TCR_Public/170511.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, May 11, 2017, Vol. 21, No. 130

                            Headlines

2200 PITKIN: Asks for Permission to Use Cash Collateral
25 ALTA EVP: Taps LD Law Offices as Legal Counsel
271 SEA BREEZE: Plan Outline Okayed, Plan Hearing on May 25
4922 DEL RAY: Taps Papadopoulos Properties as Broker
A & B ASSOCIATES: Can Use FCRE Cash Collateral Until Sept. 30

ABBY LEE MILLER: Should Be Sentenced Harshly, Prosecutors Say
ADAMS RESOURCES: Hires Oil & Gas Asset as Broker
ADAMS RESOURCES: Hires Sullivan Hazeltine as Counsel
AK STEEL: Egan-Jones Raises Sr. Unsecured Ratings to B
ALEX KODNEGAH: Plan Solicitation Period Extended Until May 31

ALL RESORT GROUP: Taps GlassRatner as Financial Advisor
ALLIED CONSOLIDATED: Creditor Trust to Control Property Under Plan
AMERIFLEX ENGINEERING: Has Final OK to Use Cash Collateral
ATOPTECH INC: Intends to File Plan by Sept. 11 After Asset Sale
B&B BACHRACH: Court OK Israel Discount Bank Cash Collateral Deal

B.C.I. FINANCES: Chapter 15 Case Summary
BAY CITY RECYCLING: Hires Davis Ermis as Attorney
BEACON AT BRICKELL: Watson Brickell Wants Adam Breeden Sanctioned
BECTON DICKINSON: Moody's Assigns Ba1 Rating to New Sr. Notes
BENFER STORAGE: Hires Corral Tran as General Bankruptcy Counsel

BERRIOS AUTO: Case Summary & 20 Largest Unsecured Creditors
BIODATA MEDICAL: PCO Files 2nd Interim Report
BONAVISTA ENERGY: Egan-Jones Hikes Sr. Unsec. Ratings to CCC-
BREITBURN ENERGY: Wants Plan Filing Deadline Moved to July 11
CAMBER ENERGY: Assigns Rights in PSA to an Undisclosed Party

CARITAS INVESTMENT: Taps Halstead Connecticut as Broker
CAROLLO BAR: JWA Buying All Assets for $400K
CARRIE STEFANI: Selling Hoboken Property for $1.2M to Pay Lynx
CENTRAL GROCERS: May 15 Meeting Set to Form Creditors' Panel
CENTRAL GROCERS: Sets Closing Procedures for Strack Grocery Stores

CENTRAL LAUNDRY: Taps Maschmeyer Karalis as Legal Counsel
CHAMA VALLEY ISD: Moody's Cuts GO Rating to Ba1, Outlook Still Neg.
CHARLES BRELAND: A. Richard Maples Named Ch. 11 Trustee
CHEMOURS COMPANY: Moody's Rates New $500MM Sr. Unsec. Notes B1
CHENIERE ENERGY: Egan-Jones Upgrades Sr. Unsec. Ratings to B+

CHEROKEE PHARMACY: Hires Scarborough & Fulton as Counsel
CHINA FISHERY GROUP: Taps Epiq as Administrative Agent
CHRISTINA AMERICA: Chapter 15 Case Summary
CHS/COMMUNITY HEALTH: $700MM Add-On Debt No Impact on S&P's B CCR
CHS/COMMUNITY HEALTH: Add-on Debt No Impact on Moody's B2 CFR

CONDADO RESTAURANT: Disclosure Statement Hearing Moved to June 21
CONNEAUT LAKE PARK: Insurer May Pay Tax Debt First, 3rd Cir. Holds
COVINGTON ROUTE: Case Summary & 20 Largest Unsecured Creditors
COWEN GROUP: Egan-Jones Lowers Sr. Unsecured Ratings to BB
CRIMSON INVESTMENT: June 1 Plan Confirmation Hearing

CTI BIOPHARMA: Incurs $19.8 Million Net Loss in First Quarter
DAVID GOODRICH: Files Three-Pronged Marketing Plan
DENTON HARDWOODS: Hires Bolton Law as Attorney
DEVAL CORP: Unsecureds to Recoup 20.4% Under PDI Plan
DEVOE'S MUSIC: Hires McDowell Posternock as Counsel

DEWEY & LEBOEUF: Jury Wants More Info on Fees for Arab Bank
DEWEY & LEBOEUF: Jury Wants Testimony on $150M Bond Offering
DEWEY & LEBOEUF: Split Verdict Shows Problems in Convicting Execs
DIVERSIFIED COMPUTER: U.S. Trustee Unable to Appoint Committee
DOLAN COMPANY: Ex-CEO's Settlement With Investors Has Prelim OK

DORADO COMMUNITY: Hires Fuertes & Fuertes as Counsel
EARTHLINK HOLDINGS: Egan-Jones Withdraws Sr. Unsec. Ratings
ELITE ENTERPRISES: Taps Canty Legal Group as Legal Counsel
ENERPLUS CORP: Egan-Jones Hikes Senior Unsecured Ratings to B+
ERIE STREET: Hires Crane Heyman as Bankruptcy Counsel

ERIE STREET: Hires Vedder Price as Special Counsel
ESPLANADE HL: VEREIT Buying Algonquin Property for $6.3M
ESSAR STEEL: Southern Coals Wants Adversary Proceeding in NY Court
EURO IMPORT DISTRIBUTIONS: Hires Alla Kachan as Counsel
EURO IMPORT DISTRIBUTIONS: Hires Wisdom as Accountant

EUROSTAR LLC: Hires Wisdom Professional as Accountant
EXPRESS INC: Intends to Close 17 Canadian Stores, Files CCAA
FAMAS NURSERY: Plan Outline Okayed, Plan Hearing on May 25
FOSSIL GROUP: Egan-Jones Cuts Sr. Unsecured Ratings to BB+
FRED'S INC: Egan-Jones Downgrades Sr. Unsecured Ratings to B+

FRESH & EASY: Selling Liquor License No. 539705 for $3.5K
GENERAL MOTORS: Court Still Undecided on $1.5-Bil. Asset Spat
GLENN'S INC: Hires John Hyams as Counsel
GREEN PLAINS: Egan-Jones Raises Sr. Unsecured Ratings to B+
GREENE TECHNOLOGIES: Has Court's Final Nod to Use Cash Collateral

HAGERSTOWN BLOCK: May Use Cash Collateral Through July 31
HAHN HOTELS: Wants to Use Cash Collateral Through May 27
HALFWAY TO CONCORD: Taps Watson LLC as Legal Counsel
HAMPSHIRE GROUP: Plan Filing Deadline Extended Through May 22
HARBOR BAR DOCKS: U.S. Trustee Unable to Appoint Committee

HARBOR BAR: U.S. Trustee Unable to Appoint Committee
HERTZ CORP: Moody's Lowers CFR to B2 & Secured Debt Rating to Ba2
HEXION INC: $75MM Tack-On No Impact on Moody's Caa1 Notes Rating
HEYL & PATTERSON: Hearing on Disclosures Approval Set for June 13
HI-CRUSH PARTNERS: Moody's Alters Outlook to Pos., Affirms CFR Caa1

HORIZON PHARMA: Moody's Affirms B2 CFR & Revises Outlook to Neg.
ICP STRATEGIC: Dismissal of Lawsuit Against DLA Piper Affirmed
INCA REFINING: Involuntary Chapter 11 Case Summary
INMOBILIARIA HMMA: Hires Cintron Law Offices as Counsel
INT'L RENTALS: Agrees Not to Use Rents From Property

IRIDIUM COMMUNICATIONS: Egan-Jones Cuts Sr. Unsec. Ratings to BB+
J&A REAL ESTATE: Disclosures OK'd; Plan Hearing on June 29
JIM HANKINS: Hires CRC CPA as Accountant
JOLIVETTE HAULING: U.S. Trustee Unable to Appoint Committee
KATE SPADE: Moody's Puts Ba3 CFR Under Review for Upgrade

KISSNER HOLDINGS: Moody's Affirms B3 CFR & Alters Outlook to Stable
KONO CO: Unsecureds to Get Dividend of $5,000 Under Plan
LEGAL CREDIT: Hires Carrasquillo as Financial Consultant
LILY ROBOTICS: Panel Tries to Block Continued Use of Cash Accounts
LILY ROBOTICS: Stripe Objects to Aspects of Cash Management Bid

LINDLEY FIRE: Hires Accurate Business as Joint Financial Advisor
LIVING WORD: Taps Margaret McClure as Legal Counsel
LONG-DEI LIU: Awaits for Appeal in Civil Case, PCO 6th Report Says
LOUISIANA MEDICAL: Seeks August 29 Plan Exclusivity Extension
LUAR CLEANERS: Taps Jacqueline Santiago as Legal Counsel

LUCY LOPEZ ROIG: Plan Confirmation Hearing on June 7
MARK BENJAMIN: Julie Salvi Buying Clarendon Property for $1.1M
MEGA DEVELOPMENT: Taps Mortensen as Legal Counsel
MESA OIL: Asks for Court's Approval to Use Cash Collateral
MESA OIL: Hires Kutner Brinen as Counsel

MGM RESORTS: Fitch Affirms BB Issuer Default Rating
MICHAEL HUSZTI: Creditors Seek Ch. 11 Trustee Appointment
MICRON TECHNOLOGY: Egan-Jones Raises Sr. Unsec. Ratings to BB
MIDWEST FARM: U.S. Trustee Unable to Appoint Committee
MOLYCORP INC: Investor Objects to Mineral Rights Sale to MP Mining

MONGOLIAN MINING: Davis Polk Acted as Adviser in Restructuring
MONTCO OFFSHORE: Committee Taps Porter Hedges as Legal Counsel
MTN INC: Taps Vortman & Feinstein as Legal Counsel
MUD CONTROL EQUIPMENT: Taps Broussard Poche as Accountant
NEW SOURCE ENERGY: Settles Spat With Shareholders

NORTHSTAR OFFSHORE: Sets Revised Bidding Procedures for All Assets
ORBITE TECHNOLOGIES: Enters Into Forbearance Agreement with MidCap
PANDA TEMPLE: Hires Richards Layton as Bankruptcy Co-Counsel
PANDA TEMPLE: Taps Ducera Partners as Financial Advisors
PANDA TEMPLE: Taps Prime Clerk as Administrative Advisors

PANDA TEMPLE: U.S. Trustee Unable to Appoint Committee
PETERS MACHINE: Completes Going Concern Sale with Ventoux Capital
PETROQUEST ENERGY: Has $4.9 Million Net Loss in First Quarter
PHILADELPHIA HEALTH: Panel Can Object to Exclusivity Thru May 11
PHILIP CANTWELL: Colbert Buying Huntington Beach Property for $730K

PHOTOMEDEX INC: First Capital Reports 16.6% Stake as of April 20
PIONEER ENERGY: Reports $25.1 Million Net Loss for First Quarter
POST HOLDINGS: New Term Loan Plan Won't Affect Moody's Ba2 Rating
POWELL VALLEY HEALTH: In Talks with Panel, Tort Claimants on Plan
PROJECTOOLS LLC: Unsecureds to Recover 30% in 60 Monthly Payments

PSH PROPERTIES: Has Interim OK to Use Cash; Hearing on May 24
PUERTO RICO: Bond Default Called Over Fiscal Plan's Debt Cuts
PUERTO RICO: Judge Laura Taylor Swain to Preside Over Bankr. Case
QUALITY CONSERVATION: May 16 Meeting Set to Form Creditors' Panel
QUEST SOLUTION: Implements Tracking Solution for Used Car Retailer

R.C.A. RUBBER: Intends to File Plan of Reorganization by August 16
RAHMANIA PROPERTIES: Taps Braj Aggarwal as Accountant
RANDY BALDERAS: Wiley Buying Personal Property for $70K
REDROCK WELL: Taps Rosen Fitzgerald as Accountant
RESHETAR REALTY: Disclosures OK'd; Plan Hearing on June 21

RESOLUTE ENERGY: Add-on Notes No Impact on Moody's Caa1 Debt Rating
RESOLUTE ENERGY: Fitch Assigns B- Long-Term IDR; Outlook Stable
RESOLUTE ENERGY: Posts $76,000 Net Income for First Quarter
REX ENERGY: Signs $300 Million Term Loan Agreement with AGES
RICHY INC: Hires Alla Kachan as Counsel

RICHY INC: Hires Wisdom Professional as Accountant
RL ENTERPRISES: Hires Pettifer & Associates as Appraiser
ROCK HOLDINGS: Hires C. Conde & Assoc. as Special Counsel
RPM HARBOR: Taps Haberbush & Associates as Legal Counsel
RPM HARBOR: U.S. Trustee Forms 5-Member Committee

RUPARI HOLDING: Committee Says Cash Use Issues Still Unresolved
RUPARI HOLDING: Panel Hires Whiteford Taylor as Delaware Counsel
RVUE HOLDINGS: Gets Default Notice and Payment Demand From Roche
SALEM MEDIA: S&P Raises CCR to 'B' on Improved Liquidity
SINCLAIR BROADCAST: Moody's Affirms Ba3 Corporate Family Rating

SKYWEST INC: Egan-Jones Lowers Sr. Unsecured Ratings to BB+
SNOWTRACKS COMMERCIAL: U.S. Trustee Unable to Appoint Committee
SPEEDWAY MOTORSPORTS: S&P Affirms 'BB+' CCR; Outlook Stable
SPRINGLEAF FINANCE: Fitch to Rate $400MM Unsecured Notes 'B-'
SPRINGLEAF FINANCE: Moody's Rates Proposed $400MM Sr. Notes B2

SPRINT CORP: Debt Tender No Impact on Fitch 'B+' Longterm IDR
SPRINT CORP: Tender Offers No Impact on Moody's B2 CFR
STOP ALARMS: Hires Stone & Baxter as Attorneys
SUNGEVITY INC: Selling Three Vehicles for $10.5K
T&S FARMS: Hires Searle Hart as Accountant

TAYLOR EQUIPMENT: Taps Windber Tax Service as Accountant
TD MANUFACTURING: Case Summary & 12 Unsecured Creditors
TINO'S COLLISION: Hires Whittle Law as Counsel
TRENDSETTER HR: Unsecureds to Recoup 25%-100% Under Plan
TRI-VALLEY LEARNING: Seeks to Hire Squar Milner as Auditor

TRIBUNE MEDIA: Moody's Affirms B1 Corporate Family Rating
TRIDENT BRANDS: LPF (MCTECH) Investment Ceases as Shareholder
TSMC INC: Case Summary & Unsecured Creditor
UNILIFE CORP: U.S. Trustee Says KEIP a 'Free Throw'
UPLIFT RX: U.S. Trustee Forms 5-Member Committee

VWR CORP: S&P Puts 'BB-' CCR on CreditWatch Negative
WAVE SYSTEMS: 'It's different and it's contagious,' says Aurea CEO
WEST BANK LAND: Involuntary Chapter 11 Case Summary
WG DEVELOPMENT: Case Summary & 7 Largest Unsecured Creditors
WILLOW BEND: Case Summary & 20 Largest Unsecured Creditors

WILSTO ENTERPRISES: To Pay Creditors Through Oakmont Property Sale
[*] Crestline Closes Private Equity Credit & Restructuring Deals
[*] Moody's Global Speculative-Grade Default Rate Dips in April
[^] Recent Small-Dollar & Individual Chapter 11 Filings

                            *********

2200 PITKIN: Asks for Permission to Use Cash Collateral
-------------------------------------------------------
2200 Pitkin Realty LLC seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of New York to use cash collateral.

The Debtor submits that the use of the Cash Collateral will allow
the Debtor to continue its operations and thereby protect the
lenders' interests.

The Debtor owns a certain property located at 2200 Pitkin Avenue,
Brooklyn New York 11207.  The Property has an approximate fair
market value of $755,000 based upon recent appraisal and has a
first priority secured Mortgage and Security Agreement, in the
approximate outstanding amount, subject to certain dispute on
amount, of $1,218,633 held by Bayview Loan Servicing.

The Property is subject to a first priority secured mortgage
executed in favor of Interbay Funding LLC by virtue of a certain
Mortgage and Security Agreement dated as of Dec. 29, 2006, recorded
with the Office of the City Register of the City of New York on
March 22, 2007, as CRFN 2007000152318, which was assigned to
Bayview.   The current outstanding balance is approximately
$1,218,633.

The Bayview Loan is secured by a blanket lien on and security
interest in the Property which Pre-Petition Bayview Collateral
secures Bayview's claims, pursuant to and in accordance with the
mortgage.

To protect against diminution in value, if any, resulting from the
Debtor's use of the Cash Collateral, the Debtor proposes to provide
the Lender(s), to the extent of the diminution in value, the
adequate protection liens.

Granting the Lender(s) replacement liens on its prepetition
collateral generated therefore adequately protects the Lender(s)'
interests.  In reaching this conclusion, the Debtor considered
chiefly the going concern value of its assets and the relative
priority of each of the Lender(s) in relation to Bayview.

The Debtor believes its projected operations will be sufficient to
continue operations and insulate each of the Lender(s) from
diminution in value, if any, and enable the Debtor to maintain the
going concern value of the Lender(s)' collateral.  Given the
current market conditions for the sale of the Debtor's single asset
real estate, the continuation of the Debtor's operations likely
presents the best opportunity for the Lender(s) to receive the
greatest recovery on account of their claims.  The Debtor's single
asset real estate, as a going concern, has a value far in excess of
any value that might be obtained in a Chapter 7 liquidation.

As additional adequate protection, the Debtor will provide the
Lender(s), within 20 days following the end of each prior month, a
monthly report containing this information: (a) all receipts and
disbursements of the Debtor; and (b) a reconciliation of actual
receipts and disbursements with those set forth in the budget on a
line-by-line basis showing any variance to the proposed
corresponding line item of the Budget.

Copies of the Debtor's request and the Budget are available at:

         http://bankrupt.com/misc/nyeb17-40082-25.pdf
         http://bankrupt.com/misc/nyeb17-40082-25-1.pdf

                  About 2200 Pitkin Realty

2200 Pitkin Realty LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-40082) on Jan. 9,
2017.  The petition was signed by Andres Lopez, owner.  

The case is assigned to Judge Nancy Hershey Lord.

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

Rashmi Attri, Esq., at E. Waters & Associates, P.C., serves as the
Debtor's legal counsel.


25 ALTA EVP: Taps LD Law Offices as Legal Counsel
-------------------------------------------------
25 Alta EVP LLC seeks approval from the U.S. Bankruptcy Court for
the Northern District of California to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire LD Law Offices to, among other things,
give legal advice regarding its duties under the Bankruptcy Code,
help administer its assets and liabilities, resolve claims against
the bankruptcy estate, and prepare a plan of reorganization.

Leonardo Drubach, Esq., at LD Law Offices, will charge an hourly
fee of $350 for his services.  The attorney received $7,500 from
Mark Rowson, a member of the Debtor, prior to the bankruptcy
filing.

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

The firm can be reached through:

     Leonardo Drubach, Esq.
     LD Law Offices
     6442 Coldwater Canyon Avenue, Suite 211
     North Hollywood, CA 91606
     Tel: (818)477-4740
     Email: leo@ldlaw.com

                      About 25 Alta EVP LLC

Based in Pleasant Hill, California, 25 Alta EVP LLC owns a
single-family studio in San Francisco.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Calif. Case No. 17-41061) on April 19, 2017.  The
petition was signed by Mark Rowson, managing member.  

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

The case is assigned to Judge Roger L. Efremsky.


271 SEA BREEZE: Plan Outline Okayed, Plan Hearing on May 25
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York will
consider approval of the Chapter 11 plan of liquidation of 271 Sea
Breeze Avenue LLC at a hearing on May 25, at 10:30 a.m.

The court will also consider at the hearing the final approval of
the company's disclosure statement, which it conditionally approved
on April 20.

The order set a May 18 deadline for creditors to file their
objections and cast their votes accepting or rejecting the plan.

Under the liquidating plan, holders of Class 4 general unsecured
claims will recover up to 100% of the amount of their allowed
claims.  Payments will come from the proceeds generated from the
sale of the company's real property in Brooklyn.

                   About 271 Sea Breeze Avenue

271 Sea Breeze Avenue LLC is a single asset real estate entity that
owns unimproved real property located at 213-129 Sea Breeze Avenue,
Brooklyn, New York, Block: 7280, Lot: 110.  It acquired the
property in early 2014.  The property consists of an unimproved
150,000 square foot parcel located in the Brighton Beach section of
Brooklyn.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 17-40216) on Jan. 19, 2017.  The
petition was signed by Jonathan Rubin, manager.  The case is
assigned to Judge Elizabeth S. Stong.

At the time of the filing, the Debtor disclosed $10.0 million in
assets and $19.5 million in liabilities.

No trustee, examiner or statutory committee has been appointed in
the Debtor's case.

The Debtor filed its proposed Chapter 11 plan of liquidation on
April 14, and disclosure statement on April 17.


4922 DEL RAY: Taps Papadopoulos Properties as Broker
----------------------------------------------------
4922 Del Ray, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Maryland to hire a broker.

The Debtor proposes to hire Papadopoulos Properties, Inc. to assist
in the sale of its restaurant, which operates under the trade name
Quincy's.

The firm will receive a real estate broker's commission equal to
6.5% of the gross sales price with a minimum commission of $20,000.
The commission will be paid solely from the proceeds of the sale.

Charles Papdopoulos, a realtor, disclosed in a court filing that he
does not represent any interest adverse to the Debtor or its
bankruptcy estate.

The firm can be reached through:

     Charles Papadopoulos
     Papadopoulos Properties, Inc.
     1420B 21st Street NW
     Washington, DC 20036
     Tel: 202.466.2200
     Fax: 202.466.2024
     Email: info@papadop.com

                        About 4922 Del Ray

4922 Del Ray, LLC is a Maryland limited liability company, which
owns and operates a hotel bar and restaurant in Bethesda, Maryland,
trading as Quincy's Bar & Grill.  

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Md. Case No. 17-14684) on April 4, 2017.  The
petition was signed by Martin A. Magill, managing member.  

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


A & B ASSOCIATES: Can Use FCRE Cash Collateral Until Sept. 30
-------------------------------------------------------------
Judge Edward J. Coleman, III of the U.S. Bankruptcy Court for the
Southern District of Georgia entered an amended first interim order
authorizing A & B Associates, L.P. to use cash collateral until
Sept. 30, 2017.

Judge Coleman has previously entered a First Interim Order
Authorizing the Use of Cash Collateral. Subsequently, on March 22,
2017, the Debtor filed an Emergency Motion for Clarification of the
First Interim Order Authorizing Use of Cash Collateral since the
Debtor had received several Notices of Default from FRCE REL, LLC
regarding the Debtor's alleged failure to comply with the Court's
First Interim Order.

After considering the evidence and the arguments of the Debtor and
FCRE, Judge Coleman finds that certain of the alleged defaults
occurred prior to the entry of the First Interim Order, others were
not material and some were not supported by the evidence.
Furthermore, all of the alleged defaults are now mooted by the
entry of an Amended First Interim Order.

Under the Amended First Interim Order the Debtor is allowed to use
cash collateral solely to pay its actual, ordinary, necessary, and
reasonable operating expenses of the Property, with such use being
limited to making Monthly Payment and by the Budget. The approved
Budget provides projected monthly expenses in the aggregate sum of
$60,084.

FCRE is granted a lien in the Debtor's postpetition assets to the
same extent, validity, and priority as FCRE's prepetition liens,
and FCRE will be allowed a superpriority claim against the
bankruptcy estate to the extent that the value of its collateral is
diminished as a result of the operations of the Debtor or the use
of cash collateral

The Amended First Interim Order further provides that Debtor will:

   (a) Make adequate protection payments to FCRE on the regular due
date in the amount of the Debtor's regular monthly payment of
$29,938.

   (b) Provide FCRE with (i) copies of all leases in place for
every unit at the Property for which a new or renewal lease is
entered, and (ii) full reconciliation of all security deposits
currently held by the Debtor.

   (c) Provide FCRE with (i) full accounting of all rents
collected, and (ii) full accounting of all payments made after the
Petition Date, with copies of the payment checks and invoices for
the goods and services provided, including payments made to
employees, independent contractors, and other third parties.

   (d) Keep all insurance policies, required by the Loan Documents,
in full force and effect at all times.

   (e) Timely pay any and all ad valorem taxes coming due with
respect to the Property.

Judge Coleman held that during the Feb. 24, 2017 hearing, he found
out that there were three specific conditions of the Property which
may require immediate attention: (1) the condition of the balconies
at the Property, (2) the condition of the units damaged by a fallen
tree, and (3) the condition of units contaminated by mold.

Consequently, Judge Coleman authorized FCRE to conduct a mold
inspection of the property in the original Cash Collateral Order,
and required the Debtor to obtain estimates for necessary repairs
to remedy the conditions to provide a form of adequate protection
of FCRE's collateral.

Judge Coleman encouraged the Parties to agree on the use of
additional cash collateral beyond the Budget to allow for
remediation of the Conditions, and FCRE has indicated its
willingness to release escrow funds -- approximately $10,000 -- to
use for the repairs of the damaged units.

As such, Judge Coleman will consider the status of those repairs at
the September 6, 2017 hearing, but before then, the Property must
be made, particularly those which pose a risk to the health and
safety of the tenants.

A further hearing on the Debtor's use of cash collateral will be
held on Sept. 6, 2017 at 10:00 a.m., unless the Parties consent to
extend the Amended First Interim Order.

A full-text copy of the Order, dated May 2, 2017, is available at
https://is.gd/uslwHU

FRCE REL, LLC is represented by:

          Thomas C. James, III, Esq.
          James Bates Brannan Groover LLP
          231 Riverside Drive
          Macon, GA 31201
          Telephone: 478-742-4280
          Facsimile: 478-742-8720
          E-mail: James@JamesBatesLLP.com

                  About A & B Associates, L.P.

A & B Associates, L.P., filed a Chapter 11 petition (Bankr. S.D.
Ga. Case No. 17-40185) on Feb. 3, 2017.  Christopher L. Kettles,
managing general partner, signed the petition.  The case is
assigned to Judge Edward J. Coleman III. The Debtor is represented
by C. James McCallar, Jr., Esq., at the McCallar Law Firm. At the
time of filing, the Debtor had $5.48 million in assets and $3.93
million in liabilities.


ABBY LEE MILLER: Should Be Sentenced Harshly, Prosecutors Say
-------------------------------------------------------------
Ryan Boysen, writing for Bankruptcy Law360, reports that federal
prosecutors want Abigale Lee Miller to be sentenced harshly for
hiding assets during bankruptcy proceedings, arguing against Ms.
Miller's statement that creditors are unharmed by her bankruptcy
scheme.

The prosecutors said that it doesn't matter that creditors will
eventually get all of their money back, she still intentionally hid
roughly $755,000 from the bankruptcy court, Law360 relates.

As reported by the Troubled Company Reporter on March 1, 2017, the
American Bankruptcy Institute, citing the Associated Press,
reported that the federal court sentencing for Ms. Miller has been
postponed from Oct. 11, 2017, to Dec. 2.  According to the report,
federal prosecutors in Pittsburgh and Ms. Miller's attorney asked
to delay the sentence until after a federal appeals court decides a
similar bankruptcy fraud case that could impact her sentencing.

Ms. Miller has pleaded guilty to trying to hide $775,000 worth of
income from the Lifetime network reality show and spinoff projects
during her Chapter 11 bankruptcy and violating another law by
bringing more than $10,000 worth of Australian currency into the
country in 2014, the report related.

Abigale Lee Miller is the star of Lifetime's reality television
series "Dance Moms".  Ms. Miller filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Pa. Case No. 10-28606) on Dec. 3, 2010.  A
copy of the petition is available at
http://bankrupt.com/misc/pawb10-28606p.pdf


ADAMS RESOURCES: Hires Oil & Gas Asset as Broker
------------------------------------------------
Adams Resources Exploration Corporation, seeks authority from the
U.S. Bankruptcy Court for the District of Delaware to employ Oil &
Gas Asset Clearinghouse, as broker to the Debtor.

The Debtor owns oil and gas lease interest in Texas, Louisiana,
Oklahoma, Kansas, Montana, and Arkansas. As of December 31, 2016,
the Debtor owned fractional interests in approximately 470 wells
(13.5 net wells). The Debtor operated six of those wells but all of
the wells the Debtor operated have been plugged and abandoned as of
March 31, 2017.

Adams Resources requires Oil & Gas Asset to market and sell the oil
and gas lease interest of the Debtor.

Oil & Gas Asset will be paid a success fee of 4% of the first
$1,000,000 of gross proceeds, 3.5% of the second $1,000,000 of
gross proceeds, and 2.5% of gross proceeds in excess of
$3,000,000.

Oil & Gas Asset will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Patrick M. DaPra, vice president of Oil & Gas Asset Clearinghouse,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Oil & Gas Asset can be reached at:

     Patrick M. DaPra
     OIL & GAS ASSET CLEARINGHOUSE
     1235 North Loop West, Suite 500
     Houston, TX 77008
     Tel: (281) 873-6400

                   About Adams Resources Exploration Corporation

Houston, Texas-based Adams Resources Exploration Corporation --
http://www.adamsexploration.com-- is engaged in the development of
the Haynesville Shale in East Texas and now own interest in a large
number of producing dry gas wells. It also has interest in 405
wells and 131,236 gross developed acres in seven states.

Adams Resources filed for Chapter 11 bankruptcy protection (Bankr.
D. Del. Case No. 17-10866) on April 21, 2017, estimating its assets
at between $1 million and $10 million and debts at between $50
million and $100 million. The petition was signed by John Riney,
president.

Judge Kevin Gross presides over the case.

William A. Hazeltine, Esq., and D. Sullivan, Esq., at Sullivan
Hazeltine Allinson LLC serve as the Debtor's bankruptcy counsel.


ADAMS RESOURCES: Hires Sullivan Hazeltine as Counsel
----------------------------------------------------
Adams Resources Exploration Corporation seeks authority from the
U.S. Bankruptcy Court for the District of Delaware to employ
Sullivan Hazeltine Allinson LLC, as counsel to the Debtor.

Adams Resources requires Sullivan Hazeltine to:

   a. advise the Debtor of its rights, powers, and duties as the
      Debtor and debtor in possession while operating and
      managing their business and properties under Chapter 11 of
      the Bankruptcy Code;

   b. prepare on behalf of the Debtor necessary and appropriate
      applications, motions, proposed orders, other pleadings,
      notices, schedules, and other documents, and review
      financial and other reports to be filed in the Chapter 11
      cases;

   c. advise the Debtor concerning, and prepare responses to,
      applications, motions, other pleadings, notices, and other
      papers that may be filed by other parties in the Bankruptcy
      cases;

   d. advise the Debtor with respect to, and assist in the
      negotiation and documentation of, financing agreements and
      related transactions;

   e. review the nature and validity of liens asserted against
      the Debtor's property and advise the Debtor concerning the
      enforceability of such liens;

   f. advise the Debtor regarding its ability to initiate actions
      to collect and recover property for the benefit of their
      estates;

   g. advise and assist the Debtor in connection with any
      potential asset sales and property dispositions;

   h. advise the Debtor concerning executor contracts and
      unexpired lease assumptions, assignments, and rejections as
      well as lease restructuring and recharacterizations;

   i. advise the Debtor in connection with the formulation,
      negotiation, and promulgation of a plan or plans of
      reorganization, and related transactional documents;

   j. assist the Debtor in reviewing, estimating, and resolving
      claims asserted against the Debtor's estate;

   k. commence and conduct litigation necessary and appropriate
      to assert rights held by the Debtor, protect assets of the
      Debtor's estate, or otherwise further the goal of
      completing the Debtor's successful reorganization; and

   l. provide non-bankruptcy services for the Debtor to the
      extent requested by the Debtor.s

Sullivan Hazeltine will be paid at these hourly rates:

     William D. Sullivan, Member            $425
     William A. Hazeltine, Member           $375
     Elihu E. Allinson III, Member          $350
     Heidi M. Coleman, Paralegal            $150

Sullivan Hazeltine received a retainer in the total amount of
$60,000, on April 17, 2017, as retainer. Prior to filing the
bankruptcy petition, Sullivan Hazeltine applied $35,155 of the
retainer, leaving a balance of $24,845, held in Sullivan
Hazeltine's trust account.

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

William A. Hazeltine, member of Sullivan Hazeltine Allinson LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Sullivan Hazeltine can be reached at:

     William A. Hazeltine, Esq.
     SULLIVAN HAZELTINE ALLINSON LLC
     901 N Market St, Suite 1300
     Wilmington, DE
     Tel: (302) 428-8191

                   About Adams Resources Exploration Corporation

Houston, Texas-based Adams Resources Exploration Corporation --
http://www.adamsexploration.com-- is engaged in the development of
the Haynesville Shale in East Texas and now own interest in a large
number of producing dry gas wells. It also has interest in 405
wells and 131,236 gross developed acres in seven states.

Adams Resources filed for Chapter 11 bankruptcy protection (Bankr.
D. Del. Case No. 17-10866) on April 21, 2017, estimating its assets
at between $1 million and $10 million and debts at between $50
million and $100 million. The petition was signed by John Riney,
president.

Judge Kevin Gross presides over the case.

William A. Hazeltine, Esq., and D. Sullivan, Esq., at Sullivan
Hazeltine Allinson LLC serve as the Debtor's bankruptcy counsel.



AK STEEL: Egan-Jones Raises Sr. Unsecured Ratings to B
------------------------------------------------------
Egan-Jones Ratings, on April 18, 2017, raised the local currency
and foreign currency senior unsecured ratings on debt issued by AK
Steel Holding Corp to B from B-.

AK Steel is a steel producer headquartered in West Chester
Township, Butler County, Ohio.



ALEX KODNEGAH: Plan Solicitation Period Extended Until May 31
-------------------------------------------------------------
Judge Margaret M. Mann of the U.S. Bankruptcy Court for the
Southern District of California extended the exclusive period
during which only Alex Kodnegah, Inc. may solicit acceptances to
its proposed Chapter 11 Plan until May 31, 2017.

The Troubled Company Reporter previously reported that the Debtor
sought for exclusivity extension relating that it had timely filed
a proposed disclosure statement and plan on December 5, 2016 and a
hearing had been scheduled by the Court on January 26, 2017 for the
determination as to the sufficiency of such Disclosure Statement
and Plan. However, the Court had continued the hearing on the
Disclosure Statement to February 16, 2017, and directed the Debtor
to file a redlined Amended Disclosure Statement and Plan. As such,
the Debtor expected the Court to either approve its Amended
Disclosure Statement and Plan for mailing to all impaired creditors
or to direct that further modifications be made.

The Debtor also contended that its goal in filing for bankruptcy
was, with the Court's approval, to either (a) sell or refinance its
real property located at 1229 Hollister Ave., San Diego, Calif.
92154 and (b) pay all approved claims filed against it from the
proceeds of such sale or refinance.  The Debtor further contended
that any refinancing may result in the Debtor entering into a joint
venture regarding such real property.

                       About Alex Kodnegah

Alex Kodnegah, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. S. D. Calif. Case No. 16-04846) on Aug. 5, 2016.  The
petition was signed by Alex Kodnegah, president.  The case is
assigned to Judge Margaret M. Mann.  At the time of the filing, the
Debtor estimated its assets at $1 million to $10 million and debts
at $100,000 to $500,000.

The Debtor is represented by Bruce R. Babcock, Esq., at the Law
Office of Bruce R. Babcock.


ALL RESORT GROUP: Taps GlassRatner as Financial Advisor
-------------------------------------------------------
All Resort Group, Inc., seeks authority from the U.S. Bankruptcy
Court for the District of Utah to employ GlassRatner Advisory &
Capital Group, LLC, as financial advisor to the Debtor.

All Resort Group requires GlassRatner to assist the Debtor and
Debtor-in-possession with restructuring its financial affairs and
with all financial matters arising in or related to the bankruptcy
case.

GlassRatner will be paid at these hourly rates:

     Michael Thatcher, CIRA          $325
     Todd Beresin, CPA               $250
     Other professional staff        $150-$225

Notwithstanding the weekly billing, no payment shall be due for
amounts in excess of $13,000 per week and the amount over $13,000
shall be rolled over to subsequent weeks and paid subject to a
$13,000 per week limit.

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

Michael Thatcher, senior managing director of GlassRatner Advisory
& Capital Group, LLC, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.

GlassRatner can be reached at:

     Michael Thatcher
     GLASSRATNER ADVISORY & CAPITAL GROUP, LLC
     35 East 100 South, Suite 1609
     Salt Lake City, UT 84111
     Tel: (469) 453-1800

                 About All Resort Group, Inc.

All Resort Group, Inc. is the parent or holding company of seven
operating companies within the travel and transportation segment of
the tourism industry. Its transportation divisions -- All Resort
Express, All Resort Limousine, Premier Transportation, Park City
Transportation, Xpress4Less, SuperShuttle and Lewis Stages
divisions -- provide premium airport shuttle, door-to-door
limousine, motor coach and taxi services.

The Company's fleets include all-wheel-drive luxury SUVs, Cadillac
and Lincoln sedans, 120-inch Krystal stretch vehicles and Krystal
Mini-Coaches.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Utah Case No. 17-23687) on April 28, 2017. The
petition was signed by J.L. Killingsworth, president.

At the time of the filing, the Debtor estimated its assets and
debts at $10 million to $50 million.

The Debtor hired Anna W. Drake, P.C., as legal counsel, GlassRatner
Advisory & Capital Group, LLC, as financial advisor.

The case is assigned to Judge R. Kimball Mosier.


ALLIED CONSOLIDATED: Creditor Trust to Control Property Under Plan
------------------------------------------------------------------
Allied Consolidated Industries, Inc., and the Official Committee of
Unsecured Creditors filed with the U.S. Bankruptcy Court for the
Northern District of Ohio an amended second disclosure statement
dated May 1, 2017, for second joint plan of reorganization dated
May 1, 2017.

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 AED 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 six classes of claims and one of interests.
Distributions will be 100% of allowed claims.

Class 2 U.S. Steel Claim is impaired by the Plan.  For purposes of
distribution, the U.S. Steel Claim will be bifurcated into an
estimated secured claim of $2,684,754.52 and an estimated unsecured
claim of $8 million.  The unsecured portion of the U.S. Steel Claim
will be paid pro rata with Classes 3 and 5 from the Trust Assets.
The Estimated Secured Claim will be paid from the proceeds of sale
of the AED real estate after payment of costs of sale, real estate
taxes, as to AED real estate that is part of the collateral, and
the balance owed on the Class 1 Claim, if any.  The Estimated
Secured Claim will bear interest from the Petition Date at the rate
specified by 28 U.S.C. 1961 on the date of the U.S. Steel Judgment
March 16, 2016, of 0.68%4 until the Effective Date and thereafter
will bear interest at the rate of 6.00% on the unpaid balance until
paid in full.  The net proceeds of sale may exceed the Estimated
Secured Claim, in which case, U.S. Steel's estimated unsecured
claim will be reduced accordingly for purposes of subsequent pro
rata distributions to unsecured creditors.

The Plan will be funded from the following sources:

     -- Cash on Hand.  The net cash on hand on the Effective Date,

        excluding the Excess Equipment Proceeds;

     -- Operations.  The Plan contemplates that operations income
        from AIS and AGI will be used to fund the Plan.  The
        Creditor Trustee will oversee the operations and the day-
        to-day activities until all Unclassified Claims and
        Classified Claims in Classes 1, 2, 3, 4, 5 and the allowed

        Claim of Michael D. Ramun in Class 6 are paid in full.  
        AIS and AGI currently have 23 employees.  The Creditor
        Trustee may reduce the number of employees commensurate
        with the required tasks.  The Creditor Trustee will not
        pay any dividends, bonuses, or other forms of additional
        compensation to management and equity holders;

     -- 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;

     -- Operations Income.  The net income from scrap processing
        operations of AIS and the ongoing sales and other
        operations of the hydraulic shear business known as AGI.
        All net income from the operations shall be retained by
        the Creditor Trust and used to fund the Plan.  As soon as
        all Claims in Classes 1 through 5 and the Michael D. Ramun

        Class 6 Claim have been paid in full, any remaining income

        will automatically vest in the Reorganized Debtor;

     -- recovery from the Norfolk Litigation.  The case that is
        pending in the U.S. District Court for the Northern
        District of Ohio, Case No. 13-00313.  The monetary portion

        of the judgment has an aggregate value of $244,029.47,
        "plus any additional amounts resulting from [the Debtor's]
        obligation to 'ensur[e] that the road's surface is level
        and free from potholes and clear from more than two inches

        of snow accumulation.'"  The judgment also included a
        declaratory "Judgment for Exclusive Permanent
        Unconditional Easement??? for the purpose of a new roadway.

        On Feb. 1, 2016, the Debtor filed a motion for judgment
        notwithstanding the verdict and motion for new trial.  The

        appeal period for the Norfolk Judgment was tolled because
        of the commencement of the bankruptcy case, and the
        Debtor's right to appeal the Norfolk Judgment has been
        preserved.  Any AED affected real estate will be sold
        subject to the easement granted to Norfolk, reserving all
        rights to challenge the validity of the easement;

     -- the Causes of Action.  All prepetition transactions that
        constitute avoidance actions under Section 541, 544, 547,
        548 and 550 of the Bankruptcy Code other than the Creditor

        Committee's adversary proceeding challenging the
        Professionals Lien, Litigation Claims and the 2016 Case;

     -- Proceeds from the Assumption and Assignment of the
        Fairless Agreements;

     -- 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 2016 Case 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;

     -- Proceeds.  All net proceeds (after actual costs of sale)
        from any disposition of any of the Trust Assets;

     -- Manufacturing Facility.  The manufacturing building
        consisting of a 218,000 square foot building configured
        for manufacturing and assembly of large fabricated parts
        located at 1999 Poland Avenue, Youngstown, OH, the
        adjacent office building and 3,540 tons of structural
        steel;

     -- 300 Acres of Industrial Real Estate.  Approximately 300
        acres of industrial real estate currently owned by the
        Debtor or AID, as identified by real property parcel
        number in the applicable portion of Exhibit "B";

     -- Scrap Inventory.  All ferrous and non-ferrous scrap
        inventory of the Debtor;

     -- Equipment Used for Scrap Processing.  The equipment used
        by the Debtor for scrap processing (to be sold after all
        scrap has been processed and sold);

     -- PC 1100.  Four PC 1100's that have extensive modifications

        and enhancements;

     -- CNC Milling Equipment.  The CNC milling equipment owned by

        the Debtor, including the CNC milling equipment located in

        the Manufacturing Facility;

     -- Bridge Cranes.  Assets consisting of certain bridge cranes

        (estimated listing value $1,500,000), tension towers
        (estimated listing value $350,000) and shoring towers
        (estimated listing value $1,018,000);

     -- Light Rails.  Assets consisting of 393 gross tons of light

        railroad rails; and

     -- The stock of AID Life Insurance contracts.  The Debtor is
        the owner and holder of the following life insurance
        policy interests: (i) New York Life Insurance policy no.
        37 579 847 John R. Ramun as the insured with a cash
        surrender value in excess of $72,000, (ii) New York Life
        Insurance policy no. 37 606 720 Louise Ramun as the
        insured with a cash surrender value in excess of
        $117,000, and (iii) Aurora National Life policy no.       

        C11619923L Louise Ramun as the insured with a cash
        surrender value in excess of $45,000.

The Amended Second Disclosure Statement is available at:

         http://bankrupt.com/misc/ohnb16-40675-355.pdf

As reported by the Troubled Company Reporter on April 28, 2017, the
Debtor and the Committee filed an amended first disclosure
statement dated April 24, 2017, describing their joint plan of
reorganization, stating that Class 6 -- estimated at $900,000 -- is
impaired by the Plan.  Holders will be not be paid until all other
classes are paid in full.  The allowed unsecured claim of Michael
D. Ramun in the amount of $450,000 will be paid in full from the
creditor trust by the creditor trustee prior to any payments to
John R. Ramun on account of his unsecured claim in the amount of
$450,000 and no payments will be made to any direct family members
(other than ordinary course of business salaries) until the allowed
Class 6 claim of Michael D. Ramun has been paid in full.  Further,
John R. Ramun will reduce his Allowed Class 6 claim by $100,000 as
a contribution for his equity interest in the Reorganized Debtor.

              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 brother,
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.


AMERIFLEX ENGINEERING: Has Final OK to Use Cash Collateral
----------------------------------------------------------
The Hon. Thomas M. Renn of the U.S. Bankruptcy Court for the
District of Oregon has granted Ameriflex Engineering, LLC,
authorization to use cash collateral on a final basis.

A copy of the final court order and the budget is available at:

         http://bankrupt.com/misc/orb17-60837-101.pdf

As reported by the Troubled Company Reporter on April 3, 2017, the
Debtor sought permission from the Court to use cash collateral.
The budget reflects total cash disbursements in the approximate
amounts of $811,497 for the month of March 2017, $553,894 for the
month of April 2017, $636,475 for the month of May 2017, and
$721,085 for the month of June 2017.  The Debtor has two members:
Cajon, Inc. and Pacific Diamond & Precious Metals, Inc., each with
a 50% interest.  The Debtor entered into a Promissory Note Line of
Credit and Security Agreement with Pacific Diamond.  The Debtor
asserts that Pacific Diamond is over secured, considering that the
Debtor's inventory, equipment, and accounts receivables are
estimated to have current aggregate value of approximately
$1,148,000, while the balance on the Line of Credit is
approximately $681,936.  However, the Debtor further asserts that a
substantial portion of that value is comprised of the Debtor's
accounts receivables -- approximately $401,000.

                   About Ameriflex Engineering

Ameriflex Engineering LLC -- http://rhboats.com/and   
http://fishrite-boats.com/-- is engaged in the design, development
and manufacturing of boats.  The Company was created in 2008 with
the acquisition of the assets of then struggling River Hawk Boats,
Inc.  Cajon, Inc. and Pacific Diamond & Precious Metals each own
50% membership interest in the Debtor.

The Debtor filed a Chapter 11 petition (Bankr. D. Or. Case No.
17-60837), on March 22, 2017.  The petition was signed by Pacific
Diamond & Precious Metals, Inc., member.  At the time of filing,
the Debtor estimated assets and liabilities between $1 million and
$10 million.

The case is assigned to Judge Thomas M. Renn.  The Debtor tapped
Tara J Schleicher, Esq. at Farleigh Wada Witt, as counsel.

No trustee, examiner or committee has been appointed.

Tara J. Schleicher, Esq., and Margot D. Seitz, Esq., at Farleigh
Wada Witt serve as the Debtor's bankruptcy counsel.

David W. Criswell, Esq., at Ball Janik LLP is the Debtor's special
counsel.


ATOPTECH INC: Intends to File Plan by Sept. 11 After Asset Sale
---------------------------------------------------------------
ATopTech, Inc. asks the U.S. Bankruptcy Court for the District of
Delaware to extend its exclusive period to file a chapter 11 plan
through September 11, 2017 and solicit votes thereon through
November 9, 2017.

Recently, the Debtor has filed under certification of counsel
amended Bidding Procedures, an amended proposed order approving the
Bidding Procedures and related forms of notice, and an amended
asset purchase agreement, which identified a new stalking horse
bidder, Avatar Integrated Systems, Inc.

Likewise, the Debtor also filed a DIP Motion seeking approval of
debtor-in-possession financing in the amount of up to $6,000,000,
to be provided by Avatar, upon the Court's approval of a sale of
the Debtor's assets to Avatar.

The Court has set the hearing to consider both the sale of the
Debtor's assets and the DIP Motion to take place on May 12, 2017.

The Debtor maintains that if the Court approves the financing
pursuant to the DIP Motion, it would provide fund to the Debtor's
operations pending review and clearance of a sale transaction with
Avatar by the Committee of Foreign Investment in the United States,
if Avatar determines it is appropriate to apply for the CFIUS
voluntary review process.

As such, the Debtor claims that it is crucial for the Court to
grant the requested extensions of the Exclusivity Periods so as to
prevent the filing of a chapter 11 plan by a party other than the
Debtor while the Debtor's time and efforts are focused on
accomplishing the sale of the Debtor's assets and assessing means
for disposing of or liquidating any remaining assets.

                      About ATopTech, Inc.

ATopTech, Inc. -- http://www.atoptech.com/-- is in the business of
IC physical design. ATopTech claims its technology offers the
fastest time to design closure focused on advanced technology
nodes.  The use of state-of-the-art multi-threading and distributed
processing technologies speeds up the design process, resulting in
unsurpassed project completion times.

The Debtor presently maintains a strong IP portfolio that includes
seven U.S. patents. The Debtor operates out of Santa Clara,
California, where its headquarter office is located. The Debtor
operates a branch comprised of two offices, located in Taiwan,
which handle sales, customer support, research, and software
development. In addition, the Debtor is the 100% owner of four
subsidiaries: ATopTech Co., Ltd. in Japan, ATopTech Korea Ltd. in
South Korea, ATopTech Design Automation Pvt. Ltd. in India and
ATopTech Design Solutions Israel Ltd. in Israel.

ATopTech, Inc., sought Chapter 11 protection (Bankr. D. Del. Case
No. 17-10111(MFW)) on Jan. 13, 2017.  Claudia Chen, vice president,
finance, signed the petition.  

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

Judge Mary F. Walrath is the case judge.

ATopTech has employed Dorsey & Whitney as bankruptcy counsel, and
Cowen and Company as its investment banker.  Wilson Sonsini
Goodrich & Rosati, Professional Corporation, serves as corporate
and transactional counsel to ATopTech.  Grant Thornton serves as
tax counsel; and Arnold & Porter serves as litigation counsel. Epiq
Bankruptcy serves as claims and notice agent.


B&B BACHRACH: Court OK Israel Discount Bank Cash Collateral Deal
----------------------------------------------------------------
Judge Neil W. Bason of the U.S. Bankruptcy Court for the Central
District of California approved the Stipulation between B&B
Bachrach, LLC and Israel Discount Bank of New York authorizing the
Debtor to use cash collateral and granting adequate protection to
Israel Discount Bank on an interim basis.

Judge Bason also authorized the permissive use of junior creditors
CC Funding's and Opportunity Fund's cash collateral pursuant to the
Budget.

The Debtor and Israel Discount Bank have agreed that the Debtor's
use of cash collateral is necessary to avoid immediate and
irreparable harm to the estate pending the final hearing.

The final hearing to consider continued use of cash collateral will
be held on May 23, 2017, at 2:00 p.m.

A full-text copy of the Interim Order, dated May 4, 2017, is
available at https://is.gd/9l8jJ3

                  About B&B Bachrach, LLC

Founded in 1877, the Bachrach was founded by Henry Bachrach, who
opened a single store in Decatur, Illinois called "Cheap Charley"
to serve the growing population of professional gentlemen who were
settling in and developing the Midwest at the time.  In 1910, the
name of the Company was changed to Bachrach when the word "cheap"
began to take on connotations beyond merely a bargain.

Over the next century Bachrach evolved as a purveyor of fine men's
clothing, becoming a brand widely recognizable across not only the
Midwest, but throughout the United States.  Bachrach promotes its
brand as a menswear experience based upon a European fashion
aesthetic, superior customer service and an emphasis on lasting
customer relationships.  For more information about the Company,
please visit its website at bachrach.com

B&B Bachrach, LLC dba Bachrach filed a Chapter 11 petition (Bankr.
C.D. Cal. Case No. 17-15292), on April 28, 2017, disclosing assets
and liabilities ranging from $10 million to $50 million. The
Petition was signed by by Brian Lipman, managing member. The case
is assigned to Judge Neil W. Bason.

The Debtor is represented by Brian L Davidoff, Esq. at Greenberg
Glusker Fields Claman Machtinger LLP. Solid Asset Solutions LP,
serves as the Debtor's Liquidation Consultant; and Robert Greenspan
of Greenspan Consult, Inc. serves as the Debtor's Financial
Advisor.


B.C.I. FINANCES: Chapter 15 Case Summary
----------------------------------------
Chapter 15 Debtors:

B.C.I. Finances Pty Limited (in Liquidation)        17-11266
26 Flinders Street, Level 8
Adelaide, SA 05000
Australia

Binqld Finances Pty Limited (in Liquidation)        17-11267

E.G.L. Development (Canberra) Pty Limited
(in Liquidation)                                    17-11268

Ligon 268 Pty Limited (in Liquidation)              17-11269

Type of Business: B.C.I Finances is an Australian company and is
                  registered under Division 1 of Part 2.2 of the
                  Corporations Law of the Capital Territory
                  and because of its registration it is an
                  incorporated company.  The company is limited
                  by shares.

Chapter 15 Petition Date: May 9, 2017

Court: United States Bankruptcy Court
       Southern District of New York (Manhattan)

Judge: Hon. Sean H. Lane

Authorized Representatives: John Sheahan and Ian Russell Lock

Debtors' Counsel: Robert N. H. Christmas, Esq.
                  Christopher J. Fong, Esq.
                  NIXON PEABODY LLP
                  437 Madison Avenue
                  New York, NY 10022
                  Tel: (212) 940-3103
                  Fax: (866) 947-2426
                  E-mail: rchristmas@nixonpeabody.com

Estimated Assets: Not Indicated

Estimated Debt: Not Indicated


BAY CITY RECYCLING: Hires Davis Ermis as Attorney
-------------------------------------------------
Bay City Recycling, LLC, seeks authority from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Davis Ermis &
Roberts, P.C., as attorney to the Debtor.

Bay City Recycling requires Davis Ermis to:

   a. give the Debtor legal advice with respect to its powers and
      duties as the Debtor-in-Possession in the continued
      operation of the business and management of its property;

   b. prepare on behalf of the Debtor, as Debtor-in-Possession,
      necessary applications, orders, answers, reports, and other
      legal papers; and

   c. perform all other legal services for the Debtor, as Debtor-
      in-Possession, which may be necessary herein.

Davis Ermis will be paid at these hourly rates:

     Attorney                     $350
     Legal Assistants             $190

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

Craig D. Davis, partner of Davis Ermis & Roberts, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Davis Ermis can be reached at:

     Craig D. Davis, Esq.
     DAVIS ERMIS & ROBERTS, P.C.
     1010 N. Center, Suite 100
     Arlington, TX 76011
     Tel: (972) 263-5922
     Fax: (972) 262-3264

                   About Bay City Recycling, LLC

Bay City Recycling, LLC, based in Fort Worth, TX, filed a Chapter
11 petition (Bankr. N.D. Tex. Case No. 17-41675) on April 24, 2017.
The Hon. Russell F. Nelms presides over the case. Craig D. Davis,
Esq., at Davis Ermis & Roberts, P.C., serves as bankruptcy
counsel.

In its petition, the Debtor estimated $0 to $50,000 in assets and
$1 million to $10 million in liabilities. The petition was signed
by David Vega, manager.



BEACON AT BRICKELL: Watson Brickell Wants Adam Breeden Sanctioned
-----------------------------------------------------------------
Matthew Guarnaccia, writing for Bankruptcy Law360, reports that
Steven Carlyle Cronig, Esq., at Hinshaw & Culbertson LLP and client
Watson Brickell Development LLC asked U.S. District Judge Darrin P.
Gayles to sanction Adam Breeden, Esq., at Breeden & Associates
PLLC, who brought a lawsuit accusing them of benefiting from
another company's scheme to rig prices of certain Miami land
parcels at The Beacon at Brickell Village, LLC bankruptcy auction.

Law360 relates that Mr. Cronig and Watson Brickell asked Judge
Gayles to take action against Mr. Breeden following their dismissal
from a third amended complaint brought on behalf of JAWHBS LLC, a
creditor in the bankruptcy case.  Law360 shares that JAWHBS alleged
that developer Jorge Arevalo sought to get funding from Mr. Cronig
and Watson Brickell as part of the conspiracy to fix the outcome of
a July 2013 bankruptcy sale of four land parcels in the Brickell
neighborhood.  Discovery documents show testimony from both
principals of JAWHBS, including Mr. Breeden co-counsel Jerrold A.
Wish, who said no investigations took place in regard to the
claims, and that JAWHBS relied exclusively on the research and
advice of Mr. Breeden, Law360 states.

According to Law360, Mr. Cronig and Watson Brickell argued that
there were only three parcels in question, and that Mr. Breeden
fully understood that there were no facts to support his claims
even though he amended his complaints on multiple occasions.

Law360 says that Mr. Cronig and Watson Brickell contended that Mr.
Breeden filed unsuccessful motions to compel documents and
information protected by attorney-client privilege, faulting him
for wasting court resources and for causing them to spend money on
defense costs.  

The Beacon at Brickell Village, LLC, filed for Chapter 7
liquidation (Bankr. S.D. Fla. Case No. 13-11961) on Jan. 29, 2013.
Judge Laurel M. Isicoff presides over the case.


BECTON DICKINSON: Moody's Assigns Ba1 Rating to New Sr. Notes
-------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to Becton,
Dickinson and Company's (Becton's) proposed new senior unsecured
note offering. The rating outlook is stable (m). Becton's existing
Baa2 senior unsecured and issuer ratings and Prime 2 short term
rating remain under review for downgrade. The notes are being
offered in conjunction with an exchange offer for the outstanding
senior unsecured notes of C.R. Bard, Inc.(Baa1 ratings on review
for downgrade) totaling about $1.149 billion. The exchange of any
tendered notes will occur concurrent with the close of the
transaction. Management expects Becton's acquisition of Bard to
close in the fall of 2017.

Participating Bard note holders will receive Becton notes in
exchange for Bard notes. Bard is seeking to remove certain
covenants if a majority of holders of Bard's 4.4% and 3.0% bonds
opt to exchange their bonds. A portion of Bard's notes might remain
outstanding. In this instance, Moody's will likely withdraw the
ratings on the Bard notes if Becton does not guarantee the notes or
does not provide ongoing stand-alone financial reporting for Bard.

Ratings assigned to Becton, Dickinson and Company:

Ba1 new senior unsecured exchange notes

RATINGS RATIONALE

Moody's anticipates that it will downgrade Becton's senior
unsecured rating by two notches to Ba1 with a stable outlook and
its short-term rating to Not Prime if the transaction closes as
currently proposed. Several issues contribute to Moody's view that
Becton's ratings will not likely be investment grade. These
include: (1) the magnitude of this deal, so soon after it acquired
CareFusion; (2) very high pro-forma leverage with debt/EBITDA of
over 5.0 times (excluding synergies); and (3) Moody's view that
Becton will have limited flexibility to deviate from its
deleveraging plan and that deleveraging to investment-grade levels
will take longer than the rating agency feels is acceptable.

Moody's review will focus on Becton's final financing plans, the
likely timeframe for achieving synergies, and its plans for
deleveraging. Moody's will also evaluate the underlying operating
trends for both companies, and management's commitment to
refraining from share repurchases and acquisitions in order to
focus on debt repayment.

The principal methodology used in these ratings was "Global Medical
Product and Device Industry" published in October 2012.

Becton, Dickinson and Company, headquartered in Franklin Lakes, New
Jersey, is a medical technology company that manufactures a broad
array of medical products, laboratory equipment and diagnostic
products.


BENFER STORAGE: Hires Corral Tran as General Bankruptcy Counsel
---------------------------------------------------------------
Benfer Storage LLC seeks authorization from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Corral Tran
Singh, LLP as general bankruptcy counsel.

The Debtor requires Corral Tran to:

   (a) analyze the financial situation, and render advice
       and assistance to the Debtor;

   (b) advise the Debtor with respect to its rights, duties, and
       powers as a debtor in this case;

   (c) represent the Debtor at all hearings and other proceedings;

   (d) prepare and file all appropriate petitions,
       schedules of assets and liabilities, statements of affairs,

       answers, motions and other legal papers as necessary to
       further the Debtor's interests and objectives;

   (e) represent the Debtor at any meeting of creditors
       and such other services as may be required during the
       course of the bankruptcy proceedings;

   (f) represent the Debtor in all proceedings before the
       Court and in any other judicial or administrative
       proceeding where the rights of the Debtor may be litigated
       or otherwise affected;

   (g) prepare and file a Disclosure Statement and
       Chapter 11 Plan of Reorganization;

   (h) assist the Debtor in analyzing the claims of the
       creditors and in negotiating with such creditors; and

   (i) assist the Debtor in any matters relating to or
       arising out of the captioned case.

Corral Tran will be paid at these hourly rates:

       Susan Tran              $300
       Brendon Singh           $325
       Adam Corral             $275
       Legal Assistants        $85

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

Corral Tran has received a pre-petition retainer in the amount of
$20,000 remitted on February 10, 2017 and has applied $4,800
towards pre-petition attorneys' fees and expenses.

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

Corral Tran can be reached at:

       Adam Corral, Esq.
       Susan Tran, Esq.
       Brendon Singh, Esq.
       CORRAL TRAN SINGH, LLP
       1010 Lamar St., Suite 1160
       Houston, TX 77002
       Tel: (832) 975-7300
       Fax: (832) 975-7301
       E-mail: Susan.Tran@ctsattorneys.com

                     About Benfer Storage LLC

Benfer Storage LLC, based in Houston, Texas, offers storage spaces
for rent on a prepaid basis. The Debtor filed a Chapter 11
bankruptcy petition (Bankr. S.D. Tex. Case No. 17-32767) on May 1,
2017.  The Hon. Jeff Bohm presides over the case.  Susan Tran,
Esq., at Corral Tran Singh, LLP, serves as bankruptcy counsel.

In its petition, the Debtor estimated $1 million to $10 million in
assets and $500,000 to $1 million in liabilities.  The petition was
signed by Alberto Bernadoni, president.

A list of the Debtor's three largest unsecured creditors is
available for free at http://bankrupt.com/misc/txsb17-32767.pdf



BERRIOS AUTO: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Berrios Auto Gallery Inc.
           dba Chrysler Dodge Jeep De Caguas
           dba JRRA Auto Corp.
           dba Hunday Caguas Corp.
        Carr #1 KM. 34.2
        Industrial Park
        BO. Bairoa
        Caguas, PR 00725

Case No.: 17-03273

Business Description: The Company is a dealer of used cars.

Chapter 11 Petition Date: May 9, 2017

Court: United States Bankruptcy Court
       District of Puerto Rico (Old San Juan)

Debtor's Counsel: Carmen D Conde Torres, Esq.
                  C. CONDE & ASSOC.
                  254 San Jose Street, 5th Floor
                  San Juan, PR 00901-1523
                  Tel: 787-729-2900
                  Fax: 787-729-2203
                  E-mail: notices@condelaw.com
                          condecarmen@condelaw.com

Estimated Assets: $10 million to $50 million

Estimated Liabilities: $10 million to $50 million

The petition was signed by Roberto Berrios, president.

Debtor's List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Reliable Auto                        Floor Plan       $2,452,687
PO Box 21430                         Inventory
San Juan, PR
00928-1430

Universal Insurance                                   $1,400,000
URB. Santa Catalina
Calle A Guaynabo, PR
00966

Reliable Auto                        Inventory          $750,000
PO Box 21430
San Juan, PR
00928-1430

Oriental Bank Commercial             Commercial         $750,000
Loan Dept.                              Loan
997 San Roberto St.
San Juan, PR
00926

CRIM                                   Movable          $749,476
PO Box 195387                         Property
San Juan, PR
00919-5387

Departamento De Hacienda              Patente           $211,442
                                      Nacional
                                       (2015)

Roberto Berrios                        Loan             $150,602

Roberto Berrios                        Loan             $146,577
Dev., Inc.

Inversiones Del Norte                  Rent              $75,900

Municipality of Cagus                Patente             $73,173
                                    Municipal
                                   (Chrysler)

Sojitz DE PR Corp.                   Hyundai             $55,476
                                      Parts

JRRA Realty, Inc.                      Rent              $52,870

Eastern American Insurance            Garage             $46,529
                                      Keeper

CMR Berrios Realty, Inc.               Rent              $45,400

Popular Auto Inc.                    Maquina De          $41,693
                                    Alineamiento
                                       Lease

GFR Media                            Publicity           $39,621
                                      Service
Reliable Aot                                             $35,963

Auto Accesorios                     Accesorios           $33,350
De PR, Inc.                         Parktronic

LCDA. Brenda Quinones             Legal Services         $28,410

Medina Auto                            Rent              $27,500


BIODATA MEDICAL: PCO Files 2nd Interim Report
---------------------------------------------
Constance Doyle, the appointed Patient Care Ombudsman for BioData
Medical Laboratories, Inc., files a Second Interim Report for the
period March 1, 2017, through April 30, 2017.

The PCO recommended that the Debtor's service centers should assure
that its supplies are delivered, and assure that the notification
of changes is shared timely. Moreover, the Report recommended the
Debtor to respond timely to phone, email, and text messages from
the PCO.

Further, the PCO found that the care provided to the patients by
the Debtor is within the standard of care, with reservations about
some of the processes utilized.

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

      http://bankrupt.com/misc/cacb16-20446-271.pdf

                 About BioData Medical

BioData Medical Laboratories, Inc., based in Montclair, California,
owns and operates a medical testing business that provides medical
services for individuals.  The Debtor filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 16-20446) on Nov. 28, 2016. The Hon.
Mark S. Wallace presides over the case.  

In its petition, the Debtor estimated $2.23 million in assets and
$5.90 million in liabilities. The petition was signed by Henry
Wallach, CEO.

The Law Offices of Robert M. Yaspan serves as general bankruptcy
counsel to the Debtor; Darweesh, Lewis, Kelly & Von Dohlen, LLP as
special counsel; and Muhammad Khilji and his firm CFO & Tax
Solutions Inc. as accountant and business consultant.

No trustee or committee has been appointed in the case.


BONAVISTA ENERGY: Egan-Jones Hikes Sr. Unsec. Ratings to CCC-
-------------------------------------------------------------
Egan-Jones Ratings, on April 20, 2017, raised the local currency
and foreign currency senior unsecured ratings on debt issued by
Bonavista Energy Corp to CCC- from CC.

Headquartered in Calgary, Canada, Bonavista Energy Corporation
engages in the acquisition,
exploration, development, and production of oil and natural gas
properties and assets in Western Canada.



BREITBURN ENERGY: Wants Plan Filing Deadline Moved to July 11
-------------------------------------------------------------
Breitburn Energy Partners LP and its affiliated debtors seeks a
further extension from the U.S. Bankruptcy Court for the Southern
District of New York of their exclusive periods to file a chapter
11 plan through July 11, 2017, and to solicit acceptances of that
plan through September 9, 2017.  

The Debtors maintain that they are in the process of finalizing
negotiations and documentation with respect to a plan of
reorganization that provides for $1 billion of new equity capital
in the Debtors' reorganized enterprise. Currently, the Debtors are
already in the final stages of negotiating and documenting the
material terms of the Proposed Plan and related agreements, which
the Debtors aim to be supported by the First Lien Lenders, and
sponsored by the UCC Ad Hoc Bondholders, and the Official Committee
of Unsecured Creditors.

The Debtors are seeking an additional 60-day extension of the
Exclusive Periods so as to provide them with the opportunity to (a)
finalize these matters, (b) attempt at least one more time to reach
an agreement with the remaining holders of their 9.25% Senior
Secured Second Lien Notes, and (c) to further engage with the
Official Committee of Equity Security Holders to see if a consensus
can be reached with respect to the treatment of their constituency
under a plan.

The current status of the plan negotiation process being
spearheaded by the Debtors, are taking place as follows:

     (a) The Debtors are negotiating an agreement with the Proposed
Plan Sponsors regarding the Proposed Plan, which encompasses a $1
billion new money equity infusion into the Debtors??? reorganized
enterprise. The Debtors also are restricted with a second group of
unsecured bondholders regarding plan sponsorship.

     (b) The Debtors and the steering committee for the First Lien
Lenders are negotiating an agreement with respect to the treatment
of their claims under the Proposed Plan, which, in conjunction with
the equity raise, will provide the reorganized enterprise with
ample liquidity to fund the Debtors' business plan.

     (c) The Debtors remain engaged with professionals for the
Second Lien Group. Although no agreement on plan treatment has been
reached yet, the Debtors remain optimistic that one can be achieved
in the near term and, nevertheless, the Proposed Plan satisfies the
requirements for confirmation, absent an agreement with these
creditors.

     (d) Under any and all circumstances, any Proposed Plan that is
filed will mitigate to the maximum extent possible any potential
adverse CODI impact to the Debtors' unitholders. Moreover, the
Debtors' tax advisors have maintained an ongoing dialogue with the
tax advisors for the Equity Committee to assure that no matter what
plan is filed and regardless of the treatment provided therein for
existing equity, the mitigation of CODI liability will be achieved.
The Debtors are planning a negotiation session with the Equity
Committee in advance of filing the Proposed Plan with sufficient
time to include the Equity Committee's views on plan treatment.

The Debtors believe that this process will result in a Proposed
Plan premised on a substantial equity infusion and an approximate
$1.9 billion deleveraging of the Debtors' balance sheet. As such,
the Debtors assert that the modest extensions of the Exclusive
Periods requested will allow this process to be finalized in a
rational manner, consistent with the intent and purpose of chapter
11, maximize value for their economic stakeholders, and assure
their successful emergence from chapter 11 and, most importantly,
their long-term viability.

A hearing on the Debtors' Motion will be held on June 1, 2017 at
10:30 a.m. Objections are due no later than May 25, 2017.

                About Breitburn Energy Partners LP

Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Lead Case No. 16-11390) on May 15, 2016,
listing assets of $4.71 billion and liabilities of $3.41 billion.
The petitions were signed by James G. Jackson, executive vice
president and chief financial officer.

The Debtors are represented by Ray C Schrock, Esq. and Stephen
Karotkin, Esq. at Weil Gotshal & Manges LLP. The Debtors hired
Steven J. Reisman, Esq. and Cindi M. Giglio, Esq. at Curtis,
Mallet-Prevost, Colt & Mosle LLP as their conflicts counsel. The
Debtors tapped Alvarez & Marsal North America, LLC as financial
advisor; Lazard Freres & Co. LLC as investment banker; and Prime
Clerk LLC as claims and noticing agent.

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

The U.S. trustee for Region 2 appointed three creditors of
Breitburn Energy Partners LP and its affiliates to serve on the
official committee of unsecured creditors, and on Nov. 15, 2016,
the U.S. Trustee appointed seven creditors of Breitburn Energy
Partners LP and its affiliated debtors to serve on the official
committee of unsecured creditors.


CAMBER ENERGY: Assigns Rights in PSA to an Undisclosed Party
------------------------------------------------------------
Camber Energy, Inc., previously announced on Feb. 24, 2017, that
it, together with its financing partner, Jaffe Energy, Inc., via
Camber's subsidiary, Camber Permian II LLC, had entered into a
definitive Purchase and Sale Agreement with private sellers to
acquire oil and gas leases covering approximately 13,000 net acres
in the Permian Basin for a drilling project known as the "Arrowhead
Project."

Effective May 1, 2017, JEI rescinded its funding and formally
withdrew from CPII.  Contemporaneously, CPII assigned its rights
and interests in the PSA and Arrowhead to an undisclosed, private
oil and gas company.  As consideration for assigning the PSA, CPII
reserved (i) the right to a 30% interest acquired under the PSA in
an existing well on Arrowhead, subject to work necessary to bring
it on production, and (ii) an optional right to purchase 30% of the
remaining properties comprising the Arrowhead project for $2.7
million at a future date after two wells are drilled thereon by OG
Co, plus CPII's proportionate share of the costs of all lease
extensions and renewals that are acquired by OG Co.  CPII's right
to exercise this option is subject to its ability to obtain funding
necessary to close the transaction and to fund its share of
participation in future Arrowhead drilling activities.

Richard Azar, the Company's Chairman of the Board, said, "Camber is
appreciative of JEI for working with the Company towards an effort
to acquire Arrowhead.  We understand, however, that JEI has decided
to prioritize its other investment options at this time. Although
Camber would have preferred to maintain control over the Arrowhead
Project, we are very pleased to have reached this assignment
resolution that allows the Company to retain the opportunity to
invest in the project at a future date."

                     About Camber Energy

Based in Houston, Texas, Camber Energy (NYSE MKT: CEI) is a
growth-oriented, independent oil and gas company engaged in the
development of crude oil and natural gas in the Austin Chalk and
Eagle Ford formations in south Texas, the Permian Basin in west
Texas, and the Hunton formation in central Oklahoma.

Lucas Energy changed its name to Camber Energy, Inc., effective
Jan. 5, 2017, to more accurately reflect the Company's strategic
shift from its Austin Chalk and Eagleford roots to an expanding
addition of shallow oil and gas reserves with longer-lived,
lower-risk production profiles.

Lucas Energy reported a net loss of $25.4 million for the year
ended March 31, 2016, compared to a net loss of $5.12 million for
the year ended March 31, 2015.  As of Dec. 31, 2016, Camber Energy
had $71.34 million in total assets, $49.12 million in total
liabilities and $22.21 million in total stockholders' equity.

Hein & Associates LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended March 31, 2016, citing that the Company has incurred
significant losses from operations and had a working capital
deficit of $9.6 million at March 31, 2015.  These factors raise
substantial doubt about the Company's ability to continue as a
going concern.


CARITAS INVESTMENT: Taps Halstead Connecticut as Broker
-------------------------------------------------------
Caritas Investment Limited Partnership seeks approval from the U.S.
Bankruptcy Court for the District of Connecticut to hire a real
estate broker.

The Debtor proposes to hire Halstead Connecticut, LLC in connection
with the sale of its property located at 140 Wallacks Drive,
Stamford, Connecticut.  

The firm will get a commission of 5% of the gross purchase price
for the property.  The listed price is $8.995 million.

Edward Saunders, manager of Halstead, disclosed in a court filing
that his firm does not hold or represent any interest adverse to
the Debtor's bankruptcy estate or any of its creditors.

The firm can be reached through:

     Edward E. Saunders
     Halstead Connecticut LLC
     671 Boston Post Road
     Darien, CT 06820
     Phone: (203) 655-1418 / 203-656-6599  
     Email: esaunders@halstead.com

                    About Caritas Investment

Headquartered at Stamford, Connecticut, Caritas Investment Limited
Partnership is a single asset real estate as defined in 11 U.S.C.
Section 101(51B). It owns the property at 140 Wallacks Drive,
Stamford, which consists of a parcel on Stamford mainland and an
island in the City of Stamford.

Caritas Investment Limited Partnership filed a Chapter 11 petition
(Bankr. D. Conn. Case No. 17-50456) on April 24, 2017.  In its
petition, the Debtor estimated $1 million to $10 million in both
assets and liabilities.  The petition was signed by John A. Morgan,
member of Morgan 2000, LLC, general partner.


CAROLLO BAR: JWA Buying All Assets for $400K
--------------------------------------------
Judge Christine M. Gravell of the U.S. Bankruptcy Court for the
District of New Jersey will convene a hearing on May 16, 2017, at
10:00 a.m., to consider Carollo Bar and Restaurant, Inc.'s motion
to sell substantially all assets to JWA Real Estate, LLC, or its
assignee or nominee, for $400,000.

The objection deadline is May 16, 2017.

The Debtor owns real property located at 2303 Marne Highway,
Hainesport, New Jersey, Block 67, Lot 16, as shown on the tax maps
of the Township of Hainesport, together with all improvements
thereon, all systems, fixtures, machinery, and equipment to provide
utility service.

Fulton Bank holds a first mortgage on the Real Property.  On March
15, 2016, Fulton Bank obtained a final judgment in foreclosure
against the Real Property in case no. BUR-F-032429-15.  Fulton
holds a UCC-1 on all of the Debtor's personalty.  On Jan. 11, 2016,
Fulton Bank obtained a money judgment by default against the Debtor
in the amount of $389,682.  In addition to Fulton Bank's claims,
the Internal Revenue Service filed a secured proof of claim for
$153,634; and the State of New Jersey filed claims in the amounts
of $15,883 (Division of Employer Accounts), $3,063 (Division of
Taxation), $5,258 (Division of Taxation), and an estimate claim of
$50,000 (Division of Employer Accounts).

The Debtor is unable to reorganize and therefore desires to conduct
a sale of all of the Debtor's assets free and clear of all liens,
claims and encumbrances, for the benefit of its bankruptcy estate
and its creditors.

Commencing at a time prior to the filing of the Debtor's bankruptcy
case on March 15, 2016, the owner of Carollo Bar & Restaurant, Inc.
??? Hainesport ("Carollo Hainspor") and her son, the manager of
Carollo Hainesport, Gaspare Carollo, have been trying to sell its
assets to pay its debts without the necessity to file bankruptcy.

By December 2016, the Debtor and its counsel decided to engage the
guidance and assistance of a professional commercial real estate
broker, and it made an application to the Court to retain Metro
Commercial Real Estate on Dec. 8, 2016, which retention was ordered
on Dec. 13, 2016.

The brokers at Metro Commercial immediately began wide-spread
promotion and marketing of the sale of the Debtor's assets.  After
five months of promotion and marketing (in addition to the year
that the Debtor and counsel promoted and marketed the sale of the
assets), only one party expressed interest in finalizing an
agreement of sale to purchase the Debtor's assets, JWA.  JWA's
managing member is R. Nolan Aspell who is experienced in owning and
successfully managing the Sonic Drive-In in Cinnaminson, New Jersey
that opened in 2012.

Aspell, the Debtor, and the Debtor's Counsel negotiated the terms
of the proposed Agreement of Sale and Purchase for Real Estate
dated May 3, 2017 ("AOS"), and the Debtor's counsel asserts that
the proposed AOS is the highest and best offer that the Debtor has
received and will receive for the sale of its assets.

The original listing price with Metro Commercial for the assets
(the Real Property and the Liquor License) was $605,000: $305,000
was attributed to the Real Property based on a summary appraisal
completed in March 2016; and $300,000 was attributed to the liquor
license based on information the Debtor's Counsel received about
one of the last liquor license sales in Hainesport Township in 1980
for $300,000.

The final agreed upon sale price for the Real Property and the
liquor license combined is $400,000 as reflected in the proposed
AOS.  

The Debtor's counsel and counsel for Fulton Bank reached an
agreement to allocate $300,000 of the sale proceeds to the sale of
the Real Property and $100,000 to the sale of the liquor license.

A copy of the AOS attached to the Notice is available for free at:

       http://bankrupt.com/misc/Carollo_Bar_69__Sales.pdf

The $400,000 for the Real Property and the liquor license is not
only the highest and best offer, but it is the only offer.  

Furthermore, the Debtor's case has been pending for more than 13
months and Fulton Bank has relief from the Section 362 automatic
stay to relist the Debtor's real estate for sale.  It is imperative
to the Debtor's case that an Order is entered granting the Debtor's
Motion, and that the sale of the Debtor's assets proceed, so that
the Debtor can fund a Chapter 11 Plan.  Accordingly, the Debtor
asks the Court to approve the sale of substantially all assets to
JWA free and clear of any liens, claims and encumbrances in
accordance with the terms set forth in the AOS.

The Purchaser can be reached at:

          JWA REAL ESTATE, LLC
          P.O. Box 232
          Hainesport, NJ 08036

                About Carollo Bar and Restaurant

Carollo Bar and Restaurant, Inc., sought protection under Chapter
11
of the Bankruptcy Code (Bankr. D.N.J. Case No. 16-14795) on March
15, 2016.  The petition was signed by Antonina Carollo, president.

The case is assigned to Judge Christine M. Gravelle.

Carrie J. Boyle, Esq., at McDowell Posternock Apell & Detrick, PC,
is the Debtor's realtor in connection with the sale of its real
estate and liquor license.

Ellen M. McDowell, Esq., at McDowell Posternock Apell & Detrick,
PC, serves as the Debtor's bankruptcy counsel.

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


CARRIE STEFANI: Selling Hoboken Property for $1.2M to Pay Lynx
--------------------------------------------------------------
Carrie Stefani and Robert Phillips ask the U.S. Bankruptcy Court
for the District of New Jersey to authorize them to redeem their
interest in the real property known as 221 Monroe Street, Hoboken,
New Jersey, and to sell such property to 221 Monroe Street
Associates, LLC, for $1,200,000.

Prior to commencement of the case, the Debtors' interest in one of
their real properties, the Property, was the subject of a
prepetition foreclosure sale.  They filed their petition for
chapter 11 relief on April 10, 2017 because, inter alia, they
required bankruptcy relief to extend their time to redeem the
Property under Sec. 108 of the Bankruptcy Code.

The Property consists a three condominium-unit residential
building, which has been approved by the New Jersey Department of
Community Affairs for Conversion to Condominiums.  None of the
units are occupied, and no unit is encumbered by a lease.  Lynx
Asset Services, LLC held the only mortgage covering the Property.

The public record reveals that these parties may hold judgments
against the Debtor:

          a. Fire Marshal, City of Hoboken, New Jersey: Superior
Court of New Jersey, J-197606-2015, Oct. 16, 2015, $3,000;

          b. Fire Marshal, City of Hoboken, New Jersey: Superior
Court of New Jersey, J-192233-2015, Nov. 2, 2015, $1,500;

          c. Construction Official, City of Hoboken, New Jersey:
Superior Court of New Jersey, J-092976-2016, June 7, 2016,
$58,143;

          d. Construction Official, City of Hoboken, New Jersey:
Superior Court of New Jersey, J-099521-2016, June 17, 2016,
$16,286;

          e. New Jersey Department of Community Affairs, Bureau of
Housing Inspection: Superior Court of New Jersey, DJ-027892-2013,
Feb. 9, 2013, $2,239;

          f. New Jersey Department of Community Affairs, Bureau of
Housing Inspection: Superior Court of New Jersey, June 5, 2016,
DJ-083467-2015, $432;

          g. New Jersey Division of Taxation: Superior Court of New
Jersey, DJ-231094-2015, Dec. 17, 2015, $6,382; and

          h. New Jersey Division of Taxation: Superior Court of New
Jersey, Dec. 17, 2015, $6,382.

On information and belief, no holder of a judgment against the
Debtors have executed upon the personal property of the Debtors.

Prior to commencement of the case, Lynx initiated a foreclosure
suit.  The Superior Court of New Jersey entered Final Judgment of
Foreclosure, and Lynx prompted the Sheriff of Hudson County to
conduct a foreclosure sale.  However, prior to confirmation of the
foreclosure sale, the Debtors objected to confirmation of the sale.
Their objection was resolved with an agreement among Lynx, the
third party bidder, and them, establishing the redemption amount
and extending to time for them to redeem for 90 days.

The Debtors were unable to complete the redemption process within
the time permitted by the Consent Order dated Jan. 11, 2017.  On
April 10, 2017, prior to the expiration of the redemption period
fixed by the Consent Order, the Debtors filed their petition for
Chapter 11 relief.  Pursuant to Bankruptcy Code Sec. 108(b)(2), the
commencement of the case extended the time to redeem for 60 days,
to June 9, 2017.

Redemption of the Property is crucial to preserving value for the
estate.  According to the Broker's Price Opinion, the market value
of the Property is approximately $1,500,000 to $1,700,000.  As the
redemption amount was fixed at $971,185 as of Jan. 6, 2017, it is
obvious that without redemption the estate will lose several
hundred thousands of equity value if Debtors cannot redeem the
Property.

In order to redeem the Property by the June 9, 2017 deadline, the
Debtors have formed the Buyer with Kenneth Cohen, a third-party
investor, and to arrange for the LLC to borrow $1,200,000 from Mr.
Cohen's wife, Rachel Cohen.  Contemporaneously, the Debtors propose
to sell the Property to the LLC for the amount of $1,200,000, free
and clear of liens, pursuant to the Contract.

The parties intend to utilize the purchase money to pay the amounts
necessary to redeem the Property and pay all ordinary closing costs
and expenses, including legal fees, real estate taxes and other
municipal charges, realty transfer fees and recording costs.  The
broker with whom the Debtors had been marketing the individual
units of the Property has agreed to waive any right to a commission
in connection with the proposed sale, with the understanding that
the LLC will continue to retain her to market the individual units.
The Debtors propose to hold any remaining funds for the purpose of
funding a plan of reorganization, with any liens, claims or
interests will attach to such proceeds.

The Debtors, and thus the estate, will retain a significant
interest in the LLC.  The LLC's Operating Agreement requires it to
market and sell the Property's individual condominium units, and
permits the Debtors a 75% share of the net profit realized from the
sale of units after full repayment of the mortgage loan to Mrs.
Cohen.  The LLC's loan agreement with Mrs. Cohen requires it to
repay the loan at 12% interest within an 18 month term.  Regular
loan payments are not required, but the LLC will be required to
direct all net proceeds recovered at the closing of sales of
individual units toward repayment of the mortgage loan.

Under the LLC's Operating Agreement, the Debtors' share of
distribution(s) from the LLC will be utilized to reimburse all
interest owed to Mrs. Cohen on account of the loan.  However, the
Debtors will not become personally liable for repayment of the
loan.

A copy of the Contract and the Operating Agreement attached to the
Motion is available for free at:

       http://bankrupt.com/misc/CARRIE_STEFANI_20_Sales.pdf

The sum of the amount due on Lynx's foreclosure judgment plus and
all other liens and judgments is less than the $1,200,000 purchase
price.  Indeed, the Debtors anticipate recovering through the
proposed sale net proceeds in excess of the outstanding amounts of
all judgments against them.

The Debtors ask authorization for their employment of special real
estate counsel in connection with the proposed sale, and authority
to pay at closing special real estate counsel's fees.  They ask
authority to employ W. Mark O'Brien, Esq. as their special real
estate counsel in connection with the sale of the Property, and to
pay the special counsel's legal fee at closing.  Mr. O'Brien will
ask a flat fee for his legal service connected to the proposed sale
of $3,500.  The Debtors respectfully submit that the fee requested
is reasonable in light of the complexity of the matter, and that
special counsel's service in the matter was necessary for the
timely and orderly sale.  Submitted simultaneously with the Motion
is the Debtors' Application to retain special counsel and Mr.
O'Brien's certification.

The Debtors respectfully submit that approving the proposed
redemption and sale of the Property is in the best interest of the
creditors and the estate.  Approving the redemption and sale of the
will resolve the estate's liability to Lynx and significantly
reduce the amount of secured claims against the estate.  Further,
approving the redemption and sale will provide the estate with cash
to fund a plan, and will enable the estate to preserve a up to 75%
of the net equity in the Property, which it will continue to hold
through the LLC.  By contrast, the equity, and the opportunity to
sell it for the benefit of the estate, may be forfeited and lost
forever if the proposed sale is not approved.  Accordingly, the
Debtors respectfully ask the Court to approve of the proposed
transaction.

The Debtors ask the Court to waive the 14-day stay required by Fed.
R. Bankr. P. 6004(h) to allow a sale or transaction to close
immediately to preserve the equity in the Property, as the parties
must close the sale prior to the June 9, 2017 redemption deadline
or they will lose the Property to foreclosure sale.

The Purchaser can be reached at:

          221 MONROE STREET ASSOCIATES, LLC
          P.O. Box 4443
          Warren, NJ 07059

Carrie Stefani and Robert Phillips sought Chapter 11 protection
(Bankr. D.N.J. Case No. 17-17255) on April 10, 2017.  The Debtors
tapped John O'Boyle, Esq., at Norgaard O'Boyle, as counsel.


CENTRAL GROCERS: May 15 Meeting Set to Form Creditors' Panel
------------------------------------------------------------
Andy Vara, United States Trustee for Region 3, will hold an
organizational meeting on May 15, 2017, at 11:00 a.m. in the
bankruptcy case of Central Grocers, Inc.

The meeting will be held at:

               Delaware State Bar Association
               405 King Street, 2nd Floor
               Wilmington, DE 19801-2529

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.

As reported in the Troubled Company Reporter on May 5, 2017,
Central Grocers, Inc. on May 4, 2017, disclosed that the Company
and all of its subsidiaries have voluntarily elected to file for
relief under Chapter 11 of the Bankruptcy Code in the U.S.
Bankruptcy Court for the District of Delaware.  The Company intends
to use this court-supervised process to conduct an orderly sale of
its Strack & Van Til stores as going concerns and anticipates
entering into a sale agreement with a stalking horse bidder in the
near future.


CENTRAL GROCERS: Sets Closing Procedures for Strack Grocery Stores
------------------------------------------------------------------
Central Grocers, Inc. ("CGI") and affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to authorize the
store closing procedures in connection with their sale of grocery
stores operated by Strack and Van Til Super Market, Inc., doing
business as SVT, LLC, while simultaneously winding down CGI's
business.

Contemporaneously with the Motion, the Debtors have filed a motion
requesting joint administration of their chapter 11 cases pursuant
to Rule 1015(b) of the Federal Rules of Bankruptcy Procedure.

In parallel, the Debtors asks to orderly wind down and liquidate
non-profitable stores for which no third-party has made or likely
will make a valuable offer and the Distribution Center owned and
operated by CGI ("Closing Stores"), and dispose of related
inventory and furniture, fixtures, and equipment ("Store Closing
Assets").

For the past several months, the Debtors and their advisors have
engaged in a systematic review of each of the Strack Stores and the
Distribution Center, analyzing their performance, profitability,
and market impact.  The Underperforming Stores, among other things,
are subject to above-market rent, in regions over-saturated with
competition, are costly for the Debtors to operate, and no buyer
has expressed an interest in purchasing the Underperforming Stores
on a going concern basis.  Accordingly, continued operation of the
Underperforming Stores no longer remains viable.  Indeed, before
the commencement of these chapter 11 cases, the Debtors commenced
the wind down and liquidation of 14 Underperforming Stores, five of
which are already closed and are currently dark ("Phase I
Stores").

Given the precipitous operating losses continuing at the nine
additional Underperforming Stores identified for immediate wind
down ("Phase II Stores"), the Debtors have started to close or need
to begin closures at the Phase II Stores as soon as possible.  The
Debtors estimate that closure of the Phase I Stores and the Phase
II Stores will generate approximately $2 million in monthly
savings.  The sale of the Store Closing Assets in the Phase I
Stores and Phase II Stores is expected to yield approximately $15
million in gross proceeds.

Additionally, the Debtors are liquidating the Distribution Center
in order to maximize the value of the sale of inventory at the
Distribution Center as part of the wind down of CGI.

The Debtors, in consultation with their professionals and advisors,
have designed streamlined Store Closing Procedures to liquidate
Store Closing Assets at the Closing Stores, in each case, free and
clear of all liens, claims, interests, and other encumbrances.  The
Debtors have determined that implementing the Store Closing
Procedures will provide the most timely and efficient means for
maximizing the value of the Store Closing Assets.  Before the
commencement of their chapter 11 cases, the Debtors notified
landlords, unions, and employees, among other parties affected by
the closure of the Closing Stores.

To maximize the value of the Store Closing Assets, the Debtors also
ask authority to assume the letter agreements dated Feb. 27, 2017
(for the Phase I Stores) and April 19, 2017 (for the Phase II
Stores) ("Liquidation Consulting Agreements") between SVT and
Gordon Brothers Retail Partners, LLC, a liquidation consulting firm
engaged prepetition by the Debtors, that has been and will continue
advising the Debtors on consummating an efficient and
value-maximizing multi-store closing process.  The Debtors believe
that the terms of the Liquidation Consulting Agreements are
reasonable and that assumption of the Liquidation Consulting
Agreements is an exercise of their sound business judgment that
will maximize value for their estates and creditors.

The Debtors intend to continue marketing the leases underlying the
Phase II Stores and will make a determination about which, if any,
of the Phase II Store leases should be included in an auction
process.

If the Debtors determine that the leases underlying the Closing
Stores cannot be sold or assigned for value, the Debtors need the
flexibility to promptly reject such leases.  Therefore, the Debtors
ask approval of the Lease Rejection Procedures to govern their
rejection of unexpired leases of nonresidential real property and
the abandonment of certain surplus, burdensome, or non-core assets,
which may include Store Closing Assets in connection therewith.
Implementing the Lease Rejection Procedures will promote the
Debtors' chapter 11 strategy, and will eliminate burdensome payment
and other performance obligations.  Objections to the proposed
rejection or abandonment must be filed and served no later than 10
calendar days after service of the Rejection Notice.

A copy of the Store Closing Procedures, the Liquidation Consulting
Agreements, and the Lease Rejection Procedures attached to the
Motion is available for free at:

             http://bankrupt.com/misc/Central_Grocers_15_Sales.pdf

The relief requested is integral to maximizing value for the
Debtors' estates and their economic stakeholders.  Together, the
Store Closing Procedures and the Lease Rejection Procedures will
permit the orderly shut-down of the Closing Stores, provide a
uniform mechanism for the rejection of leases and turnover of
leased premises to affected landlords, and provide the Debtors with
the flexibility needed to execute their chapter 11 strategy.
Accordingly, the Debtors ask the Court to approve the relief
sought.

To implement the foregoing successfully, the Debtors ask that the
Court finds that notice of the Motion is adequate under Bankruptcy
Rule 6004(a) under the circumstances, and waives the 14-day stay of
an order authorizing the use, sale, or lease of property under
Bankruptcy Rule 6004(h).

                      About Central Grocers

Joliet, Illinois-based Central Grocers, Inc. --
http://www.central-grocers.com/-- is a supplier to independent  
grocery stores in the Midwestern United States.  Formed in 1917,
Central Grocers is organized as a retail cooperative (co-op) owned
by the independent supermarket retailers that Central supplies.

Central Grocers is the 7th largest grocery cooperative in the
United States.  Central Grocers supplies over 400 stores in the
Chicago area with groceries, produce, fresh meat, service deli
items, frozen foods, ice cream and exclusively the Centrella Brand
distributor.  Sales have grown to $2.0 billion per year over the
past 94 years.


CENTRAL LAUNDRY: Taps Maschmeyer Karalis as Legal Counsel
---------------------------------------------------------
Central Laundry, Inc. and Bellmawr Laundry LLC seek approval from
the U.S. Bankruptcy Court for the Eastern District of Pennsylvania
to hire legal counsel in connection with their Chapter 11 cases.

The Debtors propose to hire Maschmeyer Karalis P.C. to, among other
things, give legal advice regarding its duties under the Bankruptcy
Code, assist in negotiations for debt restructuring and related
transactions, and prepare a plan of reorganization.

The hourly rates charged by the firm are:

     Shareholders            $530
     Associates       $315 - $445
     Paralegals              $130

The Debtors have agreed to pay the firm a retainer fee of $50,000,
plus $3,434 for the filing fees.  Prior to the bankruptcy filing,
the firm received $10,000 from the Debtors and $25,000 from Josie
Pino, leaving a balance of $18,434 that will be paid during the
course of the bankruptcy cases.

Aris Karalis, Esq., at Maschmeyer, disclosed in a court filing that
the firm is a "disinterested person" as defined in section 101(14)
of the Bankruptcy Code.

The firm can be reached through:

     Aris J. Karalis
     Maschmeyer Karalis P.C.
     1900 Spruce Street
     Philadelphia, PA 19103
     Tel: (215) 546-4500
     Email: akaralis@cmklaw.com

                   About Central Laundry Inc.

Central Laundry, Inc., which does business under the name Olympic
Linen, operates a commercial laundry and linen service for the
restaurant and hospitality industry.  Its headquarters is located
at 615 Industrial Park Drive, Lansdowne, Pennsylvania.  

Central Laundry, Inc. and its New Jersey-based affiliate Bellmawr
Laundry LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D. Pa. Case Nos. 17-13172 and 17-13189) on May 3,
2017.  The petitions were signed by George Rengepes, president and
member.  

At the time of the filing, the Debtors estimated their assets and
debts at $1 million to $10 million.  

The cases are assigned to Judge Eric L. Frank.

Central Laundry previously filed for Chapter 11 protection (Bankr.
E.D. Penn. Case No. 16-10666) on Feb. 1, 2016, estimating its
assets and liabilities of less than $50,000.  Paul J. Winterhalter,
Esq., at the Law Offices Of Paul J. Winterhalter, P.C., served as
the Debtor's bankruptcy counsel in the previous case.


CHAMA VALLEY ISD: Moody's Cuts GO Rating to Ba1, Outlook Still Neg.
-------------------------------------------------------------------
Moody's Investors Service has downgraded to Ba1 from Baa2 Chama
Valley Independent School District (ISD) No. 19, NM's general
obligation rating. The outlook remains negative.

The downgrade reflects persistently weak General Fund liquidity
with four consecutive fiscal years of zero cash and the use of cash
transfers from the Debt Service Fund as the district awaits federal
reimbursement. The rating also reflects a moderate, though rapidly
amortizing debt profile, a small but overall stable tax base and
below average residential wealth levels.

Rating Outlook

The negative outlook reflects the continued limited liquidity and
ongoing challenges to improve reserves given reliance on one-time
revenues.

Factors that Could Lead to an Upgrade (Remove Negative Outlook)

Materially improved liquidity and reserves

Improved financial operations eliminating the need to temporarily
borrow cash from the Debt Service Fund

Factors that Could Lead to a Downgrade

Further declines in operating reserves

Continued borrowing from the Debt Service Fund beyond FY 2018

Tax base contraction

Legal Security

The bonds are general obligations of the district payable from ad
valorem taxes to be levied against all taxable property within the
district without limitation as to rate or amount.

Use of Proceeds. Not applicable.

Obligor Profile

Chama Valley Independent School District 19 is a rural school
district located in Rio Arriba County in north central New Mexico.
The district is headquartered in Tierra Amarilla, approximately 23
miles south of the Colorado state line and 80 miles northwest of
Santa Fe. Rio Arriba County has a population of 39,777. The
district had about 383 students enrolled in the 2016-17 school
year.

Methodology

The principal methodology used in this rating was US Local
Government General Obligation Debt published in December 2016.


CHARLES BRELAND: A. Richard Maples Named Ch. 11 Trustee
-------------------------------------------------------
Judge Jerry C. Oldshue, Jr., of the U.S. Bankruptcy Court for the
Southern District of Alabama entered an order appointing A. Richard
Maples as the Chapter 11 Trustee for Charles K. Breland, Jr.

Creditor Levada EF Five, LLC, filed a Motion to Dismiss or in the
Alternative Appointment of a Chapter 11 Trustee.  Creditors Hudgens
& Associates, LLC, and Equity Trust Company as Custodian for the
Benefit of David E. Hudgens IRA #41458 filed a Motion to Appoint a
Chapter 11 Trustee, to which Debtor filed his Omnibus Brief in
Opposition thereto and the Bankruptcy Administrator's Response
thereto.  The Debtor also filed its own Motion to Dismiss, and the
BA's Response in Opposition.

In a memorandum opinion and order dated April 28, 2017, Judge
Oldshue denied Levada's Motion to Dismiss, denied the Debtor's
Motion to Dismiss, and granted the Hudgens Creditors' Motion to
Appoint a Chapter 11 Trustee.

Judge Oldshue stated, "In this case, the Debtor In Possession is an
individual.  One of the most difficult concepts an individual
Chapter 11 debtor has to grasp is that once he files bankruptcy he
has a fiduciary duty to his creditors to act in the best interest
of the bankruptcy estate.  This means he must generally put the
interests of his creditors ahead of his own interests.  To
accomplish his fiduciary responsibility, he must act in a
transparent, forthright, and candid manner and work to benefit the
bankruptcy estate even if that may be a detriment to him
individually."

Judge Olshue pointed out that "Mr. Breland has not been
transparent, forthright, or candid.  He has routinely altered his
position with this Court to suit his purposes at the time.  Mr.
Breland stated multiple times under oath that only he and his small
staff are qualified to handle the exceptionally complex nature of
his business and that they do so above board and with the utmost
transparency.  Yet, when this Court ordered him to do so, he sought
dismissal of his case based on 'extreme hardship.'"

In granting the Hudgens Creditors' Motion to Appoint, Judge Oldshue
held found that the factor of fraud weighs in favor of appointment,
pointing out that on the eve of unfavorable jury verdicts being
entered against him, Mr. Breland created a network of corporations
and LLCs to shield his assets from collection.  He transferred
substantial assets to insiders using these entities thereby
creating a tangled web of potentially fraudulent transfers that
impeded his creditors' efforts to collect on their debts against
him, the judge pointed out.

The judge also concluded that the factor of dishonesty weighs in
favor of appointment.  Considering this case as a whole, Mr.
Breland has taken inconsistent positions regarding his involvement
in the ordinary course of his business operations, leading this
Court to conclude that at least some dishonesty is present.

Further, Judge Ulshue held that the factor of incompetence or gross
mismanagement weighs in favor of appointment. The fact that Mr.
Breland apparently does not maintain or does not have access to
important business records relating to many transactions he was
questioned about raises critical concern over how he will continue
to comply with this Court???s reporting orders in a way that
provides his creditors with an accurate picture of his income,
expenses, and business dealings, the judge said.  Thus, the Court
finds that clear and convincing evidence has been presented
demonstrating gross mismanagement of his real estate business.

Judge Ulshue concluded, "A person's opportunity to file bankruptcy
is intended to provide a shield that allows a fresh start to the
honest, but unfortunate debtor, and to provide fair treatment to
all of the debtor's creditors through liquidation or
reorganization.  It is not intended to provide him with a sword to
frustrate and evade his creditors.  Mr. Breland's behavior does not
comport with the judicious, economic and fair administration of his
estate as required by the Bankruptcy Code.  Applying Section
1104(a)(2) of the Bankruptcy Code, this Court finds by clear and
convincing evidence that the interests of the creditors will be
better served by the appointment of a trustee."

A full-text copy of the April 28 Memorandum Opinion is available
at:

          http://bankrupt.com/misc/alsb16-02272-382.pdf

Charles K. Breland, Jr., filed a Chapter 11 petition (Bankr. S.D.
Ala. Case No. 16-02272) on July 8, 2016, and is represented by
Robert M. Galloway, Esq., at Galloway Wettermark Everest Rutens.


CHEMOURS COMPANY: Moody's Rates New $500MM Sr. Unsec. Notes B1
--------------------------------------------------------------
Moody's Investors Service assigns B1 to the new $500 million senior
unsecured notes due 2027 issued by The Chemours Company. Proceeds
of the issuance are expected to be used for working capital and
general corporate purposes, including the $335 million payment of
settlement costs relating to the PFOA multi-district litigation
settlement, if finalized. The outlook on the ratings remains
stable.

Assignments:

Issuer: Chemours Company, (The)

-- Senior Unsecured Regular Bond/Debenture, Assigned B1 (LGD5)

RATINGS RATIONALE

In February, 2017, E.I. du Pont de Nemours and Company (A3,
negative) and Chemours (Ba3, stable) announced that they agreed in
principle to a global settlement with plaintiffs in the PFOA
litigation in the amount of $670.7 million, which is a positive
development for both companies.

The PFOA litigation involves personal injury lawsuits filed against
DuPont that were consolidated in multi-district litigation (MDL) in
the U.S. District Court in the Southern District of Ohio. If the
agreement is finalized in a master settlement agreement, it removes
a cloud of uncertainty over the two companies, especially Chemours,
which provides indemnification to DuPont as part of the Separation
Agreement associated with the separation of Chemours from DuPont in
2015.

The assigned B1 rating and the current Ba3 CFR rating, reflect
Chemours' position as the leading global producer in TiO2 pigments,
where scale, technology and ore flexibility allow for
industry-leading margins over time. Other strengths include leading
market positions across much of the fluoroproducts branded
franchise, which continues to have a favorable growth outlook from
Opteon -- a leader in the new HFO generation of auto refrigerant
products.

Negative factors in the credit include the historical cyclical
nature of the TiO2 industry, notwithstanding the robust cyclical
recovery, which Moody's believes still has a favorable outlook.
Other weaknesses include limited diversification, as TiO2 and
Fluoroproducts account for roughly 95% of EBITDA, as well as
exposure to ongoing environmental costs and numerous environmental
sites. The recent PFOA settlement limits litigation risk, as long
as the litigation does not meaningfully expand beyond the case load
in the West Virginia and Ohio regions.

Financial leverage is still somewhat of a negative factor in the
profile, but leverage has improved considerably and is now close to
the triggers Moody's set for an upgrade. Moody's estimates current
adjusted PF gross leverage (adjusted for pensions and operating
leases and PF for debt incurred to fund the PFOA settlement) at
3.8x which has the potential to trend to mid 3x range by year end,
compared to Moody's upgrades trigger of 3.6x. Moody's also expects
RCF/TD, currently around 10%, to trend to the mid-double digit
range by year end, compared to Moody's upgrades trigger of 14%.
Accordingly, the potential for an upgrade of the CFR to Ba2
increases over the next 6-12 months and will depend on managements'
use of free cash flow and cash balances, as well as future plans
and decisions with respect to changes in the dividend, share
buybacks and M&A activity.

A positive EBITDA outlook is underpinned by a favorable outlook for
the TiO2 pricing cycle
(https://www.moodys.com/researchdocumentcontentpage.aspx?docid=PBC_1068974,
28 Apr 2017), further ramp up of Opteon YF refrigerant products in
the U.S and Europe, and completion of the company's
transformational plan and cost cutting. Management is guiding 2017
EBITDA to $1.2 billion (middle of its guidance range) which Moody's
believes is achievable and which should result in free cash flow of
several hundred million, excluding the PFOA payment.

The stable outlook anticipates gross adjusted leverage remains
below 4x and the outlook for TiO2 prices and the ongoing ramp up of
Opteon remain favorable and support further EBITDA growth. The
stable outlook also assumes that the scale and geography of the
PFOA litigation do not meaningfully expand beyond the MDL case load
of roughly 3,500 cases in the Ohio and West Virginia regions.

Moody's would consider an upgrade if gross Debt/EBITDA improves to
below 3.6x and RCF/debt improves to 14%, on a sustained basis, and
liquidity remains strong. A downgrade would be considered if
debt/EBITDA exceeds 4.2x, or RCF/debt falls to 9%, on a sustainable
basis. Moody's might also consider a downgrade if liquidity
deteriorates, or PFOA litigation emerges and liabilities manifest
outside the Ohio and West Virginia regions.

The principal methodology used in this rating was Global Chemical
Industry Rating Methodology published in December 2013.


CHENIERE ENERGY: Egan-Jones Upgrades Sr. Unsec. Ratings to B+
-------------------------------------------------------------
Egan-Jones Ratings, on April 18, 2017, raised the local currency
and foreign currency senior unsecured ratings on debt issued by
Cheniere Energy Inc to B+ from B-.

Cheniere Energy, Inc. is an energy company primarily engaged in
liquefied natural gas (LNG) related businesses.



CHEROKEE PHARMACY: Hires Scarborough & Fulton as Counsel
--------------------------------------------------------
Cherokee Pharmacy & Medical Supply of Dalton, Inc., seeks authority
from the U.S. Bankruptcy Court for the Eastern District of
Tennessee to employ Scarborough & Fulton as counsel to the Debtor.

Cherokee Pharmacy requires Scarborough & Fulton to:

   a. assist the Debtor in the preparation of its schedules,
      statement of affairs and the periodic financial reports
      required by the Bankruptcy Code, the Bankruptcy Rules and
      any other order of the Bankruptcy Court;

   b. assist the Debtor in consultation and negotiation and all
      other dealings with creditors, equity, security holders and
      other parties in interest concerning the administration of
      the bankruptcy case;

   c. prepare pleadings, conduct investigations and making court
      appearances incidental to the administration of the
      Debtor's estate;

   d. advise the Debtor of its rights, duties and obligations
      under the Bankruptcy Code, Bankruptcy Rules, Local Rules
      and orders of the Bankruptcy Court;

   e. assist the Debtor in the development and formulation of a
      plan of reorganization including the preparation of a plan,
      disclosure statement and any other related documents for
      submission to the Bankruptcy Court and to the Debtor's
      creditors, equity holders and other parties in interest;

   f. advise and assist the Debtor with respect to litigation
      related to the administration of the Debtor's case;

   g. render corporate and other legal advise and performing all
      those legal services necessary and proper to the
      functioning of the Debtor during the pendency of the
      bankruptcy case; and

   h. take any and all necessary actions in the interest of the
      Debtor and its estate incident to the proper representation
      of the Debtor and the administration of the bankruptcy
      case.

Scarborough & Fulton will be paid at these hourly rates:

     David J. Fulton              $385
     Legal Assistants             $125

Scarborough & Fulton will be paid a retainer in the amount of
$11,000.

Scarborough & Fulton will also be reimbursed for reasonable
out-of-pocket expenses incurred.

David J. Fulton, partner of Scarborough & Fulton, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

Scarborough & Fulton can be reached at:

     David J. Fulton, Esq.
     SCARBOROUGH & FULTON
     620 Lindsay St. Ste 240
     Chattanooga, TN 37403
     Tel: (423) 648-1880
     Fax: (423) 648-1881
     E-mail: djf@sfglegal.com

                About Cherokee Pharmacy & Medical
                      Supply of Dalton, Inc.

Cherokee Pharmacy & Medical Supply of Dalton, Inc., based in
Dalton, Georgia, and its affiliates filed a Chapter 11 petition
(Bankr. E.D. Tenn. Case No. 17-11919) on April 28, 2017. The Hon.
Shelley D. Rucker presides over the case. David J. Fulton, Esq., at
Scarborough & Fulton, serves as bankruptcy counsel.

The petition was signed by D. Terry Forshee, president.

In its petition, the Debtor estimated $0 to $50,000 in assets and
$500,001 to $1,000,000 in liabilities.


CHINA FISHERY GROUP: Taps Epiq as Administrative Agent
------------------------------------------------------
China Fishery Group Limited (Cayman), et al., seek authority from
the U.S. Bankruptcy Court for the Southern District of New York to
employ Epiq Bankruptcy Solutions, LLC, as administrative agent to
the Debtors.

China Fishery Group requires Epiq to:

   (a) assist with, among other things, solicitation, balloting,
       tabulation, and calculation of votes, as well as preparing
       any appropriate reports, as required in furtherance of
       confirmation of plans of reorganization;

   (b) generate an official ballot certification and testify, if
       necessary, in support of the ballot tabulation results;

   (c) gather data in conjunction with the preparation, and
       assist with the preparation, of the Debtors' schedules of
       assets and liabilities and statements of financial
       affairs, if any;

   (d) maintain an electronic filing platform for purposes of
       filing proofs of claim;

   (e) generate, provide and assist, if necessary, with claims
       reports, claims objections, exhibits, claims
       reconciliation, and related matters; and

   (f) provide such other claims processing, noticing,
       solicitation, balloting, distributions, and other
       administrative services described in the Services
       Agreement, but not included in the Section 156(c)
       Application, as may be requested from time to time by the
       Debtors, the Court, or the clerk of the Court.

Epiq will be paid at these hourly rates:

     Executives                                       No Charge
     Executive Vice President, Solicitation           $215
     Solicitation Consultant                          $190
     Consultants/Directors/Vice Presidents            $155-$165
     Case Managers                                    $65-$145
     IT/Programming                                   $65-$85
     Clerical/Administrative Support                  $25-$45

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

Brian Karpuk, director, consulting services of Epiq Bankruptcy
Solutions, LLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and (a) is not creditors, equity security holders or insiders
of the Debtor; (b) has not been, within two years before the date
of the filing of the Debtor's chapter 11 petition, directors,
officers or employees of the Debtor; and (c) does not have an
interest materially adverse to the interest of the estate or of any
class of creditors or equity security holders, by reason of any
direct or indirect relationship to, connection with, or interest
in, the Debtor, or for any other reason.

Epiq can be reached at:

     Brian Karpuk
     EPIQ BANKRUPTCY SOLUTIONS, LLC
     777 Third Avenue, 12th Floor
     New York, NY 10017
     Tel: (913) 621-9561
     E-mail: bkarpuk@epiqsystems.com

                   About China Fishery Group Limited (Cayman)

China Fishery Group Limited (Cayman) and its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 16-11895) on June 30, 2016. The petition was signed
by Ng Puay Yee, chief executive officer. The cases are assigned to
Judge James L. Garrity Jr.

At the time of the filing, China Fishery Group estimated its assets
at $500 million to $1 billion and debts at $10 million to $50
million.

Weil, Gotshal & Manges LLP has been tapped to serve as lead
bankruptcy counsel for China Fishery and its affiliates other than
CFG Peru Investments Pte. Limited (Singapore). Weil Gotshal
replaces Meyer, Suozzi, English & Klein, P.C., the law firm
initially hired by the Debtors. The Debtors have also tapped
Klestadt Winters Jureller Southard & Stevens, LLP as conflict
counsel; Goldin Associates, LLC, as financial advisor; RSR
Consulting LLC as restructuring consultant; and Epiq Bankruptcy
Solutions, LLC, as administrative agent.

On Nov. 10, 2016, William Brandt, Jr., was appointed as Chapter 11
trustee for CFG Peru Investments Pte. Limited (Singapore), one of
the Debtors. Skadden, Arps, Slate, Meagher & Flom LLP serves as the
trustee's bankruptcy counsel; Hogan Lovells US LLP serves as
special counsel; and Quinn Emanuel Urquhart & Sullivan, LLP, serves
as special litigation counsel.



CHRISTINA AMERICA: Chapter 15 Case Summary
------------------------------------------
Chapter 15 Petitioner: Boudreau Haddad Inc.
                       249 Saint-Jacques Street, Suite 200
                       Montreal, Quebec H2Y 1M6, Canada

Chapter 15 Debtor: Christina America Inc.
                   5555 Cypihot Street
                   Saint-Laurent QC H4S 1R3
                   Canada

Chapter 15 Case No.: 17-15695

About the Debtor: Christina America does not have a place of
                  business or assets in the United States,
                  but the following action or proceeding in
                  a federal or state court is pending against
                  the Dbetor in this district: BCBG Max Azria
                  Group, LLC v. Christina America, Inc. et al.

Chapter 15 Petition Date: May 9, 2017

Court: United States Bankruptcy Court
       Central District of California (Los Angeles)

Judge: Hon. Neil W. Bason

Chapter 15 Petitioner's Counsel: Edward A Klein, Esq.
                                 MURPHY ROSEN LLP
                                 100 Wilshire Blvd, Ste 1300
                                 Santa Monica, CA 90401
                                 Tel: 310-899-3300
                                 Fax: 310-799-7201
                                 Email: eklein@murphyrosen.com

Estimated Assets: Not Indicated

Estimated Debts: Not Indicated


CHS/COMMUNITY HEALTH: $700MM Add-On Debt No Impact on S&P's B CCR
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' issue-level rating on
acute-care hospital operator Community Health Systems Inc.'s senior
secured debt on news that subsidiary CHS/Community Health Systems
Inc. is issuing a $700 million tack on to its senior secured notes
due 2023 to repay its term loan A.  The recovery rating on this
debt remains '1', including S&P's expectation for very high
(90%-100%, rounded estimate: 90%) recovery to lenders in the event
of payment default.

At the same time, S&P affirmed 'CCC+' issue-level rating on
subsidiary CHS/Community Health Systems Inc.'s unsecured debt.  The
recovery rating on this debt remains '6', indicating S&P's
expectations for negligible (0%-10%, rounded estimate: 0%) recovery
on this debt in the event of default.  Concurrently, the company is
also seeking to extend $750 million of its revolving credit
facility to 2021 from 2019.

S&P's 'B' corporate credit rating on Community is unchanged.  The
rating outlook remains negative.

S&P's 'B' corporate credit rating and negative rating outlook on
Community continues to reflect S&P's expectation that the company
will stabilize its operations, resulting in a smaller, more
profitable hospital portfolio that can consistently generate at
least $100 million to $200 million of recurring positive free cash
flow over time.  However, S&P's negative outlook also reflects its
view that some risk remains to the company's strategy to improve
margins and reduce the size of its portfolio by using proceeds from
asset sales to reduce debt.  S&P's ratings also incorporate its
favorable view of the company's substantial scale and diversified
hospital portfolio, tempered by significant exposure to
reimbursement risk and S&P's view that Community's nonurban markets
are likely to experience slower volume growth relative to urban
markets.

RATINGS LIST

Community Health Systems Inc.
Corporate Credit Rating             B/Negative/--

Ratings Affirmed; Recovery Rating Unchanged

Community Health Systems Inc.
Senior Secured                      BB-
   Recovery Rating                   1 (90%)

CHS/Community Health Systems Inc.
Senior Secured                       BB-
   Recovery Rating                   1 (90%)
Senior Unsecured                    CCC+
   Recovery Rating                   6 (0%)



CHS/COMMUNITY HEALTH: Add-on Debt No Impact on Moody's B2 CFR
-------------------------------------------------------------
Moody's Investors Service said that there is no change to the
ratings of CHS/Community Health Systems, Inc. following the
announcement that the company is issuing an add-on to its secured
notes offering. The proceeds will be used to refinance existing
debt. The Corporate Family Rating is B2 and the outlook is
negative.


CONDADO RESTAURANT: Disclosure Statement Hearing Moved to June 21
-----------------------------------------------------------------
The U.S. Bankruptcy Court in Puerto Rico moved the hearing on the
disclosure statement of Condado Restaurant Group Inc. and
Restaurant Associates of Puerto Rico, Inc., to June 21, at 2:00
p.m.

The hearing will take place at Jose V. Toledo Federal Building and
U.S. Courthouse, Courtroom No. 1, Second Floor, 300 Recinto, Sur,
Old San Juan, Puerto Rico.

The companies' Chapter 11 plan of reorganization proposes to pay
general unsecured creditors 75% of their allowed claims over 72
months.

                     About Condado Restaurant

Condado Restaurant Group, Inc., and Restaurant Associates of Puerto
Rico filed for Chapter 11 bankruptcy protection (Bankr. D. P.R.
Case Nos. 16-01329 and 16-01330) on Feb. 24, 2016.  The petitions
were signed by Dayn Smith, president.  The Debtors' cases were
consolidated on May 12, 2016, in lead Case No. 16-01329.

The Debtors are represented by Javier A. Vega Villalba, Esq., at
Weinstein Bacal & Miller, PSC.  The Debtor hired Acosta & Ramirez
as financial consultant.

Condado Restaurant Group, Inc., estimated assets and liabilities at
between $1 million and $10 million.  Restaurant Associates of
Puerto Rico, Inc., estimated assets at $100,000 to $500,000 and
liabilities at $1 million to $10 million.


CONNEAUT LAKE PARK: Insurer May Pay Tax Debt First, 3rd Cir. Holds
------------------------------------------------------------------
Kyle Jahner, writing for Bankruptcy Law360, reports that the U.S.
Court of Appeals for the Third Circuit overturned a Pennsylvania
district court decision and opined that "Pennsylvania law required
Erie Insurance Exchange [as insurer] to transfer funds from Park
Restoration's insurance claim to the taxing authorities
irrespective of Park Restoration's property interest at Beach Club
at Conneaut Lake Park in Crawford County, Pennsylvania."

The Third Circuit opinion was written by Judge Thomas Hardiman,
with Judge Joseph A. Greenaway and Judge Dennis Michael Fisher
concurring.

Law360 notes that the Third Circuit Opinion essentially grants tax
authorities $478,360.75 of a $611,000 payout from a fire at the
Beach Club -- a sum Parks Restoration LLC as Beach Club tenant,
operator and insurance policyholder claimed to be entitled to.
Parks Restoration, Law360 adds, did receive the excess $132,640.

Parks Restoration is represented by John F. Mizner of Mizner Law
Firm.

The tax authorities are represented by Lawrence C. Bolla, Michael
P. Kruszewski and Arthur D. Martinucci of Quinn Buseck Leemhuis
Toohey & Kroto.

The case is In re: Trustees of Conneaut Lake Park, case number
16-2516, in the U.S. Court of Appeals for the Third Circuit.

                 About Conneaut Lake Park

Conneaut Lake Park is a summer amusement resort, located in
Conneaut Lake, Pennsylvania.

Trustees of Conneaut Lake Park, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Pa. Case No. 14-11277) in Erie, Pennsylvania,
on Dec. 4, 2014.  The case is assigned to Judge Thomas P. Agresti.

The Debtor estimated assets and debt of $1 million to $10 million.

Trustees of Conneaut Lake Park filed for bankruptcy protection less
than 20 hours before the Crawford County amusement park was
scheduled to go to sheriff's sale for almost $930,000 in back taxes
and related fees.

The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm,
in Pittsburgh, as counsel.


COVINGTON ROUTE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Covington Route 300, LLC
        117 Main Street, Suite 6
        New Paltz, NY 12561

Case No.: 17-35780

Business Description: The Debtor is a single asset real estate (as
                      defined in 11 U.S.C. Section 101(51B)).  It
                      owns a property located at 202 & 204 Iron
                      Forge New Windsor, New York valued at
                      $3.5 million.

Chapter 11 Petition Date: May 9, 2017

Court: United States Bankruptcy Court
       Southern District of New York (Poughkeepsie)

Judge: Hon. Cecelia G. Morris

Debtor's Counsel: Lawrence M. Klein, Esq.
                  LAWRENCE M. KLEIN, ATTORNEY AT LAW
                  17 North Plank Road
                  Newburgh, NY 12550
                  Tel: (845) 565-2100
                  Fax: (845) 565-2111
                  Email: lmkleinbk@gmail.com

Total Assets: $3.5 million

Total Liabilities: $7.85 million

The petition was signed by Georgina Tufano, president.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nysb17-35780.pdf


COWEN GROUP: Egan-Jones Lowers Sr. Unsecured Ratings to BB
----------------------------------------------------------
Egan-Jones Ratings, on April 19, 2017, cuts the local currency and
foreign currency senior unsecured ratings on debt issued by Cowen
Group Inc. to BB from BB+.

Cowen Group, Inc. is a publicly owned asset management holding
company.  The Company was founded in 1994 and is headquartered in
New York.



CRIMSON INVESTMENT: June 1 Plan Confirmation Hearing
----------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon has
conditionally approved the disclosure statement Crimson Investment
Group, LLC, filed on April 21, 2017, referring to the Debtor's plan
of reorganization dated April 21, 2017.

A hearing to consider the approval the Disclosure Statement and
confirmation of the Plan is set for June 1, 2017, at 1:30 p.m.

Objections to the Disclosure Statement or Plan must be filed no
less than seven days before the Hearing.

Ballots accepting or rejecting the plan must be filed no less than
seven days before the Hearing.

                    About Crimson Investment

Crimson Investment Group, LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Ore. Case No. 16-32747) on
July 14, 2016.  The petition was signed by Tracey Baron, manager.

The case is assigned to Judge Trish M. Brown.  The Debtor tapped
Michael D. O'Brien & Associates P.C. as counsel.  At the time of
the filing, the Debtor disclosed $852,102 in assets and $1.4
million in liabilities.


CTI BIOPHARMA: Incurs $19.8 Million Net Loss in First Quarter
-------------------------------------------------------------
CTI Biopharma Corp. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $19.82 million on $754,000 of total revenues for the three
months ended March 31, 2017, compared to net income of $3.31
million on $36.47 million of total revenues for the same period
during the prior year.

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

                       Recent Highlights

  * In April 2017, CTI BioPharma announced the expansion of the
    existing license and development collaboration agreement with
    Servier for PIXUVRI (pixantrone).  Under the expanded
    agreement, Servier will have rights to PIXUVRI in all markets
    except in the U.S. where CTI BioPharma will retain the
    commercialization rights.  Servier will pay CTI BioPharma    
    EUR12 million and is obligated to purchase a certain amount of
    PIXUVRI drug product for an additional EUR0.9 million.  CTI
    BioPharma is eligible to receive EUR76 million in additional
    sales and regulatory milestone payments as well as royalties
    on net product sales.

  * In March 2017, Adam Craig, M.D., Ph.D., became president and
    CEO and as a director of CTI BioPharma.  Dr. Craig has over 20
    years of experience in hematology, oncology and drug
    development in both the US and Europe.  Dr. Craig has worked
    as an independent consultant providing strategic and
    operational advice and support to CTI BioPharma and other
    hematology/oncology biotechnology companies since 2016.  Prior
    to consulting, Dr. Craig was chief medical officer (CMO) and
    executive vice president of development of Sunesis
    Pharmaceuticals from 2012 to 2016.  From 2008 to 2012, Dr.
    Craig was CMO and senior vice president of Chemgenex
    Pharmaceuticals Ltd, a publicly-traded biotechnology company
    which was acquired by Cephalon/Teva Pharmaceuticals in 2011.
    Dr. Craig is a member of the Royal College of Physicians (UK)
    and undertook Post-Graduate Training in Pediatrics and
    Pediatric Oncology.

"We have made excellent progress since the start of the year on the
regulatory/clinical front and operationally.  We plan to submit the
Marketing Authorization Application for pacritinib to treat
patients with myelofibrosis to the European Medicines Agency
mid-year," said Adam R. Craig, M.D., Ph.D., president and chief
executive officer of CTI BioPharma.  "We are currently preparing to
initiate this quarter the PAC203 dose exploration study that was
requested by the FDA and would expect to have interim data by the
end of 2017.  We are also pleased to have recently expanded our
partnership with Servier for commercialization of PIXUVRI in the
E.U."

To the knowledge of CTI BioPharma's management, CTI BioPharma and
its subsidiaries are in compliance with all covenants, negative
pledges and other provisions concerning long-term debt.

Business and financial plan

CTI BioPharma's strategy is to become a leader in the acquisition,
development and commercialization of novel therapeutics for the
treatment of blood-related cancers.  The key elements of CTI
BioPharma's strategy to achieve this goal are to:

   * Commercialize PIXUVRI.  Together with Servier, the Company
     intends to continue its efforts to build a successful PIXUVRI
     franchise in Europe as well as other markets.  The Company's
     partner is currently focused on educating physicians on the
     unmet medical need and building brand awareness for PIXUVRI
     among physicians in the countries where PIXUVRI is available.
     A successful outcome from the post-authorization trial,
     PIX306, will enable the Company to potentially obtain full
     marketing authorization from the European Commission and
     expand the market potential for PIXUVRI.

   * Develop Pacritinib in Myelofibrosis and Additional
     Indications.  The Company intends to develop and
     commercialize pacritinib for adult patients with
     myelofibrosis and potentially additional indications.

   * Continue to Develop Tosedostat for AML and MDS.  The Company
     intends to continue develop its earlier stage candidate
     tosedostat for the treatment of AML and MDS currently through
     cooperative group sponsored trials and ISTs.  Sponsoring such

     trials provides the Company with a more economical approach
     for further developing its investigational products.

   * Evaluate Strategic Product Collaborations to Accelerate
     Development and Commercialization.  Where the Company
     believes it may be beneficial, the Company intends to    
     evaluate additional collaborations to broaden and accelerate
     clinical trial development and potential commercialization of
     its product candidates.  Collaborations have the potential to
     generate non-equity based operating capital, supplement its
     own internal expertise and provide the Company with access to
     the marketing, sales and distribution capabilities of its
     collaborators in specific territories.

   * Identify and Acquire Additional Pipeline Opportunities.  The
     Company's current pipeline is the result of licensing and
     acquiring assets that it believes were initially undervalued
     opportunities.  The Company plans to continue to seek out
     additional product candidates in an opportunistic manner.

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

                     https://is.gd/WmSpYO

                      About CTI BioPharma

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

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

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


DAVID GOODRICH: Files Three-Pronged Marketing Plan
--------------------------------------------------
David Goodrich Properties LLC filed with the U.S. Bankruptcy Court
for the District of Vermont a disclosure statement referring to the
Debtor's plan of reorganization.

The Plan is aimed at marketing and selling the Debtor's lot based
upon a three-prong marketing approach, or a combination, of the
prongs to get the subject lot sold at an optimal price.  This will
be a multi-use commercial and residential district lot, and could
yield a sales price of one to $2 million, if the DeWolf Engineering
Map is approved by the Town of Milton.  Ninety residential units
are contemplated and 70,000 to 80,000 of commercial square feet
space.

Any and all priority claims, any administrative claims, and the
allowed claims of City Feed and Lumber and Hubert McCormick will be
paid in full at the time of sale of the subject lot.

Under the Rules and Regulations of the Town of Milton the final
sketch Plan cannot take place until July 2017 and final site plan
approval cannot take place until August 2017, but with the
preliminary approval by the Town of Milton on June 20, 2017,
marketing can begin immediately and a realtor can be hired by July
1, 2017.

The Debtor's three-prong marketing Plan is listing the entire
property, or listing housing and commercial units as a package, or
pursuing an investor to partner and to build infrastructure and to
start building construction, then after the project is started, to
continue to market with other developers, or a combination of these
components.

A copy of the Disclosure Statement is available at:

            http://bankrupt.com/misc/vtb16-11465-35.pdf

                     About David Goodrich

David Goodrich Properties LLC is that of a single real estate LLC
that owns and manages real property on 496 Route 7 South in Milton,
Vermont.  David Goodrich is the sole member of this LLC.  This
property contains 11.5 +/-acres, and two buildings, one of which is
unoccupied; the other contains a body shop that the Debtor leases
out to Mike Slingerland.  The Debtor has no employees, as it is
essentially just a piece of real estate in the midst of development
and permitting.  The Debtor does rent out a piece of the property
(the body shop) for $1,250 per month.  The Debtor has no other
income.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Vt. Case No. 16-11500) on Nov. 28, 2016, listing $1.4 million in
assets and $804,000 in liabilities.  Todd Taylor, Esq., at the Law
Offices of Todd Taylor serves as the Debtor's bankruptcy counsel.


DENTON HARDWOODS: Hires Bolton Law as Attorney
----------------------------------------------
Denton Hardwoods, Inc., seeks authority from the U.S. Bankruptcy
Court for the Middle District of North Carolina to employ Bolton
Law Group, PA, as attorney to the Debtor.

Denton Hardwoods requires Bolton Law to:

   a. give the Debtor legal advice with respect to its duties and
      powers;

   b. assist the Debtor in the operation of its business,
      including an evaluation of the desirability of the
      continuance of such business, the ability and means by
      which some or all of the assets could be refinanced or
      liquidated to generate cash for the payment of such claims
      as may be allowed in the proceeding, and any other matter
      relevant to the case or to the formulation of a plan;

   c. assist the Debtor in the preparation and filing of all
      necessary schedules, statements of financial affairs,
      reports, a disclosure statement, and a plan;

   d. assist and advise the Debtor in the examination and
      analysis of the conduct of the Debtor's affairs and the
      causes of insolvency;

   e. assist and advise the Debtor with regard to communications
      to the general creditor body regarding any matters of
      general interest and any proposed plan of reorganization;

   f. prepare, review or analyze all applications, orders,
      statements of operations, and schedules filed with the
      Court by the Debtor or other third parties, give advice to
      the Debtor as to their propriety and, after approval by the
      Debtor, consent to orders;

   g. perform such other legal services as may be required and in
      the interest of the Debtor, including but not limited to
      the commencement and pursuit of such adversary proceedings
      as may be authorized, and the removal and pursuit of such
      civil actions as may be pending as of the Petition Date.

Bolton Law will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Phillip E. Bolton, partner of Bolton Law Group, PA, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Bolton Law can be reached at:

     Phillip E. Bolton, Esq.
     BOLTON LAW GROUP, PA
     622-C Guilford College Rd.
     Greensboro, NC 27409
     Tel: (336) 294-7777
     E-mail: phillip@boltlaw.net

                   About Denton Hardwoods, Inc.

Denton, North Carolina-based Denton Hardwoods, Inc., was started in
February 2001 as a lumber drying, grading and hardwood resale
business. Over the years that followed, it was a profitable
business, and expanded its operations through facility growth and
product development.  Robert Conner is the sole insider of the
Debtor. He is the president and a 100% shareholder of the Debtor.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
M.D.N.C. Case No. 15-11211) on Nov. 5, 2015, estimating its assets
and liabilities at between $100,001 and $500,000 each. Phillip E.
Bolton, Esq., at Bolton Law Group serves as the Debtor's bankruptcy
counsel. The petition was signed by Robert Gray Conner, president.

Judge Lena Mansori James presides over the case.


DEVAL CORP: Unsecureds to Recoup 20.4% Under PDI Plan
-----------------------------------------------------
PDI DeVal Acquisition, LLC, asks the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania to approve the disclosure
statement with respect to the plan of reorganization for DeVal
Corporation dated May 1, 2017.

The Proponent proposes and requests that the Court establish these
dates with respect to the approval of the Disclosure Statement and
the confirmation of the Plan:

     a. May 31, 2017: Deadline for objections to adequacy of the
        Disclosure Statement;

     b. June 5, 2017: Hearing to approve the Disclosure Statement;

     c. July 7, 2017: Deadline for submission of ballots on the
        Plan;

     d. July 7, 2016: Deadline for objections to confirmation of
        the Plan; and

     e. July 13, 2017: Confirmation hearing.

Class 6 Unsecured Claims -- estimated at $730,000 -- are impaired
by the Plan.  Each holder of a Class 6 Claim will receive a pro
rata share of (a) $150,000 and (b) 25% of any net recovery from the
pursuit of Causes of Action the Debtor may have against third
parties.  Estimated percentage recovery is 20.4% plus an unknown
amount of a share of the proceeds, if any, of causes of action.

The Plan contemplates that the Proponent will become the
Reorganized Debtor's sole shareholder in exchange for a combination
of the infusion of cash, the elimination of the Proponent's secured
claim of approximately $1,100,000 and credit support for new bank
financing to fund the Effective date payments.

Under the Plan, the Debtor's outstanding stock will be extinguished
and the stock in the Reorganized Debtor will be issued to the
Proponent.  The Proponent has a claim against the Debtor in the
amount of $1,048,000 plus interest accrued after the Petition Date.
The Claim is secured by liens on substantially all of the Debtor's
assets.  In exchange for the stock in the Reorganized Debtor, the
Proponent will release its claim, contribute substantial cash to
the Reorganized Debtor, guarantee a new bank loan to the
Reorganized Debtor and guarantee the payment of a portion of the
secured Claims to be paid over time by the Reorganized Debtor under
the Plan and cause PDI Ground Support Systems, Inc., an affiliate,
to provide the same guarantees.

A copy of the Disclosure Statement is available at:

          http://bankrupt.com/misc/paeb16-17922-117.pdf

The Proponent is represented by:

     James M. Matour, Esq.
     DILWORTH PAXSON LLP
     1500 Market Street, Suite 3500E
     Philadelphia, PA 19102
     Tel: (215) 575-7000
     Fax: (215) 575-7200
     E-mail: jmatour@dilworthlaw.com

                      About DeVal Corporation

DeVal Corporation filed a Chapter 11 petition (Bankr. E.D. Pa. Case
No. 16-17922) on Nov, 11, 2016.  The petition was signed by Dominic
Durinzi, president.  The case is assigned to Judge Ashely M. Chan.
The Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.  The Debtor is represented by
Robert M. Greenbaum, Esq., and David B. Smith, Esq., at Smith Kane
Holman, LLC.  Michael C. Lingerman, CPA, LLC, serves as accountant
to the Debtor.


DEVOE'S MUSIC: Hires McDowell Posternock as Counsel
---------------------------------------------------
DeVoe's Music, Inc. seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to employ McDowell
Posternock Apell & Detrick, PC as counsel.

The Debtor requires McDowell Posternock to:

   (a) provide the Debtor with legal advice with respect to its
       powers and duties as debtor-in-possession;

   (b) prepare on behalf of the Debtor or assist the Debtor in
       preparing all necessary pleadings, motions, applications,
       complaints, answers, responses, orders, trustee reports and

       other legal papers;

   (c) represent the Debtor in any matter involving contests with
       secured or unsecured creditors, including the claims
       reconciliation process;

   (d) represent the Debtor in providing legal services required
       to prepare, negotiate and implement a plan of
       reorganization; and

   (e) perform all other legal services for the Debtor which may
       be necessary, other than those requiring specialized
       expertise for which special counsel, if necessary, may be
       employed.

Ellen M. McDowell, the principal attorney designated to represent
the Debtor, will be compensated at $400 per hour.

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

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

McDowell Posternock can be reached at:

       Ellen M. McDowell, Esq.
       MCDOWELL POSTERNOCK APELL & DETRICK, PC
       46 West Main Street
       Maple Shade, NJ 08052
       Tel: (856) 482-5544
       Fax: (856) 482-5511
       E-mail: emcdowell@mcdowellposternocklaw.com

                     About DeVoe's Music Inc

DeVoe's Music, Inc., based in Lansdale, Pennsylvania, has been in
the musical instrument sales and service business since 1924. The
Debtor filed a Chapter 11 bankruptcy petition (Bankr. E.D. Pa. Case
No. 17-13100) on May 1, 2017.  The Hon. Eric L. Frank presides over
the case.  Ellen M. McDowell, Esq., at McDowell Posternock Apell &
Detrick, PC, serves as bankruptcy counsel.

In its petition, the Debtor estimated $50,000 to $100,000 in assets
and $1 million to $10 million in liabilities.  The petition was
signed by Armand H. DeVoe, Jr., authorized representative.

A list of the Debtor's 19 largest unsecured creditors is available
for free at http://bankrupt.com/misc/paeb17-13100.pdf


DEWEY & LEBOEUF: Jury Wants More Info on Fees for Arab Bank
-----------------------------------------------------------
Stewart Bishop, writing for Bankruptcy Law360, reports that the
jury asked for material relating to a specific type of accounting
adjustment reclassifying client disbursements as fees for Dewey &
LeBoeuf LLP client Arab Bank.  Law360 relates that the jury hinted
that their discussions in the retrial of former Dewey & LeBoeuf LLP
Executive Director Stephen DiCarmine and Chief Financial Officer
Joel Sanders may drag on into this week.

                   About Dewey & LeBoeuf

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

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

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

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

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

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

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

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

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

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


DEWEY & LEBOEUF: Jury Wants Testimony on $150M Bond Offering
------------------------------------------------------------
Jody Godoy, writing for Bankruptcy Law360, reports that the New
York jury has requested testimony regarding what investors in a
$150 million private bond offering were told about Dewey & LeBoeuf
LLP's finances and who told them.

                   About Dewey & LeBoeuf

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

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

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

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

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

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

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

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

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

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


DEWEY & LEBOEUF: Split Verdict Shows Problems in Convicting Execs
-----------------------------------------------------------------
Experts said that the conviction of former Dewey Chief Financial
Officer Joel Sanders of fraud and conspiracy out of the Firm's
three former executives shows the problems prosecutors face in
trying to hold senior management accountable for crimes that are
not directly tied to the C-suite, Stewart Bishop, writing for
Bankruptcy Law360, reports.

As reported by the Troubled Company Reporter on May 10, 2017,
Matthew Goldstein and Liz Moyer, writing for The New York Times,
reported that a jury in State Supreme Court in Lower Manhattan
convicted Mr. Sanders on three criminal counts arising from what
prosecutors said was a scheme to hide the firm's failing finances
from financial backers.  The report noted that another former
executive on trial, Stephen DiCarmine, was acquitted of the same
charges.

                     About Dewey & LeBoeuf

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

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

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

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

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

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

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

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

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

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


DIVERSIFIED COMPUTER: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Diversified Computer Solutions,
Inc., as of May 3, according to a court docket.

              About Diversified Computer Solutions

Diversified Computer Solutions, Inc., is a Georgia Corporation and
as its business is a full-service network and IT integrator
providing consulting, integration, implementation, management, and
maintenance services to Small and Medium Size Businesses,
Enterprise Projects and K-12 School Districts. The Debtor's
corporate offices are located in Marietta, Georgia.

Diversified Computer Solutions filed a Chapter 11 petition (Bankr.
N.D. Ga. Case No. 17-55428), on Petition Date.  The petition was
signed by Peter D. Minetos, CEO and President.  At the time of
filing, the Debtor estimated less than $50,000 in assets and
$500,000 to $1 million in liabilities.

Jones & Walden, LLC, is serving as counsel to the Debtor, with the
engagement led by Cameron M. McCord, Esq.


DOLAN COMPANY: Ex-CEO's Settlement With Investors Has Prelim OK
---------------------------------------------------------------
Jack Newsham, writing for Bankruptcy Law360, reports that a
Minnesota federal judge granted preliminary approval to a $2.1
million settlement between James P. Dolan -- the former CEO of The
Dolan Co. -- and investors who accused him of inflating stock price
by misleading them about Company's business.  Mr. Dolan, according
to Law360, was the sole defendant remaining in the securities fraud
lawsuit aimed at several former execs at the Company.

                    About the Dolan Company

Minneapolis, Minn.-based The Dolan Company (OTC:DOLN) and its
subsidiaries provide professional services and business
information to the legal, financial and real estate sectors.

The Dolan Company and several affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Case Nos. 14-10614 to
14-10637) on March 23, 2014.  The Company has said it expects to
emerge from bankruptcy within two months.

Judge Brendan L. Shannon oversees the cases.  Marc Kieselstein,
P.C., Jeffrey D. Pawlitz, Esq., and Joseph M. Graham, Esq., at
Kirkland & Ellis LLP, serve as the Debtors' counsel.  Timothy P.
Cairns, Esq., Laura Davis Jones, Esq., and Michael Seidl, Esq., at
Pachulski Stang Ziehl & Jones LLP, serve as local counsel.

Kevin Nystrom serves as the Company's chief restructuring officer.

Faegre Baker Daniels LLP serves as the Debtors' special counsel;
Peter J. Solomon Company serves as financial advisors; and
Kurtzman Carson Consultants, LLC, serves s noticing and balloting
agent.  Deloitte Tax LLP serves as tax advisors.  Zolfo Cooper LLC
also serves as advisors.

Dolan listed $236.2 million in total assets and $185.9 million in
total debts at Sept. 30, 2013.  The petitions were signed by Vicki
J. Duncomb, authorized signatory.

Global investment management firm T. Rowe Price Associates, Inc.,
owns nearly 10% of the company's stock, while James Dolan owns
6.8%.

Dolan's e-discovery business, DiscoverReady LLC, did not file a
chapter 11 petition and its operations will not be affected by the
chapter 11 process.

On March 18, 2014, Dolan and its lenders and certain of its swap
counterparties executed a restructuring support agreement that
sets forth the material terms of the chapter 11 restructuring and
secures the support of the secured creditors for that process. In
accordance with the RSA, the Company commenced solicitation for
votes on the chapter 11 plan from secured creditors, the only
parties entitled to vote under the plan of reorganization.

The Chapter 11 plan contemplates that the secured lenders will
become the owner of DiscoverReady and The Dolan Company upon the
completion of the restructuring process and each business will be
operated as separate and distinct entities.  Investment funds
managed by Bayside Capital, Inc., will become the majority owner of
DiscoverReady and The Dolan Company.  Bayside Capital is an
affiliate of H.I.G. Capital, a global private investment firm with
more than $15 billion of equity capital under management.

The Chapter 11 plan process will allow the filing subsidiaries of
the Company to deleverage its capital structure by reducing its
projected secured debt obligations from approximately $170 million
to approximately $50 million.  The RSA also secures support from
the lenders to refinance DiscoverReady's capital structure with a
$10 million unfunded secured revolving facility.  The existing
preferred and common shares will be cancelled and will not receive
a recovery in the chapter 11 plan.  After emergence from
bankruptcy, both The Dolan Company and DiscoverReady LLC will be
privately held companies.

The lenders are to provide a $10 million DIP loan to fund the cash
needs of the Company and DiscoverReady through the reorganization
process.

Bayside Capital is represented in the case by Akin Gump Strauss
Hauer & Feld LLP's Michael S. Stamer, Esq., and Sarah Link
Schultz, Esq.

An Official Committee of Equity Security Holders is represented by
Neil B. Glassman, Esq., GianClaudio Finizio, Esq., and Justin R.
Alberto, Esq., at Bayard, P.A., in Wilmington, Delaware; Robert J.
Stark, Esq., at Brown Rudnick LLP, in New York; and Steven B.
Levine, Esq., at Brown Rudnick LLP, in Boston, Massachusetts.

The Debtors have filed a request to disband the Equity Committee,
given the "hopeless insolvency" of their estates.

Dolan Company and its subsidiaries on June 12 disclosed that they
have emerged from Chapter 11 only 81 days after voluntarily filing
for bankruptcy protection.  As previously announced, the U.S.
Bankruptcy Court for the District of Delaware confirmed the
Company's plan of reorganization on June 9, 2014.


DORADO COMMUNITY: Hires Fuertes & Fuertes as Counsel
----------------------------------------------------
Dorado Community Health, Inc., seeks authority from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Fuertes
& Fuertes Law Office, as counsel to the Debtor.

Dorado Community requires Fuertes & Fuertes to:

   a. give the Debtor legal advice with respect to its powers and
      duties as debtor in possession in the continued operation
      of its business and management of its property;

   b. prepare on behalf of the Debtor as debtor in possession
      necessary applications, answers, orders, reports and other
      legal papers; and

   c. perform all other legal services for the Debtor as debtor
      in possession which may be necessary, and it is necessary
      for the Debtor to employ an attorney for professional
      services;

Fuertes & Fuertes will be paid based upon its normal and usual
hourly billing rates. The firm will also be reimbursed for
reasonable out-of-pocket expenses incurred.

Alberto R. Fuertes Masarovic, member of Fuertes & Fuertes Law
Office, assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.

Fuertes & Fuertes can be reached at:

     Alberto R. Fuertes Masarovic, Esq.
     FUERTES & FUERTES LAW OFFICE
     PO Box 194000
     San Juan, PR 00919-4000
     Tel: (787) 296-000

                About Dorado Community Health, Inc.

Dorado Community Health Inc., filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 17-01565) on March 7, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Jaime Rodriguez Perez, Esq. at Hatillo Law
Office.

The Debtor hired Fuertes & Fuertes Law Office, as counsel; and
Julio Borges-Alvarado, as accountant.



EARTHLINK HOLDINGS: Egan-Jones Withdraws Sr. Unsec. Ratings
-----------------------------------------------------------
Egan-Jones Ratings, on April 18, 2017, withdrew the 'B' local
currency and 'B-' foreign currency senior unsecured ratings on
Earthlink Holdings Corp.  EJR also withdrew the Company's 'B'
commercial paper ratings.

EarthLink is an IT services, network and communications provider
headquartered in Atlanta, Georgia.  The company serves more than
150,000 businesses and 1 million U.S. consumers.



ELITE ENTERPRISES: Taps Canty Legal Group as Legal Counsel
----------------------------------------------------------
Elite Enterprises of Gainesville, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of Florida to hire legal
counsel.

The Debtor proposes to hire The Canty Legal Group to give legal
advice regarding its duties under the Bankruptcy Code, prepare a
plan of reorganization, and provide other legal services related to
its Chapter 11 case.

The firm's standard hourly rates range from $100 for its most
junior paraprofessionals to $325 for its most experienced
attorneys.

Prior to the Debtor's bankruptcy filing, Canty Legal Group received
a retainer fee of $9,000, of which $3,000 was paid to the firm for
pre-bankruptcy services such as the preparation of the Chapter 11
petition.

Canty Legal Group does not represent any interest adverse to the
Debtor or its bankruptcy estate, according to court filings.

The firm can be reached through:

     Jamila Z. Canty, Esq.
     The Canty Legal Group
     1 East Broward Boulevard, Suite 700
     Ft. Lauderdale, FL 33301
     Tel: 954.995.2563
     Fax: 800.311.7802

             About Elite Enterprises of Gainesville

Headquartered in Gainesville, Florida, Elite Enterprises of
Gainesville, Inc. is a commercial cleaning and maintenance company.
It was incorporated in May 2001.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr. N.D.
Fla. Case No. 17-10036) on Feb. 9, 2017.  It estimated assets of
less than $50,000 and liabilities of $1 million to $10 million.
The petition was signed by Nathaniel McCallister, president.

Judge Karen K. Specie presides over the case.

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


ENERPLUS CORP: Egan-Jones Hikes Senior Unsecured Ratings to B+
--------------------------------------------------------------
Egan-Jones Ratings, on April 19, 2017, upgraded the local currency
and foreign currency senior unsecured ratings on debt issued by
Enerplus Corp. to B+ from B.

Enerplus Corporation is an oil and natural gas company.  The
Company's oil and natural gas property interests are located in the
United States, primarily in North Dakota, Montana, and
Pennsylvania, as well as in western Canada in the provinces of
Alberta, British Columbia and Saskatchewan.



ERIE STREET: Hires Crane Heyman as Bankruptcy Counsel
-----------------------------------------------------
Erie Street Investors, LLC, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Northern District
of Illinois to employ Crane Heyman Simon Welch & Clar, as
bankruptcy counsel to the Debtors.

Erie Street requires Crane Heyman to:

   a. prepare necessary applications, motions, answers, orders,
      adversary proceedings, reports and other legal papers for
      presentation to the Bankruptcy Court;

   b. provide the Debtors with respect to their rights and duties
      involving his property as well as his reorganization
      efforts herein;

   c. appear in court and litigate any issues, when necessary;
      and

   d. perform any and all other legal services that may be
      required from time to time in the ordinary course of the
      Debtors' businesses during the administration of the
      bankruptcy case.

Crane Heyman will be paid at these hourly rates:

     Eugene Crane                  $510
     Arthur G. Simon               $510
     David K. Welch                $510
     Scott R. Clar                 $510
     Jeffrey C. Dan                $445
     John H. Redfield              $400
     Brian P.Welch                 $325

Crane Heyman will be paid a retainer in the amount of $25,000, plus
the sum of $1,717 filing fee.

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

Scott R. Clar, partner of Crane Heyman Simon Welch & Clar, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

Crane Heyman can be reached at:

     Scott R. Clar, Esq.
     CRANE HEYMAN SIMON WELCH & CLAR
     135 South LaSalle Street, Suite 3705
     Chicago, IL 60603
     Tel: (312) 641-6777

                   About Erie Street Investors, LLC

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

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

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


ERIE STREET: Hires Vedder Price as Special Counsel
--------------------------------------------------
Erie Street Investors, LLC, and its debtor-affiliates seek
authority from the U.S. Bankruptcy Court for the Northern District
of Illinois to employ Vedder Price PC, as special counsel to the
Debtors.

Prior to filing of the Chapter 11 case, Vedder Price represented
the Debtor in a Cook County state court lawsuit, Case No. 16 CH
11491. Vedder Price will continue its representation.

The Debtors filed the Chapter 11 case to avoid losing the
properties to a foreclosure proceeding initiated by lender, and in
order to remove Daniel J. Hyman and Millineum Properties as
Receiver for the George and Sheffield Property.

Erie Street requires Vedder Price to represent the Debtor for
certain lease, property and loan matters.

Vedder Price will be paid at the hourly rate of $545.

Vedder Price is owed the sum of $13,875.05 for pre-petition fees
from Erie Street Investors, $18,285.08 from LaSalle Investors, LLC,
$13,895.05 from WSC Parking Fund I, $11,206.60 from Sheffield
Avenue Investors, LLC, and $11,206.76 from George Street Investors,
LLC.

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

Michael R. Mulcahy, partner of Vedder Price PC, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.

Vedder Price can be reached at:

     Michael R. Mulcahy, Esq.
     VEDDER PRICE PC
     222 N. LaSalle St.
     Chicago, IL 60601

                   About Erie Street Investors, LLC

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

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

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


ESPLANADE HL: VEREIT Buying Algonquin Property for $6.3M
--------------------------------------------------------
Judge Carol A. Doyle of the U.S. Bankruptcy Court for the Northern
District of Illinois will convene a hearing on May 10, 2017, at
10:00 a.m. to consider the bidding procedures of Esplanade HL, LLC
("EHL") and its debtor-affiliates, in connection with EHL's
commercial real property located at 2360 South Randall Road in
Algonquin, Illinois, to VEREIT Acquisitions, LLC or its designee or
assignee, for $6,264,000, subject to overbid.

On Dec. 2, 2016, the Debtors filed their Application for Order
Authorizing the Employment of A&G Realty Partners, LLC as Real
Estate Advisors to the Debtors.  The A&G Application was granted on
Dec. 7, 2016.

Since that date, A&G has been actively marketing the Debtors'
properties by reaching out to over 93,000 parties and its efforts
have resulted in EHL's entry into the Purchase Agreement dated
April 7, 2017, with the Purchaser for the purchase of the Property
subject to the approval of the Court.  On May 5, 2017, Purchaser
informed EHL that it will be moving forward with the Purchase
Agreement and that the Study Period has terminated.  The Property
is being sold free and clear of all liens, claims, and
encumbrances.

The primary terms of the Purchase Agreement are:

   a. Purchaser: VEREIT Acquisitions, LLC

   b. Seller: Esplanade HL, LLC

   c. Purchase Price $6,264,000 ("Stalking Horse Bid")

   d. Acquired Property: That certain commercial real property
located at 2360 South Randall Road, as described in the Purchase
Agreement.

   e. Assumed Liabilities: None

   f. Deposit: $125,000, which has already been received

   g. Closing: Fifteen days following the entry of an order of the
Court approving the Purchase Agreement

   h. Bidding Procedures: As set forth in the Bidding Procedures,
the Purchaser's bid for the Property will be subject to higher and
better bids, and if any qualified bids are received, an Auction
will be held.  If an alternative transaction is approved and
consummated, the Purchaser may be entitled to the Break-up Fee in
the amount of $188,000 (3% of the Stalking Horse Bid).  The initial
overbid for the Property must be $288,000 higher than the Stalking
Horse Bid (i.e., $6,552,000.00 or higher).

In order to ensure that value is being maximized, as set forth in
the Purchase Agreement, the Sale is subject to higher and better
offers.

The salient terms of the Bidding Procedures are:

     a. Stalking Horse Bid: $6,264,000

     b. Deposit: $125,000

     c. Auction: The Auction will be on June [__], 2017 at 10:00
a.m. (CST) at the Offices of Goldstein & McClintock, LLP, 208 South
LaSalle St., Suite 1750, Chicago, Illinois.

     d. Minimum Overbid and Bid Increments: Stalking Horse Bid plus
the amount of $288,000

     e. Closing: The Closing of the purchase and sale of Property
to the Successful Bidder will be on the 15th day following the
entry of an Order of the Court approving the sale to the Successful
Bidder.

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

            http://bankrupt.com/misc/Esplanade_HL_142_Sales.pdf

The Bidding Procedures are designed to create a controlled, but
also fair and open, bidding process that promotes interest in the
Property by financially capable, motivated bidders who are likely
to close a transaction, while simultaneously discouraging
non-serious offers and offers from entities whom EHL does not
believe are sufficiently capable or likely to actually consummate a
transaction.  EHL therefore asks that the Court approvesthe Bidding
Procedures at the initial hearing on the Motion.  It also asks
approval of the Purchaser as the Stalking Horse Bidder and approval
of the $188,000 (3% of the Stalking Horse Bid) Break-up Fee
contemplated in the Purchase Agreement.

EHL also asks that the Court schedule the Auction, approve the
notices associated with the Sale and Auction, and schedule the
Final Hearing.  It thus asks that the Court set (i) an Auction date
of June 6, 2017 and (ii) a Final Hearing on June 7, 2017 (to
approve the Sale of the Property to the Successful Bidder (as
defined in the Bidding Procedures)).

The Sale of the Property contemplates the assumption of the Lease,
and the subsequent assignment of the Lease to the Purchaser.
Therefore, as part of the final order to be entered approving the
Sale, the Debtors ask approval for the assumption and assignment of
the Lease to the Purchaser.

EHL will serve the Auction and Sale Notice upon Hobby Lobby, along
with the "cure amount" EHL believes Hobby Lobby is owed.  The
Purchaser and its affiliates own and actively manage real estate
properties around the country with a total asset book value of
$15.6 billion, and Hobby Lobby is a tenant in at least four of
those properties.  EHL does not believe there will be any challenge
to the Purchaser's financial acumen.  However, if necessary, EHL
anticipates being able to establish at the final hearing on the
Motion that the Purchaser is sufficiently capitalized and able to
perform the obligations under the Lease.  Consequently, assumption
and assignment of the Lease is appropriate under the
circumstances.

EHL asks that the Court enter an Order granting the Motion in its
entirety and (a)(i) approving the Bidding Procedures for the Sale
of the Property to the Purchaser subject to higher and better
offers; (ii) scheduling the Auction; (iii) approving the form and
manner of notices associated with the Sale and Auction; (iv)
scheduling the Final Hearing to consider approval of the Sale of
the Property; (b) approving the procedures related to the
assumption and assignment of the Lease; (c) approving the Sale to
the Purchaser or the highest or best offer at the Auction; and (d)
granting related relief.

The Purchaser can be reached at:

          VEREIT ACQUISITIONS, LLC
          c/o VEREIT, Inc.
          2325 E. Camelback Road, Suite 1100
          Phoenix, AZ 85016
          Attn: P. Graham Singer, Esq.
          Telephone: (602) 778-8700
          Facsimile: (480) 449-7012
          E-mail: GSinger@VEREIT.com

The Purchaser is represented by:

          Kathi Simens, Esq.
          Senior Managing Paralegal
          VEREIT ACQUISITIONS, LLC
          c/o VEREIT, Inc.
          2325 E. Camelback Road, Suite 1100
          Phoenix, AZ 85016
          Attn: P. Graham Singer, Esq.
          Telephone: (602) 778-8700
          Facsimile: (480) 449-7012
          E-mail: GSinger@VEREIT.com

                    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.  Esplanade HL's
case is assigned to Judge Carol A. Doyle.  2380 Esplanade Drive's
case is assigned to Judge Donald R Cassling.  9501 W. 144th
Place's
case is assigned to Judge Timothy A. Barnes.  171 W. Belvidere
Road, LLC's case is assigned to Judge Janet S. Baer. Big Rock
Ranch's case is assigned to Judge Deborah L. Thorne.  The Debtors
have requested the joint administration of their cases.

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 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.


ESSAR STEEL: Southern Coals Wants Adversary Proceeding in NY Court
------------------------------------------------------------------
Ryan Boysen, writing for Bankruptcy Law360, reports that Southern
Coal Sales Corp. asked the U.S. Bankruptcy Court for the District
of Delaware to transfer an adversary proceeding with Essar Steel
Algoma Inc. over allegedly missed shipments of coal to New York
federal court.

The parties' contract includes a New York choice of venue clause,
Law360 relates, citing Southern Coal.

Law360 shares that the Debtor claimed in its adversary proceeding
related to its Chapter 15 case that Southern Coal failed to deliver
over 600,000 tons of coal between April 2016 and March 2017,
costing the Debtor roughly $13 million to make up the shortfall.

                    About Essar Steel Minnesota

Essar Steel Minnesota LLC, now known as Mesabi Metallics Company
LLC, and ESML Holdings Inc. filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July
8, 2016.  The bankruptcy petition was signed by Madhu Vuppuluri,
president and chief executive officer.

ESML Holdings Inc. estimated assets at $1 billion to $10 billion
and debt at $500 million to $1 billion.  Essar Steel Minnesota LLC
estimated assets and debt at $1 billion to $10 billion.

The cases are assigned to Judge Brendan Linehan Shannon.

Craig H. Averich, Esq., at White & Case LLP and John L. Bird, Esq.,
and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP, serve as
counsel to the Debtors.  Epic Bankruptcy Solutions, LLC, serves as
claims and noticing agent.

Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016,
appointed the official committee of unsecured creditors of ESML
Holdings, Inc., and its affiliates.  The Committee retained Andrew
K. Glenn, at Kasowitz Benson Torres & Friedman LLP, to act as
counsel.  Garvan F. McDaniel, at Hogan McDaniel, act as Delaware
counsel.  David MacGreevey, at Zolfo Cooper, LLC, is the
Committee's financial advisor.


EURO IMPORT DISTRIBUTIONS: Hires Alla Kachan as Counsel
-------------------------------------------------------
Euro Import Distributions Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ the
Law Offices of Alla Kachan, P.C., as counsel to the Debtor.

Euro Import Distributions requires Alla Kachan to:

   a. assist the Debtor in administering the bankruptcy case;

   b. make such motions or take such action as may be appropriate
      or necessary under the Bankruptcy Code;

   c. represent the Debtor in prosecuting adversary proceedings
      to collect assets of the estate and such other actions as
      the Debtor deem appropriate;

   d. take such steps as may be necessary for the Debtor to
      marshal and protect the estate's assets;

   e. negotiate with the Debtor's creditors in formulating a plan
      of reorganization for the Debtor in the bankruptcy case;

   f. draft and prosecute the confirmation of the Debtor's plan
      of reorganization in the bankruptcy case; and

   g. render such additional services as the Debtor may require
      in the bankruptcy case.

Alla Kachan will be paid at these hourly rates:

     Attorney                 $300
     Paralegal                $150

Alla Kachan will be paid a retainer in the amount of $15,000.

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

Alla Kachan, member of the Law Offices of Alla Kachan, P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Alla Kachan can be reached at:

     Alla Kachan, Esq.
     LAW OFFICES OF ALLA KACHAN, P.C.
     3099 Coney Island Avenue
     Brooklyn, NY 11235
     Tel: (718) 513-3145

            About Euro Import Distributions Inc.

Import Distributions Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 17-41691) on April 6, 2017, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Alla Kachan, Esq., at the Law Offices of Alla
Kachan, P.C. The Debtor hired Wisdom Professional Services Inc., as
accountant.



EURO IMPORT DISTRIBUTIONS: Hires Wisdom as Accountant
-----------------------------------------------------
Euro Import Distributions Inc., seeks authority from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Wisdom Professional Services Inc., as accountant to the Debtor.

Euro Import Distributions requires Wisdom to:

   a. gather and verify all pertinent information required to
      compile and prepare monthly operating reports; and

   b. prepare monthly operating reports for the Debtor in the
      bankruptcy case.

Wisdom will be paid at the hourly rate of $300.

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

Michael Shtarkman, member of Wisdom Professional Services Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Wisdom can be reached at:

     Michael Shtarkman
     WISDOM PROFESSIONAL SERVICES INC.
     2546 East 17th Street, 2nd Floor
     Brooklyn, NY 11235
     Tel: (718) 554-6672

               About Euro Import Distributions Inc.

Import Distributions Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 17-41691) on April 6, 2017, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Alla Kachan, Esq., at the Law Offices of Alla
Kachan, P.C. The Debtor hired Wisdom Professional Services Inc., as
accountant.


EUROSTAR LLC: Hires Wisdom Professional as Accountant
-----------------------------------------------------
Eurostar LLC, seeks authority from the U.S. Bankruptcy Court for
the Eastern District of New York to employ Wisdom Professional
Services Inc., as accountant to the Debtor.

Eurostar LLC requires Wisdom Professional to:

   a. gather and verify all pertinent information required to
      compile and prepare monthly operating reports; and

   b. prepare monthly operating reports for the Debtor in the
      bankruptcy case.

Wisdom Professional will be paid at the hourly rate of $300.

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

Michael Shtarkman, member of Wisdom Professional Services Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Wisdom Professional can be reached at:

     Michael Shtarkman
     WISDOM PROFESSIONAL SERVICES INC.
     2546 East 17th Street, 2nd Floor
     Brooklyn, NY 11235
     Tel: (718) 554-6672

                   About Eurostar LLC

Eurostar LLC, filed a Chapter 11 bankruptcy petition (Bankr.
E.D.N.Y. Case No. 17-41761) on April 12, 2017, disclosing under $1
million in both assets and liabilities. The Debtor is represented
by Alla Kachan, Esq., at the Law Offices of Alla Kachan, P.C. The
Debtor hired Wisdom Professional Services Inc., as accountant.


EXPRESS INC: Intends to Close 17 Canadian Stores, Files CCAA
------------------------------------------------------------
Express, Inc., on May 4, 2017, announced an additional measure as
part of its continued strategic approach to improving profitability
and managing and optimizing its store footprint.

As part of this plan, Express intends to close all 17 Canadian
stores and discontinue its Canadian operations through its Canadian
subsidiary, Express Fashion Apparel Canada Inc. ("Express Canada").
On May 4, as a part of that process, Express Canada filed an
application for protection under the Companies' Creditors
Arrangement Act (the "CCAA") with the Ontario Superior Court of
Justice (Commercial List) in Toronto.

David Kornberg, Express, Inc. president and chief executive officer
noted that, "The challenging Canadian retail environment, coupled
with unfavorable exchange rates prevented us from meeting the
expectations we had when we entered the market in 2011.  While
difficult, this action is best for the future of Express and we are
committed to carry it out in a way that reflects our respect and
appreciation for employees who are impacted.  Our overriding focus
remains to invest in and direct our resources towards those areas
that can generate the greatest return, including growing our
e-commerce business, relaunching our customer loyalty program, and
continuing to build our omni-channel capabilities to allow our
customers to engage with our brand and shop wherever, whenever, and
however they want.  The decision to exit Canada is consistent with
our long-term strategy and will have no impact on our operations in
the U.S., which remain in a solid financial position."

For the fiscal year ended January 28, 2017, Express Canada had net
sales of approximately $34 million in U.S. dollars ($45 million in
Canadian dollars) and contributed a net loss of approximately $6
million in U.S. dollars to the Express, Inc. consolidated financial
statements.

Express Canada currently has 17 stores across Alberta, British
Columbia, and Ontario.  To facilitate an orderly wind-down, Express
Canada intends to conduct store closing sales beginning mid-May.
Subsequent to the closings, Canadian customers will continue to be
able to make purchases through the Company's e-commerce website,
www.express.com, as well as through the Express mobile app.  As
part of its application, Express Canada is seeking the appointment
of Alvarez & Marsal Canada as Monitor in the CCAA proceedings to
oversee the liquidation and wind-down process for Express Canada.

As a result of the CCAA filing, Express, Inc. has determined that
Express Canada will be deconsolidated from Express, Inc. financial
statements as of the date of the filing.  As shown in the table
below and detailed as follows, Express, Inc. expects this to impact
pre-tax profit on its consolidated financial statements in the
range of $28 to $34 million in 2017, driven primarily by the
write-down of its investment in Express Canada along with costs
associated with exiting Canada.  The Company will incur charges of
approximately $6 million in the first quarter of 2017 and the
remaining $22 to $28 million of exit costs in the second quarter of
2017.  In addition, the Company anticipates tax benefits related to
exiting Canada in the range of $14 to $16 million, of which
approximately $7 million is expected in the first quarter of 2017
and the remaining $7 to $9 million in the second quarter of 2017.
As a result, Express, Inc. expects to report an impact to net
income in the range of $14 to $18 million in 2017, of which
approximately a $1 million benefit is expected in the first quarter
of 2017 and an impact of $15 to $19 million expected in the second
quarter of 2017.  Total after tax cash costs to exit Canada are
expected to be in a range of $8 to $12 million. The impact of these
exit costs was not included in the Company's most recently provided
guidance.

The Company plans to release first quarter fiscal 2017 results on
Thursday, June 1, 2017.

                      About Express, Inc.

Express (NYSE:EXPR) -- http://www.express.com/-- is a specialty
apparel and accessories retailer of women's and men's merchandise,
targeting the 20 to 30- year-old customer.  Express has more than
35 years of experience offering a distinct combination of fashion
and quality for multiple lifestyle occasions at an attractive value
addressing fashion needs across work, casual, jeanswear, and
going-out occasions.  The Company currently operates more than 650
retail and factory outlet stores, located primarily in high-traffic
shopping malls, lifestyle centers, and street locations across the
United States, Canada, and Puerto Rico.  Express merchandise is
also available at franchise locations and online in Latin America.
Express also markets and sells its products through its e-commerce
website, www.express.com, as well as on its mobile app.


FAMAS NURSERY: Plan Outline Okayed, Plan Hearing on May 25
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey will
consider approval of the Chapter 11 plan of Fama's Nursery &
Landscaping, Inc. at a hearing on May 25.

The hearing will be held at 2:00 p.m., at Courtroom 2, 402 East
State Street, Trenton, New Jersey.

The court will also consider at the hearing the final approval of
Fama's Nursery's disclosure statement, which it conditionally
approved on April 17.

The order set a May 18 deadline for creditors to file their
objections and cast their votes accepting or rejecting the plan.

               About Famas Nursery & Landscaping

Famas Nursery & Landscaping, Inc. sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. N.J. Case No. 16-24821) on
Aug. 2, 2016.  The petition was signed by Louis Fama, president.

At the time of the filing, the Debtor estimated assets of less than
$100,000 and liabilities of less than $500,000.

The case is assigned to Judge Kathryn C. Ferguson.  Robert C.
Nisenson, LLC is the Debtor's bankruptcy counsel.


FOSSIL GROUP: Egan-Jones Cuts Sr. Unsecured Ratings to BB+
----------------------------------------------------------
Egan-Jones Ratings, on April 18, 2017, lowered the local currency
and foreign currency senior unsecured ratings on debt issued by
Fossil Group Inc. to BB+ from BBB-.

Headquartered in Richardson, Texas, Fossil Group, Inc. is a global
design, marketing and distribution company that specializes in
consumer lifestyle and fashion accessories.  Principal offerings
include an extensive line of men's and women's fashion watches and
jewelry sold under a diverse portfolio of proprietary and licensed
brands, handbags, small leather goods, accessories and clothing.
Revenues exceed $3.0 billion.



FRED'S INC: Egan-Jones Downgrades Sr. Unsecured Ratings to B+
-------------------------------------------------------------
Egan-Jones Ratings, on April 20, 2017, lowered the local currency
and foreign currency senior unsecured ratings on debt issued by
Fred's Inc to B+ from BB-.

Fred's, Inc. is a regional chain of discount retail stores,
operating in the southeastern United States.  The Company also
markets goods and services through Fred's Super Dollar Stores and
Pharmacies and Fred's Xpress Pharmacies.



FRESH & EASY: Selling Liquor License No. 539705 for $3.5K
---------------------------------------------------------
Fresh & Easy, LLC, filed with the U.S. Bankruptcy Court for the
District of Delaware a notice that it is selling Liquor License
(No. 539594) to Pointdechene, LLC, for $3,500.

The objection deadline is May 8, 2017 at 5:00 p.m. (ET)

On Dec. 3, 2015, the Court entered a Miscellaneous Asset Sale
Order, authorizing the Debtor to sell or transfer certain
miscellaneous assets pursuant to the procedures set forth in the
Miscellaneous Asset Sale Order.  Pursuant to that Order, the Debtor
proposes to sell the Liquor License to the Buyer pursuant to the
Purchase Agreement.

The Debtor proposes to sell the Liquor License to the Buyer on an
"as is, where is" basis, free and clear of all liens, claims,
interests, and encumbrances.

A copy of the Purchase Agreement and Miscellaneous Asset Sale Order
attached to the Notice is available for free at:

        http://bankrupt.com/misc/Fresh_&_Easy_2170_Sales.pdf  

The known parties holding liens or other interest in the Liquor
License are: (i) Wells Fargo Bank, National Association; (ii)
Womble Carlyle Sandridge & Rice LLP; (iii) California Department of
Alcoholic Beverage Control Headquarters; (iv) California State
Board of Equalization; (v) State of California Franchise Tax Board;
(vi) Raznick Realty Group; and (vii) Jason Kho.

If no objections are received by the Debtor by the Objection
Deadline, then the Debtor may proceed with the proposed sale in
accordance with the terms of the Miscellaneous Asset Sale Order.

                     About Fresh & Easy

Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed a Chapter 11 bankruptcy petition (Bankr. D.
Del. Case No. 15-12220) on Oct. 30, 2015.  The petition was signed
by Peter McPhee, the CFO.  The Debtor estimated assets of $10
million to $50 million and liabilities of at least  $100 million.

Judge Christopher S. Sontchi is assigned to the case.

The Debtor has engaged Norman L. Pernick, Esq., Kate J. Stickles,
Esq., and David W. Giattino, Esq., at Cole Schotz P.C. as counsel;
Epiq Bankruptcy Solutions, LLC, as claims and noticing agent; DJM
Realty Services, LLC; and CBRE Group, Inc., as real estate
consultants; and FTI Consulting, Inc., as restructuring advisors.

The official committee of unsecured creditors hired Fox Rothschild
LLP and ASK LLP as counsel.

                       *     *     *

The Debtor has undertaken the process of liquidating the estate's
assets located at its retail locations and distribution center
with the assistance of Hilco Merchant Resources, LLC, and
Industrial Assets Corp., respectively, has engaged DJM Realty
Services, LLC, and CBRE, Inc., to market its leasehold interests,
and has recently engaged Hilco Streambank to assist with the
disposition of its intellectual property.

As part of the claims process, a bar date of Feb. 19, 2016, was
established by the Court for creditor claims.

On February 1, 2017, the Debtor and the unsecured creditors'
committee filed a joint Chapter 11 plan of liquidation and
disclosure statement.


GENERAL MOTORS: Court Still Undecided on $1.5-Bil. Asset Spat
-------------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that the Hon.
Martin Glenn of the U.S. Bankruptcy Court for the Southern District
of New York told Motors Liquidation Company Avoidance Action Trust,
JPMorgan Chase Bank NA and dozens of other former GM lenders that
he has reached no conclusions on the nature and value of the
lenders' security interests in GM plant assets.  Law360 relates
that the Trust is seeking to recover transfers related to a $1.5
billion term loan.

                  About Motors Liquidation

General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009.  The Honorable Robert E. Gerber presides over the
Chapter 11 cases.  Harvey R. Miller, Esq., Stephen Karotkin, Esq.,
and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP,
assist the Debtors in their restructuring efforts.  Al Koch at AP
Services, LLC, an affiliate of AlixPartners, LLP, serves as the
Chief Executive Officer for Motors Liquidation Company.  GM is also
represented by Jenner & Block LLP and Honigman Miller Schwartz and
Cohn LLP as counsel.  Cravath, Swaine, & Moore LLP is providing
legal advice to the GM Board of Directors.  GM's financial advisors
are Morgan Stanley, Evercore Partners and the Blackstone Group LLP.
Garden City Group is the claims and notice agent of the Debtors.

The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured Creditors
Holding Asbestos-Related Claims.  Lawyers at Kramer Levin Naftalis
& Frankel LLP served as bankruptcy counsel to the Creditors
Committee.  Attorneys at Butzel Long served as counsel on supplier
contract matters.  FTI Consulting Inc. served as financial advisors
to the Creditors Committee.  Elihu Inselbuch, Esq., at Caplin &
Drysdale, Chartered, represented the Asbestos Committee.  Legal
Analysis Systems, Inc., served as asbestos valuation analyst.

The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011.  The Plan
was declared effect on March 31.

On Dec. 15, 2011, Motors Liquidation Company was dissolved.  On the
Dissolution Date, pursuant to the Plan and the Motors Liquidation
Company GUC Trust Agreement, dated March 30, 2011, between the
parties thereto, the trust administrator and trustee -- GUC Trust
Administrator -- of the Motors Liquidation Company GUC Trust,
assumed responsibility for the affairs of and certain claims
against MLC and its debtor subsidiaries that were not concluded
prior to the Dissolution Date.


GLENN'S INC: Hires John Hyams as Counsel
----------------------------------------
Glenn's, Inc., seeks authority from the U.S. Bankruptcy Court for
the Middle District of Pennsylvania to employ The Law Offices of
John M. Hyams, as counsel to the Debtor.

Glenn's, Inc.requires Hyams to:

   (a) give the Debtor legal advice regarding its powers and
       duties as Debtor-in-Possession in the continued operation
       of its business and management of its property;

   (b) prepare and file on behalf of the Debtor, as Debtor-in-
       Possession, all necessary applications, complaints,
       answers, orders, reports and other legal papers;

   (c) represent the Debtor in any matters involving contests
       with secured or unsecured creditors;

   (d) negotiate and prepare on behalf of the Debtor its plan of
       reorganization and related documents; and

   (e) perform all other legal services for the Debtor.

Hyams will be paid at these hourly rates:

     John M. Hyams               $300
     Associates                  $250
     Paralegal                   $125

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

John M. Hyams, partner of The Law Offices of John M. Hyams, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Hyams can be reached at:

     John M. Hyams, Esq.
     THE LAW OFFICES OF JOHN M. HYAMS
     555 Gettysburg Pike C400
     Mechanicsburg, PA 17055
     Tel: (717) 766-5300

                   About Glenn's, Inc.

Glenn's, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
M.D. Pa. Case No. 16-00302) on Jan. 27, 2016, disclosing under $1
million in both assets and liabilities. Henry W Van Eck, Esq., at
Mette, Evans, & Woodside serves as the Debtor's bankruptcy counsel.
The Debtor hired The Law Offices of John M. Hyams, as counsel.


GREEN PLAINS: Egan-Jones Raises Sr. Unsecured Ratings to B+
-----------------------------------------------------------
Egan-Jones Ratings, on April 18, 2017, raised the local currency
and foreign currency senior unsecured ratings on debt issued by
Green Plains Inc. to B+ from B.

Green Plains Inc. is an ethanol producer.  It operates through four
segments: Ethanol Production, Agribusiness and Energy Services,
Food and Food Ingredients, and Partnership.



GREENE TECHNOLOGIES: Has Court's Final Nod to Use Cash Collateral
-----------------------------------------------------------------
The Hon. Diane Davis of the U.S. Bankruptcy Court for the Northern
District of New York has granted Greene Technologies Incorporated
final authorization to use cash collateral.

Claimholder Kevin Rosenkrantz is adequately protected by the
prepetition security interest granted by Debtor in all of Debtor's
collateral, which collateral includes cash collateral.

The Debtor is authorized to use Cash Collateral in the ordinary
course of its business, and for any unpaid fees or expenses of the
Clerk of the Bankruptcy Court and the U.S. Trustee, and the fees of
the Debtor's professionals, to the extent allowed by the Court.

Kevin Rosenkrantz is entitled to adequate protection of his
interests, and as adequate protection the Debtor will continue to
pay to Mr. Rosenkrantz the sum of $1,000 monthly.
As reported by the Troubled Company Reporter on April 13, 2017, the
Debtor asked the Court for interim authorization to use cash
collateral.  The Debtor intends to reorganize, and in order to
successfully restructure its affairs, the Debtor must maximize the
value of its assets and retain the going concern value of its
business.  The Debtor requires use of cash collateral in order to
maintain business relationships with its vendors, suppliers and
customers, to pay payroll and to satisfy reasonable and necessary
operational costs and expenses arising in connection with the
administration of its estate.

              About Greene Technologies Incorporated

Greene Technologies Incorporated filed a Chapter 11 bankruptcy
petition (Bankr. N.D.N.Y.. Case No. 17-60389) on March 31, 2017.
The petition was signed by Carol M. Rosenkrantz, president.

The Debtor disclosed total assets of $795,274 and total liabilities
of $1.01 million.  

Edward J. Fintel, Esq., at Edward J. Fintel & Associates, serves
as
the Debtor's attorney.


HAGERSTOWN BLOCK: May Use Cash Collateral Through July 31
---------------------------------------------------------
The Hon. Thomas J. Catliota of the U.S. Bankruptcy Court for the
District of Maryland entered a consent order authorizing Hagerstown
Block Company and Hagerstown Concrete Products, Inc.'s use of cash
collateral through July 31, 2017.

The Court has scheduled a further hearing on use of cash collateral
for July 27, 2017, at 10:30 a.m.

Ameriserv Financial Bank asserts a lien on the Debtors' cash
collateral and the motion sought to use the cash collateral.

The Debtors' authority to use the Bank's Cash Collateral terminates
upon the earlier of (a) 5:00 p.m. on July 31, 2017, or (b) the
occurrence of an Event of Default.

By the close of business on May 2, 9, 16, 23, and 30, June 6, 13,
20, and 27, and July 5, 11, 18, and 25, 2017, the Debtors will
deliver to the Bank a report of cash receipts and disbursements for
the previous one-week period prepared in the same format as the
budget.  Upon request by Ameriserv, the Debtors will provide
supporting documentation of budget items and expenditures pursuant
to the Consent Order.

The Debtors will continue to maintain their payment escrow account
at the Bank.  The funds in the Debtors' payment escrow account
(presently approximately $72,000 maintained at Ameriserv in Account
No. ****1193) will not be subject to the cash collateral court
order and will remain in escrow without access to or use by the
Debtors.

The Debtors will grant the Bank replacement liens, to the extent
that the Debtors' use of Cash Collateral results in a diminution of
the Bank's collateral position as it existed on the date of the
Debtors' bankruptcy filing, and as security for any and all
indebtedness owed by the Debtors to the Bank, whether post or
prepetition, but only to the extent that the Bank held a
pre-petition first priority lien in the collateral.

The security interests granted by the Debtors in favor of the Bank
will be deemed perfected without the necessity for the filing or
execution of documents which otherwise might be required under
non-bankruptcy law for the perfection of security interests if the
Bank's security interests were perfected under applicable state law
before the bankruptcy filing.  The security interests and
perfection will be binding upon any subsequently appointed trustee
either in Chapter 11 or any other Chapter of the Bankruptcy Code
and upon all creditors of the Debtors who have extended or may
hereafter extend credit to the Debtors or the
debtors-in-possession.

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

        http://bankrupt.com/misc/mdb16-19880-114.pdf

            About The Hagerstown Block Company

The Hagerstown Block Company and Hagerstown Concrete Products,
Inc., filed Chapter 11 petitions (Bankr. D. Md. Case Nos. 16-19880
and 16-19881) on July 22, 2016.  The petitions were signed by Doy
C. Sneckenberger, president.  The Debtors are represented by James
A. Vidmar, Jr., Esq., at Yumkas, Vidmar, Sweeney & Mulrenin, LLC.
The cases are assigned to Judge Thomas J. Catliota and Judge
Wendelin I. Lipp, respectively.  At the time of filing, each
Debtor estimated assets and liabilities at $1 million to $10
million.

The Debtors are debtors in possession, and the U.S. Trustee has not
appointed a creditors' committee in the cases.

                       *     *     *

The Hagerstown Block Company and Hagerstown Concrete Products,
Inc., filed with the U.S. Bankruptcy Court for the District of
Maryland a disclosure statement dated Dec. 20, 2016, referring to
the Debtors' plan of reorganization.

HBC-Class 4 consists of the Allowed General Unsecured Claims
against HBC.  In full and complete satisfaction, discharge and
release of the HBC Class 4 Claims, HBC will pay the holders of
allowed HBC Class 4 Claims an amount equal to 100% of the face
amount of the claims within 180 days after the Effective Date.
HBC-Class 4 claim is impaired by the Plan.


HAHN HOTELS: Wants to Use Cash Collateral Through May 27
--------------------------------------------------------
Hahn Hotels of Sulphur Springs, LLC, et al., seek permission from
the U.S. Bankruptcy Court for the Eastern District of Texas to use
cash collateral through May 27, 2017, or entry of a final court
order following a final hearing.

The Debtors request that the Final Hearing be set for the week of
May 22, 2017.

The Debtors' prepetition lenders -- Pilgrim Bank, Texas Bank and
Trust, Wells Fargo/SBA, First National Bank of Hughes Springs,
Austin Bank, Texas Bank and Trust Company, and Texas National Bank
-- contend that their debt is secured by liens on substantially all
of the assets of Hahn Investments, LLC, and its co-debtor
subsidiaries and affiliates, including rents from lodging
properties, as well as approximately $67,000 in accounts receivable
that existed as of the Petition Date.  The Debtors have an
immediate need to use the cash identified in the budget to operate
their business.  The Debtors obtained the loans as a means of
financing their operations.  Each of the loans includes the grant
of a security interest in the Debtors' properties.

The Debtors' use of cash collateral is of the utmost importance to
the preservation and maintenance of the value of the Debtors.  The
Debtors need to use cash to operate their businesses in order to
avoid immediate and irreparable harm to the Debtors and their
estates.

Cash Collateral provides the general funding for the Debtor's
operations.  As of the Petition Date, the Debtors had approximately
$109,220 in cash on hand, much of which is purportedly subject to
liens in favor of the Prepetition Lenders.  The Debtors' businesses
require access to the rental and ancillary income that the Debtors
generate from the operation of the Copeland's restaurant and the
Sleep Inn, Hawthorn Suites, and La Quinta hotels inasmuch as the
Debtors have determined, in their business judgment that they will
be unable to operate generally, even for a limited period, without
use of such Cash Collateral.

The use of cash collateral on a final basis will maintain the going
concern value of the Debtors' businesses and improve the ability of
the Debtors to facilitate an effective and timely reorganization.
The Debtors will be able to keep their properties insured, safe,
and secure, as well as provide the cash needed to sustain ongoing
generation of revenues.  These are all expenses necessary to
preserve the value of the Debtors' properties.  Without minimal
financial accommodations, the hope of an effective reorganization
may be jeopardized.

The Debtors grant the Prepetition Lenders replacement liens in
property acquired by the Debtors after the Petition Date, which is
of the same nature, kind and character as the Prepetition
Collateral, and all proceeds and products thereof solely to secure
any diminution in the interests of the Prepetition Lenders
resulting from the use of the Cash Collateral; provided, however,
the replacement liens will not encumber any claims or causes of
action arising under Chapter 5 of the Bankruptcy Code and all
proceeds and products thereof.

If and to the extent the adequate protection of the interests of
the Prepetition Lenders under the Interim Order proves
insufficient, the Prepetition Lenders will have, among other
remedies, if any, determined by the Court, an allowed claim in the
amount of any insufficiency.

The Debtors believe that the asset value of each property securing
the repayment obligations on debt owed to a Prepetition Lender's is
greater than the amount of the debt.  The Debtors submit that,
under the circumstances, the equity cushion in the assets securing
the repayment obligations on the Prepetition Lenders' debt
adequately protects the Prepetition Lenders from any diminution of
their interests in the Cash Collateral resulting from use.

A copy of the Motion is available at:

        http://bankrupt.com/misc/txeb17-40947-6.pdf

                    About Hahn Hotels

La Quinta Inns and Suites provides hotel accommodations for
business and leisure travelers across the United States, Canada,
and Mexico.
     
Headquartered in Sulphur Springs, Texas, Hahn Hotels of Sulphur
Springs, LLC, d/b/a La Quinta Inn & Suites (Bankr. E.D. Tex. Case
No. 17-40947) and affiliates Hahn Investments, LLC (Bankr. E.D.
Tex. Case No. 17-60341), Hahn Hotels, LLC (Bankr. E.D. Tex. Case
No. 17-60342), Sleep Inn Property, LLC (Bankr. E.D. Tex. Case No.
17-60343), SI of Longview, LLC (Bankr. E.D. Tex. Case No.
17-60344), and Copeland's of Longview, LLC (Bankr. E.D. Tex. Case
No. 17-60345) filed for Chapter 11 bankruptcy protection on May 1,
2017.

Judge Brenda T. Rhoades presides over Case No. 17-40947.  Judge
Bill Parker presides over Case No. 17-60341.

Jessica Leigh Voyce Lewis, Esq., and Judith W. Ross, Esq., at The
Law Offices Of Judith W. Ross and Eric Soderlund, Esq., who has an
office in Dallas Texas, serve as the Debtors' bankruptcy counsel.

Hahn Hotels of Sulphur estimated its assets and liabilities at
between $1 million and $10 million each.

                $1M-$10M     $1M-$10M
Hahn Investments estimated its assets and liabilities at between
$10 million and $50 million each.

The petitions were signed by Dante Hahn, president.


HALFWAY TO CONCORD: Taps Watson LLC as Legal Counsel
----------------------------------------------------
Halfway To Concord, Inc. seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Pennsylvania to hire legal
counsel.

The Debtor proposes to hire Watson LLC to review claims made by
creditors, prepare a Chapter 11 plan of arrangement, and provide
other services related to its bankruptcy case.

Raheem Watson, Esq., the principal attorney designated to represent
the Debtor, will charge an hourly fee of $250.

Mr. Watson disclosed in a court filing that his firm does not
represent any interest adverse to the Debtor or its bankruptcy
estate.

The firm can be reached through:

     Raheem S. Watson, Esq.
     Watson LLC
     1700 Market Street, Suite 1005
     Philadelphia, PA 19103
     Phone: (215) 617-9693
     Email: rwatson@watsonllclaw.com

                  About Halfway To Concord Inc.

Halfway To Concord, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Pa. Case No. 17-12784) on April 20,
2017.  The petition was signed by Dominic DiVentura, owner.  

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


HAMPSHIRE GROUP: Plan Filing Deadline Extended Through May 22
-------------------------------------------------------------
Judge Brendan Linehan Shannon of the U.S. Bankruptcy Court for the
District of Delaware extended the exclusive periods during which
Hampshire Group, Limited and its affiliated Debtors may file a
Chapter 11 plan and solicit acceptances of that plan through and
including May 22, 2017 and July 21, 2017 respectively.

As previously reported by the Troubled Company Reporter, the
Debtors sought for an extension of their exclusive periods,
informing the Court that they intend to work with the Official
Committee of Unsecured Creditors on the development of a joint
chapter 11 plan of liquidation.

                About Hampshire Group, Ltd.

New York-based Hampshire Group, Limited (OTC Markets: HAMP) is a
provider of fashion apparel across a broad range of product
categories, channels of distribution and price points. As a holding
company, the Company operates through its wholly-owned
subsidiaries, Hampshire Brands, Inc. and Hampshire International,
LLC.

Hampshire Group, Limited and two affiliates -- Hampshire Brands and
Hampshire International -- sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Case Nos. 16-12634 to 16-12636) on Nov. 23, 2016,
to facilitate the orderly wind-down of their business operations.

The petitions were signed by Paul Buxbaum, president and chief
executive officer.

Hampshire Group disclosed $25.9 million in assets and $41.8 million
in liabilities. Brands listed under $50 million in both assets and
debts. International listed under $50,000 in assets and under $50
million in liabilities.

Blank Rome LLP represents the Debtors.  William Drozdowski of GRL
Capital Advisors LLC has also been tapped as the Debtors' chief
financial officer.

The U.S. Trustee for Region 3 has appointed five creditors to serve
in the official unsecured creditors committee in the case.
Pachulski Stang Ziehl & Jones LLP serves as legal counsel and
Gavin/Solmonese LLC as financial advisor to the Committee.


HARBOR BAR DOCKS: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Harbor Bar Docks Incorporated
as of May 3, according to a court docket.

Harbor Bar Docks is represented by:

     Joel Larimore, Esq.
     Larimore Law Office
     1561 Commerce Ct., Suite 215
     River Falls, WI 54022
     Phone: 715-629-7108
     Email: joel.larimore@gmail.com

              About Harbor Bar Docks Incorporated

Harbor Bar Docks Incorporated sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W.D. Wis. Case No. 17-10989) on March
26, 2017.  The petition was signed by Bradley Smith, president.  

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


HARBOR BAR: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Harbor Bar, Inc. as of May 3,
according to a court docket.

Harbor Bar is represented by:

     Joel Larimore, Esq.
     Larimore Law Office
     1561 Commerce Ct., Suite 215
     River Falls, WI 54022
     Phone: 715-629-7108
     Email: joel.larimore@gmail.com

                      About Harbor Bar Inc.

Harbor Bar Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Wis. Case No. 17-10990) on March 26,
2017.  The petition was signed by Bradley Smith, authorized
representative.  

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


HERTZ CORP: Moody's Lowers CFR to B2 & Secured Debt Rating to Ba2
-----------------------------------------------------------------
Moody's Investors Service downgraded the long-term ratings of The
Hertz Corporation, with the Corporate Family Rating (CFR) falling
to B2 from B1 and senior unsecured to B3 from B2. The outlook is
stable.

RATINGS RATIONALE

The lowered ratings at the B2 CFR reflect both the near term
challenges the company faces as a result of declining residual
values and weak pricing, and also the longer term risks associated
with implementing its turnaround plan.

"As a result, Hertz's operating performance will be well below
historic levels through 2018, with pre-tax operating margins
(reflecting Moody's standard adjustments) remaining near-or-below
the breakeven level", noted Bruce Clark, Moody's Senior Vice
President. This compares unfavorably with the mid-single-digit
level that the company is capable of generating.

The turnaround plan being pursued by recently installed senior
management is sound, and it focuses on accelerating investment in
the areas that need to be addressed in order to reestablish a more
competitive operating structure. These areas include: managing its
fleet purchases to avoid over-fleeting, refocusing on vehicle
procurement and disposition strategies, and reinvesting in IT
systems. Despite the merits of the turnaround plan, the initiative
will be a multi-year undertaking and effective implementation could
be challenging.

Hertz's liquidity position is an important contributor to the
stable outlook and to the company's ability to fund the investments
that will be necessary under its turnaround plan. This liquidity
profile is supported by an unrestricted cash position of $785
million, a $1.7 billion revolving credit agreement, and over $4
billion in multi-year ABS borrowing facilities. Critically, Moody's
believes Hertz will be able to maintain comfortable headroom under
the revolver's covenants because the single financial covenant
(first lien debt to covenant Corporate EBITDA) allows for
adjustments related to one-time items. Consequently, Hertz should
maintain access to the facility.

Any upward movement in Hertz's rating will require the company to
show clear progress in implementing its turnaround plan. Metrics
that could support a higher rating include: debt/EBITDA below 4
times; a pre-tax margin approximating 7%; and EBITDA/interest above
6 times.

The rating would come under pressure if the company's 2017 third
quarter GAAP corporate EBITDA is below $300 million, or if the
company is expected to sustain: pre-tax earnings below breakeven;
debt/EBITDA above 5 times, or EBITDA/interest below 5 times.

The following rating actions were taken:

Downgrades:

Issuer: Hertz Corporation (The)

-- Probability of Default Rating, Downgraded to B2-PD from B1-PD

-- Corporate Family Rating, Downgraded to B2 from B1

-- Senior Secured Bank Credit Facility, Downgraded to Ba2 (LGD 2)

    from Ba1 (LGD 2)

-- Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD

    4) from B2 (LGD 4)

Issuer: Hertz Corporation (The) (Old)

-- Senior Unsecured Regular Bond/Debenture (Local Currency) Jan
    15, 2028, Downgraded to Caa1 (LGD 6) from B3 (LGD 6)

Issuer: Hertz Holdings Netherlands BV

-- Backed Senior Unsecured Regular Bond/Debenture, Downgraded to
    B3 (LGD 4) from B2 (LGD 4)

Outlook Actions:

Issuer: Hertz Corporation (The)

-- Outlook, Changed To Stable From Negative

Issuer: Hertz Holdings Netherlands BV

-- Outlook, Changed To Stable From Negative

Affirmations:

Issuer: Hertz Corporation (The)

-- Speculative Grade Liquidity Rating, Affirmed SGL-3

The principal methodology used in these ratings was Equipment and
Transportation Rental Industry published in April 2017.


HEXION INC: $75MM Tack-On No Impact on Moody's Caa1 Notes Rating
----------------------------------------------------------------
Moody's Investors Service stated that the Caa1 rating on Hexion
Inc.'s 10.375% first priority senior secured notes due 2022 will
remain unchanged following the expected $75 million tack-on
announced by Hexion. Proceeds from these notes will be used for
general corporate purposes, which will include funding of near-term
working capital requirements due to the increase in feedstock
prices in the first quarter of 2017. The outlook for Hexion and its
subsidiaries is stable.

"These tack-on notes will improve the company's near-term liquidity
and should cover any negative free cash flow in 2017, leaving
Hexion with sufficient liquidity going in to 2018," stated John
Rogers, Senior Vice President at Moody's.

With this issuance, Hexion will have over $2.4 billion of first
lien notes, which have a first lien on all domestic subsidiary
assets that are not part of the ABL priority collateral, and a
second lien on the ABL priority collateral. These note mature in
2022 subsequent to $574 million of second lien debt, which mature
in 2020.

Hexion's Caa2 Corporate Family Rating (CFR) reflects its elevated
leverage of over 9 times, weak cash flow from operations and the
expectation of modestly negative free cash flow in 2017. Despite
the short-fall in first quarter profitability due to higher
feedstock costs, margins in epoxies and volumes in wood resins
appear to be improving, which along with additional cost reductions
bode well for a modest improvement in financial performance over
the remainder of 2017.

Hexion's stable outlook reflects the expectation for good liquidity
over the next 12 months. However, the combination of high leverage
and negative free cash flow will likely increase reliance on asset
sales to maintain liquidity post-2017. The ratings would be subject
to a further downgrade if liquidity declines below $250 million.
Conversely the ratings could be upgraded if leverage declined below
7.0 times, the company is able to generate positive free cash flow
and it refinances the 2020 maturities.

Hexion Inc., headquartered in Columbus, Ohio, is a leading producer
of thermoset resins (epoxy, formaldehyde and acrylic). The company
is also a supplier of specialty resins sold to a diverse customer
base as well as a producer of commodities such as formaldehyde,
bisphenol A (BPA), epichlorohydrin (ECH), versatic acid and related
derivatives. Revenues are approximately $3.4 billion. The majority
owner of Hexion is an affiliate of Apollo Management.


HEYL & PATTERSON: Hearing on Disclosures Approval Set for June 13
-----------------------------------------------------------------
The Hon. Carlota M. Bohm of the U.S. Bankruptcy Court for the
Western District of Pennsylvania has scheduled for June 13, 2017,
at 1:30 p.m. the hearing to consider the approval of the disclosure
statement dated April 28, 2017, referring to the plan of
reorganization dated April 28, 2017, filed by The Liquidating
Estate of H&P, Inc., fka Heyl & Patterson, Inc., and the Official
Committee of Unsecured Creditors.

Objections to the Disclosure Statement must be filed by June 6,
2017.

                    About Heyl & Patterson

Heyl & Patterson Inc. is an American specialist engineering
company, founded in 1887 and based in Pittsburgh, Pennsylvania.
Heyl & Patterson sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-21620) on April 29,
2016.  The petition was signed by John R. Edelman, CEO.  The case
is assigned to Judge Carlota M. Bohm.  The Debtor estimated assets
and liabilities in the range of $1 million to $10 million.

The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm,
as counsel; and Gleason & Associates as financial advisors.

Andrew Vara, acting U.S. trustee for Region 3, appointed seven
creditors to serve on an Official Committee of Unsecured Creditors.
The Committee retained Whiteford, Taylor & Preston, LLC, as its
legal counsel; and Albert's Capital Services, LLC, as its financial
advisor.


HI-CRUSH PARTNERS: Moody's Alters Outlook to Pos., Affirms CFR Caa1
-------------------------------------------------------------------
Moody's Investors Service revised the rating outlook of Hi-Crush
Partners LP to positive from negative. At the same time, Moody's
affirmed Hi-Crush's Corporate Family Rating ("CFR") at Caa1, the
Probability of Default Rating at Caa1-PD, and senior secured term
loan B due 2021 at Caa1. The Speculative Grade Liquidity Rating was
revised to SGL-3.

The following rating actions were taken:

Corporate Family Rating, affirmed at Caa1;

Probability of Default Rating, affirmed at Caa1-PD;

$200 million senior secured term loan B due 2021, affirmed at Caa1
(LGD3);

Speculative Grade Liquidity Rating, revised to SGL-3 from SGL-4;

The rating outlook was revised to positive from negative.

RATINGS RATIONALE

Hi-Crush's Caa1 Corporate Family Rating (CFR) and positive outlook
reflect rapidly improving credit metrics following a prolonged
period of weakness in the oil and natural gas end markets. The
positive outlook assumes that the frac-sand market fundamentals,
including volume and prices, will continue to recover in 2017. If
the recovery accelerates faster than Moody's anticipates, leading
to considerable improvement in key credit metrics, the ratings
could be upgraded.

Hi-Crush's key credit metrics are improving, but still remain weak.
Adjusted operating margin improved to -5.0% for the trailing twelve
months ended March 31, 2017 from -11.5% in 2016. Moody's expects
operating margin to turn positive and to continue to increase
through 2017 from higher volumes as well as pricing. Leverage and
coverage metrics also improved. Adjusted debt-to-EBITDA was 13.2x
for the trailing twelve months ended March 31, 2017, a decline from
27.9x at year-end 2016 due to an increase in TTM adjusted EBITDA
stemming from volume and price increases. Adjusted EBIT-to-interest
expense also improved to -0.5x from -1.0x. Hi-Crush generated $236
million in revenue for the trailing twelve months ended March 31,
2017, an increase of 15% from year-end 2016. The sharp improvement
in key credit metrics (albeit still weak) after one quarter of
strong operating performance, and on the heels of multiple quarters
of deterioration, emphasizes the volatility inherent in oil and gas
end markets. Moody's believes the frac-sand market is in recovery
and Moody's expects these metrics to continue to improve through
2017.

Hi-Crush's Caa1 CFR considers the firm's limited size, reliance on
a single commodity product, exposure to one cyclical end market,
and reliance on the hydraulic fracturing industry for substantially
all of its revenue and operating income. The credit profile is
supported by the company's solid market position in the frac-sand
industry, its position as one of the larger frac-sand producers of
high-quality "Northern White" sand, strategically located
production facilities and logistical network, and long-standing
customer relationships. Although the company has temporarily
suspended its distributions, the CFR also incorporates the MLP
capital structure which constrains liquidity in a normalized
operating environment. If operating performance improves as
anticipated in 2017, Moody's expects Hi-Crush to resume unitholder
distributions later in 2017.

Hi-Crush's Speculative Grade Liquidity rating of SGL-3 reflects the
company's adequate liquidity position. As of March 31, 2017,
Hi-Crush's liquidity included approximately $115.2 million,
consisting of approximately $55.5 million in cash and $59.7 million
revolver (unrated) capacity. The company had $15.3 million letter
of credit commitments. The LP also has available an equity
distribution program under which the company can sell common LP
units up to $50 million. As of May 2, 2017, no common LP units had
been issued under this program. Hi-Crush has no material debt
maturities until April 2019 when its $75 million revolving credit
agreement matures. As of March 31, 2017, Hi-Crush had no
outstanding indebtedness under the revolver. The revolver is
governed by quarterly maximum leverage covenant and minimum
interest coverage beginning the quarter ending June 30, 2017. The
facility also provides for an equity cure provision to cover any
covenant shortfalls. Moody's believes Hi-Crush will have good
cushion in its financial covenants through 2017. The facility
allows for distributions to unit holders up to 50% of quarterly
distributable cash flow after quarterly debt payments on the term
loan.

The company has generated negative free cash flow over the past
several years due to distributions made to the company's unit
holders and capital investments, and more recently due to weak
earnings. Given the company's MLP structure and despite Hi-Crush's
distribution suspension, Moody's expects that the company will
return to making distributions to its unit holders resulting in
weak free cash flow retention over the long-term.

The positive outlook reflects Moody's expectations that adjusted
operating income and key credit metrics will strengthen in 2017
from higher volumes and pricing driven by favorable supply/demand
dynamics. The positive outlook also assumes Hi-Crush will maintain
ample liquidity as it funds its growth initiatives.

Moody's indicated that the ratings could be upgraded if the oil and
natural gas end markets continue to improve, leading to an increase
in adjusted EBIT to interest expense approaching 1.0x and positive
adjusted operating margin. Solid liquidity would also be a
condition for an upgrade.

The ratings could be downgraded if momentum in end markets and in
operating performance reverses, leading to a material deterioration
in liquidity. Any large debt-funded acquisitions could also lead to
ratings pressure.

The principal methodology used in these ratings was Building
Materials Industry published in January 2017.

Hi-Crush Partners LP, based in Houston, Texas, is an integrated
producer, transporter, marketer and distributor of high-quality
monocrystalline sand, which is a specialized mineral used as a
proppant to recover hydrocarbons from oil and natural gas wells.
Hi-Crush owns, operates and develops sand reserves and related
excavation, processing and distribution facilities. At year-end
2016, the company held approximately 315.7 million tons of proven
recoverable reserves of frac sand meeting API specifications, had
10.43 million tons of annual processing capacity, owned or leased
4,200 railcars and owned 11 destination terminals (three of which
are currently idled). For the trailing twelve months ended March
31, 2017, the company generated revenue of $236 million.


HORIZON PHARMA: Moody's Affirms B2 CFR & Revises Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Horizon Pharma,
Inc. including the B2 Corporate Family Rating, the B2-PD
Probability of Default Rating, the Ba2 (LGD 2) senior secured
rating, the B3 (LGD 4) senior unsecured rating and the SGL-1
Speculative Grade Liquidity Rating. At the same time, Moody's
revised the rating outlook to negative from stable.

Ratings affirmed:

Corporate Family Rating, at B2

Probability of Default Rating, at B2-PD

Senior secured term loan, at Ba2 (LGD 2)

Senior unsecured notes, at B3 (LGD 4)

Speculative Grade Liquidity Rating, at SGL-1

Rating outlook:

Revised to negative from stable.

"The outlook change to negative reflects pricing pressure on
Horizon's primary care products, resulting in a higher level of
financial leverage than Moody's previous expectations," stated
Michael Levesque, Moody's Senior Vice President.

RATINGS RATIONALE

Horizon's B2 Corporate Family Rating reflects its modest size and
scale within the pharmaceutical industry with pro forma revenue of
about $1 billion. The rating is supported by Horizon's efficient
operating structure, high profit margins and low tax rate,
resulting in good cash flow. Horizon's increasing focus on rare
diseases has positive implications for sustainable long-term
growth. Drugs like Actimmune, Ravicti, Krystexxa and Procysbi have
high price points and high barriers to entry. These products also
have solid growth potential.

Offsetting these strengths, the rating also reflects Horizon's high
financial leverage and its unproven long-term track record and its
reliance on acquisitions for growth due to limited internal R&D.
Like several other specialty pharmaceutical companies, Horizon is
facing scrutiny on its pricing and distribution model including a
government investigation. Several of its primary care products
including Vimovo, Duexis and Pennsaid 2% are very expensive
relative to low-cost alternatives, creating pressure from payors.
Net prices on these products will decline significantly in 2017,
constraining Horizon's earnings. The durability of these franchises
is uncertain, and several face unresolved patent challenges.

Horizon's gross debt/EBITDA will be very high, reaching 8x in late
2017 using Moody's adjustments which do not add back stock
compensation expense. That said, Horizon generates considerably
higher cash flow to debt than companies with comparable
debt/EBITDA, with free cash flow to debt in excess of 10%. Moody's
anticipates a decline in Horizon's debt/EBITDA in 2018 based on the
expectation that the growth in the orphan drug business will
outweigh any additional pricing pressure in the primary care
business.

The SGL-1 Speculative Grade Liquidity rating is supported by
Horizon's good margins, solid free cash flow, and high cash
levels.

The rating outlook is negative due to limited flexibility in the
current rating category to absorb any operating setbacks including
exacerbations of pricing pressure or generic competition.

Factors that could lead to a downgrade include: generic competition
for key products, weak organic growth stemming from payor push-back
or significant price deflation, escalation of legal risks,
aggressively financed acquisitions, or debt/EBITDA sustained above
7.0 times.

Conversely, factors that could lead to an upgrade include: solid
organic revenue growth including good volume trends, progress at
favorably resolving patent challenges, resolution of outstanding
Department of Justice subpoena into marketing and commercialization
practices, and debt/EBITDA sustained below 5.0 times.

For additional information please refer to Moody's Credit Opinion
on Horizon Pharma, Inc. available on www.moodys.com.

Headquartered in Lake Forest, Illinois, Horizon Pharma, Inc., is an
indirect wholly-owned subsidiary of Dublin, Ireland-based Horizon
Pharma plc (collectively "Horizon"). Horizon is a publicly-traded
specialty pharmaceutical company marketing products in arthritis,
inflammation and orphan diseases. Net revenues total approximately
$1 billion.

The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 2012.


ICP STRATEGIC: Dismissal of Lawsuit Against DLA Piper Affirmed
--------------------------------------------------------------
Kat Greene, writing for Bankruptcy Law360, reports that a New York
federal judge affirmed the U.S. Bankruptcy Court for the Southern
District of New York's dismissal of a lawsuit filed by ICP
Strategic Credit Income Master Fund Ltd. and ICP Strategic Credit
Income Fund Ltd. representatives against DLA Piper LLP (US).  

Law360 relates that the Firm was accused of helping Thomas Priore,
one of the Funds' directors, draw off over $36 million to cover a
separate unit's mortgage-backed securities payments.  According to
Law360, the judge found that the liquidators couldn't sue over
something that had once benefited them.

As reported by the Troubled Company Reporter on Sept. 21, 2015, the
Firm won dismissal of a lawsuit filed by Hugh Dickson and Michael
Saville -- in their capacity as the Foreign Representatives and the
Joint Official Liquidators of the Funds -- and the Funds for whom
the Liquidators act.  The Liquidators asserted claims against DLA
for: (1) aiding and abetting fraud; (2) aiding and abetting
breaches of fiduciary duty; and (3) "fraudulent trading" pursuant
to section 147 of the Cayman Islands Companies Law.

ICP Strategic Credit Income Fund Ltd. and ICP Structured Credit
Income Fund Ltd. filed petitions under Chapter 15 of the
Bankruptcy Code on June 28, 2013, before Judge Robert E. Gerber of
the U.S. Bankruptcy Court for the Southern District of New York
(Manhattan), Case No. 13-12116.  The Debtors' Chapter 15 counsel
is William T. Reid, IV, Esq., at Reid Collins & Tsai LLP.


INCA REFINING: Involuntary Chapter 11 Case Summary
--------------------------------------------------
Alleged Debtor: INCA Refining, LLC
                701 Poydras St., Suite 4500
                New Orleans, LA 70139
                Tel: 504-585-0291

Case Number: 17-11182

Type of Business: The Debtor is a single asset real estate (as
                  defined in 11 U.S.C. Section 101(51B)).  Its
                  principal assets are located at 9673 La. Highway
                  18, Lower Elina Plantation, St. James, LA 70086.

Involuntary Chapter 11 Petition Date: May 9, 2017

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

Judge: Hon. Jerry A. Brown

Petitioners' Counsel: Lawrence R. Anderson, Jr., Esq.
                      Two United Plaza, Suite 200
                      8550 United Plaza Boulevard
                      Baton Rouge, LA 70809
                      Tel: (225) 924-1600
                      Fax: (225) 924-6100
                      E-mail: lranderson@sszblaw.com

Alleged creditors who signed the involuntary petition:

   Petitioners                  Nature of Claim  Claim Amount
   -----------                  ---------------  ------------
White Oak Strategic               Loans/Notes     $87,596,253
Master Fund, L.P
337 Garden Oaks Blvd., #57962
Houston, TX 77018-5501

White Oak Opportunity SRV, L.P.   Loans/Notes      $4,739,944
337 Garden Oaks Blvd., #57962
Houston, TX 77018-5501

White Oak Strategic II SRV, L.P.  Loans/Notes      $2,971,134
337 Garden Oaks Blvd., #57962
Houston, TX 77018-5501


INMOBILIARIA HMMA: Hires Cintron Law Offices as Counsel
-------------------------------------------------------
Inmobiliaria HMMA Inc., seeks authority from the U.S. Bankruptcy
Court for the District of Puerto Rico to employ the Law Offices of
Jose R. Cintron, as counsel to the Debtor.

Inmobiliaria HMMA requires Cintron to:

   a. prepare all Court documents;

   b. appear at the 341 meeting of creditors and other Court
      hearings;

    c. provide accounting, tax and financial analyses;

   d. prepare a Plan and Disclosure Statement;

   e. prepare and litigate adversary proceedings, and objections
      to claims.

Cintron will be paid at the hourly rate $150.

Cintron will be paid a retainer in the amount of $5,000.

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

Jose R. Cintron, member of the Law Offices of Jose R. Cintron,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Cintron can be reached at:

     Jose R. Cintron, Esq.
     LAW OFFICES OF JOSE R. CINTRON
     Calle Condado 605, Suite 602
     Santurce, PR 00907
     Tel: (787) 725-4027
     Fax: (787) 725-1709

                   About Inmobiliaria HMMA Inc.

Inmobiliaria HMMA Inc., based in Bayamon, Puerto Rico, filed a
Chapter 11 petition (Bankr. D.P.R. Case No. 17-03150) on May 3,
2017. The Hon. Enrique S. Lamoutte Inclan presides over the case.
Jose R. Cintron, Esq., at the Law Offices of Jose R. Cintron,
serves as bankruptcy counsel.

In its petition, the Debtor estimated $340,000 in assets and $1.73
million in liabilities. The petition was signed by Manuel Henriquez
Moreno, president.


INT'L RENTALS: Agrees Not to Use Rents From Property
----------------------------------------------------
The Hon. Lori S. Simpson of the U.S. Bankruptcy Court for the
District of Maryland entered a consent order prohibiting
International Rentals Corporation from using the income, rents,
profits, and revenues derived from the Debtor's property -- at 1700
E. Gude Drive, Rockville, Maryland -- without the consent of
National Loan Investors, L.P., or court approval.

National Loan earlier filed a motion to prohibit the Debtor from
using cash collateral.

The Debtor asserts that the Property currently has no tenants and,
therefore, is not currently deriving any Rents.

The parties desire to resolve the matters at issue in the Motion
and other related issues concerning the Property and, therefore,
have agreed to entry of the Consent Order.

Pursuant to the Consent Order, the Debtor agrees to maintain
adequate fire, hazard, flood and other insurance with respect to
the Property in an amount not less than $1.5 million and under
insurance policies as are acceptable to National Loan in all
respects.  All the policies will name National Loan as an
additional loss payee and insured.

Subject to court approval, all insurance proceeds payable from any
insurance policies will be paid to National Loan and will be
applied by National Loan to reduce the indebtedness to National
Loan under the applicable loan documents.  Prior to obtaining the
approval from the Court, the Debtor will remit to National Loan any
and all insurance proceeds payable from any insurance policies and
National Loan will hold those proceeds in escrow.

The Debtor agrees to ensure payment of the real property taxes,
assessments and public charges attributable to the Property that
become due and owing after the Petition Date.

A copy of the Consent Order is available at:

           http://bankrupt.com/misc/mdb17-15505-16.pdf

                 About International Rentals Corp

International Rentals Corporation, a single asset real estate,
filed a Chapter 11 petition (Bankr. D. Md. Case No. 17-15505) on
April 20, 2017.  Jose A. Reig, president, signed the petition.  The
case is assigned to Judge Lori S. Simpson.  The Debtor is
represented by Steven H. Greenfeld, Esq., at Cohen, Baldinger &
Greenfeld, LLC.  At the time of filing, the Debtor estimated assets
and liabilities between $1 million and $10 million.


IRIDIUM COMMUNICATIONS: Egan-Jones Cuts Sr. Unsec. Ratings to BB+
-----------------------------------------------------------------
Egan-Jones Ratings, on April 18, 2017, lowered the local currency
and foreign currency senior unsecured ratings on debt issued by
Iridium Communications Inc. to BB+ from BBB-.

Iridium Communications Inc. is engaged in providing global
satellite communications services and products.



J&A REAL ESTATE: Disclosures OK'd; Plan Hearing on June 29
----------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Pennsylvania
has approved J & A Real Estate Partnership's amended disclosure
statement dated March 3, 2017, referring to the Debtor's Chapter 11
plan dated Dec. 27, 2016.

A hearing to consider the confirmation of the Plan is set for June
29, 2017, at 10:00 a.m.

Objections to the plan confirmation must be filed by June 5, 2017,
which is also the last day for the submission of written
acceptances or rejections of the Plan.

June 22, 2017, is the last day for filing with the Court a
tabulation of ballots accepting or rejecting the Plan.

As reported by the Troubled Company Reporter on March 14, 2017, the
Debtor filed with the Court an amended disclosure statement
regarding its amended plan of reorganization, dated March 3, 2017.

Class 1 under the Plan consists of a mortgage on 3432 East Market
Street, York, Pennsylvania from York Traditions Bank.  Under the
Plan, the Debtor and the bank have agreed to the treatment of this
secured claim.  The Debtor will, among others, have six months from
Plan confirmation to accomplish a refinance of the York Traditions
Bank's debt and to pay the debt in full.  If the Debtor is unable
to refinance the debt in full within six months from Plan
confirmation, Debtor will have an additional six months to list and
sell the property.

              About J & A Real Estate Partnership

J & A Real Estate Partnership, based in York, Pennsylvania, was
formed in January 1996 by Arthur J. Kerchner and his sister, Ann
Kerchner.  The partnership owns real property situated at 3432 East
Market Street, York, Pennsylvania.  The Debtor leases the real
property to Unique Physique, Inc.

The Debtor filed a Chapter 11 petition (Bankr. M.D. Pa. Case No.
16-03341) on Aug. 12, 2016.  The petition was signed by John A.
Kerchner, partner.

Judge Mary D. France presides over the case.  Craig A. Diehl, Esq.,
at Law Offices of Craig A. Diehl, serves as the Debtor's legal
counsel.   

At the time of the filing, the Debtor estimated $1 million to $10
million in assets and $100,000 to $500,000 in liabilities.


JIM HANKINS: Hires CRC CPA as Accountant
----------------------------------------
Jim Hankins Air Service, Inc., seeks authority from the U.S.
Bankruptcy Court for the Southern District of Mississippi to employ
CRC CPA, PLLC, as accountant to the Debtor.

Jim Hankins requires CRC CPA to:

   a. prepare the federal and requested state income tax returns
      with supporting schedules;

   b. prepare any bookkeeping entries necessary in connection
      with preparation of the income tax returns;

   c. prepare Form 1139 loss carryback for the above years.

CRC CPA will be paid at the hourly rate $200.

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

C. Rodney Cummins, member of CRC CPA, PLLC, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estates.

CRC CPA can be reached at:

     C. Rodney Cummins
     CRC CPA, PLLC
     P.O. Box 260
     Clinton, MS 39060-0260
     Tel: (601) 946-5577
     Fax: (601) 926-1434

               About Jim Hankins Air Service, Inc.

Jim Hankins Air Service, Inc. sought protection under Chapter 11 Of
the Bankruptcy Code (Bankr. S.D. Miss. Case No. 17-00678) on Feb.
24, 2017, disclosing under $1 million in both assets and
liabilities. The petition was signed by Bruce Moss, vice
president.



JOLIVETTE HAULING: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Jolivette Hauling Inc. as of
May 3, according to a court docket.

                     About Jolivette Hauling

Jolivette Hauling Inc is a licensed and bonded freight shipping and
trucking company running freight hauling business from Taylor,
Wisconsin. On March 27, 2017, the Debtor filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. WI Case No.
17-11005). The petition was signed by James Jolivette, registered
agent.

The Debtor is represented by Evan M. Swenson, Esq. of Swenson Law
Group LLC.

As of date of filing, the Debtor declared $1 million to $10 million
estimated assets and estimated liabilities.


KATE SPADE: Moody's Puts Ba3 CFR Under Review for Upgrade
---------------------------------------------------------
Moody's Investors Service placed the ratings of Kate Spade &
Company under review for upgrade following the May 8th announcement
that it signed a definitive agreement to be acquired by Coach, Inc.
("Coach", Baa2 RUR Down) for an enterprise value of approximately
$2.4 billion. The transaction is subject to customary closing
conditions and regulations and is expected to close in the third
calendar quarter of 2017.

The following ratings of Kate Spade & Company were placed on review
for upgrade:

- Corporate Family Rating at Ba3

- Probability of Default Rating at Ba3-PD

- $400 million senior secured term loan due 2021 at Ba3

- Outlook, changed to Rating under Review from Stable

The ratings of Kate Spade will be withdrawn at the close of the
transaction, once the debt is repaid in full.

RATINGS RATIONALE

The review for upgrade reflects expectations that the acquisition
by Coach will improve Kate Spade's credit profile, as Coach has a
stronger credit profile than Kate Spade as reflected by its higher
rating. In addition, Kate Spade's debt is expected to be repaid
based on permitted change of control language in the existing term
loan credit agreement. The review will focus on the likely closing
of the transaction.

Headquartered in New York, NY, Kate Spade & Company is a designer
and marketer of luxury handbags, accessories and other products.
The company sells its products through Kate Spade-branded full
price and outlet stores and websites, as well as premium department
stores and concessions in the U.S., Asia and Europe. Revenues for
the twelve months ended April 1, 2017 were approximately $1.4
billion.

The principal methodology used in these ratings was Retail Industry
published in October 2015.


KISSNER HOLDINGS: Moody's Affirms B3 CFR & Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Investors Service affirmed Kissner Holdings LP's B3
corporate family rating (CFR), B3-PD probability of default rating
(PDR) and B3 senior secured bond rating. Moody's revised the
ratings outlook to stable from positive due to expected further
decline in deicing salt prices following a second consecutive mild
winter. The revision of the outlook also reflects an expected delay
in the full realization of synergies from a new packaging facility
and the sourcing of salt for its bulk salt businesses.

Issuer: Kissner Holdings LP

Rating Actions:

-- Corporate Family Rating, Affirmed at B3

-- Probability of Default Rating, Affirmed at B3-PD

-- $400 Million Senior Secured Notes due 2022, Affirmed at B3
    (LGD4)

Outlook Actions:

-- Outlook, Changed to Stable from Positive

RATINGS RATIONALE

The B3 corporate family rating reflects high leverage, small scale
and limited product diversity as Kissner generates almost all of
its sales and earnings from the weather-dependent deicing salt
business. The rating reflects significant variability in earnings
and credit metrics which can be negatively affected by mild winters
in the Great Lakes, Great Plains, Midwest and East Coast regions.
Moody's expects debt/EBITDA could range between 4 times and 8 times
depending on winter conditions and the number of snowfall and ice
events.

Kissner's earnings have fallen behind expectations due to a second
consecutive mild winter. Moody's adjusted debt/EBITDA is
approximately 7.4 times in the twelve months ended January 31,
2017, pro forma for the full year of BSC ownership. Due to a mild
2016/2017 winter, Kissner's customers have finished the season with
excess inventory which will likely negatively impact volumes and
prices in the upcoming coming bid season. In addition, the full
realization of projected synergies from a new packaging center and
in-sourcing of salt for its bulk deicing business has been delayed
because of decline in salt demand and the additional time it will
take to sell the higher cost inventory. Kissner is in the process
of completing a new packaging facility near its Detroit salt mine
which should improve earnings of its packaging business. The
packaging facility is expected to start operating in fiscal 2018.
Assuming normal winter conditions in fiscal 2018 and a rebound in
volumes along with some deterioration in price, Kissner's leverage
is projected to decline to around 6.5 times. In mild winter
conditions, the company is expected to generate modest free cash
flow, but during harsh winters free cash flow will be meaningful
and will likely accrue on the balance sheet over time and
ultimately be used for dividends or additional acquisition. The
rating reflects expectations that the company will remain
acquisitive, which entails ongoing event and financial risk.

The rating is supported by the addition of the Lyons Salt Mine and
Central Salt bulk deicing business in October 2015 to Kissner's
existing low cost Detroit Salt Mine and its existing packaging
business. The combination with BSC improves the company's
operational, product and geographic diversity. Lack of low cost
alternatives to salt for deicing purposes and the need to apply it
during winter conditions ensure underlying demand for Kissner's
product, which supports the rating.

The stable rating outlook reflects expectations of weaker prices in
the upcoming 2017/2018 winter bidding season and some recovery in
volumes which would allow the company to realize some synergies,
improve earnings and reduce leverage.

Moody's could upgrade the ratings if leverage declines below 5
times through a 2-5 year seasonal high/low cycle. The rating could
also be upgraded, if retained cash flow remains sustainably above
10% and the company maintains a conservative financial policy (i.e.
does not continually dividend out excess cash or lever up to take
advantage of improved earnings).

Moody's could downgrade the rating if operating conditions and
liquidity deteriorate such that fixed charge coverage declines
below 1.3 times. Moody's could also downgrade the rating if the
company undertakes a large debt-financed acquisition or another
dividend recapitalization.

Moody's expects Kissner to maintain adequate liquidity over the
next 12 months. The company had approximately $36.2 million of cash
on hand as of April 28, 2017 following the completion of the winter
season. Kissner has a $60 million asset-based revolver due in
November 2020, subject to borrowing base limitations. There were no
revolver borrowings as of April 28, 2017. Moody's expects the
company to borrow on the revolver to fund seasonal working capital
needs which are the highest in calendar fourth quarter. Interest
payment is the highest use of cash with payments scheduled on June
1 and December 1. The revolver does not have financial maintenance
covenants. The revolver and the notes are secured by substantially
all assets leaving no sources of additional liquidity.

Headquartered in Overland Park, Kansas, Kissner Holdings LP
operates two salt mines, one in Detroit, Michigan and another in
Lyons, Kansas. It also distributes bulk rock salt and packaged
deicing products in the Great Lakes, Great Plains, Midwest and East
Coast regions. Kissner is owned by an investor group comprised of
Metalmark Capital and SilverTree, a JV between Silverhawk Capital
Partners, and Demetree Salt, LLC. The company generated sales of
approximately $180 million in the twelve months ended January 31,
2017, pro forma for the full year of BSC ownership.

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


KONO CO: Unsecureds to Get Dividend of $5,000 Under Plan
--------------------------------------------------------
Kono Co. filed with the U.S. Bankruptcy Court for the a disclosure
statement dated May 1, 2017, referring to the Debtor's Chapter 11
plan dated May 1, 2017.

Class 4 General Unsecured Non-Tax Claims totaling $98,750.90 will
get dividend of $5,000 or 5%.

Funds for planned payments, including funds necessary for capital
replacement, repairs, or improvements will be taken from:

     a. profits from business operations,
     b. new equity from contributions, and
     c. confirmation deposit fund.

A copy of the Disclosure Statement is available at:

          http://bankrupt.com/misc/pawb16-10643-104.pdf

                          About Kono Co.

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


LEGAL CREDIT: Hires Carrasquillo as Financial Consultant
--------------------------------------------------------
Legal Credit Solutions, Inc., seeks authority from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ CPA Luis
R. Carrasquillo & Co., P.S.C., as financial consultant to the
Debtor.

On March 23, 2017, the Bankruptcy Court granted the withdrawal of
the Debtor's former financial consultant.

Legal Credit requires Carrasquillo to:

   a. assist in obtaining the necessary data for the preparation
      of the Chapter 11 bankruptcy proceedings;

   b. assist in obtaining the necessary financial information to
      complete the Chapter 11 Schedules and Statement of
      Financial Affairs;

   c. assist in the preparation of all financial data to be
      presented to the U.S. Trustee Office within the first 15
      days after the filing.

   d. prepare the financial projections and cash flows statements
      together with Accountant's Compilation Report therein;

   e. prepare the Liquidation Analysis for the Bankruptcy Court
      along with its related Notes and Accountants Report;

   f. assist the Debtor's counsel in the preparation of the Plan
      of Reorganization, Disclosure Statement, and all the
      related documents for the Bankruptcy Court;

   g. assist the Debtor's counsel in the efforts to restructure
      bank debts, obtain new financing sources, and any Debtor-
      in-Possession or post-petition financing;

   h. assist the Debtor's counsel in any litigation that may
      arise during the course of the reorganization that may
      require financial and accounting testimony and litigation
      support; and

   i. provide special work as accountant and administrator of the
      estates.

Carrasquillo will be paid at these hourly rates:

     Partner                 $175
     Senior CPA              $80-$125
     Staff                   $45

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

Luis R. Carrasquillo, partner of CPA Luis R. Carrasquillo & Co.,
P.S.C., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.

Carrasquillo can be reached at:

     Luis R. Carrasquillo
     CPA LUIS R. CARRASQUILLO & CO., P.S.C.
     28th Street, TI-26, Turabo Gardens Avenue
     Caguas, PR 00725
     Tel: (787) 746-4555
     Fax: (787) 746-4564

                   About Legal Credit Solutions, Inc.

Headquartered in Guaynabo, Puerto Rico, Legal Credit Solutions,
Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. P.R.
Case No. 16-03685) on May 6, 2016, estimating its assets at up to
$50,000 and its liabilities at between $1 million and $10 million.

The petition was signed by Mrs. Yahairie Tapia, president.

Judge Brian K. Tester presides over the case.

Paul James Hammer, Esq., at Estrella, LLC, serves as the Debtor's
bankruptcy counsel.


LILY ROBOTICS: Panel Tries to Block Continued Use of Cash Accounts
------------------------------------------------------------------
The Official Committee of Unsecured Creditors of Lily Robotics,
Inc., filed with the U.S. Bankruptcy Court for the District of
Delaware a limited objection to the Debtor's motion for
authorization to continue using its existing cash accounts and
existing business forms and checks.

The Committee does not object to the motion to the extent that the
Debtor seeks to maintain its various bank accounts at Silicon
Valley Bank and Wells Fargo.  However, the Cash Management Motion
appears to leave a gaping hole and unnecessarily places the
Debtor's estate (and all creditors) at significant and unnecessary
risk with respect to the approximately $12.1 million of the
Debtor's cash that is admittedly property of the estate yet held in
accounts maintained by third party payment vendors Tilt.com, Inc.,
and Stripe, Inc.  This cash is not properly protected

The Debtor's Cash Management System includes a transactional
account with Silicon Valley Bank.  Funds are transferred back and
forth from this Silicon Valley Bank account with Tilt and Stripe
for purposes of covering funds allegedly owed to creditors that
allegedly paid over $38 million prepetition directly to the Debtor
-- without any promise from the Debtor that the Debtor would hold
the funds in trust or in escrow -- as payment in full for the
purchase of the Debtor's "Lily Camera."

The Debtor states that (i) starting in December 2016 and as part of
its decision to wind down, approximately $3.9 million was
transferred from the Debtor to Tilt for purposes of covering
alleged funds owed on account of Customer Payments, and (ii) in
early January 2017, approximately $16.5 million in cash was
transferred from the Debtor to Stripe to fund alleged Customer
Payments.

Subsequent to those transfers from the Debtor, Stripe and Tilt on
behalf of the Debtor processed certain refunds to customers, but as
of the Petition Date, $3,664,219 of the Debtor's cash that was
transferred to Tilt remains held by Tilt, and $8,440,809 of the
Debtor's cash that was transferred to Stripe remains held by
Stripe.  Thus, of the approximately $18.7 million in cash that the
Debtor had on the Petition Date, approximately $12.1 million of the
Debtor's cash is held at third party accounts not subject to the
requirements of 11 U.S.C. Section 345(b).  The remaining $6,615,496
is held in a Debtor account at Silicon Valley Bank.

All of the approximately $18.7 million in cash was, upon
information and belief, long ago commingled with the Debtor's other
cash.  All of the cash is property of the Debtor's estate within
the meaning of section 541 of the Bankruptcy Code.

Through the filing of the Refund Motion and by nature of the
arguments raised, the Debtor has effectively admitted the cash held
by Stripe, Tilt, and the Debtor is property of the estate within
the meaning of section 541 of the Bankruptcy Code.

Through the Motion, the Debtor seeks, in part, an order from this
Court waiving compliance with the requirements of 11 U.S.C. Section
345(b).  The waiver would have the effect of allowing the Debtor to
continue to maintain the approximately $12.1 million in funds held
at Stripe and Tilt with insufficient protection from investment
risk and risk of insolvency of those entities.

At a minimum, and notwithstanding the authorization in the Interim
Cash Management Order for the Debtor to continue with its existing
Cash Management System, the Debtor should be required to cause
Stripe and Tilt to either:

     -- transfer all cash held in the Debtor's name and received
        from the Debtor to a (i) bank account held in the Debtor's

        name at a banking institution subject to a Uniform
        Depository Agreement with the Office of the U.S. Trustee
        For the District of Delaware, or (ii) other account
        sufficiently collateralized with acceptable securities in
        accordance with the provisions of 11 U.S.C. Section 345(b)

        and the account is noted and acknowledged by the
        depository as containing the Debtor's funds; or

     -- confirm in a signed affidavit or declaration executed
        under penalty of perjury that all cash held in the
        Debtor's name and received from the Debtor is being held
        and will remain held in accounts that are (i) noted and
        acknowledged by the depository as being the Debtor's
        funds, and (ii) either (x) sufficiently collateralized
        with acceptable securities in accordance with the
        provisions of 11 U.S.C. Section 345(b), or (y) maintained
        at a banking institution subject to a Uniform Depository
        Agreement with the Office of the U.S. Trustee for the
        District of Delaware.

A copy of the Objection is available at:

          http://bankrupt.com/misc/deb17-10426-226.pdf

                     About Lily Robotics

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

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

Judge Kevin J. Carey presides over the case.

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

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

No trustee or examiner has been appointed in the case.


LILY ROBOTICS: Stripe Objects to Aspects of Cash Management Bid
---------------------------------------------------------------
Stripe, Inc., filed with the U.S. Bankruptcy Court for the District
of Delaware a limited objection to the Debtor's motion for
authorization to continue using its cash management system to the
extent that the cash management motion, or any order proposed for
entry in connection with the cash management motion, treats funds
held by Stripe as anything other than customer funds.

Stripe processed credit-card payments for customers seeking to
purchase goods and services from the Debtor.  Customer funds are
being held in an account maintained by Stripe at Wells Fargo
exclusively for the benefit of its merchants.  Funds held in that
account are not comingled with any of Stripe's operating funds.
Stripe maintains records to ensure that refunds belonging to the
Debtor's customers are properly accounted for and are traceable.

In a motion set for hearing on May 23, 2017, the Debtor has
proposed that customer funds held by Stripe would be refunded to
customers in accordance with applicable law and orders entered by
the Superior Court for the City and County of San Francisco,
California.  Stripe says that nothing in the Cash Management Motion
or any court order should pre-judge the Customer Refund Motion by
treating those funds as if they belong to the Debtor, the committee
of unsecured creditors, or anyone other than customers.  The
Debtor's Cash Management Motion does not give the Court an adequate
evidentiary or other basis for deciding that the money held by
Stripe is currently anything other than customer funds, Stripe
states.

Strip asks that the Court decide the Customer Refund Motion before
it attempts to consider any request that changes how customer funds
are currently maintained by Stripe.  "Any action to strip away
customer's rights in the funds or to require the turn-over of the
customer funds to the Debtor in the context of the Cash Management
Motion is inappropriate.  To comport with due process, such a
determination would likely require an adversary proceeding under
Bankruptcy Rule 7001(1) and (2), and necessary parties to such a
proceeding would likely include Stripe, the State of California,
and each customer with an interest in those funds," Stripe says.

Stripe submits that the expense and complexity of the proceeding
might be avoided by deciding the Customer Refund Motion first.
However the Customer Refund Motion may be decided, neither the
Debtor nor the committee has the right to compel Stripe to hold
customer funds in any particular account or to turn over those
funds to anyone other than customers, Stripe states.  

The Objection is available at:

            http://bankrupt.com/misc/deb17-10426-225.pdf

Stripe is represented by:

     Carl N. Kunz, III, Esq.
     Brenna A. Dolphin, Esq.
     MORRIS JAMES LLP
     500 Delaware Avenue, Suite 1500
     P.O. Box 2306
     Wilmington, DE 19801
     Tel: (302) 888-6800
     Fax: (302) 571-1750
     E-mail: ckunz@morrisjames.com
             bdolphin@morrisjames.com

          -- and --

     Hugh McCullough, Esq.
     Lauren A. Dorsett, Esq.
     DAVIS WRIGHT TREMAINE LLP
     1201 Third Avenue, Suite 2200
     Seattle, Washington 98101
     Tel: (206) 622-3150
     Fax: (206) 757-7700

                     About Lily Robotics

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

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

Judge Kevin J. Carey presides over the case.

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

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

No trustee or examiner has been appointed in the case.


LINDLEY FIRE: Hires Accurate Business as Joint Financial Advisor
----------------------------------------------------------------
Lindley Fire Protection Co., Inc. and its Official Committee of
Unsecured Creditors jointly seek authorization from the U.S.
Bankruptcy Court for the Central District of California to employ
Accurate Business Consulting, Inc. as the Debtor and Committee's
joint financial advisor.

The Debtor and the Committee require Accurate Business to:

   (a) serve as a joint financial and operational advisor to the
       Debtor and the Committee;

   (b) analyze the Debtor's financial records and current financial

       condition;

   (c) interview and consult with the Debtor's management team and

       employees, and any outside advisors or consultants;

   (d) assist in formulating and preparing the Debtor's disclosure

       statement and plan of reorganization, including financial
       projections and supporting methodology, key assumptions and

       rationale;

   (e) assist the Debtor and the Committee with respect to
       evaluation of potential sales, financing, reorganization,
       or recapitalization of the Debtor and/or its assets;

   (f) assist the Debtor, the Committee, and counsel with respect
       to negotiations regarding a Chapter 11 plan and disclosure
       statement including the proposed treatment of creditors;
       and

   (g) assist and/or prepare the reports to be filed by the Debtor

       with the Office of the United States Trustee (???UST???).

The FhmciatAdvisor will seek authority to receive compensation of
$150 per hour with monthly fees not to exceed $5,000.

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

John Murray, business consultant and president of Accurate
Business, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estate.

Accurate Business can be reached at:

       John Murray
       ACCURATE BUSINESS CONSULTING, INC.
       21520 Yorba Linda Blvd.
       Yorba Linda, CA 92887
       Tel: (714) 457-3706
       E-mail: johnmurray@gmail.com

              About Lindley Fire Protection Co.

Established in 1986 in Anaheim, California, Lindley Fire
Protection Co., Inc. -- www.lindleyfire.com -- provides fire
protection services and contracts with large industrial warehouses
and facilities.

Lindley Fire Protection performs construction services worldwide
and its personnel have performed work in various locations such as
Western Somoa, Puerto Rico, Texas, Illinois, Nevada, Colorado,
Utah, Montana, Idaho and Mexico.

Lindley Fire Protection sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 17-10929) on March 12,
2017.  The petition was signed by Leslie L. Lindley, II,
president.

The case is assigned to Judge Catherine E. Bauer.

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


LIVING WORD: Taps Margaret McClure as Legal Counsel
---------------------------------------------------
The Living Word Faith Center seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire legal
counsel.

The Debtor proposes to hire the Law Office of Margaret M. McClure
to give legal advice regarding its duties under the Bankruptcy
Code, and provide other legal services related to its Chapter 11
case.

The firm charges an hourly fee of $400 hour for attorney time and
$150 for paralegal time.

Margaret McClure, Esq., disclosed in a court filing that she does
not have any interest adverse to the interest of the Debtor's
bankruptcy estate or its creditors.

The firm can be reached through:

     Margaret M. McClure, Esq.
     909 Fannin, Suite 3810
     Houston, TX 77010
     Tel: 713-659-1333
     Fax: 713-658-0334
     Email: margaret@mmmcclurelaw.com

              About The Living Word Faith Center

Based in Missouri City, Texas, The Living Word Faith Center sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Tex. Case No. 17-32381) on April 19, 2017.  The petition was signed
by Bishop John L. Hickman, Jr.  The case is assigned to Judge Jeff
Bohm.

At the time of the filing, the Debtor disclosed $2.05 million in
assets and $1.65 million in liabilities.

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


LONG-DEI LIU: Awaits for Appeal in Civil Case, PCO 6th Report Says
------------------------------------------------------------------
Constance Doyle, the Patient Care Ombudsman for Long-Dei Liu, has
filed a Sixth Interim Report for the period of March 1, 2017,
through April 30, 2017.

The PCO found that all care provided to the patients by the Debtor
is well within the standard of care.

The PCO noted that there were no issues identified with the Debtor
for both months of March and April. In March, the PCO found that
there were no changes in the Debtor's practice. The patient census
and the deliveries are within 2-4 per month. The Debtor's
concentration stems from the status of the Debtor's appeals case
and resolution. The PCO further observed that there were no changes
in the office and the patients continue to visit. Moreover, the PCO
noted that there are more gynecology patients than obstetrician.

Meanwhile, the PCO noted that there were no changes to report in
the month of April. The Debtor's practice continues with both
gynecology and obstetrics. The PCO added that the Debtor's monthly
deliveries are about 2-4. Moreover, the PCO reported that the
Debtor's depositions were completed in March and the Debtor awaits
for the appeal in the civil matter.

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

      http://bankrupt.com/misc/cacb16-11588-269.pdf

                   About Long-Dei Liu

Orange, Calif.-based Long-Dei Liu filed for Chapter 11 bankruptcy
protection (Bankr. C.D. Cal. Case No. 16-11588). Judge Theodor
Albert presides over the case. Long-Dei Liu, MD, is a single
practitioner who has practiced obstetrics and gynecology since
1981.


LOUISIANA MEDICAL: Seeks August 29 Plan Exclusivity Extension
-------------------------------------------------------------
LMCHH PCP, LLC, and Louisiana Medical Center and Heart Hospital,
LLC, ask the U.S. Bankruptcy Court for the Eastern District of
Louisiana to extend their exclusive period to file a Chapter 11
plan through August 29, 2017, as well as their exclusive plan
solicitation period.

The Debtors claim that they have endeavored to conduct an orderly
wind down of their businesses since the Petition Date, and have
been taking care to preserve the quality of patient care during the
wind down period and to comply with applicable federal, state, and
local regulations.

The Debtors submit that they have closed the Hospital's emergency
department and soon thereafter stopped admitting patients and
providing patient care services on February 5, 2017, with approval
from the relevant Louisiana state authorities. Subsequently, the
Debtors have also ceased all operations at the satellite
facilities, and as of May 4, 2017, the Debtors are not providing
direct patient care services in any capacity whatsoever.

Recently, the Court entered the Bidding Procedures Order in
connection with the proposed sale of the Debtors' assets. Pursuant
to the Bidding Procedures Order, if one or more Qualified Bids are
received by the Bidding Deadline of May 11, 2017, an auction will
be conducted on May 16  2017, and a hearing is scheduled to be held
on May 18, 2017 at which the Court will consider approval of the
sale of substantially all of the Debtors' assets.

The Debtors also note that among the claims filed against the
Debtors to be paid, or reserved for, from the proceeds of the sale
are (i) the senior secured lender, MidCap Funding IV Trust
(formerly known as MidCap Funding IV, LLC), the
successor-by-assignment to MidCap Funding Trust (formerly known as
MidCap Financial, LLC), in the projected amount of $3,593,598; (ii)
the DIP Lender, MedCare Investment Fund V, L.P. in the projected
amount of $3,815,525; (iii) a reserve in favor of the Centers for
Medicare & Medicaid Services in the amount of $850,000; and (iv)
Cardiovascular Care Group, Inc. with respect to the debt to MedCath
Finance Company in the amount of $21,763,903 as set forth in the
Schedules filed on March 16, 2017.

In addition, the Debtors relate that there are two separate
lawsuits seeking to be certified as class actions have been filed
by persons claiming rights under the WARN Act. The Debtors also
relate that the general unsecured claims are scheduled at
$112,708,079 for LMCHH PCP LLC which includes an unsecured claim
for Cardiovascular Care Group of $104,342,442, and these claims, as
well as the potential WARN Act claims, are represented on the
Official Committee of Creditors Holding Unsecured Claims.

The Debtors said they are currently engaged in discussions with the
parties in interest concerning resolution of various disputes and
claims with a view toward development of a consensual plan. Those
discussions included, without limitation, meetings held on April 13
and May 3, 2017.

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

                    About Louisiana Medical

LMCHH PCP LLC and Louisiana Medical Center and Heart Hospital, LLC
currently operate a state-of-the-art 213,000 square facility and
two medical office buildings.

Originally licensed for 58 beds in 2003, as a result of its
physical and strategic expansion in 2007, the Hospital is now a
full-service 132-bed acute care hospital with seven operating
rooms, three catheterization laboratories, and a 24-hour heart
attack intervention center dedicated to providing advanced medical
treatment and compassionate care to patients and families
throughout the North Shore area.

LMCHH PCP and LHH sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 17-10201) on Jan. 30,
2017.  

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

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

On February 10, 2017, an Official Committee of Unsecured Creditors
was appointed in the case.  Heller, Draper, Patrick, Horn & Dabney,
LLC represents the Committee.

On February 14, 2017, at the behest of the Louisiana Department of
Health and McKesson Technologies Inc., the venue of the Debtors'
cases has been transferred to the U.S. Bankruptcy Court for the
Eastern District of Louisiana.  Lead Debtor LMCHH PCP LLC is
assigned Case No. 17-10353 and Debtor Louisiana Medical Center and
Heart Hospital, LLC is assigned Case No. 17-10354. Judge Jerry A.
Brown now presides over the case.  Alston & Bird LLP remains as
legal counsel while Jones Walker LLP serves as local counsel to the
Debtors.  SOLIC Capital Advisors, LLC acts as financial advisor.
The Garden City Group, Inc., remains as claims and noticing agent.


LUAR CLEANERS: Taps Jacqueline Santiago as Legal Counsel
--------------------------------------------------------
Luar Cleaners Inc. seeks approval from the U.S. Bankruptcy Court
for the District of Puerto Rico to hire legal counsel in connection
with its Chapter 11 case.

The Debtor proposes to hire the law office of Jacqueline Hernandez
Santiago, Esq., to, among other things, give legal advice regarding
its duties under the Bankruptcy Code, negotiate with creditors, and
assist in the preparation of a bankruptcy plan.

The proposed fee arrangement is an agreed hourly rate of $250 for
the attorney, and a retainer of $1,000, plus $1,717 for the filing
fee.

Ms. Santiago disclosed in a court filing that she and all employees
of her firm are "disinterested persons" as defined in section
101(14) of the Bankruptcy Code.

Ms. Santiago maintains an office at:

     Jacqueline Hernandez Santiago, Esq.
     Calle Mayag??ez 22, Interior
     Hato Rey, PR 00917
     Phone: (787) 766-0570
     Email: quiebras1@gmail.com

                    About Luar Cleaners Inc.

Luar Cleaners Inc. owns dry-cleaning plants in Guaynabo, Puerto
Rico.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. P.R. Case No. 17-02840) on April 25, 2017.  The
petition was signed by Paul Palacios Velez, president.  

The case is assigned to Judge Brian K. Tester.

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

The Debtor previously filed Chapter 11 petitions (Bankr. D.P.R.
Case No. 12-09294) and (Bankr. D.P.R. Case No. 14-04974).  The
cases were filed on Nov. 25, 2012, and on June 18, 2014.  Judge
Brian K. Tester, who handled the 2014 case, dismissed it on June
29, 2016.


LUCY LOPEZ ROIG: Plan Confirmation Hearing on June 7
----------------------------------------------------
The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico has conditionally approved Lucy Lopez Roig
E.A.P., Inc.'s disclosure statement dated April 25, 2017, referring
to the Debtor's plan of reorganization.

A hearing to consider the final approval of the Disclosure
Statement and confirmation of the the Plan is set for June 7, 2017,
at 9:00 a.m.

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

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

Lucy Lopez Roig E.A.P., Inc., San Juan, P.R., filed a Chapter 11
petition (Bankr. D.P.R. Case No. 16-09790) on Dec. 16, 2016.  The
Hon. Mildred Caban Flores presides over the case.  Carmen D. Conde
Torres, Esq., serves as bankruptcy counsel.

In its petition, the Debtor indicated $82,830 in total assets and
$1.17 million in total liabilities.  The petition was signed by
Marion A. Wennerholm, president.

A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb16-09790.pdf


MARK BENJAMIN: Julie Salvi Buying Clarendon Property for $1.1M
--------------------------------------------------------------
Judge Pamela S. Hollis of the U.S. Bankruptcy Court for the
Northern District of Illinois will convene a hearing on May 11,
2017 at 10:30 a.m. to consider the sale by Mark J. Benjamin and
Benjamin Eye Care, LLC, of residential property located at 23
McIntosh Ave, Clarendon Hills, Illinois, to Julie Salvi Revocable
Living Trust for $1,100,000; and for reduced notice.

The Debtors own a 100% ownership interest in the Property.  They
had been marketing it prior to the commencement of the bankruptcy.


The Property is secured by a mortgage in favor of Bayview Financial
Loan ("BFL").  The current amount owed to BFL is approximately
$1,310,565.

The additional secured parties for the Property are (i) Internal
Revenue Service ??? Federal Tax Lien in the amount of $86,764; and
(ii) Inland Bank ??? 2nd Mortgage in the amount of $298,000.

The Debtors have recently received an offer to purchase the
Property for $1,100,000.  The proposed closing date is May 16,
2017.

The salient terms of the Contract are:

     a. Buyer: Julie Salvi Revocable Living Trust

     b. Seller: Stephanie and Mark Benjamin

     c. Property: 23 McIntosh Ave, Clarendon Hills, Illinois

     d. Purchase Price: $1,100,000

     e. Deposit: $50,000

     f. Terms: "As Is" condition as of date of offer

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

    http://bankrupt.com/misc/Mark_Benjamin_68_Sales.pdf

The Debtors propose to distribute the proceeds as follows:

          Purchase Price              $1,100,000
          Realtor Commissions           ($60,500)
          Taxes & Closing Costs         ($76,825)
          Bayview                      ($875,911)

The results of the sale will net proceeds to the estate after costs
of sale of $0.

The Debtors ask that the Court shortens the notice of the Motion so
that notice is deemed adequate under the circumstances.

The Debtors ask the entry of an Order authorizing them to sell the
Property and granting such other and further relief as it deems
just and proper.

The Purchaser can be reached at:

          JULIE SALVI REVOCABLE LIVING TRUST
          79 Norfolk Ave.
          Clarendon Hills, IL 60514
          E-mail: jsalvi1@comcast.net

Mark J. Benjamin sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 16-33918) on Oct. 24, 2016.  The Debtor tapped Brian K.
Wright, Esq., at Brian Wright & Associates, P.C., as counsel.


MEGA DEVELOPMENT: Taps Mortensen as Legal Counsel
-------------------------------------------------
Mega Development Group LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire legal
counsel.

The Debtor proposes to hire the Law Offices of Greg M. Mortensen
to, among other things, give legal advice on matters related to its
Chapter 11 case, negotiate with creditors, and give advice
regarding any potential sale of its assets.

Greg Mortensen, Esq., has agreed to represent the Debtor for a
reduced hourly rate of $250.  The attorney's standard rate is $450
per hour.

Mr. Mortensen disclosed in a court filing that he does not
represent any interest adverse to the Debtor's bankruptcy estate.

The firm can be reached through:

     Greg M. Mortensen, Esq.
     Law Offices of Greg M. Mortensen
     10326 Avendale Drive
     Cedar Hills, UT 84062-8552
     Tel: 801-602-2183
     Email: gmortlaw@gmail.com

                  About Mega Development Group

Based in Newport Beach, California, Mega Development Group LLC owns
a real property located at 33932 Valencia Place, Dana Point,
California, valued at $2 million.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-11334) on April 5, 2017.  The
petition was signed by Lee Durst, manager.  At the time of the
filing, the Debtor disclosed $2 million in assets and $845,000
million in liabilities.

The case is assigned to Judge Mark S. Wallace.


MESA OIL: Asks for Court's Approval to Use Cash Collateral
----------------------------------------------------------
Mesa Oil, Inc., seeks permission from the U.S. Bankruptcy Court for
the District of Colorado to use cash collateral.

On the Petition Date, the Debtor had real and personal property
assets in the amount of approximately $2,920,618, and cash in
accounts in the amount of approximately $12,483.

The Debtor believes that the Debtor's assets, including its cash
and accounts, may be subject to a first position lien in favor of
the IRS as a result of the filing of tax liens in Adams County,
Colorado, Valencia County, New Mexico, Maricopa County, Arizona,
and with the Arizona Secretary of State.  The Debtor's books and
records reflect that the IRS is owed approximately $2.93 million on
the Petition Date.  The Debtor reserves the right to challenge the
adequacy of perfection of any liens asserted by the IRS.

The Debtor further believes that its assets may be subject to a
second position lien in favor of Vertex Refining LA, LLC.  On Sept.
28, 2015, the Debtor entered into a UMO Purchase Agreement and
Security Agreement with Vertex, pursuant to which Vertex was
granted a secured interest in the Debtor's inventory, including raw
materials, works-in-progress, and finished goods, the Debtor's
equipment, and the proceeds therefrom.  The Debtor's books and
records reflect that Vertex is owed approximately $682,976 on the
Petition Date.

The Security Agreement further provides that Vertex's secured
interest will be subordinated to liens held by the IRS.

On March 27, 2017, Vertex filed a UCC-1 financing statement with
the Colorado Secretary of State.  The Debtor believes the lien in
favor of Vertex may be avoidable in its entirety.

To pay necessary operating expenses, the Debtor must immediately
use cash collateral in which the IRS and Vertex may have an
interest.  The Debtor proposes to use cash collateral on an interim
basis until the time as the Court schedules a final hearing on the
use of cash collateral.  At the final hearing, the Debtor will seek
relief to use cash collateral pursuant to a budget.  The Debtor
says that without the use of cash collateral, it will have
insufficient funding for business operations.  Therefore, the
Debtor's use of cash collateral during the interim period is
necessary to avoid immediate and irreparable harm to the estate.
With the use of cash collateral, the Debtor will not be able to pay
employees, vendors, and other costs associated with operating its
business.  In particular, the Debtor is dependent upon its
employees and its inventory.  Without the ability to pay its
employees on an ongoing basis, the Debtor not be able to sustain
its operations.

The Debtor will be replacing its cash, and cash equivalents in the
course of its daily operations.  Additionally, the Debtor believes
that the value of the assets is stable as long as the Debtor
continues to operate.  Therefore, the collateral base will remain
stable.

To provide adequate protection for the Debtor's use of cash
collateral to creditors claiming a secured interest, to the extent
the secured creditor is properly perfected, the Debtor proposes
that:

     a. the Debtor will provide a replacement lien on all post-
        petition accounts and to the extent that the use of the
        cash collateral results in a decrease in the value of the
        collateral;

     b. the Debtor will maintain adequate insurance coverage on
        all personal property and adequately insure against any
        potential loss;

     c. the Debtor will provide to the IRS and Vertex all
        periodic reports and information filed with the Court,
        including debtor-in-possession reports;

     d. the Debtor will only expend cash collateral pursuant to
        the budget subject to reasonable fluctuation by no more
        than 15% for each expense line item per month;

     e. the Debtor will pay all post-petition taxes; and

     f. the Debtor will retain in good repair all collateral in
        which Compass has an interest.

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

         http://bankrupt.com/misc/cob17-14004-10.pdf

                       About Mesa Oil

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

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

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

Judge Elizabeth E. Brown presides over the case.

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


MESA OIL: Hires Kutner Brinen as Counsel
----------------------------------------
Mesa Oil, Inc., d/b/a Mesa Environmental, seeks authority from the
U.S. Bankruptcy Court for the District of Colorado to employ Kutner
Brinen, P.C., as counsel to the Debtor.

Mesa Oil requires Kutner Brinen to:

   a. provide the Debtor with legal advice with respect to its
      powers and duties;

   b. aid the Debtor in the development of a plan of
      reorganization under Chapter 11;

   c. file the necessary petitions, pleadings, reports, and
      actions that may be required in the continued
      administration of the Debtor's property under Chapter 11;

   d. take necessary actions to enjoin and stay until a final
      decree herein the continuation of pending proceedings and
      to enjoin and stay until a final decree herein the
      commencement of lien foreclosure proceedings and all
      matters as may be provided under 11 U.S.C. Section 362; and

   e. perform all other legal services for the Debtor that may be
      necessary.

Kutner Brinen will be paid at these hourly rates:

     Lee M. Kutner               $500
     Jeffrey S. Brinen           $430
     Jenny M. Fujii              $340
     Keri L. Riley               $280
     Law Clerk                   $175
     Paralegal                   $75

Kutner Brinen holds a pre-petition retainer for payment of
post-petition fees and costs in the amount of $9,720.

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

Jeffrey S. Brinen, partner of Kutner Brinen, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Kutner Brinen can be reached at:

     Jeffrey S. Brinen, Esq.
     KUTNER BRINEN, P.C.
     1660 Lincoln Street, Suite 1850
     Denver, CO 80264
     Tel: (303) 832-2400
     Fax: (303) 832-1510
     E-mail:jsb@kutnerlaw.com

                   About Mesa Oil, Inc.

Mesa Oil, Inc. collects and recycles used oil, and supplies burner
fuel to the asphalt paving industry. It offers blended fuel oil,
BTU value fuel, and specification fuel oil for asphalt hot mix
plants. The company serves customers in Montana, Wyoming, Utah,
Colorado, Arizona, New Mexico, and Texas.

Mesa Oil, Inc. was founded in 1981 and is based in Commerce City,
Colorado. The Company is a fee owner of a land and building located
at 20 Lucero Road, Belen, NM 87002, valued at $1.02 million. The
Company previously sought bankruptcy protection on Sept. 18, 2010
(Bankr. D. Colo. Case No. 10-33755).

Mesa Oil, Inc., based in Commerce City, CO, filed a Chapter 11
petition (Bankr. D. Colo. Case No. 17-14004) on May 2, 2017. The
Hon. Elizabeth E. Brown presides over the case. Jeffrey S. Brinen,
Esq., at Kutner Brinen, P.C., serves as bankruptcy counsel.

In its 2017 petition, the Debtor estimated $2.93 million in assets
and $4.74 million in liabilities. The petition was signed by
Lawrence Meers, president.


MGM RESORTS: Fitch Affirms BB Issuer Default Rating
---------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) of MGM Resorts International (MGM), MGM China Holdings, Ltd
and MGM Grand Paradise, S.A. (collectively, MGM China) at 'BB'.
Fitch has also affirmed MGM's senior secured credit facility's
rating at 'BBB-/RR1', MGM's senior unsecured notes' rating at
'BB/RR3', and MGM China's senior secured credit facility's rating
at 'BBB-/RR1'. The Rating Outlook is Stable for all entities.

Fitch links MGM China's IDR to MGM's. Fitch analyzes MGM on a
consolidated basis after adjusting for distributions to minority
interests and distributions from unconsolidated entities.

KEY RATING DRIVERS

Credit Profile Improving

Fitch expects MGM to de-lever below 5.0x gross leverage within the
next 18 to 24 months, down from 5.6x as of Mar. 31, 2017.
De-levering will come from EBITDA growth as National Harbor ramps
up, MGM Cotai opens in late 2017, and the Las Vegas Strip remains
strong. Fitch also assumes that MGM uses cash to repay
approximately $1.3 billion of notes coming due through 2019. The
company desires to become investment grade and to achieve net
leverage of 3x to 4x by 2018 (Fitch's calculation of net leverage
is roughly 0.7x higher). Upward credit momentum may be slowed by a
new large-scale, heavily debt-funded project or a pullback in U.S.
economic growth.

Development Pipeline

Fitch has a positive view on MGM's development pipeline, which
consists of MGM National Harbor (opened Dec. 2016), MGM Cotai (est.
late 2017), and MGM Springfield (est. late 2018). The three
properties will improve MGM's overall geographic diversification
and expand its "M life Rewards" program, similar to MGM's Borgata
purchase in 2016. Once complete, MGM will have two assets in Macau
and three assets along the U.S. East Coast. Fitch generally expects
good return on investment for the three development projects.

Positive on Las Vegas

Fitch is positive on the Las Vegas Strip, which represents about
60% of MGM's consolidated revenues. The Strip's steady
post-recession recovery should continue with convention attendance
growth, increasing air travel capacity and healthy domestic gaming
supporting a favorable operating climate. However, Fitch expects
the growth of certain operating indicators to decelerate as the
recovery is entering its eighth year and a number of indicators
have reached prior cycle peaks.

Macau Recovery

Fitch projects Macau's gaming revenues to grow by 12% in 2017. The
agency expects about an equal contribution from VIP and mass market
toward achieving growth forecast, though the recovery in the VIP
segment has mainly benefited Wynn Resorts and Studio City thus far.
Fitch expects the new supply introduced in 2015 -- 2017 to produce
some incremental demand for the overall market. However, Fitch does
not anticipate these projects to ramp up to their full potential
until later in the decade when major transport infrastructure comes
online.

Issue-Specific Ratings

The 'RR3' recover rating (RR) on MGM's unsecured notes reflects
good recovery prospects in event of default. The RR takes into
account MGM's continued ownership of Bellagio and MGM Grand Las
Vegas, 76% ownership of MGP, 56% ownership of MGM China and 50%
ownership of CityCenter and the unsecured notes' 15% consolidated
net tangible asset (CNTA) test for additional liens.

DERIVATION SUMMARY

MGM's current 'BB' IDR considers the issuer's gross debt/EBITDA
close to 5.0x (pro forma for annualized National Harbor results),
improving FCF profile as its development pipeline winds down, and
its geographically diverse set of best-in-class assets. There is
headroom for funding of another large scale project or a moderate
operating downturn at the current 'BB' rating level given MGM's
liquidity profile and moderate leverage. MGM's liquidity is strong
with $1.1 billion in excess cash on hand (net of estimated cage
cash), a manageable maturity schedule through 2020, and an
improving FCF profile.

KEY ASSUMPTIONS

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

-- Same-store domestic revenues grow about 1% to 3% per year on
average, with higher assumed growth at properties on the Las Vegas
Strip;

-- Wholly-owned EBITDA margins remain near 30% after full
implantation of MGM's $400 million Profit Growth Plan;

-- MGM China generating about $700 million of EBITDA in 2018,
which factors in about $220 million EBITDA at MGM Cotai and
approximately 15% EBITDA decline at MGM Macau;

-- Approximately $200 million EBITDA at MGM National Harbor in
2017 and $110 million EBITDA at MGM Springfield in 2019;

-- 5% annual growth for the parent level dividend and a majority
of cash flow available for distribution (cash flow from operations
less capex) at MGM China and MGM Growth Properties is distributed;

-- $2.8 billion in note maturities from 2018-2020 are funded with
cash on hand. Fitch's base case forecast does not include any
additional developments in new jurisdictions (e.g. Japan).

RATING SENSITIVITIES

MGM's Long-Term IDR could be upgraded to 'BB+' as MGM's leverage
metrics, after adjusting for distributions to minority holders and
from unconsolidated subsidiaries, approach 4.5x and 4.0x on gross
and net basis, respectively. Continuation of the stable or positive
trends in Las Vegas and Macau, the renewal or extension of MGM
China's gaming concession and MGM's commitment to improving its
balance sheet will be factors considered by Fitch when
contemplating positive rating actions.

Fitch may revise MGM's Rating Outlook to Negative or downgrade
MGM's Long-Term IDR to 'BB-' if leverage sustains at above 6.0x for
an extended period of time past 2017, due to potentially weaker
than expected operating performance, debt funding a new large-scale
project or acquisition, or taking a more aggressive posture with
respect to financial policy. For a leverage increase related to a
debt funded project, Fitch would assess MGM's liquidity and pro
forma leverage as well as the project's diversification benefits
and return on investment prospects.

Fitch links MGM China's IDR to MGM's given MGM China's strategic
importance to MGM. Therefore, Fitch may upgrade MGM China's IDR to
'BB+' if and when Fitch upgrades MGM's IDR to 'BB+'.

LIQUIDITY

MGM's domestic liquidity is strong and sources in the U.S. cover
liquidity needs through 2020. The available sources include $735
million in excess cash (net of estimated cage cash), $1.8 billion
in revolver availability as of Mar. 31, 2017, and $1.5 billion -
$1.8 billion in annual discretionary free cash flow (FCF).
Discretionary FCF is calculated as cash flow from operations
(including Macau and CityCenter distributions) less maintenance
capex. Uses of cash through 2020 include nearly $3 billion in debt
maturities/amortization, roughly $250 million in annual parent
dividends, and $565 million in remaining capex for MGM
Springfield.

FULL LIST OF RATING ACTIONS

Fitch has affirmed MGM's ratings:

MGM Resorts International
-- Long-Term IDR at 'BB'; Outlook Stable;
-- Senior secured credit facility at 'BBB-/RR1';
-- Senior unsecured notes at 'BB/RR3'.

MGM China Holdings, Ltd (and MGM Grand Paradise, S.A. as
co-borrower)
-- Long-Term IDR at 'BB'; Stable Outlook;
-- Senior secured credit facility at 'BBB-/RR1'.


MICHAEL HUSZTI: Creditors Seek Ch. 11 Trustee Appointment
---------------------------------------------------------
Creditors, William Huszti and Anna Huszti, ask the U.S. Bankruptcy
Court for the Eastern District of Michigan to enter an order
directing the appointment of a Chapter 11 Trustee for Michael
Huszti and HeChung Huszti.

The creditors assert that cause exists for the appointment of a
Chapter 11 Trustee in the light of the fraudulent transfers of the
Debtors, and their lack of inclination to recover the fraudulent
transfers. Moreover, the Motion provides that the appointment of a
Chapter 11 Trustee is for the best interest of the Creditors to
recover the Debtors' interest in the two vehicles, Ham Properties,
LLC, Rooftops 1, LLC, M2B2, LLC, and Financial Consulting Partners,
LLC, so that the assets can be liquidated and applied to pay the
Creditors in the Chapter 11 bankruptcy case.

The Creditors further asked the Court to enter an order scheduling
an evidentiary hearing on their request to appoint a Chapter 11
Trustee, which hearing should be scheduled no earlier than 45 days
from the date of the entry of order, and for discovery, and for
such other and further relief as may be appropriate.

The Creditors are represented by:

     S. Thomas Padgett, Esq.
     DEBRINCAT, PADGETT, KOBLISKA & ZICK
     34705 W. Twelve Mile Rd., Suite 311
     Farmington Hills, MI 48331
     Tel.: (248) 553-4333
     Email: Michiganlawyer@aol.com

Michael Huszti and HeChung Huszti filed a Chapter 11 petition
(Bankr. E.D. Mich. Case No. 17-43442) on March 10, 2017, and is
represented by Jeffrey S. Grasl, Esq.


MICRON TECHNOLOGY: Egan-Jones Raises Sr. Unsec. Ratings to BB
-------------------------------------------------------------
Egan-Jones Ratings, on April 11, 2017, upgraded the local currency
and foreign currency senior unsecured ratings on debt issued by
Micron Technology Inc. to BB from BB-.

Micron Technology is an American global corporation based in
Boise, Idaho which produces many forms of semiconductor devices,
including dynamic random-access memory, flash memory, and solid-
state drives.



MIDWEST FARM: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
The Office of the U.S. Trustee on May 3 disclosed in a court filing
that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Midwest Farm, L.L.C.

                    About Midwest Farm L.L.C.

Midwest Farm, L.L.C., is engaged in the business of grain farming
and custom farming with facilities located in and around Aurora,
South Dakota, and farms real estate located in Brookings County,
South Dakota; Moody County, South Dakota; and Lincoln County,
Minnesota.  Each of Douglas Stein and Dana Stein owns a 50%
membership interest in the Debtor.

Midwest Farm, L.L.C., filed a Chapter 11 petition (Bankr. D. S.D.
Case No. 17-40091) on March 24, 2017.  At the time of filing, the
Debtor had $9.69 million in total assets and $6.66 million in
Total liabilities.

The case is assigned to Judge Charles L. Nail, Jr.

Gerry & Kulm Ask, Prof. LLC, is serving as bankruptcy counsel, with
the engagement led by Laura L. Kulm Ask, Esq.  Kathy Meland is the
Debtor's agricultural financial consultant.

Proofs of claim are due on June 26, 2017.


MOLYCORP INC: Investor Objects to Mineral Rights Sale to MP Mining
------------------------------------------------------------------
Rick Archer, writing for Bankruptcy Law360, reports that an Oaktree
Capital Management LLC affiliate and an investment firm that owns
the majority of spinoffs from Molycorp is asking the Delaware
Chancery Court to stop the sale of the mineral rights to the
Mountain Pass, California, mine to MP Mining Operations LLC.

          About Molycorp Inc. and Molycorp Minerals

Molycorp Inc. -- http://www.molycorp.com/-- is a global rare      

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

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

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

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

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

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

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

On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case
of Molycorp Inc. appointed eight creditors of the company to serve
on the official committee of unsecured creditors.  The Creditors
Committee tapped Ashby & Geddes, P.A. and Paul Hastings LLP as
attorneys.  On Nov. 9, the U.S. Trustee disbanded the committee
following the resignation of committee members Wilmington Savings
Fund Society FSB, MP Environmental Services Inc., Computershare
Trust Company of Canada, Veolia Water North America Operating
Services LLC, Delaware Trust Company, Wazee Street Capital
Management, Plymouth Lane Partners (Master) LP, and United
Steelworkers.

                       *     *     *

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

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

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

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

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


MONGOLIAN MINING: Davis Polk Acted as Adviser in Restructuring
--------------------------------------------------------------
Davis Polk advised Mongolian Mining Corporation (In Provisional
Liquidation), acting through its joint provisional liquidators, in
connection with the restructuring of certain of its debt
obligations pursuant to schemes of arrangement implemented under
the laws of the Cayman Islands and Hong Kong and other debt
obligations pursuant to out-of-court, bilateral arrangements.  The
restructuring, proposed in November 2016 by a group of holders of
Mongolian Mining's senior secured notes and certain other creditors
of Mongolian Mining, included a debt-for-debt exchange, the
issuance of new debt and equity and the consensual restructuring of
a senior secured loan facility and promissory notes.  Following
approval by the relevant scheme creditors and other creditors of
Mongolian Mining, the schemes and entry into consensual
restructuring arrangements were sanctioned by the Grand Court of
the Cayman Islands and the High Court of Hong Kong and the schemes
became effective on April 27, 2017.  The U.S. Bankruptcy Court for
the Southern District of New York granted recognition of the
provisional liquidation proceeding of Mongolian Mining in the
Cayman Islands under Chapter 15 of the U.S. Bankruptcy Code and
enforcement of the Cayman scheme within the United States.  On May
4, 2017, Mongolian Mining effected the restructuring of its senior
secured notes in aggregate principal amount of $600 million,
amounts outstanding under promissory notes in aggregate principal
amount of $105 million, amounts outstanding under a $150 million
senior secured loan facility, which were exchanged for senior
secured notes issued by Mongolian Mining's wholly owned subsidiary
Energy Resources LLC in an aggregate principal amount of
approximately $412 million, perpetual notes issued by Mongolian
Mining in an aggregate principal amount of approximately $195
million, 1,029,176,615 common shares of Mongolian Mining and a $30
million senior secured loan facility assumed by Energy Resources.

Mongolian Mining is a high-quality coking coal producer and
exporter engaged in the open-pit mining of coking coal at deposits
in the South Gobi province of Mongolia.  Mongolian Mining is
considered the largest producer and exporter of washed coal in
Mongolia.  It is listed on The Stock Exchange of Hong Kong Limited
and was the first Mongolian company to offer its shares
internationally.

The Davis Polk corporate team included partner William F. Barron
and counsel Faisal Baloch and Gerhard Radtke.  Partner Paul Chow
provided Hong Kong law advice.  Partner Nick Benham and associate
Anne Catherine Ingerslev provided English law advice.  The
insolvency and restructuring team included partners Timothy
Graulich and Darren S. Klein.  Partner Martin Rogers provided
litigation advice.  Partner John D. Paton provided tax advice.
Members of the Davis Polk team are based in the Hong Kong, London
and New York offices.

Davis Polk refers to Davis Polk & Wardwell LLP, a New York limited
liability partnership, and its associated entities.


MONTCO OFFSHORE: Committee Taps Porter Hedges as Legal Counsel
--------------------------------------------------------------
The official committee of unsecured creditors of Montco Offshore,
Inc. and Montco Oilfield Contractors, LLC seeks approval from the
U.S. Bankruptcy Court for the Southern District of Texas to hire
legal counsel.

The committee proposes to hire Porter Hedges LLP to, among other
things, assist in its consultations regarding the administration of
the Debtors' Chapter 11 cases; give legal advice regarding their
financing transactions; and participate in the negotiation and
formulation of a plan of reorganization.

The standard hourly rates charged by the firm range from $425 to
$750 for partners, $250 to $760 for of counsel, $225 to $450 for
associates and staff attorneys, and $120 to $240 for paralegals.

John Higgins, Esq., a partner at Porter Hedges, disclosed in a
court filing that his firm is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.

In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Higgins disclosed that his firm has not agreed to any variations
from, or alternatives to, its standard or customary billing
arrangements.  

Mr. Higgins also disclosed that Porter Hedges has not represented
the committee or any of its members in the 12 months prior to the
Debtors' bankruptcy filing, and that his firm is in the process of
developing a prospective budget and staffing plan for the
committee's approval.

Porter Hedges can be reached through:

     John F. Higgins, Esq.
     Porter Hedges LLP
     1000 Main Street, 36th Floor
     Houston, TX 77002
     Phone: 713.226.6648 / 713.226.6000
     Fax: 713.226.6248 / 713.228.1331
     Email: jhiggins@porterhedges.com

                     About Montco Offshore

Based in Galliano, Louisiana, Montco Offshore, Inc. --
http://www.montco.com/mo--  was founded by the Orgeron family in
1948.  Over its 60+ years, the Company has served the offshore
energy industries with crew boats, ocean-going tugs, deck barges,
supply boats, and liftboats. Currently, Montco specializes in
liftboats ranging in size from 235 feet to 335 feet which provide
the best quality and safety of service for customers requiring
versatile elevated vessels/work-platforms.  Montco has total fleet
of six vessels includes (a) two 335' class liftboats, known as (i)
"Robert," which was unveiled in the first quarter of 2012, and (ii)
"Jill," which was completed in 2014; (b) two 245' class liftboats,
known as (i) "Kayd," which was completed in 2006, and (ii)
"Myrtle;" which was completed in 2002; and (c) two 235' class
liftboats, each completed in 2009, known as (i) "Paul," and (ii)
"Caitlin."

Montco Offshore, Inc. and its affiliate Montco Oilfield
Contractors, LLC, filed Chapter 11 petitions (Bankr. S.D. Tex. Lead
Case No. 17-31646) on March 17, 2017.  The petitions were signed by
Derek C. Boudreaux, the CFO.  The cases are assigned to Judge
Marvin Isgur.

As of the petition date, on a book basis, Montco Offshore had an
aggregate of approximately $265 million in total assets and
approximately $136 million in total liabilities.  MO Contractors
had approximately $84 million in total assets (which are mostly
made up of receivables) and
approximately $126 million in total liabilities.  

As of the petition date, the Debtors estimate that approximately
$5.3 million was due and owing to holders of prepetition trade
claims against MO Contractors, and approximately $75 million was
due and owing to holders of prepetition trade claims against MO
Contractors, not including the intercompany obligations.

The Debtors tapped Vincent P. Slusher, Esq., David E. Avraham,
Esq., and Adam C. Lanza, Esq. at DLA Piper LLP (US), as bankruptcy
counsel.  The Debtors also engaged Blackhill Partners, LLC, as
their financial advisor and investment broker; and BMC Group, Inc.,
as their claims & noticing agent.

On March 29, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


MTN INC: Taps Vortman & Feinstein as Legal Counsel
--------------------------------------------------
MTN Inc. seeks approval from the U.S. Bankruptcy Court for the
Western District of Washington to hire legal counsel.

The Debtor proposes to hire Vortman & Feinstein, P.S. to, among
other things, assist in the negotiations and implementation of a
bankruptcy plan, and provide other legal services related to its
Chapter 11 case.

Larry Feinstein, Esq., the attorney at Vortman & Feinstein
designated to represent the Debtor, will charge an hourly fee of
$425.

Prior to its bankruptcy filing, the Debtor paid $4,500 to Mr.
Feinstein for the preparation of its case and other pre-bankruptcy
legal services.  The proposed counsel also received an additional
$3,000, and a filing fee in the amount of $1,717.

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

Vortman & Feinstein can be reached through:

     Larry B. Feinstein, Esq.
     Vortman & Feinstein, P.S.
     520 Pike Street, Suite 2250
     Seattle, WA 98101
     Phone: 206-223-9595
     Fax: 206-386-5355

                          About MTN Inc.

MTN Inc., which does business under the names NYP Bar and Grill, NY
Holding LLC and NY Pizza and Bar LLC, offers handcrafted local food
and beverage to customers in Bellingham, Burlington, Everett,
Lynden, Renton, Seattle and Tacoma.  

The Debtor sought Chapter 11 protection (Bankr. W.D. Wash. Case No.
17-11640) on April 11, 2017.  Mike Novak, president, signed the
petition.  The case is assigned to Judge Timothy W. Dore.  

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


MUD CONTROL EQUIPMENT: Taps Broussard Poche as Accountant
---------------------------------------------------------
Mud Control Equipment Corp. seeks approval from the U.S. Bankruptcy
Court for the Western District of Louisiana to hire an accountant.

The Debtor proposes to hire Broussard Poche, LLP to prepare reports
and other accounting services related to its Chapter 11 case.

Martha Wyatt, a certified public accountant employed with
Broussard, will charge an hourly fee of $220 for her services.  Her
assistant will charge $140 per hour.

Ms. Wyatt disclosed in a court filing that she is "disinterested"
and that she has no business association with any of the Debtor's
creditors.

Broussard can be reached through:

     Martha B. Wyatt
     Broussard Poche, LLP
     4112 West Congress Street
     Lafayette, LA 70506
     Phone: 337.988.4930

Mud Control is represented by:

     William C. Vidrine, Esq.
     Vidrine & Vidrine, PLLC
     711 W Pinhook
     Lafayette, LA 70503
     Phone: 337-233-5195
     Email: williamv@vidrinelaw.com

               About Mud Control Equipment Corp.

Based in Youngsville, Louisiana, Mud Control Equipment Corp. is
into oilfield service business.  

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. La. Case No. 17-50424) on April 3, 2017.  The
petition was signed by Janet Roussell, director.  

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


NEW SOURCE ENERGY: Settles Spat With Shareholders
-------------------------------------------------
Court documents show that New Source Energy Partners LP has reached
a settlement in principle with investors who claim they were misled
about the Debtor's $40 million 2015 preferred share offering.

Jon Hill, writing for Bankruptcy Law360, relates that former New
Source CEO Kristian B. Kos and individual defendants asked U.S.
District Judge Kimba M. Wood to stay all upcoming deadlines in the
lawsuit against the Debtor, six of its former executives and five
of its underwriters.

                   About New Source Energy

New Source Energy Partners LP is engaged in the development and
production of onshore oil and natural gas properties.

On March 15, 2016, New Source Energy Partners and New Source Energy
GP filed for Chapter 7 protection (Bankr. D. Del. Lead Case No.
16-10642).  New Source Energy Partners estimated $50 million to
$100 million in assets and debt.  The Debtors are represented by
Derek C. Abbott of Morris, Nichols, Arsht & Tunnell.




NORTHSTAR OFFSHORE: Sets Revised Bidding Procedures for All Assets
------------------------------------------------------------------
Northstar Offshore Group, LLC, asks the U.S. Bankruptcy Court for
the Southern District of Texas to authorize revised bidding
procedures in connection with the sale of any or all of its
assets.

The Debtor believes that the procedures proposed with respect to
the Sale of the Assets as supplemented and amended by the
Supplement are the best way to maximize the value of these assets
for its estate and for its creditors and stakeholders under the
circumstances.

The Debtor asks entry of the supplements and amendments set forth
to make the sale process more efficient and address certain
objections raised by parties in interest to the Sale Motion.

The Debtor asks for authority, without further order of the Court,
to grant a break-up fee and expense reimbursement to each bidder
the Debtor identifies as a Stalking Horse Bidder (subject to the
consultation provisions in the Bidding Procedures) as follows:

   a. The aggregate break-up fee will not exceed 3% of the cash or
cash equivalent portion of the purchase price set forth in the
Stalking Horse APA and the expense reimbursement will not exceed
the aggregate of $200,000 (as the Debtor may allocate in its
discretion if more than one Stalking Horse Bidder).

   b. The break-up fee will only be paid if a Sale transaction
closes and the Stalking Horse Bidder is not the Successful Bidder.

   c. The expense reimbursement will be paid from the cash proceeds
of a Sale and only for the Stalking Horse Bidder's documented
out-of-pocket expenses incurred in connection with the Sale.

   d. Provided that the Bid Protections to each Stalking Horse
Bidder are consistent with the terms set forth in the Bidding
Procedures, such Bid Protections will be deemed administrative
expenses under Section 503(b) of the Bankruptcy Code.

The Debtor asks for approval of revised proposed Bidding Procedures
to govern the Sale, together with a revised Sale Notice and an
Assumption and Assignment Notice.  It asks that the Court approve
the revised Bidding Procedures and the related Sale Notice and
Assumption and Assignment Notice consistent with the terms of the
Motion as supplemented and amended by the Supplement.  The revised
Bidding Procedures, Sale Notice and Assumption and Assignment
Notice add provisions to address the Bid Protections as discussed.

Other changes to the revised Bidding Procedures are:

   a. Commitment to Close: Revising the commitment of Qualified
Bidders to consummate the purchase of the Assets from 10 days
following entry of the Sale Order to 15 days following entry of the
Sale Order so that the closing occurs outside the appeal period.

   b. Service of Sale Notice: Adding requirement for the Debtor to
serve the Sale Notice no later than 21 days before the General
Objection Deadline.

   c. Objection Deadlines: Changing the General Objection Deadline
to June 16, 2017 and providing an Extended Objection Deadline of
July 13, 2017 at 12:00 p.m. (CT) for events that occur after the
General Objection Deadline.

   d. Stalking Horse Bids: Providing that the Debtor will email a
copy of any Qualified Bid from potential Stalking Horse Purchasers
with one business day after receiving such bid to counsel for the
Committee.

   e. Bid Protections: Providing that the Bid Protections amounts
will be noticed to parties in interest with the results of the
auction.

   f. Qualified Bids: Adding that the Debtor will send copies of
Bids received by the Bid Deadline to counsel for the Committee
within one day of receipt.

   g. Credit Bidding: Acknowledging that parties-in-interest may
have a right to credit bid; and adding a process for parties, other
than the DIP Agent, to seek credit bidding rights at the Auction by
submitting evidence of the validity and scope of the liens with the
Bid and requiring such party to get entry of an order from the
Court permitting it to credit bid if the Debtor objects to the
asserted credit bid right.

   h. Minimum Overbid: Revising the Minimum Overbid to require that
a Qualified Bidder wishing to submit a bid at the Auction for the
assets subject to the Stalking Horse APA or a bid at the Auction
for all or substantially all of the Debtor's assets to submit a bid
in an amount that is at least (i) the total consideration contained
in the Stalking Horse APA, plus (ii) the break-up fee owed to the
Stalking Horse Bidder, (ii) plus $250,000.

   i. Reservation of Rights: Confirming that the Debtor may not
reduce the amount of time for parties to object under the Bidding
Procedures without consent of the affected parties or further order
from the Court.

   j. Consultation Parties: Adding a consultation parties provision
that provides the following terms.  The Debtor will confer with
counsel to Consultation Parties on (i) the selection of the
Stalking Horse Bidder, (ii) the Incremental Bid Amount, (iii) any
Bid the Debtor determines is not a Qualified Bid, (iv) the Baseline
Bid, and (v) any modification of the Bidding Procedures.

The Sale Notice and Assumption and Assignment Notice have been
revised to include corresponding changes.

The Debtor submits that the Bid Protections meet the business
judgment standard. The proposed Bid Protections will not chill
bidding ??? instead, they will only be offered, if the Debtor
receives a bid that is worthy of such protections.  Moreover, the
Bid Protections are reasonable, and their availability to the
Debtor will enable the Debtor to maximize the value of its Assets.
Accordingly, the Debtor asks the Court to be authorized to offer
such forms of bid protection, as is necessary in its business
judgment.

A copy of the original and the revised Bidding Procedures, Sale
Notice, Assumption and Assignment Notice, and Proposed Order
attached to the Supplement to Motion is available for free at:

   http://bankrupt.com/misc/Northstar_Offshore_482_Sales.pdf

The Debtor asks that the Court (i) enter an Order (a) authorizing
and approving the revised Bidding Procedures; (b) approving the
form and manner of the revised Sale Notice; (c) scheduling the
Auction and Sale Hearing; (d) approving the Assumption and
Assignment Procedures and the revised Assumption and Assignment
Notice; and (e) granting such other and further relief as it deems
just and proper; and (ii) at the conclusion of the Sale Hearing,
enter an Order (or Orders): (a) approving the Sale(s) of the Assets
free and clear of all liens, encumbrances, claims and other
interests pursuant to a Qualified APA; and (b) authorizing the
assumption and assignment of any Assumed and Assigned Contracts;
and (c) granting such other and further relief as it deems just and
proper .

                  About Northstar Offshore Group

Northstar Offshore Group, LLC, is an independent oil and gas
exploration and production company that focuses on acquisition and
recompletion, development drilling, and low-risk exploration in the
waters of the Gulf of Mexico.

Three creditors filed an involuntary Chapter 11 petition against
Northstar Offshore Group on August 12, 2016.  The petitioning
creditors are Montco Oilfield Contractors, LLC, Alliance Offshore,
LLC, and Alliance Energy Services, LLC.  The creditors are
represented by DLA Piper (US) LLP.

On Dec. 2, 2016, the Debtor agreed to convert the involuntary
case to a voluntary case by filing a voluntary Chapter 11 petition
(Bankr. S.D. Tex. Case No. 16-34028).

On Dec. 19, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired DLA
Piper LLP as legal counsel, and FTI Consulting, Inc., as financial
advisor.


ORBITE TECHNOLOGIES: Enters Into Forbearance Agreement with MidCap
------------------------------------------------------------------
Orbite Technologies Inc. on May 5, 2017, provided an additional
update on its efforts to emerge from insolvency protection for the
benefit of all of its stakeholders.

Amendment to the MidCap Financial Facility

On November 4, 2015, the Company entered into financing agreements
with MidCap Financial ("MidCap") granting the Company access to a
credit facility by way of a revolving line of credit and term loans
(the "Credit Facilities").  The Company's obligations under the
Credit Facilities stand at USD5.9 million (excluding USD 3 million
in restricted cash).  MidCap and the Company have now entered into
an amendment to the Credit Facilities which essentially pushes back
the Company's obligations under the Credit Facilities into early
2018, notably as follows:

The release to MidCap of the USD 3 million in restricted cash, of
which USD2.5 million will be applied by MidCap in partial repayment
of one of the term loans and the remaining USD0.5 million will be
applied in satisfaction of the monthly debt service payments on the
Credit Facilities from April 1, 2017 up to and including the
payments due and payable on January 1, 2018;

A moratorium on the monthly principal payments until January 1,
2018;

The extension to January 15, 2018 of the Company's compliance date
for the covenant to produce at least 1 tonne per day of high purity
alumina during three consecutive days;

The extension to the end of March 2018 of the time period to meet
certain financial covenants;

Until such time Orbite has received proceeds from additional debt
or equity issuance or in-kind contributions from an equipment
supplier in an aggregate amount of not less than $8 million, Orbite
will share with MidCap 50% of any amounts that could be received
from its insurer pursuant to its claim under its business
interruption insurance policy; and thereafter Orbite will have the
right to retain all such amount;

The forbearance by MidCap from exercising its rights and remedies
with respect to the defaults that have occurred or will be
occurring under the Credit Facilities as a result of the insolvency
proceedings until January 1, 2018 provided that during this period
(i) the Company is able to achieve a successful restructuring, or
(ii) a court does not grant a motion from a third party creditor to
lift the stay imposed by the Companies' Creditors Arrangement Act
("CCAA") proceedings and take any action for the purpose of
enforcing such creditor's rights against Orbite or its assets.

Canada Economic Development

Orbite also continued to progress discussions with its other
secured creditor.  Canada Economic Development has confirmed that
it will not invoke any default under its loan agreements with
Orbite nor modify any of the present terms of the agreements, other
than to push back to 2018 any principal payments due in 2017.  The
major portion of the principal repayments under these agreements is
scheduled to commence in 2020.

"We have progressed well on a variety of fronts. The Company is now
under the protection of the CCAA with an initial stay of all
proceedings until May 29, 2017.  We expect the court will extend
this stay until a successful restructuring has been achieved.  In
addition, we now have agreements in place with our major financial
partners, MidCap, Investissement Quebec, and Canada Economic
Development that allow us to move forward in a structured fashion.
On the technical front, we are working very closely with our
calcination equipment supplier to address the issues in an
expeditious fashion.  We continue to evaluate, with all of our
partners, available financial alternatives in order to allow us to
emerge from protection and resume production," stated Glenn Kelly,
CEO of Orbite.

The Company will continue to provide further updates as
developments occur.

There can be no guarantees that the Company will be successful in
its restructuring efforts, in obtaining coverage from its insurer,
and in maintain the listing of its common shares on the TSX or be
able to re-list them on the TSX or on another exchange.

                         About Orbite

Orbite Technologies Inc. (ORT)(otcqx:EORBF) is a Canadian cleantech
company whose innovative and proprietary processes are expected to
produce alumina and other high-value products, such as rare earth
and rare metal oxides, at one of the lowest costs in the industry,
and in a sustainable fashion, using feedstocks that include
aluminous clay, kaolin, nepheline, bauxite, red mud, fly ash as
well as serpentine residues from chrysotile processing sites.
Orbite is currently in the process of finalizing its first
commercial high-purity alumina (HPA) production plant in Cap-Chat,
Quebec and has completed the basic engineering for a proposed
smelter-grade alumina (SGA) production plant, which would use clay
mined from its Grande-Vallee deposit.  The Company's portfolio
contains 15 intellectual property families, including 50 patents
and 52 pending patent applications in 11 different countries and
regions.  The first intellectual property family is patented in
Canada, USA, Australia, China, Japan and Russia.  The Company also
operates a state of the art technology development center in Laval,
Quebec, where its technologies are developed and validated.


PANDA TEMPLE: Hires Richards Layton as Bankruptcy Co-Counsel
------------------------------------------------------------
Panda Temple Power, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Richards Layton & Finger, P.A., as bankruptcy co-counsel to
the Debtors.

Panda Temple requires Richards Layton to:

   a) advise the Debtors of their rights, powers and duties as
      Debtors and debtors in possession under chapter 11 of the
      Bankruptcy Code;

   b) take action to protect and preserve the Debtors' estates,
      including the prosecution of actions on the Debtors'
      behalf, the defense of actions commenced against the
      Debtors in these Chapter 11 Cases, the negotiation of
      disputes in which the Debtors are involved and the
      preparation of objections to claims filed against the
      Debtors' estates;

   c) assist in preparing on behalf of the Debtors all motions,
      applications, answers, orders, reports and papers in
      connection with the administration of the Debtors' estates;

   d) prosecute on behalf of the Debtors the proposed plan and
      seeking approval of all transactions contemplated therein
      and in any amendments thereto;

   e) perform other necessary or desirable legal services in
      connection with the Chapter 11 Cases; and

   f) perform all other services assigned by the Debtors.

Richards Layton will be paid at these hourly rates:

     Partners                   $660-$900
     Counsel                    $560-$575
     Associates                 $320-$550
     Paraprofessionals          $250

Richards Layton will be paid a retainer in the amount of $50,000.

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

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   a) Richards Layton did not agree to any variations from, or
      alternatives to, its standard or customary billing
      arrangements for the engagement;

   b) None of Richards Layton's professionals included in the
      engagement have varied their rate based on the geographic
      location for the Chapter 11 Cases;

   c) Richards Layton has represented the Debtors since March 22,
      2017. Other than the periodic adjustments described above,
      the billing rates and material financial terms of Richards
      Layton's engagement have not changed postpetition from the
      prepetition arrangement; and

   d) Richards Layton, in conjunction with the Debtors, is
      developing a prospective budget and staffing plan for the
      Chapter 11 Cases.

John H. Knight, director of Richards Layton & Finger, P.A., assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and (a) is not
creditors, equity security holders or insiders of the Debtors; (b)
has not been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtor, or
for any other reason.

Richards Layton can be reached at:

     John H. Knight, Esq.
     RICHARDS, LAYTON & FINGER, P.A.
     One Rodney Square, 920 North King Street
     Wilmington, DE 19801
     Tel: (302) 651-7700
     Fax: (302) 651-7701
     E-mail: knight@rlf.com

                        About Panda Temple

Panda Temple Power, LLC and Panda Temple Power Intermediate
Holdings II, LLC filed voluntary petitions under Chapter 11 of the
United States Bankruptcy Code  (Bankr. D. Del. Lead Case No.
17-10839) on April 17, 2017.

Panda Temple Power, LLC ("Temple I"), owns the Panda Temple I
Generating Station, a clean, natural gas-fueled, 758-megawatt
combined-cycle electric generating facility located in Temple,
Texas.  The Temple I Project utilizes advanced emissions-control
technology, making it one of the cleanest natural gas-fueled power
plants in the United States.  Employing "quick start" turbines,
which can achieve 50% power production in 10 minutes and a full
baseload capacity in 30 minutes, the Temple I Project can supply
the power needs of up to 750,000 homes.

The Temple I Project was originally financed with approximately
$377 million of secured debt and $375 million of equity.
Approximately $100 million of the equity investment was provided by
Panda Funds, with the remaining $275 million provided by third
party co-investors.  Construction of the Temple I Project began in
July 2012 and commercial operations commenced in July 2014.  In
March 2015, the original secured debt was refinanced with
approximately $400 million of secured debt under the Prepetition
Credit Agreement.

Panda Temple Power Intermediate Holdings II, LLC is a holding
company  with no assets other than its ownership interests in
Temple I.

In 2016, the Debtors' total revenue from energy sales was
approximately $71.9 million and its EBITDA was $17.8 million.

The cases are pending before the Honorable Laurie Selber
Silverstein.. The Debtors have hired Richards, Layton & Finger,
P.A. and Latham & Watkins LLP as attorneys; Ducera Partners LLC as
financial advisors; and Prime Clerk LLC as claims and noticing
agent.


PANDA TEMPLE: Taps Ducera Partners as Financial Advisors
--------------------------------------------------------
Panda Temple Power, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Ducera Partners LLC, as financial advisors to the Debtors.

Panda Temple requires Ducera Partners to:

   a. familiarize with the business, operations, properties,
      financial condition, prospects and capital structure of the
      Debtors;

   b. assist in the development of financial data and
      presentations to the Debtors' board of directors, various
      creditors, and other parties;

   c. analyze the Debtors' financial liquidity and evaluate
      alternatives to improve such liquidity in connection with a
      transaction;

   d. assist in the evaluation of the Debtors' valuation, debt
      capacity and alternative capital structures in light of its
      projected cash flow;

   e. participate in negotiations among the Debtors and their
      creditors, suppliers, lessors and other interested parties
      with respect to any Restructuring or any of the
      transactions contemplated by the Ducera Engagement Letter;

   f. advise the Debtors and negotiate with lenders with respect
      to potential waivers, forbearance agreements and
      amendments; and

   g. provide such other assistance as may be requested from time
      to time by the Debtors in accordance with the Ducera
      Engagement Letter to the extent that it would not be
      duplicative of services provided by other professionals in
      the Chapter 11 Cases.

Ducera Partners will be paid as follows:

     a.  A nonrefundable monthly advisory cash fee of $150,000
         (the "Monthly Fee"), due and payable on the first day of
         each month during the engagement;

     b.  A restructuring fee (the "Restructuring Fee") equal to
         $3,500,000 earned and payable promptly upon consummation
         of a Restructuring in a chapter 11 case;

     c.  As requested in writing, a financing fee (the "Financing
         Fee") equal to (i) 1.0% of the face amount of any senior
         secured debt raised, including, without limitation, any
         debtor-in-possession financing raised, (ii) 3.0% of the
         face amount of any junior secured or unsecured debt
         raised, and (iii) 5.0% of any equity capital,
         convertible or hybrid capital raised, including
         warrants, or similar contingent equity securities (each,
         a "New Capital"), provided, however, if the amounts
         result in a fee less than $500,000, the fee shall be
         $500,000. The Financing Fee shall be earned and payable
         upon the closing of the transaction by which the new
         capital is committed. The Financing Fee shall be 50%
         creditable against the Restructuring Fee; plus

     d.  As requested in writing, a sale fee (the "Sale Fee")
         equal to 1% of the Transaction Value. The Sale Fee shall
         be earned and payable upon the closing of a Sale
         transaction. The Sale Fee shall be 50% creditable
         against the Restructuring Fee.

During the six-month and 90-day period prior to the Petition Date,
the Debtors paid Ducera $496,386.90 and $496,386.90, respectively,
in Monthly Fees and related expense reimbursements for reasonable
out-of-pocket expenses incurred.

Mark S. A. Davis, managing director of Ducera Partners LLC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and (a) is not
creditors, equity security holders or insiders of the Debtors; (b)
has not been, within two years before the date of the filing of the
Debtors' chapter 11 petition, directors, officers or employees of
the Debtors; and (c) does not have an interest materially adverse
to the interest of the estate or of any class of creditors or
equity security holders, by reason of any direct or indirect
relationship to, connection with, or interest in, the Debtor, or
for any other reason.

Ducera Partners can be reached at:

     Mark S. A. Davis
     DUCERA PARTNERS LLC
     499 Park Avenue, 16th Floor
     New York, NY 10022
     Tel: (212) 671-9700
     Fax: (212) 671-9701

                        About Panda Temple

Panda Temple Power, LLC and Panda Temple Power Intermediate
Holdings II, LLC filed voluntary petitions under Chapter 11 of the
United States Bankruptcy Code  (Bankr. D. Del. Lead Case No.
17-10839) on April 17, 2017.

Panda Temple Power, LLC ("Temple I"), owns the Panda Temple I
Generating Station, a clean, natural gas-fueled, 758-megawatt
combined-cycle electric generating facility located in Temple,
Texas.  The Temple I Project utilizes advanced emissions-control
technology, making it one of the cleanest natural gas-fueled power
plants in the United States.  Employing "quick start" turbines,
which can achieve 50% power production in 10 minutes and a full
baseload capacity in 30 minutes, the Temple I Project can supply
the power needs of up to 750,000 homes.

The Temple I Project was originally financed with approximately
$377 million of secured debt and $375 million of equity.
Approximately $100 million of the equity investment was provided by
Panda Funds, with the remaining $275 million provided by third
party co-investors.  Construction of the Temple I Project began in
July 2012 and commercial operations commenced in July 2014.  In
March 2015, the original secured debt was refinanced with
approximately $400 million of secured debt under the Prepetition
Credit Agreement.

Panda Temple Power Intermediate Holdings II, LLC is a holding
company  with no assets other than its ownership interests in
Temple I.

In 2016, the Debtors' total revenue from energy sales was
approximately $71.9 million and its EBITDA was $17.8 million.

The cases are pending before the Honorable Laurie Selber
Silverstein.. The Debtors have hired Richards, Layton & Finger,
P.A. and Latham & Watkins LLP as attorneys; Ducera Partners LLC as
financial advisors; and Prime Clerk LLC as claims and noticing
agent.


PANDA TEMPLE: Taps Prime Clerk as Administrative Advisors
---------------------------------------------------------
Panda Temple Power, LLC, and its debtor-affiliates seek authority
from the U.S. Bankruptcy Court for the District of Delaware to
employ Prime Clerk LLC, as administrative advisors to the Debtors.

Panda Temple requires Prime Clerk to:

   a. assist with, among other things, solicitation, balloting,
      and tabulation of votes, and prepare any related reports,
      as required in support of confirmation of a chapter 11
      plan, and in connection with such services, process
      requests for documents from parties in interest, including,
      if applicable, brokerage firms, bank back-offices, and
      institutional holders;

   b. prepare an official ballot certification and, if necessary,
      testify in support of the ballot tabulation results;

   c. assist with the preparation of the Debtors' schedules of
      assets and liabilities and statements of financial affairs
      and gather data in conjunction therewith;

   d. provide a confidential data room, if requested;

   e. manage and coordinate any distributions pursuant to a
      chapter 11 plan; and

   f. provide such other processing, solicitation, balloting, and
      other administrative services described in the Engagement
      Agreement, but not covered by the Section 156(c) Order, as
      may be requested from time to time by the Debtors, the
      Court, or the Office of the Clerk of the Bankruptcy Court
      (the "Clerk").

Prime Clerk will be paid at these hourly rates:

     Director of Solicitation                  $210
     Solicitation Consultant                   $185
     COO and Executive VP                      No charge
     Director                                  $170-$195
     Consultant/Senior Consultant              $65-$160
     Technology Consultant                     $35-$95
     Analyst                                   $30-$50

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

Michael J. Frishberg, co-president and chief operating officer of
Prime Clerk LLC, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and (a) is not creditors, equity security
holders or insiders of the Debtors; (b) has not been, within two
years before the date of the filing of the Debtors' chapter 11
petition, directors, officers or employees of the Debtors; and (c)
does not have an interest materially adverse to the interest of the
estate or of any class of creditors or equity security holders, by
reason of any direct or indirect relationship to, connection with,
or interest in, the Debtor, or for any other reason.

Prime Clerk can be reached at:

     Michael J. Frishberg
     PRIME CLERK
     830 3rd Avenue, 9th Floor
     New York, NY 10022
     Tel: (212) 257-5450

                        About Panda Temple

Panda Temple Power, LLC and Panda Temple Power Intermediate
Holdings II, LLC filed voluntary petitions under Chapter 11 of the
United States Bankruptcy Code  (Bankr. D. Del. Lead Case No.
17-10839) on April 17, 2017.

Panda Temple Power, LLC ("Temple I"), owns the Panda Temple I
Generating Station, a clean, natural gas-fueled, 758-megawatt
combined-cycle electric generating facility located in Temple,
Texas.  The Temple I Project utilizes advanced emissions-control
technology, making it one of the cleanest natural gas-fueled power
plants in the United States.  Employing "quick start" turbines,
which can achieve 50% power production in 10 minutes and a full
baseload capacity in 30 minutes, the Temple I Project can supply
the power needs of up to 750,000 homes.

The Temple I Project was originally financed with approximately
$377 million of secured debt and $375 million of equity.
Approximately $100 million of the equity investment was provided by
Panda Funds, with the remaining $275 million provided by third
party co-investors.  Construction of the Temple I Project began in
July 2012 and commercial operations commenced in July 2014.  In
March 2015, the original secured debt was refinanced with
approximately $400 million of secured debt under the Prepetition
Credit Agreement.

Panda Temple Power Intermediate Holdings II, LLC is a holding
company  with no assets other than its ownership interests in
Temple I.

In 2016, the Debtors' total revenue from energy sales was
approximately $71.9 million and its EBITDA was $17.8 million.

The cases are pending before the Honorable Laurie Selber
Silverstein.. The Debtors have hired Richards, Layton & Finger,
P.A. and Latham & Watkins LLP as attorneys; Ducera Partners LLC as
financial advisors; and Prime Clerk LLC as claims and noticing
agent.


PANDA TEMPLE: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
The Office of the U.S. Trustee on May 3 disclosed in a court filing
that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Panda Temple Power, LLC.

                        About Panda Temple

Panda Temple Power, LLC ("Temple I"), owns the Panda Temple I
Generating Station, a clean, natural gas-fueled, 758-megawatt
combined-cycle electric generating facility located in Temple,
Texas.  The Temple I Project utilizes advanced emissions-control
technology, making it one of the cleanest natural gas-fueled power
plants in the United States.  Employing "quick start" turbines,
which can achieve 50% power production in 10 minutes and a full
baseload capacity in 30 minutes, the Temple I Project can supply
the power needs of up to 750,000 homes.

The Temple I Project was originally financed with approximately
$377 million of secured debt and $375 million of equity.
Approximately $100 million of the equity investment was provided by
Panda Funds, with the remaining $275 million provided by third
party co-investors.  Construction of the Temple I Project began in
July 2012 and commercial operations commenced in July 2014.  In
March 2015, the original secured debt was refinanced with
approximately $400 million of secured debt under the Prepetition
Credit Agreement.

Panda Temple Power Intermediate Holdings II, LLC is a holding
company  with no assets other than its ownership interests in
Temple I.

In 2016, the Debtors' total revenue from energy sales was
approximately $71.9 million and its EBITDA was $17.8 million.

The cases are pending before the Honorable Laurie Selber
Silverstein, and are jointly administered under Case No. 17-10839.

The Debtors have hired Richards, Layton & Finger, P.A. and Latham &
Watkins LLP as attorneys; Ducera Partners LLC as financial
advisors; and Prime Clerk LLC as claims & noticing agent.


PETERS MACHINE: Completes Going Concern Sale with Ventoux Capital
-----------------------------------------------------------------
Peters Machine, Inc., has completed a going concern sale
transaction with Ventoux Capital's subsidiary, BMC Global, LLC, of
Blissfield, MI.  Ventoux Capital specializes in acquiring smaller
distressed manufacturing operations with strong management teams in
place, and provides guidance and working capital allowing the
company to continue operations.  Maryland based Equity Partners HG
served as investment banker for the seller.

In late 2016, Peters Machine retained Equity Partners HG as the
exclusive broker to sell their 36 year old company specializing in
machining and drilling tube sheets and baffles.  The company had
borrowed to expand its capacity during a period of sharp increase
in demand for its service and subsequently experienced a reduction
in its revenues due to the financial crisis and a slowdown of corn
ethanol production.  Equity Partners' charge was to quickly find a
buyer for the business before it was forced to shut down, and the
firm ran an exhaustive marketing process reaching out to thousands
of prospective buyers.  Following a thorough evaluation of the
market, Equity Partners narrowed the field down to the three most
logical buyers.  After extensive negotiations with all three
prospective buyers, a competitive, court approved auction was held
for the Peters Machine personal property, along with the real
estate the business operated in, and several pieces of equipment
either owned by the Peters Machine shareholders or controlled by a
bankruptcy trustee.  BMC was the winning bidder for all of these
assets, allowing for the continued operation of the business.

Hank Waida, managing director at Equity Partners HG, stated,
"Peter's Machine will add unique capabilities to BMC Global's
manufacturing operations.  Building on those synergies and keeping
jobs in Decatur, IL will make this acquisition a great success for
them.  The sale also brought a far greater recovery to creditors
than a liquidation of the assets would have."  

Other professionals who worked on the transaction include:

   -- Jonathan Backman, Law Office of Jonathan A. Backman, counsel
to Peters Machine Inc.

   -- Chris Mehring, Goldstein McClintock, counsel to BMC Global,
LLC.

   -- Mark Wenzel, Smith Amundson, counsel to Regions Bank

   -- Marianne Pogge, chapter 7 trustee

                  About Equity Partners HG

Equity Partners HG -- http://www.EquityPartnersHG.com/-- provides
boutique investment banking services for special situations.
Claiming as the nation's leader in maximizing value for distressed
businesses and properties, Equity Partners HG says it uses a proven
process that has provided solutions for over 500 clients throughout
the United States since 1988, preserving more than 50,000 jobs.
Equity Partners is a wholly owned subsidiary of Heritage Global
Inc. (OTCQB: HGBL and CSE: HGP).

                   About Peters Machine

Peters Machine, Inc., based in Decatur, IL, filed a Chapter 11
petition (Bankr. C.D. Ill. Case No. 16-71534) on Sept. 20, 2016.
Jerald L. Nelson, president, signed the petition.

The Debtor estimated $1 million to $10 million in assets and
liabilities.  

The Hon. Mary P. Gorman presides over the case.  

Jonathan A Backman, Esq., at Law Office of Jonathan A. Backman,
serves as the Debtor's bankruptcy counsel.


PETROQUEST ENERGY: Has $4.9 Million Net Loss in First Quarter
-------------------------------------------------------------
Petroquest Energy, Inc. announced results for the first quarter
ended March 31, 2017.  The following are recent Company
highlights:

   * Discretionary cash flow increased 156% from fourth quarter
     2016 and 516% from first quarter 2016

   * Production increased 13% from fourth quarter 2016

   * Redemption of all remaining 2017 Senior Notes

   * Return to full compliance with NYSE continued listing
     standards

Loss available to common stockholders for the quarter ended
March 31, 2017 totaled $4,918,000, or $0.23 per share, compared to
first quarter 2016 loss available to common stockholders of
$39,137,000, or $2.31 per share.  

As of March 31, 2017, the Company had $150.25 million in total
assets, $402.61 million in total liabilities and a $252.36 million
total stockholders' deficit.

Discretionary cash flow for the first quarter of 2017 was
$9,206,000, as compared to $(2,210,000) for the comparable 2016
period, and $3,591,000 for the fourth quarter of 2016. Net cash
flow provided by operating activities for the first quarter of 2017
was $9,206,000, as compared to $26,190,000 for the comparable 2016
period, and $4,861,000 for the fourth quarter of 2016.

Production for the first quarter of 2017 was 5.2 Bcfe, compared to
7.6 Bcfe for the comparable period of 2016.  The reduction in
production volumes during the 2017 period is primarily attributable
to the sale of the remainder of the Company's Arkoma assets in
April 2016, as well as a significant reduction in capital spending
during 2016.

Stated on an Mcfe basis, unit prices including the effects of
hedges for the first quarter of 2017 were $3.98 per Mcfe, as
compared to $2.27 per Mcfe in the first quarter of 2016.  Despite
lower production, as a result of 75% higher realized pricing on an
Mcfe basis, oil and gas sales during the first quarter of 2017
increased 20% to $20,772,000, as compared to $17,320,000 in the
first quarter of 2016.

Lease operating expenses for the first quarter of 2017 decreased to
$7,076,000, as compared to $8,177,000 in the first quarter of 2016.
LOE per Mcfe was $1.35 for the first quarter of 2017, as compared
to $1.07 in the first quarter of 2016.  The increase in per unit
lease operating expenses is primarily due to the Arkoma asset sale,
which included properties with a lower relative per unit cost, as
well as the impact of lower production resulting from reduced
capital expenditures during 2016.

Depreciation, depletion and amortization on oil and gas pproperties
for the first quarter of 2017 was $1.15 per Mcfe, as compared to
$1.30 per Mcfe in the first quarter of 2016.  The decrease in the
per unit DD&A rate is primarily the result of recent ceiling test
write-downs in 2016.

Interest expense for the first quarter of 2017 decreased to
$7,258,000, as compared to $8,257,000 in the first quarter of 2016.
During the three month period ended March 31, 2017, capitalized
interest totaled $305,000, as compared to $309,000 during the 2016
period.  The decrease in interest expense during the 2017 period is
primarily attributable to a lower debt balance after the completion
of the Company's debt exchange in February 2016.

General and administrative expenses for the quarter ended March 31,
2017 totaled $3,153,000, as compared to $8,599,000 for the
comparable 2016 period.  Capitalized general and administrative
expenses during the quarter ended March 31, 2017, totaled
$1,334,000, as compared to $1,489,000 during the comparable 2016
period.  The decrease in general and administrative expenses during
the quarter ended March 31, 2017, is primarily due to lower
employee related expenses and approximately $4,740,000 of expenses
related to the issuance of the Company's 2021 Secured Senior Notes
during the first quarter of 2016.

The above sales and average sales prices include increases
(decreases) to revenues related to the settlement of gas hedges of
($321,000) and $1,032,000 for the three months ended March 31, 2017
and 2016, respectively.

          Second and Third Quarter Production Guidance

The Company expects to begin completion operations on a three well
pad in East Texas within one week with initial flowback expected in
early June.  In the Gulf Coast, the Company had planned to
recomplete a well at its Ship Shoal 72 field in May with initial
production expected in June.  Due to timing of rig availability,
this recompletion is now scheduled for June with initial production
in July.  As a result of the limited impact that these operations
will have on second quarter production, the Company is guiding
production for the second quarter of 2017 at 62-65 MMcfe/d.

With a full quarter of production expected from the three well
Cotton Valley pad, along with the anticipated impact of the Ship
Shoal 72 recompletion, the Company is guiding production for the
third quarter of 2017 at 80-84 MMcfe/d (72% gas, 11% oil and 17%
NGL).  The mid-point of the third quarter 2017 production guidance
would represent a 64% increase from the average daily production
for the fourth quarter of 2016.

After executing the above transaction, the Company has
approximately 9.2 Bcf and 3.2 Bcf of gas volumes hedged for 2017
and the first quarter of 2018, respectively, with average floor
prices of approximately $3.22 per Mcf and $3.24 per Mcf,
respectively.

                      Operations Update

In East Texas, the Company recently established production on its
PQ #22 well (NRI 39%), which is located on the PQ/CVX acreage.  The
well achieved a maximum 24 hour rate of approximately 11,000 Mcfe/d
(7,000 Mcf/d of gas, 530 Bbls/d of natural gas liquids and 70
Bbls/d of oil).  The Company estimates the drilling and completion
cost of PQ#22 was approximately $800/lateral foot.

The Company recently reached total depth on the final well of a
three well pad (PQ #23-25 - avg WI 75%).  The middle well (PQ #24)
will test a secondary Cotton Valley bench (E-Sand).  In addition,
the Company plans to obtain micro-seismic data as well as utilize
varying sizes of proppant per well in connection with this upcoming
three well program.  The micro-seismic work should provide
significant data on frack heights and propagation in order to
benefit future completion operations.  The Company expects to drill
and complete 8 wells in East Texas during 2017 and plans to have a
three well pad in progress at the end of the year.

In South Louisiana, the Company's Thunder Bayou well is currently
flowing at approximately 61,000 Mcfe/d (NRI - 37%).  The production
mix consists of approximately 39,000 Mcf/d of gas, 1,500 Bbls/d of
oil and 2,200 Bbls/d of natural gas liquids.  The Company estimates
that Thunder Bayou generated approximately $2.3 million in field
level cash flow, net to the Company, during March 2017 after be
completed in February 2017.

                     Management's Comment

"Our accelerating cash flow and production profiles during the
first quarter of 2017 clearly indicate we have returned to growth
as we reported sequential quarterly increases of 156% and 13%,
respectively," said Charles T. Goodson, chairman, chief executive
officer and president.  "Since the first quarter of 2016, we have
refinanced or repaid all of our $350 million of 10% Senior Notes
due 2017, secured an East Texas joint venture, commenced our Cotton
Valley drilling program and recompleted Thunder Bayou resulting in
a 61 MMcfe/d current production rate.  These milestones were made
possible due to the quality of our assets and people and the
flexibility exhibited by our stakeholders."

A full-text copy of the Form 8-K is available for free at:

                    https://is.gd/Os14s6

                     About PetroQuest

PetroQuest Energy, Inc., is an independent energy company engaged
in the exploration, development, acquisition and production of oil
and natural gas reserves in East Texas, Oklahoma, South Louisiana
and the shallow waters of the Gulf of Mexico.  PetroQuest's common
stock trades on the New York Stock Exchange under the ticker PQ.

Petroquest reported a net loss available to common stockholders of
$96.24 million on $66.66 million of oil and gas revenues for the
year ended Dec. 31, 2016, compared to a net loss available to
common stockholders of $299.92 million on $115.96 million of oil
and gas revenues for the year ended Dec. 31, 2015.

                       *     *     *

PetroQuest Energy carries a 'Caa3' corporate family rating from
Moody's Investors Service.

In October 2016, S&P Global Ratings raised the corporate credit
rating on PetroQuest Energy to 'CCC' from 'SD'.  "The upgrade
reflects our reassessment of the company's corporate credit rating
following the exchange of the majority of its outstanding 10%
senior unsecured notes due September 2017 at par," said S&P Global
Ratings credit analyst Daniel Krauss.  The negative outlook
reflects the company's current debt leverage levels, which S&P
views to be unsustainable, as well as its less than adequate
liquidity position.


PHILADELPHIA HEALTH: Panel Can Object to Exclusivity Thru May 11
----------------------------------------------------------------
Judge Magdeline D. Coleman of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania approved the Stipulation between
the Official Committee of Unsecured Creditors and North
Philadelphia Health System d/b/a Girard Medical Center d/b/a
Goldman Clinic d/b/a St. Joseph's Hospital, extending the time of
the Committee to object to the Debtor's Motion to Extend
Exclusivity Period for Filing a Chapter 11 Plan and Disclosure
Statement to May 11, 2017.

             About North Philadelphia Health System

North Philadelphia Health System, a Pennsylvania non-profit,
non-stock, non-member corporation, operates the Girard Medical
Center, a state-licensed 65-person private psychiatric hospital,
and the Goldman Clinic, a medically assisted treatment center
located Philadelphia, Pennsylvania.

North Philadelphia Health System sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E.D. Pa. Case No. 16-18931) on Dec.
30, 2016.  The petition was signed by George Walmsley III,
president and CEO.  The case is assigned to Judge Magdeline D.
Coleman.  At the time of the filing, the Debtor estimated its
assets and liabilities at $10 million to $50 million.

The Debtor hired Martin J. Weis, Esq. at Dilworth Paxson LLP as
counsel; John D. Kutzler, Esq. at Buzby & Kutzler, Attorneys at
Law, as special counsel; and SSG Advisors as investment banker.

On Jan. 23, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired
Obermayer Rebmann Maxwell & Hippel LLP as its legal counsel.


PHILIP CANTWELL: Colbert Buying Huntington Beach Property for $730K
-------------------------------------------------------------------
Philip Richard Cantwell, Jr., asks the U.S. Bankruptcy Court for
the Central District of California to authorize the sale of
residential real property located at 19682 Seawind Circle,
Huntington Beach, California, to Donna Colbert, Trustee of The
Colbert Family Trust of 1990 Dated Jan. 20, 1990, for $730,000.

A hearing on the Motion is set for June 1, 2017 at 10:30 a.m

The Debtor is a self-employed real estate and insurance
professional.  He has experienced very difficult times in the past
few years, including the loss of his brother and business partner
John Cantwell, a debilitating illness suffered by his sister and
the very recent loss of his mother.  The Debtor also suffered
substantial financial losses, including the loss of a restaurant
owned by him and his brother called 3 Thirty 3 located in Newport
Beach, a plastics company and a luxury home with $4.4 million in
equity.

The Debtor had been involved in a loan modification process with
Wells Fargo since April of 2012.  During this time, he continued to
provide requested information and documentation to Wells Fargo
through a loan modification special.  Then, in October 2016, Wells
Fargo pulled the plug by denying the loan modification request and
immediately commencing foreclosure proceedings.

On Jan. 5, 2017, the Debtor commenced the case, in pro per, to stop
the pending foreclosure sale of the family residence located 103
Calle Del Pacifico, San Clemente, as well as to restructure the
debt secured by trust deed favor of Wells Fargo Bank.  The
Schedules filed at that time indicate that the Debtor's secured
debts exceed that which is allowed by 11 U.S.C. Section 109(e).

The Chapter 13 Meeting of Creditors occurred on Feb. 16, 2017 at
2:00 p.m.  At the meeting of creditors, the Debtor was made aware
of the issue pertaining to the debt limits for Chapter 13.  On Feb.
22, 2017, the Debtor substituted in the Law Offices of Michael G.
Spector as his counsel.  By Order entered on March 17, 2017, the
Debtor's case was converted to one under Chapter 11.  And, by Order
entered on April 12, 2017, the Court authorized the employment of
the Law Offices of Michael G. Spector as the Debtor's Chapter 11
counsel.

The Property was previously owned by the Debtor's brother, John.
In 2015, Wells Fargo obtained title to the Property through a
foreclosure sale.  Prior to his passing, John was in the middle of
litigation against Wells Fargo for wrongful foreclosure.  Upon
John's passing in April 2016, the Debtor succeeded to the rights to
said litigation.

In March 2017, after the Petition Date, as part of a settlement
with Wells Fargo, the Debtor was granted a brief window of time to
present an offer to Wells Fargo to purchase the Property.  The
Debtor's friend, Anthony Souza, had agreed to purchase the Property
under an agreement with the Debtor which provided they would split
50/50 any net sale proceeds derived from a subsequent sale of the
Property.  

Because Mr. Souza was traveling on business at the time of the
offer to Wells Fargo, the offer was made by the Debtor.  The offer
was accepted by Wells Fargo on the condition that the sale closes
immediately.  Given that Mr. Souza was unavailable to sign the
necessary sale documents, title to the Property was vested in the
Debtor's name with Mr. Souza providing the purchase money in
exchange for a first trust deed against the Property.  Given that
the Debtor was merely acting as an accomodator for an informal
partnership with Mr. Souza and this was a post-petition
transaction, the Debtor did not believe that Court approval was
necessary.

Simultaneously with the purchase of the Property, the Debtor had
been working with Diana Perna of PK Real Estate and Investments to
acquire a purchaser of the Property.  Shortly thereafter, an offer
was received to purchase the Property in an "as is" condition for a
purchase price of $730,000.

On March 24, 2017, the Debtor entered into a Residential Purchase
Agreement and Joint Escrow Instructions with the Buyer, which
provides for sale of the Property for the sum of $730,000.  

The general terms of the Sale Agreement and addendums are:

   a. Sale price of $730,000;

   b. Deposit of $10,000, with an additional deposit of $136,000
and the balance due at closing in the form of loan proceeds in the
amount of $584,000;

   c. Property is sold "as is;"

   d. The cost of the owners' title policies will be paid from the
Sellers' proceeds;

   e. Escrow fees to be paid 50/50 between the Sellers and the
Buyer;

   f. Escrow to close ASAP after entry of Order approving sale;
and

   g. Real estate broker's commissions in the amount of 2% of the
Purchase Price ($14,600) to be paid to P K Real Estate and
Investments ("Broker").

The Property is being sold at a price far in excess of all valid
liens and encumbrances and all such liens and encumbrances will be
paid in full through escrow.  The Debtor is not soliciting overbids
or requesting an overbid procedure as there are sufficient net
proceeds to pay all claims, in full, with a significant
distribution to the Debtor of the excess proceeds.  Thus, there
will be no detriment to the creditors by not soliciting overbids.

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

     http://bankrupt.com/misc/Philip_Richard_57_Sales.pdf

The liens, assessments and other amounts due that will be paid
through escrow are:

          a. First priority lien in favor of $645,000;

          b. Real property taxes estimated at $3,819 (through May
12, 2017); and

          c. Escrow title and other fees and costs estimated at
$5,725.

The Debtor is to pay the Broker $14,600 or 2% of the Purchase
Price.  It is estimated that, after payment of allowed liens, fees
and costs, including the Broker's commissions, there will be
remaining proceeds of approximately $66,000 which will be split
50/50 between the Debtor and Mr. Souza.

The Debtor seeks to sell the Property in order to obtain the funds
necessary to fund the Plan and pay related obligations.  There is a
sound business purpose for the sale which is in the best interests
of the creditors and the estate.  The proposed sale is in the best
interests of the estate and its creditors because the sale price
was arrived at through arms'-length negotiations with the Buyer,
who is unrelated to the Debtor.  Accordingly, the Debtor asks the
Court to authorize the (i) proposed sale of the Property to the
Buyer under the terms and conditions set forth in the Sale
Agreement free and clear of all liens; and (ii) payment of Brokers'
commissions as set forth.

The Debtor desires to close the sale as soon as practicable after
entry of an Order approving the sale.  Accordingly, the Debtor
respectfully asks that the Court, in the discretion provided it
under Federal Rule of Bankruptcy Procedure 6004(h), waives the
14-day stay.

Counsel for the Debtor:

          Michael G. Spector, Esq.
          Vicki L. Schennum, Esq.
          LAW OFFICES OF MICHAEL G. SPECTOR
          2677 North Main Street, Suite 910
          Santa Ana, CA 92705
          Telephone: (714)835-3130 - Michael G. Spector
                     (949)502-6255 - Vicki L. Schennum
          Facsimile: (714)558-7435
          E-mail: mgspector@aol.com
                  schennumlaw@gmail.com

Philip Richard Cantwell, Jr., sought Chapter 11 protection (Bankr.
C.D. Cal. Case No. 17-10032) on Jan. 5, 2017.


PHOTOMEDEX INC: First Capital Reports 16.6% Stake as of April 20
----------------------------------------------------------------
First Capital Real Estate Trust Incorporated, First Capital Real
Estate Operating Partnership L.P. and Suneet Singal disclosed in a
Schedule 13D filed with the Securities and Exchange Commission that
as of April 20, 2017, they beneficially own 16.6 percent of
outstanding shares of common stock, par value $0.01 per share, of
Photomedex, Inc.

First Capital Real Estate Trust Incorporated (the "Contributor
Parent") is a Maryland corporation, and First Capital Real Estate
Operating Partnership L.P. .P. (the "Contributor") is a Delaware
limited partnership.  The business address of each of the
Contributor Parent and the Contributor is 60 Broad Street, 25th
Floor, New York, NY 10004.  The principal business of the
Contributor Parent is a real estate investment trust (REIT) and the
Contributor is the principal operating company subsidiary of the
Contributor Parent.  Mr. Singal is the chief executive of the
Contributor Parent, which is the general partner of the
Contributor.

Pursuant to an Interest Contribution Agreement dated March 31,
2017, by and among Photomedex, FC Global Realty Operating
Partnership, LLC, a newly formed subsidiary of the Issuer, the
Contributor Parent and the Contributor, the Contributor will
contribute to the Issuer interests in real estate properties, and
interests in entities holding real estate properties, which it
currently owns or plans to acquire, in exchange for securities of
the Issuer.  The Contribution Agreement provided for a due
diligence right of termination by either party, which expired on
April 20, 2017, without either party having elected to terminate.
No cash or other consideration will be paid to the Issuer in
connection with the transaction.

The purpose of the transaction is for the Reporting Persons to
acquire a substantial voting and equity interest in the Issuer.
Following the Initial Closing, the Contributor will hold
approximately 16.6% of the Common Stock of the Issuer, and
approximately 47.7% of the combined Common Stock and nonvoting
Preferred Stock of the Issuer.  If, pursuant to the rules of
NASDAQ, the stockholders of the Issuer approve the issuance of 20%
or more of the Common Stock of the Issuer to the Contributor, the
Preferred Stock will be converted into Common Stock of the Issuer,
and the Contributor will hold approximately 47.7% of the shares of
Common Stock of the Issuer.  In addition, if all of the shares
issuable by the Issuer pursuant to the Contribution Agreement are
issued, and the Warrant is exercised in full, the shares issued
will represent approximately 92.4% of the issued and outstanding
shares of the Issuer.  The Contribution Agreement contemplates that
promptly following the effectiveness of a registration statement
with respect thereto, the Contributor Parties will cause the
distribution of the Issuer's shares it acquired pursuant to the
Contribution Agreement to their respective partners and
stockholders.   

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

                   https://is.gd/pCtMwp

                     About PhotoMedex

PhotoMedex, Inc., is a global health products and services company
providing integrated disease management and aesthetic solutions to
dermatologists, professional aestheticians, ophthalmologists,
optometrists, consumers and patients.  The Company provides
proprietary products and services that address skin conditions
including psoriasis, vitiligo, acne, actinic keratosis, photo
damage and unwanted hair, as well as fixed-site laser vision
correction services at our LasikPlus(R) vision centers.

Photomedex reported a net loss of $13.26 million for the year ended
Dec. 31, 2016, compared to a net loss of $34.55 million for the
year ended Dec. 31, 2015.  As of Dec. 31, 2016, Photomedex had
$18.50 million in total assets, $19.90 million in total liabilities
and a $1.41 million total stockholders' deficit.

Fahn Kanne & Co. Grant Thornton Israel, in Tel-Aviv, Israel, issued
a "going concern" opinion on the consolidated financial statements
for the year ended Dec. 31, 2016, citing that as of Dec. 31, 2016,
the Company had an accumulated deficit of $115,635,000 and
shareholders' deficit of $1,408,000.  Also, during the most recent
periods the Company has incurred losses and negative cash flows
from continuing operations and was forced to sell certain assets
and business units to obtain additional liquidity resources to
support its operations.  In addition, on Jan. 23, 2017, the Company
completed the sale of its consumer products division which
represented the sale of substantially all of the remaining
operations and assets of the Company.  These conditions, along with
other matters, raise substantial doubt about the Company's ability
to continue as a going concern.


PIONEER ENERGY: Reports $25.1 Million Net Loss for First Quarter
----------------------------------------------------------------
Pioneer Energy Services Corp. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q for the
period ended March 31, 2017.

Revenues for the first quarter of 2017 were $95.8 million, up 34%
from revenues of $71.5 million in the fourth quarter of 2016 and up
28% from revenues of $75.0 million in the first quarter of 2016.
The increase from the prior quarter primarily resulted from
increased activity for the Company's production services businesses
and increased drilling activity in Colombia.

Net loss for the first quarter of 2017 was $25.1 million, or $0.33
per share, compared with net loss of $36.1 million, or $0.53 per
share, in the prior quarter and net loss of $27.7 million, or $0.43
per share, in the year-earlier quarter.  The net loss for the first
quarter of 2017 includes a charge of $9.8 million for a valuation
allowance taken against deferred tax assets primarily related to
domestic net operating losses.

The Company's Adjusted Net Loss(1) for the first quarter was $15.4
million, and its Adjusted EPS(2) was a loss of $0.20 per share,
which excludes the valuation allowance adjustment.  This compares
to Adjusted Net Loss of $23.1 million, or $0.34 per share, in the
prior quarter and Adjusted Net Loss of $25.3 million, or $0.39 per
share, for the year-earlier quarter, which exclude valuation
allowance adjustments and the after-tax impact of impairment
charges.

First quarter Adjusted EBITDA(3) was $6.0 million, up from $0.9
million in the prior quarter and down from $6.4 million in the
year-earlier quarter.  First quarter Adjusted EBITDA was up from
the prior quarter primarily due to contributions from our
Production Services Segment, as well as drilling operations in
Colombia.  First quarter Adjusted EBITDA was down from the
year-earlier quarter primarily due to the $7.1 million of revenue
in the year-earlier quarter associated with rigs that were earning
but not working and which incurred minimal costs.

As of March 31, 2017, Pioneer Energy had $708.32 million in total
assets, $451.09 million in total liabilities and $257.23 million in
total shareholders' equity.

                      Operating Results
  
                  Drilling Services Segment

Revenue for the Drilling Services Segment was $39.0 million in the
first quarter, a 27% increase from the prior quarter and an 18%
increase from the year-earlier quarter.  Drilling rig utilization
was 72% for the first quarter, up from 48% in the prior quarter.
Utilization for the first quarter is based on a total fleet count
of 24, versus 31 in the prior quarter.

Average drilling revenues per day were $25,091 in the first
quarter, up from $22,963 in the prior quarter and down from $25,331
in the year-earlier quarter.  Drilling Services Segment margin per
day was $7,659 in the first quarter, up from $7,088 in the prior
quarter and down from $12,018 in the year-earlier quarter.  The
increase in Drilling Services Segment revenue and margin per day
from the prior quarter was primarily due to a higher percentage of
drilling activity attributable to our operations in Colombia.  The
decrease from the year-earlier quarter is primarily due to reduced
revenues from rigs that were earning but not working during the
year-earlier quarter as well as more revenue days at current market
dayrates.

Currently, 15 of the Company's 16 drilling rigs in the U.S are
earning revenues, 11 of which are under term contracts, and three
of its rigs in Colombia are earning revenue, for a total current
utilization of 75%.

                  Production Services Segment

Revenue for the Production Services Segment was $56.7 million in
the first quarter, up 39% from the prior quarter and up 36% from
the year-earlier quarter.  Production Services Segment margin as a
percentage of revenue was 20% in the first quarter, up from 14% in
the prior quarter and up from 17% in the year-earlier quarter.

Production Services Segment revenues increased 39% from the prior
quarter, led by the wireline business, due to a significant
increase in completion-related activity in all basins in which we
operate.  The number of wireline jobs the Company completed in the
first quarter increased by 22% over the prior quarter, and by 53%
over the year-earlier quarter.  Well servicing average pricing was
$497 per hour in the first quarter, up from $481 in the prior
quarter and down from $519 in the year-earlier quarter.  Well
servicing rig utilization was 43% in the first quarter, up from 40%
in the prior quarter and down from 44% in the year-earlier quarter.
Coiled tubing utilization was 22% in the first quarter, up from
21% in the prior quarter and down from 24% in the year-earlier
quarter.

              Comments from our President and CEO    

"Generally improved oil prices and hedging of oil production has
allowed operators to significantly increase capital spending," said
Wm. Stacy Locke, president and CEO of Pioneer Energy Services.
"Steady rig count growth in the broad market and an increase in
completion of wells has led to higher demand in all of our
businesses.  We expect activity levels to steadily improve
throughout the year.

"In our Production Services Segment, we realized revenue increases
in all businesses, driven by higher levels of completion activity
as our customers directed more capital towards completing the
backlog of wells that have been drilled but not yet completed and
newly drilled wells.  Our wireline business saw the greatest demand
driven primarily by perforating activity.  We anticipate continued
revenue growth in our Production Services Segment over the next
couple of quarters as we benefit from higher customer demand,
longer days, four additional wireline units and the upgrade of 20
new-model well servicing rigs.

"Our Drilling Services Segment benefited from increased utilization
in Colombia with higher average margins as compared to the U.S.  In
Colombia, four rigs worked for the majority of the quarter
decreasing to two rigs by quarter-end.  We believe there is a good
possibility of having three or four rigs working later in the
second quarter.  Currently, our U.S. drilling utilization is 94%
with 15 rigs working, and is expected to reach 100% upon completion
of a rig upgrade in the second quarter.  The Permian Basin, which
has become our most active region, will increase to seven rigs in
June.  Throughout this year, all renewing contracts have been
renewed with dayrate increases ranging from $1,000 per day to
$3,000 per day.

"We expect to spend approximately $50 million in capital
expenditures this year with over $24 million of that amount spent
in the first quarter of 2017.  We intentionally front-end loaded
our discretionary spending so we could take advantage of the
capital upgrades in the recovery.  As market fundamentals continue
to strengthen, we will remain capital disciplined and maintain
focus on generating positive cash flow."

                Second Quarter 2017 Guidance

In the second quarter of 2017, drilling rig utilization is
estimated to average 72% to 75%. Drilling Services Segment margin
will be down due to the temporary reduced activity in Colombia and
is estimated to be approximately $6,800 to $7,200 per day in the
second quarter.  Production Services Segment revenue in the second
quarter is estimated to be up approximately 10% to 15% as compared
to the first quarter of 2017.  Production Services Segment margin
is estimated to be 22% to 25% of revenues in the second quarter.

                         Liquidity

Working capital at March 31, 2017 was $53.1 million, up from $48.0
million at Dec. 31, 2016.  The Company's cash and cash equivalents
were $7.3 million, down from $10.2 million at year-end 2016.
The decrease in cash and cash equivalents during 2017 is primarily
due to $24.7 million of cash used for purchases of property and
equipment and $21.8 million of cash used in operating activities,
partially funded by $33.7 million of net borrowings under our
Revolving Credit Facility, and $7.1 million of proceeds from the
sale of assets.

The Company currently has $11.8 million in committed letters of
credit and $79.7 million in borrowings outstanding under its $150
million Revolving Credit Facility.

                      Capital Expenditures

Cash capital expenditures in the first quarter were $24.7 million
which included approximately $16.6 million related to drilling rig
upgrades, the exchange of 20 well servicing rigs and other
discretionary expenditures.  The Company estimates total capital
expenditures for 2017 to be approximately $50 million, which
includes approximately $20 million for fleet upgrades and
additions.

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

                    https://is.gd/EHPCTD

                    About Pioneer Energy

Pioneer Energy Services Corp. provides land-based drilling services
and production services to a diverse group of independent and large
oil and gas exploration and production companies in the United
States and internationally in Colombia.  The Company also provides
two of its services (coiled tubing and wireline services) offshore
in the Gulf of Mexico.

Pioneer Energy reported a net loss of $128.39 million in 2016
following a net loss of $155.14 million in 2015.

                        *    *    *

As reported by the TCR on March 7, 2016, Moody's Investors Service,
on March 3, 2016, downgraded Pioneer Energy's Corporate Family
Rating (CFR) to 'Caa3' from 'B2', Probability of Default Rating
(PDR) to 'Caa3-PD' from 'B2-PD', and senior unsecured notes to 'Ca'
from 'B3'.  "The rating downgrades were driven by the material
deterioration in Pioneer Energy's credit metrics through 2015 and
our expectation of continued deterioration through 2016.  The
demand outlook for drilling and oilfield services is extremely
weak, as witnessed by the steep and continued drop in the US rig
count" said Sreedhar Kona, Moody's vice president.  "The negative
outlook reflects the deteriorating fundamentals of the services
sector and the likelihood of covenant breaches."

The TCR reported on March 20, 2017, that S&P Global Ratings
affirmed its 'B-' corporate credit rating on Pioneer Energy.  The
outlook is negative.


POST HOLDINGS: New Term Loan Plan Won't Affect Moody's Ba2 Rating
-----------------------------------------------------------------
Moody's Investors Service said that Post Holdings, Inc.'s plan to
borrow $2 billion of secured term debt to refinance unsecured debt
and to partially fund the recently announced $1.8 billion Weetabix
acquisition, is a credit negative for remaining unsecured debt
holders, but no debt instrument ratings would be affected. Current
debt instrument ratings include Ba2 on senior secured debt and B3
on senior unsecured debt.

On May 8, 2017, Post announced cash tender offers and consent
solicitations for $1.2 billion of its outstanding senior unsecured
debt instruments. These instruments consist of $800 million of
7.75% notes due 2024 and $400 million of 8.00% senior unsecured
notes due 2025. The company also announced that it intends to
borrow approximately $2.0 billion under a new incremental term loan
facility, which, in part, along with cash on hand, will be used to
fund the tender offers as well as the previously announced
acquisition of Weetabix Limited.


POWELL VALLEY HEALTH: In Talks with Panel, Tort Claimants on Plan
-----------------------------------------------------------------
The Official Committee of Unsecured Creditors tells the U.S.
Bankruptcy Court for the District of Wyoming that while there is an
agreement in principle and the Committee believes substantial
progress to a consensual plan or reorganization has been made, as
of the filing of the Disclosure Statement dated April 24, 2017, in
support of Chapter 11 Plan of Reorganization dated April 24, 2017,
there are still several issues regarding the Plan Documents for
which the parties are continuing to negotiate, but the Debtor,
Committee and Tort Claimants are working to resolve these issues.

As reported by the Troubled Company Reporter on May 1, 2017, the
Debtor filed with the Court a disclosure statement dated April 24,
2017, in support of the Debtor's Chapter 11 plan of reorganization
dated April 24, 2017.  Under the Plan, Class 8 - Other Unsecured
Claims -- estimated at $0 -- are impaired.  Each holder of an
Allowed Other Unsecured Claim will receive its pro rata share of
$10,000 in cash within 30 days after final adjudication of all
contested Other Unsecured Claims.  Estimated recovery is unknown.

The Committee says that there are several places in the Plan
Documents in which the Debtor recites the Plan Documents are
consensual, and the Committee and the Tort Claimants agree to the
Plan Documents.

The Committee and Tort Claimants reserve their rights to file any
necessary objections to the Plan Documents.

In addition, lead Committee counsel, Scott J. Goldstein, has
previously informed both Debtor's counsel and the Tort Claimants'
counsel that he will be out of the country on a previously
scheduled family trip from June 9, 2017, through June 30, 2017, and
respectfully requests that any hearings be scheduled before or
after that time.

A copy of the Committee's Comment is available at:

          http://bankrupt.com/misc/wyb16-20326-500.pdf

             About Powell Valley Health Care, Inc.

Powell Valley Health Care, Inc., provides healthcare services to
the greater-Powell, Wyoming community.  The Company filed for
Chapter 11 bankruptcy protection (Bankr. D. Wyo. Case No. 16-20326)
on May 16, 2016.  The petition was signed by Michael L. Long, CFO.
The case is assigned to Judge Cathleen D. Parker.  The Debtor
estimated assets and debts at $10 million to $50 million at the
time of the filing.

The Debtor is represented by Bradley T. Hunsicker, Esq., at Markus
Williams Young & Zimmermann LLC.  The Debtor has retained Hammond
Hanlon Camp, LLC as its financial advisor and investment banker.

The United States Trustee appointed Larry Heiser, Veronica
Sommerville, Michelle Oliver, and Joetta Johnson to serve on the
Official Committee of Unsecured Creditors.  The Creditors'
Committee tapped Spencer Fane LLP as counsel and EisnerAmper LLP as
its accountant.

No trustee or examiner has been appointed in the case.


PROJECTOOLS LLC: Unsecureds to Recover 30% in 60 Monthly Payments
-----------------------------------------------------------------
ProjecTools, LLC, and 4099 Highway 36 North, LLC, filed with the
U.S. Bankruptcy Court for the Southern District of Texas a
disclosure statement referring to the Debtors' plan of
reorganization.

Holders of allowed general unsecured claims will be paid 30% of
their claims in 60 monthly payments.  Their payments will be due
and payable beginning on the 15th day of the first month following
60 days after the effective date of the Plan.

Payments and distributions under the Plan will be funded by
ordinary business income and supplemented as necessary by Alwin G.
Morgan.  As to a default under the plan, any creditor remedies
allowed by 11 U.S.C. Section 1112(b)(4)(N) will be preserved to the
extent otherwise available at law.  In addition to any rights
specifically provided to a claimant treated pursuant to the Plan, a
failure by the Reorganized Debtors to make a payment to a creditor
pursuant to the terms of the Plan will be an event of default as to
payments if the payment is not cured within 30 days after service
of a written notice of default from such creditor, then the
creditor may exercise any and all rights and remedies under
applicable non-bankruptcy law to collect claims or seek relief as
may be appropriate in the Court.

The Disclosure Statement is available at:

         http://bankrupt.com/misc/txsb16-35553-80.pdf

              About ProjecTools and 4099 Highway

Projectools, LLC, and 4099 Highway 36 North, LLC are limited
liability companies.  PT Enterprises is the 100% owner of both.

ProjecTools, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Texas Case No. 16-35553) on Nov. 1, 2016.  The
petition was signed by Alwin G. Morgan, managing member.  

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

Margaret McClure, Esq., at the Law Office of Margaret M. McClure
serves as the Debtor's bankruptcy counsel.

4099 Highway also filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Texas Case No. 16-35555) on Nov. 1, 2016.


PSH PROPERTIES: Has Interim OK to Use Cash; Hearing on May 24
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
entered an order authorizing PSH Properties, LLC, to use cash
collateral on an interim basis.

A final hearing on the motion for authorization of cash collateral
use and provision for adequate protection will be conducted on May
24, 2017, at 1:30 p.m.  Objections to the motion for authorization
of cash collateral use and provision for adequate protection must
be filed by May 12, 2017.  

The Debtor will provide adequate protection to Platinum Bank, Aim
Bank and any other secured creditor for the use of cash collateral
on interim basis: (a) replacement liens for Platinum Bank, Aim Bank
and any other secured creditor on assets generated or acquired post
petition from their respective collateral; (b) restricting the use
of cash collateral to the actual and necessary expenses to preserve
the collateral; (c) segregating of and an accounting for the use of
cash collateral; (d) reserving funds to pay insurance and taxes on
the collateral; and (e) providing rent rolls to Platinum Bank, Aim
Bank and any other secured creditor.  

                  About PSH Properties

PSH Properties, LLC, is a small nonresidential building operator
located in Lubbock, Texas.  PSH sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N.D. Texas Case No. 17-50102) on
April 10, 2017.  The petition was signed by David Hodges, managing
member.   The case is assigned to Judge Robert L. Jones.  At the
time of the filing, the Debtor estimated its assets and liabilities
at $1 million to $10 million.


PUERTO RICO: Bond Default Called Over Fiscal Plan's Debt Cuts
-------------------------------------------------------------
Andrew Scurria, writing for The Wall Street Journal Pro Bankruptcy,
reported that Puerto Rico's entry into court protection is
exacerbating tensions between Wall Street firms holding sales-tax
bonds that the territory's federal overseers want impaired.

According to the report, Bank of New York Mellon Corp., the trustee
for $17 billion in sales-tax bonds known as Cofina s, notified
Puerto Rico in a letter that it believes events of default have
occurred.

The alleged defaults stem from the controversial fiscal plan that
Puerto Rico's oversight board adopted as its framework for
restructuring a $73 billion mountain of public debt, the report
related.  Governor Ricardo Rossello signed a local law to comply
with the fiscal plan that allows him under certain circumstances to
break the lockbox securing the sales tax revenues and move them
into Puerto Rico's grasp, the report further related.

"As a result of these limitations and restrictions on Cofina's
rights and ability to meet its obligations to bondholders, the
commonwealth's enactment of the fiscal plan compliance law
constitutes a default," BNY Mellon said in the letter, the report
added.

                     About Puerto Rico

Puerto Rico is a self-governing commonwealth in association with
the United States.  The chief of state is the President of the
United States of America.  The head of government is an elected
Governor.  There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats.  The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the
son
of former governor Pedro Rossello.

In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.

The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carri????n III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jos???? R. Gonz????lez, (vi) Ana. J. Matosantos, and
(vii) David A. Skeel Jr.

On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA").  The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578.  A copy of Puerto
Rico's
PROMESA petition is posted at
http://bankrupt.com/misc/17-01578-00001.pdf

The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.

Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP and Hermann D. Bauer, Esq.,
at
O'Neill & Borges LLC are onboard as attorneys.

Prime Clerk LLC is the claims and noticing agent.  Prime Clerk
maintains a case web site at
https://cases.primeclerk.com/puertorico

Jones Day is serving as counsel to certain ERS bondholders.

Paul Weiss is serving as counsel to the Ad Hoc Group of Puerto
Rico
General Obligation Bondholders.


PUERTO RICO: Judge Laura Taylor Swain to Preside Over Bankr. Case
-----------------------------------------------------------------
Bankruptcy Law360 reports that U.S. Chief Justice John Roberts
named U.S. District Judge Laura Taylor Swain to preside over Puerto
Rico's bankruptcy case.  Experts say Judge Swain's judicious
temperament and legal acumen make her suited for the task, Law360
relates.

                      About Puerto Rico

Puerto Rico is a self-governing commonwealth in association with
the United States.  The chief of state is the President of the
United States of America.  The head of government is an elected
Governor.  There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats.  The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the
son of former governor Pedro Rossello.

In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.

The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and
(vii) David A. Skeel Jr.

On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA").  The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578.  A copy of Puerto
Rico's PROMESA petition is posted at

         http://bankrupt.com/misc/17-01578-00001.pdf  

The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets as municipal investment
banker, and Ernst & Young, as financial advisor.

Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose LLP and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.

Prime Clerk LLC is the claims and noticing agent.  Prime Clerk
maintains a case web site at:

           https://cases.primeclerk.com/puertorico

Jones Day is serving as counsel to certain ERS bondholders.

Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.


QUALITY CONSERVATION: May 16 Meeting Set to Form Creditors' Panel
-----------------------------------------------------------------
Andy Vara, United States Trustee for Region 3, will hold an
organizational meeting on May 16, 2017, at 11:00 a.m. in the
bankruptcy case of Quality Conservation Services, Inc.

The meeting will be held at:

               United States Trustee's Office
               One Newark Center, 1085 Raymond Blvd.
               21st Floor, Room 2106
               Newark, NJ 07102

The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.

The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code.  A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.

To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.

Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization.  The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.

                  About Quality Conservation

Founded in 1997, Quality Conservation Services, Inc. --
www.qualityconservationservices.com -- is a mid-sized organization
in the special trade contractors industry located in Oak Ridge,
NJ.

The Company and its affiliate sought bankruptcy protection on May
2, 2017 (Bankr. D. N.J, Case No. 17-19063).  The petition was
signed by Samuel Galpin, chief executive officer.  Hon. Vincent F.
Papalia presides over the case.

The Debtors listed total estimated assets of $1 million to $10
million and total estimated liabilities of $1 million to $10
million.

Norris Mclaughlin & Marcus, PA serves as lead bankruptcy counsel to
the Debtors, and Morris S. Bauer, Esq. serves as local counsel.  


QUEST SOLUTION: Implements Tracking Solution for Used Car Retailer
------------------------------------------------------------------
Quest Solution, Inc., has worked with TrackX Holdings, Inc., to
roll-out Phase 1 of an RFID asset tracking and management solution
for a leading online used car retailer.  This integrated solution,
with an estimated value of $5 million, is responsible for tracking
and managing hundreds of thousands of vehicles throughout all of
the customer's U.S. locations.  The solution integrates predictive
analytics and workflow processing to efficiently manage their
automotive inventory.

Quest Solution's pivotal role in Phase 1 of a multi-phased project
supported TrackX's delivery of its Global Asset Management for
Enterprise (GAME) solution to this rapidly growing customer.  In
addition to providing business needs analysis, hardware selection,
staging, kitting, integration and training of both mobile and
stationary devices, Quest also engaged with TrackX to contribute
professional services and project management in support of an
aggressive implementation schedule.

The hardware needed for this tracking solution included Zebra
Technologies handhelds and printers, Cradlepoint routers, JLT
tablets, and Impinj RFID readers and antennas.  With a focus on the
design, deployment, and support of fully integrated mobile
solutions, Quest harnesses decades of experience to integrate these
solutions with auto-ID technologies like RFID, GPS, and sensors.

The partnership between TrackX and Quest has united decades of
knowledge and experience, allowing both companies to deliver
enterprise scalable and industry-leading asset tracking and
inventory management solutions.  TrackX's GAME platform provides
extensive analytics on vehicle processing, service quality, and
logistics efficiencies.  The end result of this tracking and
management solution is increased efficiency, accountability,
inventory accuracy and a higher-quality customer experience.

"The combination of TrackX's GAME platform and our professional
services and hardware offerings is already proving to be extremely
valuable for this customer," said Shai Lustgarten, CEO at Quest
Solution.  "We are very enthused about our partnership with TrackX
and, given our extensive customer base, we believe that this
implementation is representative of the value that many of Quest
customers can benefit from.  We look forward to continuing to
benefit similar businesses through our relationship with TrackX."

Tim Harvie, president and CEO of TrackX said, "Our customer's
commitment to expand upon the use of the TrackX solution across
both additional locations and business processes is a testament to
the combined efforts of Quest Solution and TrackX.  Quest not only
has the experience and expertise, but also the geographical
coverage to support the delivery of TrackX solutions nationwide. We
value Quest as a key partner to enable deployment of our GAME
platform, a key pillar in solutions for the Industrial Internet of
Things (IIoT) and enterprise digital transformation."

Contact the Company or give it a call at 800-242-7272.

                    About Quest Solution

Quest Solution, formerly known as Amerigo Energy, Inc., is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions.  The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services.  The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references.  Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.

Quest Solution incurred a net loss attributable to stockholders of
$14.21 million for the year ended Dec. 31, 2016, following a net
loss of $1.71 million for the year ended Dec. 31, 2015.  

As of Dec. 31, 2016, Quest Solution had $32.79 million in total
assets, $47.61 million in total liabilities and a $14.83 million
total stockholders' deficit.

RBSM, LLP, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016.
The auditors said the Company has a working capital deficiency and
significant subordinated debt resulting from acquisitions.  These
factors raise substantial doubt about the Company's ability to
continue as a going concern.


R.C.A. RUBBER: Intends to File Plan of Reorganization by August 16
------------------------------------------------------------------
The R.C.A. Rubber Company requests the U.S. Bankruptcy Court for
the Northern District of Ohio to extend its exclusive period to
file a Chapter 11 plan of reorganization for an additional 90 days,
up to and including August 16, 2017.

Absent the requested extension, the Debtor's initial exclusive
filing period will expire on May 18, 2017.

The Debtor claims that since the Petition Date, its attention has
primarily been directed to managing both the day-to-day operations
of the company and reporting aspects of the Chapter 11 Case.

The Debtor contends that it has worked diligently to craft and
negotiate a reorganization plan and has made substantial progress.
The Debtor adds that it has improved its efficiency and continues
to analyze its operations in order to find further ways to improve
its business operations.

The Debtor however said that it has a unionized labor workforce of
about 70 employees and has been engaged in negotiations for the
past few months on negotiating the terms of a currently expired
collective bargaining agreement.

While the Debtor has made substantial progress in the Chapter 11
Case and the effort of developing an effective plan of
reorganization, it is also exploring financing options to help
develop a plan to exit bankruptcy.

Accordingly, the Debtor requires additional time to complete
negotiations under a collective bargaining agreement, resolution
efforts with one of its largest creditors, PBGC, and other matters
that require additional time before a plan of reorganization can be
proposed.

                 About The R.C.A. Rubber Company

The R.C.A. Rubber Company filed a Chapter 11 bankruptcy petition
(Bankr. N.D. OH. Case No. 16-52757) on November 18, 2016.  The
petition was signed by Shane R. Price, vice president. The Debtor
operates a commercial rubber manufacturing company specializing in
commercial flooring primarily used in the transit/transportation
industry.

The Hon. Alan M. Koschik presides over the case. Michael A. Steel,
Esq. of Brennan, Manna & Diamond, LLC represents the Debtor as
counsel.  

The Debtor disclosed total assets of $2.17 million and total
liabilities of $1.57 million.


RAHMANIA PROPERTIES: Taps Braj Aggarwal as Accountant
-----------------------------------------------------
Rahmania Properties LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to hire an accountant.

The Debtor proposes to hire Braj Aggarwal, CPA, P.C. to prepare its
monthly operating reports and provide other accounting services in
connection with its Chapter 11 case.

The firm will charge an hourly fee of $275 for the services of
partners, $150 for managers, and $125 for staff accountants.

Braj Aggarwal, a certified public accountant, disclosed in a court
filing that the partners and associates of his firm are
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.

The firm can be reached through:

     Braj Aggarwal
     Braj Aggarwal, CPA, P.C.
     37-05 74th St. 3rd Floor
     Jackson Heights, NY, 11372
     Phone: (718) 426-4661
     Cell: (917) 834-3832
     Fax: (718) 233-2525

                  About Rahmania Properties LLC

Rahmania Properties LLC, owns and operates a mixed-use property
located at 40-32/34/36 74th Street, Queens, New York.  

The Debtor filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No.
15-43971) on August 28, 2015. The petition was signed by Mohammed
A. Rahman, president.  The Debtor disclosed $6.8 million in assets
and $3.3 million in liabilities.

Judge Elizabeth S. Stong presides over the case.  The Debtor is
represented by Arnold Mitchell Greene, Esq., at Robinson Brog
Leinwand Greene Genovese & Gluck P.C.


RANDY BALDERAS: Wiley Buying Personal Property for $70K
-------------------------------------------------------
Randy Benavides Balderas asks the U.S. Bankruptcy Court for the
Western District of Texas to authorize the sale of personal
property to Wiley Lease, Ltd., for $70,000.

The assets proposed to be sold is personal property described as
two trailers - 2012 Wade FB, VIN ...5117 and 2012 Wade FB, VIN
...5122 which are subject to a lien to Lytle State Bank.  The
Debtor believes the two trailers are worth between $25,000 to
$30,000, each.  Additionally, the Debtor is proposing to sell a
2005 Mack International Water Truck, VIN ...6529, with an estimated
market value in the amount of $10,000.  The water truck is free and
clear of liens of creditors.

The Debtor proposes to sell the personal property described to the
Buyer.  The terms of the sale to the Buyer are $10,000 down to
Lytle State Bank, and monthly payments of $5,000 per month to Lytle
State Bank, totaling $70,000.  The Buyer may end up paying Lytle
State Bank early.  Presently the Debtor owes Lytle State Bank
approximately $71,000.  The Debtor will have a small balance owing
to Lytle State Bank to pay after the Buyer completes its payments
to Lytle State Bank.

Lytle State Bank has agreed to the sale and payment terms set
forth.  The Debtor will remain liable on the debt to Lytle State
Bank until it has been paid in full.  The titles to the two
trailers and the water truck will be transferred to the Buyer upon
its completion of the required payments to Lytle State Bank.  

The proceeds from the sale will be paid directly to Lytle State
Bank in partial satisfaction of the Note.

The Debtor believes that the proposed sale of personal property
generates a reasonable value based upon the assets proposed to be
sold and their marketability.  Accordingly, the Debtor asks the
Court to approve the proposed sale of personal property to the
Buyer free and clear of all liens, claims and encumbrances.

Randy Benavides Balderas sought Chapter 11 protection (Bankr. W.D.
Tex. Case No. 16-52554) on Nov. 3, 2016.  The Debtor tapped
William R. Davis, Jr., Esq., at Langley & Banack, Inc., as counsel.


REDROCK WELL: Taps Rosen Fitzgerald as Accountant
-------------------------------------------------
RedRock Well Service, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Utah to hire Rosen Fitzgerald Baggaley
Meurer, CPAs, PLLC as its accountant.

The firm will assist the Debtor with the oversight and management
of financial and monthly reporting matters in connection with its
Chapter 11 case.

The firm will be compensated at its usual hourly rates and will be
reimbursed for allowable costs advanced on behalf of the Debtor.

Rosen Fitzgerald and its employees do not hold or represent any
interest adverse to the Debtor's bankruptcy estate, according to
court filings.

The firm can be reached through:

     Kent A. Fitzgerald
     Rosen Fitzgerald Baggaley
     Meurer, CPAs, PLLC
     5911 S Fashion Blvd., Suite 200
     Salt Lake City, UT 84107
     Phone: +1 801-288-1222

                   About RedRock Well Service

RedRock Well Service, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Utah Case No. 16-29891) on November 8,
2016.  The petition was signed by Randall G. Shelton, manager.  

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

The case is assigned to Judge Kevin R. Anderson.  Diaz & Larsen
serves as the Debtor's bankruptcy counsel.


RESHETAR REALTY: Disclosures OK'd; Plan Hearing on June 21
----------------------------------------------------------
The Hon. Jean K. FitzSimon of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania has approved Reshetar Realty,
Inc.'s disclosure statement referring to the Debtor's plan of
reorganization.

A hearing will be held on June 21, 2017, at 9:30 a. m., to consider
the confirmation of the Plan.

May 26, 2017, is the deadline for filing and serving written
objections to the confirmation of the Plan.  May 26 is also the
last date by which the ballots must be received by counsel to the
Debtor to be considered as acceptances or rejections of the Plan.

June 2, 2017, is the date by which the Debtor will file the Report
of plan voting.

As reported by the Troubled Company Reporter on March 23, 2017, the
Debtor filed with the Court 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 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.

                      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.


RESOLUTE ENERGY: Add-on Notes No Impact on Moody's Caa1 Debt Rating
-------------------------------------------------------------------
Moody's Investors Service said that Resolute Energy Corporation's
proposed $125 million 8.50% senior unsecured notes due 2020 (Add-on
notes) will not affect the company's credit ratings or stable
outlook. The Add-on notes are being offered as an addition to
Resolute's existing $400 million 8.50% senior unsecured notes due
2020 that Resolute issued in April 2012.

Assignments:

Issuer: Resolute Energy Corp.

-- Senior Unsecured Regular Bond/Debenture, Assigned Caa1 (LGD4)

RATINGS RATIONALE

The proposed $125 million 2020 Add-on notes and the existing $400
million 2020 Notes are rated Caa1, in accordance with Moody's Loss
Given Default Methodology, one notch below the B3 CFR, reflecting
their effective subordination to Resolute's senior secured
revolving credit facility (unrated).

The B3 Corporate Family Rating (CFR) reflects Resolute's limited
scale, its concentrated reserve base, and an aggressive,
growth-oriented capital spending program that will be partially
funded by borrowing from its revolving credit facility. Leverage is
expected to rise initially as a result of the Bronco acquisition,
but proceeds from the expected Aneth divestiture as well as
stronger cash flow in the latter part of the year should allow
Resolute to reduce leverage to pre-acquisition levels. The rating
benefits from the company's attractive position in the Southern
Delaware portion of the Permian Basin where the company continues
to deliver favorable drilling results relative to its
similarly-rated peers. Resolute's small footprint in the desirable
Delaware sub-basin will likely require it to remain acquisitive,
which represents a meaningful credit risk given the very high
prices acreage has sold for in recent transactions.

Resolute's SGL-3 Speculative Grade Liquidity Rating reflects
adequate liquidity through 2017. Cash from operations, including
expected earn-out payments from the company's August 2016 sale of
midstream assets and modest borrowings under the company's credit
facility, is expected to cover what is likely to be a more robust
2017 drilling program. Pro forma the Bronco closing, Moody's
expects Resolute to have about $125 million available under its
$225 million borrowing base. Under the terms of the revolver, the
company is subject to financial covenants, including secured debt
to EBITDA of no more than 4.0x and current ration greater than
1.0x. As part of the transaction, the covenant is being amended to
4.5x coverage for the second quarter 2017, reverting to 4x in the
third quarter. Resolute is expected to be able to maintain
compliance with its covenants, with coverage improving into 2018.
The revolver matures in 2021 and the notes mature in 2020.

The outlook is stable. An upgrade would be considered if production
is likely to be maintained above 30,000 boe/d while retained cash
flow (RCF) to debt appears sustainable above 30%. While
acquisitions are expected, rating improvement will depend on
capital discipline both in terms of price and funding. The rating
could be downgraded if retained cash flow to debt falls below 20%
or EBITDA to interest coverage appears likely to be sustained below
2.0 times.

Resolute Energy Corporation, is a publicly-traded oil and gas
exploration and production company headquartered in Denver,
Colorado. The company's operations are focused in Reeves County,
Texas within the Permian Basin and in the Aneth Field in the
Paradox Basin in southeastern Utah.

The principal methodology used in this rating was Global
Independent Exploration and Production Industry published in
December 2011.



RESOLUTE ENERGY: Fitch Assigns B- Long-Term IDR; Outlook Stable
---------------------------------------------------------------
Fitch Ratings has assigned Resolute Energy Corporation (NYSE:REN) a
first-time Long-Term Issuer Default Rating (IDR) of 'B-'. Fitch has
also assigned 'B+/RR2' ratings to the company's senior unsecured
notes.

Approximately $525 million of long-term debt is affected by  rating
action.

KEY RATING DRIVERS

SMALL BUT EVOLVING ASSET BASE
Resolute's ratings are based on the company's small but evolving
asset base, additional liquidity provided by the expected
divestment of Aneth Field, and an improving operating cost
structure. Fitch is estimating cash costs will decline by 29% from
$18.24/boe in 2017 to $12.9/boe in 2018 and approach the cost
profile of Permian based E&P operators. Fitch's forecast
incorporates 2017 production volumes of 23.8 mboe/day, at the low
end of management guidance of 24 to 28 mboe/day.

Close to 100% of Resolute's 2017 capital expenditure will be spent
on the Delaware Basin where the company has reported encouraging
well results, driven by enhanced completion designs including
tighter spacing and higher proppant loading per foot.

Fitch expects exponential volume growth from Resolute's small but
expanding Permian footprint. However, a production profile at under
50 mboe/day when combined with execution risks related to the
development program will likely cap the rating at the 'B-' level in
the near term. Longer term, as Resolute works through its current
drilling inventory and recently acquired acreage, the company is
likely to pursue incremental acquisition opportunities in order to
build scale. The rating is based on the expectation that future
acquisitions will be funded in a credit friendly manner.

EXPANSION IN THE PERMIAN

Resolute is transforming into a Permian Basin pure-play exploration
and production company, where it has reported strong results from
recent down-spacing tests and has added a second rig in the
Delaware Basin. Fitch expects Resolute will add a third rig in the
second half of 2017 to drill incremental wells in the recently
acquired 'Bronco' properties. Moreover, it is Fitch's view that a
fourth rig could be added in 2018 and that the forecasted drilling
pace represents 10 years of drilling inventory.

Resolute maintains operational control over its acreage and has
over 90% held by production, providing the company with flexibility
in the timing of capital deployment and drilling pace. Resolute's
additional acreage is largely contiguous and adjacent to existing
footprint. Fitch believes that acreage consolidation should benefit
the company since it can harness greater efficiencies in contiguous
or adjacent acreage due to technological advancements in drilling
and completions.

SALE OF THE ANETH FIELD

Fitch has assumed that the company will successfully divest the
Aneth Field by the end of 2017. Resolute issued a press release on
April 17, 2017 announcing that it has engaged Petrie Partners and
Barclays Capital to act as financial advisors in connection with
the Aneth Field divestiture. Fitch does not expect any disruption
to the divestiture process as currently outlined, which has
received the requisite pre-approval from the Navajo Nation given
its location on Navajo land. Proceeds from the Aneth sale will be
used to fund the drilling program in the Permian Basin or to reduce
debt. The credit impact of an unsuccessful divesture of the Aneth
acreage is not expected to erode the current credit trajectory for
Resolute under Fitch's base case. Resolute has additional avenues
to raise liquidity to fund the drilling program, including a
recently upsized revolving credit facility with a borrowing base
that increased to $225 million from $150 million. In essence, the
success of Resolute's Permian drilling program is not contingent
upon the Aneth sale. The company is open to a balanced funding mix
that will include common equity and some debt. Resolute has a track
record of a willingness and ability to fund operations in a credit
friendly manner, and Fitch expects the company to maintain this
philosophy.

HEDGING POLICY

Resolute has a track record of hedging its production to buffer the
impact of volatile oil and gas prices to support economic returns,
and protect future cash flows. Management typically hedges 67%-75%
of production looking forward 12 to 18 months. According to
management, 60% of current oil production is hedged at a floor of
approximately $50 per barrel. The company has in place gas hedges
covering approximately 19.2 million MMBtu, using swaps at an
average price of $3.31 per MMBtu and collars with a floor of $2.63
and a cap at $3.40 per MMBtu. Management is expected to
opportunistically layer in additional hedges in the near to medium
term, especially as Resolute is unhedged in 2018 and beyond, which
Fitch believes exposes the company to material credit risks in a
sustained price correction.

FORECASTED METRICS

Resolute continues to improve overall credit metrics and strengthen
its balance sheet. Debt/EBITDA peaked at 5.2x in 2014 and declined
to 3.7x as of Dec. 31, 2016. Debt/flowing barrel also peaked at
$61,682 in 2014 and has declined to $38,021 in 2016. Fitch expects
these metrics to further improve under the base case due to
projected production growth, lower operating costs, and solid
liquidity, in a rising oil price environment. Under Fitch's base
case, debt/EBITDA is forecasted to decline to under 1.0x in
year-end (YE) 2019. Debt/flowing barrel for YE 2016 was $38,201 and
forecasted to decline to $11,101 for YE 2019. Resolute is committed
to maintaining a strong balance sheet, and has issued common equity
and preferred equity to fund acquisitions or pay down debt in the
last few quarters. Management has prioritized financial flexibility
as an operational goal and expects to target debt/EBITDA under
2.5x.

KEY ASSUMPTIONS

-- Base case WTI oil price that trends up from $50/barrel in 2017,
$52.50/barrel in 2018, $57.50/barrel in 2019 and a long-term price
of $62.50/barrel;

-- Base case Henry Hub gas that trends up from $2.75/mcf in 2017
to $3/mcf in both 2018 and 2019, and a long-term price of
$3.25/mcf;

-- Capex of $275 million in 2017, and $350 million in 2018 in line
with recent management guidance, and increasing in out years
reflecting operational momentum in production growth;

-- 2017 divestiture of Aneth Field;

-- Improvement in overall cost profile between 2017 and 2018 to
reflect impact of divestiture of higher cost Aneth Field acreage;

-- 2017 Production of 23.8 mboe/day and 2018 production of 38.9
mboe/day;

-- No incremental equity issuance, acquisitions or divestitures
outside of announced and planned transactions.

RATING SENSITIVITIES

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

-- Production profile that approaches 50 mboe/day.

-- Successful execution of current strategy within stated goals
including gaining operational momentum with an optimal funding
mix.

-- Expansion of current inventory in a credit conscious manner.

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

-- Additional acquisitions that results in a deviation from stated
financial policy.

-- Adoption of less conservative financing mix policy, or
inability to adhere to its' hedging policy leading to increased
vulnerability to lower oil and gas prices.

-- Significant reduction in total liquidity due to a lower
borrowing base re-determination triggered by a weaker oil and gas
price environment.

-- Interest coverage approaching 1.5x.

ADEQUATE LIQUIDITY POSITION

Resolute's primary sources of liquidity are cash on the balance
sheet, cash from operations, and the revolving credit facility.
Cash on the balance sheet as of March 31, 2017 was $1 million
reflecting recent pay-downs of the 2nd lien term loan and
outstanding amounts under the revolver. The company also has
restricted cash of $23.1 million located on the consolidated
balance sheet under non-current assets, which is contractually
restricted for the purpose of settling Asset Retirement Obligations
tied to Aneth Field.

Other sources of liquidity include the $225 million revolving
credit facility, which was recently re-determined to $225 million
from $150 million, representing a 50% increase. The next borrowing
base redetermination is scheduled for Fall 2017, and will include
the impact of the Aneth sale should the divestment have closed by
that time. Fitch does not expect a negative impact to the overall
liquidity profile post the Aneth sale, although the borrowing base
amount is likely to be amended.

Total liquidity as of March 31, 2017 for Resolute was $207 million,
representing $1 million of cash on the balance sheet and $206
million available under the revolving credit facility.

Resolute does not have any near term maturities. The revolving
credit facility matures in February 2021, and the 8.5% senior
unsecured notes mature in 2020.

Fitch is forecasting 2017 as a transformational year where Resolute
will generate negative free cash flow (FCF). However, under Fitch
current assumptions, the company will trend towards positive to
neutral FCF in the forecast period supported by production growth.

FULL LIST OF RATING ACTIONS

Fitch has assigned the following ratings:

Resolute Energy Corporation

-- Long-Term Issuer Default Rating 'B-';
-- Revolving credit facility 'BB-/RR1';
-- Senior unsecured notes 'B+/RR2'.

The Rating Outlook is Stable.


RESOLUTE ENERGY: Posts $76,000 Net Income for First Quarter
-----------------------------------------------------------
Resolute Energy Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
available to common shareholders of $76,000 on $65.22 million of
total revenue for the three months ended March 31, 2017, compared
to a net loss available to common shareholders of $85.31 million on
$19 million of total revenue for the same period in 2016.

As of March 31, 2017, Resolute Energy had $489.6 million in total
assets, $565.5 million in total liabilities, and a total
stockholders' deficit of $75.93 million.

Net cash provided by operating activities was $39.3 million for the
first three months of 2017 as compared to $16.5 million for the
2016 period.  The increase in net cash provided by operating
activities in 2017 as compared to 2016 was primarily due to
increased revenue resulting from higher production volumes.

Net cash used in investing activities was $44.9 million in 2017
compared to $22.9 million in 2016.  The primary investing activity
in 2017 was cash used for capital expenditures of $42.3 million.
Capital expenditures in 2017 consisted primarily of $39.8 million
in drilling activities and infrastructure projects in the Permian
Basin, $1.5 million in facility projects in Aneth Field and $1.0
million in CO2 acquisition for Aneth Field.  Capital divestitures
in 2017 included $14.2 million of net proceeds primarily from the
sale of the New Mexico Properties.  The primary investing activity
in 2016 was cash used for capital expenditures of $23.0 million.
Capital expenditures in 2016 consisted primarily of $18.1 million
in drilling activities and infrastructure projects in the Permian
Basin, $3.3 million in compression and facility projects in Aneth
Field and $1.6 million in CO2 acquisition.

Net cash used in financing activities $126.5 million in 2017
compared to $0.1 million used in financing activities in 2016.  The
primary financing activity in 2017 was the repayment of $128.3
million of principal on the Secured Term Loan, partially offset by
$9.0 million in net borrowings under the Revolving Credit
Facility.

"If cash flow from operating activities does not meet expectations,
we may reduce our expected level of capital expenditures and/or
fund a portion of our capital expenditures using borrowings under
our Revolving Credit Facility (if available), issuances of other
debt or equity securities or from other sources, such as asset
sales.  There can be no assurance that needed capital will be
available on acceptable terms or at all.  Our ability to raise
funds through the incurrence of additional indebtedness could be
limited by the covenants in our Revolving Credit Facility or Senior
Notes.  If we are unable to obtain funds when needed or on
acceptable terms, we may not be able to satisfy our obligations
under our existing indebtedness, finance the capital expenditures
necessary to maintain production or proved reserves or complete
acquisitions that may be favorable to us."

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

                   https://is.gd/gRCT6b

              About Resolute Energy Corporation

Resolute Energy Corp. -- http://www.resoluteenergy.com/-- is an
independent oil and gas company focused on the acquisition,
exploration, exploitation and development of oil and gas
properties, with a particular emphasis on liquids focused,
long-lived onshore U.S. opportunities.  Resolute's properties are
located in the Paradox Basin in Utah and the Permian Basin in Texas
and New Mexico.

Resolute reported a net loss of $161.72 million in 2016 following a
net loss of $742.27 million in 2015.

                        *    *    *

As reported by the TCR on Feb. 27, 2017, Moody's Investors Service
upgraded Resolute Energy Corporation's Corporate Family Rating
(CFR) to 'B3' from 'Caa2', the Probability of Default Rating to
'B3-PD'
from 'Caa2-PD' and its senior unsecured notes rating to 'Caa1'
from
'Caa3'.  The Speculative Grade Liquidity rating was affirmed at
SGL-3.  The rating outlook was changed to stable.

"The upgrade to B3 reflects Resolute's improved capital structure,
continued strong drilling results and improved production and
drilling economics, which provide good visibility to continued
growth in a mid $40s oil price environment without increasing debt
leverage," noted John Thieroff, Moody's VP-Senior Analyst.  "We
expect moderation in the company's reserve- and production-based
debt metrics from significant production growth at very competitive
drillbit costs."


REX ENERGY: Signs $300 Million Term Loan Agreement with AGES
------------------------------------------------------------
Rex Energy Corporation, on April 28, 2017, entered into a term loan
credit agreement with Angelo, Gordon Energy Servicer, LLC, as
administrative agent, as collateral agent, Macquarie Bank Limited,
as issuing bank and the lenders from time to time party thereto.
Co-lenders on the Effective Date included: funds advised by AB
Private Credit Investors LLC, including AB Energy Opportunity Fund
L.P.; Canyon Partners, LLC; an affiliate of MSD Partners, L.P.; and
TSSP.  The Credit Agreement amended and restated the Company's
existing amended and restated senior secured revolving credit
agreement.

The Credit Agreement provides for (x) a $143,500,000 secured term
loan facility and (y) a $156,500,000 secured delayed draw term loan
facility, which includes a letter of credit subfacility.  The
proceeds of the Loans under the Credit Agreement will be used for
refinancing of loans under the Existing Credit Agreement, payment
of fees and expenses related thereto, cash collateralizing letters
of credit under the Letter of Credit Subfacility and general
corporate purposes.  The maximum commitments of the lenders under
the Credit Agreement are currently limited to $300,000,000. Amounts
borrowed and repaid may not be reborrowed.  The maturity date for
the loans under the Term Facility and the loans drawn under the
Delayed Draw Term Facility is the earlier of (a) April 28, 2021,
and (b) the date that is six months prior to the maturity of the
Company's 1.00/8.00% Senior Secured Second Lien Notes due 2020
outstanding on the Effective Date unless less than $25,000,000
Second Lien Notes are then outstanding and no Event of Default
exists on that date.  The commitments under the Delayed Draw Term
Facility expire if not drawn prior to the earlier of (a) April 28,
2018, and (b) the date upon which the Borrower terminates such
commitments.

Borrowings under the Credit Agreement bear interest at a rate per
annum equal to the "Adjusted LIBO Rate" (subject to a 1.00% floor)
plus an 8.75% per annum margin.  The "Adjusted LIBO Rate" is equal
to the product of: (i) three month LIBOR multiplied by (ii) the
statutory reserve rate.  Upon the occurrence and continuance of an
Event of Default all outstanding loans shall bear interest at a
rate equal to 4.00% per annum plus the then-effective rate of
interest.  Interest is payable on the last Business Day of each
March, June, September and December.

The Credit Agreement requires the Company to prepay the loans with
100% of the net cash proceeds received from certain asset sales,
swap terminations, incurrences of borrowed money indebtedness,
casualty events and equity issuances, subject to certain exceptions
and specified reinvestment rights.  Prepayments based on 75% of
excess cash flow are required until no more than $287,950,000 in
Second Lien Notes remain outstanding, at which time, prepayments
based on 50% of excess cash flow will be required.  Prepayments
(including mandatory prepayments), terminations, refinancing,
reductions and accelerations under the Credit Agreement are subject
to (x) a yield maintenance amount equal to the interest which would
have accrued on such prepaid, terminated, refinanced, reduced or
accelerated amount during the period beginning on the date of such
prepayment, termination, refinancing, reduction or acceleration and
ending on the date that is 30 months after the Effective Date and
(y) a call protection amount (a) during the period commencing on
the Effective Date and ending on the date that is 30 months
thereafter, in an amount equal to 3.0% of such prepaid, terminated,
refinanced, reduced or accelerated amount and (b) during the period
commencing on the date that is 30 months and 1 day after the
Effective Date and ending on the date that is 36 months after the
Effective Date, an amount equal to 1.0% of such prepaid,
terminated, refinanced, reduced or accelerated amount.

The Credit Agreement contains covenants that restrict the ability
of the Company and its subsidiaries to, among other things,
materially change the nature of its business, make dividends, enter
into transactions with affiliates, create or acquire additional
subsidiaries, incur indebtedness, sell assets, make loans to
others, make investments, enter into mergers, incur liens, and
enter into agreements regarding swap and other derivative
transactions.

The Credit Agreement also requires the Company to comply with the
following financial covenants: (1) as of the last day of any fiscal
quarter ending on or after Dec. 31, 2017, the PDP Coverage Ratio
(as defined in the Credit Agreement) will not be less than 1.65 to
1.00; (2) as of the last day of any fiscal quarter ending on or
after March 31, 2017, the ratio of Net Senior Secured Debt (as
defined in the Credit Agreement) as of such date to

EBITDAX (as defined in the Credit Agreement) for the period of four
fiscal quarters then ending on such day will not be greater than
3.25 to 1.00 (provided that EBITDAX for the four fiscal quarters
ending on (i) March 31, 2017, will be EBITDAX for the fiscal
quarter then ending multiplied by four and (ii) June 30, 2017, will
be EBITDAX for the two fiscal quarters then ending multiplied by
two); and (3) as of the last day of any fiscal quarter ending on or
after Sept. 30, 2017, the ratio EBITDAX for the four fiscal
quarters then ending to cash interest expense will not be less than
(i) 1.00 to 1.00 for any fiscal quarter ending on or before Dec.
31, 2017, and (ii) 1.30 to 1.00 for each fiscal quarter
thereafter.

The obligations of the Company under the Credit Agreement may be
accelerated upon the occurrence of an Event of Default (as such
term is defined in the Credit Agreement).  Events of Default
include customary events for a financing agreement of this type,
including, without limitation, payment defaults, the inaccuracy of
representations and warranties, defaults in the performance of
affirmative or negative covenants, defaults on other indebtedness
of the Company or its subsidiaries, bankruptcy or related defaults,
defaults related to judgments and the occurrence of a Change of
Control (as such term is defined in the Credit Agreement).

Obligations under the Credit Agreement are secured by mortgages on
oil and gas properties of the Company and its subsidiaries.  In
connection with the Credit Agreement, the Company and the Company's
wholly owned subsidiaries, Rex Energy I, LLC, Rex Energy Operating
Corp., PennTex Resources Illinois, Inc., Rex Energy IV, LLC, and
R.E. Gas Development, LLC, entered into an amended and restated
guaranty and collateral agreement, dated as of April 28, 2017, in
favor of the Collateral Agent for the lenders from time to time
party to the Credit Agreement, the secured swap parties and the
issuing bank.  Pursuant to the Guaranty and Collateral Agreement,
each of the Guarantors, jointly and severally, guaranteed the
prompt and complete payment of the Company's obligations under the
Credit Agreement.  In addition, each Grantor granted, as security
for the prompt and complete payment and performance when due of
such Grantor's obligations, a security interest in substantially
all of its assets, including equity interests in other Guarantors,
as applicable.

                      About Rex Energy

Headquartered in State College, Pennsylvania, Rex Energy is an
independent oil and gas exploration and production company with its
core operations in the Appalachian Basin.  The Company's strategy
is to pursue its higher potential exploration drilling prospects
while acquiring oil and natural gas properties complementary to its
portfolio.

Rex Energy reported a net loss of $176.7 million on $139.0 million
of total operating revenue for the year ended Dec. 31, 2016,
compared to a net loss of $361.0 million on $138.7 million of total
operating revenue for the year ended Dec. 31, 2015.  As of Dec. 31,
2016, Rex Energy had $893.9 million in total assets, $883.7 million
in total liabilities and $10.22 million in total
stockholders' equity.

                       *     *     *

As reported by the TCR on April 6, 2016, Standard & Poor's Ratings
Services said that it lowered its corporate credit rating on Rex
Energy Corp. to 'SD' from 'CC'.  "The downgrade follows Rex's
announcement that it has closed an exchange offer to existing
holders of its 8.875% and 6.25% senior unsecured notes for a new
issue of 8% senior secured second-lien notes due 2020 (not rated)
and shares of common equity," said Standard & Poor's credit analyst
Aaron McLean.


RICHY INC: Hires Alla Kachan as Counsel
---------------------------------------
Richy Inc., seeks authority from the U.S. Bankruptcy Court for the
Eastern District of New York to employ the Law Offices of Alla
Kachan, P.C., as counsel to the Debtor.

Richy Inc. requires Alla Kachan to:

   a. assist the Debtor in administering the bankruptcy case;

   b. make such motions or take such action as may be appropriate
      or necessary under the Bankruptcy Code;

   c. represent the Debtor in prosecuting adversary proceedings
      to collect assets of the estate and such other actions as
      the Debtor deem appropriate;

   d. take such steps as may be necessary for the Debtor to
      marshal and protect the estate's assets;

   e. negotiate with the Debtor's creditors in formulating a plan
      of reorganization for the Debtor in the bankruptcy case;

   f. draft and prosecute the confirmation of the Debtor's plan
      of reorganization in the bankruptcy case; and

   g. render such additional services as the Debtor may require
      in the bankruptcy case.

Alla Kachan will be paid at these hourly rates:

     Attorney                 $300
     Paralegal                $150

Alla Kachan will be paid a retainer in the amount of $15,000. Alla
Kachan has drawn down for pre-filing date services $5,500 and
$9,500 was left on the petition date.

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

Alla Kachan, member of the Law Offices of Alla Kachan, P.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Alla Kachan can be reached at:

     Alla Kachan, Esq.
     LAW OFFICES OF ALLA KACHAN, P.C.
     3099 Coney Island Avenue
     Brooklyn, NY 11235
     Tel: (718) 513-3145

                   About Richy Inc.

Richy Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y.
Case No. 16-45421) on December 1, 2016, disclosing under $1 million
in both assets and liabilities. The Debtor is represented by Alla
Kachan, Esq., at the Law Offices of Alla Kachan, P.C.  The Debtor
hired Wisdom Professional Services Inc., as accountant.


RICHY INC: Hires Wisdom Professional as Accountant
--------------------------------------------------
Richy Inc., seeks authority from the U.S. Bankruptcy Court for the
Eastern District of New York to employ Wisdom Professional Services
Inc., as accountant to the Debtor.

Richy Inc. requires Wisdom Professional to:

   a. gather and verify all pertinent information required to
      compile and prepare monthly operating reports; and

   b. prepare monthly operating reports for the Debtor in the
      bankruptcy case.

Wisdom Professional will be paid at the hourly rate of $300.

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

Michael Shtarkman, member of Wisdom Professional Services Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Wisdom Professional can be reached at:

     Michael Shtarkman
     WISDOM PROFESSIONAL SERVICES INC.
     2546 East 17th Street, 2nd Floor
     Brooklyn, NY 11235
     Tel: (718) 554-6672

                   About Richy Inc.

Richy Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y.
Case No. 16-45421) on December 1, 2016, disclosing under $1 million
in both assets and liabilities. The Debtor is represented by Alla
Kachan, Esq., at the Law Offices of Alla Kachan, P.C. The Debtor
hired Wisdom Professional Services Inc., as accountant.


RL ENTERPRISES: Hires Pettifer & Associates as Appraiser
--------------------------------------------------------
RL Enterprises seeks authority from the U.S. Bankruptcy Court for
the District of Nevada to employ Pettifer & Associates, Inc., as
appraiser to the Debtor.

RL Enterprises requires Pettifer & Associates to prepare an opinion
of value and appraise nine real properties owned by the Debtor to
include:

     a. 770 Paularino Ave., Costa Mesa, CA 92626
     b. 700 Paularino Ave., Costa Mesa, CA 92626
     c. 778 Paularino Ave., Costa Mesa, CA 92626
     d. 3067 Yellowstone Dr., Costa Mesa, CA 92626
     e. 12582 Josephine St., Garden Grove, CA 92841
     f. 215 Warren Ave., Bakersfield, CA 93308
     g. 2630 E. Omaha Ave., Fresno, CA 93720
     h. 1111 Forest Trail #1404, Mammoth Lakes, CA 93546
     i. 205 Princeton Pl., Lompoc, CA 93436

Pettifer & Associates will be paid $5,910 for the appraisal of the
nine properties.

Pettifer & Associates will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Scott Pettifer, founder of Pettifer & Associates, Inc., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Pettifer & Associates can be reached at:

     Scott Pettifer
     PETTIFER & ASSOCIATES, INC.
     2323 N. Tustin Ave.
     Santa Ana, CA 92705
     Tel: (714) 538-1242

                   About RL Enterprises

RL Enterprises, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
D. Nev. Case No. 17-10271) on Jan. 23, 2017. Roman Libonao,
president, signed the petition. The Hon. Mike K. Nakagawa presides
over the case. The Debtor is represented by Seth D. Ballstaedt,
Esq., at Ballstaedt Law Firm. In its petition, the Debtor estimated
$1 million to $10 million in both assets and liabilities.



ROCK HOLDINGS: Hires C. Conde & Assoc. as Special Counsel
---------------------------------------------------------
The Rock Holdings and Development Corporation seeks authority from
the U.S. Bankruptcy Court for the District of Puerto Rico to employ
the Law Firm of C. Conde & Assoc., as special counsel to the
Debtor.

Rock Holdings requires C. Conde & Assoc. to represent in the
adversary proceeding against Triangle Cayman Asset Company,
including to:

   a. determine secured status and disallowance of claims under
      11 U.S.C. Sections 502 and 506;

   b. determine lack of standing to make a claim under 19 LPRA
      Section 701(b)(2)(3);

   c. determine lack of property interest and lack of chain of
      title under Puerto Rico Code of Commerce, Art. 543; and

   d. determine standing to do business in Puerto Rico under 7
      LPRA Section 3081, and under the Bankruptcy Court.

C. Conde & Assoc. will be paid at these hourly rates:

     Carmen D. Conde Torres                $300
     Associates                            $275
     Junior Attorney                       $250
     Law Clerk                             $150

C. Conde & Assoc.will also be reimbursed for reasonable
out-of-pocket expenses incurred.

Carmen D. Conde Torres, principal of the Law Firm of C. Conde &
Assoc., assured the Court that the firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code
and does not represent any interest adverse to the Debtor and its
estates.

C. Conde & Assoc. can be reached at:

     Carmen D. Conde Torres, Esq.
     LAW FIRM OF C. CONDE & ASSOC.
     254 San Jose Street, 5th Floor
     Old San Juan, PR 00901
     Tel: (787) 729-2900
     Fax: (787) 729-2203
     E-mail: condecarmen@condelaw.com

               About The Rock Holdings and
                 Development Corporation

The Rock Holdings and Development Corporation, based in Guaynabo,
Puerto Rico, filed a Chapter 11 petition (Bankr. D.P.R. Case No.
14-10086) on December 8, 2014. Mary Ann Gandia, Esq., at
Gandia-Fabian Law Office, serves as bankruptcy counsel.

In its petition, the Debtor estimated $500,000 to $1 million in
assets and $1 million to $10 million in liabilities. The petition
was signed by Antonio Pavia Bibiloni, president and
sub secretary.


RPM HARBOR: Taps Haberbush & Associates as Legal Counsel
--------------------------------------------------------
RPM Harbor Services, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire legal counsel
in connection with its Chapter 11 case.

The Debtor proposes to hire Haberbush & Associates, LLP to, among
other things, give legal advice regarding the liquidation of its
properties, assist in the preparation of a plan of reorganization,
and represent in legal actions related to the use and disposition
of its properties.

The hourly rates charged by the firm are:

     David Haberbush         $400
     Louis Altman            $375
     Vanessa Haberbush       $200
     Lane Bogard             $175
     Gaurav Datta            $175
     Alexander Haberbush      $90

The firm received a pre-bankruptcy retainer fee of $72,915.50.

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

The firm can be reached through:

     David R. Haberbush, Esq.
     Vanessa M. Haberbush, Esq.
     Lane K. Bogard, Esq.
     Haberbush & Associates, LLP
     444 West Ocean Boulevard, Suite 1400
     Long Beach, CA 90802
     Phone: (562) 435-3456
     Fax: (562) 435-6335
     Email: dhaberbush@lbinsolvency.com

                 About RPM Harbor Services Inc.

Based in Long Beach, California, RPM Harbor Services Inc. provides
container delivery to import and export customers in California.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-14484) on April 12, 2017.  The
petition was signed by Shawn Duke, president.  

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

The case is assigned to Judge Julia W. Brand.


RPM HARBOR: U.S. Trustee Forms 5-Member Committee
-------------------------------------------------
The Office of the U.S. Trustee on May 8 appointed five creditors to
serve on the official committee of unsecured creditors in the
Chapter 11 case of RPM Harbor Services, Inc.

The committee members are:

     (1) Anthony Calero Padilla
         1254 W. 41st St.
         Los Angeles, CA 90037
         Phone: (323) 649-4487
         Email: AnthonyPadilla85@icloud.com

     (2) Hector A. Alvarez
         13675 Boulder Lane
         Victorville, CA 92392
         Phone: (760) 662-1307
         Email: alvarez8407@gmail.com

     (3) Jesus M. Salas
         8011 Walnut Dr.
         Los Angeles, CA 90001
         Phone: (323) 552-2914
         Email: salasjm85@gmail.com

     (4) Jose Luis Flores Robles
         11727 Vista Verde St.
         Victorville, CA 92392
         Phone: (760) 269-5799
         Email: jos70rlb@gmail.com

     (5) Martiniano Andrade
         1482 W. 155th St.
         Compton, CA 90220
         Phone: (310) 722-7887
         Email: moreandrade18@hotmail.com

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

RPM is represented by:

     Vanessa M. Haberbush, Esq.
     Haberbush & Associates LLP
     444 W Ocean Blvd Ste 1400
     Long Beach, CA 90802
     Tel: 562-435-3456
     Fax: 562-435-6335
     Email: vhaberbush@lbinsolvency.com

                   About RPM Harbor Services

RPM Harbor Services, Inc. provides container delivery to import and
export customers in California.  Its primary assets are located at
2338 West Gaylord St. Long Beach, California.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-14484) on April 12, 2017.  The
petition was signed by Shawn Duke, president.  At the time of the
filing, the Debtor estimated its assets and debts at $1 million to
$10 million.

The case is assigned to Judge Julia W. Brand.


RUPARI HOLDING: Committee Says Cash Use Issues Still Unresolved
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Rupari Holding
Corp., et al., filed with the U.S. Bankruptcy Court for the
District of Delaware a limited objection to the Debtors' use of
cash collateral.

The Committee, the Debtors and the prepetition secured parties have
worked constructively and have been able to consensually resolve
the vast majority of the Committee's concerns with the relief
sought in the cash collateral motion and the interim court order.
"However, a handful of open issues remain unresolved which
necessitate the filing of this Objection," the Committee says.

The Committee intends to continue working with the Debtors and the
Prepetition Secured Parties to resolve the outstanding issues prior
to the final hearing on the Cash Collateral Motion.

The Committee is generally supportive of the Debtors' fair and
reasonable use of cash collateral postpetition, which the Committee
understands is necessary to sustain the Debtors' operations and
sale process in these Chapter 11 cases.  "The Cash Collateral
Motion and the proposed budget, however, through severe funding
limitations, unduly restrict the Committee's exercise of its
statutory and fiduciary duties, while also providing waivers of
estate rights under the Bankruptcy Code that are prejudicial to
general unsecured creditors.  Such terms are objectionable and must
be addressed in any final order approving the Cash Collateral
Motion," the Committee says.

The Committee complains, among others, that the Cash Collateral
Motion does not provide adequate funding to the Committee, thereby
limiting its ability to perform its statutory and fiduciary duties.
Any budget approved in connection with a Final Order must provide
for sufficient funding of Committee professionals.  The Committee
says, "The Budget should be revised to provide a realistic level of
funding for the services that all Committee professionals must
perform, at an expedited pace, during the early months of these
Chapter 11 cases.  The Debtors' and the Prepetition Secured
Parties' desire to limit the Committee's role in the Chapter 11
cases entirely tilt the administration of the Chapter 11 cases in
their favor to the detriment of unsecured creditors.  This is not
appropriate and courts, including in this District, have frowned
upon attempts to limit the Committee's role in a case."

A copy of the Objection is available at:

          http://bankrupt.com/misc/deb17-10793-125.pdf

The Committee is represented by:

     Christopher M. Samis, Esq.
     L. Katherine Good, Esq.
     Aaron H. Stulman, Esq.
     WHITEFORD, TAYLOR & PRESTON LLC
     The Renaissance Centre
     405 North King Street, Suite 500
     Wilmington, Delaware 19801
     Tel: (302) 353-4144
     Fax: (302) 661-7950
     E-mail: csamis@wtplaw.com
             kgood@wtplaw.com
             astulman@wtplaw.com

          -- and ???

     Bruce S. Nathan, Esq.
     Jeffrey Cohen, Esq.
     Wojciech F. Jung, Esq.
     LOWENSTEIN SANDLER LLP
     1251 Avenue of the Americas
     New York, New York 10020
     Tel: (212) 262-6700
     Fax: (212) 262-7402
     E-mail: bnathan@lowenstein.com
             jcohen@lowenstein.com
             wjung@lowenstein.com

                   About Rupari Holding Corp.

Established in 1978, Rupari -- http://www.rupari.com/-- is a   
culinary supplier of sauced and unsauced ribs, barbeque pork, and
BBQ chicken.  Since 1978, Rupari Foods has  been producing and
distributing the finest, restaurant-quality, pre-cooked, sauced,
bone-in proteins, and related barbeque products.  The Company
offers a full line of meats under the Rupari brand name, as well as
a variety of products under the retail names of Tony Roma's and
Butcher's Prime.  The Company's products are available at large and
mid-sized retailers throughout the United States and Canada.

Rupari Holding Corp. and its affiliate Rupari Food Services, Inc.
filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 17-10793)
on April 10, 2017.  The petitions were signed by Jack Kelly, CEO.

At the time of filing, the Debtors estimated $50 million to $100
million in assets and $100 million to $500 million in liabilities.

The cases are assigned to Judge Kevin J. Carey.  

The Debtors hired DLA Piper LLP (US) as bankruptcy counsel.  The
Debtors also tapped Kinetic Advisors LLC as financial advisor, and
Donlin, Recano & Co., Inc., as claims and noticing agent.

On April 20, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.


RUPARI HOLDING: Panel Hires Whiteford Taylor as Delaware Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Rupari Holding
Corp., et al., seeks authorization from the U.S. Bankruptcy Court
for the District of Delaware to retain Whiteford Taylor & Preston
LLC, as Delaware counsel to the Committee.

The Committee requires Whiteford to:

   a. provide legal advice regarding local rules, practices, and
      procedures and provide substantive and independent legal
      advice on how to accomplish Committee goals, bearing in
      mind that the Delaware Bankruptcy Court relies on Delaware
      counsel such as Whiteford to be involved in all aspects of
      each bankruptcy proceeding;

   b. draft, review, and comment on drafts of documents to ensure
      compliance with local rules, practices, and procedures;

   c. draft, file, and service of documents as requested by
      Lowenstein Sandler LLP;

   d. prepare certificates of no objection, certifications of
      counsel, and notices of fee applications;

   e. print documents and pleadings for hearings, preparing
      binders of documents and pleadings for hearings;

   f. appear in Court and at any meetings of creditors on behalf
      of the Committee in its capacity as Delaware Counsel with
      Lowenstein;

   g. monitor the docket for filings and coordinating with
      Lowenstein on pending matters that may need responses;

   h. participate in calls with the Committee; and

   i. provide additional support to Lowenstein, as requested.

Whiteford will be paid at these hourly rates:

     Christopher M. Samis, Partner           $550
     L. Katherine Good, Counsel              $525
     Aaron H. Stulman, Associate             $375
     Christopher Lano, Paralegal             $255

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

In accordance with Appendix B-Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed under 11
U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, the
following is provided in response to the request for additional
information:

   Question:  Did you agree to any variations from, or
              alternatives to, your standard or customary billing
              arrangements for this engagement?

   Response:  No.

   Question:  Do any of the professionals included in this
              engagement vary their rate based on the geographic
              location of the bankruptcy case?

   Response:  No.

   Question:  If you represented the client in the 12 months
              prepetition, disclose your billing rates and
              material financial terms for the prepetition
              engagement, including any adjustments during the 12
              months prepetition. If your billing rates and
              material financial terms have changed postpetition,
              explain the difference and the reasons for the
              difference.

   Response:  Whiteford did not represent the Committee in the 12
              months prepetition. Whiteford has in the past
              represented, currently represents, and may
              represent in the future certain Committee members
              and their affiliates in their capacities as members
              of official committees in other chapter 11 cases or
              individually in matters wholly unrelated to the
              chapter 11 cases.

   Question:  Has your client approved your prospective budget
              and staffing plan, and, if so for what budget
              period?

   Response:  Whiteford expects to develop a prospective budget
              and staffing plan to reasonably comply with the
              U.S. Trustee's request for information and
              additional disclosures, as to which Whiteford
              reserves all rights. The Committee has approved
              Whiteford's proposed hourly billing rates.
              Whiteford's attorneys and paraprofessionals staffed
              on the Debtors' chapter 11 cases, subject to
              modification depending upon further development.

Christopher M. Samis, partner of Whiteford Taylor & Preston LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and (a)
is not creditors, equity security holders or insiders of the
Debtors; (b) has not been, within two years before the date of the
filing of the Debtors' chapter 11 petition, directors, officers or
employees of the Debtors; and (c) does not have an interest
materially adverse to the interest of the estate or of any class of
creditors or equity security holders, by reason of any direct or
indirect relationship to, connection with, or interest in, the
Debtor, or for any other reason.

Whiteford can be reached at:

     Christopher M. Samis, Esq.
     WHITEFORD TAYLOR & PRESTON LLC
     405 N. King Street
     Wilmington, DE 19801
     Tel: (302) 357-3266
     Fax: (302) 357-3288
     E-mail: csamis@wtplaw.com

                   About Rupari Holding Corp.

Established in 1978, Rupari -- http://www.rupari.com/-- is a
culinary supplier of sauced and unsauced ribs, barbeque pork, and
BBQ chicken. Since 1978, Rupari Foods has been producing and
distributing the finest, restaurant-quality, pre-cooked, sauced,
bone-in proteins, and related barbeque products. The Company offers
a full line of meats under the Rupari brand name, as well as a
variety of products under the retail names of Tony Roma's and
Butcher's Prime. The Company's products are available at large and
mid-sized retailers throughout the United States and Canada.

Rupari Holding Corp. and its affiliate Rupari Food Services, Inc.
filed Chapter 11 petitions (Bankr. D. Del. Lead Case No. 17-10793)
on April 10, 2017. The petitions were signed by Jack Kelly, CEO.

At the time of filing, the Debtors each estimated $50 million to
$100 million in assets and $100 million to $500 million in
liabilities.

The cases are assigned to Judge Kevin J. Carey.

Lawyers at DLA Piper LLP (US), led by R. Craig Martin, Esq., Maris
J. Kandestin, Esq., Richard A. Chesley, Esq., and John K. Lyons,
Esq., serve as counsel to the Debtors.  The Debtors hired Kinetic
Advisors LLC as financial advisor, and Donlin, Recano & Co., Inc.
as claims and noticing agent.

On April 20, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The Committee hired
Lowenstein Sandler LLP, as counsel, Whiteford Taylor & Preston LLC,
as Delaware counsel, CohnReznick LLP and CohnReznick Capital Market
Securities, LLC as its financial advisor and investment banker.


RVUE HOLDINGS: Gets Default Notice and Payment Demand From Roche
----------------------------------------------------------------
rVue Holdings, Inc., on May 10, 2017, disclosed that it has
received a notice of default and a demand for payment from Roche
Enterprises, Ltd., formerly known as Acorn Composite Corp., the
Company's majority shareholder and an affiliate of director Robert
Roche.

Roche Note 1 Default

As previously reported in the Company's Current Report on Form 8-K
filed Oct. 11, 2016, on that date the Company executed
documentation with Roche Enterprises pursuant to which Roche
Enterprises provided the Company with short-term bridge financing
in the form of a Senior Secured Convertible Promissory Note ("Roche
Note 1") in the principal amount of $201,000 as the Company sought
additional financing.  The Company's obligations under Roche Note 1
are secured by a pledge of all of the Company's assets.  Roche Note
1 matured on Dec. 1, 2016.  The Company was unable to repay Roche
Note 1 at maturity and was not successful in negotiating a
forbearance with Roche Enterprises.  The loan is now in default.

Roche Note 2 Default

As previously reported in the Company's press release issued on
Jan. 31, 2017, on that date the Company executed documentation with
Roche Enterprises pursuant to which Roche Enterprises provided the
Company with additional short-term bridge financing in the form of
a Senior Secured Convertible Promissory Note ("Roche Note 2") in
the principal amount of $80,000 as the Company sought additional
financing.  The Company's obligations under Roche Note 2 are
secured by a pledge of all of the Company's assets.  Roche Note 2
matured on April 30, 2017.  The Company was unable to repay Roche
Note 2 at maturity and was not successful in negotiating a
forbearance with Roche Enterprises.  The loan is now in default.

Roche Note 3

On April 28, 2017, the Company executed documentation with Roche
Enterprises pursuant to which Roche Enterprises provided the
Company with additional short-term bridge financing in the form of
a Secured Promissory Note and Security Agreement ("Roche Note 3",
and together with Roche Note 1 and Roche Note 2, the "Roche Notes")
in the principal amount of $135,000.  The Company's obligations
under Roche Note 3 are secured by a pledge of all of the Company's
assets.  Roche Note 3 is payable upon demand. The Company expects
that the proceeds of Roche Note 3 will permit it to continue its
operations through the end of May 2017.  Mr. Roche recused himself
from the Board of Directors' consideration and approval of Roche
Note 3.

Financial Status of the Company

The Company has continued to experience severe difficulties in
executing on its business plan and securing debt or equity
financing beyond the equity financing provided by Roche Enterprises
during late 2015 and in 2016, and the Roche Notes, notwithstanding
management's efforts to secure it.  Given that Roche Enterprises
has declined to offer additional financing beyond the proceeds of
Roche Note 3, and in light of the Company's difficulty in securing
additional financing, the Company's management has concluded that
the Company's continued operation of the rVue business beyond the
end of May 2017 is not feasible.

Notice of Default and Demand for Payment

On May 3, 2017, the Company received a notice of default and demand
for payment (the "default notice") from Roche Enterprises, (a)
stating that the Company was in default under the Roche Loans, and
(b) demanding payment in full of the Roche Loans, with a total
amount due to Roche Enterprises of $460,558.73 as of the date of
the default notice, inclusive of accrued interest, attorney's fees
and expenses (the "Secured Debt").  The default notice further
stated that Roche Enterprises intends, if the Company is unable to
pay in full its obligations under the Roche Notes, to foreclose
upon and sell the Company's assets, and to pursue other remedies
available to it, under the Uniform Commercial Code and other
applicable law.

Company Response

The Board held a special meeting on May 3, 2017 to discuss the
default notice.  All directors participated, including Mr. Roche.
It is the Company's current understanding that Roche Enterprises
intends to conduct a public UCC sale of the Company's assets, on or
about May 31, 2017, after first publishing notice thereof in
appropriate trade publications, and that at that sale, Roche
Enterprises intends to bid the entire amount of the Secured Debt
for such assets.  If there is no higher bidder, then Roche
Enterprises would obtain title to the Company's assets in return
for cancellation of the Secured Debt, and there would be no
remaining proceeds for distribution to the Company's shareholders.
If there is a higher bidder, then such bidder would obtain title to
the Company's assets, pay the Secured Debt to Roche Enterprises,
and any remaining proceeds, net of sale expenses, would be
available for distribution to the Company's shareholders. The
Company further understands that if Roche Enterprises is the
successful bidder, it intends to continue the rVue brand and
business as its sole owner.

The Company's Board of Directors (the "Board") convened a special
meeting on May 3, 2017 to review the notice of default and its
impact on the future direction of the Company.  At that meeting,
the Board discussed a variety of issues, including (a) the
implications for the Company and the shareholders of the notice of
default and the likely resulting foreclosure, (b) the feasibility
of raising the funds required to repay the Secured Debt prior to
the likely foreclosure sale, whether by selling assets to, or by
obtaining new financing from, a third party, (c) the likely net
proceeds of a sale of the Company to a third party after taking
into account (i) ranges of value provided by business brokers
familiar with the industry, and (ii) marketing and sale processes
and expenses as outlined by counsel and by restructuring
consultants consulted by the Company, (c) the feasibility of
alternatives that might permit the preservation of shareholder
value, and (d) whether or not Roche Enterprises, in its capacity as
the Company's majority shareholder, and Mr. Roche, in his capacity
as a director, would be supportive of such alternatives, if
available.

The Board continues to consider these matters and to engage in
discussions with Roche Enterprises.  However, at this time, the
Board believes it unlikely that the Company has any viable means to
stop the foreclosure sale, in which all remaining shareholder value
is likely to be lost.  The Board remains vigilant for means of
potentially preserving shareholder value, but can provide no
assurance in this regard.

The Company's CEO, Mark Pacchini, had this to say about the
situation: "We are disappointed by Roche Enterprises' decision to
foreclose on the notes, but the board of directors and I fully
understand the business reasons for such a move.  Robert Roche and
Roche Enterprises have been rVue's biggest advocates.  We greatly
appreciate them and all investors for their capital contributions,
patience and support.  The rVue team has worked diligently to keep
costs in line with revenue, including the decision to go dark.  And
we've explored various new business strategies and sought other
reasonable methods of financing, but we recognize the company can
no longer continue to operate under its current revenue stream and
in its current form."??

                          About rVue

rVue Holdings, Inc. (otc pink:RVUE) -- http://www.rvue.com/-- is
an advertising technology company providing the digital
distribution platform for the Digital Place-Based Advertising
industry.  The Company connects approximately one million digital
screens across 175 networks delivering access to 250 million daily
impressions in one simple platform.  Backed by the industry's most
intuitive and intelligent platform, rVue has the technology, data
and expertise to connect brands and targeted consumers where and
when it matters most.


SALEM MEDIA: S&P Raises CCR to 'B' on Improved Liquidity
--------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Salem
Media Group Inc. to 'B' from 'B-'.  The rating outlook is stable.

At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's new senior secured notes.  The '3'
recovery rating indicates S&P's expectation for meaningful recovery
(50%-70%; rounded estimate: 65%) in the event of payment default.

"The upgrade reflects the Salem's slightly better-than-expected
operating performance over the past 12 months and the reduced risk
of a financial covenant breach as a result of the refinancing,
which eliminates the company's total leverage covenant," said S&P
Global Ratings' credit analyst Scott Zari.  "As of March 31, 2017,
Salem has a 13% margin of compliance with its existing 5.75x
leverage covenant, with no further step downs."

The company is issuing $255 million first-lien (with a second-lien
priority on the assets included in the ABL) senior secured notes
due 2024 and a $30 million unrated asset-based lending (ABL) due
2022, which will be drawn by $10 million as of close.  The
transaction will be leverage neutral, but the higher interest on
the new notes will increase the company's annual interest expense
by about $4 million to $5 million.  S&P believes the company's
increased operating flexibility provided under the proposed
financing, which doesn't include a leverage covenant, partially
offsets the impact on cash flow and interest coverage metrics.

The stable outlook reflects S&P's expectation that Salem's leverage
will remain in the low-5x area, with low-single-digit percentage
revenue growth and stable free operating cash flow of about $30
million per year.

S&P could lower the corporate credit rating if the company engages
in aggressive financial policy decisions, such as making
acquisitions with high start-up costs, or debt-financed shareholder
distributions.  A downgrade could also occur if Salem's operating
performance deteriorates, leading to declining free operating cash
flow and sustained leverage above 5.5x; or if the company is unable
to refinance its existing debt through the proposed transaction and
the EBITDA margin of compliance with its leverage covenant falls
below 10%.

S&P could consider an upgrade if it believes the company has
committed to a more conservative financial policy, such as shifting
more discretionary cash flow toward debt repayment and maintaining
leverage below 4.75x.


SINCLAIR BROADCAST: Moody's Affirms Ba3 Corporate Family Rating
---------------------------------------------------------------
Moody's Investors Service has affirmed Sinclair Broadcast Group,
Inc.'s Ba3 Corporate Family Rating (CFR) and Ba3-PD Probability of
Default rating. The affirmation follows the company's announcement
that it has entered into a definitive agreement to purchase the
stock of Tribune Media Company for $3.9 billion, plus the
assumption of approximately $2.7 billion in net debt. The total
enterprise value is approximately $6.6 billion which, according to
management, is less than 7x average pro forma EBITDA related to the
core television and entertainment business. The transaction will be
financed with cash on hand, fully committed bank financing (which
may be replaced with permanent secured and unsecured debt), and by
accessing the capital markets. In connection with this action
Moody's also maintains the stable outlook, and affirmed all
instrument-level ratings including Ba1 senior secured credit
facility and B1 senior unsecured notes.

The transaction is expected to close at the end of 2017, subject to
approval of Tribune's shareholders, FCC approval, and antitrust
clearance. Management believes the pro forma combined entities
media revenues would have been $4.1 billion and $4.6 billion in
2015 and 2016, respectively.

Outlook Actions:

Issuer: Sinclair Broadcast Group, Inc.

-- Outlook, Remains Stable

Issuer: Sinclair Television Group, Inc

-- Outlook, Remains Stable

Affirmations:

Issuer: Sinclair Broadcast Group, Inc.

-- Probability of Default Rating, Affirmed Ba3-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-2

-- Corporate Family Rating, Affirmed Ba3

Issuer: Sinclair Television Group, Inc

-- Senior Secured Bank Credit Facility, Affirmed Ba1(LGD 2)

-- Senior Unsecured Regular Bond/Debenture, Affirmed B1 (LGD 5)

RATINGS RATIONALE

Moody's expects the transaction to temporarily burden Sinclair with
incremental leverage that Moody's believes could lift Moody's
adjusted leverage in the high 5x range, above Moody's 5.5x rating
tolerance for the Ba3 rating, more weakly positioning the company
relative to the credit rating. However, Moody's expects the ratio
to improve to at least 5.5x in the next 12-18 months. Moody's
expects this improvement to come from the extraction of significant
synergies derived from re-pricing retransmission agreements, the
elimination of corporate overhead, incremental revenues on expanded
distribution, and rationalization of station costs where there is
market overlap. In addition, Moody's estimates the company's
minority interests in the TV Food Network, CareerBuilder, and a
portfolio of real estate assets could be worth at least $2 billion.
Should divestiture of these assets, plus over $500 million in
spectrum proceeds, be used to de-lever the company further,
leverage could approach 5x.

There is a fair degree of uncertainty regarding the ultimate
financing for the transaction, including the terms and conditions
of new debt. The permanent debt structure and priority of claims to
be issued to finance the acquisition are undetermined at this time.
Once determined, instrument-level ratings could potentially change
if the mix of secured and unsecured debt is materially different
than the current proportion of Sinclair's existing debt. However,
Moody's believes Sinclair intends to retain the relative balance of
secured and unsecured debt in its capital structure. If the final
capital structure and new debt terms are not materially different
post-close, the debt instrument ratings are unlikely to change.

Moody's understand there are a number of regulatory hurdles to
closing the transaction, include approval by Tribune's
shareholders. In addition, the deal economics and projections can
be effected by stations divestitures, the timing and realized value
of synergies, amount and use of proceeds from asset sales, and
Sinclair's execution of its strategic vision. However, Moody's
don't believes the range of potential outcomes from the dissolution
of these variables will materially change the credit profile of
Sinclair during the next 12-18 given the timing of the close
(year-end 2017).

The stable outlook incorporates an expectation for revenue and
EBITDA growth, leverage improvement, and greater free cash flow.
Moody's expects the acquisition of Tribune to significantly
increase Sinclair's revenue scale and reach of the US TV audience.
Tribune will add over $2 billion in revenue and 42 television
stations in 33 markets. Tribune's stations consist of major
broadcast network affiliates including FOX, CBS, ABC, and NBC. In
addition Tribune will contribute its widely distributed WGN network
and significant equity income generated by the Food Network. Pro
forma for the combination, Moody's expects Moody's average 2 year
revenues and EBITDA for 2017 and 2018 to be greater than $5
billion, and $1.6 - $1.7 billion, respectively. The stable outlook
reflects revenue growth driven by demand for core advertising,
rising by low single-digits supported by strong demand from
political advertising, particularly in the second half of 2018. In
addition, Moody's expects continued strong growth retransmission
fees despite higher levels of reverse compensation, and the
contribution of WGN affiliate fees. Post-deal Moody's expects the
company to maintain consistent financial policies.

Ratings could be upgraded if leverage (Moody's adjusted 2-year
average debt-to-EBITDA) is sustained comfortably below 4.25x and
Free cash flow-to-debt (Moody's adjusted) rises above high
single-digit percent. A positive rating action would also be
contingent on maintaining good liquidity, more conservative
financial policies, and a low probability of near term event risk
including leveraged transactions or material unfavorable changes in
regulation, competitive position, financial policy, capital
structure, operating performance, or the business model.

Ratings could be downgrade if leverage (Moody's adjusted 2-year
average debt-to-EBITDA) exceeds 5.5x, or free cash flow-to-debt
(Moody's adjusted) falls below 4%. Moody's would also consider
negative rating action if liquidity deteriorates, revenue or EBITDA
declines, leverage rises materially, or there are material
unfavorable changes in regulations, competitive position, financial
policies, capital structure, operating performance, or the business
model.

Sinclair Broadcast Group, Inc. ("Sinclair"), headquartered in Hunt
Valley, MD, and founded in 1986, will be the largest U.S.
television broadcaster when combined with Tribune Media Company (B1
stable). Pro forma for the transaction, Sinclair would own and
operate up to 233 television stations in approximately 108 markets
(including all other previously announced and pending transactions,
notably Bonten Media Group, Inc. The station group would likely
reach 39% of U.S. television households (discounted for UHF
credit), with a diverse network of affiliations across primary and
digital sub-channels including ABC, CBS, NBC, and Fox. The company
also owns (and will own) a local cable news network in Washington
D.C. , four radio stations, the Tennis Channel, the WGN network, an
minority interest in the Food Network and CareerBuilder, as well as
a portfolio of real estate assets. Members of the Smith family
exercise control over most corporate matters with one half of the
eight board seats and approximately 76.5% of voting rights (through
the dual class share structure). For the 12 months ended December
31, 2016, pro forma consolidated net revenue as reported, would
have been approximately $4.6 billion.

The principal methodology used in these ratings was Global
Broadcast and Advertising Related Industries published in February
2017.


SKYWEST INC: Egan-Jones Lowers Sr. Unsecured Ratings to BB+
-----------------------------------------------------------
Egan-Jones Ratings, on April 19, 2017, downgraded the local
currency and foreign currency senior unsecured ratings on debt
issued by Skywest Inc. to BB+ from BBB-.

SkyWest, Inc., through its subsidiaries, SkyWest Airlines, Inc.
(SkyWest Airlines) and ExpressJet Airlines, Inc. (ExpressJet),
operates regional airline operations in the United States.



SNOWTRACKS COMMERCIAL: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of SnowTracks Commercial Winter
Management, LLC, as of May 3, according to a court docket.

        About Snowtracks Commercial Winter Management

Snowtracks Commercial Winter Management, LLC filed a Chapter 11
bankruptcy petition (Bankr. W.D.WI. Case No. 17-10755) on March 10,
2017.  The Hon. William V. Altenberger presides over the case.
Sweet DeMarb LLC represents the Debtor as counsel.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Michael P.
Bronsteatter, manager.


SPEEDWAY MOTORSPORTS: S&P Affirms 'BB+' CCR; Outlook Stable
-----------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' corporate credit rating on
Concord, N.C.-based Speedway Motorsports Inc.  The outlook is
stable.

"At the same time, we affirmed our 'BBB-' issue-level rating on the
company's first-lien senior secured debt, which consists of the
$100 million senior secured revolver and $200 million delayed draw
term loan," said S&P analyst Ratings credit analyst Jing Li.

The recovery rating on the first-lien debt is '1', which indicates
S&P's expectation for very high recovery (90%-100%; rounded
estimate: 95%) in the event of a payment default.

S&P also affirmed the 'BB+' issue-level rating on the company's
$200 million senior unsecured debt.  The recovery rating is '3',
which indicates S&P's expectation for meaningful (50%-70%; rounded
estimate: 65%) recovery in the event of a payment default.

The stable rating outlook reflects S&P's view that a large
proportion of contractually increasing and recurring revenues from
broadcasting will partly offset the decline in admissions revenue,
and support leverage of mid- to low-1x and FFO to debt in the
mid-50% area.

S&P could lower the rating if admissions revenue declines
substantially due to worsening economic conditions such that
leverage rises above 3x and FFO to debt falls below 30% and those
measures remain there.

A higher rating would be contingent upon leverage remaining below
2x and FFO to debt remaining above 45% on a sustained basis.
Consideration of a higher rating would also be contingent on
maintaining stable admissions revenues.


SPRINGLEAF FINANCE: Fitch to Rate $400MM Unsecured Notes 'B-'
-------------------------------------------------------------
Fitch Ratings has assigned an expected rating of 'B-(EXP)/RR4' to
Springleaf Finance Corporation's (Springleaf) $400 million senior
unsecured notes due 2022. Springleaf is a wholly-owned subsidiary
of OneMain Holdings, Inc. (OneMain), which has a Long-Term Issuer
Default Rating (IDR) of 'B-' and a Positive Rating Outlook.

Debt proceeds from the offering will be used for general corporate
purposes, including the repayment or repurchase of existing secured
and unsecured debt.

KEY RATING DRIVERS

The expected unsecured debt rating is equalized with Springleaf's
Long-Term IDR and the existing unsecured debt as the new notes will
rank equally in the capital structure.

The proposed note issuance is not expected to alter the firm's
liquidity or leverage profile materially, as proceeds will be used,
in part, to refinance upcoming debt maturities. Based on the
priority of repayment and potential asset discounts, the expected
unsecured rating of 'B-/RR4' implies an average recovery for
unsecured debt holders. With $1.3 billion of unsecured debt
maturities through the remainder of this year, this debt issuance
should enable OneMain to maintain its targeted funding mix of
unsecured debt in the 40%-50% range, which Fitch views positively.

RATING SENSITIVITIES

The rating assigned to Springleaf's senior unsecured debt is
equalized with OneMain's IDR, and therefore, would be expected to
move in tandem with any change in OneMain's IDR, absent a material
change in the recovery prospects for the senior unsecured notes, as
expressed by the recovery rating (RR). Were OneMain to incur
material additional secured debt, such that the recovery prospects
for Springleaf's senior unsecured notes were viewed as below
average, this could result in a downgrade of the notes and the RR.

OneMain's ratings could be upgraded if consolidated leverage is
brought down to the company's targeted level of 5x-7x, near-term
debt maturities are appropriately managed. In addition, upward
momentum would be conditioned upon further evidence that
management's revised credit loss expectations are temporary in
nature, stable credit performance for the less tenured direct auto
loan product, a proportionate reduction in capital held at its
insurance subsidiaries, and the absence of developments in the
regulatory landscape that significantly impact OneMain's core
businesses.

Conversely, negative ratings momentum could be driven by an
inability to access the capital markets at a reasonable cost,
greater competitive intensity in the nonprime lending segment,
substantial credit quality deterioration that is structural rather
than temporary (i.e. integration-related) in nature, a significant
increase in asset encumbrance, potential new and more onerous rules
and regulations, as well as potential shareholder-friendly actions
given the high private equity ownership. An inability to further
deleverage the balance sheet over the Outlook horizon could also
result in the Outlook being revised to Stable from Positive.

Fitch has assigned the following expected rating:

Springleaf Finance Corporation
-- Unsecured debt 'B-(EXP)/RR4'.

Fitch currently rates OneMain and its subsidiaries:

OneMain Holdings, Inc.
-- Long-Term IDR 'B-'.

Springleaf Finance Corp.
-- Long-Term IDR 'B-';
-- Senior unsecured debt 'B-/RR4'.

OneMain Financial Holdings Inc.
-- Long-Term IDR 'B-';
-- Senior unsecured debt 'B/RR3'.

AGFC Capital Trust I
-- Trust preferred securities 'CC/RR6'.

The Rating Outlook is Positive.


SPRINGLEAF FINANCE: Moody's Rates Proposed $400MM Sr. Notes B2
--------------------------------------------------------------
Moody's Investors Service assigned a B2 rating to the proposed
five-year senior unsecured notes in the amount of $400 million, to
be issued by Springleaf Finance Corporation, a subsidiary of
OneMain Holdings, Inc. The rating outlook is positive.

The issuance could be upsized, based on the demand for the
offering, and will be guaranteed on an unsecured basis by the
holding company OneMain Holdings, which has a corporate family
rating of B2, also with a positive outlook.

The following rating action was taken:

Assignments:

Issuer: Springleaf Finance Corporation

-- Senior Unsecured Regular Bond/Debenture, Assigned B2

RATINGS RATIONAL

The B2 rating assigned to the notes is based upon terms and
conditions that are consistent with the issuer's existing senior
unsecured debt. New notes will rank pari passu with all existing
senior notes of Springleaf Finance Corporation and will mature in
2022. The proceeds from the offering will be used for general
corporate purposes, which may include debt repurchases.

OneMain Holdings' ratings reflect its strong franchise in non-prime
consumer lending, created through a combination of legacy
Springleaf and OneMain Financial businesses, and solid fundamentals
of its core branch-based personal lending business. The ratings
also reflect the company's strong liquidity and significantly
improved funding profile, and substantially reduced, but still
elevated, leverage.

Factors presently constraining the ratings at B2 include the
company's currently low total earnings, which have been dragged
down by various acquisition-related charges, although most of these
charges have been non-cash. Moody's positive outlook on the ratings
reflects its expectation that the company's earnings will
strengthen in the next few quarters as a significant portion of the
acquisition-related charges abates, and that the company will
continue to improve its capitalization through earnings retention.

Also incorporated in the rating is a consideration that Springleaf
Finance's debt does not have structural protections in its
indenture covenants like OneMain Financial's, and Moody's view that
Springleaf Finance has a weaker capitalization given a relative
size of the intercompany note receivable created upon the
acquisition of OneMain Financial.

OneMain Holdings' capitalization, measured as tangible common
equity to tangible managed assets, improved to 7.5% at March 31,
2017 from less than 4% when the acquisition closed. Excluding
one-time items and acquisition-related charges, which will
substantially decline by the end of 2017, OneMain Holdings' pre-tax
return in 2016 measured approximately 4%.

Since the acquisition, OneMain Holdings has strengthened its
liquidity and funding profile by increasing the laddering of its
debt maturities including substantially reducing its 2017 debt
maturity stack, as well as increasing the availability under its
credit facilities and extending their maturities. As of March 31,
2017, OneMain Holdings had $4.6 billion of undrawn conduit capacity
and approximately $4 billion of unencumbered consumer loans, which
translates into a borrowing capacity of over $3 billion.

OneMain Holdings' corporate family rating could be upgraded if
OneMain Holdings 1) continues its progress toward de-leveraging
through earnings retention by achieving a ratio of tangible common
equity to tangible managed assets in excess of 10%; 2) demonstrates
consistently strong earnings with an average annual return on
assets of at least 2%; 3) continues to maintain a strong liquidity
profile with an ample availability under its warehouse facilities
and balanced debt maturities.

The outlook could be revised to stable if OneMain Holdings' future
earnings prove to be weaker than anticipated, which would prevent
further deleveraging.

Moody's can downgrade the ratings if OneMain Holdings' financial
performance meaningfully deteriorates, resulting in financial
losses and equity erosion.

Springleaf Finance's and OneMain Financial's ratings will be
closely aligned with those of OneMain Holdings and, therefore,
would likely be upgraded or downgraded together with the ratings of
the holding company.

The principal methodology used in this rating was Finance Companies
published in December 2016.


SPRINT CORP: Debt Tender No Impact on Fitch 'B+' Longterm IDR
-------------------------------------------------------------
Fitch Ratings views Sprint Corporation's (Sprint; Long-Term IDR
'B+'/Outlook Stable) plan to tender for up to $1 billion aggregate
principal amount in near-term maturing debt that includes the 9%
guaranteed notes due 2018 and the 8.375% notes due 2017 as credit
neutral to Sprint's liquidity position. Sprint has substantial
liquidity with approximately $10 billion at the end of fiscal year
2016 including $8.3 billion of cash and $1.8 billion of
availability on its $2 billion secured revolving facility due 2021.
Sprint also has $1.2 billion of availability under vendor financing
agreements for the purchase of 2.5 GHz network equipment along with
$800 million availability for receivables/device financing. The
debt tender will result in modest interest cost savings.

Over the medium-to-longer term, Sprint will continue to focus on
diversifying its funding sources to lower its cost of capital.
Fitch expects Sprint will maintain at least 12 months of available
liquidity including borrowing capacity to cover upcoming cash
requirements. Sprint has substantial flexibility under its bond
indentures and credit agreement to pursue additional funding
through permitted securitizations, liens arising in connection with
sale and leaseback transactions, or liens on capital assets and
inventory. Additional sources of liquidity in 2017 are expected
from optimizing the securitization of installment billing and
handset receivables, a potential expansion of its vendor financing
facility for new network investment as well as a second $3.5
billion spectrum securitization tranche.

Sprint has a carve-out for permitted liens up to 15% of
consolidated net tangible assets. Sprint has approximately $2.4
billion of secured capacity after netting the revolving commitment,
term loan, 9.25% debentures and Export Development Canada loan.
Financial covenants for the credit agreement include maximum
leverage of 6x stepping down to 4.75x and below beginning March 31,
2018, minimum interest coverage of 2.25x stepping up to 2.75x in
June 2017 and 3.0x in June 2018. The credit agreement also allows
for an additional permitted spectrum securitization that carves out
a portion of its 800MHz, PCS and 2.5GHz spectrum bands. Other
flexibility includes radio access network (RAN) equipment financing
up to $2.7 billion.

Substantial Maturity Wall: Sprint's upcoming maturities are
substantial and include approximately $4.9 billion which assumes
the Clearwire notes are retired, $6 billion and $4.1 billion in
fiscal 2017, 2018 and 2019, respectively. Maturities include senior
notes, securitizations (network, handset and spectrum), vendor
financing and tower financing obligations. Debt maturities exclude
capital leases, any off-balance-sheet facilities and other
obligations. The $4 billion secured term loan in January 2017
lessened the near-term need to raise additional funding and allowed
Sprint added timing flexibility for a second $3.5 billion spectrum
securitization tranche during the latter half of 2017. Debt
maturities beyond 2019 remain substantial at $2.9 billion annually
from 2020 to 2022. A lack of execution on current strategic plans
to improve its financial profile and position the company to reduce
debt materially over the long term would increase the risk that
Sprint's capital structure becomes unsustainable.

RATING SENSITIVITIES

Fitch does not view an upgrade as likely at this time given the
execution risk around its many initiatives. Future developments
that may, individually or collectively, lead to a positive rating
action include:

-- Sustained post-paid gross addition share in upper-teen range
with strong mix of post-paid prime handset additions;

-- Sustained improvement in churn to below 1.3%;

-- Material positive net post-paid additions with sustained
improvement in net porting ratios;

-- Strong execution on further long-term cost structure
improvements;

-- On-going improvement in network operating performance including
progress with new cell site deployments related to network
densification plans;

-- The improved operating trends above drive financial results
that mostly exceed Fitch's current expectations for trends in
revenue, EBIT, EBITDA, free cash flow (FCF) and leverage. These
improvements would lead to increased confidence and transparency
around Sprint's ability to generate material levels of sustained
FCF in order to reduce debt.

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

-- Lack of improvement or sustaining results in the operating
metrics for gross addition share, churn, net post-paid additions,
handset subscriber mix, net porting ratios and network operating
performance that further degrades financial profile. Fitch would
become more concerned with Sprint's ability to effectively compete
in the marketplace if the company does not demonstrate and sustain
material improvement in these core metrics in fiscal year (FY)
2017;

-- Changes in the level or the expectations for support from
SoftBank that materially affects the operating and financial
profile of Sprint;

-- Challenges with successfully raising funds in future financing
transactions that negatively affect Sprint's liquidity position;

-- If Fitch believes Sprint will continue material operating
deficits beyond FY2017.


SPRINT CORP: Tender Offers No Impact on Moody's B2 CFR
------------------------------------------------------
Moody's Investors Service said that Sprint Corporation's announced
tender offers do not impact its B2 corporate family rating ("CFR")
or stable outlook. The company announced that its subsidiary,
Sprint Communications, Inc., has commenced tender offers to
purchase for cash up to an aggregate principal amount of $1 billion
of its 9% guaranteed senior notes due 2018 (rated B1) and its
8.375% senior unsecured notes (rated B3) due 2017. The tender
offers will be funded by Sprint from available cash on hand.
Moody's views the tender offers as credit positive for cash flow
and liquidity as it will lower Sprint's interest expense and reduce
its near term debt maturities.

Sprint's B2 CFR reflects its high leverage of approximately 5.5x
(Moody's adjusted) as of March 31, 2017, intense competitive
challenges and Moody's projections for negative free cash flow
(excluding cash realized from securitizations) through at least
FY2017. The rating incorporates a one notch lift from Moody's
expectations that Sprint's parent company and majority shareholder,
SoftBank Group Corp. ("SoftBank", Ba1 stable) will seek to retain
the viability of Sprint as a going concern. The rating also
recognizes Sprint's recent financing transactions to fund its
network modernization plan and address upcoming maturities,
improving operating performance, its ongoing cost reduction
initiatives, and its valuable spectrum assets.

Moody's could upgrade Sprint's ratings if the company is on track
to achieve positive free cash flow and leverage (Moody's adjusted)
approaches 5x. Moody's define free cash flow as cash from
operations less capex and Moody's include handset financing needs
as an operating cash flow. In addition, an upgrade would be
predicated upon Sprint maintaining committed, general purpose
liquidity sufficient to address at least 12 months of total cash
needs, including capital expenditures and debt maturities. Moody's
could downgrade Sprint's ratings if leverage is sustained above
5.5x (Moody's adjusted) or if liquidity is not sufficient to
address 12 months of total cash needs. A downgrade could also
result from a deterioration in Sprint's operating performance,
which could include rising churn, weak subscriber trends or if
Sprint introduces irrational price plans. Also, if Moody's believes
that SoftBank's commitment to Sprint deteriorates, a rating
downgrade is likely.


STOP ALARMS: Hires Stone & Baxter as Attorneys
----------------------------------------------
Stop Alarms Holdings, Inc. and Stop Alarms, Inc. seek authorization
from the U.S. Bankruptcy Court for the Northern District of Georgia
to employ Stone & Baxter, LLP as attorneys, nunc pro tunc to April
28, 2017.

The Debtors require Stone & Baxter to:

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

       duties of Debtors-in-Possession in the continued operation
       of the business and management of the Debtors' property;

   (b) prepare on behalf of the Debtors, as Debtors-in-Possession,

       necessary applications, motions, answers, reports, and
       other legal papers;

   (c) continue existing litigation to which Debtors-in-Possession

       may be a party and to conduct examinations incidental to
       the administration of their estates;

   (d) take any and all necessary action necessary to the proper
       preservation and administration of the Debtors' estates;

   (e) assist Debtors-in-Possession with the preparation and
       filing of a Statement of Financial Affairs and schedules
       and lists as are appropriate;

   (f) take whatever action is necessary with reference to the use

       by Debtors of their property pledged as collateral,
       including cash  collateral, to preserve the same for the
       benefit of Debtors and secured creditors in accordance with

       the requirements of the Bankruptcy Code;

   (g) assert, as directed by the Debtors, all claims Debtors have

       against each other;

   (h) assist the Debtors in connection with claims for taxes made

       by governmental units; and

   (i) perform all other legal services for the Debtors as
Debtors-in-
       Possession that may be necessary.

Stone & Baxter will be paid at these hourly rates:

       Attorney                 $220-$505
       Paralegals and
       Research Assistants      $130

Stone & Baxter will also be reimbursed for reasonable out-of-pocket
expenses incurred.

Prior to the filing on the Bankruptcy Cases, Stone & Baxter
received from Real Security Holdings, LLC, on behalf of the
Debtors, $18,434 as a deposit against time and expenses anticipated
to be expended in representation of the Debtors in Possession.

David L. Bury, Jr., partner of Stone & Baxter, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and its estates.

Stone & Baxter can be reached at:

       David L. Bury, Esq.
       STONE & BAXTER, LLP
       577 Mulberry Street, Suite 800
       Macon, GA 31201
       Tel: (478) 750-9898
       Fax: (478) 750-9899
       E-mail: dbury@stoneandbaxter.com

                     About Stop Alarms

Headquartered in Memphis, Tennessee, Stop Alarms --
http://www.stopalarmsystems.com/-- is a security company providing
security solutions for every aspect of security and life safety
across the residential and commercial marketplace.  The Company
provides home security and automation via an Alarm.com enabled
iPhone, iPad, Android, and other mobile apps.

Stop Alarms Holdings, Inc. (Bankr. N.D. Ga. Case No. 17-57661) and
affiliate Stop Alarms, Inc. (Bankr. N.D. Ga. Case No. 17-57663)
filed for Chapter 11 bankruptcy protection on April 28, 2017.  
Patrick Massey, president, signed the petitions.

David L. Bury, Jr., Esq., at Stone & Baxter, LLP, serves as the
Debtors' bankruptcy counsel.

Stop Alarms Holdings estimated assets between $100,000 and $500,000
and liabilities between $1 million and $10 million.  SAI estimated
assets between $500,000 and $1 million and liabilities between $1
million and $10 million.


SUNGEVITY INC: Selling Three Vehicles for $10.5K
------------------------------------------------
Sungevity, Inc., and affiliates ask the U.S. Bankruptcy Court for
the District of Delaware to authorize the private sale of two 2010
Toyota Prius cars to Dermot Hikisch for $10,000 and 2008 Ford
Ranger truck to Ryan Hunter for $500.

A hearing on the Motion is set for May 19, 2017 at 10:00 a.m. (ET).
The objection deadline is May 16, 2017 at 4:00 p.m. (ET).

On April 17, 2017, the Court entered an order approving the LSHC
Sale of substantially all of the Debtors' assets to LSHC Solar
Holdings, LLC.  The LSHC Sale closed on April 25, 2017.

As a result of the LSHC Sale, the Debtors are in the process of
winding down their business operations, including liquidating any
remaining personal property that was not purchased by LSHC,
including the Acquired Assets.  Shortly after the LSHC Sale closed,
the Debtors received an offer to purchase the Acquired Assets from
the Purchasers, who are former employees of the Debtors, for an
aggregate total of $10,500 in cash.

The Debtors' decision to proceed with the 11 U.S.C. Sec. 363 Sale
to the Purchasers is a sound exercise of their business judgment.
Simply put, proceeding by private sale and without conducting a
formal auction significantly reduces the transaction costs
associated with the proposed sale, which has only a relatively de
minimus cash component.  

Moreover, the Debtors have determined that the proposed purchase
price approximates the fair market value for the Acquired Assets.
As a result, it is highly unlikely that engaging in a marketing
process for the Acquired Assets would generate a purchase price
that is high enough to offset the additional costs of that process.
Because the Purchasers present the highest and best offer for the
Acquired Assets, the Debtors submit that proceeding by private sale
is warranted under the circumstances and will maximize the value
realized by their estates for the benefit of all stakeholders.

The salient terms of the 363 Sale are:

   a. In consideration of the sum of $10,000, to be delivered to
the Debtors within two business days of the approval of the
Purchase Agreement, the Debtors will sell, assign, transfer, convey
and deliver to Hikisch all of the Debtors' rights, title and
interests in and to two 2010 Toyota Prius cars.

   b. In consideration of the sum of $500 ("Purchase Price"), to be
delivered to the Debtors within two business days of the approval
of the Purchase Agreement, the Debtors will sell, assign, transfer,
convey and deliver to Hunter all of the Debtors' rights, title and
interests in and to one non-operational 2008 Ford Ranger truck.

   c. The Acquired Assets will be delivered to the Purchasers on an
"as is, where is" basis.

   d. The Debtors intend to sell the Acquired Assets through a
private transaction rather than conducting a public sale or auction
process.

   e. The Debtors ask that the Court waive the 14-day stay period
under Bankruptcy Rule 6004(h).

There is more than ample business justification to sell the
Acquired Assets through a private transaction rather than
conducting a public sale or auction process.  Given that the value
of the Acquired Assets is relatively de minimus, the Debtors
believe that proceeding via a private sale is in the best interest
of their estates and creditors.  The surrounding circumstances
underscore that the added costs associated with a public auction or
extended bid process are both unjustified and unlikely to generate
additional value.

The Debtors ask the Court to authorize the sale of the Acquired
Assets to the Buyers free and clear of all liens, claims,
interests, and encumbrances of any kind or nature whatsoever.

Any delay in the Debtors' ability to sell the Acquired Assets would
be detrimental to the Debtors and their estates and creditors.  

                      About Sungevity

Sungevity, Inc, Sungevity SD, LLC, Sungevity Development, LLC,
Sungevity International Holdings, LLC and their subsidiaries and
affiliates -- http://www.sungevity.com/-- provide sales,      
marketing, system design, installation, maintenance, financing
services, and post-installation services for solar energy systems
in the U.S., the U.K., and Europe.  Sungevity is a privately-held
technology company that, until relatively recently, was
successfully pursuing growth strategies.

Sungevity Inc. and three of its affiliates filed for Chapter 11
bankruptcy protection (Bankr. D. Del., Case No. 17-10561) on
March 13, 2017.  The petitions were signed by Andrew Birch,
chief executive officer.  The Debtors estimated $100 million to
$500 million in both assets and debts.  Hon. Laurie Selber
Silverstein presides over the case.  

The Debtors have tapped Morrison & Foerster LLP as general
counsel; Young Conaway Stargatt & Taylor LLP as local counsel;
AlixPartners LLC as financial advisor; Ducera Securities LLC as
investment banker; and Kurtzman Carson Consultants LLC as claims
and noticing agent.

Andrew Vara, acting U.S. trustee for Region 3, on March 22, 2017,
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of Sungevity, Inc.,
and
its affiliates.


T&S FARMS: Hires Searle Hart as Accountant
------------------------------------------
T&S Farms seeks authority from the U.S. Bankruptcy Court for the
District of Idaho to employ Searle Hart & Associates, PLLC, as
accountant to the Debtor.

T&S Farms requires Searle Hart to:

   (a) establish a bookkeeping system that complies with the
       order of the Bankruptcy Court in relation to
       accounting procedures;

   (b) prepare and file the Debtor's income tax returns for current

       and previous years, and prepare any returns required to be
       filed during the pendency of this Chapter 11 bankruptcy;
       and

   (c) perform any other accounting services necessary or
       required by the Debtor in the operation of its business to
       ensure compliance with the operating guidelines
       established for a Chapter 11 bankruptcy.

Searle Hart will be paid at these hourly rates:

     Tax Preparation                  $95-$100
     Accounting services              $65-$85
     Bookkeeping/Data Entry           $55-$65

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

Steven J. Hart, partner of Searle Hart & Associates, PLLC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.

Searle Hart can be reached at:

     Steven J. Hart
     SEARLE HART & ASSOCIATES, PLLC
     90 South 150 West
     Rexburg, ID 83440
     Tel: (208) 356-3716

                   About T&S Farms

Founded in 2002, T & S Farms, an Idaho Partnership, is a small
organization in the crop harvesting companies industry located in
Saint Anthony, ID.

T & S Farms, a Partnership, filed a Chapter 11 petition (Bankr. D.
Idaho Case No. 17-40375), on May 2, 2017. The Petition was signed
by Dell W. (Smokey) Gould, general partner. The case is assigned to
Judge Jim D Pappas. The Debtor is represented by Brent T Robinson,
Esq. at Robinson & Tribe. At the time of filing, the Debtor had
estimated both assets and liabilities to be between $1 million to
$10 million.


TAYLOR EQUIPMENT: Taps Windber Tax Service as Accountant
--------------------------------------------------------
Taylor Equipment Company, Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to hire
an accountant.

The Debtor proposes to hire Windber Tax Service & Accounting, Inc.
to prepare and file its income tax returns for the fiscal years
2013, 2014, 2015 and 2016.  The estimated fee is $5,900.

George Thomas, the accountant selected to provide the accounting
services, disclosed in a court filing that he does not hold or
represent any interest adverse to the Debtor's bankruptcy estate.

The firm can be reached through:

     George Thomas  
     Windber Tax Service & Accounting, Inc.
     1215 Graham Avenue
     Windber, PA 15963
     Phone: 814-467-5496 / 814-467-6166
     Fax:  1-800-709-6927 / 814-467-5576
     Email: tax@windbertax.com

                 About Taylor Equipment Company

Taylor Equipment Company, Inc., based in Friedens, Pennsylvania,
filed a Chapter 11 petition (Bankr. W.D. Pa. Case No. 16-70781) on
Nov. 11, 2016.  In its petition, the Debtor estimated $0 to $50,000
in assets and $1 million to $10 million in liabilities. The
petition was signed by David P. Taylor, president.

Judge Jeffery A. Deller presides over the case. Robert H. Slone,
Esq., at Mahady & Mahady, serves as the Debtor's bankruptcy
counsel.

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


TD MANUFACTURING: Case Summary & 12 Unsecured Creditors
-------------------------------------------------------
Debtor: TD Manufacturing LLC
        7804 Poudre River Road
        Greeley, CO 80634

Case No.: 17-14243

Business Description: TD Manufacturing -- http://www.t-
                      dmanufacturing.com/ -- operates a metal
                      manufacturing and powder coating shop that
                      specializes in plasma table cutting,
                      welding, sand blasting, and powder
                      coating.

Chapter 11 Petition Date: May 9, 2017

Court: United States Bankruptcy Court
       District of Colorado (Denver)

Judge: Hon. Michael E. Romero

Debtor's Counsel: Aaron A Garber, Esq.
                  BUECHLER & GARBER, LLC
                  999 18th St., Ste. 1230 S.
                  Denver, CO 80202
                  Tel: 720-381-0045
                  Fax: 720-381-0382
                  E-mail: Aaron@bandglawoffice.com

Total Assets: $286,671

Total Liabilities: $1.40 million

The petition was signed by Luke Yockim, manager.

A copy of the Debtor's list of 12 unsecured creditors is available
for free at http://bankrupt.com/misc/cob17-14243.pdf


TINO'S COLLISION: Hires Whittle Law as Counsel
----------------------------------------------
Tino's Collision Repair & Customs, Inc., seeks authority from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
The Whittle Law Firm, P.L.L.C., as counsel to the Debtor.

Tino's Collision requires Whittle Law to:

   a. provide advice and legal services to the Debtor in
      connection with the Chapter 11 case;

   b. provide pre-filing consultations and conferences with the
      Debtor's secured creditors;

   c. prepare and file the Debtor's Schedules, Statement of
      Financial Affairs and Chapter 11 Plan, motions related to
      first day orders; and

   d. provide such other related matters that the Debtor may
      direct.

Whittle Law will be paid at these hourly rates:

     Attorney                     $300
     Associates                   $150
     Legal Assistants             $75

Whittle Law will be paid a retainer in the amount of $3,000.

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

William A. Whittle, partner of The Whittle Law Firm, P.L.L.C.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.

Whittle Law can be reached at:

     William A. Whittle, Esq.
     THE WHITTLE LAW FIRM, P.L.L.C.
     5151 Flynn Parkway, Suite 308
     Corpus Christi, TX 78411
     Tel: (361) 887-6993
     Fax: (361) 887-6999

           About Tino's Collision Repair & Customs, Inc.

Tino's Collision Repair & Customs, Inc., filed a Chapter 11
bankruptcy petition (Bankr. S.D. Tex. Case No. 17-20187) on April
20, 2017, disclosing under $1 million in both assets and
liabilities. The Debtor is represented by William A. Whittle, Esq.,
at The Whittle Law Firm, P.L.L.C.


TRENDSETTER HR: Unsecureds to Recoup 25%-100% Under Plan
--------------------------------------------------------
Trendsetter HR, LLC, et al., filed with the U.S. Bankruptcy Court
for the Northern District of Texas an amended disclosure statement
dated May 1, 2017, in support of the Debtors' corrected amended
joint consolidated plan of reorganization.

Class 8 Unsecured Claims -- estimated at $3 million to $13.5
million -- are impaired by the Plan.  Estimated recover is 25% to
100%.

The Plan will be funded through multiple sources.  For those
Creditors holding valid and unavoidable security against the
Debtors, with the exception of Wells Fargo and Class 2, the
corresponding secured claims will be paid from such security.  For
certain Creditors, their Allowed Claims will be paid by the
Reorganized Debtors from cash on hand as of the Effective Date and
the Equity Funding (and, if needed, the Plan Funding).  Other
Creditors (Class 8, general unsecured claims) will be paid from a
combination of the Equity Funding and the Plan Funding, over time.

The Plan Funding is $4 million over five years, some of which will
be used to pay Allowed Priority Claims and the balance used to pay
Allowed Unsecured Claims (estimated at $3.5 million).
Specifically, from future operations and cash flow the Reorganized
Debtors and Consolidated Estate will fund $4 million over five
years (or lower amount as is needed to pay allowed claims under the
Plan in full, if said allowed claims to be paid from the Plan
Funding are less than $4 million) after the Effective Date as
follows:

   (i) $357,292 for the balance of Year 2017 after the Effective
Date;

  (ii) $895,833 in calendar year 2018;

(iii) $662,500 in calendar year 2019;

  (iv) $862,500 in calendar year 2020;

   (v) $646,875 in calendar year 2021; and

  (vi) up to $1 million in calendar year 2022 (until said $4
million is funded in full).

Each year (or portion thereof) of the Plan Funding will be paid
through quarterly payments for the referenced year, unless the Plan
requires more frequent payments.

The Plan Funding will be secured by the Plan Security.  In no event
will the Plan Funding be more than $4 million.

The $4 million in Plan Funding is arrived at by projecting the
Debtors' future net cash flow after payment of ongoing business
expenses, and providing for substantially all of that net cash flow
to be used to pay creditors under the Plan, leaving an amount for
working capital and reserves to take into account fluctuations in
business.

A copy of the Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/txnb16-34457-221.pdf

As reported by the Troubled Company Reporter on April 26, 2017, the
Debtors filed with the Court a disclosure statement dated April 17,
2017, in support of the Debtors' amended joint consolidated plan of
reorganization.  The Amended Disclosure Statement revised the
estimated amount of Class 8 Unsecured Claims.  Class 8 Claims are
estimated between $3 million and $13.5 million.  These claims are
impaired by the Plan.  The holders will recover 25%-75%.

                       About Trendsetter HR

Trendsetter HR LLC filed a Chapter 11 bankruptcy petition (Bankr.
N.D.Tex. Case No. 16-34457) on Nov. 17, 2016.  The Hon. Stacey G.
Jernigan presides over the case.  Ackerman LLP represents the
Debtor as counsel.  The Debtor also hired as counsel Davor
Rukavina, Esq., Thomas D. Berghman, Esq., and Jason A. Enright,
Esq., at Munsch Hardt Kopf & Harr, P.C.

In its petition, the Debtor estimated $1 million to $10 million in
assets and $10 million to $50 million in liabilities.  The petition
was signed by Daniel W. Bobst, president.

Trendsetter HR's case is jointly administered with Trend Personnel
Services, Inc., and TSL Staff Leasing, Inc.  Trendsetter HR is the
lead case.


TRI-VALLEY LEARNING: Seeks to Hire Squar Milner as Auditor
----------------------------------------------------------
Tri-Valley Learning Corporation seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to hire an
auditor in connection with its Chapter 11 case.

The Debtor proposes to hire Squar Milner LLP to provide audit and
tax-related services for the year ended June 30, 2016.  The firm
will also provide non-audit services necessary for the preparation
of its financial statements.

The firm's standard hourly rates are:

     Partners               $350 - $675
     Managers               $225 - $435
     Seniors                $165 - $250
     Account Managers       $155 - $255
     Professional Staff     $130 - $280
     Administration          $50 - $250

The members of Squar Milner who are expected to provide the
services and their hourly rates are:

     James Rotherham           $400
     Stacy Elledge Chiang      $350
     Chris Thibodeau           $260
     Kathy Schmidt             $230
     Jacki Munchus             $155
     Stephen Spieker           $150
     Robert Hirsch             $150

The firm estimates that its audit fees will range from $50,000 to
$55,000 while its fees for the preparation of the annual
information tax return will range from $2,500 to $3,500.

James Rotherham, a certified public accountant employed with Squar
Milner, disclosed in a court filing that his firm does not hold any
interest adverse to the Debtor or its bankruptcy estate.

The firm can be reached through:

     James A. Rotherham
     Squar Milner LLP
     3655 Nobel Drive, Suite 450
     San Diego, CA 92122
     Tel: 858/597-4100
     Fax: 858/597-4111

                    About Tri-Valley Learning

Tri-Valley Learning Corporation is a non-profit corporation that
owns, manages and operates four charter schools.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N. D. Calif. Case No. 16-43112) on November 8, 2016.
The petition was signed by Lynn Lysko, chief executive officer.  

At the time of the filing, the Debtor estimated its assets and
liabilities at $10 million to $50 million.

The case is assigned to Judge Charles Novack.  Pachulski Stang
Ziehl & Jones LLP serves as the Debtor's legal counsel.  The Debtor
hired Procopio, Cory, Hargreaves & Savitch LLP as its special
counsel.

On January 25, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  No trustee or examiner
has been appointed.


TRIBUNE MEDIA: Moody's Affirms B1 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service has affirmed Tribune Media Company's B1
Corporate Family Rating (CFR) and B1-PD Probability of Default
rating. The affirmation follows the company's announcement that it
has entered into a definitive agreement to sell the stock of the
company to Sinclair Broadcast Group, Inc. (Ba3 stable) for $3.9
billion, plus the assumption of approximately $2.7 billion in net
debt. The total enterprise value is approximately $6.6 billion
which, according to Sinclair, is less than 7x average pro forma
EBITDA related to the core television and entertainment business.
The transaction will be financed with cash on hand, fully committed
bank financing (which may be replaced with permanent secured and
unsecured debt), and by accessing the capital markets. In
connection with this action Moody's also affirmed the stable
outlook, and all instrument-level ratings including the Ba3 senior
secured bank credit facility and B3 senior unsecured notes.

The transaction is expected to close at the end of 2017, subject to
approval by Tribune's shareholders, FCC approval, and antitrust
clearance. Sinclair believes the pro forma combined entities media
revenues would have been $4.1 billion and $4.6 billion in 2015 and
2016, respectively.

Outlook Actions:

Issuer: Tribune Media Company

-- Outlook, Remains Stable

Affirmations:

Issuer: Tribune Media Company

-- Probability of Default Rating, Affirmed B1-PD

-- Speculative Grade Liquidity Rating, Affirmed SGL-1

-- Corporate Family Rating, Affirmed B1

-- Senior Secured Bank Credit Facility, Affirmed Ba3 (LGD 3)

-- Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD 5)

RATINGS RATIONALE

While Tribune is being acquired by an entity rated one notch
higher, at Ba3, Moody's believes any lift provided by Sinclair may
not be realized by Tribune pre-deal, as a stand-alone company.
Moody's expects Sinclair may refinance all outstanding Tribune debt
upon close. As a result, Moody's don't believes a change to
Tribune's instrument-level ratings is required at this time.
However, there is a fair degree of uncertainty regarding the
ultimate financing for the transaction, including the structure of
permanent financing and terms and conditions of the new debt.
Should the final legal and capital structures change materially
from Moody's assumptions, including the repayment of all of
Tribune's outstanding debt, there could be upward pressure on
Tribune's instrument-level ratings.

The stable outlook incorporates Moody's expectations that debt-to-2
year average EBITDA will improve to 5.75x or less (including
Moody's standard adjustments) by the end of 2017 with Tribune Media
maintaining at least good liquidity over the next 12 months
providing flexibility to execute management's operating strategies,
invest in programming, and manage unforeseen cash needs. The
outlook also incorporates Moody's expectations that the U.S.
economy will grow modestly, core advertising revenue will
stabilize, margins will remain stable, and free cashflow improves.
The outlook does not incorporate significant debt financed
acquisitions or large shareholder distributions that would be
contrary to Moody's expectations for consistent leverage reduction.
To the extent non-core assets are divested and used to repay debt,
and or the position of Tribune's instruments improves as a result
of the transaction with Sinclair, the credit rating would be well
positioned. Moody's also expects interest coverage
(EBITDA-CAPEX/Interest) to remain between 2.5x and 3x.

If Sinclair closes this transaction, and Tribune debt survives,
there would likely be upward pressure on those instrument ratings.
Since there is a definitive agreement to acquire the company by
higher-rated Sinclair, it is unlikely that the ratings would be
downgraded over the near-term.

Tribune Media Company, headquartered in Chicago, IL, benefits from
television assets including 42 broadcast stations in 33 markets
reaching 26% (with the reinstated UHF discount) of U.S. households
and the WGN America network with subscribers approaching 80
million. Tribune Media holds minority equity interests in several
media enterprises including TV Food Network which contribute cash
distributions. The company emerged from Chapter 11 bankruptcy
protection at the end of 2012 and certain creditors prior to
Chapter 11 filing are now shareholders with funds of Oaktree
Capital Management LP (roughly 16%), Angelo, Gordon & Co. LP (7%),
and JPMorgan Chase (7%) representing three of the five largest
shareholders. Reported revenue totaled $1.9 billion for 2016.

The principal methodology used in these ratings was Global
Broadcast and Advertising Related Industries published in February
2017.


TRIDENT BRANDS: LPF (MCTECH) Investment Ceases as Shareholder
-------------------------------------------------------------
LPF (MCTECH) Investment Corp. disclosed in a regulatory filing with
the Securities and Exchange Commission that as of April 28, 2017,
it has ceased to beneficially own shares of common stock of Trident
Brands, Inc.  A full-text copy of the Schedule 13G/A is available
for free at https://is.gd/OaddwJ

                    About Trident Brands

Trident Brands Incorporated (f/k/a Sandfield Ventures Corp.) was
initially formed to engage in the acquisition, exploration and
development of natural resource properties, but has since
transitioned and is now focused on branded consumer products and
food ingredients.  The Company maintains a portfolio of branded
consumer products including nutritional products and supplements
under the Everlast(R) and Brain Armor(R) brands, and functional
food ingredients under the Oceans Omega brand.  These brands are
focused on the fast growing supplements and nutritional product and
heart and brain health categories, supported by an  established
contract manufacturing, supply chain and research and development
infrastructure, and a solid and proactive management  team, board
of directors and advisors with many years of experience in related
categories.

Trident reported a net loss of $3.18 million on $168,042 of
revenues for the 12 months ended Nov. 30, 2016, compared to a net
loss of $3.16 million on $16,569 of revenues for the 12 months
ended Nov. 30, 2015.  The Company's balance sheet at Nov. 30, 2016,
showed $4.30 million in total assets $5.84 million in total
liabilities and a total stockholders' deficit of $1.53 million.


TSMC INC: Case Summary & Unsecured Creditor
-------------------------------------------
Debtor: TSMC, Inc.
        6 Rockledge Ave
        Ossining, NY 10562-5914

Case No.: 17-22702

Business Description: The Debtor was formed as a New York
                      corporation on Dec. 16, 2004, for the
                      purpose of owning two parcels of property
                      with an address of 6 Rocklege Avenue,
                      Ossining, NY and leasing it.  Currently the
                      Property is leased to an affiliated entity
                      Goldfish Restaurant, Inc., which has
                      operated a restaurant from the location
                      and has just competed renovations and
                      reopened under the name Sparta.  The
                      Debtor's sole income is rent from
                      Goldfish of $4,500 per month.  Rent has not
                      been received from Goldfish for
                      approximately the last two years; however,
                      Goldfish will resume rent payments in the  
                      near future.  The Debtor's Property is
                      encumbered by a mortgage held by TD Bank,
                      N.A.  TD Bank claims it is owed more than
                      $692,191 for which it has a judgement of
                      foreclosure.  The Debtor believes the
                      Property has equity and that its current
                      value is $825,000.  Once Goldfish begins
                      paying the rent, which is expected next
                      month, the Debtor will have sufficient funds

                      to make adequate assurance payments of
                      $4,500 per month to TD Bank.  The Debtor
                      believes that it will be in a position to
                      refinance the Property within the next 6
                      months and the current bankruptcy filing
                      will provide the breathing room necessary to

                      implement a plan of reorganization.  The
                      Debtor is subject to a Judgment from TD
                      Bank, N.A. and believes that seizure of its
                      property is imminent and has accordingly
                      sought bankruptcy protection.  The Debtor's
                      senior management is comprised of Michael
                      Casarella and Anthanasios Stratigakis who
                      are the shareholders, officers and directors
                      of the Debtor.

Chapter 11 Petition Date: May 9, 2017

Court: United States Bankruptcy Court
       Southern District of New York (White Plains)

Judge: Hon. Robert D. Drain

Debtor's Counsel: H. Bruce Bronson, Jr., Esq.
                  BRONSON LAW OFFICES, P.C.
                  480 Mamaroneck Avenue
                  Harrison, NY 10528-0023
                  Tel: 877-385-7793
                  Fax: 888-908-6906
                  E-mail: ecf@bronsonlaw.net
                          hbbronson@bronsonlaw.net

Total Assets: $825,000

Total Liabilities: $1.09 million

The petition was signed by Michael Casarella, vice-president.

The Debtor's list of top 20 unsecured creditors who are not
insiders contains a single entry: VMJ Espinoza Contractor Inc.,
holding a claim of $14,000 for construction work.

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

           http://bankrupt.com/misc/nysb17-22702.pdf

Pending bankruptcy cases of affiliates:

  Debtor                   Petition Date          Case No.
  ------                   -------------          --------
Goldfish Restaurant, Inc.    5/03/17              17-22628
S.D.N.Y.

Hudson Valley Hospitality   11/17/16              16-23590
Group, Inc.
S.D.N.Y.


UNILIFE CORP: U.S. Trustee Says KEIP a 'Free Throw'
---------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, filed with the
U.S. Bankruptcy Court for the District of Delaware an objection to
Unilife Corporation, et al.'s key employee incentive plan.

The U.S. Trustee says that when a bonus plan described as an
incentive plan sets the performance bar so low that the lowest
targets are well within reach, it is a not a true incentive plan
but a disguised retention plan.

The U.S. Trustee wants the Debtors to establish that the
performance targets under the KEIP provide a bona fide incentive
that is difficult to reach.  The U.S. Trustee states that if the
targets are within easy reach, participants will not be required to
"stretch" to reach them.  "Whether one characterizes an
easy-to-reach target as a 'lay-up' or as a 'free throw', or simply
'not difficult to reach', the Debtors must demonstrate that the
performance targets for the KEIP are not easy to reach and that the
KEIP participants bear some risk of being unable to achieve them,"
the U.S. Trustee states.

The U.S. Trustee claims that the sale or plan target and the budget
target, standing alone or combined, do not appear to present
sufficient challenges to qualify as targets under an incentive
plan.  A KEIP must be predicated on maximizing the value of the
estate.  The Sale or Plan performance target will be met as long as
any sale, at any price, is consummated, or any plan is confirmed.

The U.S. Trustee says, "Short of a conversion to Chapter 7, it
seems a foregone conclusion that some sale of substantially all of
the Debtors' assets will be consummated or some Chapter 11 plan of
reorganization will be confirmed.  Standing alone, the Sale and
Plan metrics appear to be more retentive than incentive based.
Similarly, the Budget performance target does not appear to require
KEIP Participants to 'stretch' and is, as Judge Lifland called it,
a 'lay-up.'  The Debtors are already required to comply with an
approved budget that has built-in tolerances.  Failure to comply
with the budget will be a default under the terms of the DIP
financing, entitling ROS to foreclose on its collateral; that would
effectively shutter the Debtors' operations and end the KEIP
participants' employment.  The Debtors' senior executive team
already has a fiduciary duty to ensure the Debtors' compliance with
the approved budget.  Performance of one's fiduciary duties is not
optional and therefore should not be considered as
'incentivizing.'"  

The operations target may be an incentive-based metric, according
to the U.S. Trustee.  From the description in the motion, the
operations performance target is based on product development
milestones.  However, the description is written in technical
language.  The targets may require no more than completing
documentation of development work already completed.  Conversely,
the targets may be challenging and require complex ongoing and
iterative engineering, design, prototyping, testing, tooling, and
more; they may have the challenging level of complexity and risk of
failure to achieve the operations target such that the KEIP is more
in the nature of a retention plan than an incentive plan.  Absent a
record demonstrating the complexity and challenge of the operations
performance target, however, the KEIP should not be approved.

A copy of the Objection is available at:

           http://bankrupt.com/misc/deb17-10805-124.pdf

                    About Unilife Corporation

Unilife Corporation -- http://www.unilife.com-- is a U.S.-based   

developer and commercial supplier of injectable drug delivery
systems.  Unilife has a portfolio of innovative, differentiated
products with a primary focus on wearable injectors.  Products
within each platform are customizable to address specific customer,
drug and patient requirements.

Unilife Corporation filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 17-10805) on April 12, 2017.  John Ryan, chief
executive officer, signed the petition.

The Hon. Laurie Selber Silverstein presides over the case.  

Cozen O'Connor, Esq., serves as counsel to the Debtor.

The Debtor disclosed total assets of $82.98 million and total
liabilities of $201.0 million.


UPLIFT RX: U.S. Trustee Forms 5-Member Committee
------------------------------------------------
The U.S. Trustee for Region 7 on May 3 appointed five creditors to
serve on the official committee of unsecured creditors in the
Chapter 11 cases of Uplift Rx, LLC, and its affiliates.

The committee members are:

     (1) BluPax Pharma Inc.
         Attn: Joel Mittelman
         160 Raritan Center Parkway, Unit 1
         Edison, NJ 08837
         Tel. 732-902-6760
         Fax 732-902-6761
         Email: jmittelman@blupaxpharma.com

         Counsel: Halperin Battaglia Benzija, LLP
         Alan D. Halperin, Esq.
         40 Wall Street, 37th Floor
         New York, NJ 10005
         Tel. 212-765-9100
         Fax 212-765-0964
         Email: ahalperin@halperinlaw.com

     (2) SBK Sales Inc.
         Attn: Philip Sofer
         16 Israel Zupnick Dr., Unit 113
         Monroe, NY 10950
         Tel. 845-782-4410
         Fax 845-782-4821
         Email: sbksales@frontier.com

     (3) Strategic Products Group, Inc.
         Attn: Tim Van Alstine
         450 Van Pelt Lane
         Pensacola, FL 32505
         Tel. 850-982-1121
         Email: vankhem@aol.com

     (4) S.P. Distributors
         Attn: Herman Greenfeld
         168 10th Street
         Brooklyn, NY 11215
         Tel. 718-907-5155
         Fax 718-854-3040
         Email: spmedical@gmail.com

     (5) Zeetogroup, LLC
         Attn: Stephan Goss
         925 B Street, 5th Floor
         San Diego, CA 92101
         Tel. 419-349-5305
         Email: stephan@zeeto.io

         Counsel: Venable LLP
         Jennifer Nassiri, Esq.
         2049 Century Park East, Suite 2300
         Los Angeles, CA 90067
         Tel. 310-229-0326
         Fax 310-229-9901
         Email: jlnassiri@venable.com

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

                          About Uplift Rx

Uplift Rx, LLC is a Texas Limited Liability Company formed in June
of 2016.  It operates pharmacy located in Houston, Texas.  Uplift
Rx, along with the other Debtors and certain non-debtor affiliates
together make up the Alliance Healthcare family, a group of
privately held companies headquartered in South Jordan, Utah.  The
Alliance network consists of twenty pharmacies across the country,
including three pharmacies in Texas.  Collectively, they have
approximately 782 employees.  Since 2006, the Alliance Healthcare
companies have been working to improve the well-being of those with
chronic health conditions such as diabetes.  They do so by
personalizing and simplifying the process of condition management,
and using its network of pharmacies to connect individuals to
prescriptions, resources, and support to help them obtain and
remain on therapy.

Uplift Rx, LLC and its debtor affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No.
17-32186) on April 7 and 8, 2017.


VWR CORP: S&P Puts 'BB-' CCR on CreditWatch Negative
----------------------------------------------------
S&P Global Ratings placed all its ratings on VWR Corp., including
the 'BB-' corporate credit rating, on CreditWatch with negative
implications.

"The rating action is in response to VWR's announcement that it has
entered into a definitive agreement to be acquired for $6.4 billion
by diversified chemicals company Avantor," said S&P Global Ratings
credit analyst Tulip Lim.

The details on the transaction's funding have yet to be announced,
but S&P expects leverage of the combined company will likely be
high under the financial sponsor ownership of New Mountain
Capital.

Upon the completion of the transaction, S&P expects to resolve the
CreditWatch listing to reflect the final ratings on the
consolidated entity, VWR's status relative to the consolidated
whole, and the status of the debt.  S&P could lower its corporate
credit rating on VWR by one or more notches at the close of the
transaction.



WAVE SYSTEMS: 'It's different and it's contagious,' says Aurea CEO
------------------------------------------------------------------
Elisa Steele, CEO of Jive: Speaking of new faces, I'd like to
comment about the announcement yesterday that Aurea Software is
acquiring Jive.  It's been a big day for Jive and a big day for
Aurea.  And I think the best way to comment on this is to bring
Scott Brighton, CEO of Aurea up on the stage.  Scott, welcome to
Jiveworld 17.

Q1: You've been here 24 hours, what are your first impressions?

My team and I, the Aurea executives, were talking about this last
night.  We've acquired a number of companies, and I've had the
opportunity to attend multiple events.  Those software products and
events are often powering incredibly important things: Planes don't
take off, NICU units go down.  Literally life-changing events.  I
still notice a difference in what I get from Jivers and everyone
here.  Everyone is using Jive software to unlock the potential of
their organizations to create something profound. That profound
mission drives a level of passion that's different. Like MD
Anderson, and curing cancer.  It's different and it's contagious.

Q2: Our joint commitment to customer success is a common thread.
Can you expand on this?

I like the way that Jive uses the word "customer success," we use
it too.  To make a distinction between customer success and
customer satisfaction.  Customer satisfaction is "my users like the
software, adoption, etc."  But it's kind of a low bar.  When we
talk about customer success, we're talking about you've made an
investment, and are you getting the return you expected from that
relationship?  Are you achieving as an organization what you set
out to achieve when you started this journey? Our goal is that 90
percent or more of our customers enthusiastically raise their hand
and say "absolutely."  Jive shares that same authentic
accountability to their customers.

Q3: What's the core value proposition of Jive and Aurea coming
together?

For those of you not familiar with Aurea, what we do is customer
experience, working with some of the world's greatest brands to
create magical, transformative experiences for their end customers
-- it's inspiring work.  It's similar to what Jive is trying to
create engagement with customers and employees.  What you do with
customer communities with Jive-x and internal teams with Jive-n.
Those two things are part and parcel; you can't have great customer
experience without great engagement.  You need engaged employees to
deliver.  Our ultimate long-term vision is to take the passion of
both of those incredibly important missions to create a bigger
mission to transform experience and engagement with customers.

Jive Software, Inc. issued a press release on May 1, 2017,
announcing the execution of an Agreement and Plan of Merger, dated
as of April 30, 2017, by and among Wave Systems Corp. ("Parent"), a
wholly owned subsidiary of ESW Capital, LLC ("Guarantor"), Jazz
MergerSub, Inc. ("Acquisition Sub"), a wholly owned subsidiary of
Parent, and the Company.

                         About Aurea

Aurea is the technology behind some of the world's greatest
customer experiences, from British Airways in the sky to Disney
World on the ground.  Learn more at www.aurea.com.

                      About Jive Software

Jive (Nasdaq: JIVE) is the leader in accelerating workplace digital
transformation for organizations, enabling people to work better
together.  The company provides industry-leading Interactive
Intranet and Customer Community solutions that connect people,
information and ideas to help businesses outpace their competitors.
With more than 30 million users worldwide and customers in
virtually every industry, Jive is consistently recognized as a
leader by top analyst firms, including Gartner Inc., Ovum and
Aragon Research.  More information can be found at
http://www.jivesoftware.com/or the Jive Blog.   

                      About Wave Systems

Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX)
--http://www.wave.com/--develops, produces and markets products    

for hardware-based digital security, including security
applications and services that are complementary to and work with
the specifications of the Trusted Computing Group, an industry
standards organization comprised of computer and device
manufacturers, software vendors and other computing products
manufacturers.

Wave Systems Corp. commenced on Feb. 1, 2016, a bankruptcy case by
filing a voluntary petition for relief under the provisions of
Chapter 7 of Title 11 of the Bankruptcy Code in the United States
Bankruptcy Court for the District of Delaware.

On May 16, 2016, the Bankruptcy Court entered an order converting
the Chapter 7 Case to a case under the provisions of Chapter 11 of
the Bankruptcy Code.  As a result, since May 20, 2016, the Company
has been operated under a court appointed Chapter 11 Trustee under
the jurisdiction of the Bankruptcy Court and in accordance with
applicable provisions of the Bankruptcy Code and orders of the
Bankruptcy Court.  

David W. Carickhoff was appointed as Chapter 11 trustee.  Mr.
Carickhoff tapped Archer & Greiner P.C. as counsel.  The Trustee
also tapped Miller & Company, LLC as accountants and financial
advisors, and UpShot Services LLC as the claims agent and
administrative agent.


WEST BANK LAND: Involuntary Chapter 11 Case Summary
---------------------------------------------------
Alleged Debtor: West Bank Land Company, LLC
                701 Poydras St., Suite 4500
                New Orleans, LA 70139
                Tel: 504-585-0291

Case Number: 17-11183

Type of Business: Single Asset Real Estate (as defined in 11
                  U.S.C. Section 101(51B))

Involuntary Chapter 11 Petition Date: May 9, 2017

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

Judge: Hon. Jerry A. Brown

Petitioners' Counsel: Lawrence R. Anderson, Jr., Esq.
                      SEALE, SMITH, ZUBER & BARNETTE, LLP
                      Two United Plaza, Suite 200
                      8550 United Plaza Boulevard
                      Baton Rouge, LA 70809
                      Tel: (225) 924-1600
                      Fax: (225) 924-6100
                      E-mail: lranderson@sszblaw.com

Alleged creditors who signed the involuntary petition:

   Petitioners                  Nature of Claim  Claim Amount
   -----------                  ---------------  ------------
White Oak Strategic               Loans/Notes     $87,596,253
Master Fund, L.P.
337 Garden Oaks Blvd., #57962
Houston, TX 77018-5501

White Oak Opportunity SRV, L.P.   Loans/Notes      $4,739,944
337 Garden Oaks Blvd., #57962
Houston, TX 77018-5501

White Oak Strategic II SRV, L.P.  Loans/Notes      $2,971,134
337 Garden Oaks Blvd., #57962
Houston, TX 77018-5501


WG DEVELOPMENT: Case Summary & 7 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: WG Development, LLC
        1860 Baltimore Pike, Suite 1
        Gettysburg, PA 17325

Case No.: 17-01913

Business Description: The Debtor is a single asset real estate (as
                      defined in 11 U.S.C. Section 101(51B)).
                      The Company owns West Gate Development
                      which is valued at $3 million.

Chapter 11 Petition Date: May 9, 2017

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

Judge: Hon. Henry W. Van Eck

Debtor's Counsel: Craig A. Diehl, Esq.
                  LAW OFFICES OF CRAIG A. DIEHL
                  3464 Trindle Road
                  Camp Hill, PA 17011-4436
                  Tel: 717 763-7613
                  Fax: 717 763-8293
                  E-mail: cdiehl@cadiehllaw.com

Total Assets: $3 million

Total Liabilities: $3.30 million

The petition was signed by Thomas E. Varish, member.

A copy of the Debtor's list of seven unsecured creditors is
available for free at http://bankrupt.com/misc/pamb17-01913.pdf


WILLOW BEND: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Willow Bend Ventures, LLC
        5724 Highway 43 North
        Carriere, MS 39426

Case No.: 17-11178

About the Debtor: Its principal place of business is at 2201
                  Highway 3127, Edgard, LA 70049, St John the
                  Baptist.

Chapter 11 Petition Date: May 9, 2017

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

Judge: Hon. Elizabeth W. Magner

Debtor's Counsel: Phillip K. Wallace, Esq.
                  PHILLIP K. WALLACE, PLC
                  4040 Florida Street, Suite 203
                  Mandeville, LA 70448
                  Tel: (985) 624-2824
                  Fax: (985) 624-2823
                  E-mail: PhilKWall@aol.com
                          pkwallace@aol.com

Estimated Assets: $0 to $50,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Hensley R. Lee, manager.

A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/laeb17-11178.pdf


WILSTO ENTERPRISES: To Pay Creditors Through Oakmont Property Sale
------------------------------------------------------------------
Wilsto Enterprises, LP, filed with the U.S. Bankruptcy Court for
the Western District of Pennsylvania a disclosure statement dated
May 1, 2017, referring to the Debtor's Chapter 11 plan dated May 1,
2017.

Funds for planned payments, including funds necessary for capital
replacement, repairs, or improvements will be taken from the sale
of the Debtor's real estate located at 401 Maryland Avenue, in
Oakmont, Pennsylvania 15139.

Recovery for holders of Class 10 General Unsecured Non-Tax Claims
-- totaling $248,514.53 -- is yet to be determined.

Administrative Claims -- estimated to be in the amount of $25,325
-- will be paid in full on the effective date.

A copy of the Disclosure Statement is available at:

           http://bankrupt.com/misc/pawb16-24075-49.pdf

Wilsto Enterprises, LP, filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Pa. Case No. 16-24075) on Nov. 1, 2016, disclosing
under $1 million in both assets and liabilities. The Debtor is
represented by Robert O Lampl, Esq.


[*] Crestline Closes Private Equity Credit & Restructuring Deals
----------------------------------------------------------------
Crestline Investors, Inc., an institutional alternative asset
manager, on May 4, 2017, announced the closing of four recent
transactions by its Private Equity Credit and Fund Restructuring
team.  The group, first launched in October 2016, pursues niche
financing opportunities in the private equity markets by providing
bespoke capital solutions, including preferred equity and flexible
debt structures, to mature private equity funds approaching the end
of their structural lives.  In total, Crestline-controlled vehicles
committed more than $200 million across the four transactions and
assumed governance rights across another $250 million of capital
contributed or rolled by existing investors.

Recently closed deals encompassed a broad range of industries, such
as healthcare, financial services, energy, construction and
building materials, technology, security, media, consumer and
business services, and included:

   -- A preferred equity investment into a 14-year???old private
equity (PE) fund that has significant asset value remaining in its
portfolio.  This investment allowed the general partner (GP) to
provide liquidity to a group of investors as well as recycle some
of the new capital into the largest portfolio company to refinance
out more expensive debt.

   -- A preferred equity investment into a new holding company that
acquired the assets from two affiliated funds.  This investment
provided capital that was used to purchase existing limited partner
(LP) interests as well as finance targeted follow-on investments
into the remaining holdings.

  -- Loans to several portfolio companies that were credit enhanced
by a fund level guarantee.  This facility enabled several portfolio
companies to borrow capital to support growth initiatives accretive
to the fund.

   -- A combined preferred equity and common equity investment into
an acquisition vehicle that purchased a fund and its holdings out
of receivership and simultaneously injected fresh capital into the
largest portfolio company.

"These deals show that there is significant need for financing in
the private equity markets, satisfying a range of liquidity
requirements for both Limited Partners (LPs) and General Partners
(GPs)," said David Philipp, a Managing Director at Crestline and
co-head of the PE Credit & Fund Restructuring Group.  "Crestline is
committed to being a leader in this growing area, which is a
natural extension of our expertise in the broader credit and
restructuring markets."  

In addition, Crestline announced that Michael Rich would join the
PE Credit team as a Director.  Mr. Rich was previously a Director
at LStar Capital, the credit affiliate of Lone Star Funds, a
leading private equity firm.  His previous roles include Co-Founder
& Principal at Three Seas Capital, Portfolio Manager at Highland
Capital Management and Vice President at Banc of America
Securities.

Mr. Rich's addition brings the size of the team to nine dedicated
professionals, plus three operating partners, with diverse
backgrounds in portfolio financing, Private Equity and Hedge Fund
(HF) secondaries, direct secondaries, credit underwriting, fund
restructurings, PE investing, co-GP engagements, workouts and
valuations.  Mr. Rich is the second senior-level hire following the
addition of Amit Mahajan in October 2016, who co-leads the strategy
with Philipp.

"There are many private equity funds out there whose portfolio
companies require follow-on funding, but existing LPs are unable or
unwilling to invest additional capital," said Mr. Mahajan.
"Previous solutions to this problem were either costly, slow or
both, and we have been able to step in as an investor to provide
one-stop debt or equity financing that can be customized to meet
the needs of all parties."

The PE Credit & Fund Restructuring Group manages dedicated capital
across two core strategies:

(1) Providing liquidity and financing solutions to private equity
funds, structured as preferred equity or senior debt, and  
(2) Restructuring older funds and acquiring final positions held in
tail end funds.

"GPs and LPs continue to look for alternative financing and
liquidity solutions not met by traditional secondary markets," said
Douglas Bratton, Managing Partner & CIO of Crestline.  "We see an
opportunity for Crestline to help fill the current gap in the
market by working directly with GPs and LPs to help them maximize
the value of their assets."

                  About Crestline Investors

Founded in 1997 and based in Fort Worth, Texas, Crestline
Investors, Inc. -- http://www.crestlineinvestors.com-- is an
institutional alternative investment management firm with
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[*] Moody's Global Speculative-Grade Default Rate Dips in April
---------------------------------------------------------------
Moody's global speculative-grade default rate closed at 3.6% for
the trailing 12-month period ended April 30, down from 3.9% the
prior month and 4.3% a year ago, the rating agency says in its
latest global default report. Moody's expects the default rate to
continue to recede this year and beyond, falling to 2.6% in
December and 2.4% at the end of April next year.

"Despite geopolitical uncertainties in Europe, high-yield spreads
tightened last month both in Europe and the US, supporting Moody's
benign default outlook," said Sharon Ou, a Moody's Vice President
and Senior Credit Officer. "Nevertheless, while steady economic
growth and a stabilizing commodity sector are expected to help stem
defaults, rising headwinds in the US retail sector will likely
result in a significant rate of default for rated retail issuers
over the next twelve months."

Approximately 14% of Moody's-rated retail universe is in distress,
says Ms. Ou, which is the highest level since 2009. In addition,
the retail sector's downgraded notches per issuer has more than
doubled to 0.32 notches per issuer, up from 0.13 during the past 12
months. Among the seven rated issuers defaulting last month,
footwear and accessories retailer Payless Inc. filed Chapter 11
bankruptcy protection -- the first rated retail default of 2017 --
underscoring the challenging environment facing brick-and-mortar
retailers. Nevertheless, commodities companies remain the primary
contributor to defaults so far this year, accounting for 11 of the
29 defaults, including GulfMark Offshore, Inc.'s April default.

Defaults on both bonds and loans were down in April, the rating
agency's data shows. By dollar volume, the global speculative-grade
bond default rate declined to 2.4% in April from 2.7% in March.
Meanwhile, in the leveraged loan market, Moody's recorded two
defaults in April, both in the US. The issuer-weighted US loan
default rate eased to 2.0% last month, from 2.1% in March.


[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Lebohang Morake
   Bankr. C.D. Cal. Case No. 17-15043
      Chapter 11 Petition filed April 25, 2017
         represented by: Michael A. Younge, Esq.
                         E-mail: youngelaw@aol.com

In re 5 C Holdings, Inc.
   Bankr. E.D. Cal. Case No. 17-11591
      Chapter 11 Petition filed April 25, 2017
         See http://bankrupt.com/misc/caeb17-11591.pdf
         represented by: Leonard K. Welsh, Esq.
                         LAW OFFICE OF LEONARD K. WELSH
                         E-mail: lwelsh@lkwelshlaw.com

In re Michael Hung Fong Kwong
   Bankr. N.D. Cal. Case No. 17-30402
      Chapter 11 Petition filed April 25, 2017
         Filed Pro Se

In re Danny Tan and Alona Tan
   Bankr. N.D. Cal. Case No. 17-50968
      Chapter 11 Petition filed April 25, 2017
         represented by: Ralph P. Guenther, Esq.
                         DOUGHERTY AND GUENTHER
                         E-mail: courts@tkdougherty.com

In re Arthur Lee Tinker
   Bankr. D. Md. Case No. 17-15711
      Chapter 11 Petition filed April 25, 2017
         represented by: George S. Ingalls, Esq.
                         E-mail: ch713@gsilawfirm.com

In re Fernando Smith
   Bankr. D. Md. Case No. 17-15753
      Chapter 11 Petition filed April 25, 2017
         represented by: Morgan William Fisher, Esq.
                         LAW OFFICES OF MORGAN FISHER LLC
                         E-mail: mwf@morganfisherlaw.com

In re Damon G. Douglas Company
   Bankr. D.N.J. Case No. 17-18415
      Chapter 11 Petition filed April 25, 2017
         See http://bankrupt.com/misc/njb17-18415.pdf
         represented by: Brian Gregory Hannon, Esq.
                         LAW OFFICE OF NORGAARD O'BOYLE
                         E-mail: bhannon@norgaardfirm.com

In re Caleb Alexis
   Bankr. E.D.N.Y. Case No. 17-42007
      Chapter 11 Petition filed April 25, 2017
         represented by: Gary C. Fischoff, Esq.
                         BERGER, FISCHOFF & SHUMER, LLP
                         E-mail: gfischoff@bfslawfirm.com

In re Keisha Monique Omilana
   Bankr. S.D.N.Y. Case No. 17-11107
      Chapter 11 Petition filed April 25, 2017
         represented by: Wayne M. Greenwald, Esq.
                         WAYNE M. GREENWALD, P.C.
                         E-mail: grimlawyers@aol.com

In re Jeffrey Todd Davis
   Bankr. S.D. Ohio Case No. 17-52562
      Chapter 11 Petition filed April 25, 2017
         represented by: Erin L. Gapinski, Esq.
                         E-mail: gapinski@aksnlaw.com

In re Raul Palacios Velez
   Bankr. D.P.R. Case No. 17-02842
      Chapter 11 Petition filed April 25, 2017
         represented by: Jacqueline Hernandez Santiago, Esq.
                         E-mail: quiebras1@gmail.com

In re Mariano Mendoza and Mercedes Mendoza
   Bankr. C.D. Cal. Case No. 17-11662
      Chapter 11 Petition filed April 26, 2017
         represented by: Onyinye N. Anyama, Esq.
                         ANYAMA LAW FIRM
                         E-mail: onyi@anyamalaw.com

In re Mohammed Y. Alam
   Bankr. N.D. Ill. Case No. 17-13077
      Chapter 11 Petition filed April 26, 2017
         represented by: Paul M. Bauch, Esq.
                         BAUCH & MICHAELS LLC
                         E-mail: pbauch@bauch-michaels.com

In re Patrick Thomas Shine
   Bankr. D. Mass. Case No. 17-11503
      Chapter 11 Petition filed April 26, 2017
         See http://bankrupt.com/misc/mab17-11503.pdf
         represented by: Taruna Garg, Esq.
                         MURTHA CULLINA LLP
                         E-mail: tgarg@murthalaw.com

In re Goldfish Restaurant, Inc.
   Bankr. S.D.N.Y. Case No. 17-22628
      Chapter 11 Petition filed April 26, 2017
         See http://bankrupt.com/misc/nysb17-22628.pdf
         represented by: Anne J. Penachio, Esq.
                         PENACHIO MALARA LLP
                         E-mail: apenachio@pmlawllp.com

In re You're Putting Me On, Inc. D/B/A Hometowne Sports
   Bankr. W.D. Pa. Case No. 17-21720
      Chapter 11 Petition filed April 26, 2017
         See http://bankrupt.com/misc/pawb17-21720.pdf
         represented by: Brian C. Thompson, Esq.
                         THOMPSON LAW GROUP, P.C.
                         E-mail: bthompson@ThompsonAttorney.com
In re Divyogi H. Patel and Bina D. Patel
   Bankr. N.D. Cal. Case No. 17-50994
      Chapter 11 Petition filed April 27, 2017
         represented by: Nancy Weng, Esq.
                         TSAO-WU AND YEE, LLP
                         E-mail: nweng@tsaoyee.com

In re Andrew H. White
   Bankr. S.D. Fla. Case No. 17-15280
      Chapter 11 Petition filed April 27, 2017
         represented by: Kenneth S. Rappaport, Esq.
                         E-mail: office@rorlawfirm.com

In re Ernest A. Vicknair, Jr.
   Bankr. E.D. La. Case No. 17-11059
      Chapter 11 Petition filed April 27, 2017
         represented by: Eric J. Derbes, Esq.
                         THE DERBES LAW FIRM, LLC
                         E-mail: ederbes@derbeslaw.com

In re Hellenic Property Ventures, LLC
   Bankr. M.D.N.C. Case No. 17-10505
      Chapter 11 Petition filed April 27, 2017
         See http://bankrupt.com/misc/ncmb17-10505.pdf
         represented by: Samantha K. Brumbaugh, Esq.
                         IVEY, MCCLELLAN, GATTON & SIEGMUND, LLP
                         E-mail: skb@iveymcclellan.com

In re Hugo Reyes
   Bankr. D. Nev. Case No. 17-12162
      Chapter 11 Petition filed April 27, 2017
         represented by: Gina M. Corena, Esq.
                         LAW OFFICE OF GINA M. CORENA, ESQ.
                         E-mail: gina@lawofficecorena.com

In re Tonawanda Auto Sales & Service, Inc.
   Bankr. W.D.N.Y. Case No. 17-10860
      Chapter 11 Petition filed April 27, 2017
         See http://bankrupt.com/misc/nywb17-10860.pdf
         represented by: Robert B. Gleichenhaus, Esq.
                         GLEICHENHAUS, MARCHESE & WEISHAAR, P.C.
                         E-mail: RBG_GMF@hotmail.com

In re JLC Daycare, Inc.
   Bankr. W.D. Pa. Case No. 17-21768
      Chapter 11 Petition filed April 27, 2017
         See http://bankrupt.com/misc/pawb17-21768.pdf
         represented by: Christopher M. Frye, Esq.
                         STEIDL & STEINBERG
                         E-mail: chris.frye@steidl-steinberg.com
In re Capri Coast Capital, Inc.
   Bankr. C.D. Cal. Case No. 17-11136
      Chapter 11 Petition filed April 28, 2017
         See http://bankrupt.com/misc/cacb17-11136.pdf
         represented by: Peter C. Bronstein, Esq.
                         THE LAW OFFICES OF PETER BRONSTEIN
                         E-mail: peterbronz@yahoo.com

In re Pendergrass Trucking, Inc.
   Bankr. E.D.N.C. Case No. 17-02109
      Chapter 11 Petition filed April 28, 2017
         See http://bankrupt.com/misc/nceb17-02109.pdf
         represented by: Travis Sasser, Esq.
                         SASSER LAW FIRM
                         E-mail: tsasser@carybankruptcy.com

In re Denton Hardwoods, Inc.
   Bankr. M.D.N.C. Case No. 17-10510
      Chapter 11 Petition filed April 28, 2017
         See http://bankrupt.com/misc/ncmb17-10510.pdf
         represented by: Phillip E. Bolton, Esq.
                         BOLTON LAW GROUP, P.A.
                         E-mail: filing@boltlaw.net

In re Brownsville Berg Associates, Inc.
   Bankr W.D. Pa. Case No. 17-21785
      Chapter 11 Petition filed April 28, 2017
         See http://bankrupt.com/misc/pawb17-21785.pdf
         represented by: Jeffrey T. Morris, Esq.
                         ELLIOTT & DAVIS PC
                         E-mail: morris@elliott-davis.com

In re Andrea Van Zandt
   Bankr. N.D. Tex. Case No. 17-31670
      Chapter 11 Petition filed April 28, 2017
         represented by: Howard Marc Spector, Esq.
                         SPECTOR & JOHNSON, PLLC
                         E-mail: hspector@spectorjohnson.com

In re Linda L. Coffin
   Bankr. N.D.N.Y. Case No. 17-10818
      Chapter 11 Petition filed April 28, 2017
         represented by: Nicholas Alfred Pedersen, Esq.
                         TULLY RINCKEY PLLC
                         E-mail: npedersen@1888law4life.com

In re Gary G. Singh
   Bankr. E.D. Pa. Case No. 17-12991
      Chapter 11 Petition filed April 28, 2017
         Filed Pro Se

In re Phoenix Griffin
   Bankr. D.R.I. Case No. 17-10703
      Chapter 11 Petition filed April 29, 2017
         represented by: Christopher Bijesse, Esq.
                         E-mail: cbijesse@aol.com

In re Gatsby Housing Associates
   Bankr. D.R.I. Case No. 17-10707
      Chapter 11 Petition filed April 29, 2017
         See http://bankrupt.com/misc/rib17-10707.pdf
         represented by: Christopher Bijesse, Esq.
                         E-mail: cbijesse@aol.com

In re Rafael R. Rubio
   Bankr. S.D. Cal. Case No. 17-02621
      Chapter 11 Petition filed April 30, 2017
         represented by: Thomas S. Engel, Esq.
                         E-mail: admin@engelandmiller.com

In re Denise M. Alarcon
   Bankr. W.D. Pa. Case No. 17-21838
      Chapter 11 Petition filed April 30, 2017
         represented by: Gary William Short, Esq.
                         E-mail: garyshortlegal@gmail.com

In re Bay Harbour Homes, LLC
   Bankr. M.D. Fla. Case No. 17-03805
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/flmb17-03805.pdf
         represented by: Leon A. Williamson, Jr., Esq.
                         LEON A. WILLIAMSON, JR., P.A.
                         E-mail: leon@lwilliamsonlaw.com

In re Phillip A. Wallace
   Bankr. S.D. Fla. Case No. 17-15529
      Chapter 11 Petition filed May 1, 2017
         represented by: Elias Leonard Dsouza, Esq.
                         E-mail: dtdlaw@aol.com

In re Family Works, Inc.
   Bankr. N.D. Ga. Case No. 17-57752
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/ganb17-57752.pdf
         represented by: Will B. Geer, Esq.
                         LAW OFFICE OF WILL B. GEER, LLC
                         E-mail: willgeer@willgeerlaw.com

In re The American Dream Today, Inc.
   Bankr. N.D. Ga. Case No. 17-57810
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/ganb17-57810.pdf
         represented by: Edward F. Danowitz, Esq.
                         DANOWITZ LEGAL, P.C.
                         E-mail: edanowitz@danowitzlegal.com

In re Jabez L, Inc.
   Bankr. N.D. Ga. Case No. 17-57835
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/ganb17-57835.pdf
         represented by: Paul Reece Marr, Esq.
                         PAUL REECE MARR, P.C.
                         E-mail: paul@paulmarr.com

In re Florestine Jones
   Bankr. N.D. Ga. Case No. 17-57886
      Chapter 11 Petition filed May 1, 2017
         Filed Pro Se

In re GRJ MAVIN INC.
   Bankr. N.D. Ga. Case No. 17-57912
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/ganb17-57912.pdf
         represented by: Diana McDonald, Esq.
                         LAW OFFICE OF DIANA MCDONALD
                         E-mail: dym@lawfirmmcdonald.com

In re Wesley M Hillyard and Myra L Hillyard
   Bankr. S.D. Ill. Case No. 17-40377
      Chapter 11 Petition filed May 1, 2017
         represented by: Douglas A. Antonik, Esq.
                         E-mail: antoniklaw@charter.net

In re Joyfull RIde, Inc.
   Bankr. D. Mass. Case No. 17-11617
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/mab17-11617.pdf
         represented by: John F. Sommerstein, Esq.
                         LAW OFFICES OF JOHN F. SOMMERSTEIN
                         E-mail: jfsommer@aol.com

In re June 16, Inc.
   Bankr. D. Mass. Case No. 17-11620
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/mab17-11620.pdf
         represented by: John F. Sommerstein, Esq.
                         LAW OFFICES OF JOHN F. SOMMERSTEIN
                         E-mail: jfsommer@aol.com

In re MISH, Inc.
   Bankr. D. Mass. Case No. 17-11621
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/mab17-11621.pdf
         represented by: John F. Sommerstein, Esq.
                         LAW OFFICES OF JOHN F. SOMMERSTEIN
                         E-mail: jfsommer@aol.com

In re Royal Transportation Services, Inc.
   Bankr. D. Mass. Case No. 17-11622
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/mab17-11622.pdf
         represented by: John F. Sommerstein, Esq.
                         LAW OFFICES OF JOHN F. SOMMERSTEIN
                         E-mail: jfsommer@aol.com

In re Southside Enterprises, Inc.
   Bankr. D. Mass. Case No. 17-11623
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/mab17-11623.pdf
         represented by: John F. Sommerstein, Esq.
                         LAW OFFICES OF JOHN F. SOMMERSTEIN
                         E-mail: jfsommer@aol.com

In re John T. Crane, Jr.
   Bankr. D. Md. Case No. 17-16072
      Chapter 11 Petition filed May 1, 2017
         represented by: Morgan William Fisher, Esq.
                         LAW OFFICES OF MORGAN FISHER LLC
                         E-mail: mwf@morganfisherlaw.com

In re Harvest CCP, LLC
   Bankr. E.D. Mich. Case No. 17-46596
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/mieb17-46596.pdf
         represented by: Matthew W. Frank, Esq.
                         FRANK & FRANK, PLLC
                         E-mail: frankandfrank@comcast.net

In re DSA Holdings, LLC
   Bankr. D.N.J. Case No. 17-18963
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/njb17-18963.pdf
         represented by: Donald Troy Bonomo, Esq.
                         PEREZ AND BONOMO
                         E-mail: dbonomo123@gmail.com

In re MAP Holding Company, LLC
   Bankr. D.N.J. Case No. 17-18967
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/njb17-18967.pdf
         represented by: David A. Kasen, Esq.
                         KASEN & KASEN
                         E-mail: dkasen@kasenlaw.com

In re Ana M. Castaneda
   Bankr. D. Nev. Case No. 17-12296
      Chapter 11 Petition filed May 1, 2017
         represented by: Michael J. Harker, Esq.
                         E-mail: notices@harkerlawfirm.com

In re Judith Georgie Klein
   Bankr. E.D.N.Y. Case No. 17-72656
      Chapter 11 Petition filed May 1, 2017
         represented by: Joel M. Shafferman, Esq.
                         SHAFFERMAN & FELDMAN LLP
                         E-mail: joel@shafeldlaw.com

In re Women's Christian Alliance
   Bankr. E.D. Pa. Case No. 17-13121
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/paeb17-13121.pdf
         represented by: Christian A. DiCicco, Esq.
                         LAW OFFICES OF CHRISTIAN A. DICICCO
                   E-mail: cdicicco@myphillybankruptcylawyer.com

In re Eric Jon Turner
   Bankr. D.S.C. Case No. 17-02202
      Chapter 11 Petition filed May 1, 2017
         represented by: Alecia Tate Compton, Esq.
                         COMPTON LAW FIRM
                         E-mail: alecia@comptonlawfirm.com

In re Dream Source Homes, LLC
   Bankr. M.D. Tenn. Case No. 17-03034
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/tnmb17-03034.pdf
         represented by: Steven L. Lefkovitz, Esq.
                         LAW OFFICES LEFKOVITZ & LEFKOVITZ
                         E-mail: slefkovitz@lefkovitz.com

In re Al-Kel Alliance, Inc.
   Bankr. N.D. Tex. Case No. 17-31779
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/txnb17-31779.pdf
         represented by: Nathan Matthew Johnson, Esq.
                         SPECTOR & JOHNSON, PLLC
                         E-mail: njohnson@spectorjohnson.com

In re Steven Michael Davis II
   Bankr. N.D. Tex. Case No. 17-41860
      Chapter 11 Petition filed May 1, 2017
         represented by: Joyce W. Lindauer, Esq.
                         JOYCE W. LINDAUER ATTORNEY, PLLC
                         E-mail: joyce@joycelindauer.com

In re Fenwick Technologies, Inc.
   Bankr. S.D.W.V. Case No. 17-20246
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/wvsb17-20246.pdf
         Filed Pro Se

In re Cecilio Romero Murrietta and Irma Bonilla Murrietta
   Bankr. C.D. Cal. Case No. 17-11743
      Chapter 11 Petition filed May 1, 2017
         represented by: Andrew S Bisom, Esq.
                         THE BISOM LAW GROUP
                         E-mail: abisom@bisomlaw.com

In re Interactive Kiosks, Inc.
   Bankr. N.D. Cal. Case No. 17-41167
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/canb17-41167.pdf
         represented by: R. Kenneth Bauer, Esq.
                         LAW OFFICES OF R. KENNETH BAUER
                         E-mail: rkbauerlaw@gmail.com

In re Advanced Pain Management Services, LLC
   Bankr. D. Md. Case No. 17-16047
      Chapter 11 Petition filed May 1, 2017
         See http://bankrupt.com/misc/mdb17-16047.pdf
         Filed Pro Se

In re Wesley DeVaughn Randall
   Bankr. C.D. Cal. Case No. 17-11175
      Chapter 11 Petition filed May 2, 2017
         represented by: Onyinye N. Anyama, Esq.
                         ANYAMA LAW FIRM
                         E-mail: onyi@anyamalaw.com

In re Dean Lavar Corbin and Lianne Corbin
   Bankr. C.D. Cal. Case No. 17-11749
      Chapter 11 Petition filed May 2, 2017
         represented by: Michael Jones, Esq.
                         M JONES & ASSOICATES, PC
                         E-mail: mike@mjthelawyer.com

In re Anush Abraamyan
   Bankr. C.D. Cal. Case No. 17-15415
      Chapter 11 Petition filed May 2, 2017
         represented by: Vahe Khojayan, Esq.
                         KG LAW
                         E-mail: vahe@lawyer.com

In re Erin Nicole Feldmar-DeVitre
   Bankr. C.D. Cal. Case No. 17-15431
      Chapter 11 Petition filed May 2, 2017
         represented by: Leslie A. Cohen, Esq.
                         LESLIE COHEN LAW PC
                         E-mail: leslie@lesliecohenlaw.com

In re E.B Weaver Family L.P
   Bankr. N.D. Ga. Case No. 17-57980
      Chapter 11 Petition filed May 2, 2017
         See http://bankrupt.com/misc/ganb17-57980.pdf
         Filed Pro Se

In re Paul Wayne Fauser and Kendra Linn Fauser
   Bankr. N.D. Iowa Case No. 17-00509
      Chapter 11 Petition filed May 2, 2017
         represented by: Ronald C. Martin, Esq.
                         DAY RETTIG MARTIN, P.C.
                         E-mail: ronm@drpjlaw.com

In re Alafia Holdings II Inc.
   Bankr. D. Md. Case No. 17-16100
      Chapter 11 Petition filed May 2, 2017
         See http://bankrupt.com/misc/mdb17-16100.pdf
         represented by: Chidiebere Onukwugha, Esq.
                         ONUKWUGHA & ASSOCIATES, LLC
                         E-mail: rsvpco@yahoo.com

In re Joseph Berenholz, MD, PLLC
   Bankr. E.D. Mich. Case No. 17-46667
      Chapter 11 Petition filed May 2, 2017
         See http://bankrupt.com/misc/mieb17-46667.pdf
         represented by: Robert N. Bassel, Esq.
                         E-mail: bbassel@gmail.com

In re Man Long Chow
   Bankr. E.D.N.C. Case No. 17-02186
      Chapter 11 Petition filed May 2, 2017
         represented by: Jason L. Hendren, Esq.
                         HENDREN REDWINE & MALONE, PLLC
                         E-mail: jhendren@hendrenmalone.com

In re Jim Graves & Associates, Inc.
   Bankr. E.D.N.C. Case No. 17-02187
      Chapter 11 Petition filed May 2, 2017
         See http://bankrupt.com/misc/nceb17-02187.pdf
         represented by: Trawick H Stubbs, Jr., Esq.
                         STUBBS & PERDUE, P.A.
                         E-mail: efile@stubbsperdue.com

In re Creekside Crossings Investments, LLC
   Bankr. E.D.N.C. Case No. 17-02189
      Chapter 11 Petition filed May 2, 2017

In re NP Holdings, LLC
   Bankr. D.N.J. Case No. 17-19083
      Chapter 11 Petition filed May 2, 2017
         See http://bankrupt.com/misc/njb17-19083.pdf
         represented by: David A. Kasen, Esq.
                         KASEN & KASEN
                         E-mail: dkasen@kasenlaw.com

In re Dennis Mitchell and Antoinette Mitchell
   Bankr. D. Nev. Case No. 17-12318
      Chapter 11 Petition filed May 2, 2017
         represented by: Thomas E. Crowe, Esq.
                         E-mail: tcrowe@thomascrowelaw.com

In re Alberto Del Rio Soto and Gladys Diana Hilerio Del Rio
   Bankr. D.P.R. Case No. 17-03134
      Chapter 11 Petition filed May 2, 2017
         represented by: Homel Mercado Justiniano, Esq.
                         E-mail: hmjlaw2@gmail.com

In re McBees Bar-B-Que
   Bankr. W.D. Tex. Case No. 17-51069
      Chapter 11 Petition filed May 2, 2017
         See http://bankrupt.com/misc/txwb17-51069.pdf
         represented by: Dean William Greer, Esq.
                         E-mail: dwgreer@sbcglobal.net

In re Omni Lion's Run, L.P.
   Bankr. W.D. Tex. Case No. 17-60329
      Chapter 11 Petition filed May 2, 2017
         See http://bankrupt.com/misc/txwb17-60329.pdf
         represented by: Ron Satija, Esq.
                         HAJJAR PETERS LLP
                         E-mail: rsatija@legalstrategy.com

In re Michael's Used Cars, Inc.
   Bankr. S.D.W.V. Case No. 17-50134
      Chapter 11 Petition filed May 2, 2017
         See http://bankrupt.com/misc/wvsb17-50134.pdf
         represented by: Joseph W. Caldwell, Esq.
                         CALDWELL & RIFFEE
                         E-mail: joecaldwell@frontier.com

In re Holiday Hunt Russell
   Bankr. S.D. Fla. Case No. 17-15639
      Chapter 11 Petition filed May 3, 2017
         represented by: Chad T Van Horn, Esq.
                         E-mail: Chad@cvhlawgroup.com

In re David Ristick
   Bankr. D.N.J. Case No. 17-19196
      Chapter 11 Petition filed May 3, 2017
         represented by: Jerrold S. Kulback, Esq.
                         ARCHER & GREINER
                         E-mail: jkulback@archerlaw.com

In re Quality Upholstery Inc.
   Bankr. D. Nev. Case No. 17-12359
      Chapter 11 Petition filed May 3, 2017
         See http://bankrupt.com/misc/nvb17-12359.pdf
         represented by: Matthew L. Johnson, Esq.
                         JOHNSON & GUBLER, P.C.
                         E-mail: annabelle@mjohnsonlaw.com

In re David Ebrahimzadeh
   Bankr. S.D.N.Y. Case No. 17-11224
      Chapter 11 Petition filed May 3, 2017
         represented by: Matthew M. Cabrera, Esq.
                         M. CABRERA & ASSOCIATES, P.C
                         E-mail: mcabecf@mcablaw.com

In re Paan Properties, LLC
   Bankr. E.D. Pa. Case No. 17-13190
      Chapter 11 Petition filed May 3, 2017
         See http://bankrupt.com/misc/paeb17-13190.pdf
         represented by: Dimitri L. Karapelou, Esq.
                         LAW OFFICES OF DIMITRI L. KARAPELOU, LLC
                         E-mail: dkarapelou@karapeloulaw.com

In re Charles Toomer, Sr.
   Bankr. D.S.C. Case No. 17-02264
      Chapter 11 Petition filed May 3, 2017
         Filed Pro Se


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Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par.  Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable.  Those sources may not,
however, be complete or accurate.  The Monday Bond Pricing table
is compiled on the Friday prior to publication.  Prices reported
are not intended to reflect actual trades.  Prices for actual
trades are probably different.  Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind.  It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.

Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets.  At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled.  Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets.  A company may establish reserves on its balance sheet for
liabilities that may never materialize.  The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.

On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts.  The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.

Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals.  All titles are
available at your local bookstore or through Amazon.com.  Go to
http://www.bankrupt.com/books/to order any title today.

Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.

Copyright 2017.  All rights reserved.  ISSN: 1520-9474.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.  Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.

The TCR subscription rate is $975 for 6 months delivered via
e-mail.  Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each.  For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.

                   *** End of Transmission ***