -- is insufficient to
provide any recovery to the allowed general unsecured claims in
these sub-Classes.  Claims under this class are estimated to total
19,866,713.80.  Holders will recover 0%.  The Disclosure Statement
is available at:

          http://bankrupt.com/misc/nysb16-12220-486.pdf

As reported by the Troubled Company Reporter on Nov. 29, 2016, the
Debtors filed with the Court a disclosure statement for their joint
Chapter 11 plan of reorganization dated Nov. 14, 2016.  That Plan
provided for: (i) the sale of the Debtors' Specialty Business
Segment; (ii) the disposition of the Debtors' U.S. flagged PCTC
Vessels and modified charters associated with such PCTC Vessels as
agreed upon with SEACOR, (iii) entry into the New Senior Debt
Agreement for $25 million of committed financing from SEACOR for
the funding of obligations under the Plan and satisfaction of the
Debtors' ongoing working capital needs; (iv) the receipt of the New
Money Capital Infusion in the amount of $10 million in immediately
available funds from SEACOR; and (v) the sale or liquidation of
other assets.

                About International Shipholding

International Shipholding Corp. was engaged in waterborne cargo
transportation and maintained a diversified customer base with
emphasis on medium and long term contracts.  ISH was founded in
1947 when the Johnsen family purchased a Liberty Ship after the
establishment of the War Ship Act of 1946 and became a public
company in 1979.  Through its Debtor and non-Debtor subsidiaries,
International Shipholding now operates a diversified fleet of 21
U.S. and foreign flag vessels that provide domestic and
international maritime transportation services to commercial and
governmental customers primarily under medium to long-term
contracts.  As of the Petition Date, International Shipholding
maintained offices in Mobile, Alabama, New Orleans, Louisiana, New
York, New York, and Tampa, Florida, as well as a network of
agencies in major cities worldwide.

ISH, which was formed as a Delaware corporation in 1978 and became
a public company in 1979, is the ultimate corporate parent of the
International Shipholding family of companies.  International
Shipholding's fleet is operated by ISH's principal Debtor and
non-Debtor subsidiaries, including Central Gulf Lines, Inc.,
Waterman Steamship Corporation, Enterprise Ship Company, Inc., U.S.
United Ocean Services, LLC, CG Railway, Inc., LCI Shipholdings,
Inc., Sulphur Carriers, Inc., and East Gulf Shipholding, Inc.
Certain other of ISH's Debtorsubsidiaries, including LMS
Shipmanagement, Inc. and N. W. Johnsen & Co., Inc., provide ship
management, ship charter brokerage, agency and other specialized
services.  C.G. Railway Inc., Cape Holding LTD, Dry Bulk Cape
Holding, Inc., East Gulf Shipholding, Inc., MPV Netherlands C.V.,
MPV Netherlands Cooperatief U.A., MPV Netherlands B.V., Bulk
Shipholding Inc., and Terminales Transgolfo S.A. de C.V. are not
debtors in these Chapter 11 cases.

International Shipholding Corp. filed a Chapter 11 petition
(Bankr. S.D.N.Y. Case No. 16-12220) on July 31, 2016.  Its
affiliated Debtors also filed separate Chapter 11 petitions.  The
petitions were signed by Manuel G. Estrada, vice president and
chief financial officer.

The Debtors are represented by David H. Botter, Esq., Sarah Link
Schultz, Esq., and Travis A. McRoberts, Esq., at Akin Gump Strauss
Hauer & Feld LLP.  The Debtors' Restructuring Advisor is Blackhill
Partners, LLC.  Their Claims, Noticing & Balloting Agent is Prime
Clerk LLC.

The Debtors disclosed total assets at $305.1 million and total
debts at $226.8 million as of March 31, 2016.

William K. Harrington, the U.S. Trustee for the Southern District
of New York, on Sept. 1, 2016, appointed three creditors to serve
on the official committee of unsecured creditors of International
Shipholding Corporation.  The Committee hires Pachulski Stang
Ziehl & Jones LLP as counsel, and AMA Capital Partners, LLC as
financial advisor.


IOWA HEALTHCARE: Iowa Heart Center Appointed to Committee
---------------------------------------------------------
Daniel McDermott, U.S. trustee for Region 12, on Jan. 4 appointed
Iowa Heart Center to serve on the official committee of unsecured
creditors in the Chapter 11 case of Central Iowa Healthcare.

The new committee member will replace Cogent Healthcare of
Iowa/Sound Physicians.

Iowa Heart Center can be reached through:

         Julie Younger
         Iowa Heart Center
         5880 University Ave.
         West Des Moines, IA 50266
         Phone: (515) 633-3970
         Email: jyounger@iowaheart.com

                  About Central Iowa Healthcare

Central Iowa Healthcare, formerly doing business as Marshalltown
Medical Surgical Center, is a not-for-profit corporation formed
under the laws of the State of Iowa, and is tax exempt pursuant to
section 501(c)(3) of the Internal Revenue Code.  CIH is governed
by a 14-member Board of Trustees of which two members serve on an
ex-officio basis.  

CIH operates a community hospital in Marshalltown, Iowa, which is
located between Des Moines and Cedar Rapids.  CIH's 49-bed, acute
care facility is the only full-service medical center in the area.
CIH provides inpatient, outpatient, emergency care, and medical
clinic services for the residents of Marshall, Tama, and Grundy
counties. These counties combined have a population of over 60,000
and are home to several large companies that are significant local
employers. CIH is the sixth largest employer in Marshalltown.
According to U.S. Census 2015 data, Marshalltown's population is
estimated at 27,620 and a median income of $50,396.

Declining revenues over the past several years have placed a
considerable financial strain on CIH and led to uncertainty about
the hospital's ability to continue as a going concern.

Central Iowa Healthcare sought Chapter 11 protection (Bankr. S.D.
Iowa Case No. Case No. 16-02438) on Dec. 20, 2016.  The Petition
was signed by Dawnett Willis, acting CEO.  The case is assigned to
Judge Anita L. Shodeen.  The Debtor disclosed $81.91 million total
assets and $20.02 million total liabilities.

The U.S. Trustee for the Southern appointed Susan N. Goodman as
The Patient Care Ombudsman for Central Iowa Healthcare.

On December 28, 2016, the U.S. Trustee appointed an official
committee of unsecured creditors.


JOHN Q. HAMMONS: Seeks to Use Cash Collateral Until Dec. 31, 2017
-----------------------------------------------------------------
John Q. Hammons Fall 2006, LLC, and its affiliated debtors ask the
U.S. Bankruptcy Court for the District of Kansas for authorization
to continue using cash collateral through Dec. 31, 2017.

The Debtors are currently authorized to use cash collateral through
Jan. 23, 2017.

The Debtors relate that they have continued to make the monthly
principal and interest payments to their secured lenders that are
set forth in the current Budgets.  The Debtors further relate that
they have continued to provide adequate protection to their secured
lenders under the same terms set forth in the Court's Cash
Collateral Orders.

The Debtors' proposed Consolidated Budget for the period through
the month of December 2017, provides for, among others:

     Total Labor Cost: $43,495,525
     Total Other Expenses: $23,621,442
     Total Operations Management Expenses: $18,831,712
     Total Undistributed Expenses: $131,869,224
     Total Food & Beverage Labor Cost: $38,433,118
     Total Food & Beverage Other Expenses: $5,406,844
     Total Admin. & Gen. Expenses: $36,153,621
     Total Marketing Expenses: $57,509,687
     Total Fixed Expenses: $35,496,505

A full-text copy of the Debtors' Motion, dated Dec. 30, 2016, is
available at
http://bankrupt.com/misc/JohnQHammons2016_1621142_731.pdf

A full-text copy of the Debtors' proposed Budget, dated Dec. 30,
2016, is available at
http://bankrupt.com/misc/JohnQHammons2016_1621142_731_1.pdf

                About John Q. Hammons Fall 2006

Springfield, Mo.-based John Q. Hammons Hotels & Resorts (JQH) –
http://www.jqhhotels.com/-- is a private, independent owner and  
manager of hotels in the United States, representing brands such
as: Marriott, Hilton, Embassy Suites by Hilton, Sheraton, IHG,
Chateau on the Lake Resort / Spa & Convention Center, and Plaza
Hotels Collection.  It has portfolio of 35 hotels representing
approximately 8,500 guest rooms/suites in 16 states.

John Q. Hammons Fall 2006, LLC, and its affiliated debtors filed
chapter 11 petitions (Bankr. D. Kan. Case Nos. 16-21139 to
16-21208) on June 26, 2016.  The petitions were signed by Greggory
D. Groves, vice president.

At the time of filing, the Debtors estimated assets at $100 million
to $500 million and liabilities at $100 million to $500 million.

The Debtors are represented by Mark A. Shaiken, Esq., Mark S.
Carder, Esq., and Nicholas Zluticky, Esq., at Stinson Leonard
Street LLP.  The Debtors' conflict counsel is Victor F. Weber,
Esq., at Merrick Baker and Strauss PC.

The Debtors engaged BMC Group, Inc. as their notice, claims, and
balloting agent; and Alvarez & Marsal Valuation Services, LLC as
appraiser.


KALOBIOS PHARMACEUTICALS: Announces Positive Guidance from FDA
--------------------------------------------------------------
KaloBios Pharmaceuticals, Inc., announced positive guidance in the
minutes from a recent meeting with the U.S. Food and Drug
Administration to discuss the development plans for benznidazole
for the treatment of Chagas disease, a neglected tropical disease.

Meeting minutes received from the FDA's Division of Anti-Infective
Products confirmed key elements of the Company's overall plan for
benznidazole, including:

  * The Company's proposed 505(b)(2) approach to demonstrate
    safety and efficacy using some data drawn from previously
    conducted studies is acceptable to FDA.

  * If approved as a treatment for Chagas, benznidazole is
    currently expected to be eligible for a priority review
    voucher (PRV), awarded to sponsors of certain treatments for
    neglected tropical diseases that meet criteria specified by
    the Federal Food, Drug, and Cosmetic (FD&C) Act.

"This guidance makes it clear that we are on the right track with
our development of benznidazole for Chagas disease, and we expect
we will progress expeditiously toward a submission," said Cameron
Durrant, MD, KaloBios chairman and CEO.  "Our team continues to
execute and we look forward to further collaborative engagement
with FDA."

Separately, KaloBios will present at Biotech Showcase 2017 on
Tuesday, Jan. 10, 2017, at 8 a.m. PST at the Hilton San Francisco
Union Square in San Francisco, Calif.  For more information or to
schedule a meeting, visit
https://ebdgroup.knect365.com/biotech-showcase/partnering.

                       About Benznidazole

Benznidazole is an oral anti-parasitic medication used in the
treatment of Chagas disease, caused by a protozoan parasite
Trypanosoma cruzi carried and transmitted by triatomine insects
(often called "kissing bugs").  According to the Centers for
Disease Control and Prevention (CDC), an estimated 300,000 people
in the United States are infected with Chagas disease, which, if
left untreated, can lead to serious and potentially
life-threatening cardiovascular, gastro-intestinal and neurological
complications.  Benznidazole is the current preferred treatment for
Chagas disease in other parts of the world but is not currently
approved by the FDA in the U.S. Legislation is in place to
incentivize companies to bring treatments to the U.S. market for
certain neglected tropical diseases, including Chagas. If approved,
benznidazole could be eligible to receive a priority review
voucher.

                  About KaloBios Pharmaceuticals

Based in South San Francisco, Calif., KaloBios Pharmaceuticals,
Inc., is a biopharmaceutical company focused on the development of
monoclonal antibody therapeutics.

KaloBios Pharmaceuticals (Nasdaq: KBIO) on Dec. 29, 2015, filed a
voluntary petition for bankruptcy protection under Chapter 11 of
Title 11 of the United States Bankruptcy Code (Bankr. D. Del. Case
No. 15-12628).

The Company was represented by Eric D. Schwartz of Morris,
Nichols, Arsht & Tunnell.

Six months after its bankruptcy filing, KaloBios emerged from
Chapter 11 bankruptcy and has also acquired the rights from Savant
Neglected Diseases LLC to develop benznidazole for the treatment
of Chagas disease.


KANE CLINICS: Seeks to Hire Michael Marks as Accountant
-------------------------------------------------------
The Kane Clinics LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Georgia to hire an accountant.

The Debtor proposes to hire Michael Marks, a certified public
accountant, to prepare its tax returns, assist in the reporting
requirements of its Chapter 11 case, and provide other accounting
services related to the case.  He will be paid an hourly rate of
$200.

In a court filing, Mr. Marks disclosed that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.

Mr. Marks maintains an office at:

     Michael A. Marks, CPA PC
     2440 Sandy Plains Road
     Bldg. 14, Suite A
     Marietta GA, 30066-7218
     Tel: (770)973-7755
     Fax: (770) 973-7014
     Email: mmarks@mmarkscpa.com

                      About The Kane Clinics

The Kane Clinics, LLC filed a Chapter 11 petition (Bankr. N.D. Ga.
Case No. 16-72304) on Dec. 14, 2016.  The petition was signed by
Maria Francis, CEO & member.  The Debtor is represented by Leslie
M. Pineryo, Esq., at Jones & Walden, LLC.  

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $1 million to $10 million.  

The Debtor is a Georgia limited liability company.  It operates
obstetrics and gynecological clinics with an emphasis on serving
uninsured and undeserved patients.


KEYS HOSPITALITY: Seeks to Hire Lincoln Law as Legal Counsel
------------------------------------------------------------
Keys Hospitality LLC seeks approval from the U.S. Bankruptcy Court
for the District of Utah to hire legal counsel in connection with
its Chapter 11 case.

The Debtor proposes to hire Lincoln Law to give legal advice
regarding its duties under the Bankruptcy Code, assist in the
preparation of a bankruptcy plan, and provide other legal
services.

Lincoln Law received a retainer from the Debtor in the amount of
$10,000, of which $1,717 was used to pay the bankruptcy filing
fee.

Associates and members of the firm do not have any connection with
or any interest adverse to the Debtor and its creditors, according
to court filings.

Lincoln Law can be reached through:

     Andrew T. Curtis, Esq.
     Andrew S. Gustafson, Esq.
     Lincoln Law
     921 W. Center Street
     Orem, UT 84057
     Tel: (801) 867-8954
     Fax: (800) 584-6826
     Email: help@lincolnlaw.com

                      About Keys Hospitality

Keys Hospitality LLC commenced a voluntary case intended to be
filed under Chapter 11 of the Bankruptcy Code on October 12, 2016.
On November 23, 2016, the Debtor's case was converted to a Chapter
11 case (Bankr. D. Utah Case No. 16-29069).  The case is assigned
to Judge Kevin R Anderson.


KONO CO: Exclusive Plan Filing Period Extended to April 1
---------------------------------------------------------
Judge Thomas P. Agresti of the U.S. Bankruptcy Court for the
Western District of Pennsylvania extended Kono Co.'s exclusive
periods for filing a plan of reorganization and obtaining
acceptances to the plan, through April 1, 2017 and May 31, 2017,
respectively.

Absent the extension, the Debtor's exclusive plan filing period
would have expired on January 1, 2017.

The Debtor previously sought the extension of its exclusive
periods, telling the Court that the Proof of Claim deadline was set
for November 25, 2016 and the Government Proof of Claim deadline
was set for January 1, 2017.  The Debtor further told the Court
that the extension of the Plan exclusivity period would allow the
proof of claim deadline to pass and provide the Debtor time to
formulate a Plan by working with all creditors asserting claims in
the case.

                    About Kono Co.

Kono Co. filed a Chapter 11 bankruptcy petition (Bankr. W.D.PA.
Case No. 16-10643) on July 5, 2016.  The petition was signed by
John G. Rushlander, president.  The Debtor is represented by John
F. Kroto, Esq., at Knox McLaughlin Gornall & Sennett.  The case is
assigned to Judge Thomas P. Agresti.  The Debtor estimated assets
and liabilities at $100,001 to $500,000.

The Debtor retained Frank Miloszewski as accountant.


LANDESK HOLDINGS: S&P Assigns 'B-' CCR & Rates $75MM Facility 'B-'
------------------------------------------------------------------
S&P Global Ratings said that it assigned its 'B-' corporate credit
rating to South Jordan, Utah-based LANDesk Holdings Inc.  The
outlook remains stable.

At the same time, S&P assigned 'B-' issue-level ratings, with
recovery ratings of '3', to the company's proposed $75 million
secured revolving credit facility and $800 million secured
first-lien term loan.  The '3' recovery rating indicates S&P's
expectation of meaningful recovery (in the upper half of the
50%-70% range) recovery in the event of a payment default.

S&P also assigned a 'CCC+' issue-level rating, with a recovery
rating of '5', to the company's proposed $225 million secured
second-lien term loan.  The '5' recovery rating indicates S&P's
expectation of modest recovery (in the lower half of the 10%-30%
range) recovery in the event of a payment default.

S&P will withdraw ratings on LANDesk's previous holding company,
Landslide Holdings Inc., and on its debt once this deal closes.

The ratings reflect LANDesk's current S&P-adjusted leverage in the
high-8x area (including pro-forma add-backs for the HEAT and
AppSense acquisitions, and for one-time transaction-related
expenses, but excluding synergies and change in deferred revenue),
and S&P's projection that S&P-adjusted leverage will drop to the
mid-7x area over the next 12 months as projected
acquisition-related synergies roll in and one-time
transaction-related expenses and integration costs roll off.  S&P
expects the combined company to generate modest organic top-line
growth.  Key risks include significant add-backs to EBITDA for both
legacy LANDesk and HEAT Software, HEAT Software's limited operating
history at its current scale, and potential disruption associated
with the cost synergies.

S&P's view of LANDesk's business risk is marked by its competitive
operating environment, where the company's products compete against
products from Microsoft, IBM, Dell, BMC, Symantec, and other larger
companies.  This is partially offset by its diverse customer base,
material recurring revenue, strong channel partner relationships,
and good margins. LANDesk has a good reputation in the client
management space, and the company's LANDESK Management Suite (LDMS)
is well recognized.  S&P also views positively LANDesk's track
record of being a successful acquirer.  HEAT Software offers IT
service management products, a market segment dominated by
ServiceNow and BMC.

LANDesk's financial risk profile incorporates current adjusted pro
forma leverage in the high-8x area and our view that leverage will
drop to the mid-7x area over 12 months.  S&P anticipates that the
combined company will achieve low-single-digit revenue growth and
generate positive free cash flow.  Add-backs for acquired EBITDA
and one-time costs at legacy LANDesk, and for one-time costs at
legacy HEAT, resulted in a significant EBITDA bridge, in S&P's
view.  S&P also views the company's cost reduction plan as
aggressive due to the high share of cost savings relative to HEAT's
legacy cost base, although S&P notes that most of the savings come
from general and administrative expenses, rather than research and
development, and quota carrying sales people, which could mitigate
this risk.

S&P's base-case scenario assumes:

   -- Real U.S. GDP growth of 2.4% in 2017;
   -- Global IT spending growth of 2%-4%;
   -- Low-single-digit organic revenue growth for the combined
      business over the next 12 months, which is in line with
      S&P's macroeconomic and industry expectations; and
   -- EBITDA margins for the combined company under 30% in 2017
      but improving as synergies roll in.

S&P do not include assumptions about future uncommitted
acquisitions or shareholder returns in S&P's forecast.

Based on these assumptions, S&P arrives at these credit measures
over the next 12 months:

   -- Leverage in the mid-7x area;
   -- Positive free cash flow; and
   -- Funds from operations (FFO) to debt in the 6%-7% range over
      the next 12 months.

In S&P's view, LANDesk has adequate liquidity.  S&P expects
coverage of uses to be in excess of 9x and that net sources will be
positive in the next 12 months, even with a 15% decline in EBITDA.

Principal Liquidity Sources:
   -- Cash balance of around $10 million at transaction close.
   -- Anticipated annual cash FFO of around $60 million.
   -- $75 million under its undrawn revolving credit facility due
      2022.
   -- Working capital is expected to be modest source of cash.

Principal Liquidity Uses:
   -- Annual capital expenditures of around $8 million.
   -- Annual debt amortization of $8 million, plus any additional
      cash flow sweep.

There is a springing net leverage ratio covenant effective when 30%
of the revolver is drawn.  The term loans will not be subject to
financial covenants.

The stable outlook reflects S&P's projection that LANDesk will
maintain its meaningful base of recurring revenue, while
de-levering to the mid-7x area and generating positive free cash
flow over the next 12 months.

S&P would consider a higher rating if the company is able to
successfully integrate the HEAT business and improve leverage to
around the low-7x area, while continuing to generate positive free
cash flow.

Although unlikely over the near term, S&P could lower the rating if
the proposed synergy-related cost cuts result in customer or
revenue losses, such that liquidity weakens and free cash flow
turns negative.


LENNAR CORP: Moody's Rates New $350MM Unsec. Notes 'Ba1'
--------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Lennar
Corporation's proposed new $350 million of five-year senior
unsecured notes, proceeds of which will be used to fund all or a
portion of the cash consideration for the acquisition of WCI
Communities, Inc. Lennar's Ba1 Corporate Family Rating, Ba1-PD
Probability of Default, Ba1 rating on the company's existing issues
of senior unsecured notes, and speculative grade liquidity rating
of SGL-1 are unchanged. The rating outlook is stable.

The stable outlook reflects Moody's expectation that Lennar's
adjusted debt leverage will trend towards that of a Ba1-rated
homebuilder within the next 12 to 18 months.

The following rating actions were taken:

Proposed new $350 million of senior unsecured notes due 2022,
assigned Ba1, LGD4;

Corporate Family Rating, unchanged at Ba1;

Probability of Default, unchanged at Ba1-PD;

Existing senior unsecured notes, unchanged at Ba1, LGD4;

Existing senior unsecured shelf registrations, unchanged at
(P)Ba1;

Existing commercial paper, unchanged at NP;

Speculative grade liquidity assessment, unchanged at SGL-1;

Ratings outlook is stable

RATINGS RATIONALE

The Ba1 corporate family rating reflects the company's healthy
gross margins that comp well to its homebuilding peer group; its
exceptionally strong earnings performance; the near elimination of
its formerly outsized recourse joint venture debt exposure; the
substantial tangible equity base; and its ability to generate
healthy order and backlog growth even when the macro statistics
might suggest otherwise. In addition, the company has successfully
managed its investments in new asset classes that are different
from, albeit related to, more traditional homebuilding activities.

At the same time, Lennar's ratings incorporate an elevated adjusted
pro forma adjusted homebuilding debt leverage as of August 31, 2016
of approximately 47%. This assumes that the new debt will be fully
used to fund the cash consideration for the WCI acquisition and
that the total cost for WCI will be financed via a 50% cash/50%
equity split. Should the total cost be financed entirely by cash,
the pro forma debt/cap, assuming the cash used is supplied by new
debt, would be approximately 50% as of August 31. If the unaudited
year-end numbers (November 30, 2016) are instead incorporated into
these calculations, the pro forma debt leverage ratios would be
lower.

In addition, the ratings acknowledge the moderately long land
position and the company's high proportion of speculative
construction. Also, Lennar's propensity to invest in different
asset classes and structures compared to more traditional
homebuilders adds an element of further risk to the company's
credit profile.

While these investments can and do generate solid returns and cash,
especially during growth periods, they can also result in sizable
write downs, considerable use of management time, and cash drains,
as the joint venture operations did during the recent downturn,
although these investments do not currently have much in the way of
recourse debt. Finally, Lennar's proportion of revenues derived
from Florida, which are already somewhat high, will be further
increased, albeit very modestly, by the WCI acquisition, as WCI
derives 100% of its revenues from Florida.

Lennar's liquidity is supported by its $1.1 billion of unrestricted
homebuilding cash at November 30, 2016; by its expected generation
of positive cash flow from operations; by its $1.8 billion
committed senior unsecured revolving credit facility due mostly in
June 2020 that is undrawn, and by the substantial headroom under
its financial maintenance covenants. The revolving credit facility
requires the company to maintain compliance with minimum tangible
net worth, maximum net debt leverage of 65%, and either a minimum
1.0x liquidity coverage of last 12 months' interest incurred or a
trailing 12 months interest coverage of 1.5x.

For upgrade consideration, because of the substantial volatility
exhibited by the industry in the past, Lennar must generate
considerable headroom relative to minimum investment grade credit
metrics, namely adjusted debt/capitalization of well below 40%,
EBIT coverage of interest considerably higher than 6x, and GAAP
gross margins in the mid-to-high 20% range.

In addition, Lennar must convince Moody's that it is serious about
wanting the investment grade rating and would avoid actions (such
as large share repurchases, large debt-financed acquisitions, and
other creditor-unfriendly activities) that could jeopardize the
investment grade rating.

Finally, Moody's would need to feel confident that Lennar's metrics
could withstand a financial shock without sinking to low spec grade
type levels.

The outlook and/or ratings could come under pressure if the
economic backdrop suddenly and significantly takes a turn for the
worse; the company begins generating negative net income;
impairments were again to rise materially; the company were to
experience even sharper-than-expected reductions in its trailing
12-month free cash flow generation; adjusted debt leverage were to
exceed 50% on a sustained basis; and/or liquidity were to be
materially impaired

The principal methodology used in this rating was "Homebuilding And
Property Development Industry" published in April 2015.

Founded in 1954 and headquartered in Miami, Florida, Lennar
Corporation is one of the country's largest homebuilders. The
company operates in 17 states and specializes in the sale of
single-family homes for first-time, move-up, and active adult
buyers under the Lennar brand name. Lennar's Financial Services
segment provides mortgage financing, title insurance and closing
services for both buyers of the company's homes and others.
Lennar's Rialto segment is a vertically integrated asset management
platform focused on investing throughout the commercial real estate
capital structure. Lennar's Multifamily segment is a national
developer of multifamily rental properties. Total company revenues
(unaudited) were approximately $10.95 billion, and total
consolidated net income was $912 million for the fiscal year that
ended November 30, 2016.


LENNAR CORP: S&P Assigns BB Rating on New Unsec. Notes Due 2022
---------------------------------------------------------------
S&P Global Ratings said that it has assigned its 'BB' issue-level
rating to Miami-based homebuilder Lennar Corp.'s proposed senior
unsecured notes due 2022.  The recovery rating is '3', indicating
S&P's expectation of meaningful (50% to 70%) recovery in the event
of default.  S&P's recovery expectations are in the higher half of
the 50% to 70% range.  The company will use the proceeds to fund a
portion of the cash consideration for the WCI Communities Inc.
acquisition; to pay related costs and expenses; and for general
corporate purposes, which may include the repayment or repurchase
of existing debt.  The closing of this offering is not contingent
upon the closing of the WCI acquisition.

The 'BB' corporate credit rating and stable outlook on Lennar Corp.
are unchanged and reflect S&P's view of the company's fair business
risk profile and significant financial risk profile.  S&P's
business risk assessment reflects the national scale of Lennar's
operations, which are geographically diversified across a number of
relatively attractive regional homebuilding markets.  It also
reflects S&P's expectations for moderate sales growth as the
company pivots toward a shorter duration land strategy, which
should enable it to generate cash and focus on improving its
operating margins.  Lennar's significant financial risk profile is
based on the company's credit measures, including leverage and
interest coverage ratios of about 3.5x and 5x, respectively, which
S&P expects to remain within the significant range or better over
the next 12 months.

Ratings List

Lennar Corp.
Corporate Credit Rating             BB/Stable/--

New Rating

Lennar Corp.
Senior Unsecured
  Sr notes due 2022                  BB
   Recovery Rating                   3H


LENNAR CORPORATION: Fitch Rates New Unsecured Notes Due 2022 'BB+'
------------------------------------------------------------------
Fitch Ratings has assigned a 'BB+/RR4' rating to Lennar
Corporation's (NYSE: LEN) proposed offering of senior unsecured
notes due 2022.  The notes will rank pari passu with all other
senior unsecured debt.  The company expects to use the net proceeds
from the notes offering to fund a portion of the cash consideration
for the WCI Communities, Inc. acquisition and for general corporate
purposes, which may include the repayment of debt.  The Rating
Outlook is Positive.

                        KEY RATING DRIVERS

The ratings for Lennar are based on the company's strong track
record over the past 36-plus years, geographic diversity, customer
and product focus, generally conservative building practices and
effective utilization of return on invested capital criteria as a
key element of its operating model.  Additionally, there has been
continuity in Lennar's management during this housing cycle and
Fitch considers this management team to be the deepest among the
public builders within its coverage.

The Positive Outlook reflects Lennar's operating performance in
2014, 2015 and 2016 as well as projected 2017 financial ratios
(especially leverage and coverage), solid liquidity position and
favorable prospects for the housing sector through at least 2017.

The ratings and Outlook for Lennar also incorporate the company's
successful execution of its operating model, resulting in a steady
capital structure through the cycle, including net
debt/capitalization levels consistently at or below 46% (this ratio
was 33% as of Nov. 30, 2016).  Given the company's strong cash flow
generating ability during a cyclical downturn, the company's net
debt/capitalization was lowest at the height of the housing
downturn at around 30% at fiscal year-end (FYE) 2007 and FYE2008
(even after reporting inventory impairment charges of approximately
$1.9 billion between FY2006-FY2008).

Management is also executing well on its soft-pivot strategy,
wherein the company is looking to tie up land with a 2-3-year
average life and reduce its overall land supply. This is reflected
in the company's total lots controlled, which declined about 4%
year-over-year (YOY).  Based on latest-12-month (LTM) closings,
Lennar controlled 6 years of land and owned roughly 4.8 years of
land, down from the 6.9-year supply (5.2 years owned) at FYE2015
and 7.8 year supply (6.3 years owned) at FYE2014.

                         WCI ACQUISITION

On Sept. 22, 2016, Lennar announced that it had entered into a
definitive agreement to acquire all of the outstanding shares of
WCI Communities, Inc. in a cash and stock transaction valued at
$23.50 per share, representing a 37% premium to WCI's closing stock
price on Sept. 21, 2016.  The transaction has been unanimously
approved by WCI's board and WCI is now subject to customary
"no-shop" provisions that limit its ability to solicit alternative
acquisition proposals from third parties.  The transaction is
expected to close in the first quarter of 2017.

Fitch expects the company will fund the merger consideration,
valuing WCI's common stock at $23.50 per share or a $643 million
equity value (total enterprise value of $809 million), with 50%
cash and 50% Lennar stock. (Lennar has the option of varying the
portions of the $23.50 per share merger consideration that will be
cash and stock, including paying the entire merger consideration in
cash.)  The company will also assume/repay WCI's existing $250
million 6.875% senior unsecured notes due 2021.

                           LAND STRATEGY

As of Nov. 30, 2016, the company controlled roughly 159,000 lots,
of which about 79% were owned and the remaining lots controlled
through options and joint ventures.  Based on LTM closings, Lennar
controlled 6 years of land and owned roughly 4.8 years of land.
While the company continues to evaluate land acquisition
opportunities, it is reducing its land supply as part of its
soft-pivot strategy.  At this point of the cycle, management is
looking to tie up land with a 2-3-year average life.  As such,
Fitch expects Lennar will be solidly cash flow positive during
FY2017.

                       STRONG BALANCE SHEET

The company's net debt/capitalization declined from 44% at FYE2014
to 42% at FYE2015 and 33% at FYE2016.  Debt/EBITDA has improved
from 4.0x at FYE2014 to 3.7x at FYE2015 and 3.3x for the LTM period
ending Aug. 31, 2016.  Interest coverage rose from 4.3x at the end
of FY2014 to 4.7x at FYE2015 and 5.3x for the Aug. 31, 2016 LTM
period.  Fitch expects these credit metrics will improve further
during FY2017.

Lennar has solid liquidity with homebuilding cash of $1.05 billion
as of Nov. 30, 2016, and no borrowings under its $1.482 billion
revolving credit facility (which has an accordion feature of up to
$1.8 billion) that matures in 2020 ($160 million of the commitment
matures in June 2018).

The company has meaningful debt maturities in the next two years,
including $400 million of 12.25% notes due June 2017, $400 million
of 4.75% notes due December 2017, $250 million of 6.95% notes due
June 2018, and $275 million of 4.125% notes due December 2018.
Lennar regularly accesses the capital markets and Fitch expects the
company will refinance a portion of these debt maturities.

              HOUSING CONTINUES MODERATE RECOVERY

The year 2017 could prove to be almost a mirror image of 2016.
Economic growth should be somewhat stronger in 2017, although
overall inflation should be more pronounced.  Interest rates will
rise further but demographics and employment growth should be at
least as positive in 2017.  First-time buyers will continue to
gradually represent a higher portion of housing purchases, as
millennials make an entry into the home-buying market and credit
qualification standards loosen further.  Land and labor costs will
inflate more rapidly than materials costs.  New home prices will
continue to benefit from still-restrained levels of new home
inventory, although a greater mix toward first-time/entry-level
products will likely confine new home price appreciation to the low
single digits.

Fitch projects single-family starts will expand 10% while
multi-family volume grows about 1%.  Total starts would be
approximately 1.26 million, up 7% from 2016.  New and existing home
sales should advance 10% and 1.7%, respectively.

Longer term, there are regulatory risks, including uncertainty over
the incoming administration's housing policies.

                          KEY ASSUMPTIONS

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

   -- Total housing starts improve 7%, while new and existing home

      sales grow 10% and 1.7%, respectively, in 2017;
   -- The company completes the WCI acquisition during FY2017 with

      50% cash and 50% stock consideration;
   -- The company's net debt/capitalization is in the 35%-40%
      range while debt/EBITDA is below 3x and interest coverage is

      above 6x by FYE2017;
   -- Lennar maintains an adequate liquidity position (well above
      $1 billion) with a combination of unrestricted cash and
      revolver availability.

                       RATING SENSITIVITIES

Fitch would consider upgrading Lennar's Issuer Default Rating (IDR)
to investment grade if it maintains or shows further steady
improvement in credit metrics (such as net debt/capitalization
consistently approaching or below 40%), while preserving a healthy
liquidity position (in excess of $1 billion in a combination of
cash and revolver availability) and continues generating consistent
positive cash flow from operations (CFFO) as it moderates its land
and development spending.  Fitch would also consider the cash
portion of the consideration to be paid for the WCI acquisition.

The Rating Outlook could be revised to Stable if there is sustained
erosion of profits and cash flow, resulting in margin contraction
and weakened credit metrics, including net debt/capitalization
consistently between 45%-50%.  The Outlook could also be revised to
Stable if the company undertakes a more aggressive land and
development strategy, debt-funded acquisition, or share buyback
program that results in higher debt levels and weaker credit
metrics, including net debt/capitalization consistently between
45%-50%.

Negative rating actions may be considered if there is sustained
erosion of profits due to either weak housing activity, meaningful
and continued loss of market share, and/or ongoing land, materials
and labor cost pressures (resulting in margin contraction and
weakened credit metrics, including net debt/capitalization
sustained above 50%) and Lennar maintains an overly aggressive land
and development spending program that leads to consistent negative
CFFO, higher debt levels and diminished liquidity.  In particular,
Fitch will be focused on assessing the company's ability to repay
debt maturities with available liquidity and internally generated
cash flow.

FULL LIST OF RATINGS

Fitch rates Lennar Corporation as:

   -- Long-Term IDR 'BB+';
   -- Senior unsecured debt 'BB+/RR4';
   -- Unsecured revolving credit facility 'BB+/RR4'.

The Rating Outlook is Positive.


LENSAR INC: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Lensar, Inc., as of Jan. 5,
2017, according to a court docket.

                        About Lensar Inc.

Lensar, Inc. -- http://www.lensar.com/-- is involved in next   
generation femtosecond laser technology for refractive cataract
surgery.  The LENSAR Laser System with Streamline II offers
cataract surgeons automation and customization of essential steps
of the refractive cataract surgery procedure with the highest
levels of precision, accuracy, and efficiency, while optimizing
overall visual outcomes.

Lensar Inc. filed for bankruptcy petition (Bankr. Del., Case No.
16-12808) on Dec. 16, 2016.  Matthew Summers, Esq., at Ballard
Spahr LLP, represents the Debtor.  Epiq Bankruptcy Solutions, LLC,
serves as notice and claims agent.

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


M SPACE: Committee Taps Rocky Mountain as Financial Advisor
-----------------------------------------------------------
The official committee of unsecured creditors of M Space Holdings,
LLC seeks approval from the U.S. Bankruptcy Court for the District
of Utah to hire a financial advisor.

The Debtor proposes to hire Rocky Mountain Advisory, LLC to
evaluate the Debtor's proposed sale of almost all of its assets,
and provide testimony related to the sale.

Gil Miller, the primary person at RMA anticipated to provide the
services, will be paid an hourly rate of $380.

Mr. Miller does not represent any interest adverse to the
committee, the Debtor or its bankruptcy estate, according to court
filings.

The firm can be reached through:

     Gil A. Miller
     Rocky Mountain Advisory, LLC
     215 South State Street, Suite 550
     Salt Lake City, UT 84111
     Phone: 801-428-1600
     Fax: 801-428-1601

                     About M Space Holdings

M Space Holdings, LLC is a provider of turnkey complex modular
space solutions.  M Space sought protection under Chapter 11
(Bankr. D. Utah Case No. 16-24384) on May 19, 2016.  The petition
was signed by Jeffrey Deutschendorf, CEO and president.  The case
is assigned to Judge Joel T. Marker.  At the time of filing, the
Debtor estimated both assets and liabilities of $50 million to $100
million.

The Debtor is represented by Mona L. Burton, Esq., Sherilyn A.
Olsen, Esq., and Ellen E. Ostrow, Esq., at Holland & Hart LLP.  The
Debtor's asset Liquidator is Gordon Brothers Commercial &
Industrial, LLC.

No request has been made for the appointment of a trustee or
examiner, and an official unsecured creditors' committee was
appointed on June 1, 2016.


MARIA EUGENIA: U.S. Trustee Directed to Appoint PCO
---------------------------------------------------
Judge Edward A. Godoy of the U.S. Bankruptcy Court for the District
of Puerto Rico entered an Order directing the U.S. Trustee to
appoint a Patient Care Ombudsman for Maria Eugenie Fernandez
Tamayo.

The Order was made pursuant to the amended petition filed on
January 2, 2017 reflecting that the case involves a health care
business.

Judge Godoy ordered the U.S. Trustee to appoint an Ombudsman,
pursuant to 11 USC Sec. 333(a)(2) and Fed. R. Bankr. P. 2007.2(c),
unless the U.S. Trustee and/or the Debtor in possession inform the
court in writing, within 21 days, why the appointment of an
ombudsman is not necessary for the protection of the patients.

        About Maria Eugenia Fernandez Tamayo

Maria Eugenia Fernandez Tamayo filed a Chapter 11 petition (Bankr.
D.P.R. Case No. 16-08104) on October 10, 2016, and is represented
by:

     Wigberto Mercado Barbosa, Esq.
     Email: lcdowmercado@yahoo.com


MARINA BIOTECH: Granted European Claims Covering Gene Silencing
---------------------------------------------------------------
Marina Biotech, Inc., announced that the European Patent Office
intends to grant the company a patent for Bacteria Mediated Gene
Silencing (EP 08768475.9, European Patent 2173875).

The granted claims relate to the Company's tkRNAi technology being
utilized in its CEQ508 program that is being developed to treat
familial adenomatous polyposis (FAP).  Marina's patent portfolio
around tkRNAi and its CEQ508 program includes 14 issued patents
worldwide.  The claims are broad, and cover a prokaryotic vector
comprising a promoter for generating siRNAs.  Targets for the siRNA
include beta-catenin.  The vector can include an invasion factor,
and a lysis regulator.  An invasive bacterium including the vector
is also encompassed.  Marina Biotech will continue to expand its
development of tkRNAi to cover other therapeutic targets as
permitted by the granted patent- including Ras, APC, HER-2, MDR-I,
MDR-2, FATP4, SGLUT-1, GLUT-2, GLUT-5, apobec-1, MTP, IL-6, IL-6R,
IL-7, IL-12, IL-13, Ra-I, IL-18, p38/JNK MAP kinase, p65/NK-kB,
CCL20, Claudin-2, Chitinase 3-like 1, apoA-IV, MHC class I and MHC
class II.

"We are excited by the recent positive developments from the
CEQ-508 program and looking forward to expand bacteria mediated
gene silencing to other therapeutic areas protected by our patent
portfolio, including oncology, diabetes, and hyperlipidemia,"
stated Dr. Vuong Trieu, chairman of the Board at Marina Biotech.
"This unique ability to orally deliver oligo therapeutics across
different species and kingdoms will open up applications not
possible with any other delivery platforms."

                      About Marina Biotech

Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation.  The Company's goal
is to improve human health through the development, either through
its own efforts or those of its collaboration partners and
licensees, of these nucleic acid-based therapeutics as well as the
delivery technologies that together provide superior treatment
options for patients.  The Company has multiple proprietary
technologies integrated into a broad nucleic acid-based drug
discovery platform, with the capability to deliver novel nucleic
acid-based therapeutics via systemic, local and oral
administration to target a wide range of human diseases, based on
the unique characteristics of the cells and organs involved in
each disease.

On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated.  As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its
executive officers, all of whom are either furloughed or working
on reduced salary.  As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.

Marina Biotech reported net income applicable to common
stockholders of $2.64 million for the year ended Dec. 31, 2015,
compared to a net loss applicable to common stockholders of $12.47
million for the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Marina Biotech had $6.88 million in total
assets, $5.47 million in total liabilities and $1.40 million in
total stockholders' equity.

Wolf & Company, P.C., in Boston, Massachusetts, 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 from operations, has a significant
accumulated deficit and does not have sufficient capital to fund
its operations.  This raises substantial doubt about the Company's
ability to continue as a going concern.


MARYVALE HOLDINGS: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Maryvale Holdings, LLC, as of
Jan. 5, 2017, according to a court docket.

              About Maryvale Holdings

Maryvale Holdings, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D.Ariz. Case No. 16-13877) on Dec. 7, 2016.  Judge Paul
Sala presides over the case.  Arboleda Brechner, PLC, represents
the Debtor as counsel.

In its petition, the Debtor estimated $0 to $50,000 in assets and
$1 million to $10 million in liabilities.  The petition was signed
by Cipriano Ionutescu, authorized agent.


MID TENN: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Mid Tenn Exteriors, Inc., as of
Jan. 5, 2017, according to a court docket.

Headquartered in Murfreesboro, Tennessee, Mid Tenn Exteriors, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case
No. 16-08514) on Nov. 29, 2016, estimating its assets at up to
$50,000 and its liabilities at between $100,001 and $500,000.
Steven L. Lefkovitz, Esq., at the Law Offices Lefkovitz & Lefkovitz
serves as the Debtor's bankruptcy counsel.


MILLWORK SHOPPE: Taps BRS CPAs & Advisors as Accountant
-------------------------------------------------------
The Millwork Shoppe Inc., an affiliate of Integrity Millwork Inc.,
seeks approval from the U.S. Bankruptcy Court for the Western
District of Missouri to hire an accountant.

Millwork Shoppe proposes to hire BRS CPAs & Advisors to analyze its
cash management and accounts receivable procedures, supervise the
inventory, prepare income tax returns, and provide other accounting
services.

Gregory Bush, an accountant with BRS CPAs, will be paid an hourly
rate of $167.  The hourly rates of other professionals at the firm
who may also provide services to the Debtor range from $76 to $92.

Mr. Bush disclosed in a court filing that his firm does not
represent any interest adverse to the Debtor.

The firm can be reached through:

     Gregory W. Bush
     BRS CPAs & Advisors
     3854 South Avenue
     Springfield, MO 65807
     Phone: +1 417-877-0505

Integrity Millwork, Inc. and The Millwork Shoppe Inc. manufacture
and sell residential and commercial cabinetry, moulding and trim,
and operate their business from a leased space located at 2115 N.
Sports Complex Lane, Nixa, Missouri.

The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W. D. Mo. Case Nos. 16-61061 and 16-61064) on Oct. 27,
2016.  

David E. Schroeder, Esq., at David Schroeder Law Office, P.C.,
serves as the Debtors' bankruptcy counsel.

At the time of the filing, Integrity Millwork estimated assets of
less than $100,000 and liabilities of less than $1 million.
Millwork Shoppe estimated assets and liabilities of less than $1
million.

Acting U.S. Trustee Daniel J. Casamatta on Dec. 8, 2016, appointed
Big Blue, Inc., dba America Building Products, Creative Associates
Inc., and Mid-Am Building Supply, Inc., to serve on the official
committee of unsecured creditors of The Millwork Shoppe Inc.


MISSISSIPPI REGIONAL CANCER: Has Until Feb. 2 to File Plan
----------------------------------------------------------
Judge Edward Ellington of the U.S. Bankruptcy Court for the
Southern District of Mississippi extended North Central Mississippi
Regional Cancer Center, Inc.'s exclusive period for filing a plan
of reorganization and disclosure statement through February 2,
2017.

The Debtor previously sought the extension of its exclusive plan
filing period, contending that Dr. Arnold Smith, a neurosurgeon at
the Debtor's facility, has had limited involvement or input into a
Disclosure Statement and Plan of Reorganization in its case. The
Debtor alleged its counsel and Dr. Smith had never met. The Debtor
further alleged that Dr. Smith was going to be released from the
State Mental Hospital shortly.

          About North Central Mississippi
            Regional Cancer Center, Inc.

Headquartered in Jackson, Mississippi, North Central Mississippi
Regional Cancer Center, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. S.D. Miss. Case No. 16-00342) on Feb. 5, 2016,
estimating its assets at between $100,000 and $500,000 and its
liabilities at between $1 million and $10 million.  The petition
was signed by Jennifer Welch, director, vice president.

Judge Edward Ellington presides over the case.

Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC,
serves as the Debtor's bankruptcy counsel.


MOUNTAIN PROVINCE: TSE Ticker Symbol Changed to "MPVD"
------------------------------------------------------
Mountain Province Diamonds Inc. announced that effective Jan. 5,
2017, the trading symbol on the Toronto Stock Exchange for Mountain
Province Diamonds is "MPVD".

There is no action required by current shareholders in connection
with this change.  There is no change in the Company's name, no
change in its CUSIP number and no changes made to the Company's
share capital.

              About Mountain Province Diamonds

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

Mountain Province Diamonds Inc. reported a net loss of C$43.16
million in 2015, a net loss of C$4.39 million in 2014, a net loss
of C$26.60 million in 2013, and a net loss of C$3.33 million in
2012.

As of Sept. 30, 2016, Mountain Province had C$752.8 million in
total assets, C$430.5 million in total liabilities and C$322.3
million in total shareholders' equity.


NASTY GAL: Creditors' Panel Hires Levene Neale as Counsel
---------------------------------------------------------
The Official Committee of Unsecured Creditors of Nasty Gal Inc.
seeks authorization from the U.S. Bankruptcy Court for the Central
District of California to retain Levene, Neale, Bender, Yoo & Brill
LLP as bankruptcy counsel, effective November 18, 2016.

The Committee requires Levene Neale to:

   (a) advise the Committee with regards to the requirements of
       the Bankruptcy Court, Bankruptcy Code, Bankruptcy Rules,
       and OUST as they pertain to the Committee;

   (b) advise the Committee with regard to certain rights and
       remedies of the Debtor's bankruptcy estate and the rights,
       claims and interests of creditors;

   (c) represent the Committee in any proceeding or hearing in the

       Bankruptcy Court involving the Debtor's estate unless the
       Committee is represented in such proceeding or hearing by
       other special counsel;

   (d) conduct examinations of witnesses, claimants or adverse
       parties and representing the Committee in any adversary
       proceeding except to the extent that any such adversary
       proceeding is in an area outside of Levene Neale's
       expertise;

   (e) prepare and assist the Committee in the preparation of
       reports, applications, pleadings and orders including, but
       not limited to, applications to employ professionals, and
       responding to pleadings filed by any other party in
       interest in this case, including the Debtor;

   (f) assist the Committee to evaluate any sale or other
       disposition of assets in this case;

   (g) assist the Committee to evaluate the existence of any
       assets and causes of action to pursue and representing the
       Committee in connection with the pursuit of any such causes

       of action;

   (h) assist the Committee to evaluate the existence of any
       objections to claims to pursue and representing the
       Committee in connection with the pursuit of any such
       objections to claims, including, but not limited to,
       conducting an investigation of the alleged secured claim of

       Hercules Capital, Inc. and prosecuting any objections to
       such claim seeking, inter alia, to disallow, reclassify, or

       subordinate such claim;

   (i) assist the Committee in the negotiation, formulation,
       preparation and confirmation of a plan of reorganization;
       and

   (j) perform any other services which may be appropriate in
       Levene Neale's representation of the Committee during this
       bankruptcy case.

The Committee expects that Gary E. Klausner and Todd M. Arnold will
be the primary attorneys at Levene Neale responsible for the
representation of the Committee during the Debtor's chapter 11
case. Mr. Klausner's current billing rate is $595 per hour, and Mr.
Arnold's current billing rate is $555 per hour. Levene Neale will
provide notice of any hourly rate increases.

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

Gary E. Klausner, partner of Levene Neale, 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.

Levene Neale can be reached at:

       Gary E. Klausner, Esq.
       Todd M. Arnold, Esq.
       LEVENE, NEALE, BENDER, YOO & BRILL LLP
       10250 Constellation Boulevard, Suite 1700
       Los Angeles, CA 90067
       Tel: (310) 229-1234
       Fax: (310) 229-1244
       E-mail: gek@lnbyb.com
               tma@lnbyb.com

                    About Nasty Gal Inc.

Nasty Gal Inc. filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 16-24862), on November 9, 2016.  The petition was signed by Joe
Scirocco, president.  The case is assigned to Judge Sheri Bluebond.
The Debtor is represented by Scott F. Gautier, Esq., at Robins
Kaplan LLP.  The Debtor hired Rust Consulting Omni Bankruptcy as
claims, noticing and balloting agent.

At the time of filing, the Debtor estimated assets and liabilities
at $10 million to $50 million.


NASTY GAL: U.S. Trustee Directed to Appoint Ombudsman
-----------------------------------------------------
Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central
District of California entered an Order directing the U.S. Trustee
to appoint a Consumer Privacy Ombudsman for Nasty Gal, Inc..

The Order was made pursuant to the Stipulation to the Appointment
of a Consumer Privacy Ombudsman.

The U.S. Trustee is represented by:

     Ron Maroko, Esq.
     OFFICE OF THR UNITED STATES TRUSTEE
     915 Wilshire Boulevard, Suite 1850
     Los Angeles, CA 90017
     Tel.: (213) 894-4520
     Fax: (213) 894-2603
     Email: ron.maroko@usdoj.gov

           About Nasty Gal Inc.

Nasty Gal Inc. filed a Chapter 11 petition (Bankr. C.D. Cal. Case
No. 16-24862), on November 9, 2016.  The petition was signed by Joe
Scirocco, president. The case is assigned to Judge Sheri Bluebond.
The Debtor is represented by Scott F. Gautier, Esq., at Robins
Kaplan LLP.  At the time of filing, the Debtor estimated assets and
liabilities at $10 million to $50 million.

The Debtor hired Rust Consulting Omni Bankruptcy as claims,
noticing and balloting agent.

The Office of the U.S. Trustee on Nov. 18 appointed five creditors
of Nasty Gal Inc. to serve on the official committee of unsecured
creditors. The Creditors' Committee tapped B. Riley & Co. as
financial advisor.


NATURESCAPE HOLDING: Trustee Taps Peter Matsumoto as Accountant
---------------------------------------------------------------
The Chapter 11 trustee for Naturescape Holding Group Int'l Inc.
seeks approval from the U.S. Bankruptcy Court in Hawaii to hire an
accountant.

Elizabeth Kane, the court-appointed trustee, proposes to hire Peter
Matsumoto, a certified public accountant, to assist in the
preparation of tax returns and provide other accounting services.

Mr. Matsumoto will be paid an hourly fee of $220.

In a court filing, Mr. Matsumoto disclosed that he does not hold or
represent any interest adverse to the Debtor's bankruptcy estate.

Mr. Matsumoto maintains an office at:

     Peter K. Matsumoto, CPA
     P.O. Box 26479
     Honolulu, HI 96825
     Phone: 808-371-9394

                 About Naturescape Holding Group

GemCap Lending I, LLC and two other creditors of Naturescape
Holding Group International Inc. filed an involuntary Chapter 11
petition (Bankr. D. Ha. Case No. 16-00982) against the company on
September 16, 2016.  The two other creditors are Karen Fazzio and
Mario Hooper.  

On the same day, four creditors filed an involuntary Chapter 11
petition (Bankr. D. Ha. Case No. 16-00984) against Mountain Thunder
Coffee Plantation Int'l Inc., an affiliate of Naturescape.   The
creditors are Hagadone Hawaii Inc., Thomas Spruance, Joseph Hing,
Sr. and Russell Komo.

Both cases are assigned to Judge Robert J. Faris.  The Naturescape
creditors are represented by Alston Hunt Floyd & Ing.  Case
Lombardi & Pettit serves as legal counsel to the MTC creditors.

On November 16, 2016, Elizabeth Kane was appointed as the Chapter
11 trustee for the Debtors.   Upon the appointment of the trustee,
the Debtors' exclusive right to file a bankruptcy plan was
terminated.  On December 20, 2016, GemCap Lending filed its joint
Chapter 11 plan of reorganization for the Debtors.

No official committee of unsecured creditors has been appointed in
the Debtors' cases.


NEPHROGENEX INC: Selling De Minimis Assets
------------------------------------------
NephroGenex, Inc., filed a notice with the U.S. Bankruptcy Court
for the District of Delaware that is selling de minimis assets.

The Court has entered an Order Pursuant to Sections 105(a), 363 and
554(a) of the Bankruptcy Code and Bankruptcy Rule 2002 Authorizing
and Approving Procedures for the Sale or Abandonment of De Minimis
Assets Free and Clear of Liens, Claims, Interests and Encumbrances
[Docket No. 223].

Pursuant to the Sale Order, the sale will be free and clear of all
liens, if any, with the valid, perfected and unavoidable liens of
the valid lien holders to attach to proceeds of the sales with the
same validity, priority, force and effect such Liens had on the
property immediately prior to the sale, subject to the rights,
claims, defenses and obligations, if any, of the Debtor and all
interested parties with respect to any such asserted liens.

A copy of the list of de minimis assets to be sold attached to the
Notice is available for free at:

       http://bankrupt.com/misc/KG_NephroGenex_270_Sales.pdf

The Debtor has determined in the reasonable exercise of its
business judgment that the Sale is in the best interests of the
Debtor's estate.

Any objection to the proposed Sale must be filed and served by 5:00
p.m. (ET) on Jan. 15, 2017.

If no written objection is received by the Objection Parties on or
before the objection deadline, the Debtor is authorized to proceed
with the sale without further notice or order of the Court, and to
use the cash proceeds of such sale subject only to the rights of
valid lien holders.

If a written objection from any Notice Party is filed with the
Court by the objection deadline, the sale will only be approved
upon either the consensual resolution of the objection by the
parties in question or by further order of the Court after notice
and a hearing.

                    About NephroGenex, Inc.

Raleigh, N.C.-based NephroGenex, Inc., is a drug development
company that focuses on developing novel therapies for kidney
disease.  It develops Pyridorin (pyridoxamine dihydrochoride), a
therapeutic agent, which is in Phase III clinical study for the
treatment of diabetic nephropathy.

NephroGenex filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 16-11074) on April 30, 2016, disclosing $4.9 million
in total assets and $6.2 million in total debt as of April 30,
2016.  The petition was signed by John P. Hamill, chief
executive officer and chief financial officer.

David R. Hurst, Esq., at Cole Scotz P.C. serves as the Debtor's
bankruptcy counsel.  Cassel Salpeter & Co. LLC is the Debtor's
investment banker and financial advisor.  Kurtzman Carson
Consultants LLC is the Debtor's claims and noticing agent.


NEW COUNTRY WIRELESS: Taps Murtha Cullina as Legal Counsel
----------------------------------------------------------
New Country Wireless, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Massachusetts to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire Murtha Cullina LLP to give legal advice
regarding its duties under the Bankruptcy Code, assist in the
potential disposition of its assets, prepare a bankruptcy plan, and
provide other legal services.

Murtha Cullina received a retainer from the Debtor in the amount of
$75,000.

Daniel Cohn, Esq., at Murtha Cullina, disclosed in a court filing
that he and other members of the firm are "disinterested persons"
as defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Daniel C. Cohn, Esq.
     Murtha Cullina LLP
     99 High Street
     Boston, MA 02110
     Tel: (617) 457-4085
     Email: jhorne@murthalaw.com

                   About New Country Wireless

New Country Wireless, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Mass. Case No. 16-42199) on December 26,
2016.  The petition was signed by Charbal M. Yousef, president and
manager.  

The case is assigned to Judge Christopher J. Panos.

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


NEWARK WATERSHED: Seeks to Hire Sobel & Co. as Accountant
---------------------------------------------------------
Newark Watershed Conservation and Development Corp. seeks approval
from the U.S. Bankruptcy Court for the District of New Jersey to
hire an accountant.

The Debtor proposes to hire Sobel & Co., LLC to provide accounting
and tax preparation services, and pay the firm $1,500 to $2,000.

Bridget Hartnett, a certified public accountant employed with Sobel
& Co., disclosed in a court filing that the firm is "disinterested"
as defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Bridget Hartnett
     Sobel & Co., LLC
     293 Eisenhower Parkway, Suite 290
     Livingston, NJ 07039
     Phone: 973-994-9494
     Fax: 973-994-1571
     Toll Free: 800-471-2468
     Email: mail@sobel-cpa.com

                      About Newark Watershed

Newark, New Jersey-based Newark Watershed Conservation and
Development Corporation filed for Chapter 11 protection (Bankr.
D.N.J. Case No. 15-10019) on Jan. 2, 2015.  The petition was signed
by Joseph M. Hartnett, interim executive director.

The Hon. Donald H. Steckroth presides over the case.  Donald W.
Clarke, Esq., and Daniel Stolz, Esq., at Wasserman, Jurista &
Stolz, P.C., represents the Debtor in its Chapter 11 case.

The Debtor disclosed total assets of $202,489 and total liabilities
of $2.07 million.


NEWARK WATERSHED: Taps Hofstra Professor as Expert Witness
----------------------------------------------------------
Newark Watershed Conservation and Development Corp. seeks approval
from the U.S. Bankruptcy Court for the District of New Jersey to
hire an expert witness.

The Debtor proposes to hire Ronald Colombo, a law professor at
Hofstra University's Maurice A. Deane School of Law, to be its
expert witness in a case it filed against Watkins-Brashear and
several others.

Mr. Colombo will receive fees including an hourly fee of $400 for
the preparation of expert report, and $400 for the preparation and
appearance at deposition.    

In a court filing, Mr. Colombo disclosed that he does not hold or
represent any interest adverse to the Debtor or its bankruptcy
estate.

Mr. Colombo maintains an office at:

     Ronald J. Colombo
     Maurice A. Deane School of Law
     Hofstra University
     121 Hofstra University
     Hempstead, NY 11549
     Phone: 516-463-5931
     Fax: 516-463-4962
     Email: Ronald.Colombo@hofstra.edu

                     About Newark Watershed

Newark, New Jersey-based Newark Watershed Conservation and
Development Corporation filed for Chapter 11 protection (Bankr.
D.N.J. Case No. 15-10019) on Jan. 2, 2015.  The petition was signed
by Joseph M. Hartnett, interim executive director.

The Hon. Donald H. Steckroth presides over the case.  Donald W.
Clarke, Esq., and Daniel Stolz, Esq., at Wasserman, Jurista &
Stolz, P.C., represents the Debtor in its Chapter 11 case.

The Debtor disclosed total assets of $202,489 and total liabilities
of $2.07 million.


NORDICA SOHO: Seeks to Hire Maltz Auctions as Broker
----------------------------------------------------
Nordica Soho LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of New York to hire a broker.

The Debtor proposes to hire Maltz Auctions, Inc. to market and sell
through a public auction its real property located at 182-186
Spring Street, New York.

The Debtor has agreed that the firm's compensation will be in the
form of a "buyer's premium" equal to 2% of the purchase price.

The firm will be responsible for paying a co-broker whose client is
selected as the winning bidder at the auction.  The co-broker will
get a .05% from the firm's compensation.

Maltz President Richard Maltz disclosed in a court filing that his
firm is a "disinterested person" as defined in section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Richard Maltz
     Maltz Auctions, Inc.
     39 Windsor Place
     Central Islip, NY 11722

                        About Nordica Soho

Nordica Soho LLC, based in New York, NY, filed a Chapter 11
petition (Bankr. S.D.N.Y. Case No. 16-11856) on June 28, 2016. The
petition was signed by Nanci Hom and Harry Shapiro, co-managers.
The Hon. Shelley C. Chapman presides over the case.  In its
petition, the Debtor estimated $10 million to $50 million in assets
and $10 million to $50 million in liabilities.

Kevin J. Nash, Esq., at Goldberg Weprin Finkel Goldstein LLP,
serves as bankruptcy counsel.  The Debtor employed Holliday
Fenoglio Fowler, LLP as real estate broker.

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


NORTH PHILADELPHIA HEALTH: Taps Buzby & Kutzler as Special Counsel
------------------------------------------------------------------
North Philadelphia Health System seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to hire
Buzby & Kutzler, Attorneys at Law as special counsel.

Buzby & Kutzler will handle matters related to the Debtor's
compliance and licensing under federal and state law.  The firm
will also represent the Debtor in matters in which its lead
counsel, Dilworth Paxson LLP, may have a conflict.

John Kutzler, Esq., the attorney designated to represent the
Debtor, will be paid an hourly fee of $300.

Mr. Kutzler disclosed in a court filing that he does not hold or
represent any interest adverse to the Debtor or its bankruptcy
estate.

The firm can be reached through:

     John D. Kutzler, Esq.
     Buzby & Kutzler, Attorneys at Law
     1633 West Girard Avenue, Suite 100
     Philadelphia, PA 19130

The Debtor is represented by:

     Martin J. Weis, Esq.
     Dilworth Paxson LLP
     1735 Market Street
     Philadelphia, PA 19103
     Tel: (215) 575-7000
     Email: mweis@dilworthlaw.com

             About North Philadelphia Health System

North Philadelphia Health System, a Pennsylvania non-profit,
non-stock, non-member corporation, operates the Girard Medical
Center, a state-licensed 65-person private psychiatric hospital,
and the Goldman Clinic, a medically assisted treatment center,
located Philadelphia, Pennsylvania.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E. D. Pa. Case No. 16-18931) on December 30, 2016.
The petition was signed by George Walmsley III, president & CEO.  

The case is assigned to Judge Magdeline D. Coleman.

At the time of the filing, the Debtor estimated its assets and
liabilities at $10 million to $50 million.


NORTH PHILADELPHIA: Wants Court Approval for Cash Collateral Use
----------------------------------------------------------------
North Philadelphia Health System asks the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania for authorization to use cash
collateral.

The Debtor is indebted to Gemino Healthcare Finance, LLC pursuant
to an $8.5 million revolving credit facility.  The Facility is
secured by a first priority security interest in certain property
of the Debtor, which includes all of the Debtor's accounts
receivable.  The Debtor has drawn approximately $1.9 million of the
Facility, and expects that this amount could increase to as high as
$3 million.

The Debtor is also a borrower under the Hospitals and Higher
Education Facilities Authority of certain FHA-Insured Mortgage
Hospital Revenue Bonds Series A of 1997 in the original principal
amount of $25 million, issued under a trust indenture dated
December 31, 1997.  The Bank of New York Mellon Trust Company, N.A.
is currently acting as Mortgagee on behalf of FHA Mortgage and
Security Interests, and as Successor Trustee under the Trust
Indenture dated December 1, 1997 between the Hospitals and Higher
Education Facilities Authority of Philadelphia and North
Philadelphia Health System.  Security for the Bonds includes, a
Federal Housing Administration-insured mortgage and security
interest in the Debtor's facilities and personal property and
certain finds held under the Indenture.  The outstanding principal
balance of the Bonds, as of the Petition Date, is approximately $14
million.

The cash collateral consists of fees received by the Debtor for the
various services and programs it provides to patients at Girard
Medical Center, a state-licensed 65 person private psychiatric
hospital, and the Goldman Clinic, a medically assisted treatment
center, both located at 801 West Girard Avenue, Philadelphia,
Pennsylvania.  

The Girard Medical Center and the Goldman Clinic, also collectively
known as GMC, offers services such as hospital-level psychiatric
services; residential-level mental health services; outpatient drug
and alcohol services; and outpatient mental health services.

The Debtor is also a beneficiary of the Charles English Trust.  The
Debtor believes it will receive approximately $766,313 plus an
unknown amount of accrued income from July 1, 2015 forward to the
actual date of distribution. Wells Fargo, the current executor of
the Trust had advised the Debtor that the account will be prepared
for termination and sent to its closing department in the first
half of January 2017.  Wells Fargo further advised the Debtor that
the closing department may then take an additional 30 to 45 days to
ensure all taxes and expenses were paid from the Trust prior to
making the Distribution.  The Debtor contends that the Distribution
will be a much-needed infusion of funds at a time when the Debtor
needs it in order to continue operating and effectuating its
reorganization.

The Debtor believes that it is unnecessary for Wells Fargo to hold
the entirety of the Distribution for an additional 45 days while it
reconciles the matter.  In connection with the Final Cash
Collateral Order, the Debtor is requesting that the Court direct
Wells Fargo to turnover $700,000, which is less than 90% of what it
believes to be due, to the Debtor at that time.  The Debtor further
contends that the remainder of the Distribution will await the
reconciliation by the Wells Fargo closing department.

Hunt Mortgage Group, the servicer of the mortgage securing the
Bonds, holds an insurance escrow in the approximate amount of
$900,000.  The purpose of the escrow is to ensure that the Debtor
maintains insurance on its real property, including the buildings
that house GMC.

The Debtor relates that it continues to have insurance obligations,
and wishes to ensure that the Escrow funds will be used for those
purposes.  As part of a Final Order, or a second Interim Order, on
cash collateral, the Debtor requests that the Court direct Hunt
Mortgage Group to continue to utilize the Escrow to maintain
insurance in the ordinary course.

The Debtor tells the Court that it requires the use of its cash,
assets, and proceeds in which the Secured Parties may assert liens
and security interests in order to meet its payroll and other
operating obligations.  The Debtor further tells the Court that if
it is unable to pay its employees and suppliers, it will not be
able to continue to operate and provide much-needed services to the
citizens of Philadelphia.

The Debtor's proposed Budget for January 2017, provides for total
expenses in the amount of $3,203,000.

The Debtor proposes to grant the Secured Parties with replacement
liens in and upon the Debtor's personal property and the cash
collateral.

The Debtor says that in addition to the proposed replacement liens,
and the value of the Debtor's real estate, which is in excess of
$30 million, the Secured Parties are also adequately protected as a
result of the continuation of the Debtor's operations.
A full-text copy of the Debtor's Motion, dated Jan. 2, 2017, is
available at
http://bankrupt.com/misc/NorthPhiladelphia2016_1618931mdc_5.pdf

A full-text copy of the Debtor's proposed Budget, dated Jan. 2,
2017, is available at
http://bankrupt.com/misc/NorthPhiladelphia2016_1618931mdc_5_1.pdf

               About North Philadelphia Health System

North Philadelphia Health System, a Pennsylvania non-profit
operates the Girard Medical Center, a state-licensed 65 person
private psychiatric hospital, and the Goldman Clinic, a medically
assisted  treatment center, both located at 801 West Girard Avenue,
Philadelphia, PA.  Services offered at the GMC hospital and clinic
programs include: hospital-level psychiatric services;
residential-level mental health services; outpatient drug and
alcohol  services;  and  outpatient mental health services.

North Philadelphia Health System filed a chapter 11 petition
(Bankr. E.D. Pa. Case No. 16-18931) on Dec. 30, 2016.  The petition
was signed by George Walmsley III, president and CEO.  The Debtor
is represented by Martin J. Weis, Esq., at Dilworth Paxon LLP.  The
Debtor engaged Buzby & Kutzler, Attorneys at Law as its general
corporate counsel.  The case is assigned to Judge Magdeline D.
Coleman.  The Debtor estimated assets and debt at $10 million to
$50 million at the time of the filing.


OCH-ZIFF CAPITAL: S&P Lowers ICR to 'BB+' on Higher Leverage
------------------------------------------------------------
S&P Global Ratings said it lowered its issuer credit ratings on
Och-Ziff Capital Management Group LLC, as well as OZ Management LP,
OZ Advisors LP, and OZ Advisors II LP (collectively, these three
partnerships are referred to as the operating group), and Och-Ziff
Finance Co. LLC to 'BB+' from 'BBB-'.  The outlook on each entity
is negative.  At the same time, S&P lowered its senior unsecured
debt ratings to 'BB+' from 'BBB-' and assigned a recovery rating of
'3'.  The '3' indicates S&P's expectation for meaningful recovery
(50% to 70%; lower half of the range) for debtholders in the event
of a payment default.

"The downgrade reflects the significant redemptions in the fourth
quarter and a recent management fee cut, which together we expect
will result in higher leverage than we previously anticipated,"
said S&P Global Ratings credit analyst Sebnem Caglayan.
Furthermore, S&P's forecast includes a minimal amount of
performance fees in the next 12 months, which would contribute to
further reduction in adjusted EBITDA.  As a result, S&P expects the
weighted debt to EBITDA to be approximately 2.5x in the next 12
months, versus 2.0x, previously.

Och-Ziff's assets under management (AUM) declined to $33.5 billion
as of Jan. 1, 2017, from $45.5 billion as of Dec. 31, 2015, as a
result of continued asset net outflows.  Asset net outflows were
due to a combination of lagging investment performance, declining
investor appetite for hedge funds, and overhang caused by the legal
and regulatory issues the company faced.

In September 2016 Och-Ziff settled litigation with the Department
of Justice (DOJ) and the Securities and Exchange Commission (SEC),
resolving their investigations into the firm's former private
investment business in Africa and a 2007 investment by the Libyan
Investment Authority in certain of the company's funds. The company
paid a penalty of $213 million to the DOJ and disgorgement of $199
million to the SEC, totaling $412 million.  Although investment
performance improved somewhat in the last six months ended Dec. 31,
2016, it did not help stem the outflows the company had been
experiencing.  For full-year 2016, the OZ Master Fund, the
company's largest multistrategy fund, generated an estimated net
return of 3.8%.  OZ Asia Master Fund's net return was 5.4%, and OZ
Europe Master Fund's net return was 3.7%.  S&P expects the net
outflows to persist in 2017, albeit at a reduced rate.

Effective Oct. 1, 2016, the company reduced the management fee rate
for existing fund investors in virtually all of the multistrategy
AUM and began the fourth quarter of 2016 with a weighted average
management fee rate of approximately 1.01% of total AUM.  Although
S&P understands that the decline in the weighted average fee rate
was intended to bring the company's multistrategy product's
management fee in line with industry norms, the decline in the
average fee rate to 1.01% from 1.23% in third-quarter 2016 will
adversely affect earnings for at least the next 12 months.

The negative outlook reflects S&P's expectation that we could
downgrade Och-Ziff in the next 12 months if continued significant
outflows and lagging investment performance results in further
reduction in AUM and EBITDA, which would lead to a deterioration in
our assessment of the company's business risk profile, or in higher
leverage, such that debt-to-EBITDA exceeds 3.0x on a sustained
basis.  Additionally, to the extent the company experiences further
outsized operational risk events, S&P may lower the rating to
reflect potentially weaker governance than peers.

S&P could revise the outlook to stable in the next 12 months if the
company reverts to positive net flows for several consecutive
quarters while maintaining positive investment performance.  An
upgrade is highly unlikely unless the improvement in asset flows
and investment performance is significant, resulting in leverage
below 2.0x on a sustained basis.


OCWEN LOAN: Moody's Corrects Nov. 18 Ratings Release
----------------------------------------------------
Moody's Investors Service, on Jan. 5, 2017, corrected its Nov. 18,
2016 release on Ocwen Loan Servicing, LLC.  The press release was
corrected to note that:

"In the debt list, the issuer for the Senior Secured Bank Credit
  Facility was changed to Ocwen Loan Servicing, LLC.

The revised release is as follows:

Moody's Investors Service assigned a B2 Senior Secured Bank Credit
Facility rating to Ocwen's proposed new senior secured term loan.
Ocwen's other ratings include a B3 Corporate Family Rating, a B2
rating on its existing Senior Secured Bank Credit Facility, a Caa1
rating on its existing Senior Unsecured Notes and a Caa1 rating on
Ocwen's proposed Senior Secured Notes. The outlook is negative.

Issuer: Ocwen Loan Servicing, LLC

Senior Secured Bank Credit Facility, Assigned B2

Rating Rationale

On November 16, 2016, Ocwen announced that it was refinancing its
existing senior secured term loan, with the new term loan extending
the maturity by approximately 3 years, a positive for the company.
Previously, Ocwen announced an exchange offer for its senior
unsecured notes, with the new notes extending the maturity by 3
years and receiving a second lien in the company's assets securing
its senior secured term loan.

The ratings reflect the company's very weak profitability, largely
due to impact of high legal, regulatory, and servicing expenses.
The company had net income of $9.5 million in the third quarter of
2016, its first profitable quarter since the second quarter of
2015. Moody's believes that the third quarter's profitability is
not yet sustainable, and expect losses to continue into 2017 due to
the expiration of HAMP, as well as Moody's expectation that
servicing as well as legal and monitoring costs will remain
elevated, though these costs were notably reduced in the third
quarter of 2016. The company has lost $915 million over the last
two years. As a result, its capital levels have significantly
fallen with tangible common equity (TCE) to tangible assets of 8.7%
as of September 30, 2016 down from 12.6% as of 31 December 2014

Ocwen's financial profile is also challenged by limited
opportunities available in its core market, credit impaired
residential mortgage servicing. The company is currently unable to
acquire new mortgage servicing as part of its agreements with the
New York Department of Financial Services and California Department
of Business Oversight. In addition, the market for new transfers of
credit impaired servicing is much smaller as delinquencies continue
to rapidly decline. As a result, the company seeks to significantly
grow its mortgage origination business as well as expand into other
lending businesses such as the recent entry into dealer floor plan
financing for independent auto dealers. Diversifying into markets
outside of the company's expertise presents risks to the company's
financial profile.

The B2 ratings of the senior secured term loan, and the Caa1
ratings of the company's senior notes, reflect Moody's notching
analysis which incorporates their priority of claim, strength of
asset coverage as well as size with respect to one another.

The negative outlook reflects Moody's expectation that losses will
continue into the first half of 2017 as servicing as well as legal
and monitoring costs are expected to remain elevated. The company's
capital levels will continue to decline until the company is able
to curtail losses which will not occur until legal and regulatory
expenses decline significantly.

Given the negative outlook, an upgrade is unlikely at this time.
The ratings could be upgraded in the event (1) the net income to
total assets is expected to remain above 1% and (2) TCE to tangible
assets rises above and is expected to remain above 10.0%.

Ocwen's ratings could be downgraded in the event (1) the company
reports or is expected to report sizeable losses in excess of $100
million for 2017, (2) TCE to tangible assets falls or is expected
to fall below 5.0%, (3) there is a combination of increasing
leverage and continued losses -- such that TCE to TMA falls below
6% while the company has not yet regained consistent profitability,
(4) the company is subject to additional regulatory action
resulting in material fines, (5) the company is terminated as
servicer or as subservicer on a large percentage of loans it
services, or (6) the company materially accelerates its expansion
into new business ventures such as its recent entry into the
automobile floor plan lending market.

The principal methodology used in this rating was "Finance
Companies" published in October 2015.


OFF THE BOAT: Can Use Everett Bank Cash on Interim Basis
--------------------------------------------------------
Judge Joan N. Feeney of the U.S. Bankruptcy for the District of
Massachusetts authorized Off The Boat, Incorporated to use cash
collateral on an interim basis.

The Debtor was authorized to use cash collateral to pay business
operating expenses, including pre-petition wages for its 16
employees.

Judge Feeney directed the Debtor to file an actual reconciliation
of income and expenses for the post-petition period by January 18,
2017 and also a budget for the 13-week period after January 18,
2017.

In its Amended Motion, the Debtor contended that it is operating a
seafood restaurant in Revere, MA as a Debtor-in-Possession, and
currently holding all receipts in its DIP Account.  The Collateral
has a value of approximately $40,000. Everett Co-Operative Bank is
the present holder of the first lien on substantially all of the
Debtor's assets, comprising of equipment, fixtures, inventory and
receivables. Everett Bank was granted a lien to secure a note,
which the Debtor believes has a current balance of approximately
$48,000.

The Debtor further contended that it is necessary for the Debtor to
make use of the income in order to maintain and preserve the value
of its business as it has no other financing sources at this time
that could be used to replace the cash flow from the income from
customers. Absent the Debtor's ability to use the cash collateral
is certain to diminish the value of the Debtor's business.

As adequate protection, the Debtor proposed to:

     (a) Maintain insurance on the property. At present, the
property is insured.

     (b) Grant Everett Bank a replacement lien with the same
priority, validity and enforceability as Everett Bank's
pre-petition lien, which will be recognized only to the extent of
the diminution in value of the Everett Bank's pre-petition
collateral after the petition date resulting from the Debtor's use
of cash collateral.

     (c) Continue to make payments consistent with the budget on a
monthly basis.

A further interim hearing, on the Debtor's use of cash collateral
is scheduled on January 19, 2017 at 10:30 a.m.  The deadline for
the filing of objections to the Debtor's use of cash collateral is
set on January 17, 2017.

A full-text copy of the Order, dated December 29, 2016, is
available at https://is.gd/jCOWeP

A full-text copy of the Debtor's Amended Motion, dated December 29,
2016, is available at https://is.gd/WuOmvU

Off The Boat, Incorporated is represented by:

            John F. Sommerstein, Esq.
            Law Office of John F. Sommerstein
            98 North Washington Street, Suite 104
            Boston, MA 02114
            Telephone: 617-523-7474
            Email: jfsommer@aol.com


            About Off The Boat, Incorporated

Off The Boat, Incorporated filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 16-14841), on on December 27, 2016.  The Debtor is
represented by John F. Sommerstein, Esq. at the Law Office of John
F. Sommerstein.


OFF THE BOAT: Seeks to Hire John Sommerstein as Legal Counsel
-------------------------------------------------------------
Off The Boat, Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Massachusetts to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire John Sommerstein, Esq., to give legal
advice regarding its duties under the Bankruptcy Code, assist in
the preparation of a bankruptcy plan, and provide other legal
services.

Mr. Sommerstein will be paid an hourly rate of $375 for his
services.

In a court filing, Mr. Sommerstein disclosed that he is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

Mr. Sommerstein maintains an office at:

     John F. Sommerstein, Esq.
     98 North Washington Street, Suite 104
     Boston, MA 02114
     Tel: (617) 523-7474
     Email: jfsommer@aol.com

                     About Off The Boat Inc.

Off The Boat, Inc. owns and operates a seafood restaurant in
Revere, Massachusetts.

The Debtor filed a chapter 11 petition (Bankr. D. Mass. Case No.
16-14841) on Dec. 27, 2016.  The petition was signed by Antonietta
G. D'Amelio, president.  

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $100,000.


ON CALL FLAGGING: Seeks to Hire Fred Fall as Auctioneer
-------------------------------------------------------
On Call Flagging, Inc. seeks approval from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to hire an
auctioneer.

The Debtor proposes to hire Fred Fall, an auctioneer employed with
Fall Liquidations, to conduct an auction of its assets, which
include vehicles, office furniture and equipment.

Mr. Fall has agreed to conduct an auction of the assets on an
"as-is, where-is basis" to the highest bidder in return for a gross
commission of 10% of the gross sale proceeds, plus reimbursement
for costs and expenses not to exceed $2,850.

In a court filing, Mr. Fall disclosed that the firm and its
employees are "disinterested."

Mr. Fall maintains an office at:

     Fred Fall
     Fall Liquidations
     1078 Wade Lane
     Oakmont, PA 15139

                     About On Call Flagging

On Call Flagging, Inc., based in Belsano, PA, filed a Chapter 11
petition (Bankr. M.D. Pa. Case No. 16-70758) on November 2, 2016.  
The Hon. Jeffery A. Deller presides over the case.  James R. Walsh,
at Spence Custer Saylor Wolfe & Rose, LLC, serves as bankruptcy
counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities.  The petition was signed by Kathleen
Jennings, president.


OPTIMA SPECIALTY: Taps E&Y as Auditor & Restructuring Advisor
-------------------------------------------------------------
Optima Specialty Steel, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Ernst & Young
LLP.

Ernst & Young will serve as auditor and restructuring advisor to
Optima Specialty and its affiliates.  The firm will provide these
restructuring advisory services:

     (a) advise regarding pre-bankruptcy contingency planning;

     (b) develop a short-term cash flow forecasting tool that
         incorporates detailed sources and uses of cash (13-week
         cash flows) and related budget to actual variance
         analysis;

     (c) prepare filings such as statements of financial affairs
         and schedules of assets and liabilities;

     (d) advise regarding the form and content of the reports
         developed by the Debtors' management for submission to
         the bankruptcy court;

     (e) analyze the risks associated with option/strategies
         developed by the management to deal with critical
         vendors;

     (f) analyze potential 503(b)(9) administrative claims (goods
         supplied in the 20-day period prior to the bankruptcy
         filing) and reclamation claims;

     (g) analyze executory contracts and associated impact of
         rejection (cure claim analysis and classification);

     (h) advise regarding Optima Specialty's business plan and
         financial forecast;

     (i) assist in the development and preparation of a plan of
         reorganization;

     (j) facilitate document production for diligence requests;

     (k) assist in claims analysis and resolution process; and

     (l) report to the Board of Directors.

The hourly rates charged by the firm are:

     Partner/Principal     $725 - $850
     Senior Manager        $595 - $700
     Manager               $495 - $575
     Senior                $375 - $450
     Staff                 $175 - $250

Meanwhile, Ernst & Young, as auditor, will review the Debtors'
unaudited interim financial information and issue a report that
provides negative assurance as to conformity with U.S. generally
accepted accounting principles.  

The firm will also audit and report on the consolidated financial
statements of the Debtors for the year ended December 31, 2016.

Ernst & Young estimates that its fees for core audit services will
be approximately $1,195,500, plus expenses.  Meanwhile, the hourly
rates for non-core audit services are:

     Partner                 $600 - $750
     Executive Director      $600 - $750
     Senior Manager          $475 - $550
     Manager                 $370 - $425
     Senior                  $260 - $350
     Staff                   $160 - $200
     Admin/Intern            $100 - $125

Briana Richards, principal of Ernst & Young, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Briana A. Richards
     Ernst & Young LLP
     155 North Wacker Drive
     Chicago, IL 60606-1787
     Tel: +1 312 879 2000
     Fax: +1 312 879 4000

                  About Optima Specialty Steel

Optima Specialty Steel, Inc. and its affiliates filed separate
Chapter 11 bankruptcy petitions on December 15, 2016: Optima
Specialty Steel, Inc. (Bankr. D. Del. 16-12789); Niagara LaSalle
Corporation (Bankr. D. Del. 16-12790); The Corey Steel Company
(Bankr. D. Del. 16-12791); KES Acquisition Company (Bankr. D. Del.
16-12792); and Michigan Seamless Tube LLC (Bankr. D. Del.
16-12793).  The petitions were signed by Mordechai Korf, chief
executive officer.  At the time of filing, the Debtor had assets
and liabilities estimated at $100 million to $500 million each.

Optima Specialty Steel, Inc. and its affiliates are independent
manufacturers of specialty steel products.  Their manufacturing
facilities are located in the United States, and each of the
compsnies' operating units have operated in the steel industry for
more than 50 years.  At the time of the bankruptcy filing, the
Debtors collectively employ more than 900 people.

The Debtors are represented by Dennis A. Meloro, Esq., Greenberg
Traurig, LLP, Wilmington, DE.  The Debtors tapped Ernst & Young LLP
as their accountant.

No request has been made for the appointment of a trustee or
examiner and the U.S. Trustee has not yet appointed an official
committee of unsecured creditors.


OPTIMA SPECIALTY: Taps Miller Buckfire & Stifel as Bankers
----------------------------------------------------------
Optima Specialty Steel, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire an investment
banker.

The company proposes to hire Miller Buckfire & Co., LLC and its
affiliate Stifel, Nicolaus & Co., Inc. to provide these services in
connection with a restructuring:

     (a) assist in developing and seeking approval of the
         restructuring plan of Optima Specialty and its
         affiliates;

     (b) assist in structuring any new securities to be issued
         under the plan;

     (c) participate or otherwise assist in negotiations with
         entities or groups affected by the plan; and

     (d) participate in hearings in the Debtors' Chapter 11 cases.

The firms will also provide services in connection with any
financing deal:

     (a) assist in structuring and effecting a financing;

     (b) identify and contact potential investors;

     (c) participate or otherwise assist in negotiations with
         investors; and

     (d) consider with the Debtors the advisability of a
         memorandum for use in soliciting potential investors
         and, if advisable, prepare and develop such a financing
         offering memorandum.

The firms will be compensated for their services according to these
fee arrangements:

     (a) $150,000 for each of the first three months, then
         $100,000 monthly;

     (b) Upon a plan or other restructuring, 1% of restructured
         funded indebtedness and the liquidation preference of
         preferred stock;

     (c) Upon first funding of each financing, a percentage of
         gross proceeds:

         (i) 0.5% for any debtor-in-possession financing
             (including if convertible to exit financing); plus

        (ii) 1% for any other secured debt financing; plus

       (iii) 3% for any other debt financing; plus

        (iv) 5% for any other financing, including equity other
             than equity financing from the Debtors' pre-
             bankruptcy shareholders.

James Doak, managing director of Miller Buckfire, disclosed in a
court filing that the firms are each a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code.

The firms can be reached through:

     James Doak
     Miller Buckfire & Co., LLC
     787 Seventh Avenue, 5th Floor
     New York, NY 10019
     Tel: (212) 895-1800
     Fax: (212) 895-1853
     Email: info@millerbuckfire.com

                  About Optima Specialty Steel

Optima Specialty Steel, Inc. and its affiliates filed separate
Chapter 11 bankruptcy petitions on December 15, 2016: Optima
Specialty Steel, Inc. (Bankr. D. Del. 16-12789); Niagara LaSalle
Corporation (Bankr. D. Del. 16-12790); The Corey Steel Company
(Bankr. D. Del. 16-12791); KES Acquisition Company (Bankr. D. Del.
16-12792); and Michigan Seamless Tube LLC (Bankr. D. Del.
16-12793).  The petitions were signed by Mordechai Korf, chief
executive officer.  At the time of filing, the Debtor had assets
and liabilities estimated at $100 million to $500 million each.

Optima Specialty Steel, Inc. and its affiliates are independent
manufacturers of specialty steel products.  Their manufacturing
facilities are located in the United States, and each of the
compsnies' operating units have operated in the steel industry for
more than 50 years.  At the time of the bankruptcy filing, the
Debtors collectively employ more than 900 people.

The Debtors are represented by Dennis A. Meloro, Esq., Greenberg
Traurig, LLP, Wilmington, DE.  The Debtors tapped Ernst & Young LLP
as their accountant.

No request has been made for the appointment of a trustee or
examiner and the U.S. Trustee has not yet appointed an official
committee of unsecured creditors.


OPTIMA SPECIALTY: U.S. Trustee Forms 7-Member Committee
-------------------------------------------------------
Andrew Vara, acting U.S. trustee for Region 3, on Jan. 4 appointed
seven creditors to serve on the official committee of unsecured
creditors in the Chapter 11 cases of Optima Specialty Steel, Inc.
and its affiliates.

The committee members are:

     (1) Michael Scharf
         225 Dunbar Road
         Palm Beach, FL 33480
         Phone: 917-755-1818
         Fax: 561-805-5350

     (2) ArceloMittal International America LLC
         Attn: Christine Culbreth
         1 South Dearborn St., 13th Floor
         Chicago, IL 60603
         Phone: 312-899-3304
         Fax: 312-899-3798

     (3) Steel Dynamic Sales North America, Inc.
         Attn: Leon Waningin
         8000 N. County Rd. 225
         E. Pillsboro, IN 46167
         Phone: 317-892-7100
         Fax: 317-892-7010

     (4) Republic Steel
         Attn: James Thielens Jr.
         2633 Eighth Street NE
         Canton, OH 44704
         Phone: 330-903-8866
         Fax: 330-438-5552

     (5) ASW Steel Inc.
         Attn: Tim Clutterbuck
         42 Centre St. Welland
         Ontario Canada L38 5N9
         Phone: 905-735-6236
         Fax: 905-735-4603

     (6) Gerdau
         Attn: John Cardinal
         4221 Boyscout Blvd #600
         Tampa, FL 33607
         Phone: 813-313-9832

     (7) United Steelworkers
         Attn: David Jury
         60 Boulevard of the Allies, Room 807
         Pittsburgh, PA 15222
         Phone: 412-562-2545
         Fax: 412-562-2574

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

                  About Optima Specialty Steel

Optima Specialty Steel, Inc. and its four affiliates filed Chapter
11 petitions (Bankr. D. Del. Lead Case No. 16-12789) on December
15, 2016.  The petitions were signed by Mordechai Korf, chief
executive officer.  At the time of filing, the Debtor had assets
and liabilities estimated at $100 million to $500 million each.

The Debtors are independent manufacturers of specialty steel
products.  Their manufacturing facilities are located in the United
States, and each of the companies' operating units has operated in
the steel industry for more than 50 years.  At the time of the
bankruptcy filing, the Debtors collectively employ more than 900
people.

The Debtors are represented by Dennis A. Meloro, Esq., Greenberg
Traurig, LLP, Wilmington, DE.  The Debtors tapped Ernst & Young
LLP as their accountant.


PALMER FARMS: Seeks March 1 Exclusive Plan Filing Period Extension
------------------------------------------------------------------
Palmer Farms, Incorporated and its affiliated Debtors ask the U.S.
Bankruptcy Court for the District of Arizona to extend their
exclusive periods for filing a chapter 11 plan of reorganization
and disclosure statement, and soliciting acceptances to the plan,
through March 1, 2017 and April 29, 2017, respectively.

The Debtors filed their extension request on Jan. 3.  The Debtors
indicated they anticipate filing a joint plan and disclosure
statement within the week.  They believe efforts to negotiate a
consensual plan are in the best interest of all parties.  As of
Jan. 6, the case docket shows a Plan has yet to be filed.

           About Palmer Farms, Incorporated

Palmer Farms, Incorporated, Palmer Cattle, LLC, Marco Duane Palmer
and Elena Pavlovna Palmer filed chapter 11 petitions (Bankr. D.
Ariz. Case Nos. 4:16-bk-10202-BMW, 4:16-bk-10201-BMW, and
4:16-bk-10206-SHG, respectively) on Sept. 2, 2016. The petition was
signed by Marco D. Palmer, manager.

Palmer Farms and Palmer Cattle are represented by Michael McGrath,
Esq., Isaac D. Rothschild, Esq., and Jeffrey J. Coe, Esq., at Mesch
Clark Rothschild. Marco D. and Elena P. Palmer are represented by
Dennis J. Clancy, Esq., at Raven, Clancy & McDonagh, P.C.

At the time of filing, the Debtors estimated assets at $500,000 to
$1 million and liabilities at $1 million to $10 million. The case
is assigned to Judge Brenda Moody Whinery.

Marco and Elena Palmer are husband and wife and live in Thatcher,
Arizona. Marco is a fifth generation farmer who has farmed in
Thatcher for over 40 years. Marco Palmer is the former
vice-president of the irrigation district in Thatcher, Arizona. In
about 2010, the Palmers expanded into cattle ranching.


PARALLAX HEALTH: Six Individuals Elected to Board
-------------------------------------------------
Pursuant to an action by written consent of shareholders holding a
majority in interest in Parallax Health Sciences, Inc., these
individuals were elected to serve as the Company's Board of
Directors effective Jan. 1, 2017, to serve until the election of
new directors by the shareholders of the Company or resignation or
removal:

    Jorn Gorlach
    Joseph Michael Redmond
    Anand Kumar
    John L. Ogden
    William E. Withrow Jr.
    Calli Bucci

The Company said there are no family relationships with any of the
Company's directors and officers.

                      About Parallax Health

Parallax Health Sciences, Inc., has its principal line of business
in the bio-medical sector.  The Company, through its subsidiary,
Endeavor Sciences, Inc., is focused on the exploitation of a
diagnostic and monitoring platform and processes.  Its Target
System (the systems includes the VT-1000 Desktop Analyzer, the
Target Antigen Detection Cartridge and associated reagents)
technology applies immunochemical and optical methods to detect and
quantify analytes present in human specimens, including blood,
urine, and feces. Its product line includes a previously Food and
Drug Administration-cleared VT-1000 Desktop Analyzer and around a
dozen FDA 510(k) cleared diagnostic tests.

As of Sept. 30, 2015, Parallax Health had $31.40 million in total
assets, $33.53 million in total liabilities and a total
stockholders' deficit of $2.13 million.

"The Company has incurred losses since inception resulting in an
accumulated deficit of $3,704,186, and a working capital deficit of
$1,228,502, and further losses are anticipated.  The Company's
ability to continue as a going concern is dependent upon its
ability to generate profitable operations in the future and/or to
obtain the necessary financing to meet its obligations and repay
its liabilities arising from normal business operations when they
come due, which may not be available at commercially reasonable
terms.  There can be no assurance that the Company will be able to
continue to raise funds, in which case the Company may be unable to
meet its obligations and the Company may cease operations. These
factors, among others, raise substantial doubt about the Company's
ability to continue as a going concern," as disclosed in the
COmpany's quarterly report for the period ended Sept. 30, 2015.


PBA EXECUTIVE: Wants to Use Swift Financial Cash Collateral
-----------------------------------------------------------
PBA Executive Suites, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Florida for authorization to use cash
collateral.

The Debtor owns a building in Tulsa, Oklahoma, and operates
executive suites located at 1375 Gateway Blvd., Boynton Beach,
Florida and 20283 State Road 7, Boca Raton, Florida.

The Debtor intends to use cash collateral to continue to maintain
the executive suites.

The Debtor entered into a series of agreements with Swift Financial
Corporation, termed Future Receivables Sales Agreement, where the
Debtor granted Swift Financial Corporation a security interest in
all accounts receivables, fixtures, and equipment, among others.  

The Debtor owes Swift Financial Corporation $204,079 as of the
Petition Date.  Pursuant to the Future Receivables Sales Agreement,
the Debtor was to pay Swift Financial Corporation $4,746 per week.

The Debtor tells the Court that it receives $143,340 per month in
income, and that it needs the rents it receives to operate.  The
Debtor further tells the Court that its expenses exceed its income,
and that an entity related to the Debtor has been supplying capital
to fund the Debtor.

The Debtor proposes to continue making payments to Swift Financial
Corporation, pursuant to the terms of their Agreement, and to
continue making rental payments to its landlord.

The Debtor's proposed Budget covers the months of December 2016
through May 2017.  The Budget provides for total expenses in the
amount of $167,954 for January 2017, $168,954 for February 2017,
$169,656 for March 2017, and $169,954 for each of the months of
April 2017 and May 2017.

A full-text copy of the Debtor's Motion, dated Dec. 30, 2016, is
available at
http://bankrupt.com/misc/PBAExecutive2016_1626136epk_36.pdf

                    About PBA Executive Suites

PBA Executive Suites, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-26136) on Dec. 3,
2016.  The petition was signed by William Smith, chief financial
officer.  The Debtor is represented by Brian K. McMahon, Esq., at
Brian K. McMahon, P.A.  At the time of the filing, the Debtor
estimated assets of less than $1 million and liabilities of less
than $500,000.


PEABODY ENERGY: MacAllister, BOK Financial Appointed to Committee
-----------------------------------------------------------------
The Office of the U.S. Trustee on Jan. 4 appointed two more
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 cases of Peabody Energy Corp. and its
affiliates.

The two unsecured creditors are:

     (1) MacAllister Machinery Co., Inc.
         Attn: Roger J. Bennett
         2855 N. Franklin Rd.
         Indianapolis, IN 16210

     (2) BOK Financial
         Attn: George Kubin
         1600 Broadway, 3rd Floor
         Denver, CO 80202

The bankruptcy watchdog had earlier appointed Wilmington Trust
Company, Wilmington Savings Fund Society FSB, United Mine Workers
of America, Pension Benefit Guaranty Corp., Kinder Morgan Inc.,
Wagner Equipment Co., and Dyno Nobel Inc., court filings show.

                  About Peabody Energy Corp.

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company.  As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia.  The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine
in Australia.  In addition to its mining operations, the Company
markets and brokers coal from other coal producers, both as
principal and agent, and trade coal and freight-related contracts
through trading and business offices in Australia, China, Germany,
India, Indonesia, Singapore, the United Kingdom and the U.S.

Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.

At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $919 million.

On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code.  The 154 cases are pending joint
administration before the Honorable Judge Barry S. Schermer under
(Bankr. E.D. Mo. Case No. 16-42529).

As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.

The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.

The Office of the U.S. Trustee on April 29, 2016, appointed an
official committee of unsecured creditors.  The committee retained
Morrison & Foerster LLP as counsel, Spencer Fane LLP as local
counsel, Curtis, Mallet-Prevost, Colt & Mosle LLP as conflicts
counsel, Blackacre LLC as its independent expert, and Berkeley
Research Group, LLC, as financial advisor.


PENNSYLVANIA ECONOMIC: Fitch Affirms 'BB' Rating on $34MM Bonds
---------------------------------------------------------------
Fitch Ratings has affirmed the rating on the Pennsylvania Economic
Development Financing Authority's (the Colver Project)
approximately $34 million in 2005 series F resource recovery
revenue refunding bonds due December 2018 at 'BB'.  The Rating
Outlook is Stable.

                       KEY RATING DRIVERS

Summary: The 'BB' rating reflects the significant liquidity
remaining through the final two years of debt service,
substantially mitigating the risk of increasingly frequent forced
outages at this aging waste coal facility.  A long-term power
purchase agreement (PPA) helps stabilize revenues, but cash flow
remains vulnerable to reduced availability and increased
maintenance costs.  Projected rating case debt service coverage
(DSCR) is pressured to near breakeven in 2017 at 1.07x, which is
not consistent with the current rating level.  However, the rating
is supported by a short debt tenor, reduced debt service in 2018
and cash reserves equal to more than a year of debt service.

Contractual Revenues: Revenue Risk - Midrange

The project relies on the ability of the operator to maintain high
availability and capacity factors in order to maximize variable
payments under the PPA, capture the benefit of excess energy sold
at the locational marginal price (LMP) and provide revenue
stability.  LMP sales, despite price variability and small
percentage relative to total revenues, help to add cushion to the
cash flow profile.

Operating Margin Subject to Cost Control: Operating Risk - Weaker

The project remains exposed to price fluctuations in commodities,
uncertain emissions compliance costs and persistent maintenance
challenges.  Colver generally is meeting the Cross State Air
Pollution Rule (CSAPR) requirements and benefits from a compliance
extension beyond the debt maturity which provides some near-term
cash flow relief.

Adequate Coal Supply: Supply Risk - Midrange

Despite 75% of waste coal under contract through debt maturity, the
project is susceptible to potential price swings in the remaining
25% of spot coal supply.  The relative liquidity and depth of the
waste coal market helps to mitigate this risk over the remaining
debt tenor.  Increased use of opportunity coal has also mitigated
cost risk.

Debt Structure Supports Cash Flow: Debt Structure - Stronger
The debt structure is typical for project finance as it is fixed
rate and fully amortizes in 2018.  The short tenor mitigates
exposure to longer-term operating risks.  The available liquidity
bolsters cash flows against periods of production shortfalls or
increased operating costs over the next two years and further
strengthens the debt profile.

Pressured Financial Profile:

Under a modest rating case stress scenario which combines flat
revenues and a 10% operating expense increase, Fitch projects
near-term DSCR to average 1.30x with a minimum of 1.07x in 2017.
While these coverage levels may suggest a lower rating under
Fitch's criteria for fully contracted thermal power projects, the
near-term debt maturity and considerable liquidity support the
rating at the current level.

                             PEER GROUP

Colver and Choctaw (series 1 rated 'B'/Outlook Stable, series 2
rated 'B-'/Outlook Negative) face operating performance challenges
typical for coal facilities, though Colver has a longer history of
established operating performance.  With at least 15 years
remaining to debt maturity, Choctaw is exposed to longer-term risks
of variability in plant performance and potential exposure to
merchant revenues, and lacks liquidity reserves to mitigate
potential shortfalls in operating cash.  Conversely, Colver has a
strong cash balance to support debt service under scenarios of cash
flow erosion through the remaining short tenor of 2018.

                        RATING SENSITIVITIES

Negative - Depletion of reserves due to increased maintenance
costs, extended outage, or other operating challenges that
compromise debt repayment could result in a downgrade.

Positive - Positive rating action is unlikely given the challenges
in operating performance and resulting pressure on cash flows.

Performance Update

Plant operating performance in 2016 declined materially compared to
past years.  The capacity factor fell to roughly 79.5% YTD through
November, which deviates from annual levels traditionally above
90%.  However, management reports that the capacity factor for the
month of December rebounded to 100.34%.  Availability declined to
78.9% YTD 2016, well below the average availability of 91.6% from
2013 to 2015.  With this lower availability, the project will still
meet the required three-year rolling average minimum availability
of 85% to avoid penalty charges from the off-taker.

The project has faced growing maintenance needs typical of an aging
coal facility.  Colver experienced persistent tube leaks in 2016,
averaging one to two per month, and recently completed a month-long
planned outage ending Nov. 9, 2016.  Inspections during the outage
unveiled unanticipated issues that required additional repairs and
an additional cost of $1.8 million over the budget. Going forward,
the plant is reverting back to a 12-month maintenance cycle from
its recently implemented 18-month cycle to address maintenance
challenges earlier and improve operating performance.

In adopting the 12-month maintenance cycle, the project will factor
in an additional $3.6 million in plant maintenance costs each year
beginning in 2017 for an annual major maintenance outage.  Fitch
estimates that the project would need to achieve at least 86%
availability in 2017 to continue meeting the minimum availability
requirement and avoid offtaker penalties.

Management estimates a 2016 annual DSCR of 1.43x; however, Fitch
estimates 2016 DSCR at 1.32x based on available information, which
supports the rating.  Despite lower operating performance
throughout the year, a semi-annual DSCR of 1.76x in the first part
of the year buoyed the weaker DSCR of 1.09x in the latter half of
the year.  The increased utilization of opportunity fuel is
expected to continue benefitting the project's cost profile, as it
is cheaper and more efficient than fixed-price contracted coal
options.  Increased usage of opportunity fuel reduces the sulphur
content in Colver's fuel and resulting usage of limestone.  The
continuation of lower diesel costs will also help Colver manage
transportation costs for fuel delivery and ash disposal.  In
addition, the approval by the Pennsylvania Department of
Environmental Protection to defer compliance with acid gas
emissions requirements to April 2019 also reduces operating costs.

Fitch Cases

Fitch's base case assumes 1% revenue growth through 2018 with
expense growth at 5% based off of 2016 results on the assumption
that the capacity factor modestly improves.  This results in a DSCR
of 1.17x in 2017 and 1.85x in 2018 as debt service declines by
approximately 40% in the last year.

Fitch's rating case assumes future performance is similar to
performance in 2016.  Fitch's rating case includes relatively flat
revenue growth of 0.5% through maturity of the debt with expense
growth of 10% in each year based off of 2016 costs.  In this
scenario, Fitch estimates debt service coverage declines on average
by 21 basis points to 1.07x in 2017and 1.52x in 2018.  The short
remaining debt tenor and available liquidity of $27.4 million
(equal to 14.5 months of debt service) help to significantly reduce
the probability of default and support the rating at the current
level.  Fitch estimates that the project would need to incur an
additional 5% in costs (above the rating case) to fall below 1.0x
DSCR in 2017 and draw on cash reserves to support debt repayment.
Total operating expenses for 2017 can increase 92% from 2016 before
depleting reserves.  After this period, the lower debt burden in
2018 reduces the potential need to rely on reserves.

Asset Description

The Colver Project consists of a nominal 111.15MW waste coal-fired
qualifying facility located on a 62-acre site in Cambria,
Pennsylvania.  The project also includes a 9.6-mile, 115-kilovolt
transmission line interconnecting with the Pennsylvania Electric
Company Glory Substation.  The Colver facility began commercial
operations on May 16, 1995.  The senior bonds were issued on behalf
of an owner-participant as part of a leveraged-lease transaction.
Colver's sponsor is a limited partnership, Inter-Power/AhlCon
Partners, which is held by subsidiaries of Northern Star
Generation.

Under the terms of the PPA, Pennsylvania Electric Company (Penelec)
pays flat rates on annual energy up to 278 gigawatt-hours (GWh) of
on-peak production and 501 GWh/year off-peak production.  Penelec
purchases excess energy, produced in excess of caps above, at the
posted hourly LMP or day-ahead price of PJM Interconnection, LLC.



PICO HOLDINGS: Bloggers Name Daniel Silvers RPN's Man of Year
-------------------------------------------------------------
PICO Holdings, Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a
diversified holding company reporting recurring losses since 2008.
PICO owns 57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water
Company, Inc., a securities portfolio and various interests in
small businesses. PICO has $662 million in assets and $426 million
in shareholder equity. Central Square Management LLC and River Road
Asset Management LLC collectively own more than 11% of PICO. Other
activists at http://ReformPICONow.com/(RPN) have taken to the
Internet to advance the shareholder cause.

The bloggers proclaim: "After considerable deliberation among RPN
Directors and Experts, we have elected Daniel Silvers as RPN's Man
Of The Year 2016.

Mr. Silvers first hit the PICO scene when Kelly Cardwell at Central
Square Asset Management ramped up his campaign for directorships
and corporate governance improvements.  

According to the bloggers, "We suspect Mr. Silvers and Mr. Cardwell
were introduced by Steve Wolosky, Esq., at Olshan Frome Wolosky,
LLP, attorney to the activist stars. Mr. Wolosky was Central
Square's counsel.

"When Sean Leder, of Leder Holdings, launched his bold throw for
written consent to call a Special Meeting, which if implemented
would likely have checkmated John "The Juicer" Hart, it looked like
Mr. Silvers' name would never grace a PICO Holdings 8-K.

"But PICO being PICO, events turned unexpectedly. Before you could
say "Sign and return the White Card" 5 times fast, Mr. Silvers was
appointed to the PICO Board.

"Mr. Silvers' first 6 months as a PICO Director were quiet, from a
public spotlight perspective. We frequently heard that Mr. Silvers
was working diligently behind the scenes for PICO owners. We
thought we saw a difference in philosophies between Mr. Silvers and
the aforementioned abusers of shareholders. We assumed he was none
too pleased by the slow pace and the lack of results at PICO. We
speculated that Mr. Silvers chafed under the plodding and
controlling Chairman Raymond Marino.

"On December 2, 2016, several PICO Directors organized the PICO
Palace Coup, whereby Director-oriented Directors Mr. Marino and
Howard Brownstein were marginalized. In one hammer strike, PICO
went from a watching-paint-dry situation, to a hopeful value
maximization machine. For that ballsy and decisive revolt in the
name of expeditious value maximization at PICO and UCP, Mr. Silvers
is RPN's Man Of The Year - 2016."

The bloggers predict that Mr. Silvers will be named Chairman on May
4, 2017 -- the day of the PICO Annual Meeting. Currently, CEO Max
Webb holds both roles. "There are several reasons for our
not-so-bold prediction. First, now is the wrong time to run a
CEO/Chairman fusion proposal. If the American corporate mood were a
pendulum, it has swung strongly the other way. Second, as a
structural matter, many shareholders are opposed to the
CEO/Chairman fusion, regardless of any pendulum. These investors
think such an arrangement is flawed prima facie. Last, others --
such as RPN -- will vote against the fusion based on character
issues.

"After working with John "The Juicer" Hart for almost 20 years, it
is inarguable that Mr. Webb has an enormous tolerance for
corruption and incompetence in his midst. In one sense, Mr. Webb is
to be admired for such equanimity. But when it comes to selecting a
Chairman, an extraordinary ability to navigate corruption and
incompetence is not a characteristic we are looking for. We are
looking for the opposite. We want a Chairman with ZERO patience for
these gross character defects," according to the bloggers.

"A director who witnesses abuse of shareholders and quietly goes
along, is not a leader. And if serving as chairman is not about
leadership, then what is it about? No Director who stands idly by
while the owners of the business are abused will get RPN's vote for
Chairman."


PK IN TOWN: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: PK in Town, LLC
           dba PK's Fine Wine & Spirits
           dba PK's Fine Wine & Spirits #1
           dba PK's Fine Wine & Spirits #4
           dba PK's Fine Wine & Spirits #2
           dba PK's Fine Wine & Spirits #3
        4011 Commerce Street
        Dallas, TX 75226

Case No.: 17-30125

Chapter 11 Petition Date: January 5, 2017

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

Judge: Hon. Barbara J. Houser

Debtor's Counsel: Joyce W. Lindauer, Esq.
                  JOYCE W. LINDAUER ATTORNEY, PLLC
                  12720 Hillcrest Road, Suite 625
                  Dallas, TX 75230
                  Tel: (972) 503-4033
                  Fax: (972) 503-4034
                  E-mail: joyce@joycelindauer.com

Estimated Assets: $500,000 to $1 million

Estimated Liabilities: $1 million to $10 million

The petition was signed by Erik Ward, manager.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/txnb17-30125.pdf


R&B VENTURES: Hires Jake Douglas as Accountant
----------------------------------------------
R&B Ventures, LLC seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of Washington to employ Jake Douglas
and Accounting In Motion, Inc. as accountant.

The Debtor requires the accounting firm to prepare necessary tax
returns, reports and accounting functions for the Debtor.

Mr. Douglas will be paid $45 per hour.

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

Mr. Douglas 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 accounting firm can be reached at:

       Jake Douglas
       ACCOUNTING IN MOTION, INC.
       PO Box 14452
       Spokane Valley, WA 99214

                   About R&B Ventures, LLC

R&B Ventures, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wash. Case No. 16-03414) on Nov. 1,
2016.  The petition was signed by Richard Oxford, member.  At the
time of the filing, the Debtor estimated assets of less than $1
million and liabilities of less than $100,000.

Dan O'Rourke, Esq., at Southwell & O'Rourke, P.S., serves as the
Debtor's bankruptcy counsel.

No official committee of unsecured creditors has been appointed in
the Chapter 11 case of R&B Ventures, LLC, as of Nov. 29, according
to a court docket.


REGIS GALERIE: Has Until April 3 to File Chapter 11 Plan
--------------------------------------------------------
Judge Laurel E. Davis of the U.S. Bankruptcy Court for the District
of Nevada extended Regis Galerie, Inc.'s exclusive periods for
filing a chapter 11 plan and soliciting acceptances to the plan,
through April 3, 2017 and June 2, 2017, respectively.

The Debtor previously sought the extension of its exclusive
periods, telling the Court that it required additional time to
formulate a plan of reorganization that would facilitate both the
Debtor's commercial viability as a going concern and the interests
of creditors in realizing their claims.  The Debtor further told
the Court that it had been working to improve its operations and
has implemented several cost cutting measures as well as new sales
strategies.  The Debtor added that it wanted to use the next couple
of months to assess the effect of those efforts.

The Debtor said it intends to have discussions with the Grand Canal
Shoppes Landlord regarding the pre-petition default and a possible
restructuring of the Grand Canal Shoppes Agreements.  The Debtor
contended that afterwards, it would be in a position to file a plan
of reorganization.

             About Regis Galerie, Inc.

Regis Galerie, Inc., filed a chapter 11 petition (Bankr. D. Nev.
Case No. 16-14899) on Sept. 5, 2016.  The petition was signed by
Samuel Dweck, president.  The Debtor is represented by Bryan M.
Veillion, Esq., at Marquis Aurbach Coffing, and Michael L. Gesas,
Esq., at Arnstein & Lehr, LLP.  The case is assigned to Judge
Laurel E. Davis.  The Debtor estimated assets and liabilities at $1
million to $10 million at the time of the filing.


RESOLUTE ENERGY: Promotes Richard Betz to CEO
---------------------------------------------
Resolute Energy Corporation, on Aug. 24, 2016, announced that
Nicholas J. Sutton would retire from his position as chief
executive officer of the Company effective Dec. 31, 2016.  On Aug.
24, 2016, the Board of Directors of the Company approved a
transition plan including (i) the promotion of Richard F. Betz, the
executive vice president and chief operating officer of the
Company, to the position of chief executive officer of the Company,
and (ii) the appointment of Mr. Sutton, as executive chairman of
the Board, in each case to be effective contemporaneously with the
retirement of Mr. Sutton as the Company's chief executive officer.


On Jan. 1, 2017, Mr. Betz assumed the position of chief executive
officer and Mr. Sutton assumed the position of executive chairman
of the Company.  In connection with the appointment of Mr. Betz as
chief executive officer, the size of the Board was increased to
seven members and Mr. Betz was appointed to the Board as a Class I
director of the Company effective on Jan. 1, 2017.  Other than as
provided in the employment agreement for Mr. Betz, there is no
arrangement or understanding between Mr. Betz and any other person
pursuant to which he was selected to serve as a director.

In connection with their new positions, each of Messrs. Betz and
Sutton entered into new employment agreements with the Company
effective Jan. 1, 2017.

The employment agreements for Messrs. Betz and Sutton provide for
the payment of an annual base salary, initially in the amounts of
$485,000 and $200,000, respectively, and annual short-term
incentive payments (as a percent of base salary) upon the
achievement of certain targets.  Messrs. Betz and Sutton's initial
target annual short-term incentive payment percentages are 125% and
90%, respectively.  The agreements also provide for the issuance of
annual grants of equity or equity related awards (valued as a
percentage of base salary).  Messrs. Betz and Sutton's initial
target annual long-term incentive payment percentages are 400% and
350%, respectively.  In addition, each executive is entitled,
during the term of his employment agreement, to receive such
welfare benefits and other fringe benefits (including, but not
limited to vacation, medical, dental, life insurance, 401(k) and
other employee benefits and perquisites) as the Company may offer
from time to time to similarly situated executive level employees,
subject to applicable eligibility requirements.  The employment
agreements have an initial term commencing effective as of Jan. 1,
2017, and ending on Dec. 31, 2017, with automatic additional one
year term extensions.

Each employment agreement provides that if the executive's
employment is terminated (a) by the Company without "cause", but in
the absence of a "change in control", (b) by the executive with
"good reason", or (c) by the Company or by the executive upon his
death or disability, the executive is entitled to receive, in
addition to earned but unpaid compensation, bonus payments,
employee benefits and business expense reimbursements, (i) payment
of an amount equal to the equivalent of 24 months of his base
salary as of the date of termination (ii) payment of an amount
equal to a 2x multiple of the executive's target STI payment, (iii)
payment of an amount equal to a pro-rata portion of the target STI
payment that executive would have been entitled to for the calendar
year of termination,  (iv) reimbursement on a monthly basis of
premiums for payments for COBRA or equivalent health care coverage
for 24 months, (v) vesting of any time-based long-term incentive
awards, and (vi) continued vesting of any performance-based
long-term incentive awards through the end of the applicable
performance period if any performance targets are met during such
period (the payments described in (i) through (iv) are collectively
referred to as the "Severance Payments").  The terms "cause",
"change in control" and "good reason" have the definitions set
forth in the employment agreements.

Each employment agreement also provides that if the executive's
employment is terminated by the Company without cause, or by the
executive with good reason, within six months prior to the
occurrence of a change in control or within two years following a
change in control, he is entitled to receive, in addition to
Accrued Payments, (i) an amount equal to a 3x multiple of the sum
of (a) the executive's annual base salary as of the termination
date, or, if greater, as of the date of the change in control, plus
(b) his target STI payment, calculated based on his annual base
salary as of the termination date, or, if greater, as of the date
of the change in control, (ii) payment of the Pro-Rata Bonus, and
(iii) reimbursement on a monthly basis of premiums for payments for
COBRA or equivalent health care coverage for 24 months (the
payments described in (i) through (iii) are collectively referred
to as the "Change in Control Severance Payments").

In addition, upon a change in control, (i) any equity awards will
vest to the extent that the vesting of all outstanding awards is
accelerated by the Board under the terms of the Plan, and (ii) any
performance-based equity awards held by the executive will vest to
the extent that the stock price target or other performance
thresholds applicable to such awards are met in the change in
control transaction, as determined by the Board in its reasonable
discretion. Any performance-based equity awards held by the
executive that are not vested under the preceding sentence will be
automatically converted to time-based equity awards in equal
one-third proportions and the vesting of those awards will be
amended such that those awards shall vest over the executive’s
next three regularly scheduled vesting dates.  Any remaining equity
awards that remain unvested will vest on the established vesting
date of such award, provided however, that in the event of a
termination of the executive's employment by the Company (or its
successor) for any reason (other than for cause), or in the event
of a termination of his employment by the executive for good
reason, within two years following a change in control, such
unvested equity awards will immediately and automatically vest in
full and, in the case of options or other exercisable equity
awards, will remain exercisable for two years following such
termination of employment.

In addition, if the executive's employment is terminated (i) by the
Company for any reason other than for cause or (ii) by the
executive for good reason within the six months prior to the
occurrence of a change in control, then the executive will be
treated for purposes of the vesting of equity awards as if he
continued to be employed through the date of the change in control
and the termination of his employment occurred immediately
following the change in control.

The timing and amount of any Severance Payments or Change in
Control Severance Payments to the executive may be modified to
comply with, and to avoid additional taxes or interest under,
Section 409A of the Internal Revenue Code of 1986, as amended.

The agreements contain confidentiality and non-compete provisions
substantially similar to existing agreements; provided that the
applicable non-compete period for each of Messrs. Betz and Sutton
is 24 months in the event of a resignation without good reason or
termination for cause, 18 months in the event of a termination
without cause or resignation for good reason, and 6 months
following a termination in connection with a change in control.

                About Resolute Energy Corporation

Resolute Energy Corp. -- http://www.resoluteenergy.com/-- is an
independent oil and gas company focused on the acquisition,
exploration, exploitation and development of oil and gas
properties, with a particular emphasis on liquids focused,
long-lived onshore U.S. opportunities.  Resolute's properties are
located in the Paradox Basin in Utah and the Permian Basin in Texas
and New Mexico.

Resolute reported a net loss of $742 million in 2015, a net loss of
$21.9 million in 2014, and a net loss of $114 million in 2013.

As of Sept. 30, 2016, Resolute Energy had $294.9 million in total
assets, $634.0 million in total liabilities, and a total
stockholders' deficit of $339.1 million.

                          *    *    *

As reported by the TCR on Sept. 26, 2016, Moody's Investors
Service, upgraded Resolute Energy's Corporate Family Rating (CFR)
to 'Caa2' from 'Caa3', the Probability of Default Rating to Caa2-PD
from Caa3-PD and its senior unsecured notes rating to 'Caa3' from
'Ca'.  The Speculative Grade Liquidity rating was affirmed at
SGL-3.  The rating outlook was changed to positive from stable.

"The upgrade to Caa2 reflects Resolute's improved production and
drilling economics, which provide good visibility to continued
growth in a mid $40s oil price environment without increasing debt.
While leverage remains high, we expect moderation in the company's
reserve- and production-based debt metrics from significant
production growth at very competitive drillbit costs," noted John
Thieroff, Moody's VP-senior analyst.


RESOLUTE ENERGY: Repays $132 Million Term Loan Facility
-------------------------------------------------------
On Dec. 30, 2014, Resolute Energy Corporation and certain of its
subsidiaries, as guarantors, entered into a second lien Secured
Term Loan Agreement with Bank of Montreal, as administrative agent,
and the lenders party thereto.  On Jan. 3, 2017, the Company repaid
approximately $132 million constituting all amounts due under the
Term Loan Facility (including prepayment fees), with a portion of
the proceeds from its previously announced common stock offering
that closed on Dec. 23, 2016.  The Term Loan Facility was
terminated in connection with the repayment.

                About Resolute Energy Corporation

Resolute Energy Corp. -- http://www.resoluteenergy.com/-- is an
independent oil and gas company focused on the acquisition,
exploration, exploitation and development of oil and gas
properties, with a particular emphasis on liquids focused,
long-lived onshore U.S. opportunities.  Resolute's properties are
located in the Paradox Basin in Utah and the Permian Basin in Texas
and New Mexico.

Resolute reported a net loss of $742 million in 2015, a net loss of
$21.9 million in 2014, and a net loss of $114 million in 2013.

As of Sept. 30, 2016, Resolute Energy had $294.9 million in total
assets, $634.0 million in total liabilities, and a total
stockholders' deficit of $339.1 million.

                          *    *    *

As reported by the TCR on Sept. 26, 2016, Moody's Investors
Service, upgraded Resolute Energy's Corporate Family Rating (CFR)
to 'Caa2' from 'Caa3', the Probability of Default Rating to Caa2-PD
from Caa3-PD and its senior unsecured notes rating to 'Caa3' from
'Ca'.  The Speculative Grade Liquidity rating was affirmed at
SGL-3.  The rating outlook was changed to positive from stable.

"The upgrade to Caa2 reflects Resolute's improved production and
drilling economics, which provide good visibility to continued
growth in a mid $40s oil price environment without increasing debt.
While leverage remains high, we expect moderation in the company's
reserve- and production-based debt metrics from significant
production growth at very competitive drillbit costs," noted John
Thieroff, Moody's VP-senior analyst.


REX ENERGY: Has Deal to Sell Ohio Utica Warrior South Assets
------------------------------------------------------------
Rex Energy Corporation announced that it entered into a purchase
and sale agreement with Antero Resources Corporation pursuant to
which Antero will acquire the Company's Ohio Utica assets in the
Warrior South Area.  Rex Energy is selling its entire interest in
the assets and expects to receive net proceeds at closing of
approximately $30 million (subject to customary closing and
post-closing adjustments).  The assets that are being divested are
non-core and were not included in the Company's future development
plans.  Included in the sale are 14 gross wells and approximately
4,100 net acres in Guernsey, Noble and Belmont Counties in Ohio;
the assets are currently producing approximately 9.0 Mmcfe/d.  Rex
Energy expects to use the proceeds from the sale to pay down the
revolving line of credit and for general corporate purposes. The
transaction is expected to close in the first quarter of 2017,
subject to customary closing conditions and required approvals.

Upon the closing of the transaction, the Company has received
approval from its bank lenders to maintain the existing $190
million borrowing base under its revolving credit facility.

"Rex Energy routinely evaluates our asset portfolio to align our
development plans with the strategic deployment of capital," said
Tom Stabley, Rex Energy president and chief executive officer.
"With limited opportunity to expand our development in Warrior
South, and high quality assets located in near proximity to
Antero's operations, we view this transaction as a win-win for both
parties."

Mr. Stabley continued, "This transaction is another in a series of
initiatives we've undertaken in the last 12 months to strengthen
our balance sheet and enhance Rex's liquidity position.  Once
completed, the sale of the Warrior South assets plus our previous
sale of the Illinois Basin and other non-core assets will have
generated over $71 million of additional liquidity."

The Company plans to update the market regarding its 2017 and 2018
development, capital, and financial plans and production
projections in conjunction with or shortly following the closing of
the Warrior South sale.

                  About Rex Energy Corporation

Headquartered in State College, Pennsylvania, Rex Energy is an
independent oil and gas exploration and production company with its
core operations in the Appalachian Basin.  The Company's strategy
is to pursue its higher potential exploration drilling prospects
while acquiring oil and natural gas properties complementary to its
portfolio.

As of Sept. 30, 2016, Rex Energy had $925.3 million in total
assets, $849.1 million in total liabilities and $76.13 million in
total stockholders' equity.

Rex Energy reported a net loss attributable to common shareholders
of $372.9 million for the year ended Dec. 31, 2015, compared to a
net loss attributable to common shareholders of $49.02 million for
the year ended Dec. 31, 2014.

                             *   *   *

As reported by the TCR on April 6, 2016, Standard & Poor's Ratings
Services said that it lowered its corporate credit rating on Rex
Energy Corp. to 'SD' from 'CC'.  "The downgrade follows Rex's
announcement that it has closed an exchange offer to existing
holders of its 8.875% and 6.25% senior unsecured notes for a new
issue of 8% senior secured second-lien notes due 2020 (not rated)
and shares of common equity," said Standard & Poor's credit analyst
Aaron McLean.

In April 2016, the TCR reported that Moody's Investors Service
downgraded REX Energy Corporation's (REXX) Corporate Family Rating
to Ca from Caa3, its Probability of Default Rating to Ca-PD/LD from
Caa3-PD, its senior unsecured notes to C from Ca.  "The downgrade
reflects the poor overall recovery prospects as
indicated by REXX's PV-10 value.  The negative outlook is driven by
the weak commodity price environment, specifically in natural gas
pricing, which could further erode REXX's recovery value,"
commented Sreedhar Kona, Moody's senior analyst.


ROCKY MOUNTAIN: S&P Lowers Rating on 2010 School Bonds to 'B'
-------------------------------------------------------------
S&P Global Ratings lowered its underlying rating on the Colorado
Educational & Cultural Facilities Authority's series 2010 charter
school refunding and improvement revenue bonds, issued for the
Rocky Mountain Academy of Evergreen (RMAE), four notches, to 'B'
from 'BB+'.  At the same time, S&P Global Ratings removed the
rating from CreditWatch with negative implications, where it was
placed on Oct. 31, 2016.  The outlook is negative.

"In October 2016, we lowered the rating to 'BB+' due to significant
changes in RMAE's management and board, and a substantial drop in
its enrollment," said S&P Global Ratings credit analyst Ryan
Quakenbush.  "At the time, we placed the rating on CreditWatch with
negative implications due to continued enterprise instability and
the expected operational pressure. Following that action, we
received additional information regarding the changes in
management, fiscal 2016 financial results, and expected financial
performance for fiscal 2017."

The lower rating and negative outlook represent the significant
financial deterioration in fiscal 2016, including a bond covenant
violation with respect to calculated debt service coverage;
increased risk of debt acceleration; expected financial stress in
fiscal 2017 including a significant decline in days' cash on hand
anticipated for the end of the fiscal year; coupled with continued
leadership transition risk and future demand and enrollment
uncertainty.  RMAE management originally expected budget shortfall
of nearly $520,000 for the 2016 and 2017 fiscal years; however,
through a revised budget set forth in December 2016, management now
expects to end fiscal 2017 with a full accrual deficit of nearly
$290,000, which they intend to fund through unrestricted reserves.
As such, S&P expects unrestricted reserves to decline to
approximately $155,000 for fiscal 2017, or about 15 days' cash on
hand.  Furthermore, audited fiscal 2016 results were weaker than
expected, with RMAE posting a full-accrual deficit of $159,000,
which led to annual debt service coverage of below 1x as reported
to the trustee.  According to bond documents, this constitutes a
bond covenant violation.  Although no official notice of violation
or event of default has yet been issued by the trustee, S&P
believes the school debt acceleration risk remains.

RMAE recently hired an interim director, Dr. Gary Stueven, who will
serve until the end of the current academic year.  Management
reports that it will start a search for a permanent director in the
spring.  Also, RMAE now has a fully constituted board formed from
volunteers selected by the one member remaining from the original
board.  The board currently has eight members.  RMAE had 285 K-8
students enrolled as of Dec. 1, 2016, which is down substantially
from 392 the prior year.


ROUST CORP: Seeks RSA and Backstop Agreement Approval
-----------------------------------------------------
BankruptcyData.com reported that Roust Corporation filed with the
U.S. Bankruptcy Court a motion for an order (i) authorizing the
Debtors to assume a restructuring support agreement (RSA), (ii)
authorizing the Debtors to (a) assume a backstop agreement, (b) pay
the backstop commitment fee and (c) incur certain indemnification
obligations and (iii) granting related relief.  The motion
explains, "On November 9, 2016 the Debtors signed the RSA with
holders of approximately 90% in aggregate principal amount of the
existing Senior Secured Notes due 2018 (the 'Consenting Senior
Secured Noteholders'), holders of approximately two-thirds in
aggregate principal amount of the existing Senior Convertible PIK
Notes due 2018 (the 'Consenting Convertible Noteholders,' and
together with the Consenting Senior Secured Noteholders, the
'Consenting Noteholders'), and with Roust Trading Ltd., Russian
Standard Bank and Roustam Tariko (collectively with non-Roust
affiliates, the 'Russian Standard Parties,' and with the Consenting
Noteholders, the 'Plan Support Parties')...  It provides the
framework and support for a joint prepackaged plan of
reorganization (the 'Plan') which, once implemented, will
strengthen the reorganized Debtors' capitalization by over $500
million, deleverage their balance sheet by at least $462 million,
and position them for future growth in the global alcohol market...
The Backstop Agreement is a critical part of the Debtors'
reorganization efforts and the transaction agreed to in the RSA.
Certain noteholders (the 'Backstop Parties') have agreed to
backstop the share placement (the 'Share Placement') contemplated
by the RSA, which will provide the Debtors with assurance that $55
million of common stock (the 'New Common Stock') in Reorganized
Roust will be purchased in connection with the Share Placement...
In consideration for the Backstop Parties' commitment to purchase
the New Common Stock, the Backstop Parties will receive a backstop
fee (payable in the form of New Common Stock) equal to 0.25%, in
the aggregate, of the shares of the New Common Stock to be issued
and outstanding on the Effective Date (the 'Backstop Commitment
Fee')."

                     About Roust Corporation

Roust Corporation, formerly Central European Distribution
Corporation -- http://www.roust.com/-- is a vodka producer.  The  
Company's business primarily involves the production and sale of
its own spirit brands, and the importation of a range of spirits
and wines.  It operates its business based upon three primary
segments: Poland, Russia and Hungary.  In Poland, its brand
portfolio includes Absolwent, Zubrowka, Zubrowka Biala, Soplica,
Bols and Palace brands.  Its other brands include Absolwent
Grapefruit, Absolwent Apple Mint, Zubrowka Zlota, Soplica Plum and
Soplica Blackcurrant.  It produces and sells vodkas primarily in
three vodka sectors: premium, mainstream and economy.  Its primary
operations are conducted in Poland, Russia, Ukraine and Hungary. It
has around six operational manufacturing facilities located in
Poland and Russia.  It also produces ready-to-drink alcoholic
beverages, such as wine-based Amore, gin-based Bravo Classic and
Elle.

On Dec. 30, 2016, Roust Corporation and three affiliated companies
each filed petitions seeking relief under chapter 11 of the U.S.
Bankruptcy Code.  The Debtors' cases have been assigned to Judge
Robert D. Drain.  The Debtors are seeking to have their cases
jointly administered (Bankr. S.D.N.Y. Lead Case No. 16-23786).  The
petitions were signed by Grant Winterton, CEO.

The Debtors disclosed $1,373,863,812 in assets and liabilities of
$787,054,813 as of Nov. 30, 2016.

The Debtors are represented by attorneys Scott Simpson, Jay
Goffman, Mark McDermott, Mark Chehi and Sarah Pierce of Skadden
Arps Slate Meagher & Flom LLP.  The Debtors also tapped Houlihan
Lokey, Inc., as investment banker; and Epiq Bankruptcy Solutions,
LLC as claims and noticing agent.


SAMWIN LLC: Sale of Liquid CO2 Extraction Equipment for $300K OK'd
------------------------------------------------------------------
Judge Jerrold N. Poslusny, Jr., of the U.S. Bankruptcy Court for
the District of New Jersey authorized Samwin, LLC's private sale of
liquid CO2 extraction equipment to MC Finance and Management, LLC,
acting for Southern Humboldt Distribution, LLC, for $300,000, less
repayment of up to $100,000 to be advanced by MC Finance for the
purpose of refurbishing, upgrading and installing said equipment,
and less $25,000 previously lent by MC Finance to the debtor as a
postpetition administrative loan, which was approved by the Court
by Order dated May 26, 2016.

The sale is free and clear of all liens, claims and encumbrances.

Notwithstanding Fed. R. Bankr. P. 6004(h), the Order will be
effective and enforceable immediately upon entry, and its
provisions will be self-executing.

Samwin, LLC, filed for chapter 11 bankruptcy protection (Bankr.
D.N.J. Case No. 16-12420) on Feb 10, 2016.  The Debtor is
represented by
David A. Kasen, Esq., of Kasen & Kasen.


SCRIPSAMERICA INC: Wants Until May 5 to File Chapter 11 Plan
------------------------------------------------------------
ScripsAmerica, Inc. requests the U.S. Bankruptcy Court for the
District of Delaware to extend the exclusive periods during which
only the Debtor may file a Chapter 11 plan and solicit acceptances
thereof through and including May 5, 2017 and July 5, 2017,
respectively.

The Debtor tells the Court that it is the Debtor's first request
for an extension, and since the commencement of its chapter 11
case, majority of the Debtor's time and effort has been devoted
toward providing a foundation for the Debtor's plan process, such
as

     (a) completing asset and liability schedules/Statement of
Financial Affairs and

     (b) initiating a bidding process for certain of the Debtor's
assets.

Given that the Debtor and its professionals have focused their
primary efforts on these tasks, they have not been able to finalize
an appropriate plan.

                         About ScripsAmerica, Inc.

ScripsAmerica, Inc., filed a Chapter 11 petition (Bankr. D. Del.
Case No. 16-11991) on Sept. 7, 2016.  The petition was signed by
Jeffrey J. Andrews, chief financial officer.  At the time of
filing, the Debtor had $600,000 in total assets and $4.65 million
in total debt as of Sept. 6, 2016.

Ciardi Ciardi & Astin has been tapped as bankruptcy counsel, Equity
Partners HG LLC as investment banker, and Bederson LLP as
accountant.

The U.S. Trustee appointed two creditors to the official committee
of unsecured creditors, Ironridge Global Partners, LLC and Robert
Schneiderman.


SEARS HOLDINGS: ESL Partners Reports 57.6% Stake as of Jan. 3
-------------------------------------------------------------
ESL Partners, L.P. disclosed in an amended Schedule 13D filed with
the Securities and Exchange Commission that as of Jan. 3, 2017, it
beneficially owned 64,374,025 common shares of Sears Holdings
Corporation representing 57.6 percent based upon 107,033,252 shares
of Holdings Common Stock outstanding as of Dec. 5, 2016, as
disclosed in Holdings' Quarterly Report on Form 10-Q for the
quarter ended Oct. 29, 2016.

As of Jan. 4, 2017, these reporting persons may be deemed to
beneficially own the shares of Holdings Common Stock:

                                     Number of      Percentage
                                       Shares           of
Reporting                          Beneficially    Outstanding
   Person                               Owned          Shares
---------                          ------------    -----------
SPE I Partners, LP                    150,124           0.1%
SPE Master I, LP                      193,341           0.2%
RBS Partners, L.P.                   64,717,490        57.9%
ESL Investments, Inc.                64,717,490        57.9%
Edward S. Lampert                    64,717,490        54.8%

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

                     https://is.gd/dEsJEJ

                           About Sears

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused  

on seamlessly connecting the digital and physical shopping
experiences to serve members.  Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.

The Company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts.  Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.

Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues.  Kmart completed its
merger with Sears on March 24, 2005.

Sears Holdings reported a net loss of $1.12 billion on $25.14
billion of revenues for the year ended Jan. 30, 2016, compared to a
net loss of $1.81 billion on $31.19 billion of revenues for the
year ended Jan. 31, 2015.

As of July 30, 2016, Holdings had $10.61 billion in total assets,
$13.30 billion in total liabilities and a total deficit of $2.69
billion.

                            *     *     *

In September 2016, Moody's Investors Service downgraded Sears
Holdings' Speculative Grade Liquidity rating to 'SGL-3' from
'SGL-2' and retained other ratings, including the company's 'Caa1'
Corporate Family rating.

"The SGL-3 rating reflects our view that Sears will continue to
rely on external financing and the monetization of its alternative
assets to fund its operating losses" stated Moody's Vice
President, Christina Boni.  "We recognize the risks associated with
relying on these sources and continued shareholder support to
finance its negative operating cash flow which is estimated by
Moody's to be approximately $1.5 billion this year."

In March 2016, Fitch Ratings said it will retain Sears' long term
issuer default rating at 'CC'.

The TCR reported on Dec. 19, 2016, that S&P Global Ratings affirmed
its ratings, including the 'CCC+' corporate credit rating, on Sears
Holdings Corp.  "We revised our assessment of Sears' liquidity to
less than adequate from adequate based on the impact of continued
and meaningful cash use and constraints on contractually committed
liquidity from cash use and incremental secured funded borrowings,"
said credit analyst Robert Schulz.  "We do not incorporate any
significant prospective asset sales or execution of strategic
alternatives for legacy hardline brands into our assessment of
committed liquidity."


SEARS HOLDINGS: Obtains $500 Million Secured Loan Facility
----------------------------------------------------------
Sears Holdings Corporation announced that certain of its
subsidiaries have entered into a $500 million committed secured
loan facility maturing in July 2020.  $321 million was funded under
the Loan Facility today and up to an additional $179 million may be
drawn by the Borrowers in the future.

The Loan Facility is secured by mortgages on 46 real properties
owned by the Company's subsidiaries and will be secured by
additional real properties if the remaining $179 million loan
commitment is drawn.  The Loan Facility bears interest at a rate of
8% per annum and is guaranteed by the Company.  The Loan Facility
is intended to provide the Company with additional liquidity to
fund its operations while it initiates a process to market and sell
a portfolio of its real estate assets, the proceeds of which would
primarily be used to repay outstanding indebtedness.

"This Loan Facility will provide Sears Holdings with additional
financial flexibility and support our operations as we meet all of
our financial obligations," said Jason M. Hollar, Sears Holdings'
chief financial officer.

Entities affiliated with ESL Investments, Inc. are the lenders
under the Loan Facility.  Edward S. Lampert, the Company's chief
executive officer and chairman, controls ESL Investments, Inc.

The terms of the Loan Facility were approved by the Related Party
Transactions Subcommittee of the Board of Directors of the Company,
with advice from Centerview Partners and Weil Gotshal & Manges, the
Subcommittee's outside financial and legal advisors.

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

                     https://is.gd/UJrZfo

                           About Sears

Sears Holdings Corporation (NASDAQ: SHLD) --
http://www.searsholdings.com/-- is an integrated retailer focused  

on seamlessly connecting the digital and physical shopping
experiences to serve members.  Sears Holdings is home to Shop Your
Waytm, a social shopping platform offering members rewards for
shopping at Sears and Kmart as well as with other retail partners
across categories important to them.

The Company operates through its subsidiaries, including Sears,
Roebuck and Co. and Kmart Corporation, with more than 2,000 full-
line and specialty retail stores in the United States and Canada.

Kmart Corporation and 37 of its U.S. subsidiaries filed voluntary
Chapter 11 petitions (Bankr. N.D. Ill. Lead Case No. 02-02474) on
Jan. 22, 2002.  Kmart emerged from chapter 11 protection on May 6,
2003, pursuant to the terms of an Amended Joint Plan of
Reorganization.  Skadden, Arps, Slate, Meagher & Flom, LLP,
represented Kmart in its restructuring efforts.  Its balance sheet
showed $16,287,000,000 in assets and $10,348,000,000 in debts when
it sought chapter 11 protection.

Kmart bought Sears, Roebuck & Co., for $11 billion to create the
third-largest U.S. retailer, behind Wal-Mart and Target, and
generate $55 billion in annual revenues.  Kmart completed its
merger with Sears on March 24, 2005.

Sears Holdings reported a net loss of $1.12 billion on $25.14
billion of revenues for the year ended Jan. 30, 2016, compared to a
net loss of $1.81 billion on $31.19 billion of revenues for the
year ended Jan. 31, 2015.

As of July 30, 2016, Holdings had $10.61 billion in total assets,
$13.30 billion in total liabilities and a total deficit of $2.69
billion.

                          *     *     *

In September 2016, Moody's Investors Service downgraded Sears
Holdings' Speculative Grade Liquidity rating to 'SGL-3' from
'SGL-2' and retained other ratings, including the company's 'Caa1'
Corporate Family rating.

"The SGL-3 rating reflects our view that Sears will continue to
rely on external financing and the monetization of its alternative
assets to fund its operating losses" stated Moody's Vice
President, Christina Boni.  "We recognize the risks associated with
relying on these sources and continued shareholder support to
finance its negative operating cash flow which is estimated by
Moody's to be approximately $1.5 billion this year."

In March 2016, Fitch Ratings said it will retain Sears' long term
issuer default rating at 'CC'.

The TCR reported on Dec. 19, 2016, that S&P Global Ratings affirmed
its ratings, including the 'CCC+' corporate credit rating, on Sears
Holdings Corp.  "We revised our assessment of Sears' liquidity to
less than adequate from adequate based on the impact of continued
and meaningful cash use and constraints on contractually committed
liquidity from cash use and incremental secured funded borrowings,"
said credit analyst Robert Schulz.  "We do not incorporate any
significant prospective asset sales or execution of strategic
alternatives for legacy hardline brands into our assessment of
committed liquidity."


SED INTERNATIONAL: Seeks July 6 Plan Filing Period Extension
------------------------------------------------------------
SED International Holdings, Inc. and SED International, Inc. ask
the U.S. Bankruptcy Court for the Northern District of Georgia to
extend their exclusive periods for filing and soliciting
acceptances of one or more Chapter 11 plans, through July 6, 2017
and September 6, 2017, respectively.

Absent an extension, SED International's exclusive plan filing
period would have expired on January 7, 2017.  SED International
Holdings' exclusive plan filing period is set to expire on January
12, 2017.

The Debtors relate that they filed their Motion for Authority to
Sell All Shares of SED International de Colombia, S.A.S. on
December 7, 2016.  The Debtors further relate that by the Sale
Motion, the Debtors seek to sell their interest in SED
International de Colombia, S.A.S., which constitutes substantially
all of their assets.

The Court entered an Order Approving Procedures for the Sale of All
Shares of SED International de Colombia, S.A.S. and Setting Hearing
Date on Sale Motion approving the procedures for the sale of the
Debtors' assets, setting February 17, 2017 as the deadline for
potential purchasers to submit bids to the Debtors, and setting
February 23, 2017, as the date for a hearing to approve the Sale
Motion.

The Debtors contend that the outcome of the sale process will
impact the structure and terms of any plan of reorganization that
may be proposed by the Debtors.  The Debtors further contend that
they need more time to determine the best course of action to
propose one or more Chapter 11 plans.

          About SED International Holdings, Inc.

Founded in 1980, SED International Holdings, Inc. is a
multinational, preferred distributor of leading computer
technology, consumer electronics, and small appliance products. The
company also offers custom-tailored supply chain management
services ideally suited to meet the priorities and distribution
requirements of the e-commerce, Business-to-Business and
Business-to-Consumer markets.

Headquartered near Atlanta, Georgia with business operations in
California; Florida; Georgia; Bogota, Colombia and Buenos Aires,
Argentina, SED serves a customer base of over 10,000 channel
partners and retailers in the United States, Latin America, and
Caribbean.

On February 24, 2016, Hill, Kertscher & Wharton, LLC filed an
involuntary petition for relief under Chapter 7 of the Bankruptcy
Code against Holdings.  Alan Rothman joined in the involuntary
petition on March 31, 2016, and Brother International Corp. on
April 6, 2016.

On September 14, 2016, the court converted the Chapter 7 case to
one under Chapter 11 (Bankr. N.D. Ga. Case No. 16-53376).

Based in Lawrenceville, Ga., SED International, Inc. filed a
Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 16-66019)
on September 9, 2016, listing under $1 million in total assets and
between $10 million to $50 million in liabilities.  The petition
was signed by Sham Gad, CEO.

The Debtors' cases are being jointly administered under Case No.
16-53376.  No official committee of unsecured creditors, trustee or
examiner has been appointed in the cases.

Robert J. Williamson, Esq., and Ashley Reynolds Ray, Esq., at
Scroggins & Williamson P.C., serve as the Debtors' counsel.

The Debtors retained Finley, Colmer and Company to provide interim
management services, and Heritage & FB Consultant Group S.A.S. as
investment banker.



SIGEL'S BEVERAGES: Hires Bridgepoint as Financial Advisor
---------------------------------------------------------
Sigel's Beverages, LP seeks authorization from the Hon. Barbara J.
Houser of the U.S. Bankruptcy Court for the Northern District of
Texas to employ Bridgepoint Consulting, LLC as financial and
restructuring advisor, nunc pro tunc to November 21, 2016.

The Debtor requires Bridgepoint to:

   (a) assist the Debtor and its counsel with general matters
       related to a restructuring and chapter 11 proceeding;

   (b) assist the Debtor with preparation as necessary of any
       bankruptcy required reporting, including Monthly Operating
       Reports, and any amendments to the Schedules and Statements

       of Financial Affairs if required;

   (c) review financial information pertaining to the Debtor's
       assets, liabilities, cash flows, financial statements, and
       projections, with all such information to be timely
       provided by the Debtor;

   (d) maintain a 13-week cash budget and operating projection;

   (e) analyze assets that may be available to provide liquidity;

   (f) analyze certain liabilities including payables, leases,
       vendor agreements and litigation claims;

   (g) assist the Debtor and counsel with preparation for
       hearings, bank or creditor meetings, and creation of
       supporting exhibits;

   (h) assist the Debtor with exploring alternative financing, or
       a sale of the business or assets, if appropriate;

   (i) review, and Sigel's shall timely provide, financial
       information exchanged between Sigel's and its creditors,
       any regulatory agencies, consultants, prospective investors

       or other third parties, as may be necessary or appropriate;

   (j) consult with and obtain input from the Debtor's senior
       management team;

   (k) contact, and provide information to, representatives
       of the Debtor's lenders or key creditors and their
       professionals, and other select stakeholders or
       third-party professionals as shall be further agreed,
       and shall keep you fully informed of all
       significant developments with respect thereto; and

   (l) perform other services as may be agreed upon between
       the parties.

Bridgepoint will be paid at these hourly rates:

       Partners/Managing Directors     $350-$495
       Senior Managers                 $275-$350
       Consultants                     $125-$275
       Support Staff                   $60-$100

Dawn Ragan will be the engagement manager, and her hourly rate is
$400.

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

Dawn Ragan, managing director of Bridgepoint, 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.

Bridgepoint can be reached at:

       Dawn Ragan
       BRIDGEPOINT CONSULTING LLC
       6300 Bridgepoint Parkway
       Austin, TX 78730
       Tel: (512) 437-7900

                     About Sigel's Beverage

Sigel's Beverage, L.P. engages in the wholesale distribution and
retail of alcoholic beverages.  

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Case No. 16-34118) on October 20, 2016.
The petition was signed by Anthony J. Bandiera, chief executive
officer of Milan General Investments, Inc., general partner of the
Debtor.  

The Hon. Barbara J. Houser presides over the Debtor's case.  

At the time of the filing, the Debtor estimated $10 million to $50
million in assets and liabilities.


SINCLAIR'S RESTAURANT: Taps Evans & Mullinix as Legal Counsel
-------------------------------------------------------------
Sinclair's Restaurant LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Missouri to hire legal counsel.

The Debtor proposes to hire Evans & Mullinix, P.A. to give advice
regarding its duties under the Bankruptcy Code, and provide other
legal services related to its Chapter 11 case.

The hourly rates for the primary attorneys and paralegals
anticipated to represent the Debtor are:

     Colin Gotham        $325
     Richard Wallace     $325
     Thomas Mullinix     $325
     Joanne Stutz        $325
     Paralegals          $100

Colin Gotham, Esq., disclosed in a court filing that the firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

Evans & Mullinix can be reached through:

     Colin N. Gotham, Esq.
     Evans & Mullinix, P.A.
     7225 Renner Road, Suite 200
     Shawnee, KS 66217
     Tel: (913) 962-8700
     Fax: (913) 962-8701
     Email: cgotham@emlawkc.com

                   About Sinclair's Restaurant

Sinclair's Restaurant, LLC operates a restaurant at 1402 NW Highway
7, Blue Springs, Missouri.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Mo. Case No. 16-43488) on December 27, 2016.  The
petition was signed by Shane Miller, member.  

At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.


SINGLETON CREEK: Seeks to Hire NAI Brannen as Real Estate Broker
----------------------------------------------------------------
Singleton Creek, Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Georgia to hire a real estate broker.

The Debtor proposes to hire NAI Brannen/Goddard, LLC in connection
with the sale of all of its properties, and pay the firm a
commission of 10% of the sales price.

Mitchell Brannen, a real estate broker employed with NAI Brannen,
disclosed in a court filing that the firm is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.

The firm can be reached through:

     Mitchell Brannen
     NAI Brannen/Goddard, LLC
     5555 Glenridge Connector, Suite 1100
     Atlanta, GA 30342
     Tel: +1 404-812-4000

                     About Singleton Creek

Singleton Creek, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-71772) on December 5,
2016.  The petition was signed by Hoke S. Randall, III, president.


At the time of the filing, the Debtor disclosed $5.02 million in
assets and $3.54 million in liabilities.


SIRGOLD INC: Taps Goetz Fitzpatrick as Counsel
----------------------------------------------
Sirgold, Inc. seeks authorization from the Hon. Shelley C. Chapman
of the U.S. Bankruptcy Court for the Southern District of New York
to employ Goetz Fitzpatrick LLP as Chapter 11 counsel, nunc pro
tunc to October 21, 2016.

The Debtor requires Goetz Fitzpatrick to:

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

       duties as a debtor-in-possession;

   (b) prepare all necessary applications, answers, orders,  
       reports and other legal documents on behalf of the Debtor
       in connection with the chapter 11 proceeding;

   (c) perform all other legal services for the Debtor that may be

       necessary in this chapter 11 case; and

   (d) represent the Debtor in the prosecution and defense of
       various claims, both by and against the Debtor.

Goetz Fitzpatrick will be paid at these hourly rates:

       Gary Kushner             $550
       Attorneys                $200-$600
       Associates               $300-$400
       Law Clerks and
       Paralegals               $100-$200

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

Goetz Fitzpatrick has received a retainer of $25,000.00 for the
chapter 11 case.

Gary M. Kushner, partner of Goetz Fitzpatrick, 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.

Goetz Fitzpatrick can be reached at:

       Gary M. Kushner, Esq.
       Scott D. Simon, Esq.
       GOETZ FITZPATRICK LLP
       One Penn Plaza, 31st Floor
       New York, NY 10119
       Tel: (212) 695-8100

                        About Sirgold Inc.

Sirgold, Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 16-12963) on October 21, 2016.  The
case is assigned to Judge Shelley C. Chapman. Gary M. Kushner, Esq.
and Scott D. Simon, Esq. of Goetz Fitzpatrick LLP serve as Chapter
11 counsel.

On December 8, 2016, the Office of the U.S. Trustee appointed five
creditors to serve on the official committee of unsecured
creditors.


SONNEBORN HOLDINGS: S&P Raises Rating on Sr. Secured Debt to 'B+'
-----------------------------------------------------------------
S&P Global Ratings said that it has reviewed its recovery and
issue-level ratings for Sonneborn Holdings L.P. and its
subsidiaries, Sonneborn Dutch Holdings B.V., Sonneborn LLC, and
Sonneborn Refined Products B.V., that were labeled as "under
criteria observation" (UCO) after publishing its revised recovery
ratings criteria on Dec. 7, 2016.  With S&P's criteria review
complete, it is removing the UCO designation from these ratings.

S&P is revising its recovery rating on the company's senior secured
debt to '2' from '3' and raising the associated issue-level rating
to 'B+' from 'B.'  The '2' recovery rating indicates S&P's
expectation for substantial (70%-90%; upper half of the range)
recovery in the event of payment default.

These rating actions stem solely from the application of S&P's
revised recovery criteria and do not reflect any change in its
assessment of the corporate credit ratings for issuers of the
affected debt issues.

RATINGS LIST

Issue Rating Raised Due To Revised Recovery Rating Criteria For
Speculative-Grade Corporate Issuers; Recovery Rating Revised
                                       To               From
Sonneborn Dutch Holdings B.V.
Sonneborn Holdings L.P.
Sonneborn LLC
Sonneborn Refined Products B.V.
Senior Secured                        B+               B
  Recovery rating                      2H               3H



SOUTHERN GRADING: Case Summary & 3 Unsecured Creditors
------------------------------------------------------
Debtor: Southern Grading, Incorporated
        1201 Progressive Dr., Suite 102
        Chesapeake, VA 23328

Case No.: 17-70049

Chapter 11 Petition Date: January 5, 2017

Court: United States Bankruptcy Court
       Eastern District of Virginia (Norfolk)

Judge: Hon. Stephen C. St. John

Debtor's Counsel: John M. Barrett, Esq.
                  ALLEGIANT LAW, PC
                  200 South Kellam Road
                  Virginia Beach, VA 23462
                  Tel: 757-456-5297
                  Fax: 757-456-5298
                  E-mail: johnbarrett@lawyer.com
                          jb@allegiantlaw.net

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

Estimated Liabilities: $1 million to $10 million

The petition was signed by Keith J. Bartee, president.

A copy of the Debtor's list of three unsecured creditors is
available for free at http://bankrupt.com/misc/vaeb17-70049.pdf


SPECTRUM HEALTHCARE: Wants to Use Cash Collateral Until March 2017
------------------------------------------------------------------
Spectrum Healthcare LLC and its affiliated debtors ask the U.S.
Bankruptcy Court for the District of Connecticut for authorization
to use cash collateral.

The Debtors expect to use cash collateral through the end of March
2017.

The Debtors relate that the following parties may have a claim or
interest in the cash collateral:

     (1) MidCap Funding IV Trust;

     (2) CCP Finance I, LLC;

     (3) CCP Park Place 7541 LLC and CCP Torrington LLC, also known
as the CCP Landlords;

     (4) Midland States Bank;

     (5) the Secretary of Housing and Urban Development, or the
HUD; and

     (6) the State of Connecticut, Department of Revenue Services,
or 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.

Love Funding Corporation made loans and/or extensions of credit to
Spectrum Derby Realty, LLC, which are secured by a mortgage against
real estate which is leased by Spectrum Derby Realty to Spectrum
Derby and used by Spectrum Derby to operate a skilled nursing
facility.  To further secure the loans made by Love Funding to
Spectrum Derby Realty, Spectrum Derby granted to Love Funding a
security interest in certain collateral that includes collateral
which is the subject of the security interest granted to Midcap
Financial by Spectrum Derby. The HUD guaranteed the mortgage
against the property leased to Spectrum Derby.  As of the Petition
Date, the amount outstanding on account of the HUD- guaranteed
mortgage was $8,492,738.

The material terms of the proposed use of cash collateral are:

     (1) granting of replacement liens to the Secured Parties in
the assets of the Debtors that are generated post-petition to the
same validity, priority and extent of the Secured Parties'
respective liens and security interests in the accounts receivable,
deposit accounts, cash and other assets of the Debtors giving rise
to the creation of the cash collateral, subject to the Carve-Out;
and

     (2) for Midcap, the payment of adequate protection payments of
$5,000 per week plus the Debtors' commitment to pay to Midcap a
workers' compensation refund, which they expect to receive in
February 2017 in the amount of approximately $742,871.

The Carve-Out consists of U.S. Trustee fees, fees of the Debtors'
professionals up to $200,000 and of any Committee professionals of
up to $60,000.

The Debtors propose to commit to a sale process for the sale of
their assets.

The Debtors tell the Court that their only source of revenue to pay
for their ordinary and necessary operating expenses, thereby
enabling them to continue and maintain the operation of their
businesses, is from existing cash and the proceeds of accounts
receivable in which the Debtors and their Secured Parties have an
interest as cash collateral.  The Debtors further tell the Court
that the nature and scope of their businesses of providing skilled
care for their patients, approximating 455 in number, mandate that
their day-to-day operations continue.  

The Debtors say that they must use cash collateral to:

     (1) provide their employees with their wages and benefits; and


     (2) pay for the goods and services to be received from
numerous items such as food, medical supplies and drugs.

   
A full-text copy of the Debtor's Motion, dated December 30, 2016,
is available at
http://bankrupt.com/misc/SpectrumHealthcare2016_1621635_237.pdf

                  About Spectrum Healthcare

Spectrum Healthcare LLC is a nursing home operator, owning six
nursing facilities have 716 beds and employing 725 people.

Spectrum Healthcare and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos.
16-21635 to 16-21639) on Oct. 6, 2016.  The petitions were signed
by Sean Murphy, chief financial officer.

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

Spectrum Healthcare and its affiliates previously filed Chapter 11
petitions (Bankr. D. Conn. Case No. 12-22206) on Sept. 10, 2012.

The Debtors are represented by Elizabeth J. Austin, Esq., Irve J.
Goldman, Esq., and Jessica Grossarth, Esq., at Pullman & Comley,
LLC. Blum, Shapiro & Co., P.C. serves as their accountant and
financial advisor.

William K. Harrington, the United States Trustee for the District
of Connecticut, appointed Nancy Shaffer, M.A., a member of the
Connecticut Long Term Care Ombudsman's Office, as the Patient Care
Ombudsman for Spectrum Healthcare Derby, LLC, Spectrum Healthcare
Hartford, LLC, Spectrum Healthcare Manchester, LLC, and Spectrum
Healthcare Torrington, LLC.


SPI ENERGY: In Talks to Extend Private Placement Long Stop Date
---------------------------------------------------------------
SPI Energy Co., Ltd., announced that it had completed approximately
US$881,000 of its US$100 million private placement announced on
Sept. 28, 2016.  The Company is in discussion with the remaining
investors to extend the long stop date of the private placement
with respect to those investors.

                  About SPI Energy Co., Ltd.

SPI Energy Co., Ltd., (As successor in interest to Solar Power,
Inc.), is a global provider of photovoltaic (PV) solutions for
business, residential, government and utility customers and
investors.  SPI Energy focuses on the downstream PV market
including the development, financing, installation, operation and
sale of utility-scale and residential solar power projects in
China, Japan, Europe and North America.  The Company operates an
innovative online energy e-commerce and investment platform,
http://www.solarbao.com/,which enables individual and
institutional investors to purchase innovative PV-based investment
and other products; as well as http://www.solartao.com/, a B2B
e-commerce platform offering a range of PV products for both
upstream and downstream suppliers and customers.  The Company has
its operating headquarters in Shanghai and maintains global
operations in Asia, Europe, North America and Australia.

SPI Energy reported a net loss of $185 million on $191 million of
net sales for the year ended Dec. 31, 2015, compared to a net loss
of $5.19 million on $91.6 million of net sales for the year ended
Dec. 31, 2014.  As of Dec. 31, 2015, SPI Energy had $710 million in
total assets, $493 million in total liabilities and $216.6 million
in total stockholders' equity.

KPMG Huazhen LLP, in Shanghai, China, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that SPI Energy Co., Ltd., and its
subsidiaries have suffered significant losses from operations and
have a negative working capital as of Dec. 31, 2015.  In addition,
the Group has substantial amounts of debts that will become due for
repayment in 2016.  The auditors said these factors raise
substantial doubt about the Group's ability to continue as a going
concern.


SPORTS AUTHORITY: Court Extends Plan Filing Period Until March 27
-----------------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware extended the exclusive periods during which only TSAWD
Holdings, Inc., and its affiliated debtors may file a chapter 11
plan and solicit acceptances to such plan, through March 27, 2017
and May 27, 2017, respectively.

The Troubled Company Reporter had earlier reported that the Debtors
asked the Court for an additional extension of the Exclusive
Periods so that they may be afforded sufficient time to finish
reconciliations and other post-closing administrative tasks related
to their asset sales that commenced upon entry of the Court's
Settlement Approval Order.   The Debtors further told the Court
that following this process, the Debtors will evaluate their assets
and administrative liabilities, on a Debtor-by-Debtor basis, in
order to determine if any chapter 11 plan is feasible with respect
to one or more of the Debtors.  

                        About Sports Authority Holdings

Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928.  The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico.  The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands.  The Debtors employ 13,000 people.

Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016.  The petitions were signed by Michael
E. Foss as chairman & chief executive officer.

The Debtors have engaged Robert A. Klyman, Esq., Matthew J.
Williams, Esq., Jeremy L. Graves, Esq., and Sabina Jacobs, Esq., at
Gibson, Dunn & Crutcher LLP as general counsel; Michael R. Nestor,
Esq., Kenneth J. Enos, Esq., and Andrew L. Magaziner, Esq., at
Young Conaway Stargatt & Taylor, LLP as co-counsel; Rothschild Inc.
as investment banker; FTI Consulting, Inc., as financial advisor;
and Kurtzman Carson Consultants LLC as notice, claims,
solicitation, balloting and tabulation agent.

Andrew Vara, Acting U.S. trustee for Region 3, appointed seven
creditors of Sports Authority Holdings Inc. to serve on the
official committee of unsecured creditors.  Lawyers at Pachulski
Stang Ziehl & Jones LLP represent the Official Committee of
Unsecured Creditors.

                             *     *     *

In May 2016, the Delaware Court allowed Sports Authority to proceed
with the liquidation of all of its roughly 450 stores across the
country after the Debtors resolved or beat out about 100 objections
to the sale.  Judge Mary F. Walrath approved an agreement for a
joint venture of Gordon Brothers Retail Partners LLC, Hilco
Merchant Resources LLC and Tiger Capital Group LLC to conduct going
out of business sales.  The Joint Venture won an auction for the
Debtors' inventory.  The Debtors failed to obtain a winning
going-concern bid at a May 17, 2016 auction.

In July 2016, Judge Walrath approved the sale of the Debtors'
intellectual property and more than two dozens of property leases
to Dick's Sporting Goods Inc.  A Wall Street Journal report, citing
anonymous sources, said Dick's bid was for $15 million.


STERLING ENGINEERING: Court Extends Plan Filing Period to Mar. 24
-----------------------------------------------------------------
Judge David R. Jones of the U.S. Bankruptcy Court for the Southern
District of Texas extended Sterling Engineering Group of Companies,
LLC's exclusive period for filing a chapter 11 plan and soliciting
votes on approval of its plan, through March 24, 2017.

The Debtor previously sought the extension of its exclusivity
period, contending that any successful plan of reorganization
required a resolution of Suncoast Post-Tension, Ltd.'s claim which
constituted an overwhelming percentage of more than 95% of all
financial claims asserted against the Debtor.

The Debtor related that it had reached a conditional settlement
with Suncoast in relation to Suncoast's claim, which was approved
by the Court during the exclusivity extension previously granted by
the Court.

The Debtor further related that another issue related to a final
reorganization involved the claim and subsequent adversary action
filed by Warwick Construction, Inc.  The adversary action involved
the Debtor's liability on a construction project located in Fort
Bend County, Texas.  Although the Court had recently granted
summary judgment on behalf of the Debtor, a final order had not yet
been entered since Warwick had recently filed a motion for
reconsideration that had not been heard by the Court.

The Debtor added that it was in negotiations related to a stayed
litigation involving claims made by Bristol West End Condominium
Association, Inc. against the Debtor, in the Chancery Court of
Nashville, Tennessee.  The Debtor anticipated filing an adversary
action in the event that its ongoing negotiations with Bristol were
not successful.

             About Sterling Engineering
              Group of Companies, LLC

Sterling Engineering Group of Companies, L.L.C., based in Houston,
Texas, filed a Chapter 11 bankruptcy petition (Bankr. S.D. Tex.
Case No. 16-31442) on March 24, 2016.  The petition was signed by
Sandeep Patel, manager.  The Debtor is represented by Kevin M.
Madden, Esq., at the Law Offices of Kevin Michael Madden, PLLC.
The case is assigned to Judge David R. Jones.  The Debtor estimated
assets at $500,000 to $1 million and liabilities at $10 million to
$50 million at the time of the filing.


STONE ENERGY: Hires Latham & Watkins as Bankruptcy Counsel
----------------------------------------------------------
Stone Energy Corporation, et al., seek authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Latham & Watkins LLP as bankruptcy counsel, nunc pro tunc to the
December 14, 2016 petition date.

The Debtors require Latham & Watkins to:

   (a) advise the Debtors with respect to their powers and duties
       as debtors in possession in the continued management and
       operation of their businesses and properties;

   (b) attend meetings and negotiating with representatives of
       creditors, interest holders, and other parties in interest;


   (c) analyze proofs of claim filed against the Debtors and
       potential objections to such claims;

   (d) analyze executory contracts and unexpired leases and
       potential assumptions, assignments, or rejections of such
       contracts and leases;

   (e) take all necessary action to protect and preserve the
       Debtors' estates, including prosecuting actions on the
       Debtors' behalf, defending any action commenced against the

       Debtors, and representing the Debtors' interests in
       negotiations concerning litigation in which the Debtors are

       involved, including objections to claims filed against the
       estates;

   (f) prepare motions, applications, answers, orders, reports,
       and papers necessary to the administration of the Debtors'
       estates;

   (g) take necessary action on behalf of the Debtors to
       negotiate, prepare, and obtain approval of a disclosure
       statement and confirmation of a plan of reorganization;

   (h) advise the Debtors in connection with any potential sale of

       assets or stock and taking necessary action to guide the
       Debtors through such potential sale;

   (i) appear before this Court or any Appellate Courts and     
       protect the interests of the Debtors' estates before those
       Courts and the United States Trustee (the "U.S. Trustee");
  
   (j) advise on corporate, litigation, environmental, finance,
       tax, employee benefits, and other legal matters; and

   (k) perform all other necessary legal services for the Debtors
       in connection with the Chapter 11 Cases.

Latham & Watkins will be paid at these hourly rates:

       Senior Partner              $925-$1,375
       Junior Partner              $925-$1,275
       Senior Associate            $875-$1,020
       Associate                   $760-$915
       Junior Associate            $495-$785

Latham & Watkins will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Latham & Watkins provided regular legal services to the Debtors on,
among other things, corporate and transactional matters since March
2013, and has advised the Debtors with respect to restructuring
matters since February 2016.  During the 90 day period prior to the
Debtors' bankruptcy filing, the Debtors paid Latham & Watkins a
total of $4,881,699.93.  All of the amount was paid in the form of
retainers for the advance payment of subsequent invoices.

As of the Petition Date, the balance of the Retainer was
approximately $1,000,000.  Latham & Watkins requests that its
retainer be treated as an evergreen retainer and be held by Latham
& Watkins as security throughout the Chapter 11 Cases until L&W's
fees and expenses are awarded and payable to Latham & Watkins on a
final basis.

Caroline A. Reckler, partner of Latham & Watkins, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

The Court will hold a hearing on the application on January 10,
2017, at 9:00 a.m.

Latham & Watkins can be reached at:

       Michael E. Dillard, Esq.
       LATHAM & WATKINS LLP
       811 Main Street, Suite 3700
       Houston, TX 77002
       Tel: (713) 546-7414
       Fax: (713) 546-5401
       E-mail: michael.dillard@lw.com

                    About Stone Energy

Stone Energy Corp. is an independent oil and natural gas
exploration and production company headquartered in Lafayette,
Louisiana with additional offices in New Orleans, Houston and
Morgantown, West Virginia.  Stone is engaged in the acquisition,
exploration, development and production of properties in the Gulf
of Mexico and Appalachian basins. Stone Energy had 247 employees
as of the bankruptcy filing.

Stone Energy Corp. and two affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Case Nos. 16-36390, 16-36391 and 16-36392) on
Dec. 14, 2016, to pursue a prepackaged plan of reorganization.
Judge Marvin Isgur is assigned to the cases.

The Debtors hired Latham & Watkins LLP as general counsel, Porter
Hedges LLP as local counsel; Vinson & Elkins LLP as special
counsel; Alvarez & Marsal North America, LLC as financial advisor;
Lazard Freres & Co. LLC, as investment banker; and Epiq Bankruptcy
Solutions, LLC as claims, noticing, solicitation and balloting
agent.


STONE ENERGY: Hires Lazard Freres as Investment Banker
------------------------------------------------------
Stone Energy Corporation, et al., seek authorization from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Lazard Freres & Co. LLC  as investment banker, nunc pro tunc to the
December 14, 2016 petition date.

Lazard will provide, among other things, these services to the
Debtors:

   (a) reviewing and analyzing the Company's business, operations,

       and financial projections;

   (b) assisting to formulate strategy and structural alternatives

       in connection with a Restructuring and in connection with
       negotiations and consummation of a transaction;

   (c) evaluating the Company's potential debt capacity in light
       of its projected cash flows;

   (d) assisting in the determination of an optimal capital
       structure for the Company;

   (e) assisting in the determination of a range of values for the

       Company on a going concern basis;

   (f) advising the Company on tactics and strategies for
       negotiating with the Company's stakeholders;

   (g) rendering financial advice to the Company and participating

       in meetings or negotiations with the stakeholders and/or
       rating agencies or other appropriate parties in connection
       with the Chapter 11 Cases;

   (h) advising the Company on the timing, nature, potential
       financial consequences, and terms of new securities, other
       consideration or other inducements to be offered pursuant
       to the Chapter 11 Cases;

   (i) advising and assisting the Company in evaluating any
       potential financing transaction by the Company, contacting
       potential sources of capital as the Company may designate
       and assisting the Company in implementing such Financing;

   (j) assisting the Company in preparing documentation within
       Lazard's area of expertise that is required in connection
       with the Chapter 11 Cases;

   (k) assisting the Company in identifying and evaluating
       candidates for any potential Sale Transaction and advising
       the Company in connection with negotiations and aiding in
       the consummation of such Sale Transaction;

   (l) attending meetings or participating in calls of the
       Company's board of directors with respect to matters on
       which Lazard is engaged to advise hereunder, as requested
       by the Company;

   (m) providing testimony as necessary, with respect to matters
       on which Lazard is engaged to advise hereunder in any
       proceeding before the Court; and

   (n) providing the Company with other financial restructuring
       advice.

The Debtors request the approval of these compensation terms for
Lazard:

   (a) Monthly Fee.  A monthly fee of $150,000 payable on the
       first day of each month until the earlier of the completion

       of the Restructuring or the termination of Lazard's
       engagement; provided that any Monthly Fee paid following
       the sixth payment (i.e., in excess of $900,000) shall be
       credited against any Restructuring Fee payable; provided
       further that, such credit shall only apply to the extent
       that such fees are approved by the Court.

   (b) Restructuring Fee. A fee equal to the lesser of (i)
       $8,000,000 and (ii) 90.0 basis points (0.9%) of the total
       amount of Existing Obligations involved in the relevant
       Restructuring, payable upon the consummation of a
       Restructuring.

   (c) Sale Transaction Fee.  If, whether in connection with the
       consummation of a Restructuring or otherwise, the Debtors
       consummate a Sale Transaction incorporating all or a
       majority of the assets or all or a majority or controlling
       interest in the equity securities of the Debtor, Lazard
       shall be paid a fee to be mutually agreed in good faith by
       Lazard and Stone Energy Corporation that will appropriately

       compensate Lazard in light of the magnitude and complexity
       of the Sale Transaction and the fees customarily paid to
       investment bankers of similar standing in connection with
       similar transactions. 100% of any Sale Transaction Fee
       shall be credited against any Restructuring Fee
       subsequently payable under the terms of the Engagement
       Letter.  

   (d) Financing Fee. A fee, payable upon the consummation of a
       Financing, equal to the total gross proceeds provided for
       in such Financing multiplied by 1.0%.  50% of any Financing

       Fees paid shall be credited against any Restructuring Fee
       subsequently payable under the terms of the Engagement
       Letter.  

   (e) Reasonable Expenses.  In addition to any fees that may be
       payable to Lazard, the Debtors shall promptly reimburse     

       Lazard for all reasonable expenses incurred by Lazard and
       the reasonable out of pocket fees and expenses of counsel,
       if any, retained by Lazard which reimbursable outside
       counsel's fees shall not exceed $50,000, without the
       Debtors' approval, not to be unreasonably withheld; this
       limitation shall not apply to fees and expenses of counsel
       that are subject to the Indemnification Letter.  

For the avoidance of any doubt, more than one Restructuring Fee,
Sale Fee and Financing Fee may be payable pursuant to the
Engagement Letter, provided, however, that the aggregate amount of
all such Restructuring Fees and Financing Fees, collectively, shall
not exceed $10,000,000.

David Kurtz, vice chairman of US Investment Banking at Lazard ,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

The Court will hold a hearing on the application on January 10,
2017, at 9:00 a.m.

Latham & Watkins can be reached at:

       David Kurtz
       Lazard Freres & Co. LLC
       30 Rockefeller Plaza
       New York NY 10112
       Tel: (212) 632-6024

                       About Stone Energy

Stone Energy Corp. is an independent oil and natural gas
exploration and production company headquartered in Lafayette,
Louisiana with additional offices in New Orleans, Houston and
Morgantown, West Virginia.  Stone is engaged in the acquisition,
exploration, development and production of properties in the Gulf
of Mexico and Appalachian basins.   Stone Energy had 247 employees
as of the bankruptcy filing.

Stone Energy Corp. and two affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Case Nos. 16-36390, 16-36391 and 16-36392) on
Dec. 14, 2016, to pursue a prepackaged plan of reorganization.
Judge Marvin Isgur is assigned to the cases.

The Debtors hired Latham & Watkins LLP as general counsel, Porter
Hedges LLP as local counsel; Vinson & Elkins LLP as special
counsel; Alvarez & Marsal North America, LLC as financial advisor;
Lazard Freres & Co. LLC, as investment banker; and Epiq Bankruptcy
Solutions, LLC as claims, noticing, solicitation and balloting
agent.


STONEWALL GAS: S&P Affirms Then Withdraws 'BB-' CCR
---------------------------------------------------
S&P Global Ratings said it affirmed its 'BB-' corporate credit
rating on Stonewall Gas Gathering LLC.

Subsequently, S&P withdrew the corporate credit rating at the
issuer's request.  S&P withdrew the issue-level rating because the
debt has been repaid.  DTE Energy Co. acquired 55% of Stonewall on
Oct. 20 2016, and repaid the outstanding debt in full on Dec. 14,
2016.


SUCCESS INC: Can Use AS Peleus Cash Collateral Until Jan. 31
------------------------------------------------------------
Judge Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut authorized Success, Inc., to use AS Peleus
LLC's cash collateral on an interim basis, from Dec. 31, 2016
through Jan. 31, 2017.

AS Peleus has a first priority secured claim against certain real
property owned by the Debtor, located at 520 Success Avenue,
Stratford, Connecticut, including its rents.  The property is
located both in the Town of Stratford and the City of Bridgeport.

Judge Manning acknowledged that the use of cash collateral on an
interim basis is necessary to prevent immediate and irreparable
harm to the Debtor's estate.  She further acknowledged that without
the use of cash collateral, the Debtor's ability to sustain its
operations and meet its current necessary and integral business
obligations will be impossible.

The approved Budget provided for total monthly expenses in the
amount of $6,469 for the month of January.

AS Peleus is granted replacement and/or substitute liens in
postpetition cash collateral, of the same validity, extent, and
priority that AS Peleus possessed as to said liens on the Petition
Date.

The Debtor had paid AS Peleus the total of $4,800, for the second
installment of the 2015 postpetition real estate taxes, which will
be held in escrow pending further Order of the Court.

The Debtor is directed to make an adequate protection payment to AS
Peleus in the amount of $4,000 on Jan. 3, 2017.  The Debtor is
further directed to pay to AS Peleus $1,600 for postpetition real
estate tax installment payments, to be held in escrow pending
further Order of the Court.

The Debtor is ordered to pay to the holders of real estate tax
liens on the Property, interest accruing on their tax liens, by
Jan. 3, 2017.

Judge Manning authorized AS Peleus to pay out of the Existing
Escrow Funds, the Town of Stratford the sum of $3,281.30 and the
City of Bridgeport the sum of $1,13, which will be applied by the
Town of Stratford and the City of Bridgeport towards the second
installment payments due for 2015, respectively.

A further hearing on the Debtor's Motion is scheduled on Jan. 24,
2017 at 11:00 a.m.

A full-text copy of the Interim Order, dated Dec. 30, 2016, is
available at
http://bankrupt.com/misc/SuccessInc2016_1650884_114.pdf

                          About Success Inc.

Success, Inc., was incorporated on April 24, 1996, for the purpose
of acquiring and managing real estate properties, both with
existing buildings on them as well as vacant properties,
residential as well as commercial.  The Company currently owns four
parcels of real property in Connecticut.  Two of these properties
are single family residential units, one is a commercial property
and one is a vacant parcel of land.

The Debtor filed a Chapter 11 petition (Bankr. D. Conn. Case No.
16-50884) on July 1, 2016.  The petition was signed by Gus Curcio,
Sr., president.  The Debtor is represented by Douglas S. Skalka,
Esq., at Neubert, Pepe, and Monteith, P.C.  The case is assigned to
Judge Julie A. Manning.  The Debtor estimated assets and debts at
$1 million to $10 million at the time of the filing.



SUNEDISON INC: MyPower Buying C&I Business for $9.5 Million
-----------------------------------------------------------
SunEdison, Inc., and Sun Edison, LLC, ask the U.S. Bankruptcy Court
for the Southern District of New York to authorize the private sale
of commercial and industrial business to MyPower Corp. for
$9,500,000, subject to adjustment.

The Debtors, along with certain of their non-Debtor subsidiaries
and affiliates, engage in the business of developing distributed
generation community solar projects in North America and selling
the output of those projects under multiple power purchase
agreements to large commercial and industrial organizations,
including, among others, municipalities, school districts, and
housing authorities ("C&I Business").  The C&I Business also
develops on-site behind-the-meter projects such as installations on
rooftops, carports, or small ground mounts systems at the host
site, where the host then purchases the output directly from the
system.  SunEdison's C&I customers are primarily large companies
that typically have certain attributes that make them good
candidates for SunEdison's services, such as multiple locations
with large rooftops, parking canopies, or unused land, strong
credit quality, large electricity consumption requirements, and
requisite load usage.

Since the Petition Date, SunEdison has focused on bringing existing
projects (owned by the Company) towards a stage where a sale of
such projects would maximize the value of the projects for the
benefit of the Debtors and their estates, as well as preserving
potentially valuable pipeline projects by expending necessary funds
to maintain necessary permits, contracts, and other assets in order
to retain the value of such pipeline projects.

Following the transfers of a majority of its existing C&I projects,
as well as the transfers of a substantial majority of those
pipeline projects which had achieved sufficient milestones to be
independently transferred, SunEdison has determined, in an exercise
of its business judgment and for the benefit of the Debtors'
creditors and all parties in interest, that the C&I Business,
including the few remaining pipeline projects, should be
transferred to a buyer or otherwise wound down to reduce continued
carrying costs.

Approximately 36 of the remaining C&I Business pipeline projects
require interconnection or other key contractual payments due from
the Company to certain counterparties in December 2016 and January
2017.  The Company has been successful in extending or deferring
such payments (estimated total amount of $6,000,000) to January and
February 2017 pending a sale of such pipeline projects, but absent
payment of such amounts (the majority of which are due by Jan. 31,
2017), the related pipeline projects are at risk of near-total
devaluation, to the detriment of the Company and its stakeholders.
The Debtors intend to close the sale transaction as soon as
practicable in order to permit the Buyer to take ownership of the
pipeline projects in time to tender the necessary payments to
contract counterparties and preserve the value of the pipeline
projects.  Absent a rapid sale, the Debtors face the difficult
decision of making a payment to preserve value in such pipeline
projects, without any related assurance that any interested party
will purchase the projects or reimburse the Debtors for such
expenditures.

Furthermore, during the post-petition period the Debtors have
experienced significant difficulty in retaining its key employees,
which has further impacted the Debtors' ability to execute on and
achieve necessary development tasks for pipeline projects.  A sale
of the C&I Business as a going concern would also result in
significant cost savings to the Company, because absent a sale
transaction, the Company may incur significant wind-down costs,
some of which may be entitled to administrative priority expense
status pursuant to the relevant provisions of the Bankruptcy Code.

In light of the Company's decision to sell the C&I Business as a
whole in a value-maximizing transaction to a third-party buyer,
Rothschild identified and developed a list of potentially
interested parties and solicited such parties' interest in a sale
transaction, including the Buyer. After discussions with the
parties that entered into non-disclosure agreements in connection
with the sale of the C&I Business and the evaluation of non-binding
and binding offers for the C&I Business by such parties, including
the Buyer, the Sellers determined in their business judgment, after
considering all relevant factors, that the offer by the Buyer was
the highest and/or best offer available for the Purchased Assets.

Specifically, the Buyer was the only party who was willing and able
to offer the Company a complete transaction which accomplished
multiple goals of a) transferring the remaining C&I pipeline
projects, b) transferring the platform as a going-concern operation
and providing job opportunities to a substantial number of Company
employees, and c) entering into a services agreement whereby the
Buyer would provide services to the Company post-closing in order
to permit the Company to continue to satisfy its ongoing
obligations to develop and ultimately transfer projects to various
buyers in connection with the Socore Transaction, the Onyx
Transaction, and the AES Transaction, thereby permitting the
Company to continue to generate revenue from such transactions.

From June 2016 through January 2017, the Company and the Buyer
conducted numerous telephonic and in-person meetings, engaged in
lengthy negotiations with both parties represented by separate
advisors and counsel, and ultimately entered into the Purchase
Agreement, dated as of Jan. 5, 2017.  During that period,
Rothschild continued to market the Purchased Assets to other
.bidders, but no other party proffered a transaction which was
likely to result in a higher or better value for the Debtors.  The
Debtors have also determined that, in light of the lengthy
postpetition sale process and the dearth of other interested
buyers, a private sale transaction is entirely justified and
supported under the facts and circumstances described.  

The Purchase Agreement contemplates the sale of the Purchased
Assets, which comprise substantially all of the remaining assets of
the Company's C&I Business, to the Buyer for a total of at least
$15,000,000 payable at the Closing as follows: (i) $9,500,000
payable in cash to the Sellers (subject to adjustment), (ii)
$500,000 paid into escrow and to be released to Sellers within 12
months following the Closing if the conditions specified in Section
9.1 of the Purchase Agreement are satisfied, (iii) $5,000,000 ("MSA
Escrow Amount") paid into escrow and to be used to incentivize
Buyer to cause its subsidiary company to complete certain
post-Closing services to be provided by such subsidiary to Sellers
under a management services agreement ("MSA"), and (iv) certain
Authorized Pipeline Expenses incurred by Sellers or their
affiliates during the pre-Closing period in connection with certain
pipeline projects, with such Authorized Pipeline Expenses estimated
at $2,800,000.  Finally, the cash purchase price is subject to
downward adjustment (such adjustment not to exceed $3,000,000 in
the aggregate) for the termination of, or failure by SunEdison to
deliver, certain pipeline projects or pipeline contracts at
Closing; such adjustment will be in the amount of 10 cents per watt
based upon the capacity of the undelivered pipeline project.

The Purchased Assets include, but are not limited to, equity in
Forefront, LLC, certain contracts of the Company (primarily
contracts of non-Debtor affiliates of the Sellers), certain
intellectual property of the Sellers, and the Sellers' books and
records in connection with the C&I Business.  

The sale transaction contemplates the creation of a new
wholly-owned limited liability company, Forefront Power, LLC which
will be wholly owned by Debtor Sun Edison.  Forefront will receive
transfers of certain assets relating to pipeline projects,
including but not limited to certain contracts, permits,
authorizations, options, leases, and other related assets, from
certain Debtor and non-Debtor transferor entities.  Upon the
closing of the sale transaction, (a) Sun Edison will transfer its
ownership interests in Forefront to Buyer, (b) SunEdison will
transfer certain intellectual property assets and books and records
relating to the C&I Business to Buyer (or its affiliate), (c)
SunEdison will license certain intellectual property assets to
Buyer (or its affiliate), and (d) a Buyer affiliate will hire
certain C&I Business employees from the Company.

A copy of the Purchase Agreement attached to the Motion is
available for free at:

        http://bankrupt.com/misc/SunEdison_Inc_2114_Sales.pdf

In connection with certain previously executed and consummated sale
transactions for C&I projects, some of which have been approved by
the Court, the Company has continued to work towards bringing
projects to the "notice to proceed" stage ("NTP") or the
"commercial operation date" stage, at which point additional
payments are due and owing to the Company under the governing
purchase and sale contracts.  Following the Closing of the proposed
sale transaction, the Sellers will continue such work as planned;
however, the transfer of the C&I Business to the Buyer will result
in certain of the personnel needed to continue the necessary work
being employed by Buyer or an affiliate of Buyer.  Accordingly, the
Sellers and the Buyer have negotiated the MSA, pursuant to which
the Buyer, through its affiliate, will make the necessary personnel
available to the Company in order to carry out any necessary work
under the Socore, AES, and Onyx Transactions, thereby allowing the
Company to fulfill remaining obligations and collect remaining NTP
payments owed in connection with such Transactions.  In return for
such services, the Sellers will provide the Buyer's affiliate with
an aggregate fee which increases based on aggregate proceeds
collected, ranging from 12.5% to 23% of all subsequent NTP
payments, as well as an additional fee to the Buyer to match the
first $5,000,000 of such NTP payments (such fee payable to the
Buyer from the MSA Escrow Amount).

The Debtors estimate that the remaining NTP payments owed to the
Company in connection with the Socore, Onyx, and AES Transactions
will total approximately $44,000,000 in the aggregate (or
$35,730,000 following deducts for the MSA fees due to the Buyer's
affiliate as described).  In the absence of the sale transaction,
the cost to the Debtors of utilizing its own personnel and
resources to provide the necessary services would be $8,600,000 in
the aggregate after Feb. 15, 2017.

The Debtors seek entry of the Sale Order that will approve the sale
of the Purchased Assets to the Buyer as a private sale transaction,
and grant related relief.  For the reasons set forth, the Debtors
submit that the relief requested is in the best interest of the
Debtors, their estates, creditors, stakeholders, and other parties
in interest, and therefore, should be granted.

The Debtors submit that Bankruptcy Code sections 363(f)(2) and (5)
are met.  First, all parties known to have asserted an Encumbrance
on the Purchased Assets will receive notice of the Sale
Transaction. To the extent they have not objected by Jan. 19, 2017
at 4:00 p.m. (PET), they will be deemed to consent to the sale
transaction free and clear of all Encumbrances.

Contemporaneously with the filing of the Motion, the Debtors have
submitted (i) the Declaration of J. Eric Ivester Pursuant to Local
Bankruptcy Rule 9077-1(a) in Support of Order to Show Cause
Scheduling Hearing on Shortened Notice for Debtors' Motion For An
Order Authorizing The Private Sale Of The Commercial And Industrial
Business Free And Clear Of All Liens, Claims, Encumbrances, And
Interests, And Granting Related Relief, and (ii) the proposed Order
to Show Cause Scheduling Hearing on Shortened Notice for Debtors'
Motion For An Order Authorizing The Private Sale Of The Commercial
And Industrial Business Free And Clear Of All Liens, Claims,
Encumbrances, And Interests, And Granting Related Relief ("Order to
Show Cause").  The proposed hearing date will only shorten the
notice period by two days, and the Debtors propose to extend the
customary objection deadline from Jan. 17, 2017 to Jan. 19, 2017 to
further reduce any impact of the shortened period upon creditors
and other parties-in-interest.  Accordingly, for the reasons set
forth, the Debtors request that the Court enter an Order to Show
Cause, substantially in the proposed form filed by the Debtors
concurrently, scheduling consideration of the relief requested
under the Motion, for the hearing scheduled for Jan. 24, 2017 at
10:00 a.m. (PET).

Time is of the essence in consummating the sale transaction.
Accordingly, the Debtors respectfully ask that the Court waive the
14-day stay imposed by Bankruptcy Rule 6004(h), as the exigent
nature of the relief sought herein justifies immediate relief.

The Purchaser:

          MYPOWER CORP.
          c/o Mitsui & Co., Ltd.
          Infrastructure Projects Development Division
          1-3, Marunouchi 1-chome, Chiyoda-ku
          Tokyo 100-8631, Japan
          Attn: Hiromu Kayamori
          Facsimile: (+8133) 285 9795
          E-mail: H.Kayamori@mitsui.com

The Purchaser is represented by:

          SIDLEY AUSTIN LLP
          1501 K Street, N.W.
          Washington, D.C. 20005
          Attn: Ayaz Shaikh, Esq.
          Facsimile: (202) 736-8711
          E-mail: ashaikh@sidley.com

                       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.


SUPERIOR LINEN: Wants FIFC Premium Finance Agreement Approved
-------------------------------------------------------------
Superior Linen, LLC, d/b/a Superior Linen and Laundry Services,
asks the U.S. Bankruptcy Court for the District of Nevada for
authorization to enter into a premium finance agreement with FIRST
Insurance Funding Corp.

The Debtor relates that prior to the Petition Date, and because of
the large cost of insurance premiums and their impact on cash flow,
the Debtor regularly financed its insurance premiums pursuant to an
insurance premium financing agreement in the ordinary course of
business.

The Debtor further relates that it is necessary for it to maintain
adequate insurance coverage post-petition in order to preserve and
protect the assets of the bankruptcy estate and to be in compliance
with the UST Guidelines.  The Debtor says that the insurance
policies in question include D&O and Employment Practices insurance
coverage.  The Debtor further says that the proposed Insurance
Policies allow the Debtor to maintain the same level of insurance
as existed prior to the Petition Date.

The Debtor tells the Court that it is prepared to execute a
Commercial Premium Finance Agreement with FIRST Insurance Funding  
for the financing of the Debtor’s Insurance Policies.

Pursuant to the Premium Finance Agreement, FIRST Insurance Funding
will provide financing to Debtor for the purchase of the Policies
which is essential for the operation of Debtor's business.  The
total premium amount under the Premium Finance Agreement is
$135,459, and the total amount to be financed is $101,594.

Under the Premium Finance Agreement, the Debtor will become
obligated to pay FIRST Insurance Funding the sum of $105,475, which
includes a finance charge in the amount of $3,881, in addition to a
down payment that has already been paid in the amount of $33,865.
The Debtor will pay the balance in 10 monthly installments of
$10,548 each.  The installment payments are due on the 30th day of
each month commencing on Jan. 30, 2017.  As collateral to secure
the repayment of the total of payments, any late charges,
attorney's fees and costs under the Premium Finance Agreement,
Debtor is granting FIRST Insurance Funding a security interest in,
among other things, the unearned premiums of the Policies.

The Debtor believes that the terms of the Premium Finance Agreement
are commercially fair and reasonable including the granting of a
lien on the Policies to FIFC, and that such terms are consistent
with what the terms that existed prior to the Petition Date. The
Debtor contends that it is required to maintain adequate insurance
coverage and without it, would be forced to cease operations.  The
Debtor further contends that it has been unable to obtain unsecured
credit to fund the Insurance Policies.

A full-text copy of the Debtor's Motion, dated Dec. 30, 2016, is
available at
http://bankrupt.com/misc/SuperiorLinen2016_1615388mkn_167.pdf

                      About Superior Linen, LLC

Superior Linen, LLC, doing business as Superior Linen and Laundry
Services, which operates as a commercial laundry and linen rental
company, filed a chapter 11 petition (Bankr. D. Nev. Case No.
16-15388) on Sept. 30, 2016.  The petition was signed by Robert E.
Smith, chief financial officer.  The case is assigned to Judge Mike
N. Nakagawa.  The Debtor estimated assets and debts at $10 million
to $50 million at the time of the filing.

The Debtor tapped Matthew C. Zirzow, Esq., at Larson & Zirzow, LLC,
as bankruptcy counsel.  Paras Barnett, Esq., at Barnett &
Associates is serving as special counsel.

The U.S. Trustee for Region 17 appointed three creditors of
Superior Linen, LLC to serve on the Official Committee of Unsecured
Creditors: Baltic Linen Company, Inc., United Cleaners Supply, Inc.
and Regent Apparel.  The Committee is represented by Candace C.
Carlyon, Esq. and Matthew R. Carlyon, Esq., at Morris, Polich &
Purdy, LLP.


SWAGAT HOTELS: U.S. Trustee Can Reply to Cash Motion Until Jan. 14
------------------------------------------------------------------
Judge Wendelin I. Lipp of the U.S. Bankruptcy Court for the
District of Maryland extended the United States Trustee's time to
respond to Swagat Hotels, LLC's Consent Motion for Authority to Use
Cash Collateral and to Provide Adequate Protection, through January
14, 2017.

The Debtor contended that the United States Trustee was talking to
the Debtor's Counsel about her questions and concerns and that the
parties have not yet been able to resolve those concerns.  

The parties agreed to allow the United States Trustee up to Jan.
14, 2017 to file any opposition or responsive pleading to the
Debtor's Motion.

A full-text copy of the Consent Order, dated Dec. 30, 2016, is
available at
http://bankrupt.com/misc/SwagatHotels2016_1624255_39.pdf

                   About Swagat Hotels, LLC

Swagat Hotels LLC, doing business as Quality Inn Deep Creek Lake,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Md. Case No. 16-24255) on Oct. 27, 2016.  The petition was
signed by Nitin B. Chhibber, managing member.  The case is assigned
to Judge Wendelin I. Lipp.  At the time of the filing, the Debtor
estimated assets of less than $50,000 and liabilities of $1 million
to $10 million.

The Debtor is a Maryland Limited Liability Company operating a
hotel trading as the Quality Inn - McHenry.

A court filing disclosed that an Official Committee of Unsecured
Creditors has not yet been appointed in the Chapter 11 case.


SYNCHRONOSS TECHNOLOGIES: Moody's Assigns B1 CFR, Outlook Pos.
--------------------------------------------------------------
Moody's Investors Service assigned a first-time B1 Corporate Family
Rating ("CFR") and B1-PD Probability of Default Rating ("PDR") to
Synchronoss Technologies, Inc. ("Synchronoss"). Concurrently,
Moody's assigned a Ba3 rating to the company's proposed senior
secured bank credit facility, comprised of a $900 million term loan
and a $200 million revolver, and assigned a Speculative Grade
Liquidity ("SGL") rating of SGL-1, reflecting Synchronoss' very
good liquidity. The ratings outlook is positive. The new debt
facilities along with about $70 million of balance sheet cash will
be used to fund the company's acquisition of Intralinks Inc. and to
refinance existing debt at both companies. At closing of the
transaction, Moody's will withdraw existing Intralinks ratings.

RATINGS RATIONALE

Synchronoss' B1 corporate family rating reflects high adjusted debt
to EBITDA leverage, expected to be well over 6 times at closing of
the Intralinks acquisition and pro forma for the sale of the
activation business The positive ratings outlook recognizes the
company's capacity to rapidly reduce financial leverage to below
5.0 times within 12-18 months through a combination of growth, cost
synergy realization, and debt prepayment. However, the company's
relatively small scale at the rating category, integration risks,
the potential for greater than expected investments in its
enterprise platform and the possibility of further significant M&A
activity temper upward rating momentum at this time.

The ratings reflect Synchronoss's favorable market position in
providing cloud storage and device management solutions to major
wireless carriers, which are then offered to the end subscribers.
The company also has an expanding enterprise products portfolio
that provides collaboration, analytics and enterprise mobility
services to its customers. Moody's expects Synchronoss revenues to
grow through expansion of the carrier customer base and deeper
penetration of cloud products across the addressable base. Further
growth is expected by building out the enterprise product
portfolio, aided by the Intralinks acquisition, and the potential
to cross sell its services to a broader pool of enterprise
customers. The company's nascent joint ventures with Verizon
Communications and Goldman Sachs targeting enterprise customers
provide it with marquee partners to build the foundation and
rapidly grow the enterprise business. Although the enterprise
business is still a small part of Synchronoss' revenue stream, the
company benefits from cash flows earned by its mobile cloud
offerings, which should fund growth initiatives and drive
deleveraging.

The company is largely dependent on its partner relationships to
sell its products to the end-users. Although Synchronoss provides a
valuable product that is very cost effective for the telecom
carriers' subscriber retention efforts, these services can be
replicated by competitors or the carriers themselves. Moody's notes
that the long-term contracts the company has with telecom carriers
reduce the near-term risk of customer losses. A benefit to the
Intralinks acquisition is that the company will inherit a base of
direct sales representatives who will give the company more control
over sales of higher end products and expand its relationship with
Fortune 100 companies. The Intralinks transaction diversifies
Synchronoss's customer base, while sale of the activation business
reduces significant revenue concentration with AT&T and Verizon.

Synchronoss provides the core engine for back-up and cloud services
to major wireless carriers and enterprises in the US and
internationally. Moody's expects content stored on mobile devices
to grow at strong double digits rate over the next few years, which
should provide carriers with a growing opportunity to sell safe and
secure storage and backup services to its customers. At the same
time, the B1 rating considers the company's relatively small size
which may limit its bargaining position relative to its large
telecom industry customers (in particular AT&T and Verizon, which
combined will represent about 35% of pro forma revenues). The
telecom industry's vigilance on cost containment could pressure
subscriber fees, while there remains a possibility that some of the
company's customers may bring cloud services in house. Moody's also
recognizes that integration challenges and merging companies with
distinct corporate cultures may impede the realization of targeted
merger benefits.

Synchronoss has very good liquidity, and Moody's expects the
company to generate about $70 million in free cash flow in 2017, as
the effects of its recently implemented cost cuts take hold and
one-time expenses run off. Moody's expects the company to operate
with cash balances of about $200 million. The company will maintain
a $200 million revolving credit facility as a source for external
liquidity, which Moody's expects to be undrawn over the next 12 to
15 months. Moody's expects the company to have ample headroom
within the financial maintenance covenants in its credit facility.

The ratings for Synchronoss's debt instruments comprise both the
overall probability of default to which Moody's assigned a PDR of
B1-PD and an average family loss given default assessment. The Ba3
(LGD3) rating assigned to the first lien senior secured credit
facilities using Moody's Loss Given Default Methodology, reflects
the facilities' senior position in the capital structure. The
existing unsecured convertible notes provide junior capital
support.

The positive outlook reflects Moody's expectation that adjusted
debt to EBITDA leverage will decline towards 4.5 times over the
next 12 to 18 months, driven by solid revenue growth, implemented
cost savings and debt repayments.

An upgrade would be considered if the company works through the
Intralinks integration with minimal disruption and achieves the
envisioned merger benefits, while demonstrating solid revenue
growth and increased customer diversification. In addition,
financial leverage and free cash flow to adjusted debt that are
expected to be sustained below 4.5 times and in the high single
digits, respectively, would be supportive of higher ratings.

Moody's could lower the ratings if the company experiences
integration challenges and adjusted leverage does not fall below
5.5 times or if free cash flow to adjusted debt falls below 5%.

Rating actions:

Issuer: Synchronoss Technologies Inc.

Outlook: Positive

Corporate Family Rating -- Assigned B1

Probability of Default Rating -- Assigned B1-PD

Speculative Grade Liquidity -- Assigned SGL-1

Senior Secured Credit Facilities -- Assigned Ba3 (LGD3)

Based in Bridgewater, NJ, Synchronoss is a leading provider of
information and data services catering to telecom carriers and
enterprise customers.


SYNCHRONOSS TECHNOLOGIES: S&P Assigns 'BB-' CCR on Stable Revenue
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' corporate credit rating to
Bridgewater, N.J.-based Synchronoss Technologies Inc.  The outlook
is stable.

"At the same time, we assigned our 'BB-' issue-level rating and '3'
recovery rating to the company's $1.1 billion first-lien credit
facility, consisting of a $200 million revolving credit facility
due 2022 and a $900 million first-lien term loan due 2024.  The '3'
recovery rating indicates our expectation of meaningful (50%-70%;
lower half of range) recovery for the first-lien debt holders in
the event of default.  We also assigned a 'B' issue-level rating
and '6' recovery rating to the company's
$230 million senior unsecured convertible notes due 2019.  The '6'
recovery rating indicates our expectation of negligible (0%-10%)
recovery for the second-lien debt holders in the event of default,"
S&P said.

The rating on Synchronoss incorporates S&P's view of the company's
fair business risk profile, reflecting its modest scale, fairly
stable recurring revenue, and high barriers to entry offset by its
high customer concentration with Verizon and well-established
competition in both enterprise mobility management and personal
cloud solutions.  The significant financial risk profile
incorporates S&P's expectation of adjusted leverage in the low to
mid-3x range in fiscal 2017.

Synchronoss provides platform-agnostic, "white label" cloud
solutions to wireless service providers for use by subscribers,
allowing the backup, access, and sharing of consumer content across
mobile devices.  In addition, the company provides data analytics
to carriers, leveraging data from the carriers' systems to monetize
a range of analytics offerings for more effective sales and
marketing, improved customer experiences, and heightened financial
assurance.  The company has recently entered the enterprise
mobility management market, providing a solution that secures
enterprise content on mobile devices along with a suite of
productivity applications, though this is a relatively new
offering.

Intralinks is a provider of enterprise collaboration software that
allows its customers to share confidential information with
external parties in a secure environment.  The company also offers
virtual data rooms for use in a variety of project-based
transactions, including mergers, acquisitions, and divestitures.

"The acquisition of Intralinks advances Synchronoss' foray into the
enterprise mobility management market, as the company will look to
cross-sell its mobility solution into the existing Intralinks
enterprise customer base," said S&P Global Ratings credit analyst
Geoffrey Wilson.  "Over the longer term, the company may look to
incorporate the acquired technology by layering the secure content
collaboration features into its existing mobility product,
providing an all-in-one secure mobility and collaboration
solution."

"The stable outlook reflects our expectation of growth in the
personal cloud segment as subscriber adoption of wireless service
provider cloud solutions continues to grow. In addition to the
Intralinks acquisition, the high recurring revenue base provides
additional stability to future revenue and EBITDA," Mr. Wilson
said.

S&P could consider a higher rating if the company is able to
increase scale through higher personal cloud usage within its
existing carrier subscriber base, and as the secure enterprise
mobility and collaboration market grows, resulting in sustained
leverage below 3x.

S&P could lower the rating if the company has
lower-than-anticipated adoption rates as it experiences difficulty
replacing incumbent cloud solutions used by subscribers of new
mobile carrier relationships, or if increased competition on price
and storage from existing branded personal cloud providers leads to
loss of market share such that leverage is sustained above 4x.


TEAM HEALTH: S&P Lowers CCR to 'B', Off CreditWatch Negative
------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Team
Health Holdings Inc. to 'B' from 'B+' and removed the rating from
CreditWatch, where it was placed with negative implications on Nov.
2, 2016.  The rating outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the proposed $3 billion senior secured credit
facilities, consisting of a $400 million five-year revolving credit
facility and a $2,600 million seven-year term loan B. Tennessee
Merger Sub Inc. is the borrower of the debt and will be merged into
Team Health Holdings Inc. upon close of the transaction.  The '3'
recovery rating reflects S&P's expectation for meaningful (50%-70%,
in the lower half of the range) recovery to lenders in the event of
payment default.

"The rating actions reflect Team Health's significant increase in
leverage following the going-private transaction, as well as our
belief that the company's financial policies under financial
sponsor ownership are likely to be aggressive, resulting in only
limited deleveraging over time," said S&P Global Ratings credit
analyst Matthew O'Neill.  While the company increased leverage to
over 5x in late 2015 to finance the acquisition of post-acute and
hospitalist service provider IPC, S&P had previously expected that
the company would reduce leverage to below 5x within about a year
of transaction close.

The change in ownership does not affect our view of the company's
business risk profile.  Team Health is the second-largest
participant in the narrow, highly fragmented health care staffing
market, with significant market positions in the emergency medicine
(57% of pro forma revenues), hospitalist (27% of pro forma
revenues), and anesthesiology (10% of pro forma revenues) staffing
segments.  S&P believes physician staffing is an attractive
industry given low capital intensity, flexible cost structures, and
above-average growth rates (reflecting, in part, the increasing
willingness of hospitals to use these services).

S&P's stable outlook on Team Health reflects S&P's expectation that
the company will continue to benefit from strong growth in the
outsourced physician staffing industry and achieve further
synergies from the 2015 acquisition of post-acute-care provider
IPC.  The outlook also is based on S&P's view that free cash flow
will be thin at less than $100 million over the next two years,
primarily reflecting the company's very heavy debt burden.

S&P could lower the rating if it believes that the company's
ability to generate modest positive free cash flow is permanently
impaired.  In S&P's view, this could happen if the company
experiences about 150 to 200 basis points of margin deterioration
versus our 2017 base case.  This would most likely occur as a
result of a combination of significant, unanticipated reimbursement
declines that are not offset by subsidy payments from hospital
clients and an inability to achieve projected cost savings or
synergies.

Although unlikely, S&P could raise the rating if the company's
margins improve about 150-200 points versus S&P's base case, most
likely as a result of greater-than-expected synergy capture and
cost savings.  The improvement would result in discretionary cash
flow around $150 million and leverage around 5x.  However, S&P
expects financial policies to be aggressive under financial sponsor
ownership and expect the company to use excess liquidity to fund
acquisitions rather than pay down debt.


TELKONET INC: Appoints Mushrush Returns as Acting CFO
-----------------------------------------------------
Telkonet, Inc. announced the appointment of Richard E. Mushrush as
acting chief financial officer of the Company, effective Jan. 1,
2017.  Mr. Mushrush replaced John F. Stark whose contract for the
position of chief financial officer ended Dec. 31, 2016.

Mr. Mushrush, age 47, served as controller of the Company from
November 2015 to January 2017 and as chief financial Officer of the
Company from May 2012 to November 2015.  Mr. Mushrush also served
as acting chief financial officer of the Company from November 2010
to April 2012 and as the Company's controller from January 2009 to
November 2010.  Prior to joining the Company, Mr. Mushrush was
controller and Business Unit Manager for a division of Illinois
Tool Works from 2004 to 2009.

No new compensatory or severance arrangements were entered into in
connection with Mr. Mushrush's appointment as the Company's acting
chief financial officer.

The Company said there are no family relationships between Mr.
Mushrush and any director or executive officer of the Company and
there are no transactions between Mr. Mushrush and the Company that
would be reportable under Item 404(a) of Regulation S-K.

                           About Telkonet

Milwaukee, Wisconsin-based Telkonet, Inc., is a clean technology
company that develops and manufactures proprietary energy
efficiency and smart grid networking technology.

Telkonet reported a net loss attributable to common stockholders of
$207,357 on $15.08 million of total net revenues for the year ended
Dec. 31, 2015, compared with a net loss attributable to common
stockholders of $95,403 on $14.79 million of total net revenues for
the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Telkonet had $11.04 million in total assets,
$5.37 million in total liabilities and $5.67 million in total
stockholders' equity.

                         *   *    *

This concludes the Troubled Company Reporter's coverage of Telkonet
until facts and circumstances, if any, emerge that demonstrate
financial or operational strain or difficulty at a level sufficient
to warrant renewed coverage.


TERRA MILLENIUM: Moody's Affirms B2 CFR, Assigns Caa1 to Term Loan
------------------------------------------------------------------
Moody's Investors Service assigned a Caa1 rating to Terra
Millennium Corporation's first lien (last-out) term loan. At the
same time, Moody's affirmed the B2 Corporate Family Rating (CFR),
B2-PD Probability of Default Rating, and the B2 rating on the
company's $40 million senior secured revolving credit facility and
its $150 million first lien (first-out) term loan. Moody's
initially assigned a B2 rating to the proposed $175 million senior
secured first lien term loan in November 2016. However, the final
capital structure has been changed and now includes a $150 million
first lien (first-out) term loan and a $25 million first lien
(last-out) term loan. Moody's views this as equivalent to a first
and second lien loan structure. The proceeds from the term loans
were used to partially fund the acquisition of Terra Millennium by
Court Square Capital Partners and the company's management. The
ratings outlook is stable.

Assignments:

$25 million senior secured first lien (last-out) term loan,
Assigned Caa1 (LGD6).

Affirmations:

Corporate Family Rating, Affirmed at B2;

Probability of Default Rating, Affirmed at B2-PD;

$40 million senior secured revolving credit facility, Affirmed at

B2, to (LGD3) from (LGD4);

$150 million senior secured first lien (first-out) term loan,
Affirmed at B2, to (LGD3) from (LGD4).

Outlook Actions:

Outlook, Remained at Stable

RATINGS RATIONALE

The B2 CFR reflects Terra Millennium's small size and lack of
geographic and end-market diversification versus other rated
engineering and construction companies. The company is dependent on
the downstream energy sector (refining, chemical, petrochemical)
for about half its revenues and the industrial metals sector for
about another 15% of sales. These sectors are highly cyclical and
face uncertain near term prospects. Terra Millennium also has
limited regional diversity and generates the majority of its
revenues from only six states in the US. The company is exposed to
other end-markets and geographic regions, but each of those
generate less than 10% of its sales. In addition, the company has
limited customer diversity with a significant percent of its
revenues generated by its top 10 customers in some years. However,
Terra Millennium has developed good long-term relationships with
several well-established blue chip customers.

Terra Millennium's rating is supported by its modest leverage,
ample interest coverage and the recurring nature of the refractory
and mechanical services it provides. The company generates about
70% of its revenues from smaller projects, which consists mainly of
repair and maintenance work. It executes mostly smaller and less
risky projects with an average size of less than $200,000. Terra
also has relatively low fixed price contract exposure and generates
about 70% of its revenues under time & materials contracts. Its
rating is also supported by its long term relationships with
several well-established blue chip customers, its low capital
expenditure requirements and adequate liquidity profile.

Moody's expects Terra Millennium to maintain historical levels of
gross profitability and for selling, general and administrative
expenses to decline as discretionary bonuses paid to management
owners are substantially reduced due to the recent change in
ownership structure. That should enable the company to generate
EBITDA margins in the low double digit range on revenues of about
$450 million over the next 12 months. The company's operating
results will continue to be supported by its steady repair and
maintenance work despite uncertain prospects for its key end
markets. This should enable the company to generate positive free
cash flow and pay down a modest amount of debt. It should maintain
a modest leverage ratio of about 3.0x (Debt/EBITDA) and an interest
coverage ratio (EBITA/Interest Expense) of around 3.5x including
Moody's standard adjustments. Terra Millennium's pro forma
liquidity should be adequate since the company only plans to draw
on the $40 million revolver to fund periodic working capital
investments and will have no near-term debt maturities.

The B2 rating assigned to the $40 million senior secured revolving
credit facility and the $150 million first lien (first-out) term
loan is commensurate with the company's corporate family rating
since it accounts for the majority of the debt in the company's
capital structure. The Caa1 rating assigned to the $25 million
first lien (last-out) term loan reflects its lower priority
position in the event of a bankruptcy or liquidation.

The stable outlook presumes the company's operating results will
modestly improve over the next 12 to 18 months and result in
gradually improved credit metrics. It also assumes the company will
carefully balance its leverage with its growth strategy.

The ratings are not likely to be upgraded in the near term. The
company would need to substantially increases its size and
geographic diversity, maintain stable margins, generate
consistently positive free cash flow and maintain a leverage ratio
below 4.5x for an upgrade to be considered.

Negative rating pressure could develop if deteriorating operating
results, debt financed acquisitions or shareholder dividends result
in the leverage ratio rising above 5.5x or funds from operations
(CF from operations before working capital changes) declining below
10% of outstanding debt. A significant reduction in borrowing
availability or liquidity could also result in a downgrade.

The principal methodology used in these ratings was Construction
Industry published in November 2014.

Headquartered in Richmond, CA, Terra Millennium Corporation is a
provider of refractory design and installation services and a wide
range of mechanical maintenance and construction services for new
and existing industrial facilities. The company generated revenues
of approximately $428M for the trailing 12-month period ended
August 31, 2016. Court Square Capital Partners is the majority
owner of Terra Millennium.


THAMAR LI: Hearing on Disclosure Statement Set For Feb. 16
----------------------------------------------------------
The Hon. Edward A. Godoy of the U.S. Bankruptcy Court for the
District of Puerto Rico will hold on Feb. 16, 2016, at 9:30 a.m. a
hearing to consider the approval of the disclosure statement filed
by Thamar Li Construction & Rental Corp.

As reported by the Troubled Company Reporter, the Debtor's
unsecured creditors will get 16.92 % of their claims under the
proposed plan to exit Chapter 11 protection.  The Plan proposes to
pay Class 3 general unsecured creditors 16.92 % of their claims pro
rata over five years.  

Thamar Li Construction & Rental Corp. filed a Chapter 11 petition
(Bankr. D.P.R. Case No. 16-05930), on July 27, 2016, listing under
$1 million in both assets and liabilities.  Nydia Gonzalez
Ortiz, Esq., at Santiago & Gonzalez, serves as counsel to the
Debtor.


TLD VENTURES: Has Until January 18 to File Chapter 11 Plan
----------------------------------------------------------
Judge Tom R. Cornish of the U.S. Bankruptcy Court for the Eastern
District of Oklahoma extended the exclusive period during which TLD
Ventures, LLC may file a Chapter 11 Plan to January 18, 2017, as
well as its exclusive period for soliciting acceptances of a plan
until March 19, 2017.  

The Troubled Company Reporter had earlier reported that the Debtor
sought exclusivity extension since the Debtor and its
"currently-found potential investor" were still in the process of
negotiating terms of either sale of the motel -- the Debtor's only
asset -- or potential investor would be providing capital for its
continued operation and to cure Debtor's liabilities.  The Debtor
anticipates that once terms with the investor are finalized, the
Debtor will file a plan that pays all creditors in full.

                             About TLD Ventures

TLD Ventures, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Okla. Case No. 16-80621) on June 22,
2016.  The petition was signed by its managing member, Terry
Putney.  At the time of the filing, the Debtor has $500,000 to $1
million in estimated and $100,000 to $500,000 in estimated
liabilities.

Thomas M. Wright, Esq. of Wright, Stout & Wilburn, PLLC serves as
the Debtor's legal counsel, and Ruth Smallwood of the firm P & R
Tax Service and Bookkeeping as accountant.


TRAVEL LEADERS: Moody's Rates New 1st Lien Credit Facility 'B2'
---------------------------------------------------------------
Moody's Investors Service has affirmed Travel Leaders Group, LLC's
B2 Corporate Family Rating (CFR) and upgraded its Probability of
Default Rating (PDR) to B2-PD from B3-PD. At the same time, Moody's
assigned a B2 rating to the company's proposed first lien senior
secured credit facility, consisting of a $400 million term loan due
2024 and a $25 million revolving credit facility due 2022 (undrawn
at close). The ratings outlook is stable.

Proceeds from the proposed transaction will be used to finance
pending acquisitions, refinance all existing debt at TLG, pre-fund
cash to the balance sheet for future acquisitions, and pay
associated fees and expenses.

"The affirmation of TLG's B2 CFR considers the company's track
record of successfully integrating tuck-in acquisitions, its stable
revenue and EBITDA growth, good operating margins, as well as our
expectation that the company will continue to generate solid cash
flows and sustain its debt-to-EBITDA leverage below 5.0 times over
the next 12-18 months," said Moody's analyst Oleg Markin. "The
levering up of the company's balance sheet to fund acquisitions is
consistent with the company's acquisitive growth strategy. However
it does entail integration risk given the size and number of
pending acquisitions. The increased debt burden will also weaken
the company's credit profile in the near term."

TLG's B2-PD PDR, at the same level with the CFR, reflects the
covenant-lite structure of the company's first lien credit
agreement.

Moody's has taken the following rating actions:

Issuer: Travel Leaders Group, LLC

Corporate Family Rating, affirmed at B2

Probability of Default Rating, upgraded to B2-PD from B3-PD

Proposed $25 million first lien senior secured revolving credit
facility due 2022, assigned at B2 (LGD3)

Proposed $400 million first lien senior secured term loan due
2024, assigned at B2 (LGD3)

Outlook: Stable

The B1 ratings on the existing first lien credit facilities due
2020 have 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.

RATINGS RATIONALE

Travel Leaders' B2 CFR reflects the company's high debt levels
relative to its size, which was increased by approximately 60% for
a recent refinancing that resulted in an increase in total leverage
and cash interest expense. At the close of the transaction, Moody's
adjusted debt-to-EBITDA leverage will increase to 4.2 times
(incorporating earnings from pending acquisitions) from 3.3 times
as of September 30, 2016. The B2 rating also considers the limited
scope of Travel Leaders' operations within the cyclical travel
services sector, as well as risks associated with its acquisition
growth strategy. The company operates in a tightly-defined niche
segment of high-end leisure and corporate travel services with
revenues generally in the form of upfront fees from clients (net of
revenue shared with agents), along with back end performance fees,
commissions, and marketing income from suppliers and various fees
from travel agency members. As such, Moody's believes that the
company's business model entails risk associated with the cyclical
and discretionary nature of these markets, as well as the evolving
nature of suppliers of travel service providers (primarily airlines
and hotels). However, TLG's long-standing relationships with the
major travel suppliers, along with a strong and defensible market
position in the high-end travel market offsets much of this risk.
Moody's expects that TLG's revenue and earnings will grow modestly
over the next 12 to 18 months while maintaining strong margins,
allowing the company to gradually de-lever to below 4.0 times.

The stable outlook reflects Moody's expectation of favorable demand
trends in the luxury leisure and business travel end markets,
modest deleveraging through debt amortization payments and earnings
growth, strong free cash flow generation, as well as maintenance of
at least good liquidity.

Ratings could be adjusted downward if revenue levels decline
materially due to weakness in any of its key markets, or if the
company were to face pressure on commissions or volume from key
travel suppliers. Lower ratings could also result if the company
were to undertake large debt-financed acquisitions, or implement
additional debt-funded shareholder returns. Rating pressure could
occur if liquidity deteriorates or with metrics at the following
levels: EBITDA margins below 20%; debt-to-EBITDA approaching 5.0
times; EBITA-to-interest expense of less than 2.0 times; or free
cash flow to debt of less than 5%.

Upward rating pressure is limited by the ownership's policy of
shareholder returns and the company's moderate size. However, the
ratings could be upgraded if the company expands its operating
scope to gain further benefits from scale and diversification
without a material increase in debt. In particular, sustained
debt-to-EBITDA of less than 3.0 times, EBITA-to- interest expense
in excess of 5.0 times. A sustained good liquidity profile,
characterized by consistently-positive free cash flow generation
while maintaining robust cash reserves with little use of the
revolver, would also be necessary for a ratings upgrade.

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

Travel Leaders Group, LLC, headquartered in Plymouth, MN, manages
corporate, leisure, franchise, and consortia travel operations
under its network of diversified divisions and brands. Brands
include Tzell Travel Group, Protravel International, Nexion,
Vacation.com, Travel Leaders, Cruise Holidays, Cruise Specialists,
and Results! Travel. Revenue is approximately $234 million as of
LTM September 2016.


TRAVEL LEADERS: S&P Affirms 'B+' CCR; Outlook Stable
----------------------------------------------------
S&P Global Ratings said it affirmed its 'B+' corporate credit
rating on Travel Leaders Group LLC.  The rating outlook is stable.

At the same time, S&P assigned its 'B+' issue-level rating and '3'
recovery rating to TLG's proposed senior secured credit facilities
(consisting of a $25 million revolver due 2022 and a $400 million
term loan due 2024).  The '3' recovery rating indicates S&P's
expectation for meaningful (50% to 70%; lower half of the range)
recovery for lenders in the event of a payment default.

S&P will withdraw its ratings on the company's current debt when it
is redeemed.

"The corporate credit rating affirmation reflects sufficient
leverage capacity at TLG to accommodate the leveraging impact of
the proposed financing and planned acquisitions," said S&P credit
analyst Daniel Pianki.

The rating affirmation also reflects S&P's expectation for
continued modest growth in travel volumes and commission revenue in
TLG's businesses that enables the company to maintain leverage
below 5x, the threshold at which S&P could lower the rating on TLG.
Through 2018, S&P expects modest growth in high-end corporate and
luxury leisure travel and air and hotel based commission revenue,
as well as moderate growth in commission revenue in TLG's indirect
channels.  S&P expects EBITDA to grow in the mid-30% area in 2017,
primarily due to acquisitions expected to close concurrent with the
proposed leveraging financing transaction.  As a result, S&P
expects funds from operations (FFO) to adjusted debt to decrease to
the high-teens percentage area through 2018 (from an estimated
low-20% area in 2016) and adjusted debt to EBITDA to increase to
the low-4x area in 2017 (from an estimated mid-3x area in 2016) and
improve to the mid-3x area in 2018.  Following the proposed
leveraging transaction, S&P expects debt to EBITDA to begin to
improve to a range that is better than its current aggressive
financial risk assessment by 2018; however, it is S&P's
understanding that management intends to make financial policy
choices that will maintain leverage in the area of mid- to low-4x
adjusted gross debt to EBITDA.  Although S&P views favorably the
equity commitment provided by BlackRock in December 2015 that could
be used to finance future acquisitions or for liquidity purposes,
which could have a deleveraging impact when utilized, S&P believes
the company will use leverage capacity over time for acquisitions
and to return capital to owners.

The stable outlook reflects S&P's expectation for continued
moderate growth in travel volumes and commission revenue in TLG's
businesses, and S&P's belief that lease-adjusted debt to EBITDA
will be in the low-4x area in 2017 and in the mid-3x in 2018. These
measures are comfortably below the 5x threshold at which we would
lower ratings further.


TROCOM CONSTRUCTION: MFM Buying Equipment for $43K
--------------------------------------------------
Judge Nancy Hershey of the U.S. Bankruptcy Court for the Eastern
District of New York will convene a hearing on Jan. 26, 2017 at
11:30 a.m. to consider Trocom Construction Corp.'s private sale of
its right, title and interest in and to a piece of equipment known
as a Caterpillar 1997 Track Excavator 345 Model BL, VIN 4SS00646,
24' Triple Grouser Pads, 12' Dipper, 34' Bucket with Teeth, to MFM
Contracting Corp. for $43,000.

The objection deadline is Jan. 19, 2017 at 4:00 p.m.

The Debtor is engaged in the business of heavy construction.  Its
primary customer is the City of New York through its various
agencies including, primarily, the Department of Design and
Construction, the Economic Development Corporation and the
Department of Parks and Recreation.  Pursuant to its contracts with
those agencies, the Debtor performs construction work involving the
replacement of water mains, sewers, retaining walls and
refurbishment of parks, among other things on construction projects
throughout the New York Metropolitan area ("Construction
Projects").

The Debtor owns or has an interest in certain heavy construction
equipment, including the Equipment, which it has used in connection
with the Construction Projects.  

M&T Bank has a first-priority lien against all the Debtor's assets
that secures a prepetition line of credit.  Two entities that are
related to the Debtor, 460 Kingsland Avenue Real Estate, LLC and
Reveal Kingsland, LLC, also have liens against all the Debtor's
assets that are subordinate to M&T's first-priority lien.

On Aug. 4, 2015, the Court entered a DIP Order (Dkt. No. 106)
approving debtor-in-possession financing from Liberty Mutual
Insurance Co.  Pursuant to the DIP Order, Liberty has a lien
against all the Debtor's assets that is (a) junior to M&T's lien
interest, and (b) senior to the lien interests of Reveal and 460.
Other than M&T, the Debtor reasonably believes that no entity has
an interest in the Equipment.

On July 1, 2016, as amended on Aug. 15, 2016 and Aug. 29, 2016, the
Debtor filed a chapter 11 plan of liquidation.  Hearing on
confirmation of the Plan was originally scheduled for Oct. 19, 2016
and has been adjourned to enable the Debtor, M&T and Liberty to
address certain unresolved matters.  Pursuant to the Plan, the
Debtor will continue in business for the limited purpose of
completing its open Construction Projects with the City and will
not seek to obtain new projects.  Accordingly, any equipment not
required to complete the Debtor’s open Construction Projects is
no longer necessary to the Debtor's business operations.

The Debtor marketed the Equipment for sale over a period of
approximately 3 months during which time the Debtor actively sought
out prospective purchasers for the Equipment and other assets of
the Debtor. After consulting with its current auctioneer regarding
the proposed purchase price for the Equipment, the Debtor has
determined that the proposed purchase price represents a fair and
reasonable offer for the Equipment comparable to what the Debtor
would receive at a public sale.  As a result of the marketing
process, the Debtor determined that the Purchaser was interested in
purchasing the Equipment.

Given that the Equipment is not required to complete any of the
Debtor's open Construction Projects, the Debtor has agreed to sell
the Equipment to the Purchaser.  The Debtor and the Purchaser have
entered into the proposed transaction without collusion, in good
faith, and from arms' length bargaining positions.

A copy of the Bill of Sale attached to the Motion is available for
free at:

       http://bankrupt.com/misc/Trocom_Construction_398_Sales.pdf

The Debtor believes that the terms of the proposed sale to the
Purchaser for the purchase price represents a fair and reasonable
liquidation value under the circumstances without any commission
and with limited expense.  The Purchaser is a general contracting
corporation located in Mamaroneck, New York.  One of the
Purchaser's principals is Felix Petrillo.  The Purchaser is not an
insider of the Debtor.

The proposed sale is not subject to any financing or due diligence
contingency.  The Purchaser is expected to pay the purchase price
in cash and is prepared to close immediately upon approval of the
sale by the Court.  

The Debtor proposes that the Equipment be sold on an "as is, where
is" basis without any representations of any kind whatsoever,
including as to merchantability or fitness for a particular
purpose, and without warranty or agreement as to the condition of
such equipment.

The Debtor has substantial business justification for the proposed
sale of the Equipment to the Purchaser, as set forth and in the
Bill of Sale, by private sale outside of the ordinary course of
business based on the age and condition of the Equipment and the
results of the Debtor's marketing efforts to date.  After careful
consideration and analysis, the Debtor's management has determined
in its sound business judgment that selling the Equipment by is in
the best interests of the Debtor's estate and necessary to wind
down its affairs as it completes work on the Construction Projects.
Accordingly, the Debtor asks the Court to authorize the sale of
the Equipment free and clear of all liens, claims, encumbrances,
and interests.

The Purchaser can be reached at:

          MFM CONTRACTING CORP.
          335 Center Avenue
          Mamaroneck, NY 10543

                   About Trocom Construction

Trocom Construction Corp. was formed in 1969 by Salvatore Trovato.
The Company is in the heavy construction business. Its primary
customer is the City of New York through its various agencies. The
Company has 75 employees, the majority of whom are members of
various unions. Joseph Trovato is presently the president and
holder of 100% of the voting shares of Trocom.

Trocom filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No.
15-42145) on May 7, 2015, in Brooklyn, New York. The petition was
signed by Joseph Trovato. Judge Nancy Hershey Lord presides over
the case. The Debtor is represented by C. Nathan Dee, Esq., at
Cullen & Dykman, LLP.

The Debtor disclosed total assets of $32,462,383 and total
liabilities of $17,184,837 as of the Chapter 11 filing.

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


VIGNAHARA LLC: First Western SBLC Tries To Block Disclosures OK
---------------------------------------------------------------
Secured creditor First Western SBLC, Inc., filed with the U.S.
Bankruptcy Court for the Northern District of Texas an objection to
Vignahara, LLC's disclosure statement referring to the Debtor's
plan of reorganization.

As reported by the Troubled Company Reporter on Dec. 12, 2016, the
Debtor filed with the Court the Disclosure Statement referring to
the Plan, which proposes that Class 8 - General Unsecured Claims
get back 10% of their total amount to be paid by the end of 2017.
According to the Disclosure Statement, the Debtor has shown that it
can fund its operating costs and debt service with the current
revenues but the key to restoring the business to sustained
profitability is to regain its Red Roof Inn franchise.  The
Debtor's plan combines financing from both operations and other
sources in order to increase revenues and gain back its Red Roof
Inn franchise.

First Western SBLC claims that, among others:

     a. the Debtor's plan includes a blanket post-confirmation
        injunction that would prohibit First Western from         
        enforcing the personal guaranties given by Denishkumar
        Patel and Mehul Patel.  Neither of those two individuals
        is mentioned anywhere in the Disclosure Statement or Plan
        except for being included in the Plan's definition of
        "guarantors."  They are not members or managers of the
        Debtor, will have no managerial role in the business after

        confirmation, and are not even employees of the Debtor.  
        Consequently, the proposed postconfirmation injunction, at

        least insofar as it protects those two individuals, is not

        authorized by the U.S. Bankruptcy Code or applicable law
        and would violate Section 1129(a)(3) of the Bankruptcy
        Code, making the plan unconfirmable;

     b. the Disclosure Statement fails to disclose a prepetition
        ownership transfer in the Debtor in violation of First
        Western's loan documents.  The Disclosure Statement says
        Jagdishbhai Patel and Binal Patel are the sole members of
        the Debtor.  However, at the time First Western made the
        mortgage loan to the Debtor, Pooja Patel was also a
        member, and First Western's loan documents prohibit any
        transfer of equity interests in the Debtor without First
        Western's prior consent, which was never requested or
        obtained.  The Debtor should be required to disclose the
        date and terms of the transaction(s) by which Pooja Patel
        transferred her membership interest in the Debtor to
        Jagdishbhai Patel and Binal Patel;

     c. the Disclosure Statement fails to disclose that First
        Western's payment of the Debtor's delinquent 2015 property

        taxes payment avoided penalties that would have been
        assessed on July 1, 2016, and reduced the interest accrual

        from 1% per month to 6.25% per year;

     d. the Disclosure Statement falsely implies that the reason
        the Debtor had insufficient funds to pay for taxes and
        make the repairs required by Red Roof Inn was that First
        Western impermissibly stopped funding the loan.  In fact,
        the only remaining loan funds totaled $47,250.15, which
        was far less than the property taxes alone of $99,590, and

        FW refused to advance any of those funds because the
        Debtor did not comply with the terms required to release
        those funds;

     e. the Debtor falsely states that it paid $15,279 in adequate
        protection payments to First Western during October 2016.
        The Debtor did not pay anything to First Western during
        October, and its monthly operating report for October and
        does not show any payment to First Western.  That false
        statement makes all of the ensuing calculations in that
        paragraph wrong; and

     f. the Disclosure statement is incomplete and misleading on
        several points concerning the Red Roof Inn franchise.  
        According to the Disclosure Statement, the Debtor does not

        have a commitment from Red Roof Inn to reinstate the
        franchise.  The Debtor fails to explain whether, when, and

        the terms upon which Red Roof Inn will actually reinstate
        the franchise agreement.  The Debtor also fails disclose
        the steps, terms, timing, and expense needed to transform
        Red Roof Inn's tentative agreement into a binding
        contract.  The Court recently entered an order authorizing

        the Debtor to enter into a franchise agreement with Red
        Roof Inn, but the Disclosure Statement has not been
        supplemented to disclose the status of that proposed
        franchise agreement.

The Objection is available at:

             http://bankrupt.com/misc/txnb16-32261-84.pdf

First Western SBLC is represented by:

     Kenneth A. Hill, Esq.
     QUILLING, SELANDER, LOWNDS, WINSLETT & MOSER, P.C.
     2001 Bryan Street, Suite 1800
     Dallas, Texas 75201
     Tel: (214) 871-2100
     Fax: (214) 871-2111

                       About Vignahara

Vignahara, LLC, is a Texas limited liability company formed on Aug.
12, 2013.  It is a family run business.  Jagdishbhai Patel and
Binal Patel are the sole mangers and members of the Debtor.  The
Debtor's sole asset is a 112-room hotel located at 11999 East
Freeway in Houston, Texas, which until recently was operated as a
Red Roof Inn franchise.  It has operated under the name of Red Roof
Inn East Houston.

The Debtor filed a Chapter 11 petition (Bankr. N.D. Tex. Case No.
16-32261) on June 6, 2016.  The petition was signed by Binal Patel,
member.  The Debtor is represented by Russell W. Mills, Esq., at
Hiersche, Hayward, Drakeley & Urbach, P.C.  The case is assigned to
Judge Barbara J. Houser.  The Debtor estimated assets and
liabilities at $1 million to $10 million at the time of the filing.


WEGENER CORP: FAMR Stake Down to 5.75% as of Jan. 4
---------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange Commission
on Jan. 4, 2017, Footprints Asset Management & Research, Inc.
disclosed that it beneficially owns 756,566 shares of common stock
of Wegener Corporation representing 5.75 percent of the shares
outstanding.  FAMR said its position in Wegener dropped more than
1% due to transitioning clients out of individual equity positions
into a mutual fund managed by firm.
A full-text copy of the regulatory filing is available at:

                    https://is.gd/7Q86xn

                     About Wegener Corp.

Johns Creek, Ga.-based Wegener Corporation --
http://www.wegener.com/-- was formed in 1977 and is a Delaware
corporation.  The Company conducts its continuing business through
Wegener Communications, Inc. (WCI), a wholly-owned subsidiary.
WCI, a Georgia corporation, is an international provider of
digital video and audio solutions for broadcast television, radio,
telco, private and cable networks.

The Company reported a net loss of $1.46 million for the year
ended Sept. 2, 2011, compared with a net loss of $2.31 million for
the year ended Sept. 3, 2010.

The Company's balance sheet at June 1, 2012, showed $5.44 million
in total assets, $9.28 million in total liabilities, all current,
and a $3.83 million total capital deficit.

In its report on the Company's 2011 results, Habif, Arogeti &
Wynne, LLP, in Atlanta, Georgia, noted that the Company has
suffered recurring losses from operations and has a capital
deficiency that raise substantial doubt about its ability to
continue as a going concern.

                         Bankruptcy Warning

The Company said in its quarterly report for the period ended
June 1, 2012, that it may not have sufficient capital to continue
as a going concern.

"Our bookings and revenues to date in fiscal 2012 and during the
prior fiscal year have been insufficient to attain profitable
operations and to provide adequate levels of cash flow from
operations.  We have experienced recurring net losses from
operations, which have caused an accumulated deficit of
approximately $24,079,000 at June 1, 2012.  We had a working
capital deficit of approximately $6,151,000 at June 1, 2012
compared to $4,441,000 at September 2, 2011.  Our day to day
liquidity during the third quarter of fiscal 2012 and continuing
to date has been adversely impacted by our low level of revenues
and bookings.  We currently believe our expected levels of
revenues over the next two quarters are insufficient to provide
adequate levels of internally generated liquidity during those
periods.  As a result, we believe we will need to raise additional
capital or additional borrowings as supplemental funding to
provide adequate liquidity to pay our current level of operating
expenses, to provide for anticipated inventory purchases which
will be required for our current level of anticipated revenues
during the next two fiscal quarters and to reduce past due amounts
owed to vendors and service providers.  We currently have limited
sources of capital, including the public and private placement of
equity securities and additional debt financing.  No assurances
can be given that additional capital or borrowings would be
available to allow us to continue as a going concern.  If
additional capital or borrowings are unavailable, we will likely
be forced to significantly curtail or restructure our operations
during the remainder of fiscal 2012 and beyond, which would have a
material adverse effect on our ability to continue as a going
concern and as a result may require the Company to enter into
bankruptcy proceedings or cease operations."


WILLBROS GROUP: S&P Revises Outlook to Stable & Affirms 'CCC+' CCR
------------------------------------------------------------------
S&P Global Ratings said that it has revised its outlook on Willbros
Group Inc. to stable from developing and affirmed its 'CCC+'
corporate credit rating on the company.

Subsequently, S&P withdrew all of its ratings on Willbros at the
issuer's request.

"We revised our outlook on Willbros to stable from developing to
reflect the company's reduced debt--following management's
divestment of non-core assets--and relatively stable operating
performance," said S&P Global credit analyst Michael Durand.  "We
expect that Willbros will maintain a highly leveraged financial
risk profile over the next 12 months as it looks to expand its
utility business and position its downsized oil and gas segment in
a somewhat improved market."


WRAP MEDIA: Seeks to Hire Beyer Law Group as Special Counsel
------------------------------------------------------------
Wrap Media, LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of California to hire Beyer Law Group, LLP as
its special counsel.

The Debtor tapped the firm to respond to any action by the U.S.
Patent & Trademark Office in connection with its patent
applications.

The current hourly rates charged by the firm range from $350 to
$620 for its attorneys, and from $120 to $200 for its paralegals
and legal assistants.

Steve Beyer, Esq., at Beyer Law Group, disclosed in a court filing
that his firm does not hold or represent any interest adverse to
the Debtor's bankruptcy estate.
.
The firm can be reached through:

     Steve D. Beyer, Esq.
     Beyer Law Group, LLP
     2595 East Bayshore Road, Suite 100
     Palo Alto, CA 94303
     Phone: 650-842-1300
     Fax: 650-842-1301
     Email: sbeyer@beyerlaw.com

                         About Wrap Media

Wrap Media, LLC and Wrap Media, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N. D. Calif. Case Nos.
16-31325 and 16-31326) on December 10, 2016.  The petitions were
signed by Eric Greenberg, chief executive officer.  

The cases are assigned to Judge Hannah L. Blumenstiel.

At the time of the filing, the Debtors estimated their assets at $1
million to $10 million and liabilities at $10 million to $50
million.


XTERA COMMUNICATIONS: Seeks to Hire Ordinary Course Professionals
-----------------------------------------------------------------
Xtera Communications, Inc. has filed a motion seeking approval from
the U.S. Bankruptcy Court in Delaware to hire professionals used in
the ordinary course of business.

The request, if granted, would allow the Debtor to hire "ordinary
course professionals" without filing separate employment
applications.  The Debtor seeks to employ these OCPs:

     * Morgan Franklin
     * Hein & Associates LLP
     * Whitley Penn LLP
     * Manning Elliott LLP
     * Kingston Smith LLP
     * Aranca U.S. Inc.
     * Marcelo De Sottomaior Santini
     * Darrow Associates, Inc.
     * Arthur J. Gallagher & Co.
     * Coughlin & Associates Ltd.
     * Independent Wealth Management Consultants Ltd.
     * Barker Brettell LLP
     * Munck Wilson Mandala, LLP
     * Brandao Teixeira Reis Vieira Pinto
     * Steptoe &Johnson LLP
     * Gardere Wynne Sewell LLP
     * Morgan Denton Jones
     * Norton Rose Fulbright Canada LLP
     * Computer Patent Annuities

In the same filing, the Debtor also proposed to pay the OCPs 100%
of their fees and expenses, and pay each up to $50,000 per month
without formal fee application to the court.

                   About Xtera Communications

Xtera Communications and seven affiliated debtors filed for Chapter
11 protection (Bankr. D. Del. Lead Case No. 16-12577) on Nov. 15,
2016.  The company sells telecommunications-related optical
transport solutions.  The company disclosed $50.47 million in
assets and $66.45 million in total debt as of the bankruptcy
filing.

Xtera tapped DLA Piper LLP as legal counsel; Cowen & Company as
investment banker; and Epiq Systems Inc. as claims agent.

On Nov. 23, 2016, the Office of the U.S. Trustee appointed five
creditors to serve on the official committee of unsecured
creditors.  Lawyers at Bayard P.A., and Lowenstein Sandler LLP
serve as counsel to the Committee.

HIG Neptune, the postpetition lender, is represented by Allen &
Overy LLP; and  Morris, Nichols, Arsht & Tunnell LLP.  Counsel to
Wilmington Trust, N.A., the DIP Agent, is Kaye Scholer LLP.
Counsel to the prepetition senior lender are Levy, Small & Lallas
and Chipman Brown Cicero & Cole, LLP.  Counsel to Horizon
Technology Finance Corp., the prepetition subordinated lender, is
K&L Gates LLP.


YOGA SMOGA: U.S. Trustee Forms 5-Member Committee
-------------------------------------------------
The Office of the U.S. Trustee on Jan. 6 appointed five creditors
of Yoga Smoga, Inc., to serve on the official committee of
unsecured creditors.

The committee members are:

     (1) Todd D'Agosta
         209 Massachusetts St.
         Westfield, NJ 07090
         Phone: (646) 456-6262
         Email: dagosta@mac.com

     (2) Sean Gallagher
         55 Central Park West, Apt. 5A
         New York, NY 10023
         Phone; 917) 716-1856
         Email: seangallagher18@gmail.com

     (3) Rovy Sze
         6 Notch Hill Drive
         Livingston, NJ 07039
         Phone: (917) 968-1825
         Email: Rovysze@gmail.com

     (4) SFO Apparel, Inc.
         41 Park Place
         Brisbane, CA 94005
         Phone: (415) 468-8816
         Attn: Peter Mou
         Email: petermou@sfoapparel.com

     (5) Texollini, Inc.
         2575 El Presidio St.
         Long Beach, CA 90810
         Phone: (310) 386-2884
         Email: dkadisha@texollini.com

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

                        About Yoga Smoga

Yoga Smoga, Inc. filed a chapter 11 petition (Bankr. S.D.N.Y. Case
No. 16-13538) on Dec. 19, 2016.  The petition was signed by Tapasya
Bali, chief executive officer.  The Debtor is represented by Jil
Mazer-Marino, Esq., at Meyer, Suozzi, English & Klein, P.C.  The
case is assigned to Judge Michael E. Wiles.  The Debtor estimated
assets and liabilities at $1 million to $10 million at the time of
the filing.


YRC WORLDWIDE: Inks Consulting Agreement With Former CFO
--------------------------------------------------------
YRC Worldwide Inc. previously filed with the Securities and
Exchange Commission a current report on Form 8-K on Nov. 23, 2016,
to disclose the resignation of James G. Pierson, the executive vice
president and chief financial officer of the Company, effective
Dec. 31, 2016.

The Company filed an amended Form 8-K report on Jan. 4, 2017,
solely to provide new disclosures required by Item 5.02 of the Form
8-K that were not previously available or filed with the original
report.

To ensure an orderly and full transition of the chief financial
officer role, Mr. Pierson will serve as a consultant for a period
of six months subsequent to the effective date of his resignation.
To memorialize the terms of Mr. Pierson's resignation and his
consultant obligations, the Company and Mr. Pierson entered into a
General Release and Post-Employment Consulting Agreement on Dec.
30, 2016.  The Consulting Agreement provides that upon Mr.
Pierson's separation from employment and subject to his compliance
with the terms of the Consulting Agreement, he will remain entitled
to (i) 16,650 performance share units which were previously granted
and earned for 2015 performance that are scheduled to vest in
February 2017; (ii) 26,452 restricted shares that were previously
granted and are scheduled to vest in February 2017; and (iii) that
portion of performance stock units that may be earned for calendar
year 2016 and are scheduled to vest and settle in cash in February
2017, if any, pursuant to Mr. Pierson's Performance Stock Unit
Award Agreement dated Feb. 26, 2016.  All of Mr. Pierson's unvested
shares of restricted stock and performance units that are scheduled
to vest subsequent to February 2017 will be forfeited upon
separation.  If Mr. Pierson fails to perform under the Consulting
Agreement before any shares of restricted stock or performance
units vest, then Mr. Pierson will forfeit any right to receive
those shares of restricted stock and performance units.  If Mr.
Pierson fails to perform under the Consulting Agreement before
termination of the consulting period, but after the vesting of any
shares of restricted stock, Mr. Pierson will be required to forfeit
and/or repay the Company for any such restricted stock.

The Consulting Agreement includes a customary release and waiver of
claims and incorporates by reference the customary confidentiality,
non-competition, non-disparagement and non-solicitation provisions
of Mr. Pierson's Dec. 30, 2014, Severance Agreement.

                      About YRC Worldwide

Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that offers  

its customers a wide range of transportation services.  These
services include global, national and regional transportation as
well as logistics.

YRC Worldwide reported net income attributable to common
shareholders of $700,000 on $4.83 billion of operating revenue for
the year ended Dec. 31, 2015, compared to a net loss attributable
to common shareholders of $85.8 million on $5.06 billion of
operating revenue for the year ended Dec. 31, 2014.

As of Sept. 30, 2016, the Company had $1.87 billion in total
assets, $2.21 billion in total liabilities and a total
shareholders' deficit of $342.2 million.

                          *    *    *

As reported by the TCR on Feb. 18, 2014, Moody's Investors Service
had upgraded the Corporate Family Rating for YRC Worldwide from
'Caa3' to 'B3', following the successful closing of its
refinancing transactions.

In the Aug. 11, 2015, TCR report, Standard & Poor's Ratings
Services said that it has raised its corporate credit rating on
YRC Worldwide to 'B-' from 'CCC+'.

"The upgrade reflects YRC's earnings growth and improved liquidity
position, along with our belief that gradual improvement in the
company's operating performance will result in credit measures
that are commensurate with the rating," said Standard & Poor's
credit analyst Michael Durand.


[^] BOND PRICING: For the Week from January 2 to 6, 2017
--------------------------------------------------------
  Company                   Ticker  Coupon Bid Price   Maturity
  -------                   ------  ------ ---------   --------
A. M. Castle & Co           CASL      7.00     58.00 12/15/2017
ACCO Brands Corp            ACCO      6.75    101.01  4/30/2020
American Gilsonite Co       AMEGIL   11.50     63.25   9/1/2017
American Gilsonite Co       AMEGIL   11.50     67.00   9/1/2017
Avaya Inc                   AVYA     10.50     29.50   3/1/2021
Avaya Inc                   AVYA     10.50     36.75   3/1/2021
BPZ Resources Inc           BPZR      6.50      3.02   3/1/2015
BPZ Resources Inc           BPZR      6.50      3.02   3/1/2049
CEDC Finance Corp
  International Inc         CEDC     10.00     30.00  4/30/2018
Caesars Entertainment
  Operating Co Inc          CZR       5.75     66.75  10/1/2017
Chassix Holdings Inc        CHASSX   10.00      8.00 12/15/2018
Chassix Holdings Inc        CHASSX   10.00      8.00 12/15/2018
Chukchansi Economic
  Development Authority     CHUKCH    9.75     42.50  5/30/2020
Chukchansi Economic
  Development Authority     CHUKCH    9.75     42.25  5/30/2020
Cinedigm Corp               CIDM      5.50     10.00  4/15/2035
Claire's Stores Inc         CLE       9.00     53.25  3/15/2019
Claire's Stores Inc         CLE       8.88     21.00  3/15/2019
Claire's Stores Inc         CLE      10.50     67.75   6/1/2017
Claire's Stores Inc         CLE       7.75     12.25   6/1/2020
Claire's Stores Inc         CLE       9.00     52.50  3/15/2019
Claire's Stores Inc         CLE       7.75     12.25   6/1/2020
Claire's Stores Inc         CLE       9.00     53.00  3/15/2019
Cumulus Media Holdings Inc  CMLS      7.75     40.94   5/1/2019
DFC Finance Corp            DLLR     10.50     47.50  6/15/2020
DFC Finance Corp            DLLR     10.50     47.50  6/15/2020
EXCO Resources Inc          XCO       7.50     59.57  9/15/2018
Energy Conversion
  Devices Inc               ENER      3.00      7.88  6/15/2013
Energy Future
  Holdings Corp             TXU       6.55     14.00 11/15/2034
Energy Future
  Holdings Corp             TXU       6.50     13.75 11/15/2024
Energy Future
  Holdings Corp             TXU      11.25     13.88  11/1/2017
Energy Future
  Holdings Corp             TXU      10.88     13.88  11/1/2017
Energy Future
  Holdings Corp             TXU       9.75     29.25 10/15/2019
Energy Future
  Holdings Corp             TXU      10.88     13.88  11/1/2017
Energy Future
  Intermediate Holding
  Co LLC / EFIH
  Finance Inc               TXU      10.00     21.75  12/1/2020
Energy Future
  Intermediate Holding
  Co LLC / EFIH
  Finance Inc               TXU      10.00     24.05  12/1/2020
Energy Future
  Intermediate Holding
  Co LLC / EFIH
  Finance Inc               TXU       9.75     30.00 10/15/2019
Energy Future
  Intermediate Holding
  Co LLC / EFIH
  Finance Inc               TXU       6.88     20.50  8/15/2017
Erickson Inc                EAC       8.25     25.25   5/1/2020
FXCM Inc                    FXCM      2.25     55.00  6/15/2018
FairPoint
  Communications Inc/Old    FRP      13.13      1.88   4/2/2018
First Data Corp             FDC       6.75    104.00  11/1/2020
Fleetwood Enterprises Inc   FLTW     14.00      3.56 12/15/2011
Forbes Energy Services Ltd  FESL      9.00     43.25  6/15/2019
GenOn Energy Inc            GENONE    7.88     73.07  6/15/2017
Goodman Networks Inc        GOODNT   12.13     43.00   7/1/2018
Gymboree Corp/The           GYMB      9.13     35.00  12/1/2018
Homer City Generation LP    GE        8.14     41.50  10/1/2019
Horsehead Holding Corp      ZINC     10.50     80.25   6/1/2017
Illinois Power
  Generating Co             DYN       7.00     36.50  4/15/2018
Illinois Power
  Generating Co             DYN       6.30     36.63   4/1/2020
Iracore International
  Holdings Inc              IRACOR    9.50     52.00   6/1/2018
Iracore International
  Holdings Inc              IRACOR    9.50     52.00   6/1/2018
IronGate Energy
  Services LLC              IRONGT   11.00     28.50   7/1/2018
IronGate Energy
  Services LLC              IRONGT   11.00     32.13   7/1/2018
IronGate Energy
  Services LLC              IRONGT   11.00     32.13   7/1/2018
IronGate Energy
  Services LLC              IRONGT   11.00     32.13   7/1/2018
James River Coal Co         JRCC      7.88      1.74   4/1/2019
KB Home                     KBH       9.10    104.74  9/15/2017
Las Vegas Monorail Co       LASVMC    5.50      2.14  7/15/2019
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59   6/9/2009
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59  7/21/2009
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59  9/16/2010
Lehman Brothers
  Holdings Inc              LEH       2.07      2.59  6/15/2009
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59  9/16/2010
Lehman Brothers
  Holdings Inc              LEH       1.25      2.59  3/22/2012
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59   9/7/2012
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59  12/9/2012
Lehman Brothers
  Holdings Inc              LEH       1.25      2.59   8/5/2012
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59  11/3/2011
Lehman Brothers
  Holdings Inc              LEH       1.60      2.59  11/5/2011
Lehman Brothers
  Holdings Inc              LEH       2.00      2.59   3/3/2009
Lehman Brothers
  Holdings Inc              LEH       1.50      2.59  3/29/2013
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59 10/17/2013
Lehman Brothers
  Holdings Inc              LEH       1.38      2.59  6/15/2009
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59  8/17/2014
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59  8/17/2014
Lehman Brothers
  Holdings Inc              LEH       5.00      2.59   2/7/2009
Lehman Brothers
  Holdings Inc              LEH       1.25      2.59   2/6/2014
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59  3/29/2014
Lehman Brothers
  Holdings Inc              LEH       1.00      2.59  11/2/2011
Lehman Brothers
  Holdings Inc              LEH       4.00      2.59  4/30/2009
Lehman Brothers Inc         LEH       7.50      1.23   8/1/2026
Light Tower Rentals Inc     LHTTWR    8.13     43.00   8/1/2019
Light Tower Rentals Inc     LHTTWR    8.13     43.00   8/1/2019
Linc USA GP /
  Linc Energy
  Finance USA Inc           LNCAU     9.63     19.50 10/31/2017
Linn Energy LLC /
  Linn Energy
  Finance Corp              LINE      8.63     45.00  4/15/2020
Linn Energy LLC /
  Linn Energy
  Finance Corp              LINE      6.25     45.00  11/1/2019
Linn Energy LLC /
  Linn Energy
  Finance Corp              LINE      6.50     41.25  9/15/2021
Linn Energy LLC /
  Linn Energy
  Finance Corp              LINE      6.25     42.75  11/1/2019
Linn Energy LLC /
  Linn Energy
  Finance Corp              LINE      6.25     42.75  11/1/2019
Linn Energy LLC /
  Linn Energy
  Finance Corp              LINE      6.50     43.50  5/15/2019
Lumbermens Mutual
  Casualty Co               KEMPER    8.30      0.21  12/1/2037
MF Global Holdings Ltd      MF        3.38     26.00   8/1/2018
MModal Inc                  MODL     10.75     10.13  8/15/2020
Midstates Petroleum
  Co Inc / Midstates
  Petroleum Co LLC          MPO      10.75      0.79  10/1/2020
Mirant Mid-Atlantic
  Series B Pass
  Through Trust             GENONE    9.13     86.75  6/30/2017
Modular Space Corp          MODSPA   10.25     56.00  1/31/2019
Modular Space Corp          MODSPA   10.25     55.88  1/31/2019
NRG REMA LLC                GENONE    9.24     85.00   7/2/2017
New Gulf Resources LLC/
  NGR Finance Corp          NGREFN   12.25      2.73  5/15/2019
New Gulf Resources LLC/
  NGR Finance Corp          NGREFN   12.25      2.73  5/15/2019
New Gulf Resources LLC/
  NGR Finance Corp          NGREFN   12.25      2.73  5/15/2019
Nine West Holdings Inc      JNY       6.88     24.25  3/15/2019
Nine West Holdings Inc      JNY       8.25     21.50  3/15/2019
Nine West Holdings Inc      JNY       8.25     22.25  3/15/2019
Nuverra Environmental
  Solutions Inc             NESC      9.88     11.32  4/15/2018
OMX Timber Finance
  Investments II LLC        OMX       5.54      9.13  1/29/2020
Peabody Energy Corp         BTU       4.75      8.63 12/15/2041
Peabody Energy Corp         BTU       6.00     59.25 11/15/2018
Peabody Energy Corp         BTU       6.00     42.25 11/15/2018
Peabody Energy Corp         BTU       6.00     64.25 11/15/2018
Permian Holdings Inc        PRMIAN   10.50     30.00  1/15/2018
Permian Holdings Inc        PRMIAN   10.50     30.00  1/15/2018
Pernix Therapeutics
  Holdings Inc              PTX       4.25     25.00   4/1/2021
Pernix Therapeutics
  Holdings Inc              PTX       4.25     25.04   4/1/2021
Prospect Holding Co LLC /
  Prospect Holding
  Finance Co                PRSPCT   10.25     47.82  10/1/2018
Prospect Holding Co LLC /
  Prospect Holding
  Finance Co                PRSPCT   10.25     47.82  10/1/2018
River Rock Entertainment
  Authority                 RIVER     9.00     20.13  11/1/2018
Rolta LLC                   RLTAIN   10.75     23.00  5/16/2018
SAExploration Holdings Inc  SAEX     10.00     50.38  7/15/2019
Samson Investment Co        SAIVST    9.75      7.14  2/15/2020
Sequa Corp                  SQA       7.00     56.00 12/15/2017
Sequa Corp                  SQA       7.00     55.50 12/15/2017
Sidewinder Drilling Inc     SIDDRI    9.75      6.63 11/15/2019
Sidewinder Drilling Inc     SIDDRI    9.75      6.63 11/15/2019
Stone Energy Corp           SGY       1.75     59.75   3/1/2017
SunEdison Inc               SUNE      5.00     51.75   7/2/2018
SunEdison Inc               SUNE      2.75      3.13   1/1/2021
SunEdison Inc               SUNE      2.00      2.88  10/1/2018
SunEdison Inc               SUNE      3.38      2.75   6/1/2025
SunEdison Inc               SUNE      2.38      3.50  4/15/2022
SunEdison Inc               SUNE      0.25      3.20  1/15/2020
SunEdison Inc               SUNE      2.63      3.25   6/1/2023
TMST Inc                    THMR      8.00     10.36  5/15/2013
Talos Production LLC /
  Talos Production
  Finance Inc               TALPRO    9.75     52.50  2/15/2018
Talos Production LLC /
  Talos Production
  Finance Inc               TALPRO    9.75     55.00  2/15/2018
TerraVia Holdings Inc       TVIA      5.00     43.00  10/1/2019
TerraVia Holdings Inc       TVIA      6.00     65.75   2/1/2018
Terrestar Networks Inc      TSTR      6.50     10.00  6/15/2014
TetraLogic
  Pharmaceuticals Corp      TLOG      8.00      5.50  6/15/2019
Texas Competitive Electric
  Holdings Co LLC /
  TCEH Finance Inc          TXU      11.50     28.63  10/1/2020
Texas Competitive Electric
  Holdings Co LLC /
  TCEH Finance Inc          TXU      11.50     28.63  10/1/2020
Texas Competitive Electric
  Holdings Co LLC /
  TCEH Finance Inc          TXU      15.00      2.63   4/1/2021
Trans-Lux Corp              TNLX      8.25     20.13   3/1/2012
UCI International LLC       UCII      8.63     19.50  2/15/2019
Venoco LLC                  VQ        8.88      1.27  2/15/2019
Verso Paper Holdings
  LLC / Verso Paper Inc     VRS      11.75     17.00  1/15/2019
Verso Paper Holdings
  LLC / Verso Paper Inc     VRS      11.75     17.00  1/15/2019
Violin Memory Inc           VMEM      4.25      8.50  10/1/2019
Walter Energy Inc           WLTG      9.50      0.38 10/15/2019
Walter Energy Inc           WLTG      8.50      0.49  4/15/2021
Walter Energy Inc           WLTG      9.88      0.43 12/15/2020
Walter Energy Inc           WLTG      9.50      0.38 10/15/2019
Walter Energy Inc           WLTG      9.88      0.43 12/15/2020
Walter Energy Inc           WLTG      9.88      0.43 12/15/2020
Walter Energy Inc           WLTG      9.50      0.38 10/15/2019
Walter Energy Inc           WLTG      9.50      0.38 10/15/2019
Windermere Baptist
  Conference Center         WINBAP    8.40     22.00 11/15/2025
iHeartCommunications Inc    IHRT     10.00     73.50  1/15/2018
rue21 inc                   RUE       9.00     18.00 10/15/2021
rue21 inc                   RUE       9.00     22.00 10/15/2021


                            *********

Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

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 2017.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***