TCR_Public/170323.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Thursday, March 23, 2017, Vol. 21, No. 81

                            Headlines

262 BROAD STREET: Hearing on Plan Outline Set for April 27
611 COMMERCIAL: Disclosures OK'd; Plan Hearing on May 4
ACME DEVELOPMENT: Disclosures Conditionally OK'd; April 18 Hearing
AK STEEL: Unit Commences Offering of $400 Million Senior Notes
ALLIED CONSOLIDATED: Full Payment for Unsecureds Under Plan

BALTYK CONSTRUCTION: Taps Sussman Law as Counsel
BILLYS ROADHOUSE: April 18 Plan Confirmation Hearing
BOEGEL FARMS: Has Interim Authority to Use Cash Through July 31
BOEGEL FARMS: Wants to Sell and Use Rabo and SBB Cash Collateral
BREVARD EYE: Case Summary & 20 Largest Unsecured Creditors

C & S COMPANY: Unsecureds to be Paid in Full Over 60 Months
CAESARS ENTERTAINMENT: Fitch to Withdraw 'B-' Long-Term IDR
CAESARS ENTERTAINMENT: Moody's Assigns (P)Ba3 Corp. Family Rating
CAESARS ENTERTAINMENT: S&P Assigns 'B+' CCR; Outlook Positive
CASCELLA & SON: May Use Cash Collateral Until April 30

CASCO INVESTMENTS: Unsecureds to be Paid in Full Plus 4.75%
CASH CAPITAL: Has Final Approval to Obtain Financing, Use Cash
CATASYS INC: Appoints Marc Cummins & Richard Berman as Directors
CKP INVESTMENT: Has Final Authority to Use Cash Collateral
CLINICA SANTA ROSA: Bank Seeks to Bar Access to Cash Collateral

CREDITCORP: S&P Lowers ICR to 'B-' on Financial Weakness
CRYSTAL LAKE GOLF: Has Until June 9 to Use Cash Collateral
CRYSTAL LAKE GOLF: May Use Cash Collateral Through June 9
CVC INC: To Employ Scott B. Riddle as Attorney
CYPRESS WAY: Seeks Approval to Use Creif Cash Collateral

DORCH COMMUNITY: April 18 Plan Confirmation Hearing
EARLY LIGHT: S&P Lowers Rating on 2014 School Bonds to 'BB'
EAST COAST FOODS: Court OK Hope & IRS Pacts for Cash Collateral Use
ECI HOLDCO: S&P Revises Outlook to Negative & Affirms 'B' CCR
ENPRO INDUSTRIES: S&P Gives 'BB-' Rating on $150MM Unsecured Notes

ESPLANADE HL: Can Continue Using FMB Cash Collateral Until April 12
ESTERLINE TECHNOLOGY: Moody's Cuts Corporate Family Rating to Ba2
EXTENDED STAY: S&P Affirms 'BB-' CCR; Outlook Remains Stable
FANNIE MAE & FREDDIE MAC: Director Raphael W. Bostic Will Resign
FEDERAL-MOGUL HOLDINGS: Moody's Rates New Sr. Secured Notes B1

FEDERAL-MOGUL HOLDINGS: S&P Assigns 'B-' Rating on EUR715MM Notes
FIRST PHOENIX-WESTON: Unsecureds to Get 100% Under Sabra Plan
FOLTS HOME: U.S. Trustee Unable to Appoint Committee
FORESIGHT ENERGY: Prices Private Offering of $425M Secured Notes
FORESIGHT ENERGY: Prices Private Offering of $425M Secured Notes

FREDDIE MAC: Director Bostic Moving to FRB of Atlanta
GARRETSON TILE: Case Summary & 20 Largest Unsecured Creditors
GREEKTOWN HOLDINGS: S&P Lowers Rating on Secured Debt to 'B'
GREENHUNTER RESOURCES: Files Chapter 11 Plan of Liquidation
HANSELL MITZEL: Has Interim Approval to Use Cash Collateral

HARTFORD COURT: Has Until April 10 to Use Hinsdale Cash Collateral
HHGREGG INC: Doesn't Have Floor Bid for Proposed April Auction
HUNTWICKE CAPITAL: Needs More Time to Complete Jan. 31 Form 10-Q
HUNTWICKE CAPITAL: Needs More Time to Complete Jan. 31 Form 10-Q
KING & QUEEN: To Sell Maryland Property to Fund Amended Plan

LAKE SHORE ALTERNATIVE: March 27 First Creditors Meeting in Canada
LILY ROBOTICS: May Use Spark's Cash Collateral Until March 31
MARBURN STORES: Hearing on Plan Outline OK Set for April 13
MCNEILL GROUP: Bucks County to Get $4,486 Per Month for 2 Years
MCNEILL PROPERTIES: Says Provident Bank's Claim is Over Secured

METROPOLITAN BAPTIST: Directed to Correct Errors in Plan Outline
MILLENNIUM LAB: Loses Bid to Dismiss Plan Confirmation Appeal
NAS HOLDINGS: Unsecureds to Recoup 100% Under Plan
NEOVIA LOGISTICS: S&P Lowers CCR to 'SD' on PIK Exchange Offer
NET ELEMENT: Further Amends Acquisition Agreement With Maglenta

NICKLAS LLC: Court Moves Time of April 6 Plan Confirmation Hearing
NORTHWEST GOLD: Case Summary & Unsecured Creditor
NPC INT'L: S&P Affirms 'B-' CCR & Rates New 1st Lien Loans 'B'
NRMT LLC: Seeks to Employ Wilcox as Counsel
OCH-ZIFF CAPITAL: S&P Lowers ICR to 'BB' on Higher Leverage

PARAGON OFFSHORE: Cancels Unissued Shares under Bonus Plans
PARAGON OFFSHORE: de Groot & Hammersley's Equity Panel Bid Pending
PARAGON OFFSHORE: Objections to Equity Panel Bid
PARAGON OFFSHORE: Reports $338 Million Net Loss for 2016
PAUL'S LIQUOR: April 26 Disclosure Statement Hearing

PEABODY ENERGY: Wins Confirmation of Chapter 11 Plan
PRESIDIO DEVELOPERS: To Hire Don Coker as Expert Banking Witness
PRIME GLOBAL: Expects to Report First Quarter Revenue of $327K
PROGRESSIVE ACUTE: Files Chapter 11 Plan of Liquidation
PROMOMANAGERS INC.: Wants to Use Collateral to Keep Consulting Biz.

R.B.K. TRUCKING: April 26 Plan Confirmation Hearing
REGIS GALERIE: Court Allows Cash Collateral Use Through June 4
RESHETAR REALTY: Asks Court to Approve Disclosure Statement
RJR TOWING: Seeks to Employ Wilcox as Counsel
SANTA CRUZ PLUMBING: Wants to Use Secured Creditors Cash Collateral

SEANERGY MARITIME: Terminates Registration of Securities
SEMLER SCIENTIFIC: Incurs $2.55 Million Net Loss in 2016
SIXTY SIXTY CONDOMINIUM: Unsecureds to Get 100% Under Plan
SPECTRUM HEALTHCARE: Intends to Continue Using Cash Until May 27
SQUARETWO FINANCIAL: Case Summary & 30 Top Unsecured Creditors

SQUARETWO FINANCIAL: Set to Emerge From Ch. 11 Under New Ownership
SQUARETWO FINANCIAL: Set to Emerge From Ch. 11 Under New Ownership
STATE DRIVE-IN: Creditors to Get $924 Per Month Under Revised Plan
T&H PLASTICS: Court Confirms Plan of Reorganization
TCC GENERAL: May Use Cash Collateral Until June 30

UNIFRAX HOLDING: S&P Gives 'B' Rating on New $735MM Sr. Facilities
UNIQUE MOTORSPORTS: Has Final Order to Use Cash Collateral
V & V SUPERMARKETS: Wants Court Approval for Cash Collateral Use
VALUEPART INC: Has Until May 6 to Use Cash Collateral
VEGA ALTA: Files Plan Addendum to Clarify Liquidation Analysis

VWELLWEST INC: Seeks Court Approval to Use IRS Cash Collateral
WEST CONTRA COSTA: U.S. Trustee Forms 3-Member Committee
WEST SEATTLE LODGE: Has Until March 24 to Use Cash Collateral
WILDWOOD CREST: Seeks Cash Collateral to Maintain Bungalows
[^] Recent Small-Dollar & Individual Chapter 11 Filings


                            *********

262 BROAD STREET: Hearing on Plan Outline Set for April 27
----------------------------------------------------------
The Vincent F. Papalia of the U.S. Bankruptcy Court for the
District of New Jersey will hold on April 27, 2017, at 11:00 a.m. a
hearing to consider the approval of 262 Broad Street Corp.'s
disclosure statement and confirmation of the Debtor's plan of
liquidation.

Objections to the Plan and Disclosure Statement must be filed no
later than seven days prior to the hearing.

                      About 262 Broad Street

262 Broad Street Corp. sought Chapter 11 protection (Bankr. D.N.J.
Case No. 15-23139) on July 14, 2015.  The Debtor estimated assets
and liabilities in the range of $0 to $50,000.  The Debtor tapped
Steven D. Pertuz, Esq., at Law Offices of Steven D. Pertuz as
counsel.  The petition was signed by Evelyn G. Morales,
president/authorized officer.


611 COMMERCIAL: Disclosures OK'd; Plan Hearing on May 4
-------------------------------------------------------
The Hon. John J. Thomas of the U.S. Bankruptcy Court for the Middle
District of Pennsylvania has approved 611 Commercial, Inc.'s
amended disclosure statement filed on Jan. 16, 2017, referring to
the amended Chapter 11 plan filed on Jan. 16, 2017.

A hearing to consider the confirmation of the Plan is set for May
4, 2017, at 9:30 a.m.

Objections to the Plan must be filed by April 17, 2017.
Acceptances or rejections of the Plan must also be filed by April
17, 2016.

The last day for filing with the Court a tabulation of ballots
accepting or rejecting the Plan is April 27, 2017.

As reported by the Troubled Company Reporter on Jan. 23, 2017, the
Debtor filed with the Court an amended disclosure statement dated
Jan. 16, 2017, referring to the Debtor's amended Chapter 11 plan of
reorganization dated Jan. 16, 2017.  Class 6 Gerald Gay's Claims
are unimpaired under the Plan and will retain his interest in any
remaining assets.

                    About 611 Commercial Inc.

611 Commercial, Inc., sought Chapter 11 protection (Bankr. M.D. Pa.
Case No. 14-04173) on Sept. 9, 2014. The petition was signed by
Gerald Gay, president.  The Honorable John J. Thomas is assigned to
the case.  Philip W. Stock, Esq., at the Law Office of Philip W.
Stock serves as the Debtor's counsel.

The Debtor estimated assets at $1 million to $10 million and
liabilities at $500,000 to $1 million.


ACME DEVELOPMENT: Disclosures Conditionally OK'd; April 18 Hearing
------------------------------------------------------------------
The Hon. John K. Sherwood of the U.S. Bankruptcy Court for the
District of New Jersey has conditionally approved Alex Badalamenti
and ACME Development, LLC's disclosure statement referring to the
Debtors' first amended plan of reorganization.

A hearing to consider the approval of the Disclosure Statement and
confirmation of the Plan is set for April 18, 2017, at 10:00 a.m.

Objections to the Disclosure Statement and the Plan must be filed
by April 11, 2017.  Responses to the objection must be filed no
later than two days prior to the Hearing.

Creditors who want to vote on the Plan will return an
originally-executed ballot to the Debtors' counsel by April 11,
2017.

Alex Badalamenti and ACME Development, LLC, filed for Chapter 11
bankruptcy protection (Bankr. D.N.J. Case No. 15-14413) on March
13, 2015.


AK STEEL: Unit Commences Offering of $400 Million Senior Notes
--------------------------------------------------------------
AK Steel Holding Corporation announced that its subsidiary, AK
Steel Corporation, has commenced a registered offering of
$400,000,000 aggregate principal amount of senior notes due 2027.
The New Notes will be fully and unconditionally guaranteed by AK
Holding, AK Steel's direct parent, and by AK Tube LLC, AK Steel
Properties, Inc. and Mountain State Carbon, LLC, three wholly-owned
subsidiaries of AK Steel.  The New Notes will be unsecured senior
obligations of AK Steel and the Guarantors.  AK Steel intends to
use the net proceeds of the offering, together with cash on hand
and/or borrowings under its revolving credit facility, to finance
AK Steel's cash tender offer, also announced, for any and all of AK
Steel's outstanding 7.625% Senior Notes due 2020.  The Offering
will be made pursuant to an effective shelf registration statement
on file with the Securities and Exchange Commission.

The joint book-running managers for the Offering are BofA Merrill
Lynch, Wells Fargo Securities, Citigroup, Goldman, Sachs & Co., BMO
Capital Markets, Credit Suisse and Deutsche Bank Securities.
Simultaneously with the Offering, AK Steel has commenced the Tender
Offer pursuant to an Offer to Purchase, dated March 16, 2017, and a
related Letter of Transmittal.  Upon the terms and subject to the
conditions described in the Offer to Purchase and the Letter of
Transmittal, AK Steel is offering to purchase for cash any and all
of its outstanding Old Notes.

Holders of Old Notes who validly tender their Old Notes on or prior
to 5:00 p.m., New York City time, March 22, 2017, will be eligible
to receive the aggregate purchase price equal to $1,021.25 per
$1,000 principal amount of Old Notes tendered.

Tendered Old Notes may be validly withdrawn on or prior to the
Expiration Time.  Following the Withdrawal Deadline, holders who
have tendered their Old Notes may not withdraw such Old Notes
unless AK Steel is required to extend withdrawal rights under
applicable laws.  AK Steel's obligation to accept for purchase and
to pay for the Old Notes in the Tender Offer is subject to the
satisfaction or waiver of a number of conditions, including the
receipt of proceeds from the offering of the New Notes.

In addition to the applicable consideration, all holders of Old
Notes accepted for purchase will also receive accrued and unpaid
interest on those Old Notes from the last interest payment date to,
but not including, the date such Old Notes are repurchased.  If any
Old Notes remain outstanding following the completion of the Tender
Offer, AK Steel intends to promptly redeem such Old Notes in
accordance with the terms of the Old Notes and the applicable
indenture.

None of AK Steel, AK Steel's Board of Directors, the dealer
manager, the depositary and the information agent makes any
recommendation in connection with the Tender Offer.  Holders must
make their own decisions as to whether to tender their Old Notes,
and, if so, the principal amount of Old Notes to tender.

AK Steel has retained BofA Merrill Lynch to serve as the sole
dealer manager for the Tender Offer.  AK Steel has also retained
Global Bondholder Services Corporation to serve as the information
agent and depositary.

For additional information regarding the terms of the Tender Offer,
please contact BofA Merrill Lynch at (980) 388-3646 or toll free
(888) 292-0070.  Requests for documents and questions regarding the
tender of Old Notes may be directed to Global Bondholder Services
Corporation at (212) 430-3774 or toll free (866) 470-4500, by mail
at 65 Broadway, Suite 404, New York, New York 10006, Attention:
Corporation Actions, or by visiting www.gbsc-usa.com/AKSteel/.

AK Holding, along with certain of its subsidiaries, has filed a
registration statement (including a prospectus) with the SEC
relating to the Offering.  Before you invest, you should read the
prospectus supplement and accompanying prospectus in that
registration statement and other documents AK Holding and AK Steel
have filed with the SEC for more complete information about AK
Holding, AK Steel and the Offering.  You may review electronic
copies of these documents for free by visiting EDGAR on the SEC Web
site at www.sec.gov.

Alternatively, AK Holding, AK Steel, any underwriter or any dealer
participating in the Offering will arrange to send you the
prospectus supplement and accompanying base prospectus if you
request it by contacting BofA Merrill Lynch at Attention:
Prospectus Department, One Bryant Park, New York, NY, 10036
(1-800-294-1322 or dg.prospectus_distribution@bofasecurities.com);
Wells Fargo at Attention: Client Support, 608 2nd Avenue, South
Minneapolis, MN 55402, telephone: (800) 645-3751 Opt 5, or email:
wfscustomerservice@wellsfargo.com; Citigroup, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717,
or by calling (800) 831-9146; Goldman Sachs & Co. at Attn:
Prospectus Department, 200 West Street, New York, NY 10282,
telephone: 1-866-471-2526, facsimile: 212-902-9316, or email
prospectus-ny@ny.email.gs.com; BMO Capital Markets at 3 Times
Square, New York, NY 10036, Attn: High Yield Syndicate, telephone:
(212) 702-1882; Credit Suisse at Attention: Prospectus Department,
One Madison Avenue, New York, NY 10010, telephone: 1-800-221-1037,
or email: newyork.prospectus@credit-suisse.com; or Deutsche Bank
Securities at Attention: Prospectus Group, 60 Wall Street, New
York, New York 10005-2836, email: prospectus.cpdg@db.com, telephone
(800) 503-4611.

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

                    https://is.gd/S4hUDp

                       About AK Steel

AK Steel is a producer of flat-rolled carbon, stainless and
electrical steel products and carbon and stainless tubular
products, primarily for automotive, infrastructure and
manufacturing, electrical power generation and distribution
markets.  Headquartered in West Chester, Ohio (Greater Cincinnati),
the company employs approximately 8,500 men and women at eight
steel plants, two coke plants and two tube manufacturing plants
across six states (Indiana, Kentucky, Michigan, Ohio, Pennsylvania
and West Virginia) and one tube plant in Mexico.

                          *   *    *

S&P Global Ratings said it affirmed its 'B' corporate credit rating
on AK Steel Corp.

Moody's Investors Service upgraded AK Steel Corporation's Corporate
Family Rating (CFR) and Probability of Default Rating to B2 and
B2-PD from B3 and B3-PD respectively.


ALLIED CONSOLIDATED: Full Payment for Unsecureds Under Plan
-----------------------------------------------------------
Allied Consolidated Industries, Inc., as the substantively
consolidated Debtor and as the successor to Allied Erecting &
Dismantling Co., Inc., Allied Industrial Scrap, Inc., and
Allied-Gator, Inc., and the Official Committee of Unsecured
Creditors filed with the U.S. Bankruptcy Court for the Northern
District of Ohio their first disclosure statement describing their
joint plan of reorganization.

General Unsecured Creditors are classified in Class 5, and those
who hold Claims in that Class will receive 100% of their Allowed
Claims, to be distributed when funds are available.

The Plan contemplates that there will be no change in the
management of the Reorganized Debtor.

The Plan also contemplates that the management's salaries and
compensation will not change during the Plan and that no dividends,
bonuses, or other forms of additional compensation will be paid to
management and/or equity holders.

Under the Plan, most of the Debtor's property will be placed in the
control of a Creditor Trust, managed by Inglewood Associates LLC
and John Lane as the Creditor Trustee who will have full control
and power to determine which transactions should be entered into,
what property should be sold or leased and at what price, and will
make all distributions to Creditors.

-- The Litigation Claims will become property of the Reorganized
Debtor, subject to all recovery rights in the Creditor Trust;

--  The major asset is the Allied Erecting & Dismantling Co., Inc.
real estate. In order to effectively liquidate that asset it must
be marketed for an appropriate period estimated to be up to 24
months;

-- The Plan creates 6 classes of Claims and one of Interests.
Distributions will be 100% of Allowed Claims.

All unsecured Claims in Classes 1 through 5 and the Class 6 Claim
of Michael D. Ramun shall accrue interest from the Petition Date
until paid in full at the applicable federal judgment rate.

The Plan will be funded from the following sources:

   (a) Sales of Trust Assets other than Cash on Hand and Operations
Income. The Creditor Trustee will sell any Trust Assets other than
the Cash on Hand or Operations Income free of any lien, claim or
encumbrance (such lien, claim or
encumbrance being transferred to the proceeds of sale) to raise
funds to make payments under the Plan.

   (b) Cash on Hand. $$675,073 is estimated to be the amount of
funds available for distribution on the Effective Date.

   (c) Excess Equipment Proceeds. The net proceeds from the public
auction of the Debtor's excess equipment held on Dec. 1, 2016, and
other equipment sales in the amount of $1,840,334 not part of the
Cash on Hand.

   (d) Operations Income. Net income from the scrap processing
operations of Allied Industrial Scrap, Inc. and the ongoing sales
and other operations of the Reorganized Debtor i.e, the hydraulic
shear business known as Allied Gator. As soon as all Claims in
Classes 1 through 5 and the Michael D. Ramun Class 6 Claim have
been paid in full, the Reorganized Debtor's obligation to
contribute the Operations Income to the Trust shall automatically
cease.

   (e) Recovery from Norfolk Litigation.

   (f) The Causes of Action.

   (g) Proceeds from the Assumption and Assignment of the Fairless
Agreements.

   (h) Recovery from U.S. Steel. Any right to recover from U.S.
Steel as a result of the Reorganized Debtor prevailing in the U.S.
Steel Appeal or the New U.S. Steel Suit until all funds paid to
U.S. Steel from the Creditor Trust are recovered, provided the
Creditor Trust has not been terminated as a result of full payment
to all Classes of Claims other than Class 2.

   (i) Proceeds. All net proceeds (after actual costs of sale) from
any disposition of any of the Trust Assets regardless of whether
the Creditor Trust holds legal and/or equitable title to any Trust
Asset.

The Disclosure Statement is available at:

        http://bankrupt.com/misc/ohnb16-40675-314.pdf

            About Allied Consolidated Industries

Co-founded on March 7, 1973 by current president, John R. Ramun,
and his father, Michael Ramun, Allied Erecting and Dismantling,
Inc. provided industrial dismantling of decommissioned industrial
facilities.  In 1985, Allied Industrial Scrap, Inc., Allied
Industrial Equipment, Inc., Allied Industrial Development
Corporation, and Allied Industrial Contracting, Inc., came into
being.  The Allied companies' complex at 1999 Poland Avenue,
Youngstown, Ohio includes a 25,000 square foot office building and
a new 218,000 square foot machine shop, office, and training
facility.

Allied Consolidated Industries, Inc. is the parent company.
President John R. Ramun is a 75% shareholder and his broter,
Michael D. Ramun, is a 25% shareholder.

Allied Consolidated Industries, Allied Erecting and Dismantling,
Allied Gator, Inc., and Allied Industrial Scrap sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Lead
Case
No. 16-40675) on April 13, 2016.  The petitions were signed by
John
R. Ramun, president.

The Court approved the retention of Suhar & Macejko, LLC as
counsel
for the Debtors on May 12, 2016.  The Court entered an agreed
order
approving the retention of Inglewood Associates, LLC as turnaround
managers on May 13, 2016.  The Court approved the retention of
Eckert Seamans Cherin & Mellott, LLC, as special counsel on July
18, 2016.

The Debtors have sought approval to employ Landmark Real Estate
Services, LLC as the non-exclusive real estate broker in
connection
with the listing for sale of 240 acres of properties for a listing
period through June 30, 2017.

On May 16, 2016, the United States Trustee filed a notice of
appointment of an Official Committee of Unsecured Creditors.  On
June 30, 2016, the bankruptcy court granted Committee's
application
to retain counsel.

On July 11, 2016, the bankruptcy court entered an order granting
substantive consolidation of the estates of the debtor companies.


BALTYK CONSTRUCTION: Taps Sussman Law as Counsel
------------------------------------------------
Baltyk Construction, Corp. seeks approval from the US Bankruptcy
Court for the Eastern District of New York to employ The Law
Offices of Jeremy S. Sussman as counsel.

The Debtor requires Bankruptcy Counsel to:

     a. advise the Debtor with respect to its rights, duties, and
obligations as debtor-in-possession;

     b. assist the Debtor to prepare and file any schedules,
statements and declarations required under the Bankruptcy Code,
Bankruptcy Rules, and Local Rules;

     c. assist the Debtor to prepare and file its monthly operating
reports and meet its other administrative obligations in connection
with this Bankruptcy Case;

     d. represent the Debtor at the initial case conference,
initial debtor meeting, and section 341 meeting of creditors;

     e. represent the Debtor at hearings, status conferences, and
mediation sessions, as necessary;

     f. prosecute avoidance actions and other adversary proceedings
on behalf of the Debtor's estates, as necessary;

     g. assist the Debtor in negotiating settlements with its
creditors;

     h. assist the Debtor to file a disclosure statement and
chapter 11 plan and solicit acceptances thereof.

The Debtor seek to pay the Sussman Law Firm on an hourly basis: (a)
$350 per hour for Mr. Sussman; (b) $250-$325 per hour for
associates, depending on their level of experience, and (c) $100
per hour for legal assistants. All time will be billed in tenths of
an hour. In addition, the Sussman Law Firm shall invoice the
Debtor's estates for all out of pocket expenses reasonably incurred
in connection with the Bankruptcy Case, at cost.

Jeremy S. Sussman, principal attorney for The Law Offices of Jeremy
S. Sussman, attests that his firm does not represent any interest
adverse to the Debtor's estates and is "disinterested" as that term
is defined in section 101 of the Bankruptcy Code.

The Firm can be reached through:

     Jeremy S. Sussman, Esq.
     The Law Offices of Jeremy S. Sussman
     225 Broadway, Suite 3800
     New York, NY 10007
     Tel: (646) 322-8373

                                  About Baltyk Construction, Corp

Baltyk Construction, Corp. filed a voluntary Chapter 11 bankruptcy
petition (Bankr. E.D.N.Y. Case No. 16-44128) on September 15, 2016.
The Debtor is represented by Jeremy S Sussman, Esq. of The Law
Offices of Jeremy S. Sussman.


BILLYS ROADHOUSE: April 18 Plan Confirmation Hearing
----------------------------------------------------
Judge Carlota M. Bohm of the U.S. Bankruptcy Court for the Western
District of Pennsylvania conditionally approved the disclosure
statement explaining Billys Roadhouse, Inc.'s plan of
reorganization dated March 6, 2017, and scheduled for April 18,
2017, at 1:30 P.M., the hearing to consider final approval of the
Disclosure Statement and confirmation of the Plan.

Objections to the Disclosure Statement and to confirmation of the
Plan must be filed on or before April 10.

Unsecured Class 11 includes the claims of the general unsecured
creditors which claims are in the aggregate amount of $48,654.16.
Under the Plan, the claimants will be paid 50% of their claims over
a period of four years in equal annual installments.  The first
annual payment in the aggregate amount of $6,081.77 will be made
one year after the Plan Effective Date and the amount will be paid
each year for the three years after the first payment.

The Debtor will fund its Plan out of ongoing business operations
and the profits generated therefrom.

Copies of the Disclosure Statement and Plan are available at:

        http://bankrupt.com/misc/pawb16-21969-59.pdf
        http://bankrupt.com/misc/pawb16-21969-59-1.pdf

Billys Roadhouse, Inc., operates a bar/restaurant in Wexford,
Pennsylvania.

The Debtor filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
16-21969) on May 25, 2016.  The Debtor is represented by Robert O.
Lampl, Esq.


BOEGEL FARMS: Has Interim Authority to Use Cash Through July 31
---------------------------------------------------------------
Judge Robert E. Nugent of the U.S. Bankruptcy Court for the
District of Kansas authorized Boegel Farms, LLC and Three Bo's,
Inc., to use cash collateral through July 31, 2017 on an interim
basis.

Security State Bank asserted an interest in the Debtors' cash
collateral, as well as all other equipment, accounts, inventory and
personal property of the The Warren L. Boegel Trust UTA 2/07/07.
RABO AgriFinance LLC also asserted an interest in the cash
collateral, in addition to its interest in rents, pursuant to its
loan and security documents with the Debtors.

The Debtors are authorized to use Cash Collateral to pay expenses
of their farming operation in accordance with the budget.  The
Debtors were also authorized to sell wheat and other grain
inventory, and to use the proceeds from these sales, the proceeds
from any receivables pledged to Security State Bank, and the
proceeds of checks made payable to the Debtors from Gavilon Grain,
LLC under a forward contract.

The Debtors agreed to defer the use of rental income in the sum of
$312,320 pledged to RABO AgriFinance.  The Debtors are directed to
deposit any rents constituting the cash collateral of RABO
AgriFinance in a segregated account, and will not spend such rents,
unless otherwise agreed to by RABO AgriFinance.

Security State Bank is granted granted a post-petition lien in the
Debtors' crops to be planted postpetition to the extent of any cash
collateral used by the Debtors. The Debtors had anticipated
generating $1,126,307 of positive cash flow through the end of
2017, which the Debtors expected to be utilized for payments to
their respective secured creditors. In addition, the Debtors had
anticipated the sale of real property that has been secured to both
RABO AgriFinance and Security State Bank.

In addition, Security State Bank will receive:

      (a) an additional and replacement continuing valid, binding,
enforceable, non-avoidable, and automatically perfected
post-petition security interest in and lien on any and all
presently owned and after acquired personal property and all other
assets of the Debtors and the estate;

      (b) an allowed superpriority administrative expense claim in
the case and any Successor Case; and

      (c) payments from the proceeds from the liquidation of
secured assets to Security State Bank and/or RABO AgriFinance at
the closing of the sale of any such transaction, with such payments
to be made to Security State Bank and/or RABO AgriFinance according
to their relative priorities in the assets as of the Petition
Date.

Such postpetition replacement and adequate protection liens, as
well as the superpriority administrative expense claim granted to
Security State Bank will be subject to the Carve Out, which
consists of:

      (1) statutory fees payable to the U.S. Trustee;

      (2) pursuant to Section 726(b) of the Bankruptcy Code, claims
allowed by a final order of the Bankruptcy Court under Section
503(b) of the Bankruptcy Code that are incurred after the
conversion of the Chapter 11 case to a case under Chapter 7 of the
Bankruptcy code in an amount not to exceed $5,000;

      (3) the allowed and paid professional fees and disbursements
incurred by the Debtors in an amount not to exceed $100,000; and

      (4) up to $10,000 of other professional fees and
disbursements incurred prior to the entry of the Final Order and,
subsequent to the entry of a Final Order, such amounts as are
provided in the Budget, by an Statutory Committee for any
professionals retained by final order of the Court or for any
certified public accountants retained by the Debtors and appointed
by the Court.

A final evidentiary hearing with respect to the Motion is scheduled
for March 29, 2017 at 9:00 a.m.

A full-text copy of the Preliminary Interim Order, dated March 16,
2017, is available at https://is.gd/QlzrvA

Attorney for Security State Bank:

          Bruce J. Woner, Esq.
          WONER, REEDER & GIRARD, P.A.
          PO Box 67689
          Topeka, KS 66667-0689
          Tel: 785.235.5330
          Fax: 785.235.1615 fax
          E-mail: woner@wrglaw.com

Attorneys for RABO AgriFinance, LLC

          Michael Johnson, Esq.
          RAY QUINNEY & NEBEKER, P.C.
          36 South State Street, Suite 1400
          Salt Lake City, UT 84111
          Tel: 801.323.3363
          Fax: 801.532.7543
          E-mail: mjohnson@rqn.com

                -- and --

          William A. Wells, Esq.
          YOUNG, BOGLE, McCAUSLAND, WELLS & BLANCHARD, P.A.
          100 North Main, Suite 1001
          Wichita, KS 67202-3392
          Tel: 316.265.7841
          Fax: 316.265.3596 fax
          E-mail: b.wells@youngboglelaw.com

                     About Boegel Farms LLC

Boegel Farms, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kansas Case No. 17-10222) on February
23, 2017.  The petition was signed by Jack Boegel, president.  The
case is assigned to Judge Robert E. Nugent. At the time of the
filing, the Debtor estimated its assets and debts at $10 million to
$50 million.

The Debtor is represented by David Prelle Eron, Esq.  at Eron Law,
P.A. The Debtor retains Roger Schulz and Cathleen Mueller of Schulz
and Leonard, P.C. as its accountant.

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


BOEGEL FARMS: Wants to Sell and Use Rabo and SBB Cash Collateral
----------------------------------------------------------------
Boegel Farms, LLC, and Three Bo's, Inc., ask the U.S. Bankruptcy
Court for the District of Kansas to authorize the (i) sale of
stored grain and harvested feed products, all grown and harvested
in 2016; (ii) surcharge of collateral; and (iii) interim use of
collateral.

Rabo Agrifinance, Inc. and Security State Bank ("SSB") may hold
security interests in the 2016 Crops.  The Debtors routinely sell
crops in the ordinary course of their farming operation.

The 2016 Crops hold a value of approximately $1,089,700, plus
receivables and cash equivalents from the 2016 Crops in the
additional amount of approximately $200,000.  The Debtors also
anticipate receiving rents in the amount of $637,240 for land
rentals during 2017.

The Debtors only source of funds that can be used to generate a
crop in 2017 is the 2016 Crops and the rent proceeds.  The nature,
extent, and validity of the various competing liens against the
2016 Crops and the land rents have not been fully determined at
this time.  Tentatively, it appears that the total amount of the
claims secured by the 2016 Crops is over $16,500,000.  Thus, the
2016 Crops are substantially over-encumbered.  Of this amount, the
Rabo claim represents over $13,000,000, and that claim also appears
to be secured by the land rents.  Nonetheless, the SSB and the Rabo
loans are substantially oversecured by other collateral, having a
net available equity of more than $31,000,000.

Prohibiting use of the cash collateral would destroy Debtors'
ability to continue operations while preparing to reorganize and
liquidate property for the benefit of their creditors.

The Debtors propose to use the cash collateral on an interim basis
in accordance with the proposed Budget.  The Budget projects a
total crop sales of 2,211,367 in 2017, a total operating expenses
of 1,666,799, a total operating income of 507,567, a total other
income of 618,740, and a net income of 1,126,307.  The Budget
demonstrates that Debtors anticipate generating proceeds of more
than $1,000,000 in excess of their farm expenses for the 2017 crop
year (inclusive of income taxes, but excluding debt service
payments).  Even after making their debt service payments (which
will build equity in the creditors' remaining collateral) and
funding taxes and administrative expenses, the Debtors anticipate
that they will be able to fund all expenses out of the 2017 crop
(thus leaving a similar surplusage in 2018).

The Debtors propose to provide SSB (and Rabo to the extent they are
secured by the 2016 Crops) with a replacement lien against the 2017
crops and any insurance proceeds or governmental program payments
in an amount equal to their current secured position vis a vis the
2016 Crops.  Rabo will also be provided with a replacement lien on
the rents.  The Debtors further propose to provide to such
creditors with a priority administrative claim to the extent of any
reduction in value of such creditor's claim accruing as a result of
the usage of the proceeds from the sale of the 2016 Crops.  As
such, the secured creditors will be adequately protected.

The Debtors ask that the Court authorize the Debtors to use the
proceeds generated by the sales in the amounts specified for the
Debtors' immediate needs in planting the 2017 crop and other
necessary farm operating expenses.  The Debtors also seek to
surcharge SSB's collateral, the 2016 Crops, for expenses that will
be incurred in growing and harvesting the 2017 wheat that has
already been planted, and which serves as SSB's collateral.  The
Debtors also seek to use rents generated from the real estate in
which Rabo holds a security interest to pay the ongoing farming
expenses.

The Debtors ask authority to use the land rents and the 2016 Crops
and proceeds therefrom, as necessary, to fund all expenses listed
in the Budget.  To the extent necessary, the Debtors also request
authority to use the funds held on deposit, over $130,000 between
all three Debtors on the Petition Date, to fund the expenses listed
on the Budget.  The Debtors ask that such usage be authorized in
the amounts designated by month, with a variance of up to two
months, as weather and market conditions fluctuate.

The Debtors ask authority to sell the 2016 Crops, deposit any
proceeds into the segregated bank account, collect and deposit
existing receivables from grain sales in the same fashion, and use
the proceeds as designated in the attached Budget, subject to a
variance of up to 10% on any given line item in any given month.
The Debtors also ask an order compelling SSB to endorse the grain
proceeds check in the amount of $8,503, and authorizing the Debtors
to deposit and use the proceeds therefore as set forth.

The Debtors pray for entry of an order authorizing the surcharge of
SSB's collateral (the 2016 Crops) in order to grow, harvest, and
market the 2017 wheat crop, authorizing post-petition use of cash
collateral on an interim basis as specifically set forth, and for
such other and further relief as the Court deems proper.

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

  http://bankrupt.com/misc/kasb17-10222_23_Cash_Three_Bos_Inc.pdf

                     About Boegel Farms LLC

Boegel Farms, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kansas Case No. 17-10222) on Feb. 23,
2017.  The petition was signed by Jack Boegel, president.  The case
is assigned to Judge Robert E. Nugent.  At the time of the filing,
the Debtor estimated its assets and debts at $10 million to $50
million.  No trustee has been appointed in the Debtor's case.


BREVARD EYE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

    Debtor                                          Case No.  
    ------                                          --------
    Brevard Eye Center, Inc.                        17-01828
    665 S. Apollo Boulevard
    Melbourne, FL 32901

    Brevard Surgery Center, Inc.                    17-01829
    665 S. Apollo Boulevard
    Melbourne, FL 32901

    Medical City Eye Center, P.A.                   17-01830
    214 E. Marks Street
    Orlando, FL 32803

    THMIH, Inc.                                     17-01831
    665 S. Apollo Boulevard
    Melbourne, FL 32901

Business Description: Medical City Eye Center has been serving
                      East Central Florida as The Brevard Eye
                      Center for over 28 years and serving
                      Downtown Orlando as Yager Eye Institute for
                      over 50 years.  Being known as the Space
                      Coast's leading eye care professionals, the
                      Company's reputation for professionalism and
                      excellence in service through techniques and
                      technology has placed it at the top of the
                      eye care spectrum.  The convenience of six
                      locations placed throughout East Central
                      Florida with extended hours along with
                      Saturday appointments, offers its patients
                      easy accessibility.  For more information,
                      please visit www.medicalcityeye.com

Chapter 11 Petition Date: March 21, 2017

Court: United States Bankruptcy Court
       Middle District of Florida (Orlando)

Debtors' Counsel: Geoffrey S Aaronson, Esq.
                  AARONSON SCHANTZ BEILEY P.A.
                  Bank of America Tower
                  100 Southeast 2nd Street - 27th Floor
                  Miami, FL 33131
                  Tel: (786) 594-3000
                  Fax: (305) 675-3880
                  E-mail: gaaronson@aspalaw.com

                         - and -

                  Samuel J Capuano, Esq.
                  AARONSON SCHANTZ BEILEY P.A.
                  Miami Tower, 100 S.E. 2nd Street
                  27th Floor
                  Miami, FL 33131
                  Tel: 786-594-3000
                  Fax: 305-424-9336
                  E-mail: scapuano@aspalaw.com

                                          Estimated   Estimated
                                           Assets    Liabilities
                                         ----------  -----------
Brevard Eye Center                       $1M-$10M    $10M-$50M
Brevard Surgery Center                   $1M-$10M    $10M-$50M
Medical City Eye Center                  $1M-$10M    $10M-$50M
THMIH, Inc.                              $1M-$10M    $10M-$50M

The petitions were signed by Dr. Rafael Trespalacios, president.

A copy of Brevard Eye Center's list of 20 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/flmb17-01828.pdf

A copy of Brevard Surgery Center's list of 20 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/flmb17-01829.pdf

A copy of Medical City Eye Center's list of 20 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/flmb17-01830.pdf

A copy of THMIH, Inc.'s list of five unsecured creditors is
available for free at http://bankrupt.com/misc/flmb17-01831.pdf


C & S COMPANY: Unsecureds to be Paid in Full Over 60 Months
-----------------------------------------------------------
C & S Company filed with the U.S. Bankruptcy Court for the District
of Nevada a disclosure statement to accompany the Debtor's plan of
reorganization.

A hearing to consider the approval of the Disclosure Statement is
set for May 3, 2017, at 9:30 a.m.

Class 4 unsecured claims are impaired by the Plan.  Class 4 will be
paid in full over 60 months of quarterly payments.

The Debtor will be funded from the cash flow of the business.  The
Debtor will take its disposable income from the operations of the
business.  The Debtor will pay its disposable income towards plan
payments, paid quarterly for a period of five years from the
Effective Date.

The Disclosure Statement is available at:

            http://bankrupt.com/misc/nvb16-14155-144.pdf

                        About C & S Company

C & S Company is an excavation company which specializes in
underground utility work.  The Debtor was founded in 1983 and
purchased by Stacey and Brad Lindburg in July 2003.  

The Debtor filed a Chapter 11 petition (Bankr. D. Nev. Case No.
16-14155) on July 28, 2016.  The petition was signed by Stacey
Lindburg, president.  The Debtor disclosed total assets at $120,000
and total liabilities at $2.42 million.  The Debtor is represented
by David J. Winterton, Esq., at David Winterton & Associates, Ltd.


CAESARS ENTERTAINMENT: Fitch to Withdraw 'B-' Long-Term IDR
-----------------------------------------------------------
Fitch Ratings plans to withdraw Caesars Entertainment Corp.'s and
related entities' ratings on or about April 21, 2017 for commercial
reasons.

Fitch currently rates Caesars and its subsidiaries as follows:

Caesars Entertainment Corp. (CEC)

-- Long-Term IDR 'CC'.

Caesars Entertainment Resort Properties, LLC (CERP)

-- Long-Term IDR 'B-';
-- Senior secured first-lien credit facility 'B+/RR2';
-- First-lien notes 'B+/RR2';
-- Second-lien notes 'CCC/RR6'.

Caesars Growth Properties Holdings, LLC (CGPH)
-- Long-Term IDR 'B-';
-- Senior secured first-lien credit facility 'BB-/RR1';
-- Second-lien notes 'B-/RR4'.

Corner Investment PropCo, LLC (The Cromwell)
-- Long-Term IDR 'B-';
-- Senior secured credit facility 'B+/RR2'.

All of the above ratings are currently on Rating Watch Positive.

Fitch reserves the right in its sole discretion to withdraw or
maintain any rating at any time for any reason it deems sufficient.
Fitch believes investors benefit from increased rating coverage by
Fitch, and the agency is providing approximately 30 days' notice to
the market of the upcoming withdrawal of Caesars' ratings. Ratings
are subject to analytical review and may change up to the time
Fitch withdraws the ratings.

Fitch's last rating action for the above referenced entities was on
Dec. 8, 2016. Fitch maintained the ratings for Caesars and its
related entities on Rating Watch Positive.



CAESARS ENTERTAINMENT: Moody's Assigns (P)Ba3 Corp. Family Rating
-----------------------------------------------------------------
Moody's Investors Service assigned new provisional ratings to
Caesars Entertainment Operating Company, LLC, including a
provisional Corporate Family Rating of (P)Ba3, and a provisional
rating of (P) Ba3 on both the proposed $1,235 million 7-year
secured term loan, and $200 million 5-year revolving credit
facility. The outlook is stable.

The proceeds of the proposed secured term loan will be used to
finance the company's exit from bankruptcy pursuant to the plan of
reorganization approved on January 17, 2017 by the U.S. Bankruptcy
Court for the Northern District of Illinois. The provisional
ratings are assigned pending closing of the plan of reorganization
and emergence from bankruptcy which is expected to occur in mid to
late 2017.

Upon emergence, Caesars Entertainment Corporation ("CEC") will
wholly own New CEOC, Caesars Entertainment Resorts Properties
("CERP"), and Caesars Growth Partners ("CGP"). New CEOC will
operate 18 domestic casino resorts pursuant to two 15-year triple
net master leases with a newly formed real estate investment trust
("REIT"). New CEOC will also own and operate one domestic casino,
nine international properties and manage another seven resorts on
behalf of third party owners.

The following rating actions were taken:

Assignments:

Issuer: Caesars Entertainment Op. Co. LLC

-- Corporate Family Rating, Assigned (P)Ba3

-- Senior Secured Bank Credit Facility, Assigned (P)Ba3 (LGD3)

Outlook Actions:

Issuer: Caesars Entertainment Op. Co. LLC

-- Outlook, Assigned Stable

RATING RATIONALE

The (P)Ba3 Corporate Family Rating reflects New CEOC's large scale
of operations in terms of revenues and number of properties
operated, a high level of geographic diversification relative to
its regional gaming peers, improving profitability, and ability to
generate free cash flow after capital spending and mandatory debt
amortization. The ratings consider an improved governance structure
post emergence with eight independent directors out of the total
eleven proposed board members and elimination of control by the
original LBO sponsors. Additionally, New CEOC will benefit over
time from its relationship with a newly formed real estate
investment trust ("REIT"). New CEOC will operate 18 domestic casino
resorts pursuant to two 15 year triple net master leases with the
REIT. The REIT can present opportunities for the company to secure
new management contracts from assets acquired by the REIT or New
CEOC can sell and leaseback assets it acquires via reciprocal
rights of first refusal.

The ratings consider New CEOC's high financial leverage (pro-forma
lease adjusted debt/EBITDAR is 6.0x) and New CEOC's position within
the highly leveraged CEC corporate family. Also, as part of the
plan of reorganization, CEC will issue $1.1 billion convertible
securities that will need to partially rely on support from its
three operating subsidiaries to service interest prior to
conversion. While the company has funded capex equal to
approximately 4% of revenues over the past four years, Moody's
believes some catch up investment is needed. New CEOC will generate
sufficient cash flow to support investment spending needs.

Over the next 12-18 months, Moody's expects New CEOC's lease
adjusted debt/EBITDAR will decline to approximately 5.7x due to
EBITDA growth and debt reduction and fixed charge coverage (defined
as EBITDAR-capex/interest+rent) will remain around 1.4x. While this
coverage is healthy, the fixed nature of New CEOC's contracted
lease payments to the REIT reduces the company's operating
flexibility and in turn, increases its earnings volatility if
revenues decline significantly.

The stable rating outlook reflects Moody's view that gaming
industry revenues will increase between 1%-2% with a greater flow
through to earnings and that New CEOC will generate free cash flow
that will largely be applied to debt reduction. Ratings would be
considered for an upgrade if lease-adjusted debt/EBITDAR and
adjusted EBIT/interest drops below 5.0x and increases above 1.5x,
respectively. Ratings could be lowered if gaming industry revenues
show signs of sustained deterioration, if lease-adjusted
debt/EBITDAR rises above 6.2x or if coverage declines below 1.3x.
Ratings could also be downgraded if CEC relies on New CEOC to a
material degree to support debt service on the convert.

New CEOC's senior bank debt will be secured by non-REIT assets and
guaranteed by wholly owned subsidiaries. The term loan is
covenant-lite and the revolver is subject to net first lien
debt/EBITDA test if utilization reaches 30%. There is an excess
cash flow sweep with step downs and liberal restricted payment
baskets. Caesars Enterprise Services, LLC ("CES"), is a joint
venture among CEOC, CERP and a subsidiary of CGP, provides certain
corporate and administrative services to these entities pursuant to
a shared services arrangement. Each entity pays its share of costs
and capex for shared services. CES will own and license the major
IP assets including Total Rewards, to CEOC.

Moody's does not consider the lease payments from New CEOC to the
newly formed REIT as a form of credit support for Loss Given
Default purposes given that the lease is structured as a master
lease. In a master lease, the rejection of one lease requires the
rejection of all leases. As a result, the benefit of being able to
reject individual leases -- typically considered a form of credit
support to more senior funded debt -- is not available. New CEOC
creditors are incentivized to maintain the master lease as it is
their primary asset.

New CEOC will operate 18 domestic casino resorts pursuant to two 15
year triple net master leases with a newly formed real estate
investment trust ("REIT"). New CEOC will also own and operate one
domestic casino, nine international properties and manage another
seven resorts on behalf of third party owners. New CEOC generated
approximately $4.7 billion in 2016.

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


CAESARS ENTERTAINMENT: S&P Assigns 'B+' CCR; Outlook Positive
-------------------------------------------------------------
S&P Global Ratings said that it assigned its 'B+' corporate credit
rating to Las Vegas-based Caesars Entertainment Operating Company
LLC (new CEOC).  The rating outlook is positive.

At the same time, S&P assigned its 'BB' issue-level rating and '1'
recovery rating new CEOC's proposed $1.4 billion senior secured
credit facility, consisting of a $200 million revolving credit
facility due in 2022 and a $1.235 billion senior secured term loan
due in 2024.  The '1' recovery rating reflects S&P's expectation
for very high recovery (90%-100%; rounded estimate: 95%) for
lenders in the event of a payment default.

New CEOC, which will be the new entity post emergence of CEOC,
plans to use the proceeds from the new credit facility to support
CEOC's emergence from bankruptcy.  Additional sources of funds for
the restructuring include the issuance of $1.1 billion in
convertible notes at parent company Caesars Entertainment Corp.
(CZR) to existing lenders.  S&P will treat the convertible notes as
debt because the instrument is not mandatorily convertible into
common stock within a period of one-year from issuance.  As part of
the reorganization, Caesars Acquisition Corp. (CACQ) will merge
with and into CZR, with CZR as the surviving entity.  CACQ's
subsidiary, Caesars Growth Partners (CGP) will become a wholly
owned subsidiary of CZR. CZR will use $2.95 billion in cash from
the sale of the social and mobile games business at CACQ,
$1.35 billion of cash at CEOC and CGP, and $126 million of
insurance proceeds from CZR to effectuate the restructuring.

S&P's 'B+' corporate credit rating on new CEOC takes into account a
consolidated view of CZR (the ultimate parent of the group) and
includes new CEOC, Chester Downs and Marina LLC, Caesars
Entertainment Resort Properties LLC (CERP), and CGP (including
Caesars Growth Properties Parent LLC, CGPP, and Caesars Growth
Properties Holdings LLC, CGPH).  S&P considers all of these
entities to be core to CZR. CZR, CERP, and Chester Downs and Marina
remain on CreditWatch with positive implications at 'CCC-', and CGP
remains on CreditWatch positive at 'B-'.  S&P expects the corporate
credit ratings on these entities will be raised to 'B+' with a
positive outlook upon the completion of the new CEOC financing,
progress toward required regulatory approval, and S&P's ability to
conclude that planned financing at the new real estate company
controlled by CEOC creditors will be completed in a manner that
supports a successful emergence.

The 'B+' rating on new CEOC reflects S&P's expectation that CZR's
consolidated leverage will improve to the high-5x area in 2018 from
the high-6x area at the end of 2017, through a combination of
EBITDA growth in 2018 and an expectation that the company will
generate free cash flow that could be used for debt repayment.
S&P's forecast for leverage incorporates its view that CZR's EBITDA
will grow in the mid-single–digit percentages in 2018 as a result
of the investments CZR is making in its portfolio coupled with
S&P's good outlook for the Las Vegas market.  S&P expects these
reinvestment projects (primarily hotel room renovations in Las
Vegas and the addition of nongaming amenities at Chester Downs) and
the impact of new competition in certain regional markets (e.g.,
Baltimore) will result in modest disruption in 2017, reducing
EBITDA this year.  Notwithstanding S&P's expectation for modestly
lower EBITDA in 2017, its operating expectations coupled with the
company's new pro forma organizational and capital structure will
allow it to generate good levels of discretionary cash flow (DCF),
which could be used for debt repayment (at least $400 million
annually).  Additionally, S&P expects capital spending will begin
to decrease in 2018 and beyond as CZR completes the bulk of its
extensive reinvestment program.  While CZR has indicated it would
like to undertake acquisitions and development opportunities to
grow in future periods, S&P believes it has refinancing
opportunities, in addition to anticipated improved cash flows from
EBITDA growth and lower maintenance levels of capital spending in
future periods, to build in a greater cushion with respect to S&P's
6x leverage upgrade threshold to provide some flexibility to pursue
these opportunities.  Specifically, CZR has indicated its intent to
pursue refinancing opportunities to address high-cost debt at its
CERP and CGPH subsidiaries put in place before the CEOC bankruptcy
and at a time when consolidated CZR was burning cash.  As a result,
this debt is subject to higher interest rates than similar debt at
other gaming peers.

S&P's corporate credit rating takes into account a consolidated
view of CZR (the ultimate parent of the group) and includes new
CEOC, Chester Downs and Marina, CERP, and CGP (including CGPP and
CGPH).  S&P considers all of these entities to be core to CZR.  S&P
believes CZR's willingness to contribute cash to support the CEOC
restructuring (through merging with CACQ and using cash from the
sale of its social and mobile games business) and its willingness
to guarantee future lease payments that new CEOC will make to a
newly created real estate investment trust that will be controlled
by former CEOC creditors (Propco) support S&P's assessment that new
CEOC is integral to CZR's strategy.  New CEOC
will manage a majority of the company's regional casino assets,
which function as feeder markets for CZR's Las Vegas properties.
Additionally, Caesars Palace, CZR's premier asset in Las Vegas and
in its entire portfolio, resides within CEOC.  S&P believes that
CZR views new CEOC and all the other entities listed above as
integral to its identity and future strategy, and that it will
manage the properties as a single portfolio.  This is supported by
the inclusion of all its properties in these entities in the Total
Rewards player loyalty program, the use of a shared services
agreement to manage these various entities, common management, and
the use of the same brands or common brands across the various
entities.

CZR is a large and well-diversified U.S. gaming operator, with a
portfolio of assets across most major regional gaming markets and a
meaningful position on the Las Vegas Strip.  It owns or operates
properties in most major U.S. gaming markets under brand names
including Caesars, Harrah's, and Horseshoe, which are well
established and recognized in regional gaming markets.  CZR's
brands coupled with an industry-leading customer loyalty program
support CZR's market leading or second place position in the
majority of its markets and allow it to capture greater revenue
share than its fair share of slot machines and table game seats in
many of its markets.  S&P believes its strong Total Rewards player
loyalty program allows Caesars to consolidate customers' play at
its properties because CZR offers customers an option to earn
points that can be used across a large portfolio of assets,
particularly in Las Vegas, a market S&P views favorably because it
caters to a large number of visitors with high propensities to
spend on nongaming and gaming amenities.  In addition to geographic
diversity, CZR also benefits from good diversity of gaming and
nongaming revenue, with over 40% of its total revenue generated
from nongaming sources.

S&P believes that CZR's reinvestment program over the past two
years while CEOC has been in bankruptcy and the investments that
CGP made in the assets that it purchased from CZR in 2014 have
improved asset quality, in particular with regards to its hotel
rooms in Las Vegas.  CZR anticipates that almost 60% of its room
base in Las Vegas will have been renovated over the past three
years by the end of 2017.  S&P believes the room renovations,
coupled with its view that dynamics are still favorable on the Las
Vegas Strip for continued average daily rate growth and high
occupancy because of no new supply growth over the next two years,
strong visitation to the market, and continued growth in convention
visitation, should support continued good growth in revenue per
available room (RevPAR) at CZR's properties. Furthermore, pro forma
for CZR's new capital structure, S&P expects the company will
generate sufficient cash flow to reinvest appropriately in its
assets to maintain asset quality and its competitive position going
forward as well.

CZR's new CEOC subsidiary will no longer own its real estate
(comprising most of CZR's regional gaming facilities and Caesars
Palace in Las Vegas) and will be subject to a large fixed rent
expense of approximately $640 million annually under the master
lease with Propco.  S&P believes CZR compares favorably to other
regional gaming operating companies such as Penn National Gaming
and Pinnacle Entertainment Inc. in terms of operating efficiency
and profitability because only about half of S&P's forecast CZR
EBITDA before rent expense (EBITDAR) will be subject to a large
fixed rent payment and the other half will be generated by owned
assets.  CZR's owned asset portfolio will consist of a broad
portfolio of properties across the Las Vegas Strip (which benefit
from a favorable tax rate) and a select number of regional gaming
assets in markets like New Orleans, Laughlin, Nev., and Atlantic
City, N.J.  (If Propco exercises its option to purchase Harrah's
New Orleans, Harrah's Laughlin, and Harrah's Atlantic City, CZR's
owned real estate will be further concentrated in Las Vegas.)

Notwithstanding these strengths, CZR is exposed to high levels of
anticipated cash flow volatility over the economic cycle because of
a concentration in destination markets (about half of its EBITDAR
is generated in Las Vegas) and gaming's reliance on consumer
discretionary spending.  Additionally, CZR is exposed to a high
degree of competition in Las Vegas and across many regional gaming
markets, which can drive increases in marketing and promotional
spending.

S&P's base case assumes:

   -- S&P believes modest economic improvement will drive
      visitation to, and spending at, U.S. casinos.  S&P forecasts

      U.S. GDP growth of 2.4% in 2017 and 2.3% in 2018, and U.S.
      consumer spending growth of 2.5% in 2017 and 2.3% in 2018.

   -- Regional gaming revenue will grow in the low–single-digit
      percentages through 2018, generally in line with broader
      growth in the local economy and S&P's expectations for
      growth in consumer spending.  S&P expects gaming revenue
      growth in U.S. regional markets to be largely correlated to
      consumer spending growth given the maturity of most markets,

      except where the introduction of new competition nearby
      hurts the market.

   -- Gaming revenue on the Las Vegas Strip grows in the low-
      single-digit percentage area through 2017, while RevPAR
      grows in the low- to mid-single-digit percentages through
      2017.  High-end international gaming spending, which
      primarily affects Caesar Palace, remains somewhat volatile
      over that time period, but convention business remains
      strong.

   -- S&P has assumed new CEOC's net revenue and property EBITDAR
      declines in the low–single-digit percentage area in 2017,
      mainly due to disruptions related to room renovation at
      Caesars Palace in Las Vegas, which will reduce the number of

      room nights available, coupled with disruption at Chester
      Downs as CZR renovates the property to add more nongaming
      amenities.  Beginning in 2018, S&P is factoring in low–
      single-digit percentage growth in revenue and EBITDA, driven

      by consumer spending growth, stable regional gaming markets
      where most of the properties are located, and the benefit
      from room renovations and improved room rates at Caesars
      Palace.

   -- S&P expects CERP to benefit from improving Las Vegas
      visitation and average daily rates in the market.  S&P
      expects recent and ongoing room renovations to drive further

      improvement in room rates through 2018 but expect that
      disruption from planned renovations in 2017 could dampen
      growth this year because of a disruption in the room
      inventory in 2017.  S&P is forecasting low-single-digit
      percentage revenue growth and relatively flat EBITDA growth
      across the portfolio in 2017, and mid-single-digit revenue
      and EBITDA growth in 2018.  Like CERP, S&P expects CGP to
      benefit from refurbishment at some of its properties, and
      that increased rates should drive margin improvement.
      However, S&P expects 2017's performance to be weakened as a
      result of new competition (MGM National Harbor) to its
      Horseshoe Baltimore casino.  On a consolidated basis, S&P
      expects CZR's net revenue to be flat to down slightly in
      2017 and grow in the low-single-digit percentage area in
      2018.  S&P expects property EBITDAR to fall in the low–
      single-digit percentages in 2017 and mid-single-digit growth

      in 2018.  S&P expects annual rent expense to be around $640
      million annually through 2018.

   -- The company's new pro forma organizational and capital
      structure will allow it to generate good levels of DCF,
      which could be used for debt repayment (at least
      $400 million annually).

Based on these assumptions, S&P arrives at these credit measures:

   -- Debt to EBITDA improves to the high-5x area in 2018 from the

      low-6x area in 2017.  S&P's measure of leverage includes the

      estimated $5 billion finance obligation related to new
      CEOC's lease of real estate from Propco as debt and nets
      against debt cash above $700 million, which is the level of
      cash S&P believes is inaccessible for debt repayment.  S&P
      intends to net cash against CZR's debt as S&P expects
      sponsors will own less than 40% of the company (the level at

      which S&P considers a company to be financial–sponsor-
      controlled) and that a majority of the board of directors
      will be independent following the merger and restructuring.

      EBITDA coverage of interest is around 2x through 2018.  
      S&P's measure of interest coverage includes the majority of
      new CEOC's $640 million annual lease payment in interest
      expense.

   -- Funds from operations (FFO) to debt in the
high–single-digit
      percent area through 2018.

   -- Free operating cash flow (FOCF) to debt and DCF to debt both

      about 4% on average through 2018, largely because of
      elevated capital spending related to planned room
      renovations in Las Vegas over the next two years and S&P's
      assumption that CZR will not make distributions to
      shareholders.

CZR, including new CEOC, has an adequate liquidity profile
enterprisewide, based on the company's expected sources and uses of
cash over the next 12-24 months and incorporating S&P's operating
performance expectations.  S&P expects sources of liquidity to
exceed uses by at least 1.2x and believe they would exceed uses
even if EBITDA underperforms S&P's forecast by 15%.  S&P believes
the company has a sound relationship with banks, given the bank
debt at various subsidiaries as well as its ability to secure a
commitment from several banks for the new CEOC credit facility and
S&P's expectation that the new CEOC credit facility will be
covenant lite.  Although CZR's largest subsidiary, CEOC, is in
bankruptcy, S&P expects that pro forma for CEOC's emergence as new
CEOC and the merger of CZR and CACQ, CZR will have a satisfactory
standing in credit markets.  It will have put in place a
sustainable capital structure allowing it to generate FOCF, and the
restructuring will resolve existing bankruptcy and litigation
risks.  S&P believes CZR's position as the leading U.S. regional
gaming operator, with good brand recognition and a strong customer
loyalty program, will support its satisfactory standing in credit
markets.

Principal liquidity sources:

   -- Approximately $1.357 billion cash and cash equivalents on
      the balance sheet as of Dec. 31, 2016, pro forma for the
      CEOC restructuring and merger of CZR and CAC.  Pro forma for

      the proposed financing transaction, S&P expects new CEOC to
      have full availability under its proposed $200 million
      revolver.  Availability of $230 million under CERP's $270
      million revolving credit facility and full availability
      under CGPH's $150 million revolving credit facility as of
      Dec. 31, 2016.

   -- S&P's expectation for FFO of about $1 billion annually
      through 2018, pro forma for a full year of the new CEOC
      lease expense.

Principal liquidity uses:

   -- Estimated enterprisewide capital expenditures (capex)
      ranging from $540 million to $670 million, incorporating
      both maintenance and project capital spending, including
      room renovations.  In S&P's cash flow forecast, it has
      assumed capex at the high end of this range and capital
      spending to remain elevated at $500 million-$550 million in
      2018 as the company completes its Las Vegas room renovation
      program.  After 2018, S&P has assumed capital spending of
      about 5% of revenue.  Amortization payments under new CEOC's

      proposed term loans of about $12.4 million annually and
      approximately $50 million in amortization payments across
      other pieces of consolidated CZR's capital structure,
      including among other facilities the CERP and CGPH term
      loans.

   -- Minimum payments under the financing obligation to Propco of

      roughly $640 million annually.  These payments include a
      sizeable portion that will be recognized as interest expense

      and is already subtracted from S&P's FFO forecast.  S&P has
      assumed that $65 million-$70 million is accounted for as
      amortization and the remainder as interest.

Covenants

S&P expects new CEOC's credit facility to be covenant lite, with no
financial maintenance covenants on the term loan and a maximum net
first-lien leverage covenant that will apply to the revolving
credit facility only if the utilization on the revolver equals 30%
of the revolving credit facility commitment.  While the level of
the covenant has not yet been set, S&P expects it will be a good
cushion relative to management's forecast EBITDA and that the
company will maintain adequate cushion.  Under S&P's base-case
forecast, it do not expect new CEOC to draw on its revolver nor the
covenant to be tested over the near term.

Related companies including CERP and CGPH also both have maximum
leverage covenants under their credit facilities, and S&P expects
these entities to maintain at least adequate (greater than 15%)
cushion with regard to their financial maintenance covenants.

The positive outlook reflects S&P's expectation that CZR can
improve consolidated net leverage (including the estimated finance
obligation associated with the new CEOC lease) to below 6x, the
level at which S&P would consider raising the rating by one notch,
by the end of 2018.

S&P could raise the rating one notch to 'BB-' if it believes CZR
will sustain leverage under 6x, factoring in the company's
financial policy and its desire to acquire or develop additional
gaming properties.  While S&P's base case operating performance
assumptions alone support improvement in leverage to below 6x by
the end of 2018, S&P believes CZR has other potential opportunities
to improve leverage faster than it currently anticipates.  This
includes through the possible conversion into equity portions of
the convertible note that former creditors will receive in the
restructuring and the company's intentions to attempt to address
higher-cost debt at its subsidiaries to reduce interest expense and
increase DCF available for debt repayment or other investments.  At
a rating a notch higher, S&P would also expect CZR to maintain
EBITDA interest coverage of around 2x and DCF to debt above 3%.

S&P could revise the outlook to stable if it no longer believes CZR
will improve and sustain leverage under 6x.  This would most likely
result from some level of operating underperformance relative to
S&P's assumptions and a more aggressive approach to acquisitions
and development opportunities.  While less likely given S&P's
base-case operating assumptions and forecast credit measures, it
would lower the rating one notch if it expects CZR will sustain
leverage over 7x.


CASCELLA & SON: May Use Cash Collateral Until April 30
------------------------------------------------------
The Hon. Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut has granted Cascella & Son Construction,
Inc., permission to use cash collateral on a preliminary basis,
until April 30, 2017, at 5:00 p.m., to the extent necessary to
avoid immediate and irreparable harm to Debtor and to grant
adequate protection to creditors as may be necessary to Debtor's
secured creditors.

Any objection to the continued use of cash collateral must be filed
by April 20, 2017, at 5:00 p.m.

A hearing on the continued use of cash collateral will be held on
April 25, 2017, at 10:00 a.m.

As adequate protection for the cash collateral use, TD Bank fka
Hudson Valley Bank, First Niagra Bank fka New Alliance Bank, the
IRS and the Town of Monroe are granted post-petition claims against
the Debtor's estate, which will have priority in payment over any
other indebtedness and obligations now in existence or incurred
hereafter by the Debtor and over all administrative expenses or
charges against property, subject only to the carve-out.  As
security for the adequate protection claim the Debtor grants to TD
Bank, First Niagra, the IRS and the Town of Monroe an enforceable
and perfected replacement lien and security interest in the
post-petition assets of the Debtor's estate equivalent in nature,
priority and extent to the liens and security interests of TD Bank,
First Niagra, the IRS and the Town of Monroe in the prepetition
collateral and the proceeds and products, subject to the carve
out.

A copy of the court order and the Budget is available at:

           http://bankrupt.com/misc/ctb14-50518-236.pdf

                About Cascella & Son Construction

Cascella & Son Construction, Inc., filed a chapter 11 petition
(Bankr. D. Conn. Case No. 14-50518) on April 7, 2014.  The petition
was signed by Todd Michael Cascella, president.  The Debtor is
represented by James M. Nugent, Esq., at Harlow, Adams, and
Friedman.  The case is assigned to Judge Alan H.W. Shiff.  The
Debtor disclosed $0 in assets and $3.48 million in liabilities at
the time of the filing.


CASCO INVESTMENTS: Unsecureds to be Paid in Full Plus 4.75%
-----------------------------------------------------------
Casco Investments, Inc., filed with the U.S. Bankruptcy Court for
the Southern District of Florida a disclosure statement dated March
13, 2017, for the Debtor's plan of reorganization.

Under the Plan, within 30 days of the Effective Date, holders of
Allowed Class 4 Unsecured Claims (Unsecured Claims Not Otherwise
Classified) will be paid in full, plus post-petition and
post-confirmation interest at the rate of 4.75% from the
Shareholder Plan Contribution.  Class 4 is impaired by the Plan.

The primary source of the funds necessary to implement the Plan
initially will be exclusively provided by Gianfranco Napolitano as
set forth in the Shareholder Funding Agreement.  At the present
time, the Debtor believes that the Reorganized Debtor will have
sufficient funds to pay in full the expected payments required
under the Plan.

A copy of the Disclosure Statement is available at:

           http://bankrupt.com/misc/flsb16-26517-37.pdf

Casco Investments, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. S.D. Fla. Case No. 16-26517) on Dec. 13, 2016, disclosing
under $1 million in both assets and liabilities.  The Debtor is
represented by the Law Office of Mark S. Roher, P.A.


CASH CAPITAL: Has Final Approval to Obtain Financing, Use Cash
--------------------------------------------------------------
Judge Robert E. Nugent of the U.S. Bankruptcy Court for the
District of Kansas on March 1, 2017, authorized on a final basis
Cash Capital Pizza Huts, Inc. and affiliates to obtain postpetition
secured financing from INTRUST Bank, N.A., and to use the
prepetition cash collateral.

The Debtors are authorized to enter into DIP financing agreement in
the amount of $400,000 on the terms set forth in the amended term
sheet presented at the initial court hearing on Jan. 25, 2017, and
to use cash collateral and proceeds of the DIP loan for the
purposes set forth in the DIP Financing Agreement and the budget, a
copy of which, along with the final court order, is available at
http://bankrupt.com/misc/ksb17-10076-146.pdf

The Court previously authorized on Feb. 14 the Debtors to obtain
post-petition secured financing from INTRUST and to use cash
collateral.  A copy of the court order and the budget is available
for free at http://bankrupt.com/misc/ksb17-10076-114.pdf
           
The Debtors are also authorized to provide adequate protection for
any post-petition diminution in value of INTRUST's interest in the
pre-petition collateral, including without limitation that caused
by the Debtors' use of cash collateral, including without
limitation for purposes of the carve-out, a post-petition claim
jointly and severally against the Debtors' estates.  As security
for the post-petition claim, the operating entities are authorized
to and are deemed to grant to INTRUST a valid, binding and
enforceable lien, mortgage and security interest in all of the
operating entities' presently owned or hereafter acquired property
and assets, including Chapter 5 causes of action.

                   About Capital Pizza Huts

Capital Pizza Huts, Inc. and its affiliates WK Capital Enterprises,
Inc., Capital Pizza Huts of Vermont, Inc., Capital Pizza of New
Hampshire, Inc., are operators of Pizza Hut restaurants.  The
central business office location for the operation of the
restaurants is at 3445 North Webb Road, Wichita Kansas.  Capital
Pizza Huts, Inc., operates approximately 88 Pizza Hut franchise
restaurants in Maine, New Hampshire, New Jersey, North Carolina,
Tennessee, Vermont and Virginia.

Capital Pizza Huts, Inc. and its affiliates sought Chapter 11
protection (Bankr. D. Kan. Case Nos. 17-10073 to 17-10076) on Jan.
23, 2017.  The petitions were signed by Kenneth Jay Wagnon,
president.  WK Capital disclosed $1.82 million in total assets and
$19.52 million in liabilities.  

The Debtors tapped Edward J. Nazar, Esq., of Hinkle Law Firm, LLC,
as bankruptcy counsel and Dan W. Forker, Jr., Esq., at Forker Suter
Robinson & Bell, LLC, as co-counsel.  The Debtors hired Bradley
Tidemann and JP Weigand & Sons, Inc., as their realtor; and Robert
L. Simmons of MarshallMorgan, LLC, as Broker.

No trustee has been appointed and the Debtors remain in
possession.

The 11 U.S.C. Sec. 341 meeting of creditors is initially set for
Feb. 17, 2017.


CATASYS INC: Appoints Marc Cummins & Richard Berman as Directors
----------------------------------------------------------------
The board of directors of Catasys, Inc. appointed Marc Cummins and
Richard J. Berman to serve on the Board of Directors and its Audit
Committee, effective March 11, 2017.

There are no arrangements or understandings between Messrs. Cummins
or Berman and any other person pursuant to which they were
appointed as directors of the Company.  There are no transactions
to which the Company is a party and in which Messrs. Cummins or
Berman have a material interest that are required to be disclosed
under Item 404(a) of Regulation S-K.  Mr. Cummins previously served
on the Board of Directors until his resignation on Dec. 15, 2010,
and Mr. Berman has not previously held any position at the Company.
Neither individual has family relations with any directors or
executive officers of the Company, according to a Form 8-K report
filed with the Securities and Exchange Commission.

                     About Catasys Inc.

Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys,
Inc., is a healthcare services management company, providing
through its Catasys(R) subsidiary specialized behavioral health
management services for substance abuse to health plans.

Catasys reported a net loss of $17.93 million on $7.07 million of
revenues for the year ended Dec. 31, 2016, compared to a net loss
of $7.22 million on $2.70 million of revenues for the year ended
Dec. 31, 2015.  As of Dec. 31, 2016, Catasys had $3.10 million in
total assets, $28.43 million in total liabilities and a total
stockholders' deficit of $25.32 million.

The Company's independent accounting firm Rose, Snyder & Jacobs
LLP, in Encino, California, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2016, citing that the Company has continued to incur
significant operating losses and negative cash flows from
operations during the year ended Dec. 31, 2016, and continues to
have negative working capital at Dec. 31, 2016.  These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.


CKP INVESTMENT: Has Final Authority to Use Cash Collateral
----------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas authorized CKP Investment, LLC to use the
cash collateral of the Bank of Hope and the U.S. Small Business
Administration on a final basis.

The Debtor was authorized to collect, receive and use all cash
funds in the amounts and for the expenses set forth on the monthly
budget. The approved budget provides total expenses amounting to
$10,759. Consequently, the Debtor was directed to account each
month to Bank of Hope and the U.S. SBA for all funds received.

The Bank of Hope and the U.S. SBA were granted valid, binding,
enforceable, and perfected liens co-extensive with their respective
pre-petition liens in all currently owned or hereafter acquired
property and assets of the Debtor co-extensive with their
pre-petition liens. In addition, the Bank of Hope and the U.S. SBA
were granted replacement liens and security interests, co-extensive
with their pre-petition liens.

The Debtor was also directed to maintain insurance on the
collateral of Bank of Hope and the U.S. SBA and pay taxes when due.


A full-text copy of the Final Order, dated March 14, 2017, is
available at
https://is.gd/AbH1xL

                    About CKP Investment, LLC

CKP Investment, LLC, based in Millers Cove, Tex., filed a Chapter
11 petition (Bankr. E.D. Tex. Case No. 17-50002) on January 5,
2017.  The petition was signed by Chan K. Park, president/managing
member.  The Hon. Brenda T. Rhoades presides over the case.  In its
petition, the Debtor declared $1.54 million in total assets and
$1.96 million in total liabilities.  

The Debtor is represented by Joyce W. Lindauer, Esq., at Joyce W.
Lindauer Attorner, PLLC.

No request has been made for the appointment of a trustee or
examiner and no official committee has yet been appointed.


CLINICA SANTA ROSA: Bank Seeks to Bar Access to Cash Collateral
---------------------------------------------------------------
Oriental Bank asks the U.S. Bankruptcy Court for the District of
Puerto Rico to prohibit Clinica Santa Rosa, Inc., from using
collateral.

Prior to the Petition Date, the Debtor and the Bank entered into a
number of credit relationships pursuant to which the Debtor
provided as collateral to bank assets including, among others, the
Debtor's accounts receivables.  The Debtor has valued the accounts
receivables collateral as of the date of the petition at $259,211.
The Bank has used this value of prepetition accounts receivables as
an estimate of the value of part of its collateral for its proof of
claim subject to an amendment based on more accurate information.
The total amount of the claim is $3,223,690.

The bank tried to perform an audit of the prepetition accounts
receivables; but the necessary information was not readily
available.  The Debtor provided a detailed report of accounts dated
Nov. 30, 2016 for a total amount of $922,350 but this sum included
post petition accounts.  The Debtor also provided a trial balance
as of Oct. 31, 2016 with accounts receivables totaling $3,886,045
under the Sabiamed system, and $3,369,309 under the Structured
system.  These amounts are significantly different from the amount
reported by the Debtor.

The Bank has not consented to the use of cash collateral nor has
the Debtor obtained authorization to use it.  The Debtor should
have segregated any amounts received for payment of prepetition
accounts, and the Debtor is obliged to provide for a full
accounting of the payments.

The Bank asks the Court that Debtor be prohibited from using cash
collateral without the consent of the Bank, and that any and all
funds received by the Debtor for prepetition accounts be segregated
in a separate account, and the Debtor should provide a full
accounting for the payments received for payment of prepetition
accounts.

Counsel for Oriental Bank:

           William Santiago-Sastre, Esq.
           DE DIEGO LAW OFFICES, PSC
           PO Box 79552, Carolina, PR.00984-9552
           Telephone: (787) 622-3942
           Facsimile: (787) 622-3941
           E-mail: wssbankruptcy@gmail.com

                  About Clinica Santa Rosa

Clinica Santa Rosa, Inc., engaged in a healthcare business, filed
a Chapter 11 petition (Bankr. D.P.R. Case No. 16-09033) on Nov.
14, 2016.  The petition was signed by Fernando Alarcon Ocasio,
president.  At the time of the filing, the Debtor estimated assets
at $1 million to $10 million and liabilities $10 million to $50
million.

The Debtor is represented by Antonio I. Hernandez Santiago, Esq.

The U.S. Trustee for the District of Puerto Rico appointed Edna
Diaz De Jesus and the Patient Care Ombudsman for Clinica Santa
Rosa.


CREDITCORP: S&P Lowers ICR to 'B-' on Financial Weakness
--------------------------------------------------------
S&P Global Ratings said it lowered its issuer credit rating on
Creditcorp to 'B-' from 'B'.  The outlook is negative.

"At the same time, we lowered the issue ratings on Creditcorp's 12%
senior notes due July 2018 to 'B-' from 'B'." said S&P Global
Ratings credit analyst Gaurav Parikh.  S&P's recovery rating on
these notes remains '4', reflecting its expectation for average
recovery (45%-50%) in a simulated default scenario.

The downgrade reflects ongoing financial weakness reflected by the
company's steep decline in loan originations and EBITDA coupled
with ongoing regulatory uncertainty surrounding lending products
that constitute a majority of the firm's receivables and revenue.
Although S&P recognizes that the company is transitioning toward
products that have less regulatory risk, S&P believes these lower
yielding loans may not be entirely compatible with the company's
existing capital structure.  S&P expects leverage to remain above
5.0x and EBITDA coverage to remain below 2.0x for the next 12
months.  Based on S&P's leverage calculation, which is adjusted for
operating leases, leverage was 5.0x for 12 months ending September
2016.

S&P's negative outlook reflects Creditcorp's deteriorating
financial performance, debt refinancing risk, CFPB regulatory
overhang, high loan losses, and increased compliance costs.  S&P
expects leverage to remain above 5.0x over the next 12 months and
EBITDA coverage below 2.0x.

S&P could lower its rating over the next 12 months if it expects
interest coverage to drop below 1.0x or if the company consummated
a distressed debt exchange, which S&P could view as tantamount to a
default under its criteria.

An upgrade is unlikely over the next 12 months.  However, S&P could
revise the outlook to stable if the pending CFPB regulations are
less stringent than expected and the company is able to refinance
its 2018 notes.  Over time, S&P could raise the rating if the
company is able to sustain leverage below 5.0x with a product
offering aligned with new CFPB rules.


CRYSTAL LAKE GOLF: Has Until June 9 to Use Cash Collateral
----------------------------------------------------------
Judge Christopher J. Panos of the U.S. Bankruptcy Court for the
District of Massachusetts authorized Crystal Lake Golf Club, LLC's
use of cash collateral of Pentucket and the United States through
June 9, 2017 at 2:00 p.m.

The Debtor be, and is, authorized to collect and use cash
collateral in which Pentucket and the United States claim security
interests for the purposes and on the terms and amounts proposed in
the Budget for the periods set forth in the Budget to the extent
required to pay actual and reasonable expenses incurred
post-petition in the ordinary course of business, in accordance
with the Debtor's Budget.

The approved Budget projects total expenses in the amount of
$13,300 for the month of March, $56,470 for the month of April,
$84,870 for the month of June and $105,135 for the month of June.

In no event will the Debtor use any of the Secured Creditors' cash
Collateral to pay any items not contained in the Budget, except as
approved by the Court after written notice to the Secured Creditors
and to the United States Trustee.  Absent their written consent,
the Secured Creditors and the United States Trustee will be given
an opportunity to object to the proposed use with at least seven
days' notice.

As adequate protection to Pentucket and the United States for the
Debtor's use of Collateral in which they claim an interest:

          a. the Secured Creditors are granted a security interest
on the PrePetition Collateral.  The lien granted to the Secured
Creditors will be perfected as of the Petition Date, will maintain
the same priority, validity, and enforceability as liens held by
the Secured Creditors on the Petition Date, and may not be primed
by any other lien or encumbrance, whether by order of the Court or
the passage of time;

          b. the Debtor will continue to pay to Pentucket $10,818
monthly on or before the 1st day of each month;

          c. the Debtor will continue to pay to the United States
$2,700 monthly on or before the 1st day of each month; and

          d. the Debtor will maintain adequate insurance coverage,
will notify the United States Trustee and Pentucket's counsel at
least five business days prior to any decrease, expiration,
cancellation, or termination of coverage and shall timely pay its
insurance premiums as the same become due.

Permission to use cash collateral will expire on June 9, 2017.

The Debtor will a proposed budget and form of order for further use
of cash collateral and adequate protection with the Court on May
31, 2017, at 4:30 p.m.  The Court will hold a further hearing on
the use of Cash Collateral and adequate protection on June 8, 2017,
at 2:00 p.m.  Any objections to the Proposed Further Order on the
use of Cash Collateral and adequate protection will be filed no
later than 4:30 p.m. on June 6, 2017.  If no objection is filed,
then the Court may enter a further order without a hearing.

A copy of the Order dated March 6, 2017 is available for free at:

    
http://bankrupt.com/misc/mab16-41324_116_Cash_Crystal_Lake_Golf_Club_LLC.pdf

              About Crystal Lake Golf Club LLC

Crystal Lake Golf Club, LLC, filed a chapter 11 petition (Bankr.
D.
Mass. Case No. 16-41324) on July 27, 2016.  The petition was
signed
by Michael J. Maroney, managing member.  The case is assigned to
Judge Christopher J. Panos.  The Debtor estimated assets at
$500,000 to $1 million and liabilities at $1 million to $10
million
at the time of the filing.

The Debtor is represented by Richard A. Mestone, Esq., at Mestone
&
Associates LLC.  The Debtor employed Jeffrey M. Dennis, CPA, as
accountant.


CRYSTAL LAKE GOLF: May Use Cash Collateral Through June 9
---------------------------------------------------------
Christopher J. Panos of the U.S. Bankruptcy Court for the District
of Massachusetts extended Crystal Lake Golf Club, LLC's use of cash
collateral through June 9, 2017.

A copy of the court order and the cash collateral is available at:

          http://bankrupt.com/misc/mab16-41324-116.pdf

A hearing was held on the Motions on Feb. 24, 2017, at which time
the terms of further cash collateral usage were presented to the
Court and certain conditions for continued use of the collateral
and the continuation of this case with the Debtor remaining as a
debtor-in-possession as opposed to being converted to Chapter 7 or
dismissed were put on the record.  The hearing on the conversion
motion is continued to June 8, 2017, at 2:00 p.m.

The Debtor will file a proposed budget and form of order for
further use of cash collateral and adequate protection with the
Court on or before May 31, 2017, at 4:30 p.m.  The Court will hold
a further hearing on the use of cash collateral and adequate
protection on June 8, 2017, at 2:00 p.m.  Any objections to the
proposed further court order on the use of cash collateral and
adequate protection will be filed no later than 4:30 p.m. on June
6, 2017.  

As adequate protection to Pentucket Bank and the United States for
the Debtor's use of collateral in which they claim an interest: (a)
the secured creditors are hereby granted a security interest on the
prepetition collateral.  The lien granted to the secured creditors
will be perfected as of the Petition Date, will maintain the same
priority, validity, and enforceability as liens held by the secured
creditors on the Petition Date, and may not be primed by any other
lien or encumbrance, whether by order of the Court or the passage
of time; (b) the Debtor will continue to pay to Pentucket Bank
$10,818 monthly on or before the 1st day of each month; (c) the
Debtor will continue to pay to the United States $2,700 monthly on
or before the 1st day of each month; and (e) the Debtor will
maintain adequate insurance coverage, will notify the U.S. Trustee
and Pentucket Bank's counsel at least five business days prior to
any decrease, expiration, cancellation, or termination of coverage
and shall timely pay its insurance premiums as the same become due.
The secured creditors will have the right to inspect the non-cash
collateral during normal business hours.

The Debtor is permitted to and will pay over to the City of
Haverhill's Tax Collector, not later than May 31, 2017, all amounts
accrued and unpaid post-petition, together with penalties and
interest, if any, including, on account of post-petition real and
personal property taxes.

The Debtor is permitted to and shall pay over to the United States
Treasury, not later than May 31, 2017, all amounts accrued and
unpaid post-petition, together with penalties and interest, if any,
including, on account of post-petition taxes.

The Debtor is permitted to and will pay over to the Commonwealth of
Massachusetts, not later than May 31, 2017, all amounts accrued and
unpaid post-petition, together with penalties and interest, if any,
including, on account of post-petition taxes.

The Debtor will adequately withhold funds necessary to meet its
state and federal payroll tax, unemployment, and sales tax
obligations as they accrue, file required returns on a timely
basis, and pay over to the U.S. Treasury and the Commonwealth of
Massachusetts, on account of post-petition taxes all amounts due as
they come due.

The Debtor is permitted to and will pay over to the U.S. Trustee at
its earliest opportunity, and in any event not later than March 17,
2017, any U.S. Trustee fee arrearage and will pay any and all such
fees not yet due as and when they become due.

On Feb. 28, 2017, the Debtor requested an extension of time from
March 1, 2017, to March 3, 2017, to file a proposed order
incorporating all provisions stated on the record at the hearing
held on Feb.24, 2017, concerning the U.S. Trustee's motion to
convert, Pentucket Bank's motions for relief, and the Debtor's
request for further use of cash collateral.

Pentucket Bank is represented by:

     Christopher M. Dube, Esq.
     MCLANE MIDDLETON, PROFESSIONAL ASSOCIATION
     900 Elm Street, PO Box 326
     Manchester, NH 03101
     Tel: (603) 628-1437
     Fax: (603) 625-5650
     E-mail: christopher.dube@mclane.com

               About Crystal Lake Golf Club LLC

Crystal Lake Golf Club, LLC, filed a Chapter 11 petition (Bankr. D.
Mass. Case No. 16-41324) on July 27, 2016.  The petition was signed
by Michael J. Maroney, managing member.  The case is assigned to
Judge Christopher J. Panos.  The Debtor estimated assets at
$500,000 to $1 million and liabilities at $1 million to $10 million
at the time of the filing.

The Debtor is represented by Richard A. Mestone, Esq., at Mestone &
Associates LLC.  The Debtor employed Jeffrey M. Dennis, CPA, as
accountant.


CVC INC: To Employ Scott B. Riddle as Attorney
----------------------------------------------
CVC, Inc. seeks approval from the US Bankruptcy Court for the
Northern District of Georgia, Atlanta Division, to employ the Law
Office of Scott B. Riddle, LLC and Scott B. Riddle, Esq. as its
attorneys.

The professional services that said attorneys will be required to
render are:

     (a) To advise Debtor with respect to its rights, powers,
duties, and obligations as a Debtor-In-Possession in the
administration of this case, the operation of its business, and the
management of its property;

     (b) To prepare pleadings, applications, and conduct
examinations incidental to administration;

     (c) To advise and represent Debtor in connection with all
applications, motions, or complaints for reclamation, adequate
protection, sequestration, relief from stays, appointment of a
trustee or examiner, and all other similar matters;

     (d) To develop the relationship of the status of Debtor-in-
Possession to the claims of creditors in these proceedings;

     (e) To advise and assist the Debtor-in-Possession in the
formulation and presentation of a Plan of Reorganization pursuant
to chapter 11 of the Bankruptcy Code and concerning any and all
matters relating thereto; and

     (f) To perform any and all other legal services incident and
necessary herein.

The Debtor has agreed to compensate Riddle at his standard hourly
billing rate of $350.00 per hour for legal services rendered or to
be rendered on its behalf in contemplation of, and in connection
with, said proceedings.

Scott B. Riddle, managing member of the Law Office of Scott B.
Riddle, LLC, attests that he does not, and has not, represented any
interest adverse to the Debtor, nor has he had any connections with
the Debtor, its creditors, any party in interest or their
respective attorneys or accountants except as set out in the
Application.

The Firm can be reached through:

     Scott B. Riddle, Esq.
     Law Office of Scott B. Riddle, LLC
     3340 Peachtree Rd #1530
     Atlanta, GA 30326
     Phone: +1 404-815-0164

                                           About CVC Inc

CVC Inc filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga.
Case No. 17-53692) on March 1, 2017.  The Debtor is represented by
Scott B. Riddle, Esq. of Law Office of Scott B. Riddle, LLC.


CYPRESS WAY: Seeks Approval to Use Creif Cash Collateral
--------------------------------------------------------
Cypress Way LLC seeks authorization from the U.S. Bankruptcy Court
for the Southern District of New York to use cash collateral.

The Debtor owns a multi-family apartment complex located at 3025
Sunrise Highway, Islip Terrace, New York.  The Debtor purchased the
Property in March of 2016 using the proceeds from a $6,450,000 note
and mortgage made by Creif 102 LLC.

The Debtor contends that its Loan Agreement with Creif 102 LLC is
evidenced and secured by, among other documents:

      (a) An Amended and Restated Noted in the original principal
amount of $6,450,000;

      (b) A Consolidated Mortgage; and

      (c) A Pledge and Security Agreement executed by BCH Capital
LLC and the Lender as additional security to the mortgage.

The Debtor asserts that based on its schedules and estimates as
well as on the Property's cash flow, the Creif 102 LLC is
oversecured.  Nevertheless, the Debtor proposes to these forms of
adequately protection to Creif 102 LLC with respect to the cash
collateral utilized during its chapter 11 cases:

      (a) the Debtor will maintain the value of the Property
through payment of the normal monthly expenditures, including
property taxes, in accordance with the Budget,

      (b) the Debtor will maintain the cash it collects over and
above the expenditures in its debtor in possession account pending
further order of the Court, and

      (c) to the extent that Creif 102 LLC does not have a
postpetition security interest in the Debtor's postpetition assets,
the Debtor will grant Creif 102 LLC  a security interest in such
assets to the extent of any diminution of cash collateral, subject
and subordinate to, among other things, the fees of the U.S.
Trustee and the professional fees of the Debtor's professionals.

The Debtor estimates gross revenues under its three month budget
for the Property will be approximately $157,000, or approximately
$50,000 per month.  The Debtor's monthly Budget is relatively
static and the Debtor anticipates the monthly expenses provided for
in the Budget will recur each month within a normal variance.  The
Budget reflects total operating of approximately $32,529 for the
month of March, $52,125 for the month of April, and $27,750 for the
month of May.

Currently, the Debtor has insufficient cash to meet its ongoing
obligations necessary to maintain and operate the Property.
Specifically, the Debtor requires the use of cash collateral in
order to pay for ordinary expenses such as utilities, taxes,
insurance, and maintenance for the Property. The Debtor contends
that without access to the cash collateral and their anticipated
rental revenue income, the Debtor's ability to reorganize their
financial affairs, as well as its creditors will be adversely
affected.

A full-text copy of the Debtor's Motion, dated March 16, 2017, is
available at https://is.gd/hXUAEI

                        About Cypress Way LLC

Cypress Way LLC filed a Chapter 11 petition (Bankr. S.D.N.Y. Case
No. 17-22383) on March 15, 2017.  The petition was signed by David
Goldwasser, manager.  The case is assigned to Judge Robert D.
Drain.  The Debtor is represented by Arnold Mitchell Greene, Esq.,
at Robinson Brog Leinwand Greene Genovese & Gluck P.C.  At the time
of filing, the Debtor had assets and liabilities estimated to be
between $1 million to $10 million each.

The Debtor's affiliate, BCH Capital LLC, also filed a voluntary
petition (Bankr. S.D.N.Y. Case No. 17-22384) for relief under
Chapter 11 of the Bankruptcy Code.  An application for joint
administration of these two chapter 11 cases is currently pending.


No trustee, examiner or creditors committee has been appointed in
these cases.


DORCH COMMUNITY: April 18 Plan Confirmation Hearing
---------------------------------------------------
The U.S. Bankruptcy Court for the District of South Carolina has
conditionally approved the disclosure statement filed by Dorch
Community Care Center LLC on Jan. 5, 2017, referring to the
Debtor's Chapter 11 plan filed on Jan. 5, 2017.

A hearing on the final approval of the Disclosure Statement and
confirmation of the Plan is set for April 18, 2017, at 9:30 a.m.

Objections to the Disclosure Statement and plan confirmation must
be filed by April 11, 2017.  April 11, 2017, is also the last day
for filing written acceptances or rejections of the Plan.  Ballots
accepting or rejecting the Plan will be counted only if received by
the Court on or before April 11, 2017.

By April 11, 2017, the Plan, the Disclosure Statement and a ballot,
generally conforming to Official Form 314, will be mailed to
creditors, equity security holders, and other parties in interest,
and shall be transmitted to the U.S. Trustee.

                About Dorch Community Care Center

Dorch Community Care Center LLC provides housing and assisted care
in the Clarendon County area.  The Center operates at maximum
capacity and houses 13 residents.

The Debtor filed a Chapter 11 petition (Bankr. D.S.C. Case No.
16-04486) on Sept. 2, 2016, and is represented by J. Carolyn
Stringer, Esq., at Stringer Law.

Sheila Brooks, MSW, the Regional Long Term Care Ombudsman for Dorch
Community Care Center LLC, is patient care ombudsman for the
Debtor.

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 Dorch Community Care Center LLC.


EARLY LIGHT: S&P Lowers Rating on 2014 School Bonds to 'BB'
-----------------------------------------------------------
S&P Global Ratings lowered its rating on the Utah Charter School
Finance Authority's series 2014 charter school revenue bonds,
issued for Early Light Academy Inc. (ELA), to 'BB' from 'BB+'.  The
outlook is stable.

"We lowered the rating based on the U.S. Not-for-Profit Charter
Schools methodology, which was published on Jan. 8, 2017, on
RatingsDirect," said S&P Global Ratings credit analyst James
Gallardo.

"We assessed Early Light Academy's financial profile as vulnerable,
with an extremely high debt load of approximately
$19 million, translating to a very weak maximum annual debt service
(MADS) debt burden equal to 25.1% of fiscal 2016 operating expense.
In our opinion, this represents significant leverage, which will
remain elevated as the school has limited capacity for growth over
the next few years.  We assessed Early Light Academy's enterprise
profile as adequate, characterized by satisfactory demand with
steady enrollment, a modest wait list, good academics, and a stable
management team.  Combined, we believe these credit factors lead to
an indicative stand-alone credit profile of 'bb' and a final
long-term rating of 'BB'," S&P said.

The stable outlook reflects S&P's expectation that, during the next
two years, ELA will maintain positive operating performance and
sustain MADS coverage and liquidity at levels consistent with
fiscal 2016 financial performance.  S&P also anticipates the
school's demand profile will continue to reflect excellent
academics and current enrollment levels.

Early Light Academy is located in Salt Lake County, approximately
20 miles south of Salt Lake City.  It was incorporated in May 2008
and serves students in kindergarten through ninth grade.


EAST COAST FOODS: Court OK Hope & IRS Pacts for Cash Collateral Use
-------------------------------------------------------------------
Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central
District of California approved the Stipulations for the use of
cash collateral entered into by the Chapter 11 Trustee for East
Coast Foods, Inc., and the Bank of Hope, as successor-in-interest
to Wilshire Bank, and the Internal Revenue Service, respectively.

Bank of Hope and the Trustee had voluntarily withdrawn the Relief
from Automatic Stay pursuant to the Bank of Hope Stipulation.
However, the Trustee, the Committee and Bank of Hope reserved all
equitable and legal rights with regard to the propriety of the
application of proposed adequate protection payments to interest
owed on the Debtor's principal obligation to Bank of Hope.

The IRS will receive a postpetition replacement lien for its
asserted secured claim of $74,307 against the Debtor's assets in
the same extent, validity, and priority as any lien held by the IRS
as of the petition date and to the extent that the use of cash
collateral results in a diminution of the value of such lien.

A full-text copy of the Order, dated March 16, 2017, is available
at https://is.gd/D5Q8mu

                      About East Coast Foods

East Coast Foods Inc., a California corporation, is the owner and
operator of four Roscoe' Chicken N' Waffles restaurants in Los
Angeles area.  

East Coast Foods sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-13852) on March 25,
2016.  The petition was signed by Herbert Hudson, president.  The
case is assigned to Judge Sheri Bluebond.

The Debtor is represented by Vakhe Khodzhayan, Esq., at KG Law,
APC.  
The Debtor estimated assets of less than $50,000 and debts of $10
million to $50 million.

The Office of the U.S. Trustee on April 29 appointed five creditors
of East Coast Foods, Inc., to serve on the official committee of
unsecured creditors.

Bradley D. Sharp was appointed Chapter 11 trustee of the Debtor's
estate on Sept. 28, 2016.


ECI HOLDCO: S&P Revises Outlook to Negative & Affirms 'B' CCR
-------------------------------------------------------------
S&P Global Ratings said that it has revised its outlook on St.
Louis-based ECI Holdco Inc. to negative from stable and affirmed
its 'B' corporate credit rating on the company.

At the same time, S&P affirmed its 'B' issue-level rating on ECI
subsidiary Electrical Components International Inc.'s senior
secured credit facilities.  The '3' recovery rating remains
unchanged, indicating S&P's expectation for meaningful (50%-70%;
rounded estimate: 50%) recovery in the event of a payment default.

"The outlook revision reflects the potential that we may downgrade
ECI if its operating performance does not improve such that it
sustains leverage of more than 6.5x and a funds from operations
(FFO)-to-debt ratio of well below 12%, or if the company pursues
additional debt-financed acquisitions that prevent it from
deleveraging," said S&P Global credit analyst Christopher Corey. In
February 2017, the company completed a $135 million add-on to its
term loan to fund the acquisition of Fargo Assembly Co.  
This -- along with the proposed $60 million debt-financed dividend
distribution -- reflects the very aggressive financial policies of
its private-equity owner, KPS Capital Partners, which will further
stretch its credit metrics.

The negative outlook on ECI reflects that S&P could downgrade the
company over the next 12 months if its operating performance
doesn't trend upward in 2017 and its credit metrics fail to improve
to S&P's expected levels for the current rating.

S&P could consider downgrading ECI if challenges in integrating
Fargo, deteriorating conditions in its end markets, or customer
contract cancelations render it unable to improve its forecasted
S&P Global adjusted EBITDA margin by 60 basis points (bps)-80 bps,
which could also lead its adjusted debt-to-EBITDA to remain above
6.5x.

Additionally, S&P could lower its ratings on ECI if the company
continues to pursue sizable debt-funded acquisitions or engages in
another debt-funded dividend recapitalization such that its
adjusted debt-to-EBITDA metric remains above 6.5x.  Furthermore, if
the company sustains negative free cash flow, it would indicate to
S&P that it is facing liquidity concerns, which could also lead to
a downgrade.

S&P could revise its outlook on ECI to stable if the company
increases its sales and profit, reduces its debt leverage to 6x,
and maintains financial policies that would allow it to sustain its
debt leverage at that level.  In addition, S&P would need to
believe that the company would consistently generate positive free
operating cash flow before S&P would revise its outlook to stable.


ENPRO INDUSTRIES: S&P Gives 'BB-' Rating on $150MM Unsecured Notes
------------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '4'
recovery rating to Charlotte, N.C.-based EnPro Industries Inc.'s
proposed $150 million senior unsecured notes due 2022.  The '4'
recovery rating indicates S&P's expectation for average (30%-50%;
rounded estimate: 30%) recovery in a payment default scenario.

S&P expects EnPro to use the proceeds from the proposed notes to
repay its outstanding revolver borrowings, which should provide the
company with increased availability to fund its future capital
requirements, including potential contributions toward the
settlement of previously-disclosed asbestos claims and other
general corporate purposes.  S&P's recovery analysis does not
include the impact of EnPro subsidiary Garlock Sealing
Technologies' (GST) expected reconsolidation into the company.

All of S&P's other ratings on EnPro remain unchanged.  S&P expects
the company's leverage to improve to the 3x-4x range (from about 5x
as of the end of 2016) after GST is reconsolidated later this year.
In 2010, GST filed for Chapter 11 bankruptcy protection due to the
costs of defending and resolving its asbestos claims.  In March
2016, the company reached a settlement agreement with committees
for current and future asbestos claimants.  The proposed settlement
plan is subject to necessary approvals and consents, and the
company expects the plan to become effective in the second half of
2017.  While the plan will lead to the reconsolidation of GST into
EnPro, S&P do not expect that the transaction will affect its fair
assessment of the company's business risk profile, given GST's
relatively modest scale, the limited scope of its operations, and
its exposure to similar industrial markets as EnPro.

                        RECOVERY ANALYSIS

Key analytical factors

   -- S&P's simulated default scenario assumes a default amid a
      sustained economic downturn.  An unexpected and severe
      downturn would hamper demand for the company's sealing and
      engineered products and lead to a significant deterioration
      in its operating performance and cash flow generation,
      eventually resulting in a payment default in 2021.

   -- S&P's recovery analysis assumes that, in a simulated default

      scenario, after satisfying any unpaid priority
      administrative expenses and other senior claims, the
      recovery prospects on the company's senior unsecured notes
      would be in the 30%-50% range.

Simulated default assumptions

   -- Year of default: 2021
   -- EBITDA at emergence: $91.7 million
   -- EBITDA multiple: 5.5x
   -- The revolver is 85% drawn at default.
   -- S&P incorporates the company's asbestos liability into S&P's

      analysis, which it treats as an unsecured claim that is pari

      passu with the company's unsecured debt.

Simplified waterfall

   -- Net enterprise value (after 5% administrative costs):
      $479.2 million
   -- Valuation split (obligors/nonobligors): 60%/40%
   -- Value available to first-lien debt claims: $412.1 million
   -- Senior first-lien debt claims: $291.1 million
      -- Recovery expectation: Not applicable
   -- Total value available to unsecured claims: $188.1 million
   -- Senior unsecured debt and pari passu unsecured claims:
      $573.2 million
      -- Recovery expectations: 30%-50% (rounded estimate: 30%)
   -- Structurally subordinated debt claims: $378 million
     -- Recovery expectations: Not applicable

RATINGS LIST

EnPro Industries Inc.
Corporate Credit Rating           BB-/Stable/--

New Rating

EnPro Industries Inc.
$150M Snr Unsecd Nts Due 2022     BB-
  Recovery Rating                  4(30%)


ESPLANADE HL: Can Continue Using FMB Cash Collateral Until April 12
-------------------------------------------------------------------
Judge Carol A. Doyle of the U.S. Bankruptcy Court for the Northern
District of Illinois authorized Esplanade HL, LLC and its
affiliated debtors to use the cash collateral of First Midwest Bank
for the period from March 13,2017 through April 12, 2017.

Judge Doyle ordered that no Debtor may use the cash collateral of
another Debtor. The approved Budget covers the period from March
13,2017 through April 12, 2017, and projects total expenses of
$26,692 for Belvidere, $35,186 for Esplanade HL, $53,775 for
Esplanade Drive, and $168,500 for 9501 W. 144th Place.

Big Rock Ranch, LLC agreed to make monthly payments of $1,828 to
First Midwest.

Judge Doyle granted First Midwest valid, binding and properly
perfected postpetition security interests and replacement liens on
the prepetition collateral, in addition to all existing security
interests and liens and held by First Midwest in and to the
prepetition collateral, but only to secure the amount equal to the
collateral diminution and subject to the payment of the U.S.
Trustee's fees and payment of all expenses in the Debtors' proposed
Budget.

Judge Doyle directed the tenants of each of the Debtors' respective
properties to pay rents, as follows:

     (a) Belvidere tenants will pay rents to the Belvidere;

     (b) Esplanade HL will pay rents to the Esplanade HL;      
                       
     (c) Esplanade Drive tenants will pay rents to Esplanade; and
          
     (d) 9501 W. 144th Place tenants will pay rents to 9501 W.
144th Place.

The final hearing to consider the Debtor's use of cash collateral
has been set for April 19, 2017 at 10:30 a.m.

A full-text copy of the Sixth Interim Order, entered on March 16,
2017, is available at https://is.gd/AjmQDt

                        About Esplanade HL

Esplanade HL, LLC, 2380 Esplanade Drive, LLC, 9501 W. 144th Place,
LLC, and 171 W. Belvedere Road, and LLC, Big Rock Ranch, LLC each
filed chapter 11 petitions (Bankr. N.D. Ill. Case Nos. 16-33008,
16-33010, 16-33011, 16-33013, and 16-33015, respectively) on
October 17, 2016.  The petitions were signed by William Vander
Velde III, sole member and manager.

The Debtors are represented by Harold D. Israel, Esq. and Sean P.
Williams, Esq., at Goldstein & McClintock, LLLP.  

At the time of the Chapter 11 filing, Esplanade HL's case was
assigned to Judge Carol A. Doyle.  2380 Esplanade Drive's case was
assigned to Judge Donald R Cassling.  9501 W. 144th Place's case
was assigned to Judge Timothy A. Barnes.  171 W. Belvidere Road,
LLC's case was assigned to Judge Janet S. Baer. Big Rock Ranch's
case was assigned to Judge Deborah L. Thorne.  Eventually, the
cases were jointly administered with Esplanade HL as the lead case,
and assigned to Judge Doyle.

Big Rock Ranch estimated assets at $500,000 to $1 million and
liabilities at $100,000 to $500,000.  All the other Debtors
estimated assets and liabilities at $1 million to $10 million.

No request has been made for the appointment of a trustee or
examiner, and no statutory committee of unsecured creditors has
been appointed in the Debtors' chapter 11 cases.


ESTERLINE TECHNOLOGY: Moody's Cuts Corporate Family Rating to Ba2
-----------------------------------------------------------------
Moody's Investors Service has downgraded ratings of Esterline
Technology Corp., including the Corporate Family Rating to Ba2 from
Ba1, and the senior unsecured to Ba3 from Ba2. The Speculative
Grade Liquidity Rating has been affirmed at SGL-2. In a related
action, Moody's assigned a CFR of Ba2, Probability of Default of
Ba2-PD and stable outlook at the company's TA Mfg Limited (UK)
subsidiary, the rated debt issuer, and will subsequently withdraw
the CFR, Probability of Default and outlook at Esterline level. The
rating outlook is stable. This concludes the review for downgrade
that commenced on January 11th.

RATINGS RATIONALE

The CFR of Ba2 reflects Esterline's comparative position among
suppliers within the aerospace/defense sector on key
characteristics of relative scale and the tier within the supply
chain for most of its products, as well as its comparatively weaker
asset return metrics yet solid financial leverage.

Esterline is a mid-tier supplier and has a still developing
position within the aerospace and defense sector, with healthy R&D
spending and presence on numerous aircraft platforms. The company's
progression away from a holding company business model and toward
an operating model required facilities consolidation, information
system and process enhancements. Furthermore, the US Department of
State alleged civil violations related to Esterline's compliance
with export trade control regulations and progress toward a
resolution complicated the operational restructuring work.

Nonetheless, profit margin, return, and cash flow leverage metrics
have weakened steadily. The EBITDA margin was 15.7% as of the last
twelve months ended December 31, 2016, down nearly 300 basis points
from 18.6% at fiscal year-end 2012. Free cash flow to debt was
10.6% as of December 31, 2016, down from 16.0% at year-end 2012.
Debt to EBITDA was 3.1x as of December 31, 2016 and is expected to
be in the high-2x range by year-end 2017, a strong level and in
line with most other suppliers also at the same rating level.

Margin compression in recent years followed inefficiency from
operational disruptions and non-recurring costs, factors that
should subside. EBITDA margin could expand by 100 bps to the mid
16% range this year, with the opportunity for higher margin should
the ongoing lean program achieve its aim. Credit metrics should
improve somewhat over the next few years, and the company has
flexibility for investment activity that could help raise returns
over time. Other supportive considerations include solid interest
coverage, and the lack of scheduled dividend which helps support
the free cash flow potential.

The rating outlook is stable. Free cash flow in excess of $125
million in the 2017 fiscal year, up from $100 million last fiscal
year, seems achievable and should help Esterline meet its $100
million debt reduction plan. The higher free cash flow generation
rate will lessen the extent of future investment-related
borrowings. In Moody's view, acquisition spending, at times above
the free cash flow generation rate but likely below a level that
would incur substantial external financing, will remain central to
Esterline's long-term plans.

Upward rating movement would depend on greater scale and importance
as a supplier to original aerospace equipment manufacturers.
Expectation of R&D spending sustained at 5% of sales or higher with
return on assets exceeding the mid-single digit percent range
(which assumes steady or rising goodwill). A good liquidity profile
and solid credit metrics, such as low-2x debt to EBITDA, would also
likely accompany upward rating movement.

Downward rating pressure would mount with materially reduced
liquidity, or debt to EBITDA above mid-3x, or free cash flow to
debt declining below 10% rather than improving as expected.

The following summarizes today's rating action:

Downgrades:

Issuer: Esterline Technologies Corp.

-- Probability of Default Rating, Downgraded to Ba2-PD from Ba1-
    PD

-- Corporate Family Rating, Downgraded to Ba2 from Ba1

Issuer: TA Mfg Limited (UK)

-- Senior Unsecured Regular Bond/Debenture, Downgraded to
    Ba3(LGD5) from Ba2(LGD5)

Assignments:

Issuer: TA Mfg Limited (UK)

-- Probability of Default Rating, Assigned Ba2-PD

-- Speculative Grade Liquidity Rating, Assigned SGL-2

-- Corporate Family Rating, Assigned Ba2

Outlook Actions:

Issuer: Esterline Technologies Corp.

-- Outlook, Changed To Stable From Rating Under Review

Issuer: TA Mfg Limited (UK)

-- Outlook, Changed To Stable From No Outlook

Affirmations:

Issuer: Esterline Technologies Corp.

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

Concurrently, a corporate family rating of Ba2 with a stable rating
outlook has been assigned to TA Mfg. The ratings of Esterline
Technology Corp., which has no rated debt, will be subsequently
withdrawn pursuant to Moody's standard practice of maintaining
family level ratings at the highest entity within the corporate
structure that has rated debt.

Esterline Technologies Corporation, headquartered in Bellevue,
Washington, is a specialized manufacturing company principally
serving aerospace and defense customers. Revenues for the fiscal
year ended September 30, 2016 were about $2 billion. Esterline is
the ultimate parent of TA Mfg and guarantees TA Mfg's notes.

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



EXTENDED STAY: S&P Affirms 'BB-' CCR; Outlook Remains Stable
------------------------------------------------------------
S&P Global Ratings said it affirmed all ratings, including its
'BB-' corporate credit rating, on Charlotte, N.C.-based Extended
Stay America Inc.  The outlook remains stable.

Extended Stay announced that financial sponsor owners Centerbridge
Partners L.P., Paulson & Co. Inc., and The Blackstone Group L.P.
closed a secondary offering for 25 million paired shares, bringing
the sponsors' total aggregate equity ownership to 30.6%, below
S&P's 40% threshold for assumed sponsor control.

"Our revision of Extended Stay's financial policy assessment score
to neutral from FS-5 is based on its financial sponsor owners
Centerbridge Partners L.P., Paulson & Co. Inc., and The Blackstone
Group L.P. having sold down their equity stakes through a series of
secondary offerings, the latest of which has reduced their
ownership to a combined 30.6%, below our 40% threshold for assumed
sponsor control," said S&P Global Ratings credit analyst Daniel
Pianki.

The revision has no current effect on the corporate credit rating
and debt-level ratings.  However, the revision removes a constraint
on future ratings upside, since S&P believes financial sponsors
frequently extract cash or otherwise increase leverage over time.
Despite S&P's base-case forecast for leverage in the high-3x area
in 2018 and the favorable revision of the financial policy score,
S&P is not currently signaling rating upside in the outlook because
it would like to see a larger cushion compared to S&P's 4x debt to
EBITDA upgrade threshold, and because funds from operations (FFO)
to debt remains below our upgrade threshold of 20%.  S&P believes
the company's 3.5x net leverage policy indicates its desire to
reduce leverage further, which could support ratings upside after
2017.

The stable outlook reflects S&P's expectation for sustained
improvement in operating performance that enables the company to
maintain a good cushion compared to our adjusted debt to EBITDA
below 5x and FFO to adjusted debt above 12% thresholds over the
next two years.  In addition, S&P expects EBITDA coverage of
interest expense to remain good, above 5x, over the same period.


FANNIE MAE & FREDDIE MAC: Director Raphael W. Bostic Will Resign
----------------------------------------------------------------
Freddie Mac announced that Raphael W. Bostic will resign from
Freddie Mac's board of directors, effective May 31, 2017, to assume
the role of president and chief executive officer of the Federal
Reserve Bank of Atlanta.

Bostic notified the Company of his upcoming resignation on
March 15, 2017.  He joined Freddie Mac's board of directors in
January 2015.  A leading real estate economist with extensive
public policy, academic and research expertise, Bostic served on
the board's Risk Committee and Compensation Committee.

"Raphael has been an insightful and valuable member of Freddie
Mac's board of directors," said Freddie Mac Chairman Christopher S.
Lynch.  "His expertise, experience in public policy matters and
passionate interest in access to credit, affordability and other
housing issues have been vital to us.  Although his tenure on the
Freddie Mac board has been brief, our directors recognize his
significant contributions, and I am confident he will be an
exemplary leader of the Federal Reserve Bank of Atlanta."

"My time on Freddie Mac's board of directors has been very
gratifying," Bostic said.  "It has been a privilege to have
contributed to Freddie Mac's progress in becoming a stronger
company and in helping to build a better housing finance system.  I
want to thank my fellow board members and the management team and
wish the company success going forward."

Bostic served as the Assistant Secretary for Policy Development and
Research at the U.S. Department of Housing and Urban Development
(HUD) from 2009 to 2012.  In that Senate-confirmed position, he was
a principal advisor to the Secretary of HUD on policy and research.
Since 2015, Bostic has served as the Chair of the Department of
Governance, Management, and the Policy Process at the Sol Price
School of Public Policy at the University of Southern California.
From 2012 to 2015, Bostic was the Bedrosian Chair in Governance and
Public Enterprise at the Sol Price School of Public Policy at USC.
From 2001 to 2009, he served in various positions at USC, including
as a professor at the School of Policy, Planning, and Development.
He is currently a trustee of Enterprise Community Partners and a
member of the Board of the Lincoln Institute of Land Policy, and he
was an Advisory Board member of the National Community
Stabilization Trust between 2012 and 2015.

Freddie Mac makes home possible for millions of families and
individuals by providing mortgage capital to lenders.  Since its
creation by Congress in 1970, the Company has made housing more
accessible and affordable for homebuyers and renters in communities
nationwide.  Freddie Mac is building a better housing finance
system for homebuyers, renters, lenders and taxpayers. Learn more
at FreddieMac.com, Twitter @FreddieMac and Freddie Mac’s blog
FreddieMac.com/blog.

               About Fannie Mae and Freddie Mac

Federal National Mortgage Association (OTCQB: FNMA), commonly
known as Fannie Mae -- http://www.FannieMae.com/-- is a
government-sponsored enterprise (GSE) that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

A brother organization of Fannie Mae is the Federal Home Loan
Mortgage Corporation (FHLMC), better known as Freddie Mac.
Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was
established by Congress in 1970 to provide liquidity, stability and
affordability to the nation's residential mortgage markets.
Freddie Mac supports communities across the nation by providing
mortgage capital to lenders.

During the time of the subprime mortgage crisis, on Sept. 6, 2008,
Fannie Mae and Freddie Mac were placed into conservatorship by the
U.S. Treasury.  The Treasury committed to invest up to $200
billion in preferred stock and extend credit through 2009 to keep
the GSEs solvent and operating.  Both GSEs are still operating
under the conservatorship of the Federal Housing Finance Agency
(FHFA).

In exchange for future support and capital investments of up to
$100 billion in each GSE, each GSE agreed to issue to the Treasury
(i) $1 billion of senior preferred stock, with a 10% coupon,
without cost to the Treasury and (ii) common stock warrants
representing an ownership stake of 79.9%, at an exercise price of
one-thousandth of a U.S. cent ($0.00001) per share, and with a
warrant duration of 20 years.


FEDERAL-MOGUL HOLDINGS: Moody's Rates New Sr. Secured Notes B1
--------------------------------------------------------------
Moody's Investors Service assigned B1 ratings to Federal-Mogul
Holdings, LLC's new senior secured notes. The new notes are
expected to be used to refinance the company's existing senior
secured tranche B term loan, paydown a portion of the senior
secured asset based revolving credit facility, and pay related fees
and expenses. In a related action Moody's affirmed Federal-Mogul's
Corporate Family Rating and Probability of Default Rating at B2 and
B2-PD, respectively, and affirmed the B1 rating of the existing
senior secured tranche C term loan The rating outlook is stable.
The Speculative Grade Liquidity Rating is SGL-3.

Ratings Assigned

B1 (LGD3), to the new Euro senior secured fixed-rate notes, due
2022;

B1 (LGD3), to the new Euro senior secured floating-rating notes,
due 2024.

The total amount to be issued is expected to be Euro 715 million.

Ratings affirmed:

Federal-Mogul Holdings, LLC

B2, Corporate Family Rating;

B2-PD, Probability of Default Rating;

SGL-3, Speculative Grade Liquidity Rating;

Ba2 (LGD1), $600 million senior secured asset based revolver due
December, 2018;

B1 (LGD3), $1.9 billion senior secured tranche C term loan due
April 2021;

Rating outlook, Stable.

The following rating is unaffected and will be withdrawn upon
completion of the transaction:

B1 (LGD3), $700 million ($684 million remaining) senior secured
tranche B term loan due April 2018.

RATINGS RATIONALE

Federal Mogul's B2 Corporate Family Rating (CFR) continues to
reflect the company's high leverage, exposure to cyclical
automotive vehicle production, balanced by its competitive position
as a leading global automotive parts supplier to original equipment
manufacturers and the automotive aftermarket. The company has made
substantial progress on its restructuring activities over the
recent years, resulting in improved profit margins and modest
positive free cash flow generation at about 3% of adjusted debt.
EBITA margin improved to 4.8% in 2016 (inclusive of Moody's
standard adjustments) compared to 3.0% in 2015, while free cash
flow generation improved to positive levels. Debt/EBITDA leverage
at year-end 2016 approximated 6.1x (5.4x excluding the adjustment
for factored accounts receivables). Moody's expects Federal-Mogul
to continue to execute operating efficiency actions over the
near-term with related costs somewhat offsetting credit metric
improvement over the near-term. As such, continued modest free cash
flow generation is unlikely to materially reduce debt leverage over
the near-term. Yet, the completion of the proposed transaction is a
credit positive, as it addresses the January 2018 accelerated
maturity date under the revolving credit facility. With the
completion of the refinancing, the revolving credit facility
maturity remains December 2018.

The stable rating outlook incorporates Moody's expectation of
gradual improvement in operating performance over the near-term
supported by increased liquidity pro forma for the proposed
transaction.

Federal-Mogul's SGL-3 Speculative Grade Liquidity Rating reflects
Moody's expectation of an adequate liquidity profile over the next
12-15 months supported by cash on hand and continued positive free
cash generation. Cash at December 31, 2016 was $300 million of
which $166 million was held by foreign subsidiaries. Free cash
generation improved to modest positive levels in 2016 (to the low
single digits as a percentage of adjusted debt) supported by the
company's accounts receivable factoring. Free cash flow is expected
to remain modestly positive through 2017. Federal-Mogul had $213
million of unused revolver availability as of December 31, 2016.
This availability increases to about $283 million pro forma for the
refinancing transaction. Moody's believes this level of
availability is modest given the sizable revenue base and scale of
the company. With the completion of the transaction, the asset
based revolving credit facility will mature in December 2018. The
asset based revolving credit facility has a springing fixed charge
coverage test when availability deteriorates below certain
thresholds. Moody's anticipates that the company will not trigger
this threshold over the next twelve months. The senior secured term
loans do not have financial maintenance covenants. The new senior
secured Euro notes also are not expected to have financial
covenants.

Weighing on the company's liquidity profile are the amount of
accounts receivable sold through factoring, which Moody's considers
an uncommitted short-term funding. At December 31, 2016, $487
million of accounts receivable were sold through factoring during
the year.

Future events that have potential to drive a higher rating include
the continuation of positive operating trends resulting in
EBITA/Interest coverage approaching 2.5x, and Debt/EBITDA leverage
approaching 5.5x.

Future events that have potential to drive Federal-Mogul's ratings
lower include deterioration in automotive industry conditions
without offsetting restructuring actions; or lower profitability
resulting from market share losses, pricing pressure or material
increases in raw materials costs that cannot be passed on to
customers. Consideration for a lower rating could arise if any
combination of these factors were to result in EBITA/Interest
coverage approaching 1.0x or debt/EBITDA being sustained above
6.5x. Liquidity deterioration could also lead to a downgrade.

The principal methodology used in this rating was the Global
Automotive Supplier Industry published in June 2016.

Federal-Mogul Holdings, LLC, headquartered in Southfield, MI is a
leading global supplier of products and services to the world's
manufacturers and servicers of vehicles and equipment in the
automotive, light, medium and heavy-duty commercial, marine, rail,
aerospace, power generation and industrial markets. The company's
products and services enable improved fuel economy, reduced
emissions and enhanced vehicle safety. Federal-Mogul is controlled
by affiliates of Icahn Enterprises L.P. Revenues in 2016 were $7.4
billion.



FEDERAL-MOGUL HOLDINGS: S&P Assigns 'B-' Rating on EUR715MM Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating and '4'
recovery rating to Michigan-based Federal-Mogul Holdings LLC's
proposed EUR715 million senior secured notes.  The notes will be
issued in two tranches, with one tranche of fixed-rate notes due
2022 and one tranche of floating-rate notes due 2024.  The '4'
recovery rating indicates S&P's expectation for average (30%-50%;
rounded estimate: 35%) recovery for secured lenders in the event of
a payment default.

The company plans to use the proceeds from the bond offering to
fully repay its tranche B term loan due 2018 and repay about
$70 million of borrowings under its unrated asset-based revolving
credit facility.

The proposed notes will rank pari passu in right of payment with
all of Federal Mogul's existing and future senior indebtedness and
will have access to the same collateral as the company's term loan
facility.

All of S&P's other ratings on Federal Mogul, including S&P's 'B-'
corporate credit rating, remain unchanged.  S&P expects that the
company's gross margins will remain stable at 20% or better and
anticipate that its free operating cash flow will stay positive in
2017.

                        RECOVERY ANALYSIS

Key analytical factors

   -- S&P's simulated default scenario anticipates a default in
      2019 due to reduced demand for Federal-Mogul's products
      caused by renewed economic weakness in the U.S. and Europe.
      This scenario also envisions that the company's original
      equipment manufacturing and aftermarket channels remain
      highly competitive and commodity prices continue to
      escalate.  S&P expects that these conditions will reduce the

      company's volumes, revenue, gross margins, and net income,
      causing its liquidity to decline.

Simulated default assumptions

   -- Simulated year of default: 2019
   -- EBITDA at emergence: $440 million
   -- EBITDA multiple: 4.5x
   -- LIBOR and Euribor rise to 250 basis points
   -- Asset-based lending (ABL) facility is 60% drawn

Simplified waterfall

   -- Net enterprise value after admin. expenses (5%):
      $1.881 billion
   -- Obligor/nonobligor valuation split: 30%/70%
   -- Estimated priority claims: $402 million
   -- Collateral value available to secured debt: $809 million
   -- Estimated first-lien claim: $2.626 billion
      -- Recovery range: 30%-50% (rounded estimate: 35%)

Note: All debt amounts include six months of prepetition interest.
Collateral value equals asset pledge from obligors after priority
claims plus equity pledge from nonobligors after nonobligor debt.

RATINGS LIST

Federal-Mogul Holdings LLC
Corporate Credit Rating             B-/Stable/--

New Ratings

Federal-Mogul Holdings LLC
Senior Secured
EUR350M Fixed-Rate Nts Due 2022       B-
  Recovery Rating                    4(35%)
EUR365M Floating-Rate Nts due 2024    B-
  Recovery Rating                    4(35%)



FIRST PHOENIX-WESTON: Unsecureds to Get 100% Under Sabra Plan
-------------------------------------------------------------
First Phoenix-Weston LLC and FPG & LCD, L.L.C., filed with the U.S.
Bankruptcy Court for the Western District of Wisconsin a disclosure
statement for the plan of reorganization dated March 13, 2017,
proposed by Sabra Phoenix Wisconsin, LLC.

Under the Plan proposed by Sabra Phoenix, Class 7 General Unsecured
Claims will recover 100% within 30 days after the Effective Date,
compared with the 21-month expected recovery proposed by the
Debtors' plan of reorganization.

Class 3A Sabra Secured Claim against Weston will recover 100% on
the Effective Date after credit bid.  Class 6A Sabra Deficiency
Claim will recover 50% over seven years, with 8% interest, subject
to increase in the event of a Weston overbid; Sabra Phoenix agrees
to waive distribution if Sabra Phoenix is the Weston purchaser.  

In the Debtors' Plan, Class 3A will recover 100% over 35 years,
with 4.65% interest and a balloon payment after 10 years, while
Class 6A Sabra Deficiency Claim will recover 100% over 35 years,
with 4.65% interest and a balloon payment after 10 years.

While Class 6B Sabra Option Claim is not addressed by the Debtors'
Plan, Sabra Phoenix's Plan proposes that the claim holder will
recover 50% over seven years, with 8% interest, subject to increase
in the event of a Weston overbid; Sabra Phoenix agrees to waive
distribution if Sabra Phoenix is the Weston purchaser.
The Plan proposes to appoint an agent to hold the tangible and
intangible assets of Weston and FPG during the period between entry
of the confirmation court order and the Effective Date.  During
this period, the Plan Agent will be authorized to, among other
things, (1) hold the tangible and intangible assets of Weston and
FPG following entry of the interim period; (2) operate Weston and
FPG's businesses during the interim period; (3) hold any and all
licenses and certifications in the name of Weston and FPG during
the interim period, including authority to provide consent to the
DHS and CMS to review license or certification applications
submitted by FPG Purchaser and Weston Purchaser; (4) conduct the
Weston Auction and the FPG Auction; (5) wind down the affairs of
Weston and FPG; and (6) carry out all other duties and
responsibilities described in the Plan Agent Agreement.  The Plan
Agent may employ one or more professionals as the Plan Agent deems
necessary and shall engage the Manager to manage and operate the
Debtors' businesses during the interim period.
The Plan proposes to sell all of the assets of Weston through an
auction to be conducted by the Plan Agent, an independent
third-party.  Through the Plan, Sabra Phoenix submitted an opening
bid for the Weston Assets pursuant to which Sabra shall purchase
the Weston Assets by $13 million credit bid of the Allowed Sabra
Claim, and will assume the claim liabilities described in Articles
II and IV of the Plan pursuant to the Weston Asset Purchase
Agreement to be filed as a Supplemental Plan Document.  The Plan
also proposes to sell all the assets of FPG through an auction to
be conducted by the Plan Agent.  Through the Plan, Sabra Phoenix
submitted an opening bid for the FPG Assets pursuant to which Sabra
Phoenix will purchase the FPG Assets for the dollar amount equal to
the sum of the FPG Assumed Liabilities, in accordance with the FPG
Asset Purchase Agreement to be filed as a Supplemental Plan
Document.

The Plan establishes bidding procedures whereby interested parties
can submit bids for the purchase of the Weston Assets and the FPG
Assets.  The bidding process will be overseen by the Plan Agent.
The Plan also establishes procedures for both the Weston Auction
and the FPG Auction in the event a party other than Sabra Phoenix
submits a bid for the Weston Assets and the FPG Assets.  In the
event there is an auction, the auction will be conducted by Plan
Agent.

If an auction is conducted, the proceeds of the Weston Auction will
be used to satisfy the Sabra Phoenix secured debt.  In addition,
the Weston Purchaser will be required to assume and pay certain
Plan liabilities.  Creditors not otherwise paid in full stand to
receive more in the event of a Weston Overbid.

If an auction is conducted, the proceeds of the FPG Auction, will
be used to pay certain plan liabilities.  Creditors not otherwise
paid in full stand to receive more in the event of an FPG
Overbid.

The Disclosure Statement is available at:

         http://bankrupt.com/misc/wiwb-16-12820-255.pdf

As reported by the Troubled Company Reporter on March 1, 2017, the
Court approved the joint disclosure statement filed by First
Phoenix-Weston LLC and FPG & LCD, L.L.C., referring to the Debtors'
plan of reorganization.  The Debtors' Joint Disclosure Statement
dated Feb. 20, 2017, states that the Allowed Secured Claim of Class
3C All-Lines Leasing against Weston -- estimated at $7,171 -- will
be paid by Weston in equal monthly installments of principal and
interest at 4% per annum, amortized over five years from the
Effective Date.  There are no Class 3C Claims against FPG.  Weston
will retain the equipment against which All-Lines holds a lien
position.

Sabra Phoenix's Plan was filed by its counsel:

     Frank W. DiCastri, Esq.
     Lindsey M. Greenawald, Esq.
     HUSCH BLACKWELL LLP
     555 E. Wells Street, Suite 1900
     Milwaukee, WI 53202
     Tel: (414) 273-2100
     E-mail: frank.dicastri@huschblackwell.com
             lindsey.greenawald@huschblackwell.com

          -- and --

     Iana A. Vladimirova, Esq.
     HUSCH BLACKWELL LLP
     33 E. Main Street, Suite 300
     Madison, WI 53701-1379
     Tel: (608) 255-4440
     E-mail: iana.vladimirova@huschblackwell.com
                    About First Phoenix-Weston

First Phoenix-Weston, LLC, and FPG & LCD, L.L.C., were formed in
2010 to organize, develop, and manage an assisted living and
skilled nursing care facility near three major regional hospitals
in Central Wisconsin including St. Clare's Hospital, which is just
a block away.  The Facility combines an assisted living facility
together with a skilled nursing facility in a resort-like
atmosphere for its patients.  The business is commonly known as the
"Stoney River" assisted living and rehab.  The Facility is
comprised of two integrated businesses: a 35-unit skilled nursing
rehabilitation center (commonly referred to as the skilled nursing
facility, or "SNF"), and a 60- unit assisted living facility (the
"ALF").

First Phoenix-Weston, LLC, and FPG & LCD, L.L.C., filed Chapter 11
bankruptcy petitions (Bankr. W.D. Wisc. Case Nos. 16-12820 and
16-12821) on Aug. 15, 2016.  The petitions were signed by Philip
Castleberg, as part-owner.  The Debtors estimate assets and
liabilities in the range of $10 million to $50 million. Michael
Best & Friedrich LLP serves as counsel to the Debtors.


FOLTS HOME: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
The Office of the U.S. Trustee on March 21 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Folts Home and Folts Adult
Home, Inc.

                        About Folts Home

Folts Home is a New York not-for-profit corporation and the owner
of a 163-bed long-term residential health care and rehabilitation
facility located at 100-122 North Washington Street, Herkimer, New
York.  In addition to long-term skilled nursing and residential
care, Folts Home provides memory care to residents with dementia,
palliative care and respite care and operates an adult day care
program.  Folts Home also offers rehabilitation services, such as
physical, occupational and speech therapy, on both inpatient and
out-patient bases.  Currently, Folts Home has approximately 218
active employees.  Approximately 124 of the employees are
full-time, 60 are part-time and 34 employees are employed on a per
diem basis.  None of Folts Home's employees are represented by
labor unions.

Folts Adult Home, Inc. ("FAH"), also known as Folts-Claxton, is a
New York not-for-profit corporation and the owner of an 80-bed
adult residential center that was constructed in 1998 and is
located at 104 North Washington Street, Herkimer, New York.  FAH
residents reside in separate apartments and are provided services
such as daily meals, laundry, housekeeping and medication
assistance.  FAH has approximately 22 active employees.
Approximately 12 are full-time employees and 10 are part-time
employees.  None of FAH's employees are represented by labor
unions.

Folts Home and FAH currently have average daily censuses of 145 and
69, respectively.  Folts Home has 3 major payors: Medicare,
Medicaid and Excellus/Blue Cross. The majority of FAH residents are
government subsidized, with 58% covered by Social Security
Insurance and 42% private pay.

Folts Home and Folts Adult Home, Inc., filed separate, voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. N.D. N.Y. Case Nos. 17-60139 and 17-60140, respectively) on
Feb. 16, 2017.  The Chapter 11 cases are being jointly administered
under Bankruptcy Rule 1015(b) pursuant to an order of the Court.

Folts Home and Folts Adult Home, Inc., through duly-appointed
receivers HomeLife at Folts, LLC and HomeLife at Folts-Claxton,
LLC, continue to operate their skilled nursing home and adult
residence businesses, respectively, and manage their properties as
debtors in possession.

William K. Harrington, the U.S. Trustee for Region 2, appointed
Krystal Wheatley as the Patient Care Ombudsman for the Debtors.


FORESIGHT ENERGY: Prices Private Offering of $425M Secured Notes
----------------------------------------------------------------
Foresight Energy LP disclosed that its wholly owned subsidiaries,
Foresight Energy LLC and Foresight Energy Finance Corporation have
priced their previously announced offering of 11.50% Second Lien
Senior Secured Notes due 2023, in an aggregate principal amount of
$425 million.  The Notes will be guaranteed by the wholly-owned
domestic restricted subsidiaries of the Company that guarantee the
Credit Facilities.  The Offering of the Notes is expected to close
on or about March 28, 2017, subject to certain closing conditions.

In addition to the Notes, the Company also announced that it has
agreed to terms on an $825 million senior secured first-priority
five-year term loan, representing an increase of $75 million from
the previously announced size, and a $170 million senior secured
first-priority four-year revolving credit facility.

The aggregate principal amount of the Notes represents a $75
million decrease from the previously announced aggregate principal
amount of the Notes, corresponding to the increase in the Term
Loan, and the maturity of the Notes represents a one-year reduction
in the previously announced maturity of the Notes.

The Issuers intend to use the net proceeds from the Notes and
borrowings under the Term Loan, together with an equity
contribution from Murray Energy Corporation and cash on hand, to
refinance the following indebtedness:

   * the Issuers' Second Lien Senior Secured PIK Notes due 2021;

   * the Issuers' Second Lien Senior Secured Exchangeable PIK
     Notes due 2017; and

   * the Company's outstanding credit facilities, including the
     revolving credit facility and the term loan.

The Offering will be made solely by means of a private placement
either to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended, or outside the United
States, only to non-U.S. investors pursuant to Regulation S of the
Securities Act.  The Notes to be issued in the Offering have not
been and will not be registered under the Securities Act and may
not be offered or sold in the United States absent registration or
an applicable exemption from the registration requirements of the
Securities Act.

                      About Foresight Energy

Foresight Energy L.P. mines and markets coal from reserves and
operations located exclusively in the Illinois Basin.  
As of Dec. 31, 2015, the Company has invested over $2.3 billion to
construct state-of-the-art, low-cost and highly productive mining
operations and related transportation infrastructure.  The Company
controls over 3 billion tons of proven and probable coal in the
state of Illinois, which, in addition to making the Company one of
the largest reserve holders in the United States, provides organic
growth opportunities.  The Company's reserves consist principally
of three large contiguous blocks of uniform, thick, high heat
content (high Btu) thermal coal which is ideal for highly
productive longwall operations.  Thermal coal is used by power
plants and industrial steam boilers to produce electricity or
process steam.

Foresight reported a net loss of $178.6 million in 2016 following a
net loss of $38.68 million in 2015.

                          *     *     *

In September 2016, S&P Global Ratings raised its issuer credit
rating on St. Louis-based Foresight Energy L.P. to 'B-' from 'D'.
The outlook is negative.  "The recent restructuring, including
exchange of the senior notes, along with associated amendments
resolves the previous conditions of default, waives certain
amortization requirements, and restores Foresight's access to its
revolving credit facility with revised covenants.  While we view
this restructuring as a positive development and continue to
consider Foresight's business risk profile to be among the
strongest in the beleaguered coal space, in our view, the
company's capital structure could become unsustainable," S&P said.

As reported by the TCR on March 6, 2017, Moody's Investors Service
upgraded Foresight Energy L.P.'s Corporate Family Rating (CFR) to
'B3' from 'Caa1', and its probability of default rating (PD) to
'B3-PD' from 'Caa1-PD'.  "The upgrade reflects the improved
industry conditions and the company's solid contracted position,
which drives Moody's expectations that Debt/ EBITDA, as adjusted,
will decline from 5.9x at September 30, 2016 to roughly 4.5x by the
end of 2017", says Anna Zubets-Anderson, the lead analyst for
Foresight.

The TCR reported by the TCR on March 3, 2017, that Fitch Ratings
has assigned a first-time Long-Term Issuer Default Rating (IDR) of
'B-' to Foresight Energy LP and Foresight Energy LLC.  Foresight
Energy LLC's new senior secured first lien term loan and new
revolving credit facility ratings are 'B+/RR2' and the new second
lien notes rating is 'CCC/RR6'.  The facilities are to be
guaranteed by Foresight Energy LP.


FORESIGHT ENERGY: Prices Private Offering of $425M Secured Notes
----------------------------------------------------------------
Foresight Energy LP disclosed that its wholly owned subsidiaries,
Foresight Energy LLC and Foresight Energy Finance Corporation have
priced their previously announced offering of 11.50% Second Lien
Senior Secured Notes due 2023, in an aggregate principal amount of
$425 million.  The Notes will be guaranteed by the wholly-owned
domestic restricted subsidiaries of the Company that guarantee the
Credit Facilities.  The Offering of the Notes is expected to close
on or about March 28, 2017, subject to certain closing conditions.

In addition to the Notes, the Company also announced that it has
agreed to terms on an $825 million senior secured first-priority
five-year term loan, representing an increase of $75 million from
the previously announced size, and a $170 million senior secured
first-priority four-year revolving credit facility.

The aggregate principal amount of the Notes represents a $75
million decrease from the previously announced aggregate principal
amount of the Notes, corresponding to the increase in the Term
Loan, and the maturity of the Notes represents a one-year reduction
in the previously announced maturity of the Notes.

The Issuers intend to use the net proceeds from the Notes and
borrowings under the Term Loan, together with an equity
contribution from Murray Energy Corporation and cash on hand, to
refinance the following indebtedness:

   * the Issuers' Second Lien Senior Secured PIK Notes due 2021;

   * the Issuers' Second Lien Senior Secured Exchangeable PIK
     Notes due 2017; and

   * the Company's outstanding credit facilities, including the
     revolving credit facility and the term loan.

The Offering will be made solely by means of a private placement
either to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended, or outside the United
States, only to non-U.S. investors pursuant to Regulation S of the
Securities Act.  The Notes to be issued in the Offering have not
been and will not be registered under the Securities Act and may
not be offered or sold in the United States absent registration or
an applicable exemption from the registration requirements of the
Securities Act.

                      About Foresight Energy

Foresight Energy L.P. mines and markets coal from reserves and
operations located exclusively in the Illinois Basin.  
As of Dec. 31, 2015, the Company has invested over $2.3 billion to
construct state-of-the-art, low-cost and highly productive mining
operations and related transportation infrastructure.  The Company
controls over 3 billion tons of proven and probable coal in the
state of Illinois, which, in addition to making the Company one of
the largest reserve holders in the United States, provides organic
growth opportunities.  The Company's reserves consist principally
of three large contiguous blocks of uniform, thick, high heat
content (high Btu) thermal coal which is ideal for highly
productive longwall operations.  Thermal coal is used by power
plants and industrial steam boilers to produce electricity or
process steam.

Foresight reported a net loss of $178.6 million in 2016 following a
net loss of $38.68 million in 2015.

                          *     *     *

In September 2016, S&P Global Ratings raised its issuer credit
rating on St. Louis-based Foresight Energy L.P. to 'B-' from 'D'.
The outlook is negative.  "The recent restructuring, including
exchange of the senior notes, along with associated amendments
resolves the previous conditions of default, waives certain
amortization requirements, and restores Foresight's access to its
revolving credit facility with revised covenants.  While we view
this restructuring as a positive development and continue to
consider Foresight's business risk profile to be among the
strongest in the beleaguered coal space, in our view, the
company's capital structure could become unsustainable," S&P said.

As reported by the TCR on March 6, 2017, Moody's Investors Service
upgraded Foresight Energy L.P.'s Corporate Family Rating (CFR) to
'B3' from 'Caa1', and its probability of default rating (PD) to
'B3-PD' from 'Caa1-PD'.  "The upgrade reflects the improved
industry conditions and the company's solid contracted position,
which drives Moody's expectations that Debt/ EBITDA, as adjusted,
will decline from 5.9x at September 30, 2016 to roughly 4.5x by the
end of 2017", says Anna Zubets-Anderson, the lead analyst for
Foresight.

The TCR reported by the TCR on March 3, 2017, that Fitch Ratings
has assigned a first-time Long-Term Issuer Default Rating (IDR) of
'B-' to Foresight Energy LP and Foresight Energy LLC.  Foresight
Energy LLC's new senior secured first lien term loan and new
revolving credit facility ratings are 'B+/RR2' and the new second
lien notes rating is 'CCC/RR6'.  The facilities are to be
guaranteed by Foresight Energy LP.


FREDDIE MAC: Director Bostic Moving to FRB of Atlanta
-----------------------------------------------------
Freddie Mac announced that Raphael W. Bostic will resign from
Freddie Mac's board of directors, effective May 31, 2017, to assume
the role of president and chief executive officer of the Federal
Reserve Bank of Atlanta.

Bostic notified the Company of his upcoming resignation on
March 15, 2017.  He joined Freddie Mac's board of directors in
January 2015.  A leading real estate economist with extensive
public policy, academic and research expertise, Bostic served on
the board's Risk Committee and Compensation Committee.

"Raphael has been an insightful and valuable member of Freddie
Mac's board of directors," said Freddie Mac Chairman Christopher S.
Lynch.  "His expertise, experience in public policy matters and
passionate interest in access to credit, affordability and other
housing issues have been vital to us.  Although his tenure on the
Freddie Mac board has been brief, our directors recognize his
significant contributions, and I am confident he will be an
exemplary leader of the Federal Reserve Bank of Atlanta."

"My time on Freddie Mac's board of directors has been very
gratifying," Bostic said.  "It has been a privilege to have
contributed to Freddie Mac's progress in becoming a stronger
company and in helping to build a better housing finance system.  I
want to thank my fellow board members and the management team and
wish the company success going forward."

Bostic served as the Assistant Secretary for Policy Development and
Research at the U.S. Department of Housing and Urban Development
(HUD) from 2009 to 2012.  In that Senate-confirmed position, he was
a principal advisor to the Secretary of HUD on policy and research.
Since 2015, Bostic has served as the Chair of the Department of
Governance, Management, and the Policy Process at the Sol Price
School of Public Policy at the University of Southern California.
From 2012 to 2015, Bostic was the Bedrosian Chair in Governance and
Public Enterprise at the Sol Price School of Public Policy at USC.
From 2001 to 2009, he served in various positions at USC, including
as a professor at the School of Policy, Planning, and Development.
He is currently a trustee of Enterprise Community Partners and a
member of the Board of the Lincoln Institute of Land Policy, and he
was an Advisory Board member of the National Community
Stabilization Trust between 2012 and 2015.

Freddie Mac makes home possible for millions of families and
individuals by providing mortgage capital to lenders.  Since its
creation by Congress in 1970, the Company has made housing more
accessible and affordable for homebuyers and renters in communities
nationwide.  Freddie Mac is building a better housing finance
system for homebuyers, renters, lenders and taxpayers. Learn more
at FreddieMac.com, Twitter @FreddieMac and Freddie Mac’s blog
FreddieMac.com/blog.

               About Fannie Mae and Freddie Mac

Federal National Mortgage Association (OTCQB: FNMA), commonly
known as Fannie Mae -- http://www.FannieMae.com/-- is a
government-sponsored enterprise (GSE) that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.

A brother organization of Fannie Mae is the Federal Home Loan
Mortgage Corporation (FHLMC), better known as Freddie Mac.
Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was
established by Congress in 1970 to provide liquidity, stability and
affordability to the nation's residential mortgage markets.
Freddie Mac supports communities across the nation by providing
mortgage capital to lenders.

During the time of the subprime mortgage crisis, on Sept. 6, 2008,
Fannie Mae and Freddie Mac were placed into conservatorship by the
U.S. Treasury.  The Treasury committed to invest up to $200
billion in preferred stock and extend credit through 2009 to keep
the GSEs solvent and operating.  Both GSEs are still operating
under the conservatorship of the Federal Housing Finance Agency
(FHFA).

In exchange for future support and capital investments of up to
$100 billion in each GSE, each GSE agreed to issue to the Treasury
(i) $1 billion of senior preferred stock, with a 10% coupon,
without cost to the Treasury and (ii) common stock warrants
representing an ownership stake of 79.9%, at an exercise price of
one-thousandth of a U.S. cent ($0.00001) per share, and with a
warrant duration of 20 years.


GARRETSON TILE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Garretson Tile Company, Inc.
        1540 Chambersburg Road
        Gettysburg, PA 17325

Case No.: 17-01051

Type of Business: Garretson Tile Company, Inc. is a small business
                  debtor as defined in 11 U.S.C. Section 101(51D).

Chapter 11 Petition Date: March 19, 2017

Court: United States Bankruptcy Court
       Middle District of Pennsylvania (Harrisburg)

Judge: Hon. Robert N Opel II

Debtor's Counsel: Lawrence G. Frank, Esq.
                  LAW OFFICE OF LAWRENCE G. FRANK
                  100 Aspen Drive
                  Dillsburg, PA 17019
                  Tel: 717 234-7455
                  Fax: 717 432-9065
                  Email: lawrencegfrank@gmail.com

Total Assets: $1.65 million

Total Liabilities: $2.26 million

The petition was signed by Gregory A. King, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/pamb17-01051.pdf


GREEKTOWN HOLDINGS: S&P Lowers Rating on Secured Debt to 'B'
------------------------------------------------------------
S&P Global Ratings lowered its issue-level rating on Detroit-based
gaming operator Greektown Holdings LLC's secured debt (consisting
of a proposed $50 million revolver due 2022 and a proposed upsized
$400 million term loan due 2024) to 'B' from 'B+', and revised the
recovery rating to '3' from '2', following the company's
announcement that it is seeking to upsize its term loan by
$25 million.  The '3' recovery rating indicates S&P's expectation
for meaningful (50% to 70%; rounded estimate: 65%) recovery for
lenders in the event of a payment default.  The corporate credit
rating remains 'B' with a stable outlook.

Recovery prospects for secured lenders under the upsized credit
facility are lower than S&P previously assumed because of a higher
amount of secured debt outstanding under S&P's simulated default
scenario from the incremental $25 million term loan.  S&P's
enterprise valuation is unchanged from its recent analysis.

The company plans to use the proceeds from the incremental term
loan to reduce the amount of paid-in-kind preferred equity issued
in the capital structure by $25 million, which is leverage neutral
because S&P treats the preferred equity as debt in its analysis. As
a result, the transaction has no meaningful impact on S&P's
base-case forecast or credit measures.

                         RECOVERY ANALYSIS

Key analytical factors:

   -- S&P has revised its recovery rating on the proposed
      $450 million senior secured credit facility (consisting of a

      $50 million revolver due 2022 and an upsized $400 million
      term loan due 2024) to a '3' from a '2'.  S&P's simulated
      default scenario contemplates a default as a result of a
      significant decline in cash flow from prolonged economic
      weakness and increased competition in the Detroit market
      and, to a lesser extent, the Ohio market.

   -- S&P assumes a reorganization following the default, using an

      emergence EBITDA multiple of 6x to value the company—
      slightly lower than that of peers because of Greektown's
      weaker market position.

   -- S&P assumes the $50 million RCF is 85% drawn at the time of
      default

Simplified waterfall

   -- Emergence EBITDA: $53 million
   -- Multiple: 6x
   -- Gross recovery value: $319 million
   -- Net recovery value for waterfall after admin. expenses (5%):

      $303 million
   -- Obligor/nonobligor valuation split: 100%/0%
   -- Estimated first-lien debt: $443 million
   -- Value available for first-lien claim: $303 million
      -- Recovery expectation: 50% to 70% (rounded estimate 65%)

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

RATINGS LIST

Greektown Holdings LLC
Corporate Credit Rating              B/Stable/--

Downgraded; Recovery Rating Revised

Greektown Holdings LLC
                                      To         From
Senior Secured                       B          B+
  Recovery Rating                     3(65%)     2(70%)



GREENHUNTER RESOURCES: Files Chapter 11 Plan of Liquidation
-----------------------------------------------------------
GreenHunter Resources, Inc., et al., filed with the U.S. Bankruptcy
Court for the Northern District of Texas a disclosure statement
dated March 13, 2017, for the Debtors' plan of liquidation.

The Plan provides for the establishment of a Liquidating Trust that
will pursue certain litigation and seek to collect and liquidate
certain assets, including the Debtors' receivables.  The
Liquidating Trust will be established for the purpose of receiving,
holding, liquidating and distributing the Debtors' assets to the
holders of allowed claims as provided in the Plan and Confirmation
Order and to make other payments called for in the Plan, with no
objective to continue or engage in the conduct of a trade or
business.

Class 6 - Unsecured Claims will be reviewed by the Liquidating
Trustee and are subject to objection by him.  Each holder of an
Allowed Unsecured Claim will receive in full satisfaction,
settlement, and release of and in exchange for the allowed claim,
the holder's pro rata share of cash distributed by the Liquidating
Trust to the holders of Allowed Unsecured Claims after payment in
full of holders of Administrative Claims and Claims in Classes
1–5 as well as the cost of administration of the Trust.  As of
the filing of the Disclosure Statement, there are approximately $13
million in Class 4 Unsecured Claims that have been scheduled and
for which proof of claim have been filed, not including deficiency
claims of holders of secured claims.  The plan proponents have not
reviewed the claims.  Class 6 Unsecured Claims are impaired under
the Plan.

On the Effective Date, the Liquidating Trust Assets will be deemed
to have been transferred by the Debtors to the Liquidating Trust,
free and clear of all liens, claims, and encumbrances, but subject
to any obligations imposed by the Plan.  All transfers of property
under the Plan will be deemed to have been made in accordance with
any applicable provisions of non-bankruptcy law governing the
transfer of property by a corporation or trust that is not a
moneyed, business, or commercial corporation or trust.  

The Disclosure Statement is available at:

          http://bankrupt.com/misc/txnb16-40956-313.pdf

                  About Greenhunter Resources

GreenHunter Resources, Inc., and 12 of its affiliates, providers of
water management services, each filed a Chapter 11 petition (Bankr.
N.D. Tex. Lead Case No. 16-40956) on March 1, 2016.  Kirk J.
Trosclair, the executive vice president and chief operating
officer, signed the petitions.  Judge Russell F. Nelms has been
assigned the case.

The Debtors disclosed total assets of $36.29 million and total debt
of $29.05 million.  The Debtors have about $6 million in unsecured
debt.

Singer & Levick, P.C., serves as the Debtors' counsel.


HANSELL MITZEL: Has Interim Approval to Use Cash Collateral
-----------------------------------------------------------
Judge Timothy W. Dore of the U.S. Bankruptcy Court for the Western
District of Washington entered an interim order authorizing Hansell
Mitzel, LLC, to use the cash collateral to maintain its properties
to avoid immediate and irreparable harm to the properties.

The Debtor will continue to maintain insurance on their assets as
the same existed as of the Petition Date and to pay property taxes
assessed postpetition.

The Debtor will segregate rents and profits collected from or on
account of the PIPGP Building, the Cascade Building, the Markwood
Property, the Blackburn/Gunn Property, and the North Hill Triplex,
and will not use such Cash Collateral for any purposes not related
to the expenses, maintenance, and improvements of those properties
as set forth in the Budgets.

The final hearing on the matter is set for March 24, 2017 at 9:30
a.m.

                    About Hansell Mitzel, LLC

Hansell/Mitzel LLC, d/b/a Hansell Mitzel Homes, d/b/a Resort
Maintenance Services, based in Mt. Vernon, Wash., filed a Chapter
11 petition (Bankr. W.D. Wash. Case No. 16-16311) on Dec. 21, 2016.
Hon. Timothy W. Dore presides over the case.  In its petition, the
Debtor estimated $10 million to $50 million in both assets and
liabilities.  The petition was signed by Daniel R. Mitzel, managing
member.  John R Rizzardi, Esq., at Cairncross & Hempelmann, P.S.,
serves as bankruptcy counsel to the Debtor.


HARTFORD COURT: Has Until April 10 to Use Hinsdale Cash Collateral
------------------------------------------------------------------
Judge Jack B. Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized Hartford Court
Development, Inc., to use the cash collateral of Hinsdale Bank &
Trust Co., as successor-in-interest to Suburban Bank and Trust,
through April 10, 2017.

The Debtor's use of Cash Collateral is limited to the expenses
outlined in the March 2017 One-Month Budget Projection for
operations of the Debtor's business and the administration of the
Chapter 11 Case, plus no more than 10% of any proposed expense
payment.

The Budget contemplates a total income of $12,598, a total
operating expenses of $9,903.

The Debtor will deposit all post-petition rents in its possession
or control into the DIP Account.  This provision will not apply to
security deposits received by Debtor which will be separately
held.

As adequate protection for the interests of Lender in the Cash
Collateral, the Lender will have and is granted valid and perfected
security interests in, and liens on all assets of the Debtor of any
nature whatsoever and wherever located, tangible or intangible,
whether now or hereafter acquired, including without limitation,
rents and proceeds of the foregoing, wherever located, including
insurance and other proceeds, excluding proceeds of any avoidable
transfer actions instituted through the case.  Under the
circumstances, the adequate protection provided is reasonable and
sufficient to protect the interests of the Lender; provided,
however, that nothing herein contained will affect or impair the
Lender's right to seek additional adequate protection of its
interests.

As additional adequate protection for the Debtor's use of the
Properties and the Cash Collateral, the Debtor will make monthly
payments to the Lender, provided however, that such payments are
provisional, in the amount of $4,866 per month commencing on March
10, 2017 and thereafter on the 10th day of each month going
forward.

The Debtor's use of Cash Collateral is authorized only through
April 10, 2017 unless terminated prior to the date upon an
occurrence of the Termination Date, and may not be extended other
than on the express written consent of the Lender or order of the
Court.

A status hearing on Debtor's use of Cash Collateral will be held on
April 7, 2017 at 10:30 a.m.

A copy of the Budget attached to Second Interim Order is available
for free at:

http://bankrupt.com/misc/ilnb17-01356_30_cash_Hartford_Court_Development_Inc.pdf

           About Hartford Court Development, Inc.

Hartford Court Development, Inc. is an Illinois corporation that
owns and manages 14 residential condominiums and their related
parking spaces, all located in the 5300 block of North Cumberland
Avenue, Chicago, IL.

Hartford Court Development, Inc. filed a Chapter 11 petition
(Bankr. N.D. Ill. Case No. 17-01356), on January 17, 2017.  The
Petition was signed by Paula Walega, President.  The case is
assigned to Judge Jack B. Schmetterer.  The Debtor is represented
by David P. Lloyd, Esq. at David P. Lloyd, Ltd.  At the time of
filing, the Debtor estimated assets and liabilities at $500,000 to
$1 million each.


HHGREGG INC: Doesn't Have Floor Bid for Proposed April Auction
--------------------------------------------------------------
Lillian Rizzo and Soma Biswas, writing for The Wall Street Journal
Pro Bankruptcy, reported that a deal between Hhgregg Inc. and a
mystery bidder has fallen apart, leaving the bankrupt appliance
retailer without a floor bid for its proposed April auction.

According to the report, the Indianapolis-based retailer said it
has terminated the "nonbinding term sheet with an anonymous party,"
which contemplated a sale for all of its of its assets.

Hhgregg, which sought bankruptcy protection on March 6, said in
court papers it had signed a term sheet with an anonymous
interested party, but had yet to reach an asset purchase agreement,
the report related.  While the buyer had yet to be named, the
company considered it to be a critical vendor to Hhgregg, the
report said.

Although the pact with the lead bidder has fallen apart, the
anonymous bidder hasn't necessarily walked away, the report said,
citing a person familiar with the matter said. The unidentified
bidder is still interested in Hhgregg, along with other bidders
that are circling the retailer, the person noted, according to the
report.

The deal is still being negotiated, and could later be revived, the
person said, the report added.

The report noted that Chief Executive Robert J. Riesbeck said the
company "received strong interest" from potential buyers, according
to a public filing. Private-equity firms are among the interested
buyers, the person added, the report said.

                        About hhgregg Inc.

Indianapolis, Indiana-based hhgregg, Inc. is an appliance,
electronics and furniture retailer.  Founded in 1955, hhgregg is a
multi-regional retailer currently with 220 stores in 19 states
that
also offers market-leading global and local brands at value prices
nationwide via hhgregg.com.

hhgregg Inc., Gregg Appliances Inc. and HHG Distributing LLC
sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Ind. Lead Case No. 17-01302) on March 6, 2017.  The petition was
signed by Kevin J. Kovacs, chief financial officer.  

At the time of the filing, hhgregg and HHG Distributing estimated
assets and liabilities of less than $50,000.  Gregg Appliances  
estimated its assets and liabilities at $100 million to $500
million.  

The Debtors have retained Morgan, Lewis & Bockius LLP and Ice
Miller LLP as counsel; Berkeley Research Group, LLC as financial
advisor; Stifel and Miller Buckfire & Co. as investment banker and
Donlin, Recano & Company, Inc. as claims and noticing agent.

The Office of the U.S. Trustee on March 10 appointed eight
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of Gregg Appliances Inc., an affiliate of
hhgregg, Inc.  The Justice Department's bankruptcy watchdog
appointed Renee Weiss, Esq., as chairperson of the committee.  The
committee members selected Jeff Keim as vice-chairperson.


HUNTWICKE CAPITAL: Needs More Time to Complete Jan. 31 Form 10-Q
----------------------------------------------------------------
Huntwicke Capital Group Inc. was unable, without unreasonable
effort or expense, to file its quarterly report on Form 10-Q for
the period ended Jan. 31, 2017, by the March 17, 2017, filing date
applicable to smaller reporting companies due to a delay
experienced by the Company in completing its financial statements
and other disclosures in the Quarterly Report.  As a result, the
Registrant is still in the process of compiling required
information to complete the Quarterly Report and its independent
registered public accounting firm requires additional time to
complete its review of the financial statements for the period
ended Jan. 31, 2017, to be incorporated in the Quarterly Report.
The Company anticipates that it will file the Quarterly Report no
later than the fifth calendar day following the prescribed filing
date.

                     About Huntwicke Capital

Huntwicke Capital Group Inc., formerly known as Magnolia Lane
Income Fund, was incorporated in the state of Delaware on May 12,
2009.  The Company was formed to commence business as a stock agent
in the wool trade.

On May 13, 2013, the Company entered into a stock purchase
agreement with Ian Raleigh and Michael Raleigh and Magnolia Lane
Financial, Inc., whereby the Purchaser purchased from the Sellers,
10,000,000 shares of common stock, par value $0.0001 per share, of
the Company, representing approximately 69.57% of the issued and
outstanding shares of the Company.  As a result, the Purchaser
became the majority shareholder of the Company.

Magnolia Lane reported a net loss of $197,969 for the year ended
April 30, 2016, compared to a net loss of $187,294 for the year
ended April 31, 2015.

Liggett & Webb, P.A., in Boynton Beach, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended April 30, 2016, citing that the Company has used
cash in operations of $22,835 and an accumulated deficit of
$707,094 at April 30, 2016.  These matters raise substantial doubt
about the Company's ability to continue as a going concern.


HUNTWICKE CAPITAL: Needs More Time to Complete Jan. 31 Form 10-Q
----------------------------------------------------------------
Huntwicke Capital Group Inc. was unable, without unreasonable
effort or expense, to file its quarterly report on Form 10-Q for
the period ended Jan. 31, 2017, by the March 17, 2017, filing date
applicable to smaller reporting companies due to a delay
experienced by the Company in completing its financial statements
and other disclosures in the Quarterly Report.  As a result, the
Registrant is still in the process of compiling required
information to complete the Quarterly Report and its independent
registered public accounting firm requires additional time to
complete its review of the financial statements for the period
ended Jan. 31, 2017, to be incorporated in the Quarterly Report.
The Company anticipates that it will file the Quarterly Report no
later than the fifth calendar day following the prescribed filing
date.

                     About Huntwicke Capital

Huntwicke Capital Group Inc., formerly known as Magnolia Lane
Income Fund, was incorporated in the state of Delaware on May 12,
2009.  The Company was formed to commence business as a stock agent
in the wool trade.

On May 13, 2013, the Company entered into a stock purchase
agreement with Ian Raleigh and Michael Raleigh and Magnolia Lane
Financial, Inc., whereby the Purchaser purchased from the Sellers,
10,000,000 shares of common stock, par value $0.0001 per share, of
the Company, representing approximately 69.57% of the issued and
outstanding shares of the Company.  As a result, the Purchaser
became the majority shareholder of the Company.

Magnolia Lane reported a net loss of $197,969 for the year ended
April 30, 2016, compared to a net loss of $187,294 for the year
ended April 31, 2015.

Liggett & Webb, P.A., in Boynton Beach, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended April 30, 2016, citing that the Company has used
cash in operations of $22,835 and an accumulated deficit of
$707,094 at April 30, 2016.  These matters raise substantial doubt
about the Company's ability to continue as a going concern.


KING & QUEEN: To Sell Maryland Property to Fund Amended Plan
------------------------------------------------------------
King & Queen, LLC, filed with the U.S. Bankruptcy Court for the
District of Maryland a small business amended disclosure statement
explaining its plan of reorganization, dated March 9, 2017, a copy
of which is available at:

     http://bankrupt.com/misc/mdb16-17120-42.pdf

The Debtor has real estate property located at 1155 Washington
Blvd., Baltimore, MD; 1124 Washington Blvd., Baltimore, MD; and
2666 Dulany Street, Baltimore, MD, has a current market value of
approximately $261,377 and has a disputed blanket mortgage in the
amount of $185,000.

This latest restructuring plan asserts that 1124 Washington
Boulevard is being leased at an amount of $1,200 per month. After
the trustees' fees are paid and additional operating expenses for
insurance, electric, and repair are paid on the properties,
approximately $312 per month remains. This is the source of the
payments under the plan. The plan calls for the sale of 1124
Washington Boulevard to pay all outstanding debt except for the
amount allegedly owed to SFC LLC which is disputed.

The prior Plan provided that creditors of the Debtors will be paid
from Natalie Morgan Tao, the Debtor's wages/income, cash flow from
operations, and from future income generated by the business.

Class III under the new plan is the unsecured priority claim of the
IRS. The Debtor shall pay the holder of Class III claim the sum of
$24,960 as follows: at the rate of $100 per month for the next 12
months. The Debtor shall pay the holder of Class III claim the lump
sum of $23,760 for the following 10 months. The full claim shall be
paid.

The initial plan previously proposed to pay the IRS $250 per month
for the next 50 months and pay the agency the sum of $1,240 for the
following 10 months.

The Debtor said it will be bringing a declaratory action to avoid
S.F.C. LLC's secured claim.  Also, the Debtor said it will pay the
holder of Class II claim (The City of Baltimore) the lump sum of
$69,899.42 for the following month.  In contrast, the prior Plan
said the Debtor will pay the holder of Class II claim the sum of
$5,859.95 for the following 10 months.

King & Queen, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. D. Md. Case No. 16-17120) on May 24, 2016, estimating its
assets at up to $50,000 and its liabilities at between $100,001
and
$500,000.  Walter Timothy Sutton, Esq., at Cooper & Tuerk LLP
serves as the Debtor's bankruptcy counsel.


LAKE SHORE ALTERNATIVE: March 27 First Creditors Meeting in Canada
------------------------------------------------------------------
The bankruptcies of Lake Shore Alternative Financial Asset
Corporation Limited and Lake Shore Alternative Financial
Corporation 2006 Limited took place on March 13, 2017, and the
first meeting of creditors will be held March 27, 2017, at the
offices of Ernst & Young Inc. 222 Bay Street, 30th Floor, Toronto,
Ontario, at these times:

a) Lake Shore Alternative Financial Asset Corporation at 11:00
a.m.

b) Lake Shore Alternative Financial Assets Corporation 2006 Limited
at 11:20 a.m.

For more information, contact:

   Ernst & Young Inc.
   Ernst & Young Tower
   Toronto-Dominion Centre
   P.O. Box 251, 222 Bay Street
   Toronto, Ontario, M5K 1J7
   Contact: Philip Kan
   Tel: 416-943-2277
   Fax: 416-943-3300
   Email: philip.kan@ca.ey.com


LILY ROBOTICS: May Use Spark's Cash Collateral Until March 31
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware has granted
Lily Robotics, Inc., interim authorization to use the cash
collateral of Spark Capital IV, L.P., as successor in interest to
the prepetition secured lender SVB Financial Group, until March 31,
2017.

A hearing to consider the continued use of cash collaeral is set
for March 27, 2017, at 11:00 a.m. (ET).  Objections to the
continued cash collateral use must be filed by 4:00 p.m. (ET),
March 20, 2017.

As of the Petition Date, there is approximately $3,777,777.78 in
principal and interest outstanding.  The Loan is secured by
substantially all of the Debtor's assets, except for intellectual
property but including the proceeds of intellectual property of the
Debtor.  The Prepetition Secured Lender consents to the Debtor's
use of the cash collateral in exchange for the adequate protection.
The Prepetition Secured Lender understands that the Debtor's
ability to continue its asset preservation and sale preparations in
an orderly manner and to properly process customer refunds and sell
its assets is dependent on its ability to fund the postpetition
expenses set forth in the budget.  Use of the cash collateral is
essential to the Debtor's ability to pay its expenses as it
advances efforts for a successful sale of its assets.

The Debtor admits that as of the Petition Date, (1) it is truly and
justly indebted and liable to the Prepetition Secured Lender
pursuant to the Loan and Security Agreement, by and among the
Prepetition Secured Lender and the Debtor, dated as of Dec. 14,
2015, in the original principal amount of $4,000,000, (2) as of the
Petition Date, there is approximately $3,777,777.78 in principal
and interest outstanding under the Loan and Security Agreement due
and owing absolutely with no portion subject to avoidance,
recharacterization, recovery, attack, offset, counterclaim,
defense, or claim of any kind pursuant to the U.S. Bankruptcy Code
or other applicable law, and (3) the Prepetition Debt is validly
secured with a first priority lien on substantially all of the
assets of the Debtor, except for intellectual property but
including the proceeds of intellectual property.  The Loan was
scheduled to mature in November 2019.

As adequate protection for any use or diminution in the value of
the Prepetition Secured Lender's respective interest in the
prepetition collateral, the Debtor (i) will comply with the Budget
and will not make any disbursements other than those set forth in
the Budget, subject to a weekly variance not to exceed 15% of the
budgeted amounts of total cash disbursements for such week by
category and in the aggregate; and (ii) will deliver to the
Prepetition Secured Lender, on the first business day of each week,
a weekly variance report setting forth Budget-to-actual comparisons
for the immediately prior week.  The Budget may be modified with
the prior written consent of the Prepetition Secured Lender,
without further order of the Court, or upon order of the Court as
necessary.  Each modified budget will be filed with the Court.

As further adequate protection of the Prepetition Secured Lender's
interest, the Debtor will not grant a lien on any of its assets,
except as provided in the DIP financing motion.

A copy of the court order and the Budget is available at:

           http://bankrupt.com/misc/deb17-10426-31.pdf

                       About Lily Robotics

Based in Atherton, California, Lily Robotics, Inc., develops a
throw-and-shoot camera that captures pictures and videos from the
skies.  Its camera flies and uses GPS and computer vision to follow
user's adventure activities.  The Debtor sells its products through
its Website internationally.

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

Judge Kevin J. Carey presides over the case.

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

Prime Clerk LLC as is the Debtor's claims and noticing agent.


MARBURN STORES: Hearing on Plan Outline OK Set for April 13
-----------------------------------------------------------
The Hon. Vincent F. Papalia of the U.S. Bankruptcy Court for the
District of New Jersey will hold on April 13, 2017, at 11:00 a.m. a
hearing to consider the approval of Marburn Stores, Inc.'s
disclosure statement.

                   About Marburn Stores

Marburn Stores, Inc., specializes in curtains, draperies and window
treatments, and also carries a complete line of home furnishings.

Marburn Stores filed a Chapter 11 petition (Bank. D. N.J. Case No.
15-14411) on March 13, 2015.  The Debtors disclosed total assets of
$7.25 million and debts of $2.85 million.  The petition was signed
by Edwin F. Hund, president and CEO.

The Debtor is represented by Donald W Clarke, Esq., and Daniel
Stolz, Esq., at Wasserman, Jurista & Stolz, P.C.


MCNEILL GROUP: Bucks County to Get $4,486 Per Month for 2 Years
---------------------------------------------------------------
McNeill Group, Inc., filed with the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania a second amended disclosure
statement dated March 13, 2017, referring to the Debtor's plan of
reorganization.

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

         http://bankrupt.com/misc/paeb16-14943-233.pdf

Under the Plan, the Class 2 Secured Claim of Bucks County Tax Claim
Bureau is impaired.  As of the Petition Date, the Class 2 Claim was
$111,097.53.  Commencing on the Effective Date, the Class 2
Claimaint will receive 24 equal monthly payments of $4,486 in full
settlement, satisfaction, release and discharge of the real estate
tax claim.

The Plan will be funded through the Debtor's ongoing operations.

As reported by the Troubled Company Reporter on March 15, 2017, the
Debtor filed with the Court a first amended disclosure statement
dated March 1, 2017, referring to the Debtor's plan of
reorganization.  Class 4 Provident Bank's Unsecured Claim is
impaired by the Plan.  Provident will be entitled to a claim equal
to all attorneys' fees and expenses which amount is estimated at
$200,000.  Commencing on the Effective Date, Provident will receive
$500 a month for the first six months, then $1,500 a month
thereafter until the Provident Attorney Fee Claim is paid in full.


                       About McNeill Group

McNeill Group, Inc., and McNeill Properties V, LLC, filed Chapter
11 petitions (Bankr. E.D. Pa. Lead Case No. 16-14943) on July 12,
2016.  The petitions were signed by Edward J. McNeill, Jr.,
president.

The Debtors are represented by Albert A. Ciardi, III, Esq., at
Ciardi Ciardi & Astin, P.C.  The cases are assigned to Judge Jean
FitzSimon (16-14943) and Judge Ashely M. Chan (16-14944).

The Debtors each estimated assets and liabilities of $10 million to
$50 million at the time of the filing.

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


MCNEILL PROPERTIES: Says Provident Bank's Claim is Over Secured
---------------------------------------------------------------
McNeill Properties V, LLC, filed with the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania a third amended disclosure
statement dated March 13, 2017, referring to the Debtor's third
plan of reorganization.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/paeb16-14944-183.pdf

The Class 1 secured claim of the lender, The Provident Bank, is
impaired.  Provident entered into four separate loans with the
Debtor pre-petition in the aggregate and original principal amount
of $9,995,000.  The Loans are secured by the Debtor's real property
and all personal property included within the real property.  As of
the Petition Date, the aggregate amount due and owing to Provident
was $9,890,115.49.  The Provident Claim includes interest through
July 12, 2016.  In addition to the Provident Claim, Provident will
be entitled to a claim equal to all attorney fees and expenses
which amount is estimated at $200,000.

The treatment and consideration to be received by Class 1 will be
in full settlement, satisfaction, release, and discharge of its
respective claims and liens against the Debtor.  The Debtor
releases any claim it may have against Provident.  Class 1 is over
secured.

The Debtor will continue to make adequate protection payments to
Provident on the Provident Claim pending confirmation and through
the Effective Date.  The adequate protection payments will not
reduce the Provident Claim.  The Provident Claim and the Provident
Attorney Fee Claim will be memorialized in definitive documents to
be executed by the parties.

Commencing the first day of the first calendar month after the
Effective Date and continuing for 11 months, payments on the
Provident Claim will be in the amount of $50,000.  Interest will
continue to accrue and be paid on the Provident Claim at the
interest rate of 6.50%.

Commencing on the 13th month after the Effective Date, the Debtor
will increase its payments by $8,000, making the new payment
$58,000 on the Provident Claim, such that monthly payments are
applied first to interest and then to principal.  Interest will
continue to accrue and be paid on the Provident Claim at a floating
rate of prime (using the WSJ prime rate) plus 250 basis points,
adjusted monthly.

In addition, when the Debtor has paid in full the line items on its
budget for (i) Professional Fees attorney, (ii) Real Estate Tax
Payment, and (iii) Sales Tax Payment, Provident will receive those
payments that would otherwise be paid to those claimants to be
applied to principal.

Commencing after the Effective Date, to the extent the Debtor's
projected net cash flow is exceeded by 20%, Provident will receive
75% of the excess cash over the 20% with the remaining 25% percent
to go back to the Debtor on a quarterly basis.  The Provident
excess payment will be due 25 days after the quarter's end.  The
excess cash can only be used for reinvestment into the Debtor,
capital purchases, and administrative expenses.  Any money received
on behalf of the loss of business claim will be excluded from
excess cash.

To the extent the Provident Attorney Fee Claim is not paid in full
by McNeil] Group, Inc., the Provident Attorney Fee will be paid in
full upon the 61th monthly anniversary of the Effective Date of the
Plan.

If the Debtor fails to make any of the Plan payments to Provident
on the Provident Claim or the Provident Attorney Fee Claim,
including the payment for Post-Petition Taxes, and the non- payment
continues for 10 business days, the Debtor will be in default on
the 11th day and a default interest rate of 9% will accrue on the
Provident Claim.

In the event that a default continues for 60 calendar days without
a cure, Sean Southard, Esq., is appointed as independent seller to
pursue and consummate a sale of the gym.

At the time of Confirmation, Edward J. McNeiIl, Jr., will pledge
100% his interest in the Debtor in favor of Provident or its
designee to be used solely as a remedy in the event that there is a
continuing default under the Plan.

The Plan will be funded through the Debtor's ongoing operations.

As reported by the Troubled Company Reporter on March 15, 2017, the
Debtor filed with the Court a second amended disclosure statement
dated March 1, 2017, referring to the Debtor's plan of
reorganization.  Class 2, which consists of the real estate taxes
due and owing to Lawrence Township for the real property at 4152
Quakerbridge Road, Lawrenceville, New Jersey, is impaired by the
Plan.  As of the Petition Date, the Class 2 Claim was $116,463.73.
Commencing on the Effective Date, the Class 2 claimant will receive
24 equal monthly payments of $5,317 in full settlement,
satisfaction, release and discharge of the real estate tax claim.

                   About McNeill Properties V

McNeill Group, Inc., and McNeill Properties V, LLC, filed Chapter
11 petitions (Bankr. E.D. Pa. Case Nos. 16-14943 and 16-14944) on
July 12, 2016.  The petitions were signed by Edward J. McNeill,
Jr., president.

The Debtors are represented by Albert A. Ciardi, III, Esq., at
Ciardi Ciardi & Astin, P.C.  The cases are assigned to Judge Jean
FitzSimon (16-14943) and Judge Ashely M. Chan (16-14944).

The Debtors each estimated assets and liabilities of $10 million to
$50 million at the time of the filing.


METROPOLITAN BAPTIST: Directed to Correct Errors in Plan Outline
----------------------------------------------------------------
Judge S. Martin Teel, Jr., of the U.S. Bankruptcy Court for the
District of Columbia approved the Second Amended Disclosure
Statement explaining Metropolitan Baptist Church's Chapter 11
plan, but certain typographical errors must be corrected by way of

a Third Amended Disclosure Statement.

April 26, 2017, at 10:30 a.m., is fixed as the date and time for
the hearing on confirmation of the Plan.

April 19 is fixed as the last day for filing written objections to

confirmation of the Plan.  By no later than April 24, the Debtor
must file with the clerk of court a summary of the completed
ballots with a certification that the ballot summary sets forth an

accurate and complete tabulation of all ballots received by the
debtor as to rejection and acceptance of the Plan, by class of
creditors and interests with number and total amount of claims or
interests in each category.

              About Metropolitan Baptist Church

Headquartered in Largo, Maryland, Metropolitan Baptist Church is a
not-for-profit religious corporation, originally incorporated in
the District of Columbia in 1892.

Metropolitan Baptist Church sought the Chapter 11 protection
(Bankr. D. D.C. Case No. 16-00040) on Feb. 5, 2016.  The petition
was signed by Harry T. Jones, Jr., Chair, Board of Trustees.  The
Debtor estimated assets in the range of $1 million to $10 million
and $10 million to $50 million.

Judge Martin S. Teel, Jr., presides over the case.

Wendell W. Webster, Esq., at Webster & Fredrickson, PLLC, serves
as the Debtor's counsel.


MILLENNIUM LAB: Loses Bid to Dismiss Plan Confirmation Appeal
-------------------------------------------------------------
Judge Leonard P. Stark of the U.S. District Court for the District
of Delaware denied without prejudice Millennium Lab Holdings II,
LLC, and its affiliates's motion to dismiss the appeal filed by ISL
Loan Trust and certain affiliated funds from an order entered by
the U.S. Bankruptcy Court for the District of Delaware confirming
the Debtors' Amended Prepackaged Joint Chapter 11 Plan.

Judge Stark also remanded to the Bankruptcy Court for further
proceeding.

The appeal of the Confirmation Order concerns a matter of some
controversy: the approval of nonconsensual third-party releases as
part of a Chapter 11 plan of reorganization.  Here, the Plan
released a non-debtor, third-party's direct, non-bankruptcy, common
law fraud and RICO claims against non-debtor equity holders.  The
issues on appeal include, among other things, (1) whether the
Bankruptcy Court had subject matter jurisdiction to approve the
nonconsensual third-party releases, and (2) whether the Bankruptcy
Court had constitutional authority to permanently release the
claims post-Stern.

Judge Stark held, "There appears to be no dispute between the
parties that the Appellants' state common law fraud and RICO claims
are non-bankruptcy claims between non-debtors, which do not "stem[]
from the bankruptcy itself" and would not "necessarily be resolved
in the claims allowance process."  Despite the Debtors' reliance on
Charles Street, the Court is not persuaded that these claims
involve matters of "public rights," which could be assigned to a
non-Article III court.  Rather these are claims "between two
private parties" based on state common law or statutes that are not
closely intertwined with a federal regulatory program.  Thus, the
Appellants appear to be entitled to Article III adjudication of
these claims, and Stern dictates that no final order could be
entered on these claims by an Article I court, barring consent of
the parties.  The Court is further persuaded by the Appellants'
argument that the Plan's release, which permanently extinguished
Appellants' claims, is tantamount to resolution of those claims on
the merits against Appellants.  The Court does not agree with the
Debtors that the Plan release did not run afoul of Stern because it
was not a final adjudication of the claims.  If Article III
prevents the Bankruptcy Court from entering a final order disposing
of a non-bankruptcy claim against a non-debtor outside of the proof
of claim process, it follows that this prohibition should be
applied regardless of the proceeding."

Andrew Scurria and Peg Brickley, writing for The Wall Street
Journal Pro Bankruptcy, reported that the case is being closely
watched in corporate bankruptcy circles.  Like many companies,
Millennium resorted to bankruptcy as a way to clear up legal
problems, the report related.  Voya's victory in preserving its
appeal rights means companies operating under a cloud of scandal
may have to work harder to win over creditors to settlement deals,
the report further related.

It's not clear that the ruling will have any effect on Millennium,
a drug-testing company which emerged from a clouded past and
bankruptcy and remains in operation, the report said.

According to the report, the appeal grew out of Voya's decision to
stand apart from dozens of other Millennium lenders, who agreed to
a settlement embodied in the 2015 chapter 11 plan.  In order to
reel in funding from Millennium's departing owners, TA Associates
and James Slattery, lenders had to agree not to sue them, the
report added.

To earn their legal immunity, TA and Mr. Slattery agreed to cover
the cost of a $256 million Justice Department settlement involving
fraud charges related to Millennium’s government billing
practices, the report said.  Paying off the Justice Department was
essential to Millennium's continued operation, as an unpaid
settlement could have cost the company its right to bill government
programs, the report noted.

While TA and Mr. Slattery weren't under bankruptcy protection, and
weren't defendants in the Justice Department action, they bargained
for immunity from lender lawsuits as the price for funding the
Justice Department settlement, the report said.

The bankruptcy judge found the payments justified the chapter 11
plan that embodied the settlement, which meant Voya had to go
along, the report further related.

That ruling must be revisited with an eye toward delineating the
limits of a bankruptcy court's authority when it comes to
determining the legal rights of litigants outside the bankruptcy
proceeding, under the decision issued, the report noted.

A full-text copy of Judge Stark's Memorandum Opinion dated March
17, 2017, is available at:

          http://bankrupt.com/misc/deb15-12284-415.pdf

                    About Millennium Lab

Millennium Lab Holdings II, LLC, Millennium Health, LLC and
Rxante, LLC, providers of laboratory-based diagnostic testing
focused on drugs of abuse and clinical medication monitoring,
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
15-12284, 15-12285 and 15-12286, respectively) on Nov. 10, 2015.
The Debtors estimated assets in the range of $100 million to $500
million and liabilities of more than $1 billion.

Judge Laurie Selber Silverstein has been assigned the cases.

The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP
as counsel; Young Conaway Stargatt & Taylor, LLP as conflicts
counsel; Lazard Freres & Co., LLC, as investment banker; Alvarez &
Marsal as financial advisor; and Prime Clerk LLC as claims and
noticing agent.


NAS HOLDINGS: Unsecureds to Recoup 100% Under Plan
--------------------------------------------------
NAS Holdings, Inc., filed with the U.S. Bankruptcy Court for the
Middle District of North Carolina a disclosure statement dated
March 13, 2017, referring to the Debtor's plan of reorganization
dated March 13, 2017.

Each holder of Class D General Unsecured Claims will be paid 100%
of the claim within 14 days of plan confirmation.  Under this
class, Discover Bank will be paid $526.11.  This class is impaired.


Funds for implementation of the Plan will be derived from the
Debtors' income, specifically from an operating agreement the
Debtor shares with a related entity BGSO, Inc., which operates a
franchise of Brixx Woodfired Pizza.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/ncmb16-50346-223.pdf

                   About NAS Holdings, Inc.

NAS Holdings, Inc., sought Chapter 11 protection (Bankr. M.D.N.C.
Case No. 16-50346) on April 1, 2016.  The petition was signed by
Neeket Vadgama, vice president.  The Debtor is represented by
Kenneth Love, Esq., at Love and Dillenbeck Law, PLLC.  The case is
assigned to Judge Catharine R. Aron.  The Debtor estimated assets
of $500,000 to $1 million and debt of $1 million to $10 million.  

The Debtor is a holding company, running three franchises of Brixx
Wood Fired Pizza in Greensboro and Winston Salem, North Carolina
and in Marietta, Georgia.

The Bankruptcy Administrator was unable to form a creditors'
committee in the Debtor's Chapter 11 cases.


NEOVIA LOGISTICS: S&P Lowers CCR to 'SD' on PIK Exchange Offer
--------------------------------------------------------------
S&P Global Ratings said that it lowered its corporate credit rating
on U.S.-based logistics provider Neovia Logistics LP and Neovia
Logistics Intermediate Holdings LP to 'SD' from 'CC' and removed
all ratings from CreditWatch, where they were placed with negative
implications on Jan. 11, 2017.

Neovia Logistics LP has completed an exchange offer for its
10%/10.75% senior unsecured payment-in-kind (PIK) toggle notes due
in 2018.  S&P considers this to be a distressed exchange (and thus
the equivalent of a default) based on its criteria and the final
transaction terms.

At the same time, S&P lowered its issue-level rating on the senior
unsecured PIK toggle notes issued by Neovia's subsidiaries to 'D'
from 'C'.  The '6' recovery rating is unchanged, indicating S&P's
expectation for negligible recovery (0%-10%; rounded estimate: 0%)
in the event of a payment default.

Additionally, S&P affirmed its issue-level rating of 'CC' on the
$465 million senior secured notes maturing in 2020 issued by the
company's subsidiaries.  The '4' recovery rating is unchanged,
indicating S&P's expectation for average (30%-50%; rounded
estimate: 35%) recovery in the event of a payment default.  S&P's
rating on the senior secured notes reflects its expectation that
the company will continue to meet its obligations on the senior
secured notes.

The downgrade follows Neovia's completion of an exchange plan for
its senior unsecured PIK toggle notes due in 2018.  Under the terms
of the offer, the company will exchange $620.40 in principal amount
of new exchange notes and $379.60 in cash from capital contributed
by its owners for each $1,000 par bond retired.  The maturity on
the new exchanged senior PIK notes will be in 2020 and subject to
an interest rate step-up on April 1, 2018.  The notes will also be
subject to an interest rate step-down that is dependent on the
total net leverage ratio of the company.  Neovia has also received
covenant relief on its revolving credit facility as part of this
transaction.

S&P views the proposed transaction as a distressed exchange under
its criteria due to the fact that it is probable the company would
default on the existing securities over the near term if the
exchange did not occur, the exchange pushes out the maturity on the
new notes, and S&P believes that the value of the exchange
consideration is less than promised full payment.



NET ELEMENT: Further Amends Acquisition Agreement With Maglenta
---------------------------------------------------------------
Net Element, Inc., a Delaware corporation, and TOT Group Europe,
Ltd. and TOT Group Russia LLC, each a subsidiary of Net Element,
Inc., a Delaware corporation, entered into the Second Amendment to
the Acquisition Agreement with Maglenta Enterprises Inc. and
Champfremont Holding Ltd. related to the Acquisition Agreement
dated as of May 20, 2015, among the Sellers, the Purchasers and the
Target Companies parties to thereto.  The Second Amendment further
amended the Acquisition Agreement dated as of May 20, 2015, among
the Sellers, the Purchasers and the Target Companies parties.

Pursuant to the Second Amendment, the parties reconciled the
amounts, the calculations, the methodology, the procedures of
review and approval, the process and dates of payments in cash and
issuances of Consideration Shares in respect to the Deferred
Consideration (specifically, the second, third, fourth, fifth
Installments and Extra Payment (each as defined in the Acquisition
Agreement)).  The first paragraph of Section 2.7 and Sub-Sections
2.7.1 through and inclusive of 2.7.5 of the Acquisition Agreement
were amended in their entirety to reflect the terms set forth in
Annex 1 to the Second Amendment.  The Second Amendment stipulated
that none of the procedures and/or remedies shall be applicable
with respect to any party thereto or the Company in connection with
any performance or non-performance, delay or failure to reconcile
the Deferred Consideration pursuant to the first paragraph of
Section 2.7 and Sub-Sections 2.7.1 through and inclusive of 2.7.5
of the Acquisition Agreement.

A full-text copy of the Second Amendment to the Acquisition
Agreement among TOT Group Europe, Ltd., TOT Group Russia LLC,
Maglenta Enterprises Inc., Champfremont Holding Ltd. and the Target
Companies parties to thereto (and acknowledged and agreed to by the
Company) is available for free at https://is.gd/DSedLO
       
                      About Net Element

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

Net Element reported a net loss of $13.3 million on $40.2 million
of total revenues for the year ended Dec. 31, 2015, compared to a
net loss of $10.2 million on $21.4 million of total revenues for
the year ended Dec. 31, 2014.  As of Sept. 30, 2016, Net Element
had $23.39 million in total assets, $16.82 million in total
liabilities and $6.56 million in total stockholders' equity.

Daszkal Bolton LLP, in Fort Lauderdale, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has sustained
recurring losses from operations and has working capital and
accumulated deficits that raise substantial doubt about its ability
to continue as a going concern.


NICKLAS LLC: Court Moves Time of April 6 Plan Confirmation Hearing
------------------------------------------------------------------
The Hon. Robert N. Opel, II, of the U.S. Bankruptcy Court for the
Middle District of Pennsylvania entered an amended order approving
Nicklas, LLC's third amended disclosure statement in support of the
Debtor's plan of reorganization filed on Feb. 13, 2017.

The hearing to consider the confirmation of the Plan has been moved
to 10:00 a.m., on April 6, 2017, instead of 9:30 a.m., as
previously reported by the Troubled Company Reporter.

March 22, 2017, is the last day for filing written acceptances or
rejections of the Plan.  March 22, 2017, is also the last day for
filing objections to the confirmation of the Plan.

March 29, 2017, is the last day for the Debtor to file with the
Court a tabulation of ballots accepting or rejecting the Plan.

As reported by the TCR, the Debtor filed with the Court the Third
Amended Disclosure Statement, which states that Lehman Family
Foundation has been granted a second priority mortgage lien on the
property located at 100 Sunset Boulevard W., Chambersburg, in
Franklin County, Pennsylvania, to collateralize the sum of
approximately $566,000.  The amount known as the New Lehman Loan
will be then paid in full, together with interest at the rate of 3%
per annum, over a 25-year amortization.  Regular monthly payments
will start as of the Effective Date.  It is believed that these
monthly payments will be approximately $2,685 per month.  The
amount of the New Lehman Loan is believed to be approximately
$566,000.

                        About Nicklas LLC

Nicklas LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Pa. Case No. 15-02742) on June 26, 2015.  The
Petition was signed by one of its member, Rebecca D. Nicklas.

The Debtor's counsel is Robert E. Chernicoff, Esq. at Cunningham,
Chernicoff & Warshawsky P.C. of 2320 North Second Street,
Harrisburg, PA.

At the time of filing, the Debtor had $500,000 to $1 million in
estimated assets and $500,000 to $1 million in estimated
liabilities.


NORTHWEST GOLD: Case Summary & Unsecured Creditor
-------------------------------------------------
Debtor: Northwest Gold LLC
        PO Box 336
        Ester, AK 99725-0336

Case No.: 17-00100

About the Debtor: The Debtor has a fee simple interest in a
                  property located at 351 Parks Hwy, Ester, AK
                  99725 in ground mineral value of @1,100 acres of
                  patented mining claims, Cripple Creek-Ester,
                  valued at $12.26 million.  It also has a fee
                  simple interest in a property located at 351
                  Parks Hwy, Ester, AK 99725-0336.  The property
                  includes 3500 sq ft house, insulated gold shop,
                  insulated shop/garage & acreage with a valuation
                  of $2 million (exclusive of mineral value).

                  Airport Equipment Rentals holds a secured claim
                  of $6.2 million and Walter Wigger holds a
                  secured claim of $4.4 million against the
                  Debtor.

                  Richardson Fabrication is the Debtor's sole
                  unsecured creditor holding a claim of
                  $165,000.

                  The Company recorded gross revenue of $174,465
                  in 2016 and gross revenue of $107,374 in 2015.

Chapter 11 Petition Date: March 21, 2017

Court: United States Bankruptcy Court
       District of Alaska (Fairbanks)

Debtor's Counsel: Erik LeRoy, Esq.
                  ERIK LEROY
                  500 L Street, Suite 302
                  Anchorage, AK 99501
                  Tel: (907) 277-2006
                  E-mail: erik@alaskanbankruptcy.com

Total Assets: $26.02 million

Total Debt: $12.01 million

The petition was signed by Robert Knappe, Jr., manager.

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

           http://bankrupt.com/misc/akb17-00100.pdf


NPC INT'L: S&P Affirms 'B-' CCR & Rates New 1st Lien Loans 'B'
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit rating on
Overland Park, Kan.-based NPC International Inc.  The outlook is
stable.

S&P assigned its 'B' issue-level ratings to the company's new
first-lien secured revolver and term loan.  The recovery ratings on
these facilities is '2', indicating S&P's expectation for
substantial recovery (70%-90%; rounded estimate: 70%) in the event
of a payment default.

S&P also assigned its 'CCC' issue-level rating to the company's new
second-lien term loan.  The recovery rating is '6', indicating
S&P's expectation for negligible (0%-10%; rounded estimate: 0%)
recovery in the event of default.

"The affirmation and improved business risk profile assessment,
which we revised to weak from vulnerable, reflect our expectations
that NPC should be able to successfully integrate the 202
additional Wendy's restaurants (62 are under asset purchase
agreement and 140 are under exclusive negotiation) as NPC has a
long history of growth through acquisitions, having most recently
acquired about 40 Wendy's units in 2016," said credit analyst Olya
Naumova.  "The acquisition positions the company as the largest
franchisee of both Pizza Hut and Wendy's brands, further
diversifies revenue and EBITDA contribution away from the
historically underperforming Pizza Hut segment, and diversifies its
exposure to commodities, moving into proteins and away from
cheese."

The stable outlook on NPC reflects S&P's expectation for continued
stable cash flows and modest market share gain through increased
concept and commodity diversification, improved promotional
strategies and enhanced digital interaction with customers.  S&P
expects leverage in the mid-5x area and believe the ability to
decrease capex spending to maintenance levels provides moderate
downside cushion to the rating.

S&P could consider a positive rating action if the company
successfully integrates additional acquired Wendy's restaurants and
sustains positive same-store sales, gross margins, and EBITDA
growth all resulting in leverage in the low-5x range.  This could
occur if gross and EBITDA margins expand more than 100 basis points
above our expectations in 2017.  Another way for this to occur is
if the company lowers debt levels and consequently, interest
expense.

S&P could lower its rating if NPC's operating performance continues
to weaken as a result of slower than expected revitalization of the
Pizza Hut segment and underperformance of Wendy's segment with
overall continued negative same-store sales, causing NPC's gross
margin to erode rather than improve in the coming year.  This would
result in leverage above 6x, decreased liquidity, negative FOCF,
and S&P's reassessment of capital structure as unsustainable in the
long term.



NRMT LLC: Seeks to Employ Wilcox as Counsel
-------------------------------------------
NRMT, LLC seeks approval from the US Bankruptcy Court for the
Middle District of Florida, Jacksonville Division, to employ Robert
D. Wilcox and Wilcox Law Firm as counsel.

The Firm's professional services would be related to the
representation of the Debtor in bankruptcy and related litigation,
including the development and implementation of a Chapter 11 plan
of reorganization.

The Firm's fees will be computed on an hourly basis for services
rendered. Mr. Wilcox's hourly rate is $325.00 per hour. Mr. Wilcox
will be assisted by one or more other attorneys, with partner rates
ranging from $225.00 to $400.00 per hour and associate rates
ranging from $165.00 to $235.00 per hour.

Robert D. Wilcox attests that neither he nor the Firm holds any
interest adverse to the Debtor. Neither he nor the Firm has any
connection with the Debtor other than as its counsel in this
matter, nor do they have any connection with the United States
Trustee. He believes both he and the Firm are "disinterested
persons" under Section 327 of the Bankruptcy Code.

The Firm can be reached through:

     Robert D. Wilcox
     Elizabeth R. P. Bowen
     WILCOX LAW FIRM
     820 AIA North, Suite W-15
     Ponte Vedra Beach, FL 32082
     Telephone: (904) 405-1248
     Email: rw@wlflaw.com
            eb@wlflaw.com

                                          About NRMT, LLC

NRMT LLC filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-00702) on
March 1, 2017.  The Debtor is represented by Robert D. Wilcox, Esq.
of Wilcox Law Firm.


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, OZ Management L.P., OZ
Advisors L.P., OZ Advisors II L.P.(collectively, these three
partnerships are referred to as the operating group), and Och-Ziff
Finance Co. LLC to 'BB' from 'BB+'.  The outlook is negative.  At
the same time, S&P lowered its senior unsecured debt rating to 'BB'
from 'BB+' and revised its recovery rating to '4' (indicating
expected recovery prospects of 45%) from '3'.

"The downgrade reflects the expense guidance Och-Ziff recently
provided on compensation and noncompensation costs, as well as the
stable assets under management (AUM) the company has been reporting
in the last few months against a rallying market, suggesting that
the company is continuing to experience asset outflows." said S&P
Global Rating credit analyst Sebnem Caglayan.

Och-Ziff said that in 2017, it expected base salaries and benefits
to be $100 million to $105 million and noncompensation expenses,
including interest expense, to be $140 million to $155 million.
S&P believes that performance will be below its initial forecast
for the next 12 months, in part because of negative operating
leverage.  When S&P factors the newest expense guidance into its
key credit metrics calculation, S&P expects weighted debt to EBITDA
to be 3.0x-4.0x, versus 2.0x-3.0x previously.

The negative outlook reflects that S&P expects the company to
maintain leverage of 3.0x-4.0x while AUM and EBITDA continue to
decline in the next 12 months.  The negative outlook also
incorporates S&P's expectation that there is a one-in-three
likelihood that it could downgrade Och-Ziff in the next 12 months
if continued significant outflows and lagging investment
performance result in a further reduction in AUM and EBITDA, which
would lead to a deterioration in S&P's our assessment of the
company's business risk or in higher leverage, such that debt to
EBITDA exceeds 4.0x on a sustained basis.  Additionally, to the
extent the company experiences further outsize 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 stabilizing investment performance.  An upgrade is
highly unlikely unless S&P believes the improvement in asset flows
and investment performance will be significant enough to result in
leverage below 3.0x on a sustained basis.


PARAGON OFFSHORE: Cancels Unissued Shares under Bonus Plans
-----------------------------------------------------------
Paragon Offshore plc filed filed with the Securities and Exchange
Commission Post-Effective Amendments to deregister all shares of
the Company's ordinary shares, $0.01 par value per share, that
remain un-issued under these Registration Statements on Form S-8:

     -- Registration Statement on Form S-8 (No. 333-198139),
pertaining to the registration of an aggregate of 500,000 Shares,
issuable under the Paragon Offshore plc 2014 Director Omnibus Plan,
filed with the Commission on August 14, 2014.

     -- Registration Statement on Form S-8 (No. 333-198140),
pertaining to the registration of an aggregate of 8,475,340 Shares,
issuable under the Paragon Offshore plc 2014 Employee Omnibus
Incentive Plan, filed with the Commission on August 14, 2014.

     -- Registration Statement on Form S-8 (No. 333-203979),
pertaining to the registration of an aggregate of 1,000,000 Shares,
issuable under the Paragon Offshore plc 2014 Director Omnibus Plan,
filed with the Commission on May 8, 2015.

     -- Registration Statement on Form S-8 (No. 333-203980),
pertaining to the registration of an aggregate of 3,200,000 Shares,
issuable under the Paragon Offshore plc 2014 Employee Omnibus
Incentive Plan, filed with the Commission on May 8, 2015.

In anticipation of the approval and effectiveness pursuant to an
order of the Bankruptcy Court of the Company's chapter 11 plan of
reorganization, the offerings pursuant to the Registration
Statements have been terminated. In accordance with the undertaking
made by the Company in each Registration Statement to remove from
registration, by means of a post-effective amendment, any of the
securities that remain unsold at the termination of the offerings,
the Company hereby removes from registration all Shares registered
under the Registration Statements but not sold under the
Registration Statements.

                      About Paragon Offshore

Paragon Offshore plc (OTC: PGNPQ) --
http://www.paragonoffshore.com/-- is a global provider of offshore
drilling rigs.  Paragon is a public limited company registered in
England and Wales.

Paragon Offshore Plc, et al., filed Chapter 11 bankruptcy
petitions
(Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016,
after reaching a deal with lenders on a reorganization plan that
would eliminate $1.1 billion in debt.

The petitions were signed by Randall D. Stilley as authorized
representative.  Judge Christopher S. Sontchi is assigned to the
cases.

The Debtors reported total assets of $2.47 billion and total debt
of $2.96 billion as of Sept. 30, 2015.

The Debtors engaged Weil, Gotshal & Manges LLP as general counsel,
Richards, Layton & Finger, P.A. as local counsel, Lazard Freres &
Co. LLC as financial advisor, Alixpartners, LLP, as restructuring
advisor, and Kurtzman Carson Consultants as claims and noticing
agent.

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

On Jan. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Paul, Weiss, Rifkind,
Wharton & Garrison LLP serves as main counsel to the Committee and
Young Conaway Stargatt & Taylor, LLP acts as co-counsel.  The
committee retained Ducera Partners LLC as financial advisor.

                           *     *     *

In February 2017, Paragon Offshore plc, et al., filed with the U.S.
Bankruptcy Court for the District of Delaware a third joint Chapter
11 plan and disclosure statement.  Each holder of an allowed Class
5 General Unsecured Claim will be entitled to receive cash in the
amount equal to the lesser of (a) 26% of the amount of the holder's
allowed claim and (b) its pro rata share of $5,000,000, or a higher
amount as may be agreed between the Debtors and the requisite
lenders.  This class is impaired by the Plan.  Plan distributions
of cash will be funded from the Debtors' and the Reorganized
Debtors' cash collateral or unencumbered cash, as the case may be,
in accordance with the terms of the Plan.

A copy of the Third Joint Plan is available at:

          http://bankrupt.com/misc/deb16-10386-1234.pdf


PARAGON OFFSHORE: de Groot & Hammersley's Equity Panel Bid Pending
------------------------------------------------------------------
Marcel de Groot, based in Antwerpen, Belgium; and Michael Richard
Hammersley, based in Greensboro, North Carolina, disclosed that
they may be deemed to beneficially own 4,336,483 shares or roughly
4.92% of the Paragon Offshore, plc's Common Stock, $1.00 par value,
as of March 20, 2017, according to a regulatory filing with the
U.S. Securities and Exchange Commission by Mr. Hammersley's
Brightleaf Advisory Group, LLP.

Brightleaf disclosed that both Messrs. de Groot and Hammersley are
currently seeking an Equity Committee in regard to the proceedings
filed by Paragon Offshore, plc., and their related subsidiaries
under Chapter 11 of the United States Bankruptcy Code.  No Equity
Committee has been appointed.

Further, Messrs. de Groot and Hammersley also have filed a claim
against Paragon Offshore, plc., and each of its subsidiaries in the
amount of $1,100,000,000.  This claim has also been filed against
each member of the Management of Paragon Offshore,
plc., as well as each member of the current Board of Directors of
Paragon Offshore, plc., as well as PriceWaterhouseCoopers, LLP as
auditor for Paragon Offshore, plc.

          de Groot and Hammersley Nominate 3 Board Members

In an amended Schedule 14N filing last month, Messrs. de Groot and
Hammersley disclosed that they may be deemed to own in the
aggregate 4,448,483 shares -- which constitutes approximately 5% --
of the outstanding Common Stock of Paragon Offshore, plc.  Mr. de
Groot beneficially owns 4,336,483 shares of Common Stock and Mr.
Hammersley beneficially owns 112,000 shares of Common Stock.

Messrs. de Groot and Hammersley also indicated that they nominated
Mr. Randall D. Stilley, Mr. Mark B. Slaughter, and Mr. Robert Joe
Tondu to the Board of Directors of Paragon Offshore.  The
nomination shall be considered at the meeting to be held at the
request to establish this requisition.

The principal business of Messrs. de Groot and Hammersley is making
investments for their own accounts as well as serving as the
manager of these accounts.

Shares of Paragon Offshore, plc, Common Stock owned directly by the
Nominee Mr. Randall D. Stilley were purchased with personal funds
at an average price of $3.00 per share.

The Schedule 14N filing provided biographical information of the
Nominees:

(A) Randall D. Stilley

     Randall D. Stilley, 63, is a proven leader with restructuring,
startup and turnaround experience; and is adept in public and
private company environments.  He was President and Chief Executive
Officer of Paragon Offshore plc (NYSE: PGN) from its inception in
February 2014 to November 2016.  

     Mr. Stilley has 40 years of direct Oil Field Services industry
experience. From May 2011 to February 2014 he was Managing Partner
at SEH Offshore, LLC, a privately held entity. He also served as
President and Chief Executive Officer of Seahawk Drilling, Inc.
(NASDQ: HAWK) from September 2008 to May 2011. Earlier, he was one
of the founders, and served President and Chief Executive Officer
of Hercules Offshore, Inc. (NASDAQ: HERO) from October 2004 to July
2008. From December 2003 to October 2004, Mr. Stilley was President
and Chief Executive Officer of Seitel, Inc. Before Seitel, Mr.
Stilley was President of the Oilfield Services Group at Weatherford
International, Inc. (NYSE: WFT) from 1998 to 2000. Prior to joining
Weatherford, Mr. Stilley served in a variety of senior management
positions with Halliburton Company for 22 years (1976-1998) (NYSE:
HAL), including Vice President of Completions & Production
Enhancement and Vice President of Asia Pacific/China. He is a
registered professional engineer in the State of Texas, and a
member of the Society of Petroleum Engineers. Mr. Stilley served as
a director and non-executive Chairman of ThruBit Logging Solutions
from October 2007 until December 2011 when the company was sold to
Schlumberger (NYSE: SLB). He served as a director and member of the
Executive Committee of the International Association of Drilling
Contractors from 2005-2016. He also served as a director and member
of the executive committee of the National Ocean Industries
Association from 2004 until 2012. He is a director of several
non-profit organizations including Theatre Under The Stars, Boys
and Girls Country of Houston, the Boys and Girls Country Endowment,
and the Hobby Center Foundation. Mr. Stilley received a Bachelor of
Science Degree in Aerospace Engineering from the University of
Texas at Austin in 1976.

     Directorships for the past ten years: Hercules Offshore,
Inc.(NASDAQ) (2004 to 2008), ThruBit Logging Solutions LLC (2007 to
2011), Seahawk Drilling, Inc. (NASDAQ) (2009 to 2011), Paragon
Offshore plc 2014-2016 (NYSE).

     Mr. Stilley Nominee beneficially owns 33,500 shares of Common
Stock that he purchased in December of 2014 with personal funds.  

(B) Mark B. Slaughter

     Mark B. Slaughter, 58, is a proven leader in both public and
private company settings, with startup, turnaround and mergers and
acquisitions experience gained
in the oilfield services and remote communications industries.

     Mr. Slaughter most recently was the chief executive officer,
president and a board member at RigNet, Inc. (NASDAQ: RNET), a
leading global provider of remote communications solutions to the
oil and gas industry, with Paragon Offshore plc as a premier
client. Over his nine-year tenure at RigNet from August 2007
through January 2016, he took a troubled, but promising, $50
million private equity backed business through a successful IPO to
a peak valuation of over $1 billion. From January 2007 to July
2007, he served as president and chief operating officer at RigNet.
Before RigNet, Mr. Slaughter served in executive and management
roles at Halliburton Company, Reliant Energy, United Technologies
and Stratos Global Corporation. He serves on the boards of two
non-profit organizations: Boys and Girls Country of Houston; and
the Center for Christianity in Business at Houston Baptist
University. Named a 2014 EY Entrepreneur of the Year region winner
and national finalist, he completed United Technologies Executive
Program at the University of Virginias Darden Graduate School of
Business and attended Stanford Law Schools Directors College. Mr.
Slaughter is the recipient of the 2016 Lifetime Achievement Award
in Energy from the Houston Technology Center. He holds an A.B. from
Harvard College and an MBA from Stanford Universitys Graduate
School of Business.

     Directorships for the past ten years: RigNet, Inc. (Nasdaq:
RNET) from 2010 to 2016; and Geoforce Inc. from 2014 through
current.

(C) Robert Joe Tondu

     Mr. Tondu, 66, is the CEO and sole shareholder of Tondu
Corporation, a business development and investment company that
develops, owns, and operates electric energy production facilities
and manages the Tondu family private investment office Tondu
Corporation was started by Mr. Tondu in 1978 and has invested over
$240 million in power plant projects in the US and Canada. Over his
career Mr. Tondu has been responsible for assembling and leading
numerous major project development teams. These efforts involved
defining innovative strategies to address first-of-a-kind
challenges in contract creation, public involvement, marketing, and
creative financing. In addition, Mr. Tondu has taken an active role
in energy public policy and was instrumental in the creation of
legislation supporting the development of the energy policy
framework and the renewable energy initiatives for the State of
Michigan. Prior to the creation of Tondu Corporation, Mr. Tondu
worked as a geologist in the Southern Division of Getty Oil Company
and was actively involved in drilling oil and gas wells throughout
the Texas onshore and bay water Gulf Coast. After leaving Getty Oil
in 1978 and the formation of the predecessor of Tondu Corporation,
Mr. Tondu directed the companys exploration and development of oil
and gas assets in Texas and Louisiana. This effort involved
identifying and leasing drilling prospects, raising investment
capital, and managing the drilling and production of oil and gas
wells. Mr. Tondu has a wide range of business investment experience
including investments in electric power marketing, real estate
development, steel manufacturing, medical technology research, and
venture capital. Mr. Tondu received a Bachelor of Science in
geology from Grand Valley State College in 1973 and a Master of
Science in geology in 1976 from the University of Texas at Austin.

The Nominees Mark B. Slaughter and Robert Joe Tondu presently are,
and if elected as directors of the Company, the Nominees would be,
independent directors within the meaning of Section 301 of the
Sarbanes-Oxley Act of 2002. The Nominees are not a member of the
Company's compensation, nominating or audit committee that is not
independent under any such committees applicable independence
standards.  

                      About Paragon Offshore

Paragon Offshore plc (OTC: PGNPQ) --
http://www.paragonoffshore.com/-- is a global provider of offshore
drilling rigs.  Paragon is a public limited company registered in
England and Wales.

Paragon Offshore Plc, et al., filed Chapter 11 bankruptcy
petitions
(Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016,
after reaching a deal with lenders on a reorganization plan that
would eliminate $1.1 billion in debt.

The petitions were signed by Randall D. Stilley as authorized
representative.  Judge Christopher S. Sontchi is assigned to the
cases.

The Debtors reported total assets of $2.47 billion and total debt
of $2.96 billion as of Sept. 30, 2015.

The Debtors engaged Weil, Gotshal & Manges LLP as general counsel,
Richards, Layton & Finger, P.A. as local counsel, Lazard Freres &
Co. LLC as financial advisor, Alixpartners, LLP, as restructuring
advisor, and Kurtzman Carson Consultants as claims and noticing
agent.

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

On Jan. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Paul, Weiss, Rifkind,
Wharton & Garrison LLP serves as main counsel to the Committee and
Young Conaway Stargatt & Taylor, LLP acts as co-counsel.  The
committee retained Ducera Partners LLC as financial advisor.

                           *     *     *

Paragon Offshore plc, et al., filed with the U.S. Bankruptcy Court
for the District of Delaware a third joint Chapter 11 plan and
disclosure statement.  Each holder of an allowed Class 5 General
Unsecured Claim will be entitled to receive cash in the amount
equal to the lesser of (a) 26% of the amount of the holder's
allowed claim and (b) its pro rata share of $5,000,000, or a higher
amount as may be agreed between the Debtors and the requisite
lenders.  This class is impaired by the Plan.  Plan distributions
of cash will be funded from the Debtors' and the Reorganized
Debtors' cash collateral or unencumbered cash, as the case may be,
in accordance with the terms of the Plan.

A copy of the Third Joint Plan is available at:

          http://bankrupt.com/misc/deb16-10386-1234.pdf


PARAGON OFFSHORE: Objections to Equity Panel Bid
------------------------------------------------
Saying that shareholders have not provided any evidence beyond mere
speculation that equity is substantially likely to receive a
meaningful distribution in their chapter 11 cases, Paragon Offshore
plc and its affiliated debtors ask the Delaware Bankruptcy Court to
deny the request of the Unofficial Equity Committee for the
appointment of an official committee of equity security holders.

The Debtors contend that mere speculation is not enough to satisfy
the Shareholders' heavy burden to show that extraordinary
circumstances exist here to warrant appointment of an equity
committee. The Debtors insist they are insolvent, and there is a
$1.337 billion gap at the midpoint value before equity could begin
to realize a recovery.  
Equity has no likelihood of any recovery, let alone a substantial
likelihood of a meaningful recovery, they assert.

The Shareholders argue that appointment is warranted because the
cases are complex due to the U.K. Administration and they lack
adequate representation.  The Debtors tell the Court that the U.K.
Administration itself is irrelevant for purposes of determining
whether the Shareholders will receive a recovery in these chapter
11 cases; it is a mere implementation tool for effectuating the
treatment of Parent Equity Interests that is proposed under the New
Plan.

The Debtors also note that the Shareholders are adequately
represented. Throughout these chapter 11 cases, the Debtors have
used their good faith efforts to provide the best recovery possible
in these chapter 11 cases for the interests of all stakeholders,
including old equity as appropriate.  Now, the Debtors can no
longer continue to risk the reorganization of the overall
enterprise to try to get a recovery to the Shareholders.  Further,
the Shareholders have provided no compelling evidence or reason as
to why the Debtors should place their restructuring in such a
precarious position.

On January 30, 2017, Dr. Bijan Badihian, Stephan Anderson, Randall
D. Stilley, and Michael R. Hammersley sent a request, by and
through their counsel, of which they retained for the limited
engagement of requesting the appointment of an Equity Committee to
Ms. Natalie Cox, Esq. in the Office of the United States Trustee
for the District of Delaware.  

On February 8, the Official Committee of Unsecured Creditors sent a
reply to the request that the Official Unsecured Committee had no
objection to this request, and had some of the same concerns that
the Equity Holders had.

On February 9, the Debtors by and through their counsel, sent their
reply objecting to the request of the Equity Holders. Also on
February 9, the Secured Lenders, by and through their counsel, sent
a reply to the Equity Holders request, also objecting to the
formation of an Official Equity Committee.

On February 14, the Equity Holders sent a reply letter to the
United States Trustee countering the objections of the Debtors and
the Secured Lenders.  On February 17, the counsel of the Equity
Holders sent along a letter from the Office of the United States
Trustee's decision to deny the appointment of an Official Equity
Committee. The United States Trustee did not state a reason for
this denial and reserved the right to change this decision at any
time.

On Mach 9, the Equity Holders filed their Request for Appointment
with the Bankruptcy Court.  They informed the Court that, since the
filing of the 8-K by Paragon on January 18, 2017, they have taken
upon themselves to prove that the clear path laid out by Judge
Christopher Sontchi in his ruling on Paragon's Second Plan was
accomplishable.  They Unofficial Equity Committee solicited the
assistance of former Chief Executive Officer, Randall D. Stilley to
put forth a cost cutting plan that will allow for the successful
emergence of the Debtor in these cases.  Some of the elements of
this plan include:

     (i) an efficiency implementation plan that will eliminate $45
million a year in frivolous spending;

    (ii) the settlement of the claims against Petrobras for no less
than $65 million;

   (iii) a renegotiated Noble Settlement that includes a one-time
'make whole' cash payment from Noble Corp., plc., to the parties
under the SENIOR SECURED TERM LOAN AGREEMENT, dated as of July 18,
2014, in the principal amount of $650,000,000.00; as well as a
one-time cash payment from Noble Corp., plc., to the parties under
that certain SENIOR NOTES INDENTURE, dated as of July 18, 2014, in
the amount of $285,000,000.00;

    (iv) a debt for equity swap with the Bondholders that allows
for Bondholders to receive 47% of the equity in the Reorganized
Debtor;

     (v) Modify the SENIOR SECURED REVOLVING CREDIT AGREEMENT,
dated as of June 17, 2014 to include a $165 million cash pay down
with the balance of approximately $631 million, including
approximately $87 million of outstanding letters of credit,
converted to a term loan due in 2021 at an interest rate of LIBOR
plus 4.50% with a 1.00% LIBOR floor. The minimum liquidity covenant
will be reduced from $110 million to $103 million and the holiday
on the maximum net leverage ratio and the minimum interest coverage
ratio financial covenants will be extended to the first quarter of
2019
when they will be reintroduced with a cushion;

    (vi) Existing shareholders to retain 53% of the equity in the
Reorganized Debtor.

The Shareholders have set up a Web site at
http://www.paragonoffshoreshareholders.com/

The Debtors and their Lenders lodged objections to the Request.  DC
Capital Advisors ltd. filed a Joinder to the Request.

JPMorgan Chase Bank, N.A., as Revolver Agent under the Revolver
Facility and as Collateral Agent; and Cortland Capital Market
Services LLC, as Successor Administrative Agent for the Term Loan
Lenders submit a joint objection to the Request.  They contend that
in light of the stark economic realities and based upon the Court's
confirmation decision and the substantial evidentiary record
developed over the course of two plan confirmation trials in these
Chapter 11 Cases, the Equity Holders  cannot establish that the
extraordinary relief of an offrcial equity committee is warranted
in these Chapter 11 Cases.  They also point out that the Third
Joint Plan provides, among other things, for conversion of
significant portion of the claims of Revolver Lenders, Term Lenders
and the Noteholders into equity of the reorganized Debtors and
provides for the extinguishment of Existing Equity Interests
through an administration proceeding in the U.K.  While the
Noteholders do not support the Third Joint Plan, there can be no
dispute that there is no value for existing equity.

                  Creditors Committee to Defer

The Official Committee of Unsecured Creditors tells the Bankruptcy
Court that it agrees that there is an "odoriferous" nature to the
"sudden assertion" by the Debtors' secured lenders of a brand new
$617 million adequate protection claim, that the Debtors are
"generously compromising" for a $352 million cash payment.  The
Official Committee views the Secured Lenders' alleged adequate
protection claim, and the Debtors' proposed settlement of it, as
unsupportable, both as a matter of fact and law.

The Creditors Committee also says the Request and Joinder raise
numerous legitimate concerns in respect of the Noble Settlement.
The Official Committee similarly questions the value of the
settlement in relation to the changed legal and factual
circumstances since the Court's denial of the confirmation of the
Second Plan of Reorganization.  The Official Committee, as an
independent fiduciary, vigorously opposes the Noble Settlement.

Finally, as DC Capital points out, the Official Committee opposes
the Third Plan and has concerns about the divergent path these
cases have recently taken.  

With all of that said, when earlier asked by the United States
Trustee for its views on the appointment of an Official Equity
Committee, the Official Committee relayed its similar concerns and
deferred to the judgment of the United States Trustee as to whether
appointment of an Official Equity Committee was warranted. That
judgment having been made, the Official Committee similarly defers
to the judgment of the Court as to whether the issues raised in the
Request and Joinder justify departing from the United States
Trustee's prior determination.

A hearing on the Request is set for March 27 in Wilmington,
Delaware.

                      About Paragon Offshore

Paragon Offshore plc (OTC: PGNPQ) --
http://www.paragonoffshore.com/-- is a global provider of offshore
drilling rigs.  Paragon is a public limited company registered in
England and Wales.

Paragon Offshore Plc, et al., filed Chapter 11 bankruptcy
petitions
(Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016,
after reaching a deal with lenders on a reorganization plan that
would eliminate $1.1 billion in debt.

The petitions were signed by Randall D. Stilley as authorized
representative.  Judge Christopher S. Sontchi is assigned to the
cases.

The Debtors reported total assets of $2.47 billion and total debt
of $2.96 billion as of Sept. 30, 2015.

The Debtors engaged Weil, Gotshal & Manges LLP as general counsel,
Richards, Layton & Finger, P.A. as local counsel, Lazard Freres &
Co. LLC as financial advisor, Alixpartners, LLP, as restructuring
advisor, and Kurtzman Carson Consultants as claims and noticing
agent.

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

On Jan. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Paul, Weiss, Rifkind,
Wharton & Garrison LLP serves as main counsel to the Committee and
Young Conaway Stargatt & Taylor, LLP acts as co-counsel.  The
committee retained Ducera Partners LLC as financial advisor.

Counsel to JPMorgan Chase Bank, N.A. (a) as administrative agent
under the Senior Secured Revolving Credit Agreement, dated as of
June 17, 2014, and (b) as collateral agent under the Guaranty and
Collateral Agreement, dated as of July 18, 2014:

     Sandeep Qusba, Esq.
     Kathrine A. McLendon, Esq.
     Simpson Thacher & Bartlett LLP
     425 Lexington Avenue
     New York, NY 10017

Delaware counsel to JPMorgan Chase Bank, N.A.:

     Landis Rath & Cobb LLP
     919 Market Street, Suite 1800
     Wilmington, DE 19801
     Adam G. Landis, Esq.
     Kerri K. Mumford, Esq.
     Kimberly A. Brown, Esq.

Counsel to Cortland Capital Market Services L.L.C. as
administrative agent under the Senior Secured Term Loan Agreement,
dated as of July 18, 2014:

     Arnold & Porter Kaye Scholer LLP
     250 West 55th Street
     New York, NY 10019
     Scott D. Talmadge, Esq.
     Benjamin Mintz, Esq.
     Madlyn G. Primoff, Esq.

Delaware counsel to Cortland Capital Market Services L.L.C.:

     Potter Anderson & Corroon LLP
     1313 North Market Street, Sixth Floor
     P.O. Box 951
     Wilmington, DE 1899
     Jeremy W. Ryan, Esq.
     Ryan M. Murphy, Esq.
     D. Ryan Slaugh, Esq.

Counsel to Deutsche Bank Trust Company Americas as trustee under
the Senior Notes Indenture, dated as of July 18, 2014, for the
6.75% Senior Notes due 2022 and the 7.25% Senior Notes due 2024:

     Morgan, Lewis, & Bockius LLP
     101 Park Avenue
     New York, NY 10178
     James O. Moore, Esq.
     Glenn E. Siegel, Esq.
     Joshua Dorchak, Esq.

                           *     *     *

Paragon Offshore plc, et al., filed with the U.S. Bankruptcy Court
for the District of Delaware a third joint Chapter 11 plan and
disclosure statement.  Each holder of an allowed Class 5 General
Unsecured Claim will be entitled to receive cash in the amount
equal to the lesser of (a) 26% of the amount of the holder's
allowed claim and (b) its pro rata share of $5,000,000, or a higher
amount as may be agreed between the Debtors and the requisite
lenders.  This class is impaired by the Plan.  Plan distributions
of cash will be funded from the Debtors' and the Reorganized
Debtors' cash collateral or unencumbered cash, as the case may be,
in accordance with the terms of the Plan.

A copy of the Third Joint Plan is available at:

          http://bankrupt.com/misc/deb16-10386-1234.pdf


PARAGON OFFSHORE: Reports $338 Million Net Loss for 2016
--------------------------------------------------------
Paragon Offshore plc has filed with the Securities and Exchange
Commission its Annual Report on Form 10-K for the fiscal year ended
December 31, 2016.

Paragon Offshore posted a net loss of $338,356,000 in 2016,
narrower compared to a net loss of $999,612,000 for 2015 and
$646,805,000 for 2014.

Total operating revenues continue to slide.  Paragon Offshore
posted revenues of $636,176,000 for 2016, against $1,492,428,000 in
revenues in 2015 and $1,993,762,000 in 2014.

The Company had total assets of $1,903,731,000 against total
liabilities of $2,736,488,000 as of December 31, 2016.

In a press statement, Paragon reported a fourth quarter 2016 net
loss of $244.4 million, or a loss of $2.78 per diluted share, as
compared to fourth quarter 2015 net loss of $23.3 million, or $0.27
per diluted share. Results for the fourth quarter of 2016 included
a $129.9 million, or $1.48 per share, non-cash asset impairment
charge primarily related to six jackups and other capital spares.
Excluding this charge, Paragon's adjusted net loss for the fourth
quarter of 2016 was $114.5 million, or a loss of $1.30 per diluted
share.

The Company's 2016 financial and operating results include:

     -- operating revenues totaling $636 million;

     -- net loss of $338 million or a loss of $3.87 per diluted
share;

     -- pre-tax impairment charge of $130 million; and

     -- net cash from operating activities totaling $253 million

The Company on January 18, 2017, announced that it reached
agreement in principle with a steering committee of lenders under
its Revolving Credit Agreement and an ad hoc committee of lenders
under its Term Loan Agreement to support a new chapter 11 plan of
reorganization for the Debtors.  On February 7, 2017, the Company
filed the New Plan and related disclosure statement with the
Bankruptcy Court.

The New Plan provides for, among other things, the (i) elimination
of approximately $2.4 billion of the Company's existing debt in
exchange for a combination of cash, debt and new equity to be
issued under the New Plan; (ii) allocation to the Revolver Lenders
and lenders under our Term Loan Agreement of new senior first lien
debt in the original aggregate principal amount of $85 million
maturing in 2022; (iii) projected distribution to the Secured
Lenders of approximately $418 million in cash, subject to
adjustment on account of claims reserves and working capital and
other adjustments at the time of the Company's emergence from the
Bankruptcy cases, and an estimated 58% of the new equity of the
reorganized company; (iv) projected distribution to holders of the
Company's Senior Notes of approximately $47 million in cash,
subject to adjustment on account of claims reserves and working
capital and other adjustments at the time of the Company's
emergence from the Bankruptcy cases, and an estimated 42% of the
new equity of the reorganized company; and (v) commencement of an
administration of the Company in the United Kingdom to, among other
things, implement a sale of all or substantially all of the assets
of the Company to a new holding company to be formed, which
administration may be effected on or prior to effectiveness of the
New Plan. Existing shareholders of the Company will not receive a
recovery under the New Plan.

The New Plan will be subject to usual and customary conditions to
plan confirmation, including obtaining the requisite vote of
creditors and approval of the Bankruptcy Court.

The Company has been and remains in discussions with the
Bondholders, who have currently not agreed to support the New Plan,
and therefore, there is no guarantee that the New Plan will be
approved.

A copy of the 2016 Annual Report is available at
https://goo.gl/OQkGaQ

A copy of the Company's press statement announcing its fourth
quarter and annual financial results is available at
https://goo.gl/gLmqjC

                      About Paragon Offshore

Paragon Offshore plc (OTC: PGNPQ) --
http://www.paragonoffshore.com/-- is a global provider of offshore
drilling rigs.  Paragon is a public limited company registered in
England and Wales.

Paragon Offshore Plc, et al., filed Chapter 11 bankruptcy
petitions
(Bankr. D. Del. Case Nos. 16-10385 to 16-10410) on Feb. 14, 2016,
after reaching a deal with lenders on a reorganization plan that
would eliminate $1.1 billion in debt.

The petitions were signed by Randall D. Stilley as authorized
representative.  Judge Christopher S. Sontchi is assigned to the
cases.

The Debtors reported total assets of $2.47 billion and total debt
of $2.96 billion as of Sept. 30, 2015.

The Debtors engaged Weil, Gotshal & Manges LLP as general counsel,
Richards, Layton & Finger, P.A. as local counsel, Lazard Freres &
Co. LLC as financial advisor, Alixpartners, LLP, as restructuring
advisor, and Kurtzman Carson Consultants as claims and noticing
agent.

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

On Jan. 27, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Paul, Weiss, Rifkind,
Wharton & Garrison LLP serves as main counsel to the Committee and
Young Conaway Stargatt & Taylor, LLP acts as co-counsel.  The
committee retained Ducera Partners LLC as financial advisor.

                           *     *     *

Paragon Offshore plc, et al., filed with the U.S. Bankruptcy Court
for the District of Delaware a third joint Chapter 11 plan and
disclosure statement.  Each holder of an allowed Class 5 General
Unsecured Claim will be entitled to receive cash in the amount
equal to the lesser of (a) 26% of the amount of the holder's
allowed claim and (b) its pro rata share of $5,000,000, or a higher
amount as may be agreed between the Debtors and the requisite
lenders.  This class is impaired by the Plan.  Plan distributions
of cash will be funded from the Debtors' and the Reorganized
Debtors' cash collateral or unencumbered cash, as the case may be,
in accordance with the terms of the Plan.

A copy of the Third Joint Plan is available at:

          http://bankrupt.com/misc/deb16-10386-1234.pdf


PAUL'S LIQUOR: April 26 Disclosure Statement Hearing
----------------------------------------------------
The hearing to consider the approval of the disclosure statement
explaining Paul's Liquor, Inc.'s plan of reorganization will be
held on April 26, 2017, at 10:30 A.M.

The Troubled Company Reporter previously reported that Class 4
General Unsecured Claims will not be paid in full.  These claims
will be paid a total of $100,000, approximately 10% of the total
amount due.  Payment to this class will be made in pro rata
distributions in three equal annual payments of $33,333.  Payments

will be made each year commencing two years after the effective
date of the Plan.  This class is impaired.

Based on the Debtor's projected budget and funding, the Debtor's
operations moving forward will generate sufficient monies to meet
the required funding under the Plan, rendering the Plan feasible.

A copy of the Disclosure Statement is available at:

          http://bankrupt.com/misc/dcb16-00453-51.pdf

                     About Paul's Liquor

Paul's Liquor, Inc., is a family owned and operated retail liquor
store.  It has been selling wine, beer and spirits throughout
Washington, DC, and the surrounding communities for more than 33
years.  It has operated from the same location-5205 Wisconsin
Avenue, Washington, DC-since 1985. In addition to its brick and
mortar storefront sales, Debtor also makes sales through the
Internet, shipping wine, beer and alcohol across the country where
permissible.  It is jointly owned and operated by the families of
Rick Bellman and Steve Bellman.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D.D.C. Case No. 16-00453) on Sept. 2, 2016.  The
petition was signed by Rick Bellman, president.  

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

Richard L. Gilman, Esq., at Gilman & Edwards, LLC, serves as the
Debtor's bankruptcy counsel.


PEABODY ENERGY: Wins Confirmation of Chapter 11 Plan
----------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Missouri on
March 17, 2017, entered an order confirming Peabody Energy Corp.'s
Second Amended Join Plan of Reorganization as revised March 15,
2017.  

The Plan will become effective when certain conditions are
satisfied or waived, including:

     (a) the documents governing the Reorganized Debtors' new $950
million senior secured term loan must have been duly executed and
delivered by the Reorganized Debtors parties thereto, and all
conditions precedent to the consummation of the Exit Facility must
have been waived or satisfied in accordance with the terms thereof,
and the closing of the Exit Facility must have occurred;

     (b) the conditions precedent to the consummation of the Rights
Offering and the Private Placement must have been satisfied or
waived by the parties thereto, and the Reorganized Debtors must
have received (or will receive simultaneously with the consummation
of the Plan) the amounts required to be funded thereunder in the
aggregate gross amount of not less than $1.5 billion;

     (c) all documents and agreements necessary to implement the
Plan must have been executed; and

     (d) the Debtors must have received all authorizations,
consents, legal and regulatory approvals, rulings, letters,
no-action letters, opinions or documents that are necessary to
implement the Plan and that are required by law, regulation or
order.

The date on which all conditions to the effectiveness of the Plan
have been satisfied or waived will be the "Effective Date" of the
Plan. It is possible that amendments could be made to the Plan
prior to the Effective Date.

In a press statement dated March 16, Peabody Energy said the judge
presiding over the company's Chapter 11 process has ruled that he
intends to confirm the company's amended plan of reorganization
after finalization of language regarding a settlement with the U.S.
Department of Justice.  The plan, which received overwhelming
support from creditors with an overall approval rate of 93 percent
and unanimous acceptance by all 20 voting classes, articulates
Peabody's strategy to emerge from the Chapter 11 process with a
strong balance sheet, well positioned to build a successful future
for the company's stakeholders. Peabody expects to emerge from
Chapter 11 in early April 2017, less than one year after commencing
the Chapter 11 process.

"Peabody has accomplished the goals set out nearly a year ago,
against an industry backdrop that has strengthened. Today's
confirmation marks a major milestone in Peabody's journey and one
of the final steps toward our successful emergence from Chapter
11," said Peabody President and Chief Executive Officer Glenn
Kellow on March 16.  "I would like to thank the Peabody team and
all parties involved for their hard work. While there is no
question that this has been a difficult process, we can all be
proud of the broad consensus reached by so many stakeholders and
the rapid way so many came together to agree to a path forward for
the new Peabody. Today's outcome further builds on our momentum as
we move to emergence and position Peabody for long-term success."

Under the Amended Plan, General Unsecured Claims:

     -- against Peabody Energy will receive a pro rata share of $5
million in cash plus an amount of additional cash (up to $2
million) not otherwise paid to holders of Convenience Claims.

     -- against the Encumbered Guarantor Debtors will receive (1)
Reorganized Peabody Common Stock and subscription rights in the
Rights Offering or (2) at the election of the claim holder, cash
from a pool of $75 million in cash to be paid by the Debtors and
the Reorganized Debtors into a segregated account in accordance
with the terms set forth in the Plan.  "Encumbered Guarantor
Debtors" means all Debtors entities (other than Peabody Energy and
Gib 1 and the Gold Field Debtors (each as defined below)) that
serve as guarantors under the Company's first lien credit
agreement, second lien notes and unsecured senior notes and are
subject to liens under the first lien credit agreement and the
second lien notes.

     -- against the Gold Fields Debtors will receive Units in the
Gold Fields Liquidating Trust. "Gold Fields Debtors" means five
legacy Debtor entities that have no current operations and that had
been conducting environmental clean-up and performing remediation
obligations related to non-coal mining activities.

     -- against Peabody Holdings (Gibraltar) Limited ("Gib 1") will
have no recoveries.

     -- against the Unencumbered Debtors will receive Cash in the
amount of such holder's allowed claim, less any amounts
attributable to late fees, postpetition interest or penalties.
"Unencumbered Debtors" means the Debtor entities that do not
guaranty, and are not subject to the liens arising under, the
Company's first lien credit agreement or the second lien notes
indenture, nor are they guarantors of the unsecured senior notes.

Holders of First Lien Lender Claims will be paid in full in cash or
will receive a combination of cash and a replacement secured first
lien term loan.

Holders of Second Lien Notes Claims will receive a combination of
(1) $450 million of cash, first lien debt or new second lien notes
and (2)(a) new common stock, par value $0.01 per share, of
Reorganized Peabody Common Stock and (b) subscription rights in the
Rights Offering.

In the past year, Peabody has reduced pre-filing debt levels by
more than $5 billion, lowered fixed charges related to hedging and
take-or-pay commitments, decreased royalty payments and sold
non-core assets. The company has done so while achieving record
results in safety and costs, continuing to serve global coal
customers, minimizing impacts upon employees and communities,
strengthening the Australian platform, restoring the land and
securing bonding assurances, obtaining exit financing on attractive
terms and further aligning employees in a shared future.

Peabody's plan of reorganization will become effective upon
emergence, at which time the company's existing equity under the
ticker symbol BTUUQ will be extinguished with no value. Following
emergence, Peabody expects its new equity to trade on the New York
Stock Exchange.

A copy of the Amended Plan dated March 15 is available at
https://goo.gl/9rFiuc

A copy of the Court's Confirmation Order is available at
https://goo.gl/Du9hcS

               About Peabody Energy Corporation

Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company.  As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia.  The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine in Australia.  In addition to its mining operations, the
Company markets and brokers coal from other coal producers, both
as principal and agent, and trade coal and freight-related
contracts through trading and business offices in Australia,
China, Germany, India, Indonesia, Singapore, the United Kingdom and
the U.S.

Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.

At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $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 seven
creditors of Peabody Energy Corp. to serve on the 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.


PRESIDIO DEVELOPERS: To Hire Don Coker as Expert Banking Witness
----------------------------------------------------------------
Presidio Developers, LLC seeks approval from the US Bankruptcy
Court for the Northern District of Florida, Pensacola Division, to
hire Don Coker as expert banking witness.

Mr. Coker shall provide on an "as needed" basis, case review,
investigation, research, reports, calculations, consultation,
advice, opinions, deposition testimony by either side for any
purpose, presence and consultation at depositions of others,
courtroom testimony, stand-by time, travel time, and other
reasonable services that may be needed in conjunction with the case
at hand.

The Debtor shall pay to Mr. Coker the sum of $495.00 per hour
payable in advance upon estimated work completion times and
schedules as well as estimated travel expenses for any required
trips.

Don Coker attests he does not have any other connection with the
Debtor; and represent any interest adverse to the Debtor.

Mr. Coker can be reached through:

     Don Coker
     423 Latimer Street
     Woodstock, GA 30188-5052
     Tel.: 770-852-2286

                                     About Presidio Developers

Presidio Developers, LLC is a real estate investment and
development firm focused on urban infill real estate projects
primarily in the Western United States with a concentration in the
San Francisco Bay Area. Presidio filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Fla. Case No. 12-30783) on May 29, 2012.  The
Debtor is represented by David Luther Woodward, Esq., at Law
Offices Of David Luther Woodward PA; and William L Martin, III,
Esq., at Keefe, Anchors & Gordon, P.A.


PRIME GLOBAL: Expects to Report First Quarter Revenue of $327K
--------------------------------------------------------------
Prime Global Capital Group Incorporated filed a Form 12b-25 with
the Securities and Exchange Commission notifying the delay in the
filing of its quarterly report on Form 10-Q for the period ended
Jan. 31, 2017.  The Company was unable to file the subject report
in a timely manner because it was not able to timely complete its
financial statements without unreasonable effort or expense.

The Company's Consolidated Statements of Operations are expected to
reflect net revenues of approximately $326,576 for the three month
period ended Jan. 31, 2017, compared with net revenues of $412,749
for the same period ended Jan. 31, 2016.  The Company is expected
to have cost of revenue of approximately $131,702 for the three
month period ended Jan. 31, 2017, as compared to $172,414 for the
same period ended Jan. 31, 2016.  The Company also decreased its
general and administrative expenses from $129,945 for the three
months ended Jan. 31, 2016, to approximately $111,472 for the same
period ended Jan. 31, 2017.  Accordingly, the Company expects to
have income from operations of approximately $83,402 for the
three-month period Jan. 31, 2017, as compared to a $110,390 from
the same period ended Jan. 31, 2016.

                     About Prime Global

Kuala Lumpur, Malaysia-based Prime Global Capital Group Inc
(OTCBB:PGCG), through its subsidiaries, is engaged in the operation
of a durian plantation, leasing and development of the operation of
an oil palm plantation, commercial and residential real estate
properties in Malaysia.

Prime Global reported a net loss US$1.59 million for the year
ended Oct. 31, 2015, compared to a net loss of US$1.33 million
for the year ended Oct. 31, 2014.

As of July 31, 2016, the Company had US$48.2 million in total
assets, U$18.3 million in total liabilities and US$29.8 million
in total equity.

Crowe Horwath (HK) CPA Limited, in Hong Kong, China, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Oct. 31, 2015, citing that the
Company has a working capital deficiency, accumulated deficit
from recurring net losses and significant short-term debt
obligations maturing in less than one year as of Oct. 31, 2015.
All these factors raise substantial doubt about its ability to
continue as a going concern.


PROGRESSIVE ACUTE: Files Chapter 11 Plan of Liquidation
-------------------------------------------------------
Progressive Acute Care, LLC, et al., filed with the U.S. Bankruptcy
Court for the Western District of Louisiana a disclosure statement
relating to its joint chapter 11 plan of orderly liquidation, a
full--text copy of which is available at:

        http://bankrupt.com/misc/lawb16-50740-66.pdf

The Plan provides for the treatment of Claims against and Equity
Interests in each of the four Debtors in the Chapter 11 Cases (PAC,
PAC Winn, PAC Avoyelles and PAC Oakdale).  The classes of Claims
against and Equity Interests in each of the Debtors are treated as
against a single consolidated Estate without regard to the separate
legal existence of the Debtors.

The Plan will not result in the merger or otherwise affect the
separate legal existence of each Debtor, other than with respect to
voting and distribution rights under the Plan.

Allowed Claims held against one Debtor will be satisfied from the
Assets of all Debtors and the Estates, and each Claim against a
Debtor will be treated as a Claim against the consolidated Estate
of all Debtors for all purposes including, but not limited to,
voting and distribution; provided, however, that no Claim will
receive value in excess of 100% of the Allowed amount of such Claim
under the Plan.

The Plan incorporates the Plan Term Sheet entered into by and
among, the Debtors, the Committee, and Business First Bancshares,
Inc. and approved by the Settlement Agreement Approval Order. The
key elements of the Plan Term Sheet, as incorporated into the Plan,
include:

   -- A $1 million Priority Reserve to be established for payment
of Allowed Administrative Expense Claims, Allowed Priority Tax
Claims, and Allowed Priority Non-Tax Claims;

   -- BFB Secured Claim to be allowed in the amount of
$10,137,410.25 of principal plus interest and attorneys' fees
accrued through the date of confirmation of the Plan;

   -- BFB to receive a maximum BFB Distribution Amount in the
amount of $10,300,000, of which amount $9,500,000 has been
disbursed to BFB as of the filing of this Disclosure Statement,
leaving up to $800,000 to be disbursed on account of the BFB
Distribution Amount;

   -- The first $100,000 of FMP Payments received by the Estates to
be disbursed on account of the BFB Distribution Amount, leaving the
remainder of the FMP Payments to be administered by theLiquidation
Trust pursuant to the terms of the Plan;

   -- The remaining $700,000 of the BFB Distribution Amount to be
satisfied from a 50% share of any remainder of the Priority Reserve
and each cash distribution from the Liquidation Trust; and

   -- Holders of General Unsecured Claims to be paid Pro Rata Share
of (i) 50% of any remainder of the Priority Reserve and each cash
distribution from the Liquidation Trust until the BFB Distribution
Amount is paid and (ii) the Liquidation Trust Assets remaining
available for distribution after Cash distributions from such
Assets on account of the BFB Distribution Amount.

The Plan Term Sheet estimated that the Debtors would collect FMP
Payments in the amount of $666,509. However, after the Settlement
Agreement Approval Order was entered, the Buyer asserted rights in
the FMP Payments. The Debtors, the Buyer, and the Committee
resolved the dispute over the FMP Payments by the FMP Payment
Settlement Agreement, according to which the Debtor is now entitled
to collect at least $295,000 of the FMP Payments.

Allowed Non-Lender Secured Claims against the Debtors shall be
treated in one of the following ways at the Liquidation Trustee's
election:  the rights of the holder shall be reinstated, the holder
shall retain a lien and receive deferred cash payments totaling at
least the value of the claim as of the Effective Date, the
collateral securing the claim shall be surrendered to the holder,
or  the holder shall be paid cash equal to the amount of the
claim.

Holders of Allowed Intercompany Claims shall not receive or retain
any property or rights under the Plan on account of such Claims.

All Cash necessary to make payments and Plan Distributions under
the Plan shall be obtained from the Priority Reserve and the
liquidation of Liquidation Trust Assets (including the proceeds of
any Tort Claims and related Insurance Policies).

                About Progressive Acute Care

Progressive Acute Care, LLC, Progressive Acute Care Avoyelles,
LLC, Progressive Acute Care Oakdale, LLC, and Progressive Acute
Care Winn, LLC filed Chapter 11 petitions (Bankr. W.D. La. Case
Nos. 16-50740, 16-80584, 16-50742, and 16-50743, respectively) on
May 31, 2016.  The petitions were signed by Daniel Rissing, CEO.

The Debtors are represented by Barbara B. Parsons, Esq., Catherine
Noel Steffes, Esq., William E. Steffes, Esq., at Steffes,
Vingiello
& McKenzie, LLC.  The case is assigned to Judge Robert Summerhays.
The Debtors retained Solic Capital Advisors, LLC, as their
Financial Advisor.

The Debtors estimated assets and debts at $10 million to $50
million at the time of the filing.


PROMOMANAGERS INC.: Wants to Use Collateral to Keep Consulting Biz.
-------------------------------------------------------------------
Promomanagers, Inc., asks the U.S. Bankruptcy Court for the
District of Massachusetts to authorize the use of cash and non-cash
collateral in order to continue to operate its consulting business.


The Debtor is the owner of an on-line business which provides
custom imprinted promotional products, corporate gifts, promotional
items and corporate apparel to clients worldwide.  The company
specializes in providing high quality custom backpacks, promotional
holiday gifts, custom USB drives and totes and other items,
delivered directly to the customer by the vendor, but with shipping
paid by the Debtor.  

In the course of its operations, the Debtor asks the use of the
prepetition cash and non-cash collateral in order to continue to
operate the business and to accept and fulfill orders placed.  The
Debtor has no source of income other than the proceeds from its
sales and if it is not permitted to use such proceeds, it will be
unable to operate in the ordinary course.

The Debtor requests use of the prepetition cash and non-cash
collateral in order to continue to operate its consulting
business.

The Debtor is indebted the Commonwealth of Massachusetts Department
of Revenue, which claims are outstanding in the sum of $28,990 and
secured by tax liens recorded with the Secretary of State on March
15, 2016 and Sept.26, 2016 ("MDOR").

The Debtor requests an emergency and preliminary hearing on the
Motion not later than March 8, 2017 in order to be able to operate
the business from the revenues to be received and able to make
payment for deposits for utilities and adequate protection payment
to be offered to the MDOR.

Based upon historical and projected expenses, the Debtor asks to
utilize cash collateral as set forth in the proposed Budget for the
month of March 2017.  The Budget is based, in part, upon historical
information as well as projected income and expenses due to the
factors surrounding the filing.

The Budget contemplates projected sales in the amount of $25,000
and expenses in the amount of $24,671.

The Debtor is willing to grant a replacement lien to the MDOR on
the revenues acquired by the Debtor in the course of operating the
business after the petition date of the same type, nature or
description encompassed within their pre-petition liens, with such
liens to be of the same priority as their perfected, prepetition
lien.

The Debtor has no unencumbered assets to fund post-petition
operation of its business, pay expenses or wages.

The Debtor believes that its continued operation is in the best
interest of the estate in that it will preserve the fair market
value of the business and thereby increase the likelihood of
reorganization which reorganization will be fruitless in the event
of the inability to use cash and noncash collateral.  Accordingly,
the Debtor asks the Court to authorize the use of cash and non-cash
collateral and to provide replacement liens on the cash proceeds
from the rents and consulting services provided by the Debtor.

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

      
http://bankrupt.com/misc/mab17-10747_8_Cash_Promomanagers_Inc.pdf

Counsel for the Debtor:

          Nina M. Parker,Esq.
          Marques C. Lipton
          PARKER & ASSOCIATES
          10 Converse Place, Suite 201
          Winchester, MA 01890
          Telephone: (781)729-0005
          E-mail: nparker@ninaparker.com
                  mlipton@ninaparker.com

                     About Promomanagers

Promomanagers, Inc., sought Chapter 11 protection (Bankr. D. Mass.
Case No. 17-10747) on March 6, 2017.  The petition was signed by
Heather Simard, President.  The Debtor estimated assets in the
range of $0 to $50,000 and $100,001 to $500,000 in debt.  The
Debtor tapped Nina M. Parker, Esq., at Parker & Associates as
counsel.


R.B.K. TRUCKING: April 26 Plan Confirmation Hearing
---------------------------------------------------
Judge Paul M. Glenn of the U.S. Bankruptcy Court for the Middle
District of Florida conditionally approved the disclosure
statement explaining R.B.K. Trucking, Inc.'s disclosure statement
and fixed April 26, 2017, at 2:00 p.m., as the hearing on final
approval of the Disclosure Statement and for the hearing on
confirmation of the Plan.

Any objections to the Disclosure Statement or Confirmation must be

filed seven days before the hearing date.

R.B.K. Trucking, Inc. owns and operates a transportation business.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M. D. Fla. Case No. 16-01898) on May 20, 2016.

The Debtor is represented by Jason A. Burgess, Esq., at The
Law Offices of Jason A. Burgess, LLC.  The Debtor hired Stephen
Barnier as accountant.

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 R.B.K. Trucking, Inc.


REGIS GALERIE: Court Allows Cash Collateral Use Through June 4
--------------------------------------------------------------
Judge Laurel E. Davis of the U.S. Bankruptcy Court for the District
of Nevada authorized Regis Galerie, Inc., to continue using cash
collateral in which Wells Fargo Bank, N.A. and/or American Express
Bank may hold an interest, through June 4, 2017.

The Debtor is authorized to use Cash Collateral in accordance with
the Budget, with an allowed variance for each line item of 10%, and
as otherwise authorized by the Order.

The approved Budget covers the period from Dec. 5, 2016 through
June 4, 2017.  The Budget provides for total expenses in the amount
of $2,091,222.

All other provisions of the Supplemental Order Authorizing Use of
Cash Collateral and the Second Supplemental Order Authorizing Use
of Cash Collateral will remain in effect.

A continued hearing on the Motion will be held on May 16, 2017 at
9:30 a.m.

The Order will be effective immediately upon entry by the Court.

A full-text copy of the Order dated March 6, 2017 is available for
free at:

  
http://bankrupt.com/misc/nvb16-14899_146_Cash_REGIS_GALERIE_Inc.pdf

                    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.


RESHETAR REALTY: Asks Court to Approve Disclosure Statement
-----------------------------------------------------------
Reshetar Realty, Inc., filed with the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania a motion for an order approving
the disclosure statement referring to the Debtor's plan of
reorganization dated March 10, 2017.

Under the Plan, Class 1 Allowed Priority Tax Claim will receive
periodic cash payments commencing on the Effective Date, in the
Debtor's discretion, in an aggregate amount equal to the Allowed
Priority Tax Claim plus interest over a period not exceeding
Priority Tax Claim, and only to the extent of cash proceeds from
liquidation of the Debtor's assets.

Class 1 Claims total $203,287.21.  However, the Debtor believes
that the Class 1 Claim is inaccurate.  The Class 1 claimant has
already reduced the total tax claims for the 2013 and 2014 tax
periods to $4,680.00 based upon recently filed tax returns.  The
Debtor believes that the Class 1 Claim will be further reduced or
eliminated.

Under the Plan, Class 2 Allowed Secured Claims of Palisades School
District and the Pennsylvania Department of Revenue are secured by
liens on the Debtor's property.  The secured claims will receive
payment in full satisfaction of their allowed secured claims from
the net proceeds of the sale of the Debtor's property.

Under the Plan, Class 3 Unsecured Vendor Claims will receive cash
payments on or after the Effective Date as determined by the
Debtor, or upon the Class 3 Claim becoming an allowed claim by
final court order of the Court whichever is later, from the balance
of the sale proceeds and the causes of action, after payment of the
Debtor's the Administrative Claims, Priority Tax Claims, and
Secured Claims, and the net proceeds of the Causes of Action to be
shared pro rata among the Class 3 Claimants for all allowed Class 3
Claims.

Under the Plan, in the event that Class 4 Unsecured Litigation
Claims are allowed some claim against the Debtor's estate, the
treatment and consideration to be received by holders of Class 4
Allowed Claims will be in full settlement, satisfaction, release
and discharge of their respective claims, and will only receive
their pro rata share of the funds available for distribution, if at
all, on or after the Effective Date as determined by the Debtor, or
upon the Class 4 Claim becoming an allowed claim by Final Order of
the Court whichever is later, from the balance of the sale proceeds
and the net proceeds of the Causes of Action, after payment of the
Debtor's Administrative Claim, Priority Tax Claim, Secured Claims,
and Class 3 Claims.

                      About Reshetar Realty

Reshetar Realty, Inc., is in the business of acquiring properties
for future development.  Currently the Debtor owns undeveloped
property located at Lot 18 in the Springton Knoll subdivision at
Woodbyne Road, Tax Parcel No. 42-17-59-19.

The Debtor filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y.
Case No. 16-17899) on Nov. 10, 2016.  Edmond M. George, Esq., at
Obermayer Rebmann Maxwell & Hippel LLP serves as bankruptcy
counsel.  Douglas E. Estep, P.A., serves as the Debtor's
accountant.  The Debtor says assets and liabilities are both below
$1 million.


RJR TOWING: Seeks to Employ Wilcox as Counsel
---------------------------------------------
RJR Towing, LLC seeks approval from the US Bankruptcy Court for the
Middle District of Florida, Jacksonville Division, to employ Robert
D. Wilcox and Wilcox Law Firm as counsel.

The Firm's professional services would be related to the
representation of the Debtor in bankruptcy and related litigation,
including the development and implementation of a Chapter 11 plan
of reorganization.

The Firm's fees will be computed on an hourly basis for services
rendered. Mr. Wilcox's hourly rate is $325.00 per hour. Mr. Wilcox
will be assisted by one or more other attorneys, with partner rates
ranging from $225.00 to $400.00 per hour and associate rates
ranging from $165.00 to $235.00 per hour.

Robert D. Wilcox attests that neither he nor the Firm holds any
interest adverse to the Debtor. Neither he nor the Firm has any
connection with the Debtor other than as its counsel in this
matter, nor do they have any connection with the United States
Trustee. He believes both he and the Firm are "disinterested
persons" under Section 327 of the Bankruptcy Code.

The Firm can be reached through:

     Robert D. Wilcox
     Elizabeth R. P. Bowen
     WILCOX LAW FIRM
     820 AIA North, Suite W-15
     Ponte Vedra Beach, FL 32082
     Telephone: (904) 405-1248
     Email: rw@wlflaw.com
            eb@wlflaw.com

                                       About RJR Towing

RJR Towing in Jacksonville, FL is an auto towing and road services.
RJR Towing filed its voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-00701) on
March 1, 2017.

The Debtor is represented by Robert D. Wilcox, Esq. of Wilcox Law
Firm.
     





SANTA CRUZ PLUMBING: Wants to Use Secured Creditors Cash Collateral
-------------------------------------------------------------------
Santa Cruz Plumbing, Inc., asks the U.S. Bankruptcy Court for the
Northern District of California to use the proceeds of accounts
receivable and available cash to continue its operations.

The Debtor filed the case on Feb. 10, 2017.  At the time of the
filing of the petition, the Debtor had about $25,000 in cash and
$540,000 in collectible accounts receivables which were subject to
16 liens exceeding, in the aggregate, $1.3 million.  The Debtor
asks authority to use such cash collateral for the purpose of
continuing to secure and perform on larger contracts.

The Debtor intends to offer creditors a replacement lien for the
use of cash collateral on post-petition receivables and to pay
creditors having a secured lien adequate protection payments of
$13,000/month distributed pro-rata as to the amount of a creditor's
secured position.  Authority for use of cash collateral is
requested until the case is confirmed, converted, dismissed or
there is a default with failure to cure.

The Debtor's assets at the time of filing consisted of these:

     a. Cash Deposits (end of day balance 2-10-2017): $25,961.24

          i. PayPal - $4,114
         ii. Chase - $3,095
        iii. SC Co. Bank (x1199) - $18,498.21
         iv. SC Co. Bank (x8563) - $254.21

     b. Lease Deposit: $2,000

     c. Pre-paid FTB Tax: $800

     d. Accounts Receivable ("AR"): 626,013

     e. Less AR over 90 days: $86,632

     f. Office Furniture and Fixtures: $3,000

     g. Vehicles: $122,200

     h. Machinery and Equipment: $27,559

Some of the Debtor's customers pay by check at the time services
are rendered.  Others pay by Paypal.  The larger customers, however
pay on terms.  In order to secure ongoing work from the larger
customers and general contractors and therefore maximize revenue,
the Debtor must use existing cash collateral to fund projects
pending receipt of the receivables.

The Debtor proposes to provide all fully secured creditors
(creditors a-j in the table below) a replacement lien for the use
of all prepetition cash collateral that is used by granting these
creditors a lien in post-petition receivables.  Hence, these
creditors' equity position would not be impaired.  Creditors will
have the same priority in such replacement lien as these creditors
had prepetition and as set forth.

Further, Debtor proposes to pay secured creditors, as adequate
protection, their pro-rata share of $13,000/month commencing on
April 15, 2017 as follows:

      No          Assets          Amount     Amount   Value
Securing   Proposed Amt.
                                 per UCC    per Other       Debt   
      APO Pmt.
                                             source


     a. 1 FC Partners, LP         $0         $98,167       $772,901
       $1,651
          (Pioneer Park)

     b. Knight Capital Funding    $0            $0         $674,734
         $0

     c. EDD                     $55,549                    $674,734
        $934

     d. EDD                     $40,412                    $619,185
        $680

     e. ACH Capital                           $29,732      $578,773
        $500

     f. Ferguson                  $0          $66,315      $549,041
      $1,115

     g. EDD                    $48,361                     $482,726
        $813

     h. EDD                    $12,081                     $434,366
        $203

     i. Pace Supply                            $14,223     $422,284
        $239

     j. IRS                   $790,224                     $408,061
      $6,863

     k. IRS                   $120,244                        $0

     l. 2 CapCall, LLC           $0           $198,766        $0

     m. IRS                    $40,740                        $0

     n. Corp Serv. Co.           $0           $30,000         $0
       (Yellowstone; MCA)

     o. Corp. Service Co.        $0                           $0

     p. Security National Ins. $21,9236

The Debtor contends that Knights Capital was paid in full, but its
lien has not been released.  The identity of Corp. Services Co.
lien filed on July 29, 2016 is not yet known.  Security National
Ins. agrees that any lien is fully under-secured and a priority.

The Debtor proposes that these payments continue until the sooner
of confirmation, dismissal, conversion or the failure to cure a
default after 10 days written notice to the Debtor and the Debtor's
counsel.

The Debtor respectfully asks the Court to authorize the relief
sought.

                About Santa Cruz Plumbing, Inc.      

Santa Cruz Plumbing, Inc. filed a Chapter 11 petition (Court +
Case
No. 17-50324), on February 10, 2017. The petition was signed by
Jason Stewart Allison, president.  The case is assigned to Judge
Stephen L. Johnson. The Debtor is represented by Lars T. Fuller,
Esq. at The Fuller Law Firm, PC. At the time of filing, the Debtor
disclosed total assets of approximately $772,930 and total
liabilities of approximately $3.72 million.

A list of the Debtor' 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb17-50324.pdf


SEANERGY MARITIME: Terminates Registration of Securities
--------------------------------------------------------
Seanergy Maritime Holdings Corp. filed with the U.S. Securities and
Exchange Commission (i) a registration statement on Form F-1 (File
No. 333-214322) on Oct. 28, 2016, which was amended by
pre-effective amendments filed on Nov. 29, 2016, Dec. 5, 2016, and
Dec. 6, 2016, and that was declared effective on Dec. 7, 2016, and
(ii) a registration statement on Form F-1 (File No. 333-214967) on
Dec. 8, 2016, that became effective upon filing in accordance with
Rule 462(b) under the Securities Act of 1933, as amended, or the
Securities Act.  The Registration Statements covered the offering
of an aggregate of (i) $17,250,000 of common shares, (ii)
$23,000,000 of class A warrants and common shares underlying the
class A warrants and (iii) $1,078,125 of Representative's Warrants
and common shares underlying the Representative's Warrants.  The
Company granted the underwriters in the offering a 45-day option to
purchase additional common shares and/or class A warrants.
Pursuant to the Registration Statements, the Company has sold an
aggregate of (i) 11,300,000 common shares with an offering price of
$16,950,000 calculated pursuant to Rule 457 under the Securities
Act, (ii) class A warrants to purchase 11,500,000 common shares
with an offering price of $23,000,000 calculated pursuant to Rule
457 under the Securities Act and (iii) Representative's Warrants to
purchase 565,000 common shares with an offering price of $1,059,375
calculated pursuant to Rule 457 under the Securities Act.

The Company filed post-effective amendments to the Registration
Statements to remove from registration under the Registration
Statements $300,000 of common shares, Representative's Warrants for
$18,750 of common shares  and the common shares underlying such
Representative's warrants that remain unsold under the Registration
Statements and remove from registration under the Registration
Statements $300,000 of common shares, Representative's Warrants for
$18,750 of common shares  and the common shares underlying such
Representative's warrants that remain unsold under the Registration
Statements.  The Company is removing from registration these
securities as its offering of these securities terminated on Jan.
27, 2017.

                       About Seanergy

Athens, Greece-based Seanergy Maritime Holdings Corp. is an
international company providing worldwide seaborne transportation
of dry bulk commodities.  The Company owns and operates a fleet of
seven dry bulk vessels that consists of three Handysize, two
Supramax and two Panamax vessels.  Its fleet carries a variety of
dry bulk commodities, including coal, iron ore, and grains, as well
as bauxite, phosphate, fertilizer and steel products.

For the year ended Dec. 31, 2015, the Company reported a net loss
of US$8.95 million on US$11.2 million of net vessel revenue
compared to net income of US$80.3 million on US$2.01 million of net
vessel revenue for the year ended Dec. 31, 2014.

As of Sept. 30, 2016, Seanergy had US$203.60 million in total
assets, US$184.45 million in total liabilities and US$19.15 million
in stockholders' equity.

Ernst & Young (Hellas) Certified Auditors-Accountants S.A., in
Athens, Greece, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2015,
citing that the Company reports a working capital deficit and
estimates that it may not be able to generate sufficient cash flow
to meet its obligations and sustain its continuing operations for a
reasonable period of time, that in turn raise substantial doubt
about the Company's ability to continue as a going concern.


SEMLER SCIENTIFIC: Incurs $2.55 Million Net Loss in 2016
--------------------------------------------------------
Semler Scientific, Inc. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$2.55 million on $7.43 million of total revenue for the year ended
Dec. 31, 2016, compared to a net loss of $8.50 million on $7
million of total revenue for the year ended Dec. 31, 2015.

The Company's balance sheet at Dec. 31, 2016, showed $3.07 million
in total assets, $5.99 million in total liabilities and a total
stockholders' deficit of $2.91 million.

The Company had cash of $622,000 at Dec. 31, 2016, compared to cash
of $405,000 at Dec. 31, 2015, and total current liabilities
of $3,229,000 at Dec. 31, 2016, compared to $4,108,000 at Dec.
31, 2015.  As of Dec. 31, 2016, the Company had negative working
capital of approximately $1,637,000.

BDO USA, LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has negative working
capital, a stockholders' deficit, recurring losses from operations
and expects continuing future losses that raise substantial doubt
about its ability to continue as a going concern.

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

                       https://is.gd/KQ9oSA

                    About Semler Scientific

Semler Scientific, Inc., provides diagnostic and testing services
to healthcare insurers and physician groups.  The Portland,
Oregon-based Company develops, manufactures and  markets
proprietary products and services that assist healthcare providers
in evaluating and treating chronic diseases.


SIXTY SIXTY CONDOMINIUM: Unsecureds to Get 100% Under Plan
----------------------------------------------------------
Sixty Sixty Condominium Association, Inc., filed with the U.S.
Bankruptcy Court for the Southern District of Florida a plan of
reorganization and accompanying disclosure statement,
contemplating one of two options being advanced: bulk sale of
units to a bulk purchaser, or a rental program managed by a
manager.

The Debtor relates that it has been negotiating with potential
purchasers and/or managers of virtually all of its assets through
an organized process, which would permit residential owners to
"opt-in" to a sale or management program for their units.  

Each holder of an allowed Class 9 Unsecured Claim will receive a
distribution sufficient to pay the allowed claim 100% of the value

of the claim as of the Petition Date funded by: (i) the Commercial

Unit Owners' Capital Contribution; and (ii) the Residential Unit
Owners' Capital Contributions on the later of (i) the Effective
Date; or (ii) the Closing Date.

A full-text copy of the Disclosure Statement dated March 17, 2017,

is available at http://bankrupt.com/misc/flsb16-26187-150.pdf

Sixty Sixty Condominium Association, Inc. filed a Chapter 11
bankruptcy petition (Bankr. S.D. Fla. Case No. 16-26187) on
December 5, 2016, listing $100,000 to $500,000 in total assets,
and $1 million to $10 million in liabilities.  The petition was
signed by Maria Velez, president of the Board of Directors.

The Hon. Robert A Mark presides over the case.  Brett D.
Lieberman, Esq., at Messana, P.A., represents the Debtor as
counsel.  Juda Eskew & Associates, PA serves as the Debtor's
accountant.

Sixty Sixty Condominium is a mixed-use hotel/residential building
located at 6060 Indian Creek Drive in Miami Beach, Florida. It is
a not-for-profit corporation.  It is responsible for, among other
things, the management, operation, and maintenance of the
Condominium's "Common Elements", and other obligations imposed by
state statute.

An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Sixty Sixty Condominium
Association, Inc. as of March 1, according to a court docket.


SPECTRUM HEALTHCARE: Intends to Continue Using Cash Until May 27
----------------------------------------------------------------
Spectrum Healthcare, LLC, and its affiliated debtors ask the U.S.
Bankruptcy Court for the District of Connecticut for t authority to
use its cash collateral for the next approximate two-month period,
or until May 27, 2017, on the same terms and conditions that are
set forth in the Seventh Cash Collateral Order.

The Debtors intend to use cash collateral to pay those items set
forth in its proposed Budget.  The consolidated budget of the
Debtors for the period April 1, 2017 through May 27, 2017 reflects
total cash disbursement of approximately $8.5 million.  Each of the
affiliated Debtors specific cash needs are as follows:

      Spectrum Healthcare                       $599,413
      Spectrum Healthcare Derby               $1,955,915
      Spectrum Healthcare Hartford            $2,138,387
      Spectrum Healthcare Manchester, LLC     $2,029,500
      Spectrum Healthcare Torrington, LLC     $1,786,465

The Debtors believe that these parties have or may claim an
interest in the cash collateral:

   (a) MidCap Funding IV Trust, formerly known as MidCap Funding
IV, LLC, as assignee of MidCap Financial, LLC;

   (b) CCP Finance I, LLC, as assignee of Nationwide Health
Properties, LLC -- lender under the NHP Loan;

   (c) CCP Park Place 7541 LLC and CCP Torrington LLC, as assignees
of NHP with respect to the NHP Lease;

   (d) Midland States Bank, as assignee of Love Funding
Corporation;

   (e) the Secretary of Housing and Urban Development as additional
secured party with LFC, now Midland; and

   (f) the State of Connecticut, Department of Revenue Services.

The Debtors relate that they have been diligently pursuing a sale
of their facilities and corresponding assets since the early stages
of their chapter 11 cases, and at the behest of their major secured
creditor and other creditor groups.

As such, a series of sale milestones has been set to establish a
track to complete the sale process, and it has been made an event
of default under the Seventh Cash Collateral Order if the following
deadlines are not met:

   (a) The Debtors' failure to identify a stalking horse bidder for
their assets or facilities on or before the date that is two weeks
after receipt of the Debtors' receipt of the change of ownership
reports for each of the Debtors' facilities;

   (b) The Debtors' failure to file a motion to establish sale
procedures on or before the date that is five days after the
Stalking Horse Identification Date;

   (c) The Debtors' failure to obtain court approval of sale
procedures on or before the date that is thirteen days after the
Stalking Horse Identification Date;

   (d) The Debtors' failure to obtain court approval of a sale on
or before March 31, 2017;

   (e) The Debtors' failure to close on any court-approved sale on
or before April 6, 2017.

The Debtors submit that they have received the change of ownership
reports for their Manchester, Derby facilities on March 6, 2017,
and for their Torrington facility only on March 13, 2017, and thus,
it is not possible for the Debtors to meet the March 31, 2017 sale
approval deadline and April 6, 2017 closing deadline set forth
under the Seventh Cash Collateral Order.

Accordingly, the Debtors propose the following modification of
these deadline so that more time will be provided for the Debtors
to accommodate an orderly and value-maximizing sale process:

     (a) the deadline for filing a sales procedure motion will be
10 days from the Stalking Horse Identification Date,

     (b) the deadline for court approval of the sale(s) will be May
15, 2017; and


     (c) the deadline for closing will be May 19, 2017.

In addition, the Debtors propose these terms for its use of cash
collateral:

     (a) 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 sought to be used hereby;
and

     (b) for Midcap, the payment of adequate protection payments of
$5,000 per week.

A full-text copy of the Debtor's Motion, dated March 16, 2017, is
available at https://is.gd/Vey4tu

A copy of the Debtor's Budget is available at https://is.gd/JP6rZB


                       About Spectrum Healthcare

Spectrum Healthcare, LLC, and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos.
16-21635 to 16-21639) on October 6, 2016. The petitions were signed
by Sean Murphy, chief financial officer.

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.

The Debtors hire JoAnn C. Silvia, Esq. at Michalik Bauer Silvia &
Ciccarillo, LLP as special collections counsel; C. Scott Schwefel,
Esq. at Shipman, Shaiken & Schwefel LLC as special counsel to
continue the Superior Court appeal of the property tax assessment
for Spectrum Derby's facility and initiate appeals of the property
tax assessment of the Debtors' facilities; and Dena Castricone,
Esq. at Murtha Cullina, LLP as special counsel to represent
Spectrum Healthcare Hartford LLC before the Department of Public
Health and the Centers for Medicare and Medicaid Services.

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.

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.

The Official Committee of Unsecured Creditors retains James Berman,
Esq. at Zeisler & Zeisler, P.C. as local counsel; and  Fred
Stevens, Esq. at Klestadt Winters Jureller as its legal counsel.


SQUARETWO FINANCIAL: Case Summary & 30 Top Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:

    Debtor                                          Case No.
    ------                                          --------
    SquareTwo Financial Services Corporation        17-10659
      dba Fresh View Solutions
      fka SquareTwo Commerical Funding Corporation
          d/b/a CACSI
      fka Collect America Commercial Services, Inc.
      fka Guardian Financial Corporation
    6300 South Syracuse Way, Suite 300
    Centennial, CO 80111

    CACV of New Jersey, LLC                         17-10660
    Astrum Financial, LLC                           17-10661
    Autus, LLC                                      17-10662
    CACH, LLC                                       17-10663
    CACV of Colorado, LLC                           17-10664
    CA Internet Marketing, LLC                      17-10665
    Candeo, LLC                                     17-10666
    Collect Air, LLC                                17-10667
    Collect America of Canada, LLC                  17-10668
    Healthcare Funding Solutions, LLC               17-10669
    Orsa, LLC                                       17-10670
    SquareTwo Financial Canada Corporation          17-10671
    CCL Financial Inc.                              17-10672
    Preferred Credit Resources Limited              17-10673
    Metropolitan Legal Administration Services, Inc.17-10674
    ReFinance America, Ltd.                         17-10675
    SquareTwo Financial Corporation                  17-10676

Type of Business: SquareTwo Financial --
                  http://www.squaretwofinancial.com--
                  is primarily engaged in the business of
                  acquisition, management and collection of
                  charged-off consumer and commercial accounts
                  receivable that are purchased from financial
                  institutions, finance and leasing companies, and
                  other issuers in the United States and Canada.

Chapter 11 Petition Date: March 19, 2017

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

Debtors' Counsel: Matthew A. Feldman, Esq.
                  Paul V. Shalhoub, Esq.
                  Robin Spigel, Esq.
                  Debra C. McElligott, Esq.
                  WILLKIE FARR & GALLAGHER LLP
                  787 Seventh Avenue
                  New York, New York 10019
                  Tel: (212) 728-8000
                  Fax (212) 728-8111
                  Email: mfeldman@willkie.com
                         pshalhoub@willkie.com
                         rspigel@willkie.com
                         dmcelligott@willkie.com

Debtors'
CCAA Counsel:    D.J. Miller, Esq.
                 Asim Iqbal, Esq.
                 Mitch Grossell, Esq.
                 THORNTON GROUT FINNIGAN LLP
                 100 Wellington Street West
                 Suite 3200, Toronto-Dominion
                 Centre, Toronto, ON M5K 1K7 Canada
                 E-mail: djmiller@tgf.ca
                         aiqbal@tgf.ca
                         mgrossell@tgf.ca

Debtors'
Restructuring
Advisor:         ALIXPARTNERS, LLP
                 909 Third Avenue
                 New York, NY   10022
                 https://www.alixpartners.com/
                 Tel: 212.490.2500
                 Fax: 212.490.1344

Debtors'
Investment
Bankers:         KEEFE, BRUYETTE & WOODS, INC.
                 787 Seventh Avenue,
                 New York NY 10019

                   - and -

                 MILLER BUCKFIRE & CO.
                 787 Seventh Avenue
                 New York, NY 10019

Debtors'
Claims &
Noticing
Agent:           PRIME CLERK LLC
                 830 Third Avenue
                 New York, NY 10022

Estimated Assets: $100 million to $500 million

Estimated Debts: $100 million to $500 million

The petition was signed by J.B. Richardson, Jr., authorized
signatory.

Consolidated List of Debtors' 30 Largest Unsecured Creditors:

   Entity                           Nature of Claim   Claim Amount
   ------                           ---------------   ------------
Oracle America, Inc.                 Trade Payable       $745,074
Legal Department
500 Oracle Parkway
Redwood Shores, CA 94065
General Counsel
Tel: 303-272-7602
Email: kavitha.venkatesh@oracle.com

NICE Systems, Inc.                   Trade Payable        $339,450
Legal Department
461 From Road, 3rd Floor
Paramus, NJ 07652
General Counsel
Tel: 201-964-2600
Email: ieff.levenberg@nice.com

Lowery, Arthur Todd                       Note            $207,368
c/o Erma Lowery
24 Cherry Lane Drive
Englewood, CO 80110
Arthur Todd Lowery
Email: slowery@lowerylawgroup.com

Microsoft Corporation                Trade Payable        $142,384
Email: dhoward@microsoft.com

DMC Portfolio, LLC                   Trade Payable        $100,093
Email: bpayne@buchananstreet.com

Redacted                               Settlement          $88,580


U.S. Bancorp                         Trade Payable         $33,280
Email: paul.lam@usbank.com

LexisNexis Risk Solutions            Trade Payable         $25,006
Email: angela.dicenso@lexisnexis.com

Capital One                              Refund            $20,189
Email: john.finneran@capitalone.com

MBNA                                     Refund            $15,851

Diesel USA                               Refund            $14,134

Portfolio Recovery Associates            Refund            $14,113
Email: clagow@portfoliorecovery.com

Cambece, James A.                        Account           $13,573
Email: acambece@cambecelaw.com            Profit
                                      Participation

ViaWest, Inc.                         Trade Payable        $12,700
Email: bill.heuston@viawest.com

Redacted                                 Refund            $11,345

Redacted                                 Refund            $11,260

Arrow Financial Services, LLC            Refund             $9,621

Redacted                                 Refund             $9,526

Redacted                                 Refund             $8,855

Redacted                                 Refund             $7,660

CSGA                                     Refund             $7,017

Redacted                                 Refund             $6,921

Redacted                                 Refund             $6,836

Redacted                                 Refund             $6,560

Redacted                                 Refund             $6,372
       
Redacted                                 Refund             $6,000

Redacted                                 Refund             $5,400

Redacted                                 Refund             $5,353

Wells Fargo Card Services             Trade Payable         $5,275

Redacted                                 Refund             $5,061


SQUARETWO FINANCIAL: Set to Emerge From Ch. 11 Under New Ownership
------------------------------------------------------------------
SquareTwo Financial Services Corporation, together with 17 of its
affiliates, filed a voluntary petition under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of New York on March 19, 2017.  On the Petition Date, the
Debtors also filed their joint prepackaged Chapter 11 plan which
contemplates a sale of their portfolio of assets to
Resurgent Holdings LLC.

The Debtors commenced the Chapter 11 cases after receiving support
from holders of 100% of Class 3 Claims (First Lien Lender Claims),
100% of Class 4 Claims (1.25 Lien Lender Claims) and over 99% in
amount and 93% in number of Class 5 Claims (1.5 Lien Lender
Claims).

"The commencement of these Chapter 11 cases represents the
culmination of the prepetition Recapitalization and subsequent
marketing and auction process that took place in the months leading
up to the Petition Date," said J.B. Richardson, Jr., chief
operating officer of SquareTwo Financial.

Shortly after the Petition Date, SquareTwo Financial, as proposed
foreign representative of the Debtors, intends to file an
application with the Ontario Superior Court of Justice under the
Companies' Creditors Arrangement Act for recognition of their
Chapter 11 cases as foreign main proceedings under Part IV of the
CCAA.

                 Recapitalization Transactions

Mr. Richardson related that beginning in early 2015, in response to
their financial results and concerns about long-term liquidity, the
Debtors began considering options to recapitalize their balance
sheet.  As a result, the Debtors entered into a series of
transactions in May 2016 that resulted in their current capital
structure.  Pursuant to the Recapitalization, the Debtors sought to
improve their capital structure by (a) repaying amounts outstanding
under their then-existing secured credit facilities and (b) making
an exchange offer for their then-outstanding second lien notes.
The Debtors entered into the Recapitalization as an initial step to
improve their capital structure.

In early June 2016, the Debtors engaged professionals to, among
other things, analyze their business model and organizational
structure with the goal of, among other things, understanding the
future potential of their processes and capabilities.  In
particular, of concern was a
Jan. 1, 2017, springing maturity under each of their secured
prepetition credit facilities, which required the outstanding
secured second lien notes to be paid down to no more than $1
million by Jan. 1, 2017.

In or around July 2016, the Debtors explored the viability of a
sale or other restructuring, and in August 2016, the Debtors
engaged Keefe, Bruyette & Woods, Inc. as their financial advisor
and began a prepetition marketing process.  However, after months
of negotiations and multiple exchanges of draft key definitive
documentation, the Debtors were unable to resolve to their
satisfaction open business and legal issues during the period of
exclusivity.

The Debtors ultimately determined that the most value-maximizing
approach was to proceed with a restructuring involving a new money
investment from Resurgent Holdings LLC through a Chapter 11
restructuring and the Canadian Recognition Proceeding.

                       The Prepackaged Plan

To effectuate the proposed restructuring transaction, the Debtors,
the Plan Investor, and the secured lenders under the Debtors'
prepetition secured credit facilities representing (i) 100% in
principal amount and number of holders of their First Lien
Financing Facility, (ii) 100% in principal amount and number of
holders of their 1.25 Lien Credit Facility, and (iii) approximately
83.2% in principal amount of their 1.5 Lien Credit Facility
extensively negotiated the Joint Prepackaged Chapter 11 Plan for
SquareTwo Financial Services Corporation and Its Affiliated Debtors
and a plan funding agreement.  

Among other things, the Prepackaged Plan provides for: (a) a new
money investment in cash from Resurgent of $405.1 million, subject
to purchase price adjustments, which the Debtors estimate will
result in a final purchase price of approximately $264 million, in
exchange for 100% of the equity of CACH, LLC, CACV of Colorado,
LLC, and SquareTwo Financial Canada Corporation; (b) holders of
claims under the First Lien Financing Agreement and 1.25 Lien
Credit Agreement to receive payment of their claims owed as of the
Petition Date in full in cash (plus postpetition interest at a
combination of the default and non-default rates as set forth in
the Prepackaged Plan) in full and final satisfaction of their
respective claims; (c) holders of claims under the 1.5 Lien Credit
Agreement to receive their pro rata share of the Remaining Cash in
full and final satisfaction of their claims; and (d) SquareTwo to
effectuate the Prepackaged Plan, including the winding down and
dissolution of Astrum Financial, LLC; Autus, LLC; CACV of New
Jersey, LLC; CA Internet Marketing, LLC; Collect Air, LLC; Collect
America of Canada, LLC; Orsa, LLC; ReFinance America, Ltd.;
Healthcare Funding Solutions, LLC; Candeo, LLC; SquareTwo;
SquareTwo Financial Services Corporation (d/b/a Fresh View
Solutions) and the provision of transition services to the Plan
Investor.

In addition to distributions on account of the Prepetition Secured
Lender Claims, the Prepackaged Plan provides for: (a) the payment
in full in cash of Allowed (i) Administrative Expense Claims, (ii)
Priority Tax Claims, and (iii) Fee Claims; and (b) reinstatement or
payment in full, as applicable, of (x) Priority Non-Tax Claims, (y)
Other Secured Claims, and (z) Canadian Claims and Assumed U.S.
Liabilities.  Under the Prepackaged Plan, holders of (i) Claims
under the Second Lien Indenture, (ii) General Unsecured Claims
against the U.S. Debtors, and (iii) Existing U.S. Interests will
not receive a recovery on account of their Claims and/or Interests.
The Dissolving Debtors will be liquidated and no distributions
other than as set forth above are expected to be made.

The U.S. Debtors either are borrowers or guarantors under the
Second Lien Indenture.  The Canadian Debtors are neither borrowers
nor guarantors thereunder.  Accordingly, as part of the terms of
the Restructuring Support Agreement, the Consenting Lenders have
agreed to support and vote in favor of the Prepackaged Plan (which
proposes to compromise the First Lien Lender Claims, the 1.25 Lien
Lender Claims and the 1.5 Lien Lender Claims) and have agreed that
all undisputed unsecured claims against the Canadian Debtors either
will be, subject to Bankruptcy Court approval, paid in the ordinary
course during the pendency of these Chapter 11 cases, or be
unimpaired and reinstated under the Prepackaged Plan.  In addition,
as part of the Proposed Restructuring Transactions, on the
Effective Date, Debtor SquareTwo Financial Canada Corporation shall
repurchase for a lump sum cash payment all equity securities of
Debtor CCL Financial Inc. held by Christopher D. Walker, Debtor
SquareTwo Financial Canada Corporation's current president and
chief executive officer.

On March 3, 2017, the Debtors began soliciting votes to accept or
reject the Prepackaged Plan from the holders of claims in Class 3
(First Lien Lender Claims), Class 4 (1.25 Lien Lender Claims), and
Class 5 (1.5 Lien Lender Claims), the only classes of claims
entitled to vote on the Prepackaged Plan.  The holders of claims in
Class 1 (Priority Non-Tax Claims), Class 2 (Other Secured Claims),
Class 7B (Canadian General Unsecured Claims), and Class 8B
(Existing Canadian Interests) were deemed to accept the Prepackaged
Plan and were not entitled to vote.  Additionally, the holders of
claims in Class 6 (Second Lien Lender Claims), Class 7A (U.S.
General Unsecured Claims), and Class 8A (U.S. Existing Interests)
were deemed to reject the Prepackaged Plan and were not entitled to
vote.

                          First Day Motions

To enable the Debtors to operate effectively and to avoid the
adverse effects of the Chapter 11 filings, the Debtors have filed,
or will file in the near term, various motions and applications.
The Debtors are seeking permission to, among other things, obtain
$58.5 million debtor-in-possession financing and use cash
collateral, utilize existing cash management system, pay
prepetition claims of employees and prohibit utility companies from
discontinuing services.  A full-text copy of the declaration in
support of the First Day Motions is available for free at:

       http://bankrupt.com/misc/3_SQUARETWO_Declaration.pdf

                           About SquareTwo

SquareTwo Financial Corporation, founded in 1994 --
http://www.squaretwofinancial.com-- is a privately held
corporation headquartered in Centennial, Colorado.  The Debtors'
primary business is to acquire, manage, and collect charged-off
consumer and commercial accounts receivable, which are accounts
that credit issuers have charged off as uncollectible, but that
remain owed by the borrower and subject to collection.

The Debtors first started purchasing debt in 1998.  Since then,
they have invested approximately $2.7 billion in acquiring
Charged-Off Accounts, representing over $39 billion in face value
of accounts.  The Debtors' annual cash proceeds have steadily
increased over this period, from $8.7 million in 1999, their first
full year of operations, to $310.5 million in 2016.

The Debtors operate their business through a series of subsidiaries
of their parent company, SquareTwo Financial Corporation.  Debtors
CACH, LLC d/b/a Fresh View Funding, CACV of Colorado, LLC, and
Preferred Credit Resources Limited purchase Charged-Off Accounts
from financial institutions, finance and leasing companies, and
other credit issuers in the United States and Canada.  Debtors
SquareTwo Financial Services Corporation d/b/a Fresh View Solutions
and CCL Financial Inc. are licensed collection agencies that
collect amounts owed on Charged-Off Accounts.  There are twelve
additional subsidiaries with no or nominal operations.

The Debtors also operate through several Canadian subsidiaries,
directly owned by U.S. Debtor Collect America of Canada LLC, that
exclusively purchase and collect Canadian Charged-Off Accounts
(mainly consumer debt).  The Debtors' Canadian operations are an
integral part of their business, accounting for 22.0% of the
Debtors' total adjusted EBITDA and 9.2% of their total revenues
from Jan. 1, 2016, through Sept. 30, 2016.  The Canadian business
also represented 10.8% of the Debtors' assets for the period from
Jan. 1, 2016, through Dec. 31, 2016.

The Debtors maintain their headquarters in Centennial, Colorado, as
well as offices in Overland Park, Kansas; Newmarket, Ontario; and
Montreal, Quebec.  The Debtors also maintain data centers in
Centennial, Colorado and Lisle, Illinois, which provide key
information technology services (including supporting the eAGLE
platform).

As of March 6, 2017, the Debtors had approximately 283 employees,
none of whom are represented by a union or covered by a collective
bargaining agreement.  Approximately 198 of these employees work in
the Centennial office in executive, operations, business
development, and corporate services functions.

In 2009 and thereafter, certain of the Debtors were named as
defendants in several lawsuits, some of which have been filed as
class actions.  Specifically, a number of persons commenced class
actions against certain of the Debtors and their Law Firms that,
among other things, challenged the Debtors' debt collection
practices.  As of the Petition Date, several such class actions (or
purported class actions) are pending against one or more of the
Debtors in one or more jurisdictions.

As of the Petition Date, there is approximately (a) $41 million in
aggregate principal amount plus accrued but unpaid interest and
fees outstanding under the First Lien Revolving Credit Facility,
(b) $16.3 million in aggregate principal amount outstanding plus
accrued but unpaid interest and fees outstanding under the 1.25
Lien Term Loan Facility, (c) $191.5 million in aggregate principal
amount outstanding plus accrued but unpaid interest and fees
outstanding under the 1.5 Lien Term Loan Facility, and (d) $19.1
million in principal amount of Second Lien Notes remains
outstanding plus accrued and unpaid interest.

The cases are pending before the Honorable James L. Garrity, Jr.,
and the Debtors have requested joint administration of the cases
under Case No. 17-10659.


SQUARETWO FINANCIAL: Set to Emerge From Ch. 11 Under New Ownership
------------------------------------------------------------------
SquareTwo Financial Services Corporation, together with 17 of its
affiliates, filed a voluntary petition under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of New York on March 19, 2017.  On the Petition Date, the
Debtors also filed their joint prepackaged Chapter 11 plan which
contemplates a sale of their portfolio of assets to
Resurgent Holdings LLC.

The Debtors commenced the Chapter 11 cases after receiving support
from holders of 100% of Class 3 Claims (First Lien Lender Claims),
100% of Class 4 Claims (1.25 Lien Lender Claims) and over 99% in
amount and 93% in number of Class 5 Claims (1.5 Lien Lender
Claims).

"The commencement of these Chapter 11 cases represents the
culmination of the prepetition Recapitalization and subsequent
marketing and auction process that took place in the months leading
up to the Petition Date," said J.B. Richardson, Jr., chief
operating officer of SquareTwo Financial.

Shortly after the Petition Date, SquareTwo Financial, as proposed
foreign representative of the Debtors, intends to file an
application with the Ontario Superior Court of Justice under the
Companies' Creditors Arrangement Act for recognition of their
Chapter 11 cases as foreign main proceedings under Part IV of the
CCAA.

                 Recapitalization Transactions

Mr. Richardson related that beginning in early 2015, in response to
their financial results and concerns about long-term liquidity, the
Debtors began considering options to recapitalize their balance
sheet.  As a result, the Debtors entered into a series of
transactions in May 2016 that resulted in their current capital
structure.  Pursuant to the Recapitalization, the Debtors sought to
improve their capital structure by (a) repaying amounts outstanding
under their then-existing secured credit facilities and (b) making
an exchange offer for their then-outstanding second lien notes.
The Debtors entered into the Recapitalization as an initial step to
improve their capital structure.

In early June 2016, the Debtors engaged professionals to, among
other things, analyze their business model and organizational
structure with the goal of, among other things, understanding the
future potential of their processes and capabilities.  In
particular, of concern was a
Jan. 1, 2017, springing maturity under each of their secured
prepetition credit facilities, which required the outstanding
secured second lien notes to be paid down to no more than $1
million by Jan. 1, 2017.

In or around July 2016, the Debtors explored the viability of a
sale or other restructuring, and in August 2016, the Debtors
engaged Keefe, Bruyette & Woods, Inc. as their financial advisor
and began a prepetition marketing process.  However, after months
of negotiations and multiple exchanges of draft key definitive
documentation, the Debtors were unable to resolve to their
satisfaction open business and legal issues during the period of
exclusivity.

The Debtors ultimately determined that the most value-maximizing
approach was to proceed with a restructuring involving a new money
investment from Resurgent Holdings LLC through a Chapter 11
restructuring and the Canadian Recognition Proceeding.

                       The Prepackaged Plan

To effectuate the proposed restructuring transaction, the Debtors,
the Plan Investor, and the secured lenders under the Debtors'
prepetition secured credit facilities representing (i) 100% in
principal amount and number of holders of their First Lien
Financing Facility, (ii) 100% in principal amount and number of
holders of their 1.25 Lien Credit Facility, and (iii) approximately
83.2% in principal amount of their 1.5 Lien Credit Facility
extensively negotiated the Joint Prepackaged Chapter 11 Plan for
SquareTwo Financial Services Corporation and Its Affiliated Debtors
and a plan funding agreement.  

Among other things, the Prepackaged Plan provides for: (a) a new
money investment in cash from Resurgent of $405.1 million, subject
to purchase price adjustments, which the Debtors estimate will
result in a final purchase price of approximately $264 million, in
exchange for 100% of the equity of CACH, LLC, CACV of Colorado,
LLC, and SquareTwo Financial Canada Corporation; (b) holders of
claims under the First Lien Financing Agreement and 1.25 Lien
Credit Agreement to receive payment of their claims owed as of the
Petition Date in full in cash (plus postpetition interest at a
combination of the default and non-default rates as set forth in
the Prepackaged Plan) in full and final satisfaction of their
respective claims; (c) holders of claims under the 1.5 Lien Credit
Agreement to receive their pro rata share of the Remaining Cash in
full and final satisfaction of their claims; and (d) SquareTwo to
effectuate the Prepackaged Plan, including the winding down and
dissolution of Astrum Financial, LLC; Autus, LLC; CACV of New
Jersey, LLC; CA Internet Marketing, LLC; Collect Air, LLC; Collect
America of Canada, LLC; Orsa, LLC; ReFinance America, Ltd.;
Healthcare Funding Solutions, LLC; Candeo, LLC; SquareTwo;
SquareTwo Financial Services Corporation (d/b/a Fresh View
Solutions) and the provision of transition services to the Plan
Investor.

In addition to distributions on account of the Prepetition Secured
Lender Claims, the Prepackaged Plan provides for: (a) the payment
in full in cash of Allowed (i) Administrative Expense Claims, (ii)
Priority Tax Claims, and (iii) Fee Claims; and (b) reinstatement or
payment in full, as applicable, of (x) Priority Non-Tax Claims, (y)
Other Secured Claims, and (z) Canadian Claims and Assumed U.S.
Liabilities.  Under the Prepackaged Plan, holders of (i) Claims
under the Second Lien Indenture, (ii) General Unsecured Claims
against the U.S. Debtors, and (iii) Existing U.S. Interests will
not receive a recovery on account of their Claims and/or Interests.
The Dissolving Debtors will be liquidated and no distributions
other than as set forth above are expected to be made.

The U.S. Debtors either are borrowers or guarantors under the
Second Lien Indenture.  The Canadian Debtors are neither borrowers
nor guarantors thereunder.  Accordingly, as part of the terms of
the Restructuring Support Agreement, the Consenting Lenders have
agreed to support and vote in favor of the Prepackaged Plan (which
proposes to compromise the First Lien Lender Claims, the 1.25 Lien
Lender Claims and the 1.5 Lien Lender Claims) and have agreed that
all undisputed unsecured claims against the Canadian Debtors either
will be, subject to Bankruptcy Court approval, paid in the ordinary
course during the pendency of these Chapter 11 cases, or be
unimpaired and reinstated under the Prepackaged Plan.  In addition,
as part of the Proposed Restructuring Transactions, on the
Effective Date, Debtor SquareTwo Financial Canada Corporation shall
repurchase for a lump sum cash payment all equity securities of
Debtor CCL Financial Inc. held by Christopher D. Walker, Debtor
SquareTwo Financial Canada Corporation's current president and
chief executive officer.

On March 3, 2017, the Debtors began soliciting votes to accept or
reject the Prepackaged Plan from the holders of claims in Class 3
(First Lien Lender Claims), Class 4 (1.25 Lien Lender Claims), and
Class 5 (1.5 Lien Lender Claims), the only classes of claims
entitled to vote on the Prepackaged Plan.  The holders of claims in
Class 1 (Priority Non-Tax Claims), Class 2 (Other Secured Claims),
Class 7B (Canadian General Unsecured Claims), and Class 8B
(Existing Canadian Interests) were deemed to accept the Prepackaged
Plan and were not entitled to vote.  Additionally, the holders of
claims in Class 6 (Second Lien Lender Claims), Class 7A (U.S.
General Unsecured Claims), and Class 8A (U.S. Existing Interests)
were deemed to reject the Prepackaged Plan and were not entitled to
vote.

                          First Day Motions

To enable the Debtors to operate effectively and to avoid the
adverse effects of the Chapter 11 filings, the Debtors have filed,
or will file in the near term, various motions and applications.
The Debtors are seeking permission to, among other things, obtain
$58.5 million debtor-in-possession financing and use cash
collateral, utilize existing cash management system, pay
prepetition claims of employees and prohibit utility companies from
discontinuing services.  A full-text copy of the declaration in
support of the First Day Motions is available for free at:

       http://bankrupt.com/misc/3_SQUARETWO_Declaration.pdf

                           About SquareTwo

SquareTwo Financial Corporation, founded in 1994 --
http://www.squaretwofinancial.com-- is a privately held
corporation headquartered in Centennial, Colorado.  The Debtors'
primary business is to acquire, manage, and collect charged-off
consumer and commercial accounts receivable, which are accounts
that credit issuers have charged off as uncollectible, but that
remain owed by the borrower and subject to collection.

The Debtors first started purchasing debt in 1998.  Since then,
they have invested approximately $2.7 billion in acquiring
Charged-Off Accounts, representing over $39 billion in face value
of accounts.  The Debtors' annual cash proceeds have steadily
increased over this period, from $8.7 million in 1999, their first
full year of operations, to $310.5 million in 2016.

The Debtors operate their business through a series of subsidiaries
of their parent company, SquareTwo Financial Corporation.  Debtors
CACH, LLC d/b/a Fresh View Funding, CACV of Colorado, LLC, and
Preferred Credit Resources Limited purchase Charged-Off Accounts
from financial institutions, finance and leasing companies, and
other credit issuers in the United States and Canada.  Debtors
SquareTwo Financial Services Corporation d/b/a Fresh View Solutions
and CCL Financial Inc. are licensed collection agencies that
collect amounts owed on Charged-Off Accounts.  There are twelve
additional subsidiaries with no or nominal operations.

The Debtors also operate through several Canadian subsidiaries,
directly owned by U.S. Debtor Collect America of Canada LLC, that
exclusively purchase and collect Canadian Charged-Off Accounts
(mainly consumer debt).  The Debtors' Canadian operations are an
integral part of their business, accounting for 22.0% of the
Debtors' total adjusted EBITDA and 9.2% of their total revenues
from Jan. 1, 2016, through Sept. 30, 2016.  The Canadian business
also represented 10.8% of the Debtors' assets for the period from
Jan. 1, 2016, through Dec. 31, 2016.

The Debtors maintain their headquarters in Centennial, Colorado, as
well as offices in Overland Park, Kansas; Newmarket, Ontario; and
Montreal, Quebec.  The Debtors also maintain data centers in
Centennial, Colorado and Lisle, Illinois, which provide key
information technology services (including supporting the eAGLE
platform).

As of March 6, 2017, the Debtors had approximately 283 employees,
none of whom are represented by a union or covered by a collective
bargaining agreement.  Approximately 198 of these employees work in
the Centennial office in executive, operations, business
development, and corporate services functions.

In 2009 and thereafter, certain of the Debtors were named as
defendants in several lawsuits, some of which have been filed as
class actions.  Specifically, a number of persons commenced class
actions against certain of the Debtors and their Law Firms that,
among other things, challenged the Debtors' debt collection
practices.  As of the Petition Date, several such class actions (or
purported class actions) are pending against one or more of the
Debtors in one or more jurisdictions.

As of the Petition Date, there is approximately (a) $41 million in
aggregate principal amount plus accrued but unpaid interest and
fees outstanding under the First Lien Revolving Credit Facility,
(b) $16.3 million in aggregate principal amount outstanding plus
accrued but unpaid interest and fees outstanding under the 1.25
Lien Term Loan Facility, (c) $191.5 million in aggregate principal
amount outstanding plus accrued but unpaid interest and fees
outstanding under the 1.5 Lien Term Loan Facility, and (d) $19.1
million in principal amount of Second Lien Notes remains
outstanding plus accrued and unpaid interest.

The cases are pending before the Honorable James L. Garrity, Jr.,
and the Debtors have requested joint administration of the cases
under Case No. 17-10659.


STATE DRIVE-IN: Creditors to Get $924 Per Month Under Revised Plan
------------------------------------------------------------------
State Drive-In Cleaners, Inc., filed a first corrected first
amended disclosure statement dated March 17, 2017, a full-text
copy of which is available at:

          http://bankrupt.com/misc/ctb16-50502-90.pdf

The March 17 version of the Disclosure Statement provides that the
aggregate monthly plan payments to creditors under the proposed
Plan are $924.24 per month, compared to $917.19 per month under the
February 9 version of the Disclosure Statement.

The Debtor anticipates that the quarterly fees will cease after
the second quarter of 2017 or approximately July of 2017.  The
Debtor further anticipates that the plan payments will commence in

May of 2017, leaving a two-three month period where the debtor's
net income is less than the required monthly plan payments.  The
monthly differential during that period would be $170.31 per
month.  Mr. Raclyn has deposited into the Debtor's account the sum

of $510.93 from his personal funds to cover a 3-month shortfall
under the plan.

The Debtor is proposing to pay Class 3 Allowed Unsecured Priority
Claim of the Internal Revenue Services in the amount of
$1,138.74 with interest at 3% for 45 months commencing 30 days from
the effective date of the plan at the monthly amount of
$26.79.  The prior plan provides that the same claim will be paid
in the amount of $1,138.74 with interest at 3% for 60 months at the
monthly amount of $20.46.

                 About State Drive-In Cleaners

State Drive-In Cleaners, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. D. Conn. Case No. 16-50502) on April 12, 2016.

Thomas V. Battaglia Jr., Esq., at the Law Office of Thomas V.
Battaglia, Jr., serves as the Debtor's bankruptcy counsel.


T&H PLASTICS: Court Confirms Plan of Reorganization
---------------------------------------------------
The Hon. Karen K. Brown of the U.S. Bankruptcy Court for the
Southern District of Texas has confirmed T&H Plastics, Inc.'s plan
of reorganization and approved the Debtor's disclosure statement.

The Class 3 Claim of Iberia Bank is an allowed claim and will be
paid a total of $63,200.16 with no interest as follows: (i)months
1-12 at $600 per month; and (i) months 13-30 at $3,111.12.  

The Class 2 claim of Iberia Bank is an allowed claim and will be
paid as provided for in the Class 2 of the Plan.

The Plan does not impair, diminish or otherwise impact the existing
personal guarantees of the Iberia Bank indebtedness.  Iberia Bank
has reached a written agreement with the guarantors of the Iberia
Bank indebtedness regarding their guarantee obligations.

As reported by the Troubled Company Reporter on Feb. 6, 2017, the
Debtor filed with the Court a small business disclosure statement
referring to the Debtor's plan of reorganization dated Jan. 30,
2017.  Class 5 General Unsecured Claims -- estimated at $604,000 --
is impaired by the Plan.  The Debtor will make seven annual
installment payments to all creditors with allowed claims in this
class.  The first installment payment will be made 13 months after
the Effective Date of the Plan.  The amount of the annual
installment payment will be $15,000.  This payment will be
disbursed to creditors with allowed claims in this class on a pro
rata basis.

The Plan will be funded by the Reorganized Debtor through future
income and continued operation of the business.  The Debtor
believes the Plan is feasible based on the projections attached
hereto as well as the increase in business and diversification of
offerings.

Additionally, the owners will personally contribute $12,597 to the
Debtor as a new capital contribution to help fund the Plan.

                       About T&H Plastics

T&H Plastics, Inc., is a for-profit corporation and was
incorporated with the Texas Secretary of State on Jan. 31, 2003.
The Debtor's principals, Antonio Mendoza and Hector Gomez, have
been in the business of plastic recycling since 1984 and 1982
respectively.  In 2003, they formed T&H Plastics, Inc., after their
previous employer closed Houston Operations.  T&H Plastics started
operating in the same leased premises that the previous business
was leasing prior to 2003.  Since 2003, Messrs. Mendoza and Gomez
have cultivated relationships with auto parts manufacturers in
Mexico from whom they import a large portion of the plastic that
they recycle.  Some of these vendors supply raw materials to T&H
Plastics for low or no cost due to the expense of disposal that
they would face.  T&H Plastics is diversifying their offerings of
plastic recycling services including processing materials for other
companies, brokering, toll work which includes compounding and
extruding, and regrinding services.

T&H Plastics filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Tex. Case No. 16-32525) on May 17, 2016.


TCC GENERAL: May Use Cash Collateral Until June 30
--------------------------------------------------
The Hon. Sheri Bluebond of the U.S. Bankruptcy Court for the
Central District of California has approved TCC General
Contracting, Inc.'s third supplement to the Debtor's motion to use
cash collateral on an interim and final basis.

The Debtor is authorized to use cash collateral, in the amounts
specified in the budget, for the period Feb. 17, through June 30,
2017, and the June 30th date may be extended by a written agreement
between Windset Capital Corporation and Debtor, and approved by the
Court.

As reported by the Troubled Company Reporter on Feb. 3, 2017, the
Debtor sought authority from the Court to use cash collateral.  The
Debtor wants to use its monies in the ordinary course of business,
to operate its business, to honor existing and future contracts for
work, to pay employees, to pay rent and utilities and pay other
expenses through plan confirmation pursuant to its proposed budget.
The Debtor identifies three entities who assert interests in
estate monies: (1) Windset Capital, which is owed $86,959, and is
fully secured by the Debtor's cash collateral; (2) IOU Financial,
which is owed $34,490, and is fully secured by the Debtor's cash
collateral; and (3) Knight Capital Funding, which is owed $78,872,
however, it appears to the Debtor that Knight Capital's lien does
not attach to equity in cash collateral.

The Debtor may deviate from the expenses listed in the budget and
the revised budget as to any one category by as much as 15% per
period without notice to the secured creditors.

Should it be necessary for the Debtor to exceed the approved
amounts by a greater percentage, the Debtor will need to obtain
approval from the secured creditors.  If they do not object to the
variance within 48 business hours, then the variance will be deemed
approved.

The Debtor may roll forward any unused expense allowance week to
week by category.

To the extent gross revenues exceed projected gross revenues, the
Debtor is authorized to use the excess and apply up to 75% of
excess (beyond the projected gross revenues) to costs of goods
sold.

As further adequate protection, the secured creditors are granted
replacement liens in all post-petition assets of the Debtor, other
than avoidance power actions and recoveries.  The replacement liens
granted to the secured creditors will have the same extent,
validity and priority (and will be subject to the same defenses) as
were their respective liens and security interests in prepetition
collateral.

               About TCC General Contracting

TCC General Contracting, Inc., operates a water and fire
restoration company in Lancaster, California.  It employs 30
employees and, based on gross revenues year to date, would realize
gross revenues of perhaps $3.3 million.  It filed for Chapter 11
bankruptcy protection (Bankr. C.D. Cal. Case No. 16-18301) on June
22, 2016.  The bankruptcy petition was signed by Thomas C. Conroy
IV, president.

The Debtor is represented by Steven R. Fox, Esq., at the Law
Offices of Steven R. Fox.  The case is assigned to Judge Sheri
Bluebond.

The Debtor estimated assets and debt at $500,000 to $1,000,000.


UNIFRAX HOLDING: S&P Gives 'B' Rating on New $735MM Sr. Facilities
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '3'
recovery rating to Unifrax Holding Co.'s proposed $735 million
senior secured credit facilities, which comprise a $75 million
revolver due 2022, a $460 million term loan due 2024, and a
$200 million euro-equivalent term loan due 2024.  The '3' recovery
rating indicates S&P's expectation for meaningful (50%-70%; rounded
estimate: 55%) recovery in the event of a payment default.

Unifrax will use the proceeds from the proposed senior secured
facilities, along with $36 million of cash on hand, to refinance
its existing senior secured credit facilities and senior unsecured
notes.  When the transaction closes, S&P will withdraw all of its
ratings on the company's senior secured credit facility due 2018
and senior unsecured notes due 2019.  All of S&P's other ratings on
Unifrax remain unchanged.

                         RECOVERY ANALYSIS

Key analytical factors:

   -- S&P's simulated default scenario assumes a payment default
      in 2020 arising from a sustained and significant decline in
      demand for the company's industrial and automotive
      applications, which would cause its sales and EBITDA to
      deteriorate.  The gross emergence enterprise value of
      $429 million is based on emergence EBITDA of $78 million and

      a valuation multiple of 5.5x

   -- S&P's recovery analysis assumes that in a hypothetical
      bankruptcy scenario, the residual value would be sufficient
      to provide the company's senior secured lenders with
      recovery prospects in the 30%-50% range in the event of a
      payment default.

Simulated default assumptions:
   -- Simulated year of default: 2020
   -- Revolver is 85% drawn

Simplified Recovery Waterfall
   -- Emergence EBITDA: $78 million
   -- Multiple: 5.5x
   -- Gross recovery value: $429 million
   -- Net recovery value after admin expenses (5%): $407 million
   -- Obligor/nonobligor valuation split: 37%/63%
   -- Estimated first-lien claims: $728 million
      -- Recovery range: 30%-50% (rounded estimate: 55%)

Note: All debt amounts include six months of prepetition interest

RATINGS LIST

Unifrax Holding Co.
Corporate Credit Rating                 B/Stable/--

New Rating

Unifrax GMBH
Unifrax I LLC
Unifrax Ltd
Unifrax UK Holdco Ltd
$75M Revolver Due 2022                  B
  Recovery Rating                        3(55%)

Unifrax I LLC
$460M Term Loan Due 2024                B
  Recovery Rating                        3(55%)
$200M euro-equivalent Trm Ln Due 2024   B
  Recovery Rating                        3(55%)



UNIQUE MOTORSPORTS: Has Final Order to Use Cash Collateral
----------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas issued an order authorizing Unique
Motorsports, Inc's final use of NextGear Capital, Inc. and Grand
South Bank, doing business as CarBuckscash, cash collateral to fund
payroll obligations and pay other operating expenses.

All Cash Collateral received by or on behalf of Debtor will be
deposited into the Debtor in possession account and be accounted
for in the filing of its monthly operating reports.

The Debtor's right to use Cash Collateral under the Final Order
will commence on entry of the Final Order.

As adequate protection of the Secured Lender's interest, if any, in
the Cash Collateral pursuant to sections 361 and 363(e) of the
Bankruptcy Code to the extent of any diminution in value from the
use of the Collateral, the Court grants the Secured Lenders
replacement security liens on and replacement liens on the Debtor's
motor vehicles that were financed by the Secured Lenders under the
terms of their respective floor plans as of the Petition Date
("Replacement Liens"), whether such property was acquired before or
after the Petition Date.

Further, such Replacement Liens will be equal to the aggregate
diminution in value of the Collateral, if any, that occurs from and
after the Petition Date.  The Replacement Liens will be of the same
validity and priority as the liens of the Secured Lenders on the
prepetition Collateral.

NextGear has a valid and perfected, non‐avoidable first priority
lien on the following automobile: 2008 Ford F250, VIN
1FTSW21RX8EA07312, as well as the proceeds, products, offspring, or
profits of the NextGear Vehicle.  Upon the sale of the NextGear
vehicle, Debtor will pay NextGear all principal, interest, fees,
and other charges due NextGear for the NextGear vehicle by the
earlier of (i) 48 hours after the disposition by sale or otherwise
of the NextGear vehicle; or (ii) 24 hours from the Debtor's receipt
of payment for the NextGear vehicle.

CarBucks has a valid and perfected, non‐avoidable first priority
lien on the following automobiles: 2013 Ford F150, 2006 Ford F250,
2007 Ford F250, 2006 Jeep Cherokee, 1995 Chevrolet Corvette, as
well as the proceeds, products, offspring, or profits of the
CarBucks vehicles.  Upon the sale of the CarBucks vehicles, the
Debtor will pay CarBucks all principal, interest, fees, and other
charges due CarBucks for the CarBucks vehicles by the earlier of
(i) 48 hours after the disposition by sale or otherwise of any of
the CarBucks vehicles; or (ii) 24 hours from the Debtor's receipt
of payment for the sold CarBucks vehicles.

The Debtor will keep all motor vehicles securing Secured Lenders'
indebtedness insured.

                    About Unique Motorsports

Unique Motorsports, Inc., filed a chapter 11 petition (Bankr. E.D.
Tex. Case No. 17-40218) on Feb. 3, 2017.  The Debtor is
represented
by Robert T. DeMarco, Esq. and Michael S. Mitchell, Esq., at
DeMarco Mitchell, PLLC.

The Debtor is a Powerstroke diesel performance and repari facility
located in Lewisville, Texas.  The Debtor also provides a wide
range of other vehicle services, including window tinting, audio
video installation, and routine maintenance.  The Debtor is also a
licensed car dealership with a small inventory of trucks and cars.

No trustee or examiner has been appointed, and no official
committee of unsecured creditors has yet been established.


V & V SUPERMARKETS: Wants Court Approval for Cash Collateral Use
----------------------------------------------------------------
V. & V. Supermarkets, Inc., d/b/a Foodtown of Lake Hiawatha, seeks
authorization from the U.S. Bankruptcy Court for the District of
New Jersey to use cash collateral.

The proposed 13-week Budget for the period from March 22, 2017
through June 14, 2017, reflects total operating cash disbursements
of approximately $2,919,575 and total non-operating cash use in the
aggregate amount of $83,676.

The Debtor identifies Mariner's Bank, C&S Wholesale Grocers, Inc.,
and the State of New Jersey as its major secured creditors.

The remaining debt owed on the first Mariner Bank's Loan is
approximately $474,068, secured by a blanket lien on the Debtor's
assets.  Besides the blanket lien on the Debtor's assets, Mariner
Bank has Personal Guarantees that are secured by the Chadwick
Property and the vacant land and private residence at the 129 Troy
Property.

C&S Wholesale Grocers, Inc., is owed the approximate amount of
$350,000 as of the Petition Date.  C&S Wholesale has a blanket lien
on the Debtor's assets to secure the Debtor's obligations under the
Supply Agreement.

The State of New Jersey, Division of Taxation asserts certain
monies totaling approximately $502,218 with regard to delinquent
State taxes, which have been reduced because of a garnishment.  The
Debtor relates that since July 1, 2015, the Division has garnished
monthly rent of proceeds in the amount of $1,750 from the Debtor's
commercial tenant, Me and Him, LLC, t/a Hiawatha Pharmacy.

The Debtor asserts that its Secured Creditors will be adequately
protected during the pendency of its bankruptcy case by an equity
cushion based on the value of the Debtor's assets considering that
Mariner Bank and C&S Wholesale have blanket lien on all of the
Debtor's assets.
.
A full-text copy of the Debtor's Motion, dated March 16, 2017, is
available at https://is.gd/J3V6U4

V. & V. Supermarkets, Inc., is represented by:

          Richard D. Trenk, Esq.
          Irena M. Goldstein, Esq.
          Robert S. Roglieri, Esq.
          TRENK, DiPASQUALE, DELLA FERA & SODONO, P.C.
          347 Mount Pleasant Avenue, Suite 300
          West Orange, NJ 07052
          Phone: (973) 243-8600

                     About V. & V. Supermarkets, Inc.

V. & V. Supermarkets, Inc., d/b/a Foodtown of Lake Hiawatha, filed
a Chapter 11 petition (Bankr. D.N.J. Case No. 17-15174) on March
16, 2017. The Debtor is represented by Richard D. Trenk, Esq.,
Irena M. Goldstein, Esq., and Robert S. Roglieri, Esq. at Trenk,
DiPasquale, Della Fera & Sodono, P.C.  No trustee, examiner, or
creditors' committee have been appointed in the Debtor's case.


VALUEPART INC: Has Until May 6 to Use Cash Collateral
-----------------------------------------------------
Judge Harlin DeWayne Hale of the U.S. Bankruptcy Court for the
Northern District of Texas authorized ValuePart, Inc., to use cash
collateral of ACF FinCo I LP and Skokie Investrade on an interim
basis to fund working capital, operating expenses, capital
expenditures, fixed charges, payroll, and other general corporate
purposes arising in the Debtor's ordinary course of business,
necessary for the orderly maintenance and operation of the Debtor's
business as a going concern.

The Debtor's right to use the Lenders' cash collateral will
commence on the Petition Date and expire at the earlier of 5:00
p.m. (CST) on the last day of the time period set forth in the
Budget or a final hearing on the Debtor's motion to use cash
collateral.

Notwithstanding such expiration or other termination, or
modification, the Lenders are entitled to the liens, priorities and
other rights provided.

The approved Budget reflects these total operating disbursements:

          Week of            Total Disbursement
          -------            ------------------
          3/11/17                   $832,185            
          3/18/17                   $752,568            
          3/25/17                 $1,018,061
          4/01/17                   $673,975
          4/08/17                   $904,145
          4/15/17                   $692,873
          4/22/17                   $758,265
          4/29/17                   $855,006
          5/06/17                 $1,279,062

The Debtor is authorized to use the Lenders' cash collateral in
accordance with the Budget provided, however, total disbursements
under the Budget may not exceed 5% on a total-disbursements
cumulative basis and 10% on a line-item cumulative basis.  Unless
otherwise authorized by the Court, the Debtor will not make any
payments or sales on inventory to any customers, suppliers or
vendors other than ValuePart Changtai Machinery Production Co. and
Florida Track & Power, Inc. that are directly or indirectly owned
or controlled by any shareholders, officers, directors, members,
insiders, employees, or principals of the Debtor without the prior
written consent of the Senior Lender.  

Nothing in the Sixth Interim Order prevents the Lenders from
consenting to the use of cash collateral for the payment of
ordinary-course post-petition expenses of the estate.

The adequate protection provided to the Lenders in the Sixth
Interim Order is only to the extent that the Lenders' asserted
liens and security interests in the Debtor's pre-Petition Date
property are perfected, valid, and not avoidable as of the Petition
Date.  Subject to the Court so finding, the following Adequate
Protection is provided to the Lenders as adequate protection of the
Lenders' asserted pre-Petition Date security interests in the
Debtor's pre-Petition Date collateral:

          a. Immediately upon the entry of the Sixth Interim Order,
the Debtor will pay to the Senior Lender the $50,000 payment that
was due to be paid in February 2017 pursuant to Paragraph 3.a of
the Fifth Interim Order Authorizing Debtor's Use Of Cash Collateral
And Granting Adequate Protection And Related Relief.

          b. The Debtor will pay to the Senior Lender: (i) by no
later than the first business day of each month with the first
payment due March 1, 2017, timely and current monthly payments of
accrued interest at the non-default rate in the amount approximated
in the Budget as "Adequate Protection for Ares;" plus (ii) by no
later than the 20th calendar day of each month with the first
payment due March 20, 2017, $100,000 to be applied by the Senior
Lender only to outstanding unpaid principal, irrespective of
whether such amount is included in the Budget.

          c. Lenders are each granted, from and after the Petition
Date, Replacement Liens and security interests in all of the
Debtor's assets, including, without limitation, all accounts and
inventory acquired by the Debtor after the Petition Date.

          d. As of the date of this Interim Order, the Replacement
Liens will be valid, perfected, enforceable and effective against
the Debtor and its successors and assigns.

          e. The Replacement Liens in favor of the Senior Lender
will constitute a paramount and perfected first priority liens and
security interests in such property.

          f. The Lenders will each have all the rights and remedies
of a secured creditor in connection with the liens and security
interests granted by the Sixth Interim Order, except to the extent
that such rights and remedies may be affected by the Bankruptcy
Code, or otherwise.

An interim hearing to consider further relief will be scheduled for
April 25, 2017, at 9:00 a.m. (PCT).

By no later than May 1, 2017, the Debtor and the Committee will
file their objection, if any, to the Proof of Claim and any action,
objection or challenge to the validity, priority, and
enforceability, of the Senior Lender's liens in the collateral
securing the obligations set forth in the Proof of Claim.

                    About Valuepart Incorporated

ValuePart, Incorporated filed a Chapter 11 petition (Bankr. N.D.
Tex. Case No. 16-34169), on Oct. 27, 2016.  The petition was
signed
by Isa Passini, vice president.  The case is assigned to Judge
Harlin DeWayne Hale.  The Debtor estimated assets and liabilities
at $10 million to $50 million.

ValuePart is a Chicago-based distributor of aftermarket
replacement
parts for off-highway earthmoving equipment manufacturers such as
Caterpillar, Case, Komatsu, Deere, International, Bobcat and
Hitachi, along with many others.

At the time of the bankruptcy filing, the Debtor operated from
eight locations in Illinois, Texas, Nevada, Washington, Ohio,
Georgia, Vancouver and Toronto, and employed approximately 70
employees. Although headquartered in Vernon Hills, Illinois, the
Debtor's largest distribution center is located in Dallas, Texas.

The Debtor is represented by Marcus Alan Helt, Esq., Mark C.
Moore,
Esq. and Thomas C. Scannell, Esq., at Gardere Wynne Sewell LLP.
The Debtor's Restructuring Advisor is CR3 Partners, LLC; and the
Debtor's Claims and Noticing Agent is Upshot Services LLC.

The Office of the U.S. Trustee appointed these creditors to serve
on the Official Committee of Unsecured Creditors: Federal Mogul,
Kunshan Taiheiya Precision Machinery, Pukdoo Industrial Co., Ltd,
and Modena Parts S.R.L.


VEGA ALTA: Files Plan Addendum to Clarify Liquidation Analysis
--------------------------------------------------------------
Vega Alta Community Health, Inc., filed with the U.S. Bankruptcy
Court for the District of Puerto Rico an addendum to the disclosure
statement dated Feb. 6, 2017, and to the reorganization plan dated
Feb. 6, 2017.

On March 8, 2017, the U.S. Trustee office filed an objection to the
Disclosure Statement and Plan.  

The purpose of the addendum to Disclosure Statement and
Reorganization plan is to provide the following information:

     a. the Debtor will clarify Article IV, "Liquidation
        Analysis", pages 12 and 13.  The Debtor will explain why
        the corporation reached to the conclusion that they have
        zero liquidation value under a Chapter 7 liquidation value

        analysis.  In the Attached Exhibit A, debtor informed that

        the corporation has approximately $924,151 in accounts
        receivables.  The Debtor estimated that they can only
        recover approximately $284,868.  The Debtor will explain
        the basis of those estimates in the Article IV Liquidation

        Analysis of the Disclosure Statement;

     b. the Debtor will clarify Article V, "Summary of the Plan
        Classification and Treatment of Claims, Class four", pages

        16 and 17.  In page 17 of the Disclosure Statement, the
        Debtor disclosed that the corporation will initiate
        aggressive actions to collect accounts receivables and
        that they expects to collect approximately from $25,000 to

        $50,000.  With this addendum to Disclosure Statement and
        Reorganization Plan, debtor will provide additional
        information how debtor arrived at these figures; and

     c. the Debtor will clarify Article XIII, "Means of Execution
        of the Plan and Management of the Debtor", page 24.  The
        Debtor will explain the reason why at this moment,
        according with the Debtor's Monthly Operating Reports,
        the Debtor appears with feasibility problems.

The Addendum is available at:

           http://bankrupt.com/misc/prb16-08128-64.pdf

                           About Vega Alta

Vega Alta Community Health, Inc., provides primary medical services
to the residents of Vega Alta and nearby areas.

The Debtor, based in Catano, Puerto Rico, filed a Chapter 11
petition (Bankr. D.P.R. Case No. 16-08128) on Oct. 11, 2016.  Jaime
Rodriguez Perez, at Jaime Rodriguez Law Office, PSC, serves as
bankruptcy counsel.  In its petition, the Debtor listed $25,582 in
assets and $1.47 million in liabilities.  The petition was signed
by Luis M Gonzalez Bermudez, president.


VWELLWEST INC: Seeks Court Approval to Use IRS Cash Collateral
--------------------------------------------------------------
Vwellwest, Inc., asks the U.S. Bankruptcy Court for the Northern
District of Illinois to authorize its use of cash collateral.

The Debtor tells the Court that it is unable to obtain unsecured
credit and has an urgent requirement for the use of cash
collateral.  The proposed one-month budget projects total operating
expenses of approximately $63,164.

The Department of Treasury – Internal Revenue Service asserts a
security interest in all of the Debtor's accounts receivables,
inventory, deposits, office equipment, equipment and all proceeds
therein to secure the indebtedness owed by the Debtor to the IRS.
The IRS asserts  a secured lien in the amount of $274,471 for
certain of the assessed tax debts.

Accordingly, the Debtor proposes to initially made monthly adequate
protection payments to the IRS in the amount of $3,500 consisting
of principal and interest on the outstanding debt.  In addition,
the IRS will be granted valid, binding, enforceable and perfected
liens and security interests in and on any of the Debtor's
postpetition collateral to the same extent, validity and priority
held by the IRS prior to the Petition Date and to the extent of the
diminution in the amount of the IRS' Cash Collateral used by the
Debtor after the Petition Date.

A full-text copy of the Debtor's Motion, dated March 16, 2017, is
available at https://is.gd/P4tmM9

A copy of the Debtor's Budget is available at https://is.gd/MxSUzF

The Debtor is represented by:

           Laxmi P. Sarathy, Esq.
           2235 W. Washington Blvd, Unit 1
           Chicago, IL 60612
           Tel: 312-720-8464
           Fax: 312-873-4774

                      About Vwellwest Inc.

Vwellwest, Inc., is an active Arizona Corporation, operating a home
health care business in Arizona. Its principle business operations,
including all of its financial activities, are conducted in its
business location located at 651 Amersale Drive, Suite 105,
Naperville, IL 60563.

Vwellwest, Inc. filed a Chapter 11 petition (Bankr N.D. Ill. Case
No. 17-03335) on Feb. 5, 2017.  The petition was signed by Jenneth
Panaligan, Vice President.  The case is assigned to Judge Janet
Baer.  The Debtor is represented by Laxmi P. Sarathy, Esq.  At the
time of filing, the Debtor had assets and liabilities between
$100,000 and $500,000.


WEST CONTRA COSTA: U.S. Trustee Forms 3-Member Committee
--------------------------------------------------------
Tracy Hope Davis, the U.S. Trustee for Region 17 on March 21
appointed three creditors of West Contra Costa Healthcare District
to serve on the official committee of unsecured creditors.

The committee members are:

     (1) California Nurses Association
         155 Grand Avenue
         Oakland, CA 94612

     (2) Rex Shelton, Vice President
         Conduent, Inc. fka Xerox Consultant Co. Inc.
         5225 Auto Club Drive
         Dearborn, MI 48126

     (3) Sharon Sanders

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.

Based in Pinole, California, West Contra Costa Healthcare District
dba Doctors Medical Center San Pablo/Pinole filed for Chapter 9
protection on Oct. 20, 2016 (Bankr. N.D. Ca. Case No. 16-42917).
Samuel R. Maizel, Esq., at Dentons US LLP, represents the Debtor in
its case.  The Debtor estimated assets of between $10 million and
$50 million, and debts of between $50 million and $100 million.


WEST SEATTLE LODGE: Has Until March 24 to Use Cash Collateral
-------------------------------------------------------------
Judge Timothy W. Dore of the Bankruptcy Court Western District of
Washington to authorized West Seattle Lodge, LLC to use the cash
collateral of CBC Partners I, LLC, ("CBC") to pay ongoing normal
operating expenses through March 24, 2017.

The CBC and the Debtor contend that the CBC extended a
non-revolving credit ("Loan") to Debtor on June 10, 2016,
evidenced, in part, by a Secured Promissory Note dated as of June
10, 2016, in the stated principal amount of $825,000 ("Note"), plus
accrued interest at a fixed rate of 13.5%.

The CBC and the Debtor contend that Debtor's obligations under the
Loan are secured by a security interest in favor of the CBC in and
to all of Debtor's presently owned and thereafter acquired
inventory, accounts, general intangibles, rights to payment, and
equipment, together with all products and proceeds of the
foregoing.  The CBC and the Debtor contend that the CBC filed UCC-1
financing statements with the Washington Department of Licensing on
June 10, 2016, under file number 2016-162- 7346-2, with respect to
the Collateral owned by the Debtor.

The CBC and the Debtor contend that Debtor remains indebted to CBC
for the unpaid principal balance owing on the Note in the amount of
$850,000, plus interest, attorney's fees, costs, and other expenses
owing under the Loan Documents.

The Debtor asserts that substantially all of the estate's revenue
is derived from proceeds of sale of inventory, which, together with
all of the estates' cash on hand as of the date of filing and any
postpetition proceeds of the CBC's prepetition collateral,
constitute Cash Collateral.

The Debtor solely to the extent expressly authorized in the
operations of the Debtor's business is authorized to use Cash
Collateral as set forth in the Budget for the month of March, 2017;
provided, however, that such authority will expire at the close of
business on March 24, 2017, unless extended by further order of the
Court.

The approved operating Budget for the month of March 2017 projects
a total operating expense in the amount of 129,518, including
$52,100 for payroll.

The Debtor will be in compliance with its obligations related to
the Budget so long as the actual expenditures paid with Cash
Collateral do not exceed the corresponding expense line item set
forth in the Budget by more than 10%, and the total amount of Cash
Collateral used does not exceed the total amount set forth in the
Budget for all expenses by more than 5% of the overall Budget on a
monthly basis.

The CBC will retain all of its pre-petition security interests in
all pre-petition collateral, including, without limitation, the
Cash Collateral.  The Debtor is authorized and directed to provide
adequate protection of CBC's interest in the Cash Collateral as set
forth in the Order, by granting, on behalf of the estate of the
Debtor, the "Replacement Liens" in the same order and priority as
existed pre-petition.  

On an interim basis, the Replacement Liens will be valid, perfected
and enforceable security interests and liens on the Cash Collateral
and post-petition proceeds thereof without further filing or
recording of any document or instrument or any other action.

The Order will take effect upon entry by the Court.

A hearing on further or final use of cash collateral will be set
for March 24, 2017 at 1:30 p.m.  The parties may file any further
responses by March 17, 2017.

                      About West Seattle Lodge

West Seattle Lodge, LLC, sought Chapter 11 protection (Bankr. W.D.
Wash. Case No. 17-10842) on Feb. 27, 2017.  The petition was signed
by Shawn Roten, manager.  Judge Timothy W. Dore is assigned to the
case.  The Debtor estimated assets at $54,891 and liabilities at
$1.16 million.  The Debtor tapped Larry B. Feinstein, Esq., at
Vortman & Feinstein as counsel.


WILDWOOD CREST: Seeks Cash Collateral to Maintain Bungalows
-----------------------------------------------------------
Wildwood Crest LLC seeks authorization from the U.S. Bankruptcy
Court for the Western District of Washington to use its cash
collateral.

The Debtor owns and operates the Wildwood Crest Bungalows,
consisting of real property located at 131 Barnacle St, Ocean
Shores, WA 98569.  The Bungalows are residential condominiums that
are operated as short-term vacation rentals.

Accordingly, the Debtor requests the use of rents to continue to
allow payment of all general operations, staffing, payroll, bills,
utilities, and other operating expenses for which the Debtor
estimates a monthly minimum budget of approximately $2,188.

The Debtor submits that the real properties are secured as
follows:

        CREDITOR                                 Amount of Claim
        --------                                 ---------------
        Alan and Karel Bland                         $29,244
        Dean Enell                                   $60,727
        Equity Trust Co.                             $60,727
        Glenn Parker                                 $18,032
        ROKAB Investments, LLC                      $419,429
        Staples Family Living Trust                 $174,138
        Thielsen Capital Mgmt Co.                    $12,021
        Tim Sawabe                                   $35,942
        Tax Priority Claims
           of Grays Harbor County, WA                $38,145

The Deeds of Trust securing these obligations contain an assignment
of rents clause. The Debtor requires the use of room rents for an
effective reorganization.

The Debtor asserts that its Secured Creditors will be adequately
protected during the pendency of its bankruptcy case by an equity
cushion based on the value of its properties that are worth an
estimated $960,000, as against the total amount of secured claim of
approximately $810,260.

A hearing on the Debtor's use of cash collateral will be held on
April 6, 2017 at 9:00 a.m.  Any responses to are due on March 30,
2017.

A full-text copy of the Debtor's Motion, dated March 16, 2017, is
available at https://is.gd/7oKACo

                      About Wildwood Crest

Wildwood Crest LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Wash. Case No. 16-44155) on Oct. 5,
2016.  The petition was signed by Laurie Kazimir, member.  The
Debtor is represented by Larry B. Feinstein, Esq. at Vortman &
Feinstein.  At the time of the filing, the Debtor estimated assets
and liabilities between $500,000 and $1 million.


[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Integrated Support Services, Inc.
   Bankr. E.D. Pa. Case No. 17-11752
      Chapter 11 Petition filed March 9, 2017
         See http://bankrupt.com/misc/paeb17-11752.pdf
         Filed Pro Se

In re Josephine Jose Edralin
   Bankr. N.D. Cal. Case No. 17-10175
      Chapter 11 Petition filed March 13, 2017
         represented by: Iain A. Macdonald, Esq.
                         MACDONALD FERNANDEZ LLP
                         E-mail: iain@macfern.com

In re RV Collision And Restoration, LLC
   Bankr. M.D. Fla. Case No. 17-01590
      Chapter 11 Petition filed March 13, 2017
         See http://bankrupt.com/misc/flmb17-01590.pdf
         represented by: Tyler S Van Voorhees, Esq.
                         TYLER S. VAN VOORHEES LAW, LLC
                         E-mail: tyler@wmrlegal.com

In re Retail Designs, LLC
   Bankr. M.D. Fla. Case No. 17-02044
      Chapter 11 Petition filed March 13, 2017
         See http://bankrupt.com/misc/flmb17-02044.pdf
         represented by: Michael R Dal Lago, Esq.
                         DAL LAGO LAW
                         E-mail: mike@dallagolaw.com

In re Center Designs, LLC
   Bankr. M.D. Fla. Case No. 17-02045
      Chapter 11 Petition filed March 13, 2017
         See http://bankrupt.com/misc/flmb17-02045.pdf
         represented by: Michael R Dal Lago, Esq.
                         DAL LAGO LAW
                         E-mail: mike@dallagolaw.com

In re Everett's Automotive, LLC
   Bankr. N.D. Ill. Case No. 17-07795
      Chapter 11 Petition filed March 13, 2017
         See http://bankrupt.com/misc/ilnb17-07795.pdf
         represented by: Joel A Schechter, Esq.
                         LAW OFFICES OF JOEL SCHECHTER
                         E-mail: joelschechter@covad.net

In re God's Love Christian Church, Inc.
   Bankr. S.D. Ind. Case No. 17-01517
      Chapter 11 Petition filed March 13, 2017
         See http://bankrupt.com/misc/insb17-10517.pdf
         represented by: Troy P Tyson, Esq.
                         TYSON LAW FIRM, P.C.
                         E-mail: troy@tysonlawfirmpc.com

In re India Bazar LLC
   Bankr. D. Mass. Case No. 17-10848
      Chapter 11 Petition filed March 13, 2017
         See http://bankrupt.com/misc/mab17-10848.pdf
         represented by: Praven Shenoy, Esq.
                         BABANIKAS, ZIEDMAN & KING, P.C.
                         E-mail: ps@bzklaw.com

In re John Gordon Scott
   Bankr. W.D. Mich. Case No. 17-01136
      Chapter 11 Petition filed March 13, 2017
         represented by: Jeffrey C. Alandt, Esq.
                         LAW OFFICE OF JEFFREY C. ALANDT, PLLC
                         E-mail: jalandtecf@gmail.com

In re Maria Alanis
   Bankr. D. Nev. Case No. 17-11155
      Chapter 11 Petition filed March 13, 2017
         represented by: Michael J. Harker, Esq.
                         E-mail: notices@harkerlawfirm.com

In re Roosevelt Properties Inc.
   Bankr. E.D.N.Y. Case No. 17-71450
      Chapter 11 Petition filed March 13, 2017
         See http://bankrupt.com/misc/nysb17-71450.pdf
         Filed Pro Se

In re The Machine, LLC
   Bankr. D. Utah Case No. 17-21843
      Chapter 11 Petition filed March 13, 2017
         See http://bankrupt.com/misc/utb17-21843.pdf
         represented by: Paul Lydolph, III, Esq.
                         LAW OFFICE OF PAUL LYDOLPH
                         E-mail: paul@lydolhplaw.com
In re Nature's Choice Landscape Supply, Inc.
   Bankr. N.D. Ill. Case No. 17-07949
      Chapter 11 Petition filed March 14, 2017
         See http://bankrupt.com/misc/ilnb17-07949.pdf
         represented by: Gina B Krol, Esq.
                         COHEN & KROL
                         E-mail: gkrol@cohenandkrol.com

In re Arsenal Investments, LLC
   Bankr. S.D. Ind. Case No. 17-01606
      Chapter 11 Petition filed March 14, 2017
         See http://bankrupt.com/misc/insb17-01606.pdf
         represented by: Christopher J. McElwee, Esq.
                         MONDAY RODEHEFFER JONES & ALBRIGHT
                         E-mail: cmcelwee@mrjalaw.com

In re Jim Sutton Enterprises, LLC
   Bankr. S.D. Ind. Case No. 17-90361
      Chapter 11 Petition filed March 14, 2017
         See http://bankrupt.com/misc/insb17-90361.pdf
         represented by: Eric C. Redman, Esq.
                         REDMAN LUDWIG PC
                         E-mail: ksmith@redmanludwig.com

In re J. Cioffi Leasing & Trucking, Inc.
   Bankr. D.N.J. Case No. 17-14967
      Chapter 11 Petition filed March 14, 2017
         See http://bankrupt.com/misc/njb17-14967.pdf
         represented by: Christopher J. Balala, Esq.
                         SCURA, WIGFIELD, HEYER & STEVENS, LLP
                         E-mail: cbalala@scuramealey.com

In re Gregory Lee Crockett
   Bankr. M.D. Tenn. Case No. 17-01746
      Chapter 11 Petition filed March 14, 2017
         represented by: M. Todd Jackson, Esq.
                         JACKSON & ASSOCIATES PC
                         E-mail: todd@toddjacksonlaw.com

In re Ronald Eugene Baier and Susan Allie Baier
   Bankr. D. Ariz. Case No. 17-02450
      Chapter 11 Petition filed March 15, 2017
         represented by: Kenneth L. Neeley, Esq.
                         NEELEY LAW FIRM, PLC
                         E-mail: ecf@neeleylaw.com

In re Amador Martinez Cuevas
   Bankr. C.D. Cal. Case No. 17-10653
      Chapter 11 Petition filed March 15, 2017
         represented by: Michael R Lewis, Esq.
                         Lewis & Ham Llp
                         E-mail: mlewis@lewishamlaw.com

In re WIA Marketing LLC
   Bankr. C.D. Cal. Case No. 17-13144
      Chapter 11 Petition filed March 15, 2017
         See http://bankrupt.com/misc/cacb17-13144.pdf
         Filed Pro Se

In re TMTM Inc.
   Bankr. N.D. Cal. Case No. 17-30239
      Chapter 11 Petition filed March 15, 2017
         See http://bankrupt.com/misc/canb17-30239.pdf
         represented by: Robert L. Goldstein , Esq.
                         LAW OFFICES OF ROBERT L. GOLDSTEIN
                         E-mail: rgoldstein@taxexit.com

In re Heather Bliss
   Bankr. D. Conn. Case No. 17-50281
      Chapter 11 Petition filed March 15, 2017
         represented by: John A. Pinheiro, Esq.
                         E-mail: pinheirojohna@gmail.com

In re G.F.M. Operations, Inc.
   Bankr. S.D. Fla. Case No. 17-13067
      Chapter 11 Petition filed March 15, 2017
         See http://bankrupt.com/misc/flsb17-13067.pdf
         represented by: Ben R. Hetfeld, Esq.
                         LAW OFFICE OF BEN R. HETFELD
                         E-mail: bhetfeld@aol.com

In re Oasis Moving & Storage Inc.
   Bankr. D. Nev. Case No. 17-11224
      Chapter 11 Petition filed March 15, 2017
         See http://bankrupt.com/misc/nvb17-11224.pdf
         represented by: Timothy P. Thomas, Esq.
                         LAW OFFICES OF TIMOTHY P. THOMAS, LLC
                         E-mail: tthomas@tthomaslaw.com

In re Donald Nix LLC
   Bankr. D.N.J. Case No. 17-14989
      Chapter 11 Petition filed March 15, 2017
         See http://bankrupt.com/misc/njb17-14989.pdf
         represented by: Ellen R. Greenberg, Esq.
                         E-mail: elleng543@yahoo.com

In re BUA Management Inc.
   Bankr. W.D.N.Y. Case No. 17-10479
      Chapter 11 Petition filed March 15, 2017
         See http://bankrupt.com/misc/nywb17-10479.pdf
         Filed Pro Se

In re D.C. Sales & Service, Inc.
   Bankr. W.D. Pa. Case No. 17-70205
      Chapter 11 Petition filed March 15, 2017
         See http://bankrupt.com/misc/pawb17-70205.pdf
         represented by: Brian P. Cavanaugh, Esq.
                         STEWART MCARDLE & SORICE, LLC
                         E-mail: bcavanaugh@greensburglaw.com

In re Willie Calvin Clayton
   Bankr. S.D. Tex. Case No. 17-31626
      Chapter 11 Petition filed March 15, 2017
         represented by: James Q. Pope, Esq.
                         THE POPE LAW FIRM
                         E-mail: ecf@thepopelawfirm.com

In re Nicholas Kaye and Lori Kaye
   Bankr. E.D. Wis. Case No. 17-22124
      Chapter 11 Petition filed March 15, 2017
         represented by: Dayten P. Hanson, Esq.
                         HANSON & PAYNE, LLC
                         E-mail: dph@hansonpayne.com

In re American River Detail Auto Body
   Bankr. E.D. Cal. Case No. 17-21729
      Chapter 11 Petition filed March 16, 2017
         See http://bankrupt.com/misc/caeb17-21729.pdf
         Filed Pro Se

In re Eric Matthew Schmidt and Kelli Brooke Schmidt
   Bankr. N.D. Cal. Case No. 17-50629
      Chapter 11 Petition filed March 16, 2017
         represented by: Charles B. Greene, Esq.
                         LAW OFFICES OF CHARLES B. GREENE
                         E-mail: cbgattyecf@aol.com

In re Dennis J. Huelbig, Jr.
   Bankr. D. Nev. Case No. 17-11251
      Chapter 11 Petition filed March 16, 2017
         See http://bankrupt.com/misc/nvb17-11251.pdf
         Filed Pro Se

In re Little Zion Church
   Bankr. E.D. Pa. Case No. 17-11861
      Chapter 11 Petition filed March 16, 2017
         represented by: Deon B. Browning, Esq.
                         BROWNING LEGAL GROUP
                         E-mail: deon@browninglg.com

In re Kathryn Ann Simmons
   Bankr. S.D.W. Va. Case No. 17-20127
      Chapter 11 Petition filed March 16, 2017
         represented by: Joseph W. Caldwell, Esq.
                         CALDWELL & RIFFEE
                         E-mail: joecaldwell@frontier.com

In re Village News, Inc.
   Bankr. C.D. Cal. Case No. 17-12082
      Chapter 11 Petition filed March 17, 2017
         See http://bankrupt.com/misc/cacb17-12082.pdf
         represented by: Robert B. Rosenstein, Esq.
                         ROSENSTEIN & ASSOCIATES
                         E-mail: robert@thetemeculalawfirm.com

In re Kermit Wayne Aycock and Eva Powell Aycock
   Bankr. E.D.N.C. Case No. 17-01325
      Chapter 11 Petition filed March 17, 2017
         represented by: George M. Oliver, Esq.
                         THE LAW OFFICES OF OLIVER & CHEEK, PLLC
                         E-mail: efile@ofc-law.com

In re Lytle Trucking, LLC
   Bankr. D. Neb. Case No. 17-40371
      Chapter 11 Petition filed March 17, 2017
         See http://bankrupt.com/misc/neb17-40371.pdf
         represented by: John C. Hahn, Esq.
                         WOLFE, SNOWDEN, HURD, LUERS & AHL, LLP
                         E-mail: bankruptcy@wolfesnowden.com

In re Doris Bohorquez
   Bankr. D.N.J. Case No. 17-15194
      Chapter 11 Petition filed March 17, 2017
         Filed Pro Se

In re Jayram Realty Corp.
   Bankr. E.D.N.Y. Case No. 17-71576
      Chapter 11 Petition filed March 17, 2017
         See http://bankrupt.com/misc/nysb17-71576.pdf
         Filed Pro Se

In re Steven Jacob Traub
   Bankr. D.N.M. Case No. 17-10628
      Chapter 11 Petition filed March 17, 2017
         represented by: Edward Alexander Mazel, Esq.
                         ASKEW & MAZEL, LLC
                         Email: edmazel@askewmazelfirm.com

In re Fernhill Realty Corp.
   Bankr. W.D.N.Y. Case No. 17-10505
      Chapter 11 Petition filed March 17, 2017
         See http://bankrupt.com/misc/nywb17-10505.pdf
         Filed Pro Se

In re Karen Lee Freeman
   Bankr. M.D. Tenn. Case No. 17-01874
      Chapter 11 Petition filed March 17, 2017
         represented by: M. Todd Jackson, Esq.
                         JACKSON & ASSOCIATES PC
                         E-mail: todd@toddjacksonlaw.com

In re Gulf Coast Hospice of Houston, Ltd.
   Bankr. S.D. Tex. Case No. 17-31653
      Chapter 11 Petition filed March 17, 2017
         See http://bankrupt.com/misc/txsb17-31653.pdf
         represented by: Timothy Webb, Esq.
                         WEBB ASSOCIATES
                         E-mail: timwebblaw@aol.com

In re Herbert Vanzell Woodard
   Bankr. E.D.N.C. Case No. 17-01336
      Chapter 11 Petition filed March 19, 2017
         represented by: John G. Rhyne, Esq.
                         E-mail: johnrhyne@johnrhynelaw.com

In re Village Pub and Grub
   Bankr. S.D. Fla. Case No. 17-13316
      Chapter 11 Petition filed March 20, 2017
         See http://bankrupt.com/misc/flsb17-13316.pdf
         represented by: Adam D. Farber, Esq.
                         LAW OFFICES OF FARBER + ELAM, LLC
                         E-mail: afarber@adamfarberlaw.com

In re Travelers of America, Inc.
   Bankr. S.D. Fla. Case No. 17-13341
      Chapter 11 Petition filed March 20, 2017
         See http://bankrupt.com/misc/flsb17-13341.pdf
         represented by: Chad T. Van Horn, Esq.
                         VAN HORN LAW GROUP, P.A.
                         E-mail: Chad@cvhlawgroup.com

In re Stepping Stones, Inc.
   Bankr. N.D. Miss. Case No. 17-11015
      Chapter 11 Petition filed March 20, 2017
         See http://bankrupt.com/misc/msnb17-11015.pdf
         represented by: Robert Gambrell, Esq.
                         GAMBRELL & ASSOCIATES, PLLC
                         E-mail: rg@ms-bankruptcy.com

In re Aubrey L. Meade, Jr.
   Bankr. E.D.N.C. Case No. 17-01360
      Chapter 11 Petition filed March 20, 2017
         represented by: J.M. Cook, Esq.
                         J.M. COOK, P.A.
                         E-mail: J.M.Cook@jmcookesq.com

In re Mattison Avenue Ventures, LLC
   Bankr. D.N.J. Case No. 17-15424
      Chapter 11 Petition filed March 20, 2017
         See http://bankrupt.com/misc/njb17-15424.pdf
         represented by: Lawrence F. Morrison, Esq.
                         MORRISON TENENBAUM PLLC
                         E-mail: morrlaw@aol.com

In re Andrea Satty
   Bankr. S.D.N.Y. Case No. 17-10681
      Chapter 11 Petition filed March 20, 2017
         represented by: Bruce Weiner, Esq.
                         ROSENBERG, MUSSO & WEINER, LLP
                         E-mail: courts@nybankruptcy.net

In re Donald E. Wohlk, Jr. and Cindy L. Wohlk
   Bankr. W.D. Wis. Case No. 17-10878
      Chapter 11 Petition filed March 20, 2017
         represented by: Mark N. Mathias, Esq.
                         FREUND LAW OFFICE
                         E-mail: freundlaw@fastmail.fm


                            *********

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
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On Thursdays, the TCR delivers a list of recently filed
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liabilities delivered to nation's bankruptcy courts.  The list
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Troubled Company Reporter is a daily newsletter co-published
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