TCR_Public/170523.mbx          T R O U B L E D   C O M P A N Y   R E P O R T E R

              Tuesday, May 23, 2017, Vol. 21, No. 142

                            Headlines

261 EAST 78: NY Finance Dep't. Opposes Approval of Plan Outline
A QUIVER FULL: Plan Filing Deadline Extended to July 24
ADELINA BRISENO: State of Texas Seeks Ch. 11 Trustee Appointment
ADELPHIA COMMUNICATIONS: Founders Want to Reopen Deloitte Case
ADVANCED SOLIDS: Wants Exclusive Plan Filing Extended to June 30

AGENT PROVOCATEUR: Selling All Assets for $1.1M to UK Buyer
ALABAMA AIRCRAFT: Seeks Protection of Docs in TCP's Possession
ALL RESORT GROUP: Seeks to Hire Bus Solutions as Appraiser
ARCHER LIMITED: Chapter 15 Case Summary
ARCHER LIMITED: Proposes Restructuring of $601M Debt in Bermuda

ARCHER LIMITED: Seeks U.S. Recognition of Bermuda Restructuring
AUBURN ARMATURE: Asks Court Approval of Deal With Power-Flo
AUBURN ARMATURE: Case Summary & 20 Largest Unsecured Creditors
AUBURN ARMATURE: Power-Flo Says It Will Retain Most Employees
AUBURN ARMATURE: Proposes June 13 Auction for Business

AVAYA INC: Ad Hoc 1st Lien Group Objects to Plan Filing Extension
AVAYA INC: Oracle Objects to Networking Business Sale
AVENICA INC: DOJ Watchdog Seeks Trustee Appointment, Case Dismissal
AZURE MIDSTREAM: Gets Confirmation of 5th Amended Liquidation Plan
AZURE MIDSTREAM: US Trustee, et al., Object to 3rd Amended Plan

B&B BACHRACH: U.S. Trustee Forms 3-Member Committee
BAILEY HILL: Malz to Auction Slater and Bailey Property on June 21
BENITEZ GONZALEZ: Ch. 11 Trustee Hires Christiansen as Broker
BILTMORE 24: Seeks to Hire Kutak Rock as Real Estate Counsel
BLACK ELK: To Recoup Up to $29.6M From Platinum Partners

BOXWOOD LLC: Wants Plan Exclusivity Period Extended to Jan. 13
BRANDON DORTCH: AGCO Finance Objects to Disclosure Statement
BRANDON DORTCH: Agromax Tries to Block Disclosures Approval
BRANDON DORTCH: Diversified Financial Objects to Plan Disclosures
BROADVIEW NETWORKS: Maturing Notes Raises Going Concern Doubt

CAESARS ENTERTAINMENT: MGC Issues Required Regulatory Approvals
CAMBER ENERGY: Discover Fund Files Own TRO & Dismissal Bid
CHARLES A. KNIGHT: Proposes to Pay Creditors from Asset Sale
CHEETAH AUTO: Plan Outline Okayed, Plan Hearing on June 14
CHEROKEE PHARMACY: Taps Harting Bishop as Accountant

CIBER INC: Amends DIP Loan Amount to $45 Million
CIRCULATORY CENTER: Bank Seeks Ch. 11 Trustee Appointment
CLEVELAND BIOLABS: Incurs $1.7 Million Net Loss in First Quarter
COEUR MINING: S&P Assigns 'BB-' Rating on $250MM Sr. Unsec. Notes
COMMUNITY CHOICE: Reports $8.36 Million Net Loss for First Quarter

CONSTELLATION ENTERPRISES: $1.25M Unsecured Claims Pool Denied
CONSTELLATION ENTERPRISES: Court Junks Pact With Committee, et al.
CORE EDUCATIONAL: Seeks to Hire Ram Associates as Accountant
CPS STAFFING: Bankruptcy Administrator Objects to Plan Outline
CREATIVE REALITIES: Posts $406,000 Net Income for First Quarter

DAVID J. THOMPSON: Unsecureds to Get 100% in 3 Years or 50%
DELIVERY AGENT: Court Delays Ruling on Discovery Request
EB HOLDINGS II: Says Involuntary Case Improper, Meritless
EB HOLDINGS II: Sent to Chapter 11 After Non-Payment of EUR1.8B
EIA TROPICAL: Unsecured to Recover 8%, Plus 4.25% in 60 Months

EMMIS COMMUNICATIONS: S&P Raises CCR to 'B-' on Pending Asset Sale
ERATH IRON: Hires Gillett & Company as Consultant
EVANS & SUTHERLAND: Two Directors Elected at Annual Meeting
FAVREAU'S CUSTOM: Plan Outline Okayed, Plan Hearing on June 19
FBOP CORP: FDIC Can Claim Some of $265M Tax Refund, Court Rules

FERGUSON CONVALESCENT: Trustee Still Addressing Financial Concerns
FIELDPOINT PETROLEUM: Incurs $409K Net Loss in First Quarter
FLOUR CITY BAGELS: Hearing on Disclosures Approval Set for June 14
FORESIGHT ENERGY: Reports $111 Million Net Loss for 1st Quarter
FREE GOSPEL: Unsecureds to be Paid in Full Over 84 Months

FREESTONE RESOURCES: Reports $374,000 Net Loss for Third Quarter
FULLCIRCLE REGISTRY: Will File Form 10-Q Within Extension Period
GALLANT CAPITAL: DOJ Watchdog Seeks Trustee Appointment, Dismissal
GAURI-SHANKAR LP: Disclosure Statement Hearing Set for June 15
GENON ENERGY: S&P Assigns 'CCC+' Rating on $550MM Sr. Sec. Notes

GILLESPIE OFFICE: Council Claims to Get 100% in 10 Annual Payments
GLOBAL TECH: Hires Richard Schell-Asad as Special Counsel
GROTE MOLEN: Incurs $2.28 Million Net Loss in First Quarter
GROW CONDOS: Will File Form 10-Q as Soon as Possible
GULFMARK OFFSHORE: Files Chapter 11 Plan & Disclosure Statement

GULFMARK OFFSHORE: Seeks OK of Restructuring Support Agreement
GULFMARK OFFSHORE: Taps Prime Clerk as Claims Agent
GYPC INC: Taps Porter Wright as Legal Counsel
HADSELL CHEMICAL: Defrauded Investors, SEC Claims
HAHN HOTELS: Taps Bridgepoint as Financial & Restructuring Advisor

HARDROCK HDD: Taps Silverman & Morris as Legal Counsel
HAVEN CHICAGO: Has Until June 2 to File Plan & Disclosure Statement
HAVEN REAL ESTATE: Plan Filing Deadline Extended to June 2
HYLAND SOFTWARE: S&P Affirms 'B' CCR on Perceptive Acquisition
IMAGE MAKERS: Hearing on Plan Confirmation Set for July 11

J TIMOTHY SHELNUT: Court OK's Bid to Appoint Chapter 11 Trustee
JAYRAM REALTY: Taps SilvermanAcampora as Legal Counsel
JOON INSTRUMENTAL: Case Summary & 8 Unsecured Creditors
JZG RESOURCES: Hires Kurtzman Matera as Attorneys
KATY INDUSTRIES: Gets Interim Court Approval on $7.5M Financing

KDA GROUP: Priority Tax Claims to be Paid in Full Over 3 Years
KERSEY-BORAH: Taps Scroggins & Williamson as Legal Counsel
LAND O' LAKES: Fitch Affirms BB Preferred Stock Rating
LE-NATURE INC: Court Snubs Ex-CEO's Bid to Evade 2011 Agreement
LIGHTBRIDGE CORP: Anticipateds Losses Raise Going Concern Doubt

LOUISIANA MEDICAL: Sale of All Assets for $22M Approved
MARKETS & FUN: Wants Exclusive Plan Filing Extended to Aug. 1
MARSH SUPERMARKETS: Taps Peter J. Solomon as Investment Banker
MARSH SUPERMARKETS: Taps Prime Clerk as Administrative Agent
MARSH SUPERMARKETS: U.S. Trustee Forms 7-Member Committee

MAXUS ENERGY: UST Wants Changes to Liquidating Trust Agreement
MCK MILLENNIUM: Wants to Enter Lease Agreement with Sapori
MEDICAL PROPERTIES: S&P Affirms 'BB+' CCR; Outlook Negative
MF GLOBAL: Allied World Objects to $1.8M in Counsel Fee Payment
MONAKER GROUP: LBB & Associates Raises Going Concern Doubt

MRCEM LLC: Hearing on Disclosure Statement Approval Set for June 22
NES RENTALS: S&P Raises CCR to 'BB-', Off CreditWatch Positive
NEVADA GAMING: Sartini Buying Slot Route Assets for $2.9 Million
NEWBURY COMMON: Court Confirms Plan of Liquidation
NORTHERN OIL: S&P Raises Rating on Sr. Unsecured Notes to 'CCC'

NOVA CHEMICALS: S&P Affirms 'BB+' CCR; Outlook Stable
NOVATION COMPANIES: Panel Hires Tactical Financial as Expert
NUVERRA ENVIRONMENTAL: Hires Ordinary Course Professionals
NUVERRA ENVIRONMENTAL: Taps Prime Clerk as Administrative Advisor
NUVERRA ENVIRONMENTAL: Taps Prime Clerk as Claims Agent

OCONEE REGIONAL: U.S. Trustee Directed to Appoint PCO
ON-SITE TRANSPORT: PACCAR Opposes Approval of Exit Plan
OPTIMA SPECIALTY: Can File Plan Exclusively Thru July 13
OVERTON & OGBURN: To Pay Claims from Sale of Maryland Property
PERMIAN RESOURCES: S&P Lowers Rating on Sr. Sec. Notes to 'D'

PETER HILER: Penn Real Buying Wellfleet Property for $248K
PFS HOLDING: S&P Affirms 'B-' CCR & Revises Outlook to Stable
PILGRIM'S PRIDE: S&P Puts 'BB' CCR on CreditWatch Negative
PORT CITY CLEANERS: Court Orders 'No Appointment' of Committee
PREFERRED CONCRETE: June 21 Plan Confirmation Hearing

PRIME PACK: Taps Spector & Johnson as Legal Counsel
PUERTO RICO: CCI Seeks Appointment of Unsecured Creditors Panel
RAIN TREE: PCO Files First Report
RATAMESS CHIROPRACTIC: First Amended Disclosure Statement Filed
RCA RUBBER: Exclusive Plan Filing Deadline Moved to Aug. 16

RELATIVITY FASHION: Netflix Wants Breach of Contract Suit Junked
REVOLUTION ALUMINUM: Unsecured Creditors' Recovery Unknown
RICHARD D. VAN LUNEN: Hires Weinman & Associates as Legal Counsel
RICHARD D. VAN LUNEN: Taps Allen Vellone as Co-Counsel
RIDGE MANOR: June 20 Plan Confirmation Hearing Set

ROYAL FLUSH: First Commonwealth Opposes Approval of Plan Outline
RUPARI HOLDING: Roma Tries to Block Licensing Agreement Approval
SANCTUARY CARE: DOJ Watchdog Seeks Trustee Appointment, Dismissal
SANDERS ELITE: Plan Outline Okayed, Plan Hearing on June 14
SANDFORD AND SON: To Sell Properties to Pay Off Seterus, Hyperion

SECOND SIGHT: Recurring Losses Raises Going Concern Doubts
SECURED ASSETS: Second Amended Disclosure Statement Filed
SENSE TECHNOLOGIES: Accumulated Losses Raises Going Concern Doubt
SH 130: Court Confirms Modified Reorganization Plan
SLUSS & RAY: Taps Bud Palmer Auction as Appraiser

SMITH FARM: Plan Outline Okayed, Plan Hearing on August 16
SPILL CONTROL: Hires Leslie Cohen as Bankruptcy Counsel
STANDFAST USA: Disclosures OK'd; Plan Hearing on June 19
SUNEDISON INC: Resolves Objections to Plan Outline
SUNEDISON INC: XL Specialty Opposes Approval of Chapter 11 Plan

T-MOBILE US: S&P Affirms 'BB' CCR, Off CreditWatch Positive
TAYLOR EQUIPMENT: Plan Confirmation Hearing on June 30
THRU INC: Unsecured Creditors to Get Full Payment in 60 Months
TIDEWATER INC: Receives Approval Of First Day Motions
TOISA LIMITED: U.S. Trustee Forms 2-Member Committee

TORNANTE-MDP: S&P Cuts CCR to B- on Reduced Anticipated Liquidity
TUSCANY ENERGY: Exclusive Solicitation Period Extended to June 13
US DATAWORKS: Gets Interim Court Approval on $150M Financing
VALDERRAMA A/C: Names William Haddock as Lead Counsel
VANGUARD NATURAL: Oxy USA Had Highest Bid for O&G Assets at $105M

VANGUARD NATURAL: US Trustee Says Disclosure Statement Lacks Info
VINCE INTERMEDIATE: S&P Puts 'CCC-' CCR on CreditWatch Positive
VINCHEM USA: June 20 Plan Confirmation Hearing Set
VPH PHARMACY: DOJ Watchdog Names Samuel Sweet as Ch. 11 Trustee
WAGES MANOR: Hires Neeleman Law as Legal Counsel

WESTECH CAPITAL: Strasburger Opposes Approval of Plan Outline
WESTECH CAPITAL: Trustee Files 1st Amended Disclosure Statement
WRIGHT RETIREMENT: Case Summary & 3 Unsecured Creditors
[*] Attempt to Collect on Time-Barred Debt Not Grounds for Penalty
[*] Judge James Ahler Named as Next Judge in Indiana District Court

[^] Large Companies with Insolvent Balance Sheet

                            *********

261 EAST 78: NY Finance Dep't. Opposes Approval of Plan Outline
---------------------------------------------------------------
The City of New York Department of Finance asked the U.S.
Bankruptcy Court for the Southern District of New York to deny
approval of the disclosure statement, which explains 261 East 78
Lofts LLC's Chapter 11 plan of reorganization.

In a court filing, the agency argued the disclosure statement
cannot be approved because the plan it describes "is not
confirmable as a matter of law."

The agency also complained that the company did not disclose in the
document that real property taxes and related charges have accrued
against its New York property in the amount of 5232,640.  Those
charges, the agency said, must be paid first upon the sale of the
property.

The agency is represented by:

     Zachary W. Carter, Esq.
     Bernadette Brennan, Esq.
     100 Church Street
     New York, NY 10007
     Phone: (212) 356-2162

                   About 261 East 78 Lofts LLC

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

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

The Debtor tapped Ted Donovan, Esq., at Goldberg Weprin Finkel
Goldstein LLP as bankruptcy counsel.  The Debtor also engaged
Eastern Consolidated as broker in connection with the sale of its
New York property.


A QUIVER FULL: Plan Filing Deadline Extended to July 24
-------------------------------------------------------
Judge Wendy L. Hagenau of the U.S. Bankruptcy Court for the
District of Georgia issued an order extending A Quiver Full, Inc.'s
exclusivity period for 90 days through and including July 24, 2017,
and the solicitation deadline is extended through and including
August 23, 2017.

In seeking an extension, the Debtor explained that it is still
attempting to negotiate a plan with its major creditors as well as
a potential sale of the company to interested buyers.

The matter came before the Court for hearing on April 6.  No
objections to the motion were filed or announced at the call of the
calendar.

                       About A Quiver Full

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


ADELINA BRISENO: State of Texas Seeks Ch. 11 Trustee Appointment
----------------------------------------------------------------
The State of Texas asked the U.S. Bankruptcy Court for the Southern
District of Texas to enter an order directing the appointment of a
Chapter 11 Trustee for Adelina Briseno dba Briseno Construction.

The State says it filed an Expedited Motion because there is a
hearing scheduled for May 24 and it does not want any further delay
in the appointment of a Chapter 11 Trustee which may impact any
potential recovery by the creditors.

According to the State, the Debtor has been arrested and charged
with Felony Theft and will not be released. The State's
understanding of the Felony Theft charge is that it stems from
essentially the same facts as the State's Deceptive Trade Practices
Act suit against Debtor. Namely, that Debtor entered into contracts
with consumers that Briseno Construction could not or did not
complete. Hence, the State believes that the business operation
before filing the bankruptcy are relied upon deceptive, if not
fraudulent, business practices and therefore support the
appointment of a chapter 11 trustee for cause.

The Debtor is represented by:
     
     Antonio Martinez, Jr., Esq.
     317 W. Nolana
     McAllen, TX 78504

Adelina Briseno filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 17-70073) on February 27, 2017, and is represented by Antonio
Martinez, Jr., Esq.


ADELPHIA COMMUNICATIONS: Founders Want to Reopen Deloitte Case
--------------------------------------------------------------
Dan Packel, writing for Bankruptcy Law360, reports that Adelphia
Communications Corp. founder John Rigas, other members of his
family, and a series of family-controlled businesses are asking a
Pennsylvania appeals court to revive a lawsuit valued in the tens
of millions of dollars over Deloitte & Touche LLP's alleged
responsibility for the financial misdealings that led to the
Company's 2002 collapse.

At its core, Law360 cites, the lawsuit asserted that Deloitte
contributed to Adelphia's collapse by providing flawed financial
advice and botching an audit. Deloitte ultimately paid a $50
million settlement to the U.S. Securities and Exchange Commission
in the matter, Law360 relates.

The cases are Island Partners et al. v. Deloitte & Touche LLP, case
numbers 1311 EDA 2016 through 1319 EDA 2016, in the Superior Court
of the State of Pennsylvania.

                  About Adelphia Communications

Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation was once the fifth-biggest cable company.  Adelphia
served customers in 30 states and Puerto Rico, and offered analog
and digital video services, Internet access and other advanced
services over its broadband networks.

Adelphia collapsed in 2002 after disclosing that founder John
Rigas and his family owed $2.3 billion in off-balance-sheet debt
on bank loans taken jointly with the company.  Mr. Rigas was
sentenced to 12 years in prison, while son Timothy 15 years.

Adelphia Communications and its more than 200 affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 02-41729) on
June 25, 2002.  Willkie Farr & Gallagher represented the Debtors
in their restructuring effort.  PricewaterhouseCoopers served as
the Debtors' financial advisor.  Kasowitz, Benson, Torres &
Friedman LLP and Klee, Tuchin, Bogdanoff & Stern LLP represented
the Official Committee of Unsecured Creditors.

Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas-Managed Entities, were
entities that were previously held or controlled by members of the
Rigas family.  In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC.  The RME Debtors filed for Chapter 11 protection
(Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-10642) on March 31,
2006.  Their cases were jointly administered under Adelphia
Communications and its debtor-affiliates' Chapter 11 cases.

The Bankruptcy Court confirmed the Debtors' Joint Chapter 11 Plan
of Reorganization on Jan. 5, 2007.  The Plan became effective on
Feb. 13, 2007.

The Adelphia Recovery Trust, a Delaware Statutory Trust, was
formed pursuant to the Plan.  The Trust holds certain litigation
claims transferred pursuant to the Plan against various third
parties and exists to prosecute the causes of action transferred
to it for the benefit of holders of Trust interests.  Lawyers at
Kasowitz, Benson, Torres & Friedman, LLP (NYC), represent the
Adelphia Recovery Trust.


ADVANCED SOLIDS: Wants Exclusive Plan Filing Extended to June 30
----------------------------------------------------------------
Advanced Solids Control, LLC, asks the U.S. Bankruptcy Court for
the Western District of Texas to extend its exclusive period for
filing a plan of reorganization and disclosure statement to June
30, 2017, and the deadline to obtain confirmation of the plan to
Sept. 30, 2017.  

The Debtor's plan bar date is May 31, 2017.  As reported by the
Troubled Company Reporter on April 4, 2017, the Debtor asked the
Court to extend the time within which it has the exclusive right to
file a plan until May 31, and the deadline to obtain confirmation
of that plan until July 31.  The Debtor said that the claims bar
date in its case was set for April 1.
Thus, the Debtor would not be able to file a Chapter 11 plan and
disclosure statement by April 1.

The Debtor says it will not be able to file its plan and disclosure
statement by May 31.  It needs additional time is needed to
coordinate the completion and filing of the plan and disclosure
statement.

The Debtor and its counsel have been working diligently to prepare
the necessary information which is essential to a plan and
disclosure statement.  The plan and disclosure statement are in the
process of being drafted and circulated to the Debtor for review
and comment.  More time is needed to complete and finalize the plan
terms prior to filing.  The Debtor is having to spend substantial
time reviewing its assets and determining the market value of the
assets.  The Debtor and its counsel need an additional 30 days to
complete and file the plan and disclosure statement.  The goal of
the Debtor is to file its plan and disclosure statement as soon as
possible, and the Debtor will continue with its best efforts in
doing so.

                 About Advanced Solids Control

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

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

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


AGENT PROVOCATEUR: Selling All Assets for $1.1M to UK Buyer
-----------------------------------------------------------
Agent Provocateur, Inc., and Agent Provocateur, LLC, ask the U.S.
Bankruptcy Court for the Southern District of New York to authorize
the private sale of substantially all of their assets to Agent
Provocateur International (US), LLC, for $1,100,000, subject to
adjustments.

Agent Provocateur International (US), LLC, is an entity formed by
the Four Marketing Group, which recently bought the assets of the
Debtor's UK-based parent in insolvency proceedings in the UK.

                   Insolvency Proceedings in UK

The Debtors were formed for the purpose of operating U.S. retail
outlets for merchandise supplied by their then parent in the United
Kingdom, Agent Provocateur Ltd., now known as Pearl Group Ltd.
("Parent").  All merchandise sold by the Debtors in their stores in
the United States was supplied to them by the Parent pursuant to
inventory supply arrangements under which title to the merchandise
remained with the Parent until the point of sale.

Due to the discovery of certain accounting irregularities in August
2016, it became apparent that the Parent required significant
additional capital to fund its operations and those of its
international subsidiaries, including the Debtors.  In an effort to
restructure, Rothschild & Co. was retained on Dec. 15, 2016 to
identify prospective buyers and/or investors in respect of the
Parent and its subsidiaries.  The marketing process continued over
a period of months and covered all of the Parent's assets as well
as those of its subsidiaries, including the Debtors.

The process culminated on Feb. 16, 2017 with the submission of a
number of offers from prospective purchasers.  Each of these offers
was an offer to purchase assets, as opposed to equity interests in
the Parent, and none of them provided sufficient consideration to
satisfy all liabilities in full.  As a result, the Parent and
Barclays concluded that the only way to consummate a sale would be
through a pre-packaged administration under the applicable
insolvency laws of the United Kingdom.

Accordingly, on March 1, 2017, the Parent entered administration
and selected AlixPartners as the UK Administrator.  Immediately
following its appointment on March 2, 2017, the UK Administrator
completed a sale of certain business and assets of the Parent to a
newly formed company created by the Four Marketing Group ("UK
Buyer") which had submitted the highest offer for the Parent's
assets.  Such sale included, among other things, all right, title
and interest the Parent had in inventory (wherever located) and
intellectual property (including the Agent Provocateur brand)
relating to the Parent's business.  The sale to the UK Buyer did
not, however, include equity interests in, or assets of, any of the
Parent's subsidiaries, including the Debtors located in the United
States.

Following the sale, the Parent remains under the control of the UK
Administrator, and the UK Buyer has continued to operate the
Parent's former UK business.  Meanwhile, the Debtors continued to
operate their U.S. stores.  However, without a continued supply of
merchandise from the UK Buyer to replenish their inventory, the
Debtors' survival as operating entities was doomed, and their
business rapidly deteriorated.  Cash flow was severely impacted,
resulting in the Debtors' inability to meet ongoing operating
expenses, including, among other things, payment of rent due under
real estate leases.

                        Sale of U.S. Assets

In the days and weeks leading up to the Petition Date, several
landlords filed and/or threatened to file actions to evict the
Debtors from their U.S. locations.  The Debtors were on the verge
of shutting down their businesses and filing chapter 7 cases in the
Court—that is, until the UK Buyer emerged to express an interest
in purchasing certain of the Debtors' U.S. operations, along with
continuing to operate a number of stores, thus saving jobs and
generating value for their creditors.

The UK Buyer has proposed to purchase such operations through the
APA with its newly formed subsidiary, the Buyer.  The Debtors
considered all options before bringing the Sale Motion.  

The Debtors and the Buyer initially proposed to enter into a DIP
lending arrangement, with financing available to cover operating
expenses in excess of available cash flow, while a competitive
bidding process would be commenced to sell the business pursuant to
customary bidding and auction procedures.  It quickly became
obvious, though, that a competitive bidding process would be
pointless and ineffectual, resulting in no benefit in this
situation.  It has become more apparent than ever that the Buyer is
the only party with the means and motivation to purchase the
business.

Thus, having considered all available options under the
circumstances, the Debtors have determined that a private sale to
the Buyer will result in the greatest recovery.  For all of the
foregoing reasons, the relief requested is a product of sound
business judgment and is in the best interests of the Debtors,
their remaining employees and landlords, and their estates.

                           Terms of APA

The material terms of the APA are:

   a. Purchased Assets:  All assets of the Debtors other than the
Excluded Assets as described in Section 2.1 of the APA.  The
principal assets are the unexpired leases and goodwill.

   b. Assumed and Assigned Contracts and Leases: All executory
contracts and all unexpired leases, subject to the addition or
removal by the Buyer pursuant to the terms of the APA, will be
assigned to the Buyer.

   c. Sale Free and Clear: The transfer of the Assets to the Buyer
will be free and clear of all liens, claims, encumbrances and
interests, other than Permitted Liens as defined in the APA.

   d. Purchase Price: (A) the payment of an amount in cash equal to
(i) $1,100,000, less (ii) the Deposit, less (iii) the amount of any
unpaid DIP Financing Obligations as of the Closing, less (iv)
accrued amounts owing to the Buyer's UK Affiliate as of the Closing
from post-petition sales of inventory owned by the Buyer's UK
Affiliate that was delivered to Sellers subsequent to April 11,
2017 ("Inventory Account Payable"), less (v) accrued amounts owing
to the Buyer's UK Affiliate for corporate service charges assessed
in the amount of $10,000 per week beginning the week of April 10,
2017 through the week of June 30, 2017 ("Corporate Service
Charges"), less [(vi) accrued Assumed Liabilities as of the Closing
(other than Cure Amounts) subject to further discussion] plus (vii)
the Closing Cash, plus (viii) any amount retained by American
Express for security as of the Closing, plus (ix) prepaid expenses
as of the Closing; provided, however, that if the amount by which
actual cash receipts from store sales, including concessions,
during the period from May 8, 2017 through June 30, 2017 is less
than $1,985,604 ("Cash Deficit"), the Inventory Account Payable
and/or the Corporate Service Charges will be reduced, in the
aggregate, dollar for dollar up to the amount of the Cash Deficit;
provided further, however, and for the sake of clarity, that if the
Cash Deficit will exceed the Inventory Account Payable and/or the
Corporate Service Charges against which such reduction will be
applied, no further adjustment to the Purchase Price will occur;
and (B) the assumption by Buyer of the Assumed Liabilities,
(including accrued Assumed Liabilities as of the Closing, subject
to further discussion).

   e. Deposit: $100,000

   f. Cure Costs: The Buyer will pay cure costs and any other
amounts required to be paid under sections 365(b)(1)(A), (B) or (C)
of the Bankruptcy Code in order to effectuate the assumption of the
Assigned Contracts and Leases.

   g. Assumption of Liabilities: The Buyer agrees to assume certain
employee obligations owed to those who accept employment with the
Buyer.

   h. Conditions to Closing: Includes entry of the Sale Order and
all required approvals and permits.  If the Sale Order is not
entered by June 15, 2017, the Buyer will have the right to
terminate the APA.

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

     http://bankrupt.com/misc/Agent_Provocateur_99_Sales.pdf

In connection with the APA, the Debtors ask the Court to approve
assumption and assignment of the Assigned Contracts and Leases.
They submit that the Assumption and Assignment Procedures are
appropriate and give allow all Counter-Parties all necessary due
process protections, including the fair and full right to dispute
the relevant cure amount as well as to oppose the proposed
assumption and assignment. As set forth in the Assumption,
Assignment, and Cure Procedures Motion, the Debtors have asked that
the Court fixes the amount of cure costs due under the Assigned
Contracts and Leases.  Payment of the cure amounts as determined
through the Assumption and Assignment Procedures will be in full
satisfaction of any defaults under the Assigned Contracts and
Leases, whether monetary or non-monetary.

The Debtors submit that the proposed private sale of the Assets to
the Buyer represents the only realistic means of salvaging what
remains of their business as an ongoing enterprise, preserving
employment for a number of employees, satisfying lease and
contractual obligations, and providing some distribution for
unsecured creditors.  Accordingly, the Debtors ask the Court to
enter an Order (i) authorizing the private sale of substantially of
the Assets to the Buyer free and clear of liens, claims and
encumbrances pursuant to the APA; (ii) approving the assumption and
assignment of the Assigned Contracts and Leases and the cure
amounts related thereto pursuant to the Assumption and Assignment
Procedures; and (iii) granting such other relief as may be just and
appropriate.

To implement the foregoing successfully, the Debtors ask that the
Sale Order provides that they have established sufficient cause to
exclude the requested relief from the 14-day stays imposed by
Bankruptcy Rule 6004(h) and 6006(d).

The Purchaser can be reached at:

          AGENT PROVOCATEUR INTERNATIONAL (US), LLC
          c/o Fourmarketing
          20 Garrett Street
          London EC1Y OTW
          Attn: Charles Perez, CEO
          E-mail: charles@fourmarketing.com

The Purchaser is represented by:

          Mark J. Kelson, Esq.
          Howard J. Steinberg, Esq.
          Jack McBride, Esq.
          GREENBERG TRAURIG, LLP
          1840 Century Park East
          Los Angeles, CA 90067
          E-mail: kelsonm@gtlaw.com
                  steinbergh@gtlaw.com
                  mcbridej@gtlaw.com

                    About Agent Provocateur

Agent Provocateur, Inc. was incorporated in 2000 as a California
corporation with stores located in New York, California, and other
parts of the country.  Its affiliate Agent Provocateur, LLC was
formed in 2004 as a Delaware limited liability company with stores
in Nevada.  They were formed for the purpose of operating U.S.
retail outlets for merchandise, women's lingerie, supplied by their
then parent in the United Kingdom, Agent Provocateur Ltd., now
known as Pearl Group Ltd. ("Parent").

Agent Provocateur, Inc., based in New York, NY, and Agent
Provocateur, LLC, sought Chapter 11 protection (Bankr. S.D.N.Y.
Lead Case No. 17-10987) on April 11, 2017.  Agent Provocateur,
Inc., estimated $1,000,001 to $10 million in assets and $10,000,001
to $50 million in liabilities.

The Hon. Michael E. Wiles presides over the cases.

William H. Schrag, Esq., at Thompson Hine LLP, serves as bankruptcy
counsel to the Debtors.

An official committee of unsecured creditors was appointed on May
3, 2017.


ALABAMA AIRCRAFT: Seeks Protection of Docs in TCP's Possession
--------------------------------------------------------------
Chuck Stanley, writing for Bankruptcy Law360, reports that Alabama
Aircraft Industries Inc. has asked an Alabama district judge to
protect its privileged documents held by former investor Tennenbaum
Capital Partners, LLC (TCP), in a long-running dispute with Boeing
over a $1.2 billion U.S. Air Force contract, despite a special
master's recommendation that the documents be turned over.

The case is Alabama Aircraft Industries Inc. et al. v. Boeing
Company, The, et al., case number 2:11-cv-03577-RDP, in the U.S.
District Court for the Northern District of Alabama.

                     About Alabama Aircraft

Birmingham, Alabama-based Alabama Aircraft Industries Inc. --
http://www.alabamaaircraft.com/-- provided aircraft maintenance   

and modification services for the U.S. government and military
customers.  Its 190-acre facility, as well as its corporate
office, is located at the Birmingham International Airport.

Alabama Aircraft filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 11-10452) on Feb. 15, 2011.  Two
subsidiaries also filed: Alabama Aircraft Industries, Inc.-
Birmingham (Case No. 11-10453) and Pemco Aircraft Engineering
Services, Inc. (Case No. 11-10454).

The Company said the primary goal of the Chapter 11 filing is
to address long-term indebtedness and, in particular, long-term
pension obligations.  The Company owed $68.5 million the Pension
Benefit Guaranty Corp. prepetition.

Joel A. Waite, Esq., and Kenneth J. Enos, Esq., at Young, Conaway,
Stargatt & Taylor, in Wilmington, Delaware, served as counsel to
the Debtors.  Alabama Aircraft estimated assets and debts of
$1 million to $10 million as of the Chapter 11 filing.

The Debtor won Court authority at the end of August 2011 to sell
its assets to a unit of Kaiser Group Holdings Inc. for $500,000
and up to $30 million in recoveries from potential litigation.

The Chapter 11 case was later converted to liquidation under
Chapter 7.


ALL RESORT GROUP: Seeks to Hire Bus Solutions as Appraiser
----------------------------------------------------------
All Resort Group, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Utah to hire an appraiser.

The Debtor proposes to hire Bus Solutions, LLC to conduct an
appraisal of its fleet of motor coaches utilized in connection with
its Motor Coach Division.  This fleet consists of 51 vehicles.

The Debtor has agreed to compensate the firm for a one-time advance
fee of $16,000, of which $10,000 is payable upon approval by the
court.  The firm will receive the balance of $6,000 prior to
delivery of the first draft.

Dave Mendenhall, president of Bus Solutions, disclosed in a court
filing that his firm does not hold any interest adverse to the
Debtor's bankruptcy estate.

The firm can be reached through:

     Dave W. Mendenhall
     Bus Solutions, LLC
     900 Ranch Road
     Copper Canyon, TX 76226
     Tel: 503-883-7000

                   About All Resort Group Inc.

All Resort Group, Inc. -- http://www.allresort.com/-- is the  
parent/holding company of seven operating company's within the
travel/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 Debtor's fleets include all-wheel-drive luxury
SUVs, Cadillac and Lincoln sedans, 120-inch Krystal stretch
vehicles and Krystal Mini-Coaches.  

All Resort Group filed a Chapter 11 petition (Bankr. D. Utah Case
No. 17-23687) on April 28, 2017.  J.L. Killingsworth, president,
signed the petition.  At the time of the filing, the Debtor
estimated its assets and debt at $10 million to $50 million.  

The case is assigned to Judge R. Kimball Mosier.  The Debtor is
represented by Anna W. Drake, Esq. at Anna W. Drake, P.C.

No trustee, examiner or official committee has been appointed in
the case.


ARCHER LIMITED: Chapter 15 Case Summary
---------------------------------------
Chapter 15 Debtor: Archer Limited
                   4th Floor, Par-la-Velle Place
                   14, Par-la-Ville Road
                   Hamilton HM08
                   Bermuda

Type of Business: Archer -- http://www.archerwell.com-- is a
                  global oil services company with a heritage that
                  stretches back over 40 years.  With a strong
                  focus on safety and delivering the highest
                  quality products and services, Archer operates
                  in 40 locations over 19 countries providing
                  drilling services, well integrity &
                  intervention, plug & abandonment and
                  decommissioning to its upstream oil and gas
                  clients.  Archer is publicly traded on the Oslo
                  Stock Exchange under the ticker ARCHER.  The
                  main operations currently take place in the
                  major basins within Europe, North and South
                  America and the company is expanding rapidly
                  throughout the Middle East, Asia Pacific and
                  West Africa.

Foreign Proceeding: The Debtor applied to the Bermuda Court on
                    May 3, 2017, for an order directing it to
                    convene a meeting of creditors to vote upon a
                    scheme of arrangement.

Chapter 15 Case No.: 17-33103

Chapter 15 Petition Date: May 19, 2017

Court: United States Bankruptcy Court
       Southern District of Texas (Houston)

Judge: Hon. Jeff Bohm

Foreign Representative: Maxime L. Bouthillette
                        President - Western Hemisphere, General
                        Counsel, and Executive Vice President of  
                        Archer Limited

Debtor's U.S. Counsel:   Timothy Alvin Davidson, II, Esq.
                         ANDREWS KURTH KENYON LLP
                         600 Travis, Suite 4200
                         Houston, TX 77002
                         Tel: 713-220-3810
                         Fax: 713-220-4285
                         E-mail: TadDavidson@andrewskurth.com

                               - and -

                         Ashley L. Harper, Esq.
                         ANDREWS KURTH KENYON LLP
                         600 Travis, Suite 4200
                         Houston, TX 77002
                         Tel: 713-220-4013
                         E-mail: ashleyharper@andrewskurth.com

                               - and -

                          Joseph Peak Rovira, Esq.
                          ANDREWS KURTH KENYON LLP
                          600 Travis, Suite 4200
                          Houston, TX 77007
                          Tel: 713-220-4609
                          E-mail: josephrovira@andrewskurth.com

Debtor's Bermuda Counsel: Andrew Alexander Martin, Esq.
                          MJM LIMITED
                          4 Burnaby Street
                          Hamilton, Bermuda

Estimated Assets: Not Indicated

Estimated Debt: Not Indicated


ARCHER LIMITED: Proposes Restructuring of $601M Debt in Bermuda
---------------------------------------------------------------
Archer Limited, a global oil services company, on May 3, 2017,
commenced proceedings in Bermuda to effect a scheme of arrangement
that would restructure a $601 million secured multicurrency term
and revolving facility.

The Debtor applied to the Bermuda Court on May 3, 2017 for an order
directing it to convene a meeting of creditors (for a single class
of creditors) to vote upon a scheme of arrangement.  On May 12,
2017, the Bermuda Court entered the order directing it to convene a
meeting.  The scheme meeting will be held on May 30, 2017 at 10:00
a.m. Oslo time at the offices of Seatankers Management A/S,
Bryggegata 3, 0250 Oslo, Norway.

The core aspect of the restructuring will be the amendment and
restatement of the rights and obligations of the lenders under the
Secured Multicurrency Term and Revolving Facility Credit Agreement,
dated as of November 11, 2010 ("Existing Facility Agreement").

Andrew Alexander Martin, Esq., at MJM Limited, Bermuda counsel to
the Debtor, explains that the key amendments are as follows:

   (a) Archer Limited as sole borrower: The Scheme Company will be
the sole borrower under the Existing Facility Agreement, provided
that additional borrowers may be added with the consent of the
Majority Lenders.

   (b) Increase of the Total Commitments and a re-tranching into
three facilities: The Total Commitments under the Existing Facility
Agreement, as amended, will be increased from a total of
$601,750,000 to a total of $654,710,000.  This will be divided
between three tranches:

         (i) a new super senior tranche revolving facility of
$24,070,220.70 (Facility A) in which each of the Lenders may elect
to participate;

        (ii) the existing revolving facility of $245,516,250
(Facility B); and

       (iii) a term loan of $385,123.52930 (the Term Facility).

   (c) Inclusion of a guarantee facility of $10 million: Provisions
will be added into the Existing Facility Agreement which set out
the terms of a new super senior guarantee facility in which each of
the Scheme Creditors may elect to participate.  This will replace
the existing guarantee facility provided by DNB Bank ASA.

   (d) Extraordinary repayment of $1.3 million: An extraordinary
repayment in the amount of approximately $1.3 million (depending on
exchange rates) will be made by the Scheme Company with a
corresponding reduction of the Total Commitments under the Amended
Facility Agreement upon the amendments to the Archer Tropaz
Facility described in the Explanatory Statement becoming
effective.

   (e) Maturity to be extended to September 30, 2020: The final
maturity date on which the borrowers must repay all amounts
outstanding under the Finance Documents will be extended from May
11, 2018 to September 30, 2020.

   (f) Introduction of a PIK margin: In addition to the current
interest rate, a PIK margin of 1% per annum will accrue on each
Loan during the period from January 1, 2019 to September 30, 2020
if certain debt-to-EBITDA thresholds have been exceeded. The PIK
margin will be added to the principal amount of the Loan and become
cash payable on the final maturity date.

   (g) A cash sweep mechanism: There will be a new semi-annual cash
sweep which will require the Scheme Company to procure that an
amount equal to 90% of Available Liquidity (as defined in the
Amended Facility Agreement) will be used to prepay the loans
outstanding under the Amended Facility Agreement and the
loans under the amended and restated Archer Topaz Facility pro rata
to the amounts outstanding.

   (h) Changes to the quarterly reduction of the Total Commitments:
The Existing Facility Agreement provides that the Total Commitments
will be reduced by $25 million quarterly starting on May 11, 2017.
These reductions will be suspended.
Instead the Total Commitments will be reduced by a lesser quarterly
amount of $10 million starting on the later date of March 30,
2020.

   (i) Financial covenants to be amended: The financial covenants
in the Existing Facility Agreement will be amended as follows:

         (i) the leverage ratio covenant, equity ratio covenant and
total equity covenant in the Existing Facility Agreement will be
removed;

        (ii) to include a requirement on the Scheme Company to
ensure that the Group maintains free liquidity, being, in broad
terms, cash, cash equivalents and committed but undrawn facilities,
of at least $30 million;

       (iii) to include a requirement on the Scheme Company to
ensure that the Group maintains a minimum 12 months rolling nominal
EBITDA of $45 million during 2017, $55 million during 2018, $65
million during 2019 and $85 million during 2020;

        (iv) to include a requirement that 12 months rolling
reported EBITDA will be at all times positive (above zero); and

         (v) to include a requirement on the Scheme Company to
ensure that the Group's capital expenditure does not exceed $25
million during 2017 and $40 million for each financial year
thereafter with an adjustment for additional equity funds raised of
above $75 million.

   (j) Change of control to be amended: The change of control
thresholds will be reduced to reflect the dilution of the share
capital which results from the issuance of the Private Placement
Shares and the Subsequent Offering Shares.

   (k) Undertaking in relation to restructuring of the Archer Topaz
Facility: The Debtor will undertake to ensure that the Archer Topaz
Facility is amended so that it is consistent with the agreed terms
described in paragraph 5.24 of Part B of the Explanatory
Statement.

   (1) Additional security (Archer Emerald): Archer Emerald
(Bermuda) Limited owns the modular rig known as the "Archer
Emerald".  The Scheme Company will procure that security is granted
over the shares of Archer Emerald (Bermuda) Limited and certain of
its assets in favour of a joint security agent to be held on behalf
the Scheme Creditors and BNP Paribas Fortis SA/NV in its capacity
as lender under the Archer Topaz Facility. This security must be
granted by the later of (i) the date the refinancing of the Archer
Topaz Facility is concluded and (ii) May 15, 2017. The proceeds
received or recovered by the joint security agent shall be split
between the Scheme Creditors and BNP Paribas Fortis SA/NV in the
order of priority set out in the Term Sheet. This arrangement will
necessitate an intercreditor agreement between the Scheme Company,
the Agent, BNP Paribas Fortis SA/NV and the joint security agent to
set out the terms on which security is shared.

   (m) Removal of Seadrill: As Seadrill Limited is no longer a
guarantor of the Existing Facility Agreement, Seadrill will be
deleted from all of the Events of Default in which it is currently
referred to in the Existing Facility Agreement.

In addition, the restructuring will also involve (a) the
cancellation of the overdraft facility which was made available
under the group cash management agreement dated March 31, 2009 (as
subsequently amended) between Seadrill Limited, Archer Norge AS and
Danske Bank, Norwegian Branch (under its former name F okus Bank);
(b) the cancellation of the overdraft facility granted under the
overdraft facility agreement originally dated September 5, 2011 (as
subsequently amended) between Archer Management (US) LLC and DNB
Bank ASA; and (c) the cancellation of the unsecured uncommitted
guarantee facility agreement dated Aug. 18, 2014 between Archer
Norge AS and DNB Bank ASA.

                       About Archer Limited

An exempted limited company incorporated under the laws of Bermuda,
Archer Limited -- http://www.archerwell.com-- is the parent
company of a group of subsidiaries that operate in the global
oilfield services industry.  Archer is a publicly traded company
whose shares trade on Oslo Bors in Norway under the ticker ARCHER.
Formed in 2011, Archer is the coming together of two well
specialist companies -- Seawell and Allis-Chalmers Energy -- along
with several complementary businesses.

Archer operates in 40 locations over 19 countries providing
drilling services, well integrity & intervention, plug &
abandonment and decommissioning to its upstream oil and gas
clients.  Main operations currently take place in the major basins
within Europe, North and South America and we are expanding rapidly
throughout the Middle East, Asia Pacific and West Africa.

Archer drilling teams secure production on more than 47 offshore
platforms across four continents and operate over 81 mobile land
rigs in the Latin America.

Archer Limited filed a Chapter 15 petition (Bankr. S.D. Tex. Case
No. 17-33103) in Houston, Texas, in the U.S. on May 19, 2017, to
seek recognition of its restructuring proceedings in Bermuda.

Maxime L. Bouthillette, President - Western Hemisphere, General
Counsel, and Executive Vice President of Archer Limited, was named
foreign representative, authorized to file the Chapter 15
petition.

Timothy Alvin Davidson, II, Esq., Ashley L. Harper, Esq., and
Joseph Peak Rovira, Esq., at Andrews Kurth Kenyon LLP, is serving
as counsel in the Chapter 15 case.

Andrew Alexander Martin, Esq., at MJM Limited, is the Debtor's
Bermuda counsel.



ARCHER LIMITED: Seeks U.S. Recognition of Bermuda Restructuring
---------------------------------------------------------------
Archer Limited, a global oil services company, filed a Chapter 15
bankruptcy petition in the U.S. to seek recognition of its
restructuring proceedings in Bermuda.

"The recent decline in oil prices and low oil price environment are
having a significant negative impact on the Group's revenues,
liquidity and available cash resources.  This situation has been
exacerbated by the Group's level of debt and the significant cash
resources required for servicing the interest on this debt, as well
as significant capital expenditure required for development assets.
The Group has undertaken a number of measures to mitigate the
impact of the low oil price environment and to address a working
capital shortfall.  However, the Debtor believed that a longer term
solution is needed to strengthen the Group's liquidity position and
reduce the burden of the Group's debt service obligations on its
business," Maxime Bouthillette, President Western Hemisphere,
General Counsel, and Executive Vice President of Archer Limited,
explains.

In May 2016, the Debtor began a process of extensive negotiations
with its relevant stakeholders in order to address these issues. As
a result of these negotiations and following an exhaustive
consideration of alternative options, including potential asset
sales, sales of equity, and refinancing of outstanding
indebtedness, the Debtor has announced a restructuring of the
Group's indebtedness.

                       Bermuda Proceedings

The Debtor applied to the Bermuda Court on May 3, 2017 for an order
directing it to convene a meeting of creditors -- for a single
class of creditors -- to vote upon a scheme of arrangement.

On May 12, 2017, the Bermuda Court entered the order directing it
to convene a meeting.  The scheme meeting will be held on May 30,
2017 at 10:00 a.m. Oslo time at the offices of Seatankers
Management A/S, Bryggegata 3, 0250 Oslo, Norway.

The Debtor intends to effect a scheme of arrangement under the
Bermuda Companies Act of 1981.  The Debtor intends to facilitate a
restructuring with respect to a $601 million secured multi-currency
term and revolving facility.

The principal legal purpose behind a scheme of arrangement under
Bermuda Law is to enable a company to vary, amend, discharge, or
re-constitute an existing obligation by and/or between the company
and its shareholders, and/or its creditors, and/or any class of
them, and to replace it with another different, or new obligation,
or right and bind any dissenting minority of the class to the
amendment and new and/or substituted right or obligation.

                        Capital Structure

The Debtor is a borrower under a Secured Multicurrency Term and
Revolving Facility Credit Agreement between, among others, the
Debtor, the Agent, and the Scheme Creditors, dated as of November
11, 2010, as the same has been amended and restated on various
dates thereafter.  The aggregate lending commitments under the
Existing Facility Agreement are $601,750,000.  The Existing
Facility Agreement is guaranteed by certain subsidiaries of the
Debtor, including subsidiaries that are based, and have assets
located, in the United States.  As of April 28, 2017, the total
aggregate commitments available under the Existing Facility
Agreement had been drawn.

The Existing Facility Agreement is secured by liens on various
assets of the Group, and includes share pledges over direct
subsidiaries of the Debtor, an assignment of intercompany debts, a
debenture granted by Limay Drilling Rigs Limited, a member of the
Group, and security agreements governed by the laws of the United
States executed by each subsidiary guarantor incorporated in the
United States.  The security is granted by the Debtor and
subsidiary guarantors to the Agent for the benefit of the Scheme
Creditors.

Beginning on May 11, 2017, the Debtor is required to make quarterly
repayment installments of $25 million on the Existing Credit
Facility.  Scheme Creditors representing 94.275% in value of the
amounts outstanding under the Existing Facility Agreement --
Consenting Lenders -- have agreed, among other things, to defer
their entitlement to the repayment installment due on May 11, 2017
pursuant to a Lock-up Agreement entered into by the Debtor, the
Consenting Lenders, and the Agent.  As set forth in the Lock-up
Agreement, the Consenting Lenders and Agent have further agreed to,
among other things, promptly take all actions to support,
facilitate, implement, consummate or otherwise give effect to the
Scheme, including voting in favor of any matter or proposal which
is necessary or desirable to support, facilitate, implement,
consummate or otherwise give effect to Scheme.

Archer Topaz Limited, a wholly owned subsidiary of the Debtor, is
the sole borrower under a Credit Facility Agreement with BNP
Paribas Fortis SA/NV, as lender (the "Archer Topaz Facility").  As
of April 28, 2017, the equivalent of EUR23.7 million was
outstanding under the Archer Topaz Facility.  It is anticipated
that, independent from the Scheme, the Archer Topaz facility will
be amended.

The Debtor, together with Archer Norge AS, is a borrower under the
Secured Danske Bank Overdaft Facility Agreement.  In addition,
Archer Well Company Inc. is the borrower under the secured DNB
Overdraft Facility Agreement.  The overdraft limit under each
Overdraft Facility Agreement was $41.7 million.  As of April 28,
2017, the Group had not drawn any amounts under the Danske Bank
Overdraft Facility Agreement and the DNB Overdraft Facility
Agreement. Pursuant to the Amendment and Restatement Agreement, the
Overdraft Facility Agreements will be cancelled on the
Restructuring Effective Date.

The Company's other indebtedness, including indebtedness to trade
creditors, will not be impacted by the Scheme.

A copy of Maxime Bouthillette's declaration is available at:

    http://bankrupt.com/misc/Archer_3_Bouthill_Declaration.pdf

A copy of Andrew Alexander Martin's declaration is available at:

    http://bankrupt.com/misc/Archer_4_Martin_Declaration.pdf

                       About Archer Limited

An exempted limited company incorporated under the laws of Bermuda,
Archer Limited -- http://www.archerwell.com-- is the parent
company of a group of subsidiaries that operate in the global
oilfield services industry.  Archer is a publicly traded company
whose shares trade on Oslo Bors in Norway under the ticker ARCHER.
Formed in 2011, Archer is the coming together of two well
specialist companies -- Seawell and Allis-Chalmers Energy -- along
with several complementary businesses.

Archer operates in 40 locations over 19 countries providing
drilling services, well integrity & intervention, plug &
abandonment and decommissioning to its upstream oil and gas
clients.  Main operations currently take place in the major basins
within Europe, North and South America and we are expanding rapidly
throughout the Middle East, Asia Pacific and West Africa.

Archer drilling teams secure production on more than 47 offshore
platforms across four continents and operate over 81 mobile land
rigs in the Latin America.

Archer Limited filed a Chapter 15 petition (Bankr. S.D. Tex. Case
No. 17-33103) in Houston, Texas, in the U.S. on May 19, 2017, to
seek recognition of its restructuring proceedings in Bermuda.

Maxime L. Bouthillette, President - Western Hemisphere, General
Counsel, and Executive Vice President of Archer Limited, was named
foreign representative, authorized to file the Chapter 15
petition.

Timothy Alvin Davidson, II, Esq., Ashley L. Harper, Esq., and
Joseph Peak Rovira, Esq., at Andrews Kurth Kenyon LLP, is serving
as counsel in the Chapter 15 case.

Andrew Alexander Martin, Esq., at MJM Limited, is the Debtor's
Bermuda counsel.


AUBURN ARMATURE: Asks Court Approval of Deal With Power-Flo
-----------------------------------------------------------
Auburn Armature, Inc. and its affiliated debtors ask the U.S.
Bankruptcy Court for the Northern District of New York to authorize
the sale of substantially all their assets to AAI Acquisition, LLC
("Acquisition") for the purchase price based on percentage of the
value of the accounts receivable, inventory, and fixed assets, plus
the assumption of certain liabilities, subject to higher and better
offers.

Acquisition, an entity formed by Power-Flo Technologies' United
Electric Power, Inc., has agreed to purchase the Debtors' assets
for a purchase price to be computed as equal to the sum of the
following:

   * The product determined by multiplying (x) the gross value
(total) of the accounts receivable on the books and records as  of
the Closing Date, minus the excluded receivables, by (y) 0.8;
Plus

   * 35% of the book value of inventory; plus

   * 60% of the book value of the fixed assets, including but not
limited to intellectual property, vehicles, equipment, and
fixtures; plus

   * The total of the assumed liabilities.

The other terms of the Purchase Agreement are:

    a. The Parties: The Debtors as the Seller and Acquisition as
the Buyer.

    b. The Sale Assets: The Sale Assets to be sold pursuant to the
Purchase Agreement consist of substantially all of the personal
property owned by Seller.

    c. Purchase Price. The Purchase Price is calculated based on
percentage of the value of the Seller's accounts receivable,
inventory, and fixed assets, plus the assumption of certain
liabilities.

    d. Conditions: The proposed sale is subject to several
conditions, including: (i) accuracy of the Buyer's and the Seller's
representations and warranties; (ii) performance of covenants and
agreements in the Purchase Agreement; and (iii) approval by the
Court and entry of the Sale order.

    e. Higher and Better Offers: The Sale of the Sale Assets is
subject to the submission by third parties of higher and/or better
offers.

The Debtors are asking (i) approval of procedures to govern the
sale process, including approval of a $200,000 break-up fee to
Acquisition if it is not the successful bidder and (ii) to
establish a hearing date to consider approval of one or more bids
that may be received for the Sale Assets.

In September 2016, AAI engaged League Park Advisors ("LP") as
investment banker, to assist the Debtors to market and sell
substantially all of their operating assets to a third party as a
going concern.  The Debtors will shortly file an application to
retain LP as investment banker in the Chapter 11 bankruptcy cases.

                  Default in Key Obligations

The Debtors owe three primary tranches of secured debt, each of
which is secured by substantially all of their assets.  As of the
Petition Date, the Debtors owe, plus interest, fees and costs,
their (i) first-priority secured lender, KeyBank, National
Association ("Key"), the principal sum of approximately $5 million;
(ii) subordinated, second-priority secured lender, Patriot Capital
II, L.P. approximately $6.2 million; and (iii) junior subordinated,
third priority lenders, DeltaPoint Capital IV and DeltaPoint
Capital IV (New York) the combined amount of approximately $2.9
million respectively.

The Debtors are and have been in default of various of their
obligations to Key, including coverage ratio obligations and EBITDA
obligations.  The Debtors and Key entered into a series of
Forbearance Agreements in an effort to provide a framework to
remedy the defaults and stabilize the Debtors' business.  Pursuant
to the Forbearance Agreements, the Debtors were obligated to
refinance their obligations to Key or enter into an asset sale
transaction acceptable to Key.  Their efforts to refinance its
debts were unsuccessful.

In light of limitations on available funding for their operations
and the probable low value that would be attained in a liquidation,
the Debtors have, in consultation with their lenders, determined
that the best interests of creditors, customers, and employees will
be served by the expedient marketing and sale of their assets to
the buyer or buyers making the highest or best offer or offers,
pursuant to the proposed Sale Procedures.  The Debtors therefore
propose to seek the highest or best offer in connection with a sale
of substantially all of their assets ("Sale Assets").

The Debtors propose to offer the Sale Assets for sale either in one
lot or in multiple lots to one or more buyers, as determined by the
Debtors prior to the Bid Deadline.  In addition to selling the Sale
Assets, they also propose to assume and assign to the buyer(s)
unexpired leases and executory contracts.

In connection with its efforts to arrange a sale of its assets, the
Debtors retained the services of investment banking firm League
Park Advisors ("LP") in September 2016.  LP has expended
considerable effort to solicit offers for the Debtors' assets, and
has been successful in obtaining an offer from Acquisition.

The Debtors' and Acquisition's extensive good faith negotiations
culminated in the Purchase Agreement, dated May 17, 2017, which
contemplates the sale of the Sale Assets, in a single integrated
transaction.  The Debtors believe that the consideration being paid
under the Acquisition Purchase Agreement exceeds the value of the
liens encumbering the Sale Assets.  Accordingly, the Debtors ask
the Court to approve the Purchase Agreement.

The Purchaser can be reached at:

          AAI ACQUISITION, LLC
          270 Park Avenue
          New Hyde Park, NY 11040
          Attn: Gerald J. DiCunzolo
          E-mail: Jerry.DiCunzolo@UnitedElectricPower.com

The Purchaser is represented by:

          Ronald J. Friedman, Esq.
          SILVERMANACOMPARA LLP
          100 Jericho Quadrangle, Suite 300
          Jericho, NY 11753
          E-mail: RFriedman@SilvermanAcampora.com

                      About Auburn Armature

Based in Auburn, New York, Auburn Armature Inc. --
http://www.aainy.com/index.html-- along with affiliates EASA
Acquisition I, LLC, and EASA Acquisition II, LLC, operates an
electric motor repair service and electrical equipment distribution
network in New York including Binghamton, Rochester, Syracuse,
Albany, Auburn, and Buffalo.

AAI is the sole member of both EASA I and EASA II.  All of AAI's
outstanding stock is owned by Electrical Supply Acquisition, Inc.,
which in turn is owned by DeltaPoint Capital IV, LP and DeltaPoint
Capital IV (New York), LP.

AAI, EASA I and EASA II sought Chapter 11 protection (Bankr.
N.D.N.Y. Lead Case No. 17-30743-5-MCR) on May 19, 2017.  Geoffrey
L. Murphy, president & CEO, signed the petitions.

The Hon. Margaret M. Cangilos-Ruiz is the case judge.

Menter, Rudin & Trivelpiece, P.C., is serving as counsel to the
Debtors.  League Park Advisors ("LP") is the Debtors' investment
banker.

AAI estimated $10 million to $50 million in assets and debt.



AUBURN ARMATURE: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Affiliated debtors that filed Chapter 11 bankruptcy petitions:

     Debtor                                     Case No.
     ------                                     --------
     Auburn Armature, Inc.                      17-30743
     70 Wright Circle
     Auburn, NY 13021
    
     EASA Acquisition I, LLC                    17-30744
     70 Wright Circle
     Auburn, NY 13021

     EASA Acquisition II, LLC                   17-30745     
     70 Wright Circle
     Auburn, NY 13021

Business Description: Auburn Armature Inc. --
                      http://www.aainy.com/index.html-- is a  
                      distributor of electrical equipment in New
                      York including Binghamton, Rochester,
                      Syracuse, Albany, Auburn, and Buffalo, and
                      offers electrical repair services.

Chapter 11 Petition Date: May 19, 2017

Court: United States Bankruptcy Court
       Northern District of New York (Syracuse)

Judge: Hon. Margaret M. Cangilos-Ruiz

Debtors' Counsel: Jeffrey A. Dove, Esq.
                  MENTER, RUDIN & TRIVELPIECE, P.C.
                  308 Maltbie Street, Suite 200
                  Syracuse, NY 13204-1498
                  Tel: (315) 474-7541
                  Fax: (315) 474-4040
                  E-mail: jdove@menterlaw.com

                                     Estimated   Estimated
                                       Assets   Liabilities
                                     ---------  -----------
Auburn Armature, Inc.                $10M-$50M   $10M-$50M
EASA Acquisition I, LLC              $0-$50K     $10M-$50M
EASA Acquisition II                  $0-$50K     $10M-$50M

The petitions were signed by Geoffrey L. Murphy, president & CEO.

Auburn Armature's List of 20 Largest Unsecured Creditors:

   Entity                          Nature of Claim   Claim Amount
   ------                          ---------------   ------------
Thomas Pawlak (Armor)                   Loan           $1,406,249
5532 Pebble Beach Drive
Hamburg, NY14075
Tel: (716) 648-9686

Siemens Industry Inc. (IMARK)         Trade Debt         $788,408
P.O. Box 2715
Carol Stream, IL60132
David Hopping, President/CEO
Tel: (847) 803-2700

Bennett C. Carter                        Loan            $419,000
8 Leitch Avenue
Skaneateles, NY13152

Pinnacle Architectural                Trade Debt         $332,902
Vertex Innovative Solution Inc.
12655 East 42nd Ave., Ste 50
Denver, CO80239
Chris Hammelef, President
Tel: (303) 322-5270

Encore Wire (IMARK)                   Trade Debt         $230,582

Weg Electric Corp.                    Trade Debt         $185,255

American Express                     Credit Card         $138,913

Hubbell Lighting (IMARK)              Trade Debt         $129,694

Southwire Company LLC (IMARK)         Trade Debt         $122,093

Ephesus Lighting Inc.                 Trade Debt         $115,865

Qualite Sports Lighting LLC           Trade Debt         $115,000

Baldor Electric Company (Corp)        Trade Debt         $102,023

Klemm Reflactor Co.                   Trade Debt          $98,500

Cree, Inc.                            Trade Debt          $93,862

Philips Lighting Co. (IMARK)          Trade Debt          $93,132

Selux Corporation                     Trade Debt          $92,373

GE Energy Power Conversion Inc.       Trade Debt          $86,714

ABB Automation Inc.                   Trade Debt          $80,900

Auburn Armature Inc.                     Plan             $78,015
Employees' Profit Sharing            Distributions
401K Plan

GE Industrial Solutions (IM)         Trade Debt           $70,596
General Electric Company


AUBURN ARMATURE: Power-Flo Says It Will Retain Most Employees
-------------------------------------------------------------
DeltaPoint Capital IV, LP's Auburn Armature, Inc., and its
affiliated debtors have sought Chapter 11 bankruptcy protection
with a deal to sell all assets to an entity formed by Power-Flo
Technologies, absent higher and better offers.

Based in New Hyde Park, New York, Power Flo Technologies --
http://www.powerflotechnologies.com/-- is a family of companies
consisting of distributors, fabricators, manufacturers and motor
and pump repair firms serving the New York and New England areas.
PFT provides a comprehensive line of products ranging from
commodity items such as wiring devices, fittings, and LED lighting
products to more specialized items such as motors, computerized
industrial controls, programmable controllers and custom panels.
Power Flo has locations throughout the Northeast, and is also a
full line Siemens Technology distributor.  In addition they are
experts in the sale and repair of all types of motors, pumps and
water systems offering engineering support, in-house switchgear,
panel fabrication and state-of-the-art repair facilities for any
motor or pump from fractional through 1500 HP in either low or
medium voltages.

"The unique diversity of products, cap abilities and services will
enable PFT to bridge the needs of the Electrical, Institution, MRO
& OEM markets, as well as the Plumbing and Mechanical trades,"
explains Geoff Murphy, Auburn Armatures CEO.  "The sale and
restructure will take approximately 45 to 60 days." he concluded.

"Power-Flo Technologies has continually strived toward being
recognized by both our customers and suppliers as the best in the
industry.  We believe that by combining the strengths of both
Auburn Armature and Power-Flo Technologies we will be able to
strengthen our commitment to all our customers while continuing to
serve them with the most qualified service available.", says Mr.
Jerry Dicunzolo, owner of PFT.  Mr. DiCunzolo has committed to
retain most of all the AAI employees across its 6 locations in
Upstate New York.  Power Flo will continue to service the many
customers that AAI has served for nearly 70 years.

Geoff Murphy stated, "I truly believe the acquisition and
restructure provides the best outcome for all of AAI's valued
employees, while positioning the company to continue  to grow its
brand and market leader position in the Upstate NY Industrial,
Automation  and Electrical Distribution markets."

                      About Auburn Armature

Based in Auburn, New York, Auburn Armature Inc. --
http://www.aainy.com/index.html-- along with affiliates EASA
Acquisition I, LLC, and EASA Acquisition II, LLC, operates an
electric motor repair service and electrical equipment distribution
network in New York including Binghamton, Rochester, Syracuse,
Albany, Auburn, and Buffalo.

AAI is the sole member of both EASA I and EASA II.  All of AAI's
outstanding stock is owned by Electrical Supply Acquisition, Inc.,
which in turn is owned by DeltaPoint Capital IV, LP and DeltaPoint
Capital IV (New York), LP.

AAI, EASA I and EASA II sought Chapter 11 protection (Bankr.
N.D.N.Y. Lead Case No. 17-30743-5-MCR) on May 19, 2017.  Geoffrey
L. Murphy, president & CEO, signed the petitions.

The Hon. Margaret M. Cangilos-Ruiz is the case judge.

Menter, Rudin & Trivelpiece, P.C., is serving as counsel to the
Debtors.  League Park Advisors ("LP") is the Debtors' investment
banker.

AAI estimated $10 million to $50 million in assets and debt.



AUBURN ARMATURE: Proposes June 13 Auction for Business
------------------------------------------------------
Although a purchase agreement has been reached with a unit of
Power-Flo Technologies, Auburn Armature, Inc. and its affiliated
debtors, with the assistance of League Park Advisors ("LP") and
other professionals, intend to market and seek higher or better
bids for assets.

The Debtors proposes these dates in connection with the sale
process:

   a. June 12, 2017: Deadline for a qualified bidder to submit a
bid to purchase all or a portion of the sale assets;

   b. June 12, 2017: Deadline by which the Debtors will notify
qualified bidders whether their bids have been determined to be
qualified bids;

   c. June 13, 2017: Auction to be held at 10:00 a.m. at the
offices of Menter, Rudin & Trivelpiece, P.C., 308 Maltbie Street,
Suite 200, Syracuse, New York;

   d. June 15, 2017: Deadline for filing objections to the sale of
the Sale Assets to the successful bidder(s); and

   e. June 16, 2017: Hearing to confirm the sale of the Sale assets
to the successful bidder(s) to begin at 10:00 a.m. (et).

Pursuant to the proposed sale procedures, bidders will have until
June 9, 2017 to conduct due diligence.  To participate in the
auction, bidders must submit a qualified overbid that's $200,000
more than Acquisition's stalking horse bid.  Bid increments at the
auction will be $50,000.

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

      http://bankrupt.com/misc/Auburn_Armature_9_Sales.pdf

The Debtors believe the Sale Procedures will produce the maximum
recovery for creditors and will maximize the likelihood that the
bidding process will involve multiple interested parties leading to
one or more purchasers for the Sale Assets.  The Debtors
respectfully submit that the Court should authorize and approve the
Sale Procedures.

The Debtors are parties to executory contracts and unexpired leases
of real and personal property.  In the exercise of its business
judgment, and due to the desire of Acquisition to continue
operating their business, the Debtors have determined that the
Contracts and Leases are necessary to the proper continued
operation of the business and their assumption and assignment to
Acquisition is beneficial to its estate.  The Debtors, therefore,
ask to assume and assign the Contracts and Lease.  The Debtors are
responsible for paying the cure cost arising from unexpired leases
of non-residential real property, if any.

The Debtors submit that the proposed sale to Acquisition or any
other Successful Bidder satisfies the sound business reason test
and represents a prudent and proper exercise of their business
judgment.  They believe that a prompt sale of the Sale Assets is
the only way to maximize the value of their estates, to preserve
jobs and to ensure the continued operations of their business.

                      About Auburn Armature

Based in Auburn, New York, Auburn Armature Inc. --
http://www.aainy.com/index.html-- along with affiliates EASA
Acquisition I, LLC, and EASA Acquisition II, LLC, operates an
electric motor repair service and electrical equipment distribution
network in New York including Binghamton, Rochester, Syracuse,
Albany, Auburn, and Buffalo.

AAI is the sole member of both EASA I and EASA II.  All of AAI's
outstanding stock is owned by Electrical Supply Acquisition, Inc.,
which in turn is owned by DeltaPoint Capital IV, LP and DeltaPoint
Capital IV (New York), LP.

AAI, EASA I and EASA II sought Chapter 11 protection (Bankr.
N.D.N.Y. Lead Case No. 17-30743-5-MCR) on May 19, 2017.  Geoffrey
L. Murphy, president & CEO, signed the petitions.

The Hon. Margaret M. Cangilos-Ruiz is the case judge.

Menter, Rudin & Trivelpiece, P.C., is serving as counsel to the
Debtors.  League Park Advisors ("LP") is the Debtors' investment
banker.

AAI estimated $10 million to $50 million in assets and debt.


AVAYA INC: Ad Hoc 1st Lien Group Objects to Plan Filing Extension
-----------------------------------------------------------------
The Ad Hoc First Lien Group, comprising the holders of over 50% of
Avaya Inc.'s first lien debt, filed with the U.S. Bankruptcy Court
for the Southern District of New York an objection to Avaya Inc.,
et al.'s request extending their exclusive periods to file a
Chapter 11 plan and solicit acceptances of the plan.

A hearing to consider the objection will be held on May 25, 2017,
at 10:00 a.m. ET.  Objections must be filed by May 18, 2017, at
4:00 p.m. ET.

The Debtors seek a 120-day extension of their exclusive plan filing
and solicitation periods to Sept. 16, 2017, and Nov. 15, 2017,
respectively.  

The Ad Hoc First Lien Group objects to the Exclusivity Motion
because the Debtors have not earned a four month extension of the
Exclusive Periods given their complete failure to engage in
substantive plan negotiations with any of their primary
stakeholders before filing a proposed plan of reorganization on
April 13 or since.  While it is just their first request to extend
their Exclusive Periods, based on the Debtors' conduct to date, the
Ad Hoc First Lien Group respectfully submits that the length of the
requested extension is more likely to inhibit, rather than promote,
development of a confirmable chapter 11 plan in these cases and a
much shorter extension of 30 days is all that is warranted at this
time.

The Debtors, according to the Ad Hoc First Lien Group, refused to
engage in any substantive negotiations with their primary creditor
constituencies before filing the Current Plan, notwithstanding
repeated requests by the Ad Hoc First Lien Group.  The first time
the Ad Hoc First Lien Group and, upon information and belief, the
Ad Hoc Crossover Group and Creditors' Committee, saw the Current
Plan was when it was filed on the docket at approximately 8:40 p.m.
(ET) on April 13.  The Ad Hoc First Lien Group says that this
conduct is especially alarming in these cases because the Current
Plan requires, and any viable plan will require, first lien
creditors to take a substantial portion of their recovery in the
form of equity in the Reorganized Debtors, thus making their
consent to the treatment a necessary condition for confirmation of
any plan.  The Debtors have acknowledged this fact with the Current
Plan proposing that the holders of first lien debt, who are the
Debtors' largest creditor constituency and owed in excess of $4.6
billion, receive $1.418 billion in cash or new secured debt of the
Reorganized Debtors and 95% of the equity in Reorganized HoldCo in
satisfaction of their claims.

As noted by the Debtors in the Disclosure Statement, a Chapter 11
plan cannot be confirmed over the objection of a secured creditor
unless the plan is "fair and equitable" as required by U.S.
Bankruptcy Code Section 1129(b), and the law is well settled that
satisfaction of a secured creditor's claim in the form of equity of
the reorganized debtor requires acceptance of the plan by the class
composed of such claims and cannot be "crammed down" on the class.

Prior to filing the Current Plan, the Debtors were well aware that
a majority of first lien creditors would not agree to their
proposed treatment under the Current Plan, which renders the
Current Plan patently unconfirmable.  The Ad Hoc First Lien Group
complains that rather than using the initial Exclusive Periods to
build consensus around a confirmable Chapter 11 plan, however, the
Debtors defiantly filed the doomed Current Plan, which lacks
support from any major creditor constituency and caters almost
exclusively to the interests of (i) Pension Benefit Guaranty
Corporation and (ii) the Debtors' equity sponsors and current
officers and directors -- to whom the Debtors propose to gift $330
million in equity (based on the Debtors' questionable plan
valuation) and grant sweeping releases10 that are inconsistent with
applicable law.

The Ad Hoc First Lien Group claims that the Debtors' conduct to
date likely will lead to the protracted, expensive litigation that
the Debtors have said they will have difficulty withstanding and
undoubtedly will delay the Debtors' emergence from Chapter 11.
"Simply put, the Debtors' actions have been inconsistent with their
stated objectives and Chapter 11's basic tenets of building
consensus and maximizing value, and do not support a 120-day
extension of the Debtors' Exclusive Periods.

A copy of the Objection is available at:

          http://bankrupt.com/misc/nysb17-10089-587.pdf

The Ad Hoc First Lien Group is represented by:

     Ira S. Dizengoff, Esq.
     Philip C. Dublin, Esq.
     Abid Qureshi, Esq.
     AKIN GUMP STRAUSS HAUER & FELD LLP
     One Bryant Park
     New York, New York 10036
     Tel: (212) 872-1000
     Fax: (212) 872-1002

                      About Avaya Inc.

Avaya Inc., together with its affiliates, is a multinational
company that provides communications products and services,
including, telephone communications, internet telephony, wireless
data communications, real-time video collaboration, contact
centers, and customer relationship software to companies of various
sizes.   

The Avaya Enterprise serves over 200,000 customers, consisting of
multinational enterprises, small- and medium-sized businesses, and
911 services as well as government organizations operating in a
diverse range of industries.  It has approximately 9,700 employees
worldwide as of Dec. 31, 2016.

Avaya Inc. and 17 of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089)
on Jan. 19, 2017.  The petitions were signed by Eric S. Koza, CFA,
chief restructuring officer.  Judge Stuart M. Bernstein presides
over the cases.

The Debtors disclosed $5.52 billion in assets and $6.35 billion in
liabilities as of Sept. 30, 2016.   

The Debtors have hired Kirkland & Ellis LLP as legal counsel;
Centerview Partners LLC as investment banker; Zolfo Cooper LLC as
restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG
LLP as tax and accountancy advisor; and The Siegfried Group, LLP,
as financial services consultant.

On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an
official committee of unsecured creditors.


AVAYA INC: Oracle Objects to Networking Business Sale
-----------------------------------------------------
BankruptcyData.com reported that Oracle America & Oracle Credit
filed with the U.S. Bankruptcy Court an objection and reservation
of rights regarding Avaya's networking business sale. The objection
asserts, "Oracle objects to the proposed assumption and assignment
for the following reasons: a) First, Oracle's agreements are, or
pertain to, licenses of intellectual property that are not
assignable absent Oracle's consent, pursuant to both the underlying
license agreements and applicable law. In addition, the Debtors
request a judicial determination that any anti-assignment provision
in contracts to be assumed and assigned is unenforceable and void.
Oracle objects to this sweeping determination being made regarding
its agreements with the Debtors. b) Second, the APA appears to
impact several Oracle agreements, however the Debtors have
specifically identified only two agreements for assumption and
assignment. To the extent the Debtors' descriptions of the Oracle
contracts to be assumed and assigned are incomplete, Oracle cannot
identify the appropriate cure amount. c) Third, the Sale Motion is
subject to overbid and the purchaser may be an entity other than
the stalking horse bidder. Therefore, Oracle does not have
sufficient information to determine whether the ultimate
purchaser/assignee is capable of performing the terms of the Oracle
contracts the Debtors seek to assume and assign, or to ascertain
whether the assignee is an Oracle competitor. d) Finally, the
Debtors appear to seek authority to share use of Oracle's licenses
and services that is not permitted by the relevant Oracle
agreement."

                      About Avaya Inc.

Avaya Inc., together with its affiliates, is a multinational
company that provides communications products and services,
including, telephone communications, internet telephony, wireless
data communications, real-time video collaboration, contact
centers, and customer relationship software to companies of
various
sizes.   

The Avaya Enterprise serves over 200,000 customers, consisting of
multinational enterprises, small- and medium-sized businesses, and
911 services as well as government organizations operating in a
diverse range of industries.  It has approximately 9,700 employees
worldwide as of Dec. 31, 2016.

Avaya Inc. and 17 of its affiliates sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 17-10089)
on Jan. 19, 2017.  The petitions were signed by Eric S. Koza, CFA,
chief restructuring officer.  Judge Stuart M. Bernstein presides
over the cases.

The Debtors disclosed $5.52 billion in assets and $6.35 billion in
liabilities as of Sept. 30, 2016.   

The Debtors have hired Kirkland & Ellis LLP as legal counsel;
Centerview Partners LLC as investment banker; Zolfo Cooper LLC as
restructuring advisor; PricewaterhouseCoopers LLP as auditor; KPMG
LLP as tax and accountancy advisor; and The Siegfried Group, LLP,
as financial services consultant.

On Jan. 31, 2017, the U.S. Trustee for Region 2, appointed an
official committee of unsecured creditors.  The Committee has
tapped Morrison & Foerster LLP as legal counsel, Alvarez & Marsal
North America, LLC as financial advisor, and Jefferies LLC as
investment banker.


AVENICA INC: DOJ Watchdog Seeks Trustee Appointment, Case Dismissal
-------------------------------------------------------------------
William K. Harrington, a United States Trustee, asks the U.S.
Bankruptcy Court for the Eastern District of New York to enter an
Order directing the appointment of a Chapter 11 Trustee for Avenica
Inc. or, in the alternative, dismissing the Chapter 11 bankruptcy
case.

               About Avenica Inc.

Avenica, Inc., is a service company that provides staffing and
day-to-day operations for Gallant Capital Markets.  Avenica sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y.
Case No. 17-41813) on April 14, 2017.  The petition was signed by
Salvatore Bucellato, CEO.  Judge Elizabeth S. Stong is the case
judge.

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

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


AZURE MIDSTREAM: Gets Confirmation of 5th Amended Liquidation Plan
------------------------------------------------------------------
Judge David R. Jones has confirmed the Fifth Amended Plan of
Liquidation of Azure Midstream Partners, LP, et al., on May 19,
2017.

The 5th Amended Plan, a copy of which is available at
http://bankrupt.com/misc/tex17_30461_309.pdf, was filed with the
Court on May 19, before the Court's ruling was handed down.

BankruptcyData.com related that the 5th Amended Plan notes, "The
Debtors estimate that on the Effective Date approximately $821,000
in General Unsecured Claims will remain outstanding. On the
Effective Date, except to the extent that a holder of an Allowed
General Unsecured Claim agrees to less favourable treatment of such
Allowed General Unsecured Claim or has been paid before the
Effective Date, each holder of an Allowed General Unsecured Claim,
shall receive its pro rata share of the General Unsecured Creditor
Distribution in Cash equal to the full value of such Allowed
General Unsecured Claim, payable on the later of the Effective Date
and the date on which such General Unsecured Claim becomes an
Allowed General Unsecured Claim. On the Effective Date: (a) all of
the Debtor Affiliates shall be merged into Azure without the
necessity for any other or further actions to be taken by or on
behalf of such merged Debtor or its shareholders or any payments to
be made in connection therewith, other than the filing of a
certificate of merger with the appropriate governmental
authorities; (b) all Claims filed or scheduled in the Debtor
Affiliates' cases shall be deemed to have been filed in the Azure
Case; (c) Azure may change its name to Azure Midstream Liquidating,
LP and the Azure Case may be renamed accordingly; and (d) the
Chapter 11 Cases of the Debtor Affiliates shall be closed."

                  About Azure Midstream Partners

Azure Midstream Partners, LP, is a publicly traded Delaware master
limited partnership that was formed by NuDevco Partners, LLC, and
its affiliates to develop, own, operate and acquire midstream
energy assets.

Azure Midstream and 11 of its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-30461) on Jan. 30, 2017. The petitions were signed by I.J.
Berthelot, II, president. The cases are assigned to Judge David R
Jones.

Azure disclosed $375.5 million in assets and $179.4 million in
liabilities as of as of Sept. 30, 2016.

Vinson & Elkins LLP is serving as corporate counsel to the Debtors;
Evercore Group LLC is serving as financial advisor; Alvarez &
Marsal North America LLC is serving as restructuring advisor; and
Kurtzman Carson Consultants LLC is serving as claims, noticing &
balloting agent.

A 3-member panel has been appointed as official unsecured creditors
committee in the Debtors' cases.


AZURE MIDSTREAM: US Trustee, et al., Object to 3rd Amended Plan
---------------------------------------------------------------
BankruptcyData.com reported that multiple parties -- including the
United States of America, the U.S. Trustee assigned to the case,
the official committee of equity security holders and the Texas
Comptroller of Public Accounts -- filed with the U.S. Bankruptcy
Court separate objections to Azure Midstream Partners' Third
Amended Joint Plan. The Trustee asserts, "The Plan does not satisfy
the requirements of section 1129(a) of the Bankruptcy Code and is
therefore un-confirmable. First, the Plan improperly provides broad
third party releases, exculpations and injunctions, in violation of
section 524(e) of the Bankruptcy Code and applicable Fifth Circuit
law. Second, although the Debtors are ineligible for a discharge,
the Plan, in effect, improperly provides the Debtors with a
discharge by operation of the broad third party releases,
exculpations and injunctions, in violation of section 1141(d)(3) of
the Bankruptcy Code. Third, the Plan improperly permits severance
payments when the Debtors have not met their burden to show that
all eligible employees under the Severance Plan are not "insiders"
and, thus, not subject to the stricter requirements of 11 U.S.C.
section 503(c)(2). Specifically, the United States Trustee would
point out to the Court that there are three (3) individuals on the
Employee Severance List that may presumptively be 'insiders,' such
as the SCADA Project Manager, the Area Manager -- Logistics, and
the Director of Human Resources. The Debtors have failed to comply
with section 503(c)(2) of the Bankruptcy Code, and therefore the
Plan cannot be confirmed."

                About Azure Midstream Partners

Azure Midstream Partners, LP, is a publicly traded Delaware master
limited partnership that was formed by NuDevco Partners, LLC, and
its affiliates to develop, own, operate and acquire midstream
energy assets.

Azure Midstream and 11 of its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-30461) on Jan. 30, 2017.  The petitions were signed by I.J.
Berthelot, II, president.  The cases are assigned to Judge David R
Jones.

Azure disclosed $375.5 million in assets and $179.4 million in
liabilities as of as of Sept. 30, 2016.

Vinson & Elkins LLP is serving as corporate counsel to the
Debtors;
Evercore Group LLC is serving as financial advisor; Alvarez &
Marsal North America LLC is serving as restructuring advisor; and
Kurtzman Carson Consultants LLC is serving as claims, noticing &
balloting agent.v


B&B BACHRACH: U.S. Trustee Forms 3-Member Committee
---------------------------------------------------
Peter C. Andreson, U.S. Trustee for the Central District of
California, on May 18 appointed three creditors to serve on the
official committee of unsecured creditors in the Chapter 11 case of
B&B Bachrach, LLC.

The committee members are:

     (1) Simon Property Group
         Attn: Ronald M. Tucker, Vice President
         225 West washington Street
         Indianapolis, IN 46204
         Tel: (317) 263-2346
         Fax: (317) 263-7901
         E-mail: rtucker@simon.com

     (2) Pacific Silk
         33052 Calle Aviador #C
         San Juan capistrano, CA 92674
         Tel: (949) 496-8437
         E-mail: hans@pacificsilk.net

         Pacific Silk's counsel can be reached at;

         Steven T. Gubner, Esq.
         Brutzkus Gubner
         21650 Oxnard Street, Suite 500
         Woodland Hills, CA 91367
         Tel: (818) 827-9000
         Fax: (818) 827-9090
         E-mail: sgubner@bg.law

     (3) Washington Prime Group, Inc.
         Attn: Stephen E. Ifeduba, Vice President
         Corporate & Litigation Counsel
         180 West Broad Street
         Columbus, Ohio 43215
         Tel: (614) 621-9000
         Fax: (614) 521-8863
         E-mail: stephen.ifeduba@washingtonprime.com

         Washington Prime's counsel can be reached at:

         Ronald E. Gold, Esq.
         Frost Brown Todd LLC
         3300 Great American Tower
         301 East Fourth Street
         Cincinnati, Ohio 45202
         Tel: (513) 651-6800
         Fax: (513) 651-6981
         E-mail: rgold@fbtlaw.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 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.


BAILEY HILL: Malz to Auction Slater and Bailey Property on June 21
------------------------------------------------------------------
Bailey Hill Management, LLC, asks the U.S. Bankruptcy Court for the
District of Connecticut to authorize the sale of real property
located at 963 Bailey Hill Road, East Killingly, Connecticut
("Bailey Property") and at 291 Slater Hill Road, Killingly,
Connecticut ("Slater Property") by auction to be conducted by Malz
Auctions, Inc.

Prior to the Petition Date, on March 10, 2010, Bailey Hill Lending
Trust, Pine Banks Nominee Lending Trust and Slater Hill Lending
Trust, commenced an action in the Superior Court against the
Debtor, Edward R. Eramian and Joel S. Greene ("Superior Court
Action").

In the Superior Court Action, the Trusts alleged that the Debtor
breached: (i) a promissory note dated Dec. 18, 2005 payable to
Bailey Hill Lending Trust in the original principal amount of
$2,500,000 ("Bailey Note"); and (ii) a promissory note dated July
27, 2007 payable to Pine Banks Nominee Lending Trust in the
original principal amount of $500,000 ("Pine Banks Note").

The Bailey Note was secured by personal guaranty agreements
executed by Eramian and Greene and by mortgages on Bailey Property
owned by the Debtor and on property owned by Eramian and located at
207 Tracy Road, Dayville, Connecticut ("Tracy Property").  In
addition, the Pine Banks Note was secured by personal guaranty
agreements executed by Eramian and Greene and by mortgages on the
Bailey Property, the Tracy Property and by Slater Property owned by
Eramian.

On Oct. 5, 2006, Eramian and Greene executed a promissory note in
favor of Slater Hill Lending Trust in the original principal amount
of $425,000 ("Slater Note") which was secured by a mortgage on the
Bailey Property, the Tracy Property and the Slater Property.

Subsequent to the commencement of the Superior Court Action, the
Trusts, the Debtor, Eramian and Greene entered into a Settlement
Agreement, which provided for payments to the Trusts in
satisfaction of the debt due under the Notes and further provided
that if the Debtor, Eramian and Greene defaulted on the payment
schedule, the Trusts were entitled to seek entry of a stipulated
judgment of $5,500,000 less credit for any payments made.  

The Settlement Agreement was later amended to permit an extension
of the payment terms.  The Debtor, Eramian and Greene defaulted
under the payment terms of the Amended Settlement Agreement, and on
Oct. 1, 2015, the Superior Court entered judgment in favor of the
Trusts and against the Debtor, Eramian and Greene in the amount of
$5,309,000.   

On Oct. 19, 2015, the Debtor, Eramian and Greene filed an appeal of
the Judgment in the Connecticut Appellate Court.  On Dec. 17, 2015,
Eramian transferred his interest in the Slater Property to the
Debtor.

The Trusts hold the first mortgage on the Bailey Property and
Slater Property, and the Debtor has listed the Trusts as an
undisputed secured creditor in the amount of $5,309,000.  The
Trusts also filed a Proof of Claim for $5,309,000 (Proof of Claim
No. 5) ("Trusts Claim").

On March 29, 2016, the Trusts filed a Motion to Dismiss arguing
that: (i) the case was filed in bad faith; (ii) there is a
substantial and continuing loss to the estate; and (iii) the Debtor
has no ability to reorganize.

The Debtor opposed the Motion to Dismiss, and at the initial
hearing on the Motion to Dismiss the Court requested briefing on
whether the Debtor qualifies as a "single asset real estate" debtor
under Section 101(51B).  Subsequently, the Parties participated in
a Mediation on Aug. 24, 2016 in Boston and agreed to settlement.
The Parties entered into a written settlement agreement, and the
Court has approved the Settlement Agreement.

On March 9, 2017, the Parties stipulated to modify the Settlement
Agreement and postpone the Auction.  The Court approved the
Stipulation.  On May 3, 2017, the Parties stipulated to modify the
Settlement Agreement and postpone the Auction.  The Court approved
the Stipulation.

Pursuant to the approval of the Settlement Agreement, the Debtor
has agreed to sell the Bailey Property and Slater Property
("Properties") free and clear of liens, claims, and encumbrances on
these terms and conditions:

   a. The Properties are to be sold at auction by Malz, doing
business as Maltz Auctions, as approved by the Court;

   b. The Auction must take place on June 21, 2017 and will close
on July 31, 2017 pursuant to the second stipulation of the parties
approved by the Court;

   c. Upon completion of the auction sale, the Trusts will receive
all net sale proceeds after payment of the real estate tax claims
of Euclid Claims Recovery, LLC, the Town of Killingly, and the East
Killingly Tax District ("Real Estate Tax Claims") without further
order towards the Trusts Claim up to the amount of $3,425,000;

   d. Nothwithstanding anything to the contrary set forth, any and
all unsecured borrowings by the Debtor from Tracy Road will not be
deducted from any sales proceeds received as contemplated; and

   e. All net sale proceeds will go to the Trusts upon the Closing
without further Order of the Bankruptcy Court, except, or included
in "net sale proceeds" will be the following expenses or costs: (i)
the commission of the Broker, if applicable; (ii) typical
adjustments for real estate taxes, including the satisfaction of
any outstanding tax liens on the Properties; (iii) typical charges
to the seller in a real estate transaction in Windham County for
the payment of recording fees, conveyance taxes and similar
charges; and (iv) reasonable legal fees, not to exceed $2,500, to
counsel for the Debtor related to the real estate closing itself,
which fees will be held in escrow pending approval of a fee
application, and except lienholders distributions.

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

           http://bankrupt.com/misc/Bailey_Hill_186_Sales.pdf

To the extent there are net sale proceeds above $3,425,000, such
additional funds will be split 50-50% between the Trusts and the
Debtor.  The Debtor now seeks approval of the Sale Proceeding set
forth in the Proposed Order which is the result of cooperation
between the auctioneer, the Debtor and the Trusts.

The net proceeds will be distributed to these lienholders of
record:

          A. 963 Bailey Hill Road, East Killingly (Killingly),
Connecticut

                   a. The tax liens to the East Killingly Fire
District are: (i) dated June 10, 2014 and recorded June 11, 2014 in
Volume 1274, Page 774; (ii) dated June 15, 2015 and recorded June
16, 2015 in Volume 1288, Page 677; (iii) dated and recorded June
14, 2016 in Volume 1303, Page 481.

                   b. The tax liens to the Town of Killingly are:
(i) dated and recorded June 11, 2014 in Volume 1274, Page 783; (ii)
dated and recorded June 8, 2015 in Volume 1288, Page 404; (iii)
dated and recorded March 10, 2016 in Volume 1299, Page 678;
assigned to Euclid Claim Claims Recovery, LLC by Assignment Of
Municipal Liens dated June 9, 2016 and recorded in Volume 1303,
Page 316 of the Killingly Land Records.

          B. 291 Slater Hill Road, Killingly, Connecticut

                   a. The tax liens to the Town of Killingly are:
(i) $1,915, dated and recorded June 8, 2015, Volume 1288, Page 404;
and $986, dated and recorded June 7, 2015, Volume 1303, Page 141.

                   b. The tax liens to East Killingly Fire District
are: (i) $143, dated June 10, 2014, recorded June 11, 2014, Volume
1274, Page 774; (ii) $152, dated June 15, recorded June 16, 2015,
Volume 1288, Page 677; and (iii) $149, dated and recorded June 14,
2017, Volume 1303, Page 481.

Accordingly, the Debtor anticipates that there will be a sale of
the Properties free and clear of liens, claims, encumbrances, and
interests.

                 About Bailey Hill Management

Bailey Hill Management, LLC, filed a Chapter 11 bankruptcy
petition
(Bankr. D. Conn. Case No. 16-20005) on Jan. 4, 2016.  The Hon. Ann
M. Nevins presides over the case.  Groob Ressler & Mulqueen, P.C.,
serves as counsel to the Debtor.  In its petition, the Debtor
estimated $1 million to $10 million in both assets and
liabilities.
The petition was signed by Edward R. Eramian, managing member of
the Debtor.


BENITEZ GONZALEZ: Ch. 11 Trustee Hires Christiansen as Broker
-------------------------------------------------------------
Wigberto Lugo Mender, the Chapter 11 Trustee of Benitez Gonzalez &
Asociados, SE, seeks authorization from the U.S. Bankruptcy Court
for the District of Puerto Rico to employ Christiansen Real Estate
Inc. dba Christiansen Commercial to act as Debtor's real estate
broker.

According to the Chapter 11 Trustee, as the petition and schedules
show, the Debtor's business operations can be resumed as a
multi-unit residential project consisting of 122 residential
dwellings located at Arroyo, Puerto Rico.  These residential units
are leased through a federal reimbursement program to the
Municipality of Arroyo. The Debtor scheduled as the aggregate fair
market value of these properties the amount of $5,500,000.

Christiansen will assist the Chapter 11 Trustee in identifying
potential buyers for the residential unit project above mentioned;
perform all duties of a real estate broker with respect to the
property; and assist in the negotiations and closing of the sale
already contracted in accordance with the requirements of the
Bankruptcy Court.

The proposed real estate broker will be paid for its services from
the proceeds of the sale, which buyers are procured through its
services, at the rate of 5% of the sale price realized at the time
of closing upon approval by the Court and upon such terms and
conditions as the Court deems proper and reasonable.

Ryan G. Christiansen, president of Christiansen Real Estate,
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.

Christiansen Real Estate can be reached at:

       Ryan G. Christiansen
       CHRISTIANSEN REAL ESTATE INC.
        dba Christiansen Commercial
       American International Plaza
       250 Munoz Rivera Avenue, Suite 350
       Hato Rey, PR 00918
       Tel: (787) 778-7000
       E-mail: ryan@christiansencommercial.com

Headquartered in San Juan, Puerto Rico, Benitez Gonzalez &
Asociados, SE filed for Chapter 11 bankruptcy protection (Bankr.
D.P.R. Case No. 15-05940) on August 4, 2015. Charles Alfred
Cuprill, Esq. serves as bankruptcy counsel.

In its petition, the Debtor indicated $0 in total assets and $5.5
million in total liabilities. The petition was signed by Manuel E.
Benitez Gonzalez, managing partner.

A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/prb15-05940.pdf


BILTMORE 24: Seeks to Hire Kutak Rock as Real Estate Counsel
------------------------------------------------------------
Biltmore 24 Investors SPE, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Arizona to hire Kutak Rock
LLP.

The Debtor proposes to employ the firm as a professional used in
the ordinary course of its business.   Kutak Rock will assist the
Debtor in transactional real estate work, including negotiating
sales contracts, handling all due diligence inquiries and escrow
matters, and handling closing of real estate transactions.

The hourly rates charged by the firm are:

     Brian Jordan               $400
     Senior Partners     $325 - $450
     Junior Partners     $275 - $325
     Of Counsel          $275 - $325
     Associates          $200 - $250
     Paralegals           $80 - $120

Brian Jordan, Esq., a member of Kutak Rock, disclosed in a court
filing that his firm does not represent or hold any interest
adverse to the Debtor.

The firm can be reached through:

     Brian J. Jordan
     Kutak Rock LLP
     8601 North Scottsdale Road, Suite 300
     Scottsdale, AZ 85253

                    About Biltmore 24 Investors

Biltmore 24 Investors SPE, LLC was formed for the purpose of real
estate acquisition and ownership.  The Debtor is owned by Biltmore
24 Investors, LLC, and is managed by Bruce Gray.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case No. 16-13358) on Nov. 22, 2016.  The
petition was signed by Bruce Gray, manager.  The case is assigned
to Judge Paul Sala.

The Debtor hired Mesch Clark Rothschild as substitute counsel to
Stinson Leonard Street.

At the time of the filing, the Debtor estimated its assets at $50
million to $100 million and debts at $10 million to $50 million.

On February 20, 2017, the Debtor filed its Chapter 11 plan of
reorganization and disclosure statement.  The plan proposes to
sell the Debtor's multifamily housing unit, which stands on an
eight-acre land in Phoenix, to pay its creditors.


BLACK ELK: To Recoup Up to $29.6M From Platinum Partners
--------------------------------------------------------
Melissa Daniels, writing for Bankruptcy Law360, reports that the
litigation trustee for the defunct Black Elk drilling operation
will recover up to $29.6 million from Platinum Partners as part of
the Texas bankruptcy court adversary proceeding for claims stemming
from the allegedly long-ranging securities fraud scheme.

Law360 recalls that Platinum Partners executives were hit with
criminal and civil charges in 2016 for allegedly engaging in a
years long, $1 billion securities fraud scheme to inflate the value
of investments in the Debtor.

                      About Black Elk

Black Elk Energy Offshore Operations, LLC, is a Houston, Texas
based privately held limited liability company engaged in the
acquisition, exploitation, development and production of oil and
natural gas properties primarily in the shallow waters of the Gulf
of Mexico near the coast of Louisiana and Texas.

Black Elk had total assets of $339.7 million and total debt of
$432.3 million as of Sept. 30, 2014.

Judge Letitia Z. Paul of the U.S. Bankruptcy Court in the Southern
District of Texas placed Black Elk under Chapter 11 bankruptcy
protection on Sept. 1, 2015, converting an involuntary Chapter 7
bankruptcy petition by its creditors.  Thereafter, the Company
filed with the Court a voluntary Chapter 11 petition (Bankr. S.D.
Tex. Case No. 15-34287) on Sept. 10, 2015.  

Judge Paul later recused herself from the case and the matter was
given to Judge Marvin Isgur, according to information posted on
the case docket on Sept. 14.

The Debtor was represented by Elizabeth E. Green, Esq., of Baker &
Hostetler.  Blackhill Partners' Jeff Jones served as the Debtor's
Chief Restructuring Officer.  The Debtors hired Ryan LLC as tax
research consultant and Williamson, Sears & Rusnak, LLP as special
counsel.

Judy A. Robbins, U.S. Trustee for Region 7, appointed five
creditors to serve in the Official Committee of Unsecured
Creditors in the Chapter 11 case of Black Elk Energy Offshore
Operations, LLC.  Okin & Adams LLP is counsel to the Committee.

                        *     *     *

Black Elk Energy Offshore Operations' Third Amended Plan of
Liquidation became effective, and the Company emerged from Chapter
11 protection, according to a report by The Troubled Company
Reporter on July 28, 2016.  The Court confirmed the Plan on July
13, 2016.


BOXWOOD LLC: Wants Plan Exclusivity Period Extended to Jan. 13
--------------------------------------------------------------
Boxwood, LLC, asks the U.S. Bankruptcy Court for the Middle
District of North Carolina to extend the exclusive period during
which the Debtor may file a plan of reorganization through Jan. 13,
2018.

The Debtor has until 120 days after the Petition Date to file a
plan.

The Debtor submits that cause exists to increase the exclusive
periods in the case at hand on the basis that the Debtor needs
additional time to formulate, propose and solicit acceptance of a
plan.

With regard to the size and complexity of the case, the Debtor will
show that it was involved in the action titled Yadkin Bank vs.
Summit Developers, Inc., B. Clay Linsay Jr., Connie Lindsay, James
L. Comadoll, Salisbury Millwork, Inc., Boxwood LLC, and One Twenty
LLC, 16-CVS-1550, Wake County Superior Court.  In addition, the
case is associated with two other pending lawsuits, Yakin Bank vs.
Summit Developers, Inc., and B. Clay Lindsay, Jr., Case No.
16-CVS-1549, Wake County Superior Court and Yakin Bank vs. B. Clay
Lindsay, Jr., Connie Lindsey, ESB Corporation and BCL One, LLC,
16-CVS-5250, Wake County Superior Court.

On April 19, 2017, a notice of removal was filed, removing the Wake
County matter to the U.S. District Court for the Eastern District
of North Carolina, Western Division, as Civil Case No. 5:17-cv-183.
A motion to transfer venue was also filed, seeking to transfer the
venue of the action to the U.S. District Court for the Middle
District of North Carolina.  Yakin Bank's actions are, in essence,
for the recovery of loan proceeds, the Debtor says.  Also involved
in these actions are counterclaims against Yakin Bank's for,
perhaps other things, breach of contract, breach of the implied
duty of good faith and fair dealing, and breach of fiduciary duty.
The Debtor would submit that the issues involved in these actions
are paramount to the formulation of a plan of reorganization for
the Debtor.

With regard to the necessity of sufficient time to permit the
Debtor to negotiate a plan, the Debtor would show that the
principal assets of the Debtor involve multiple tracts of real
property constituting a historical estate property.  This property
is presently used as a wedding and other special events venue; for
corporate retreats and events; and the development of a bed and
breakfast service.  Prior to the recent decline in the economy, the
Debtor principally relied upon on income from a related entity, and
it was not strictly necessary to directly market the services
presently conducted.  The Debtor both directly and through its
principal tenant Boxwood Tenant, LLC, has started marketing the
venue with increasing success.  Additionally, the Debtor now offers
some rental items for use at the venue.  The bed and breakfast and
corporate retreat events are also performed directly through the
Debtor to increase revenues.  Part of the reorganization of the
business necessitates the establishment of a consistent stream of
income from the services which the Debtor is actively attempting to
build.  As with all businesses, it takes time and the Debtor
requires additional time for this process.  The Debtor would submit
that the Debtor's efforts at marketing these operations constitute
a factor warranty some allotment of time for the Debtor to
formulate and prepare to execute a plan.

The Debtor's income consists of rental of a cabin located on the
premises, rent paid by the Debtor's principal tenant, the Debtor's
availability as a bed and breakfast, and the rental of tables and
incidental equipment to event tenants.  Pursuant the lease with
Boxwood Tenant, LLC, real property lease is accepted with the duty
to maintain and manage the property.  As a consequence, the
Debtor's expenses are substantially limited.  The Debtor's expenses
presently consists principally of its quarterly report fees,
insurance and taxes for the property.  The Debtor presently has no
standing employees, and the bed and breakfast and related services
are provided directly by Clay Lindsay, Jr., and Connie Lindsay as a
contribution to assist the potential success of the Debtor.  The
Debtor anticipates being able to remain current on its
obligations.

The Debtor says it would show that its efforts at increasing
revenue, combined with the contested issues existing in the ongoing
action between Yadkin Bank, the Debtor and others, will have a
direct impact on the Debtor's ability to produce a confirmable
plan.

The Debtor believes that negotiations and eventual mediation of the
matter will provide a much more effective resolution than will
litigation of the issues.  The Debtor anticipates progress in
negotiations, though the completion of the transfer of the
litigation has limited motion somewhat at present.

Approximately 94 days have passed since the filing of the Debtor's
petition.  The Debtor has appeared at the intake interview/meeting,
the 341 meets, has been in contact with creditors, and has filed
its monthly reports.  

The Debtor has minimal unsecured debt (aside from sums owed to
related entities).  Yadkin Bank is not so dependent upon the Debtor
as to substantially prejudiced of swayed by a reasonable extension
of time in this case.  In addition, the Debtor would show that the
determination of the outcome of the litigation matters are critical
issue for both parties such that the Debtor's request for this
extension should not be deemed to be an effort to pressure the
creditor into an acceptance of a plan.

                        About Boxwood LLC

Headquartered in Salisbury, North Carolina, Boxwood, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. M.D.N.C. Case No.
17-50142) on Feb. 13, 2017, estimating its assets and liabilities
at between $1 million and $10 million.  The petition was signed by
B. Clay Lindsay, Jr., authorized representative.

Judge Lena M. James presides over the case.  The Debtor listed
Yadkin Bank as its unsecured creditor holding a claim of $63,517.

Brian Hayes, Esq., Ferguson, Hayes, Hawkins & DeMay, PLLC, serves
as the Debtor's legal counsel.

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


BRANDON DORTCH: AGCO Finance Objects to Disclosure Statement
------------------------------------------------------------
AGCO Finance LLC filed with the U.S. Bankruptcy Court for the
Southern District of Alabama an objection to Brandon Dortch Farms,
LLC's disclosure statement, referring to the Debtor's plan of
reorganization.

AGCO Finance is a holder of a lease agreement dated Jan. 8, 2015,
secured by one AGCO Model RG1100B Sprayer S/NA1100CFNSL1158.  The
lease agreement has a payment schedule of five annual payments of
$32,804.44, with the first payment due July 15, 2015.  

AGCO Finance complains that:

     a. the Debtor's Disclosure Statement does not address the
        lease agreement.  The Debtor's Plan proposes to accept the

        lease agreement and modify the terms of the lease
        agreement without AGCO Finance's approval;

     b. the Debtor is past due his July 15, 2016 (pre-petition)
        payment in the amount of $42,583.84; and

     c. the Debtor's Disclosure Statement is not in AGCO Finance's

        best interests and was not proposed in good faith.

As reported by the Troubled Company Reporter on April 20, 2017, the
Debtor filed with the Court the Disclosure Statement to accompany
its Plan, dated April 7, 2017.  Under the plan, the Debtor will
plant, cultivate, harvest, and sell its 2017 crops, and will
continue in the farming business.  The Debtor will finance its 2017
crops and payments under the plan with a $1 million line of credit
with First National Bank & Trust secured by 2017 crop proceeds.

AGCO Finance is represented by:

     S. Dagnal Rowe, Esq.
     WILMER & LEE, P.A.
     P.O. Box 2168
     Huntsville, Alabama 35804
     Tel: (256) 533-0202
     Fax: (256) 533-0302
     E-mail: drowe@wilmerlee.com

                     About Brandon Dortch Farms

Headquartered in Bay Minette, Alabama, Brandon Dortch Farms, LLC,
is engaged in the farming business. The Debtor plants, grows and
harvests several crops, including cotton, peanuts, corn, soybeans
and certain "truck" crops on land owned by the Debtor and on rented
land.  In order to operate the farm, the Debtor must incur expenses
for seed, fertilizer, chemicals, fuel, insurance, land rent,
equipment maintenance and repairs, among others.

Brandon Dortch Farms filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Ala. Case No. 15-03885) on Nov. 25, 2015, listing
$4.55 million in total assets and $8.23 million in total
liabilities.  The petition was signed by Timothy Brandon Dortch,
managing member.

Judge Henry A. Callaway presides over the case.

Lawrence B. Voit, Esq., at Silver, Voit & Thompson P.C., serves as
the Debtor's bankruptcy counsel.


BRANDON DORTCH: Agromax Tries to Block Disclosures Approval
-----------------------------------------------------------
Agromax, LLC, filed with the U.S. Bankruptcy Court for the Southern
District of Alabama an objection to Brandon Dortch Farms, LLC's
disclosure statement, referring to the Debtor's plan of
reorganization.

Agromax is the holder of a post-petition claim for administrative
expenses.  Agromax complains that:

     a. the Debtor's Disclosure Statement states that a holder of

        the claim will receive cash equal to the amount of the
        allowed claim; however, the Disclosure Statement does not
        disclose terms for how soon the payment will be made.  
        Article 5(C) of the Debtor's Disclosure Statement states
        that the administrative claims of professionals will be
        paid in full on the effective date.  Agromax objects to
        the Debtor's Disclosure Statement as currently proposed in

        so far as it does not define any time limitation for the
        Debtor on paying administrative claims; and

     b. the Debtor's Disclosure Statement, the Debtor states "the
        Debtor has filed with the Court monthly and quarterly
        operating reports which reflect its revenues and expenses
        during the Chapter 11 case."  However, the Debtor's BA-1
        Monthly Reports filed since the accrual of Agromax's post-
        petition claim in June 2016 have all failed to list the
        post-petition debt to Agromax under the aging of post-
        petition accounts payable on page 3 of each BA-1 form.  As

        the BA-1 monthly reports are necessary to determine
        whether a Chapter 11 Debtor-in-Possession has the
        necessary cash flow to propose a feasible Chapter 11 Plan
        of Reorganization, the BA-1 reports need to be accurate to

        paint a clear picture of the Debtor's operations.  The
        fact that the Debtor has incorporated a reference to its
        monthly reports in the Disclosure Statement shows that the

        Debtor intends for its creditors to rely on these monthly
        reports to determine whether the plan is feasible.  The
        Debtor should be required to amend its BA-1 reports from
        June 2016 to the present to reflect the aging of its
        account payable to Agromax.

As reported by the Troubled Company Reporter on April 20, 2017, the
Debtor filed with the Court the Disclosure Statement to accompany
its Plan, dated April 7, 2017.  Under the plan, the Debtor will
plant, cultivate, harvest, and sell its 2017 crops, and will
continue in the farming business.  The Debtor will finance its 2017
crops and payments under the plan with a $1 million line of credit
with First National Bank & Trust secured by 2017 crop proceeds.

Agromax is represented by:

     Robert M. Galloway, Esq.
     GALLOWAY, WETTERMARK, EVEREST & RUTENS, LLP
     P.O. Box 16629
     Mobile, Alabama 36616-0629
     Tel: (251)476-4493
     Fax: (251)479-5566
     E-mail: bgalloway@gallowayllp.com

                   About Brandon Dortch Farms

Headquartered in Bay Minette, Alabama, Brandon Dortch Farms, LLC,
is engaged in the farming business. The Debtor plants, grows and
harvests several crops, including cotton, peanuts, corn, soybeans
and certain "truck" crops on land owned by the Debtor and on rented
land.  In order to operate the farm, the Debtor must incur expenses
for seed, fertilizer, chemicals, fuel, insurance, land rent,
equipment maintenance and repairs, among others.

Brandon Dortch Farms filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Ala. Case No. 15-03885) on Nov. 25, 2015, listing
$4.55 million in total assets and $8.23 million in total
liabilities.  The petition was signed by Timothy Brandon Dortch,
managing member.

Judge Henry A. Callaway presides over the case.

Lawrence B. Voit, Esq., at Silver, Voit & Thompson P.C., serves as
the Debtor's bankruptcy counsel.


BRANDON DORTCH: Diversified Financial Objects to Plan Disclosures
-----------------------------------------------------------------
Diversified Financial, LLC, successor by merger to Irrigation
Finance Solutions, LLC, filed with the U.S. Bankruptcy Court for
the Southern District of Alabama an objection to Brandon Dortch
Farms, LLC's disclosure statement, referring to the Debtor's plan
of reorganization.

The Creditor claims that the Disclosure Statement is not in the
Creditor's best interests and was not proposed in good faith.

The Creditor is the holder of

     -- a retail installment contract and security agreement
        against Timothy Brandon Dortch, secured by one 2013 Model
        865/765 T-L 6-Tower Towable Pivot; one 2013 Model T-L 7-
        Tower Non-Tow Pivot VIN 32158.  The Creditor is also the
        holder of a retail installment contract and security
        agreement against Timothy Brandon Dortch, secured by one
        2013 Model 750 T-L 3-Tower 8Towable Pivot VIN 32381.  The
        Debtor has included the obligations of the Creditor in the

        Debtor's Disclosure Statement and Plan;

     -- a retail installment contract and security agreement
        secured by one 2014 Model TM6R Columbo Peanut Combine VIN
        14-278; and one 2014 Model 3S3000HD Great Plains 30'
        Drill;

     -- a retail installment contract and security agreement
        secured by one 2014 Model CTA6500 Columbo Dump Cart VIN
        12-264;

     -- a retail installment contract and security agreement
        secured by one 2014 Model HR36F Bigham Borthers Hipper
        Roller VIN 342;

The Creditor filed a motion for relief from or in the alternative
motion for adequate protection payments on July 27, 2016.  A
consent order was entered by the Court on Aug. 22, 2016, whereby
the Creditor was to be allowed a secured claim on its collateral
described in the preceding paragraphs in the amount of $179,708.04
at 4.15% interest.  The Debtor was to incorporate the terms of the
consent order into the Plan.

The Creditor claims that the Debtor's Disclosure Statement doesn't
set out the agreed value of the Creditor's collateral in the amount
of $179,708.04 at 4.15% interest or the payment terms.

TA consent order was entered by the Court on Sept. 16, 2016,
whereby the Creditor was o be paid monthly adequate protection
payments with the right to address valuation at a separate
valuation hearing or at the confirmation hearing.  

As reported by the Troubled Company Reporter on April 20, 2017, the
Debtor filed with the Court the Disclosure Statement to accompany
its Plan, dated April 7, 2017.  Under the plan, the Debtor will
plant, cultivate, harvest, and sell its 2017 crops, and will
continue in the farming business.  The Debtor will finance its 2017
crops and payments under the plan with a $1 million line of credit
with First National Bank & Trust secured by 2017 crop proceeds.

The Creditor is represented by:

     S. Dagnal Rowe, Esq.
     WILMER & LEE, P.A.
     P.O. Box 2168
     Huntsville, Alabama 35804   
     Tel: (256) 533-0202
     Fax: (256) 533-0302
     E-mail: drowe@wilmerlee.com

                     About Brandon Dortch Farms

Headquartered in Bay Minette, Alabama, Brandon Dortch Farms, LLC,
is engaged in the farming business. The Debtor plants, grows and
harvests several crops, including cotton, peanuts, corn, soybeans
and certain "truck" crops on land owned by the Debtor and on rented
land.  In order to operate the farm, the Debtor must incur expenses
for seed, fertilizer, chemicals, fuel, insurance, land rent,
equipment maintenance and repairs, among others.

Brandon Dortch Farms filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Ala. Case No. 15-03885) on Nov. 25, 2015, listing
$4.55 million in total assets and $8.23 million in total
liabilities.  The petition was signed by Timothy Brandon Dortch,
managing member.

Judge Henry A. Callaway presides over the case.

Lawrence B. Voit, Esq., at Silver, Voit & Thompson P.C., serves as
the Debtor's bankruptcy counsel.


BROADVIEW NETWORKS: Maturing Notes Raises Going Concern Doubt
-------------------------------------------------------------
Broadview Networks Holdings, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q,
disclosing a net loss of $653,000 on $71.54 million of revenues for
the three-months ended March 31, 2017, compared to a net loss of
$160,000 on $71.92 million of revenues for the same period in
2016.

The Company's balance sheet at March 31, 2017, showed $207.22
million in total assets, $216.42 million in total liabilities, and
a total stockholders' deficit of $9.20 million.

As of March 31, 2017, the Company had cash and cash equivalents of
$31,039 compared to $24,708 as of December 31, 2016.  Management
believes the Company will have sufficient cash to repay the
outstanding principal of $11,500 on its $25,000 Senior Revolving
Credit Facility at its October 1, 2017 maturity date.  However,
management does not believe the Company will have sufficient cash
to repay the principal of $150,000 on its 10.5% Senior Notes New
Notes at its November 15, 2017 maturity date.  Accordingly, the
Company may need to raise additional funds.  This uncertainty,
coupled with management's belief the Company will not have
sufficient cash to repay the principal on its New Notes at its
maturity date, raises substantial doubt about its ability to
continue as a going concern.

A copy of the Form 10-Q is available at:

                       http://bit.ly/2qMXXo6

Rye Brook, N.Y.-based Broadview Networks Holdings, Inc., is a
communications and IT solutions provider to small and medium sized
business ("SMB") and large business, or enterprise, customers
nationwide, with a historical focus on markets across 10 states
throughout the Northeast and Mid-Atlantic United States, including
the major metropolitan markets of New York, Boston, Philadelphia,
Baltimore and Washington, D.C.



CAESARS ENTERTAINMENT: MGC Issues Required Regulatory Approvals
---------------------------------------------------------------
BankruptcyData.com reported that in a corporate release, Caesars
Entertainment Corporation (CEC) and Caesars Entertainment Operating
Company (CEOC) announced that the Mississippi Gaming Commission
(MGC) granted required regulatory approvals for CEOC's
restructuring. These approvals are important milestones in the
ongoing effort to complete CEOC's restructuring.  CEC and CEOC
continue to engage with their respective regulators in
jurisdictions where approvals are required for certain aspects of
CEOC's restructuring.  In addition to regulatory approvals, CEOC's
restructuring is subject to the completion of the merger of Caesars
Acquisition Company with and into CEC, certain financing
activities, continuing oversight by the U.S. Bankruptcy Court and
other customary closing conditions. CECO is a majority owned
subsidiary of CEC.

                  About Caesars Entertainment

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

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

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

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

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

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

The U.S. Trustee has appointed an official committee of second
priority noteholders and an official unsecured creditors'
committee.

The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner.
The examiner retained Winston & Strawn LLP, as his counsel; Alvarez
& Marsal Global Forensic and Dispute Services, LLC, as financial
advisor; and Luskin, Stern & Eisler LLP, as special conflicts
counsel.

                       *     *     *

On Jan. 17, 2017, the U.S. Bankruptcy Court for the Northern
District of Illinois confirmed the Third Amended Joint Plan of
Reorganization of Caesars Entertainment Operating Company, Inc. and
its affiliated debtors.


CAMBER ENERGY: Discover Fund Files Own TRO & Dismissal Bid
----------------------------------------------------------
Jack Newsham of Bankruptcy Law360 reports that Discover Growth
Fund, who lent money to Camber Energy Inc., is asking the district
court to allow it to sell its shares in the Company before the
Company's "death spiral" whittles the stock price even further.

Discover has filed its own request for a restraining order and
dismissal motion amid Camber's lawsuit alleging that the fund's
conversions were driving Camber into bankruptcy, Law360 relays.

Discover asserted, Law360 relates, that it had given Camber a $10
million lifeline when no one else would; but once the fund began
converting its debt and exercising its warrants, Camber breached
their contracts by refusing to ask the New York Stock Exchange to
list the new shares, leaving Discover with no way to sell them as
Camber's stock declined, the fund said in its motion to dismiss.

The case is Camber Energy Inc. v. Discover Growth Fund, case number
4:17-cv-01436, in U.S. District Court for the Southern District of
Texas.

                      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.


CHARLES A. KNIGHT: Proposes to Pay Creditors from Asset Sale
------------------------------------------------------------
Charles A. Knight Inc. has filed a Chapter 11 plan of liquidation,
which proposes to pay creditors from the proceeds generated from
the sale of its assets.

The company will sell most of its assets, which include a gas
station and convenience located at 3610 West Road, in Trenton,
Michigan.

Last month, Charles A. Knight filed a motion, which if granted,
would allow the company to sell its assets to Trenton Gas Property
LLC for $400,000.     

Under the plan, Class 4, which consists of general unsecured
claims, will not be paid.  This class is impaired, according to the
company's disclosure statement filed on May 9 with the U.S.
Bankruptcy Court for the Eastern District of Michigan.

A copy of the disclosure statement is available for free at
https://is.gd/tEeqX7

                     About Charles A. Knight

Charles A. Knight Inc., which conducts business under the name
Charlie Knight's Marathon Service, is a Michigan corporation, which
owns a convenience store and gas station located at  3610 West
Road, in Trenton, Michigan.  The Debtor was formed in 1984.

The Debtor filed a Chapter 11 petition (Bankr. E.D. Mich. Case No.
16-54642), on Oct. 27, 2016.  The petition was signed by Charles A.
Knight, president.  

At the time of filing, the Debtor estimated assets of less than
$500,000 and liabilities of $1 million to $10 million.

The case is assigned to Judge Phillip J. Shefferly.  Peter Steven
Halabu, Esq., at Halabu Law Group, P.C. represents the Debtor.  The
Debtor hired Kohut Law Group PLLC as sale consultant.


CHEETAH AUTO: Plan Outline Okayed, Plan Hearing on June 14
----------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of New York will
consider approval of the Chapter 11 plan of reorganization for
Cheetah Auto Collision at a hearing on June 14.

The hearing will be held at 1:30 p.m., at Courtroom 860 of the
Alfonso M. D'Amato Federal Courthouse, 290 Federal Plaza, Central
Islip, New York.

The court will also consider at the hearing the final approval of
the company's disclosure statement, which it conditionally approved
on May 11.

The order set a June 7 deadline for creditors to file their
objections and cast their votes accepting or rejecting the proposed
plan.

                  About Cheetah Auto Collision

Cheetah Auto Collision sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E. D. N.Y. Case No. 16-74755) on October
14, 2016.  The petition was signed by Moises Morales, partner.  

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

Judge Robert E. Grossman presides over the case.  The Debtor is
represented by Lester & Associates, P.C.

An official committee of unsecured creditors has not yet been
appointed in the Debtor's case.


CHEROKEE PHARMACY: Taps Harting Bishop as Accountant
----------------------------------------------------
Cherokee Pharmacy & Medical Supply, Inc. seeks approval from the
U.S. Bankruptcy Court for the Eastern District of Tennessee to hire
Harting, Bishop & Arrendale, PLLC as its accountant.

The firm will assist in the preparation of tax returns, monthly
financial statements and operating reports, and will advise
Cherokee and its affiliates regarding quarterly tax payments.

The firm's professionals charge an hourly fee of $175 while
non-professionals charge $85 per hour.

Tommy Arrendale, a member of Harting, disclosed in a court filing
that his firm is "disinterested" as defined in section 101(14) of
the Bankruptcy Code.

The firm can be reached through:

     Tommy Arrendale
     Harting, Bishop & Arrendale, PLLC
     1040 William Way NW
     Cleveland, TN 37312
     Phone: (423) 472-6543
     Fax: (423) 472-6544
     Email: kelvin@hbapllc.com

            About Cherokee Pharmacy & Medical Supply

Based in Dalton, Georgia, Cherokee Pharmacy & Medical Supply, Inc.
and its affiliates filed Chapter 11 petitions (Bankr. E.D. Tenn.
Lead Case No. 17-11920) on April 28, 2017. The petition was signed
by D. Terry Forshee, president.  In its petition, the Debtor
estimated assets of less than $50,000 and liabilities of less than
$1 million.

Judge Shelley D. Rucker presides over the case. David J. Fulton,
Esq., at Scarborough & Fulton serves as bankruptcy counsel.


CIBER INC: Amends DIP Loan Amount to $45 Million
------------------------------------------------
BankruptcyData.com reported that Ciber Inc. filed with the U.S.
Bankruptcy Court an amendment to the final order authorizing the
Debtors to (a) use cash collateral; (b) incur post-petition debt
and (c) grant adequate protection and provide security and other
relief to Wells Fargo Bank. The notice states, "To accommodate a
sale closing pursuant to the terms of the HTC APA, the Debtors and
Wells Fargo Bank have entered into the Amendment to the Final
Order. The Debtors intend to seek Court approval of the Amendment
at the hearing scheduled for May 19, 2017." Documents filed with
the Court note, "Upon entry of this Order, the Final DIP Order is
amended as follows: (a) The date 'May 26, 2017' in the definition
of Termination Date in the Final DIP Order is deleted and replaced
with the date 'June 9, 2017'.(b) The amount of '$41,000,000' in the
definition of DIP Commitment in the Final DIP Order is deleted and
replaced with the amount of '$45,000,000.'...(d) The amount of
'$41,000,000' in Paragraph 3(c)(i) of the Final DIP Order is
deleted and replaced with the amount of '$45,000,000.'...The date
of 'May 26, 2017' in Paragraph 3(f)(iii) of the Final DIP Order is
deleted and replaced with the date 'June 9, 2017.'... The amount of
'$9,000,000' in definition of Permitted Over-advance in the
Postpetition Credit Agreement is deleted and replaced with the
amount of '$13,000,000.' Section 2.10(c) of the Credit Agreement is
amended and restated in its entirety as follows: Borrowers shall
pay to Agent, for the ratable benefit of the Lenders, a closing fee
(the 'Closing Fee') in an amount equal to $1,450,000, fully earned
as of the date of this Agreement, but (1) $400,000 of which was
paid immediately upon the closing of this Agreement, (2) an
additional $600,000 of which was paid upon entry of the Final
Order, (3) an additional $200,000 of which shall be payable upon
May 26, 2017, and (4) and an additional $250,000 of which shall be
payable upon the Maturity Date."

                        About CIBER Inc.

CIBER, Inc. -- http://www.ciber.com/-- is a global information  
technology consulting, services and outsourcing company.  

CIBER, Inc., and two other affiliates sought bankruptcy protection
on April 9, 2017 (Bankr. D. Del. Lead Case No. 17-10772).  The
petition was signed by
Christian Mezger, chief financial officer.  

The Debtors disclosed total assets of $334.2 million and total
liabilities of $171.9 million as of Sept. 30, 2016.

The Hon. Brendan Linehan Shannon presides over the case.  

Morrison & Foerster LLP is the Debtors' lead bankruptcy counsel.
Polsinelli, PC serves as co-counsel while Saul Ewing LLP serves as
local counsel.  The Debtors also hired Houlihan Lokey as investment
banker and financial advisor; Alvarez & Marsal North America, LLC
as restructuring advisor; and Prime Clerk LLC as noticing and
claims agent.

An official committee of unsecured creditors has been appointed in
the Chapter 11 case.  The committee hired Perkins Coie, LLP as
bankruptcy counsel; Shaw Fishman Glantz & Towbin LLC as co-counsel;
and BDO Consulting as financial advisor.


CIRCULATORY CENTER: Bank Seeks Ch. 11 Trustee Appointment
---------------------------------------------------------
Fifth Third Bank asks the U.S. Bankruptcy Court for the Western
District of Pennsylvania to enter an order directing the
appointment of a Chapter 11 Trustee for Circulatory Center of West
Virginia, Inc.

According to bank, the Debtor has not fulfilled its obligations in
its bankruptcy procedural undertakings. Hence, the Bank asks the
Court not to allow the Debtor the opportunity to continue to remain
in control of, and dilute assets of, the Estate and further delay
the case.

The Bank says it believes and therefore avers that it is in the
best interests of the parties, and necessary, to appoint a Chapter
11 Trustee for the Debtor's estate to enable the appointed trustee
to assist with the Debtor's ongoing investigation and assist in the
resolution of the case.

The Movant is represented by:

     Kirk B. Burkley, Esq.
     Kerri Coriston Sturm, Esq.
     BERNSTEIN-BURKLEY, P.C.
     Suite 2200, 707 Grant Street
     Pittsburgh, PA 15219
     Tel.:(412)456-8108
     Fax: (412) 456-8135
     E-mail: kburkley@bernsteinlaw.com
             ksturm@bernsteinlaw.com

             About Circulatory Center

Circulatory Center of West Virginia, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No.
17-20211) on January 20, 2017.  The petition was signed by Tom
Certo, president.  The case is assigned to Judge Gregory L.
Taddonio. At the time of the filing, the Debtor estimated assets of
less than $100,000 and liabilities of $1 million to $10 million.

The Debtor is represented by Robert O Lampl, Esq. at Robert O
Lampl, Attorney at Law.

The Office of the U.S. Trustee on March 20, 2017, disclosed in a
court filing that no official committee of unsecured creditors has
been appointed in the Chapter 11 case of Circulatory Center of West
Virginia, Inc.


CLEVELAND BIOLABS: Incurs $1.7 Million Net Loss in First Quarter
----------------------------------------------------------------
Cleveland Biolabs, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.700 million on $574,974 of revenues for the three months
ended March 31, 2017, compared to a net loss of $670,742 on
$812,500 of revenues for the three months ended March 31, 2016.
The increase in net loss was primarily due to an increase in the
non-cash adjustment to the Company's warrant liabilities and
decreased revenues and expenses due to the completion of its
development contracts with the Russian Federation Ministry of
Industry and Trade, which was partially offset by reduced operating
costs aligned with its streamlined focus primarily on pursuing a
pre Emergency Use Authorization with the U.S. Food and Drug
Administration and a Marketing Authorization Application with the
European Medicines Agency for entolimod as a medical radiation
countermeasure.

Cleveland Biolabs reported a net loss attributable to the Company
of $2.65 million on $3.51 million of revenues for the year ended
Dec. 31, 2016, compared to a net loss attributable to the Company
of $12.63 million on $2.70 million of revenues for the year ended
Dec. 31, 2015.

"We have incurred cumulative net losses and expect to incur
additional losses related to our R&D activities," the Company
stated in the report.  "We do not have commercial products and have
limited capital resources.  At March 31, 2017, we had cash, cash
equivalents and short-term investments of $13.1 million which,
along with the active government contracts described above, are
expected to fund our projected operating requirements for at least
12 months beyond the filing date of this Quarterly Report on Form
10-Q.  However, until we are able to commercialize our product
candidates at a level that covers our cash expenses, we will need
to raise substantial additional capital, which we may be unable to
raise in sufficient amounts, when needed and at acceptable terms.
Our plans with regard to these matters may include seeking
additional capital through debt or equity financing, the sale or
license of drug candidates, or obtaining additional research
funding from the U.S. or Russian governments. There can be no
assurance that we will be able to obtain future financing on
acceptable terms, or that we can obtain additional government
financing for our operations.  If we are unable to raise adequate
capital and/or achieve profitable operations, future operations
might need to be scaled back or discontinued."

As of March 31, 2017, Cleveland Biolabs had $13.88 million in total
assets, $2.63 million in total liabilities and $11.24 million in
total stockholders' equity.

Research and development costs for the first quarter of 2017
decreased to $1.4 million compared to $1.9 million for the first
quarter of 2016.  The reduction in research and development costs
is due to completion of the Company's development contract with MPT
and was offset, in part, by continued preclinical development along
with other drug manufacturing activities associated with its JWMRP
contract.

General and administrative costs for the first quarter of 2017
decreased to $0.8 million compared to $1.2 million for the first
quarter of 2016.  This decrease was primarily attributable to
reductions in personnel and other operating costs in connection
with cost savings efforts to streamline operations.

Yakov Kogan, Ph.D., MBA, chief executive officer, stated, "The
pursuit of commercialization for entolimod as a medical radiation
countermeasure remains our top priority.  As previously announced,
we are excited to have received agreement from the FDA to commence
the in vivo biocomparability study in non-human primates. Following
completion of this study and discussion of the study results with
the FDA, we expect the agency to resume the review of our pre-EUA
dossier."

"We are also excited to have received a positive opinion from EMA
on our pediatric investigational plan and are diligently working on
assembling our MAA for submission to EMA," added Dr. Kogan.

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

                   https://is.gd/TEKekK

                   About Cleveland BioLabs

Cleveland BioLabs, Inc. (NASDAQ: CBLI) is a biopharmaceutical
company developing novel approaches to activate the immune system
and address serious unmet medical needs.  The Buffalo, New
York-based company's proprietary platform of toll-like immune
receptor activators has applications in radiation mitigation,
oncology immunotherapy and vaccines.


COEUR MINING: S&P Assigns 'BB-' Rating on $250MM Sr. Unsec. Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating to
Chicago-based gold and silver miner Coeur Mining Inc.'s proposed
$250 million senior unsecured notes due 2024, issued as part of a
refinancing transaction.  The recovery rating on the notes is '3',
which indicates S&P's expectation for meaningful (50%-70%; rounded
estimate 65%, capped) recovery in the event of a payment default.

S&P views the proposed transaction as credit neutral.  The company
will use the proceeds to repay the $178 million outstanding balance
of its senior unsecured notes due 2021 and fees and expenses
related to the transaction.  The rest of the proceeds will be used
for general corporate purposes.

S&P's 'BB-' corporate credit rating is unchanged.  The outlook is
stable.

                         RECOVERY ANALYSIS

Key Analytical Factors

   -- S&P's recovery analysis assumes a capital structure that
      includes the proposed $250 million senior unsecured notes
      due 2024 and an unrated $12 million asset-based lending
      (ABL) revolving facility under a foreign subsidiary.

   -- S&P's simulated default scenario contemplates a combination
      of a severe decline in gold and silver prices and higher
      mining costs.  S&P's scenario also contemplates that the
      company's operating costs could increase as a result of
      greater regulatory pressure and mining disruptions.  Facing
      declining revenues and margin compression, the company finds

      itself funding operating losses, potential closure costs,
      and debt service with available cash.  Eventually, the
      company's liquidity and capital resources become strained to

      the point where it cannot continue to operate absent a
      bankruptcy filing.

   -- S&P assigned a '3' recovery rating to the company's notes
      following a review of its recovery profile, which reflects
      S&P's view that creditors would experience meaningful (50%
      to 70%; rounded estimate 65%) recovery, under S&P's default
      scenario.  S&P caps the recovery rating on the unsecured
      debt at '3', based on the potential for higher priority debt

      being added before default and thereby reducing noteholders'

      recovery prospects.

   -- S&P estimates a gross recovery value of about $360 million,
      assuming an emergence EBITDA of $72 million and an EBITDA
      multiple of 5x, which is in line with upstream metals and
      mining companies.

   -- S&P's recovery analysis also assumes that at default the
      company would have accrued but unpaid six-month interest on
      the notes, taking the total claims at the point of default
      to $258 million.  Also, S&P believes that there would be a
      60% draw on the foreign ABL revolving facility at the point
      of default.

Simulated Default and Valuation Assumptions
   -- Simulated year of default: 2021
   -- EBITDA at emergence*: $72 million
   -- Implied enterprise value multiple: 5x
   -- Gross enterprise value: $360 million

Simplified Waterfall
   -- Net enterprise value (after 5% administrative costs):
      $342 million
   -- Domestic (obligor)/foreign (nonobligor) valuation split:
      90%/10%
   -- Estimated priority claims (foreign revolving facility,
      capital leases): $52 million
   -- Estimated net enterprise value available for unsecured debt:

      $290 million
      --------------------------
   -- Estimated senior unsecured claims: $258 million
   -- Senior unsecured notes recovery: 50%-70% (rounded estimate:
      65%; capped)
   -- Senior unsecured notes rating: 'BB-'

* Calculation of EBITDA at emergence: $72 million (assumed interest
and term loan amortization due in default year: $18 million;
minimum capital expenditure assumption: $39 million; cyclicality
adjustment: $9 million; operational adjustment: $6 million).

Ratings List

Coeur Mining Inc.
Corporate Credit Rating                   BB-/Stable

New Rating

Coeur Mining Inc.
$250 mil sr unsec notes due 2024          BB-
  Recovery Rating                          3(65%)


COMMUNITY CHOICE: Reports $8.36 Million Net Loss for First Quarter
------------------------------------------------------------------
Community Choice Financial Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $8.36 million on $85.35 million of total revenues for
the three months ended March 31, 2017, compared to net income of
$55.80 million on $107.55 million of total revenues for the three
months ended March 31, 2016.

As of March 31, 2017, Community Choice had $366.7 million in total
assets, $399.4 million in total liabilities, and a total
stockholders' deficit of $32.65 million.

"We have historically funded our liquidity needs through cash flow
from operations and borrowings under our revolving credit
facilities and subsidiary notes," the Company stated in the filing.
"We believe that cash flow from operations and available cash,
together with availability of existing and future credit
facilities, will be adequate to meet our liquidity needs for the
foreseeable future.  Beyond the immediate future, funding capital
expenditures, working capital and debt requirements will depend on
our future financial performance, which is subject to many
economic, commercial, regulatory, financial and other factors that
are beyond our control.  In addition, these factors may require us
to pursue alternative sources of capital such as asset-specific
financing, incurrence of additional indebtedness, or asset sales."

During the three months ended March  31, 2017, net cash provided by
operating activities was $21.7 million compared to $35.7 million
during the prior year comparable period, a decrease of $14.0
million.  Cash flows from operating activities decreased primarily
due to the decline in net income, net of the non-cash impact of
gain on debt extinguishment.

During the three months ended March  31, 2017, net cash used in
investing activities was $3.7 million.  The primary uses of cash
were loan originations of $2.7 million and $1.0 million in capital
expenditures.  During the three months ended March  31, 2016, net
cash used in investing activities was $8.1 million, primarily
attributable to loan originations and capital expenditures.

During the three months ended March  31, 2017, net cash used in
financing activities was $2.5 million.  The primary use of cash was
$2.3 million in payments on lines of credit.  During the three
months ended March  31, 2016, net cash used in financing activities
was $17.9 million, primarily due to repurchases of senior secured
notes partially offset by proceeds from subsidiary notes and draws
on lines of credit.

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

                     https://is.gd/l5lbsG

              About Community Choice Financial

Dublin, Ohio-based Community Choice Financial Inc. --
http://www.ccfi.com/-- is a retailer of financial services to
unbanked and underbanked consumers through a network of 507 retail
storefronts across 12 states and are licensed to deliver similar
financial services over the internet in 32 states.  CCFI focuses on
providing consumers with a wide range of convenient financial
products and services to help them manage their day-to-day
financial needs including consumer loans, check cashing, prepaid
debit cards, money transfers, bill payments, and money orders.

Community Choice reported a net loss of $70.01 million for the year
ended Dec. 31, 2015, following a net loss of $52.06 million for the
year ended Dec. 31, 2014.

                        *    *     *

The TCR reported on April 21, 2017, that S&P Global Ratings
affirmed its issuer credit rating on Community Choice Financial
Inc. (CCFI) at 'CCC'.  The outlook remains negative.  S&P said an
upgrade is unlikely over the next 12 months.  However, S&P could
revise the outlook to stable if there is reduced refinancing risk,
the pending CFPB regulations are less stringent than expected, and
the company is able to improve its operational performance.

As reported by the TCR on Feb. 11, 2016, Moody's Investors Service
affirmed Community Choice Financial's 'Caa1' corporate family
rating.  Moody's affirmation of Community Choice's ratings reflects
the company's meaningfully reduced leverage as a result of its
recently announced debt repurchases at a substantial discount.


CONSTELLATION ENTERPRISES: $1.25M Unsecured Claims Pool Denied
--------------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court denied
approval of a settlement between Constellation Enterprises, its
official committee of unsecured creditors, the purchaser and the ad
hoc noteholder group. As previously reported, "The Settlement
before the Court marks a watershed moment in these cases. Since the
Petition Date, nearly four (4) months ago, the Debtors have used
their best efforts to broker a settlement between the key
constituents in these cases. As the Settlement demonstrates, the
efforts of the Settlement Proponents have paid off. The proposed
Settlement provides the holders of general unsecured claims -- a
constituency which was indisputably out of the money when these
cases began -- with a pro rata share of $1.25 million, and the
potential of additional recoveries based on the outcome of the
potential prosecution of certain transferred claims and causes of
action. Without the Settlement, this result would likely be
unobtainable. The Settlement also helps clear a path to a final
disposition of these cases, as it eliminated potential and actual
objections to the Sale Motion, and resolves the Creditors'
Committee's objections to the DIP Motion. Absent the Settlement, it
is likely that the Parties would have continued to litigate these
matters potentially to the detriment of the Debtors and their
estates and creditors."

Commonwealth of Puerto Rico Committee Sought
Cesar Castillo (CCI) filed with the U.S. Bankruptcy Court a motion
requesting Court appointment of an official unsecured creditors'
committee. CCI is listed on Schedule B to the petition with an
unsecured claim of $6,008,917.52. The motion explains, "As noted in
Debtor's Petition, CCI is listed as one of Debtor's twenty largest
unsecured Creditors. Pursuant to 11 U.S.C. 1102(a)(1), made
applicable to this proceeding by Title III, Section 301 of PROMESA,
as soon as practicable after the Order of relief has been entered,
the U.S. Trustee shall appoint a committee of creditors holding the
largest unsecured claims. Title III, Section 304(c) of PROMESA
provides that the commencement of a case under PROMESA does
constitute an order for relief. In view of the foregoing, CCI
hereby informs the Court of its availability and willingness to
serve in the unsecured creditors' committee, and requests the Court
to order the appointment of an Unsecured Creditors Committee."

               About Constellation Enterprises

Constellation Enterprises LLC, through its subsidiaries,
manufactures custom engineered metal components for various end
markets such as rail transportation, oil and gas, general
industrial, nuclear, aerospace, and small gas engine markets.  The
company was incorporated in 1996 and is based in Caldwell, Texas.

Constellation Enterprises LLC and its affiliates filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Lead Case No. 16-11213) on
May 16, 2016.

William Lowry, chief financial officer, signed the petitions.

Constellation Enterprises estimated assets between $1 million and
$10 million and debt between $100 million and $500 million.

Adam C. Rogoff, Esq., and Joseph A. Shifer, Esq., at Kramer Levin
Naftalis & Frankel LLP serve as the Debtors' bankruptcy counsel.
Daniel J. DeFranceschi, Esq., Zachary I. Shapiro, Esq., Rachel L.
Biblo, Esq., and Joseph C. Barsalona II, Esq., at Richards, Layton
& Finger, P.A., serve as the Debtors' co-counsel.

Imperial Capital, LLC, is the Debtors' financial advisor. Conway
Mackenzie Management Services LLC is the Debtors' crisis management
& restructuring services provider.  Epiq Bankruptcy Solutions, LLC,
is the Debtors' claims and noticing agent.


CONSTELLATION ENTERPRISES: Court Junks Pact With Committee, et al.
------------------------------------------------------------------
The Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for
the District of Delaware has denied approval of Constellation
Enterprises LLC, et al.'s settlement with the Official Committee of
Unsecured Creditors, the purchaser and the Ad Hoc Noteholders Group
dated Sept. 8, 2016.

Jeff Montgomery, writing for Bankruptcy Law360, reports that the
dismissal plan would have left behind a general unsecured creditor
litigation trust armed with cash and lawsuit rights contributed to
it by CE Star Holdings LLC, a company formed by the secured
noteholders.

Law360 relates that CE Star purchased most of the Debtors' metal
and plastic fabrication plant assets in 2016 in a deal that also
gave it the rights to sue.  The report says that under that
settlement, those rights would be contributed to the unsecured
creditor trust, despite complaints that other creditors with
higher-priority claims would get little or nothing under the
trust's rules.

According to Law360, two other creditor groups, the Office of the
U.S. Trustee and the IRS challenged the settlement and dismissal,
claiming that the agreement flew in the face of the Supreme Court's
In re: Jevic Holding decision, seen as sharply restricting
agreements with priority-skipping features.

Law360 shares that Marcos A. Ramos, Esq., at Richards Layton &
Finger PA, the attorney for the Debtors, said there was no decision
yet on next steps.  "The Debtors will review the ruling and move
from there," the report quoted Mr. Ramos as saying.

                About Constellation Enterprises

Constellation Enterprises LLC, through its subsidiaries,
manufactures custom engineered metal components for various end
markets such as rail transportation, oil and gas, general
industrial, nuclear, aerospace, and small gas engine markets.  The
company was incorporated in 1996 and is based in Caldwell, Texas.

Constellation Enterprises LLC and its affiliates filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Lead Case No. 16-11213) on
May 16, 2016.

William Lowry, chief financial officer, signed the petitions.

Constellation Enterprises estimated assets between $1 million and
$10 million and debt between $100 million and $500 million.

Adam C. Rogoff, Esq., and Joseph A. Shifer, Esq., at Kramer Levin
Naftalis & Frankel LLP serve as the Debtors' bankruptcy counsel.
Daniel J. DeFranceschi, Esq., Zachary I. Shapiro, Esq., Rachel L.
Biblo, Esq., and Joseph C. Barsalona II, Esq., at Richards, Layton
& Finger, P.A., serve as the Debtors' co-counsel.

Imperial Capital, LLC, is the Debtors' financial advisor. Conway
Mackenzie Management Services LLC is the Debtors' crisis management
& restructuring services provider.  Epiq Bankruptcy Solutions, LLC,
is the Debtors' claims and noticing agent.


CORE EDUCATIONAL: Seeks to Hire Ram Associates as Accountant
------------------------------------------------------------
Core Educational & Consulting Solutions Inc. seeks approval from
the U.S. Bankruptcy Court for the District of New Jersey to hire an
accountant.

The Debtor proposes to hire Ram Associates to prepare its monthly
operating reports and income tax returns, and provide other
accounting services related to its Chapter 11 case.

The hourly rates charged by the firm are:

     PK Ramachandran     $250
     Saji Machew         $175
     Paul Oliver         $150
     Ashwini Porekh       $75

PK Ramachandran, a certified public accountant, 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:

     PK Ramachandran
     Ram Associates
     3240 E. State Street Ext.
     Hamilton, NJ 07619
     Phone: 609-631-9552

                     About Core Educational &
                       Consulting Solutions

Based in Princeton, New Jersey, Core Education & Consulting
Solutions Inc. filed a Chapter 11 petition (Bankr. D.N.J. Case No.
17-14992) on March 15, 2017. In its petition, the Debtor estimated
$0 assets and $2.95 million in liabilities.  The petition was
signed by Nikhil C. Morsawala, director.

Judge Michael B. Kaplan presides over the case.  Timothy P.
Neumann, Esq., at Broege Neumann Fischer & Shaver, LLC, serves as
bankruptcy counsel.  The Debtor hired Thayer O'Neal Company, LLC,
as appraiser.


CPS STAFFING: Bankruptcy Administrator Objects to Plan Outline
--------------------------------------------------------------
The Bankruptcy Administrator for the Northern District of Alabama
filed with the U.S. Bankruptcy Court for the Northern District of
Alabama an objection to Uchenna G. Ifediba's disclosure statement
referring to the Debtor's plan of reorganization.

The Bankruptcy Administrator complains that:

      1. the Disclosure Statement does not provide sufficient
         information regarding how the Debtor proposes to pay her
         domestic relations attorney, Laura Susan Burns;

      2. the Disclosure Statement fails to provide for the
         payment/treatment of the scheduled unsecured claim of
         Bank of America in the amount of $339.  Although Bank of
         America did not file an unsecured claim, the claim was
         included on Schedule F of the Debtor's bankruptcy
         petition and schedules and was not listed as contingent,
         unliquidated, or disputed;

      3. Article VI, Paragraph 6.1 of the Plan makes a reference
         to Exhibit B of the Disclosure Statement.  Upon
         information and belief, the Bankruptcy Administrator
         asserts that the reference should actually be to Exhibit
         A of the Disclosure Statement; and

      4. the Plan appears to violate the absolute priority rule.
         The Bankruptcy Administrator recognizes that a violation
         of the absolute priority rule is a confirmation issue.
         However, the Bankruptcy Administrator has elected to
         raise that issue now so as to give the plan proponent an
         opportunity to address as early as possible a potential
         violation of the absolute priority rule.

                        About CPS Staffing

Headquartered in Houston, Texas, joint debtors Uche G. Kanu, aka
Uche Godson Kanu, aka Uchenna Kanu, and Laura Kanu, dba CPS
Staffing, dba CP&S Staffing, filed for Chapter 11 bankruptcy
protection (Bankr. Case No. 10-35458) on July 2, 2010, estimating
its assets at between $500,001 and $1 million and its debts at
between $1 million and $10 million.

Judge Marvin Isgur presides over the case.

Peter Johnson, Esq., at the Law Offices of Peter Johnson, serves as
the Debtor's bankruptcy counsel.


CREATIVE REALITIES: Posts $406,000 Net Income for First Quarter
---------------------------------------------------------------
Creative Realities, Inc., recognized net income from operations of
$406,000 on $6.41 million of total sales for the three months ended
March 31, 2017, compared to a net loss from operations of $1.76
million on $2.43 million of total sales for the three months ended
March 31, 2016.

The Company's balance sheet at March 31, 2017, showed $24.19
million in total assets, $17.93 million in total liabilities, $3.68
million in convertible preferred stock and $2.58 million in total
shareholders' equity.  As of March 31, 2017, the Company had cash
and cash equivalents of $3.40 million and a working capital deficit
of $7.33 million.

The Company has incurred net losses and negative cash flows from
operating activities for the years ended Dec. 31, 2016, and 2015.
In March 2017, the Company received a letter from its lender,
Slipstream Communications, LLC, a related party, addressing their
intent to extend the maturity date for our debt to May 30, 2018.
Management believes that due to the expected extension of its debt
maturity date, its current cash balance and its operational
forecast and liquidity projection for 2017, the Company can
continue to meet its obligations and operate as a going concern
through at least May 2018.

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

                     https://is.gd/AlYUm1

                 About Creative Realities, Inc.

Creative Realities, Inc., is a Minnesota corporation that provides
innovative shopper marketing and digital marketing technology and
solutions to retail companies, individual retail brands,
enterprises and organizations throughout the United States and in
certain international markets.  Creative Realities have expertise
in a broad range of existing and emerging shopper and digital
marketing technologies, as well as the related media management
and distribution software platforms and networks, device
management, product management, customized software service layers,
systems, experiences, workflows, and integrated solutions.  Its
technology and solutions include: digital merchandising systems and
omni-channel customer engagement systems, interactive digital
shopping assistants, advisors and kiosks, and other interactive
marketing technologies such as mobile, social media, point-of-sale
transactions, beaconing and web-based media that enable its
customers to transform how they engage with consumers.

Creative Realities reported a net loss attributable to common
shareholders of $6.37 million on $13.67 million of total sales
compared to a net loss attributable to common shareholders of $8.31
million on $11.47 million of total sales for the year ended Dec.
31, 2015.


DAVID J. THOMPSON: Unsecureds to Get 100% in 3 Years or 50%
-----------------------------------------------------------
Unsecured creditors of David J. Thompson Mailing Corp. will receive
either half or the full amount of their claims under the company's
proposed Chapter 11 plan.

Under the plan, Class 2 unsecured creditors will receive, upon
their election, either 50% of their allowed claims on the effective
date of the plan, or 100% of their claims to be paid over three
years in equal semi-annual installments.

In the event a Class 2 creditor does not elect an option for the
treatment of its unsecured claim, such creditor will automatically
be deemed to have elected to receive 50% of its claim on the
effective date.

Thompson estimates the total amount of Class 2 unsecured claims at
approximately $196,543.

The company, which will act as disbursing agent, will satisfy its
obligations under the plan through its cash availability,
availability of First Keystone Community Bank's bankruptcy loan,
and the cash infusion of the sum of $15,000 by its president David
Thompson, according to the company's disclosure statement filed on
May 11 with the U.S. Bankruptcy Court for the Middle District of
Pennsylvania.

A copy of the disclosure statement is available for free at
https://is.gd/8Vq5nf

Thompson is represented by:

     Clifford A. Katz, Esq.
     Teresa Sadutto-Carley, Esq.
     Platzer, Swergold, Levine,
     Goldberg, Katz & Jaslow, LLP
     475 Park Avenue South, 18th Floor
     New York, NY 10016
     Phone: (212) 593-3000

             About David J. Thompson Mailing Corp.

David J. Thompson Mailing Corp. is one of the largest employers in
Bloomsburg, Pennsylvania, employing between 225 and 275 workers,
many of whom reside in the local community.  The Debtor
personalizes the mail with names, addresses and various forms of
context within the mail, pieces which are then assembled on its
production floor and prepared for mailing throughout the United
States.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Pa. Case No. 14-00237) on January 21, 2014.  The
petition was signed by David J. Thompson, president and CEO.  

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 John J. Thomas.


DELIVERY AGENT: Court Delays Ruling on Discovery Request
--------------------------------------------------------
Vince Sullivan, writing for Bankruptcy Law360, reports that the
U.S. Bankruptcy Court for the District of Delaware deferred a
decision on the Official Committee of Unsecured Creditors' request
for discovery from Delivery Agent Inc.'s directors until a motion
to convert the case to Chapter 7 has been decided.

                  About Delivery Agent, Inc.

Headquartered in San Francisco, California, Delivery Agent, Inc.,
turns audiences into revenue generating customers for brands,
device manufacturers, and media companies worldwide. It offers
ShopTV, a technology that allows audiences to engage with and
transact directly from advertisements and television shows through
Web, mobile, and advanced television applications; a cloud-based
shopping platform, which enables omni-channel commerce for its
clients with simplicity; eCommerce platform for omni-channel
shopping; relevant and personalized product offers to viewers
based on the content they are watching with the help of contextual
database; and advertising solutions.

Delivery Agent, Inc., and affiliates MusicToday, LLC, Clean Fun
Promotional Marketing, Inc., and Shop the Shows, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 16-12051) on
Sept. 15, 2016.

The cases are assigned to Judge Laurie Selber Silverstein.

The Debtors hired Pachulski Stang Ziehl & Jones LLP as local
Counsel; Keller & Benvenutti LLP as general counsel; Arch & Beam
Global, LLC, as financial advisor; and Epiq Bankruptcy Solutions,
LLC, as claims and noticing agent.

Andrew R. Vara, the Acting U.S. Trustee for Region 3, on Sept. 29,
2017, appointed seven creditors of Delivery Agent, Inc., to serve
on the official committee of unsecured creditors.  The Committee
employs Pepper Hamilton LLP as counsel; and Carl Marks Advisory
Group LLC as financial advisors, nunc pro tunc to Oct. 3, 2016.


EB HOLDINGS II: Says Involuntary Case Improper, Meritless
---------------------------------------------------------
EB Holdings II, Inc., issued a statement following the filing of an
involuntary Chapter 11 petition against the company by creditors
owed under a EUR600 million loan.

The Company recounts that on Aug. 26, 2016, the GoldenTree Group
filed a lawsuit in Nevada State Court in Las Vegas, making
numerous, unfounded accusations against EB Holdings II, Inc.,
Howard M. Meyers, Albert P. Lospinoso, Eco-Bat Technologies
Limited, Quexco Inc. and RSR Corporation.

On November 29, 2016, Eco-Bat Technologies Limited, Quexco Inc. and
RSR Corporation were dismissed from the lawsuit.

Howard Meyers, President of EB Holdings II, Inc. stated, "The
GoldenTree Group embarked on a course of action in Nevada and after
filing the initial complaint, the GoldenTree Group continued as
late as last week to file further lawsuits with the Nevada State
Court which are, we believe, unsubstantiated and untruthful."

Further Howard Meyers stated, "Clearly disappointed with decisions
made by the presiding Judge in Nevada State Court and fearful of
the scheduled trial date in April 2018 to adjudicate the
collectability of EB Holdings II, Inc.'s debt, and after failing to
reach agreement during extensive settlement negotiations over the
past several months, the GoldenTree Group filed yesterday, May 18,
2017; an Involuntary Petition in Federal Bankruptcy Court against
EB Holdings II, Inc.  We are of the opinion this additional lawsuit
seeks to forum shop and circumvent the State Court proceedings."

"We believe the petitioning creditors in the Nevada case --
GoldenTree, Kneiff Tower, Mount Kellett, Grace Bay, and Arvo --
have taken to bankruptcy court to avoid the consequences of their
own state court lawsuit in Las Vegas," Mr. Meyers said.  "Knowing
they could not properly call a default under the credit agreement
to which they are purportedly parties, these funds lodged meritless
claims in their state court lawsuit in an effort to improperly
accelerate the debt."

Mr. Meyers continued, "Improper acceleration has consequences: the
GoldenTree Group's actions have resulted in defenses and
counterclaims disputing the entire balance of the loan.  Not only
have these defenses and counterclaims withstood three separate
dismissal motions, the Nevada State Court has determined that they
raise genuine issues of material fact.  We believe that in an
attempt to avoid facing discovery, the funds have now commenced an
improper involuntary chapter 11 case.  EB Holdings II, Inc. will
vigorously defend against the involuntary petition."

The involuntary case or the state court litigation against EB
Holdings, Inc. is not expected to have an operational impact on its
operating subsidiary, Eco-Bat Technologies Limited.  Mr. Meyers
said, "The company remains singularly focused on serving its
stakeholders across the globe."

                    About EB Holdings II

Based in Carson City, Nevada, EB Holdings II, Inc. owns 87% of the
interests in Eco-Bat Technologies Ltd, which produces lead, other
metals and plastics.  Eco-Bat Technologies is the largest producer
of lead in the world and is based in the East Midlands of the
United Kingdom.  EB Holdings and Eco-Bat are affiliated with
Quexco, Inc., which are Quexco Incorporated, which manufactures and
distributes recycled metals in the United States and Europe.

Howard M. Meyers is president of EB Holdings II and is chairman and
executive officer of Quexco Inc.

Alleged creditors filed an involuntary Chapter 11 petition against
EB Holdings II, Inc. (Bankr. D. Nev. Case No. 17-12642) on May 18,
2017.

The Hon. Mike K. Nakagawa is the case judge.

The involuntary petition was filed by (i) GLAS USA LLC, as
administrative agent, on behalf of all lenders under the PIK loan,
and (b) six beneficial holders of the PIK Loan comprising the ad
hoc group of lenders ("PIK Lender Group"), who holds 7&% of the
amount outstanding under the PIK Loan.  They assert that EB
Holdings owe at least EUR1.8 billion, based on a EUR600 million
pay-in-kind note that matured March 31, 2017.

The PIK Lender Group is comprised of GoldenTree Asset Management
LP, Alcentra Limited, Fortress Investment Group/Mount Kellet
Capital Management, HIG Capital International Advisors LLP/Bayside
Capital, Sound Point Capital Management LP, and Varde Partners
Europe Limited.

Glas USA LLC is represented by Matthew C. Zirzow, Esq., at Larson &
Zirzow, as well as Andrew N. Goldman, Esq., Charles C. Platt, Esq.,
Michael A. Guippone, Esq., and Benjamin W. Loveland, Esq. at Wilmer
Cutler Pickering Hale and Dorr LLP.  Lenders Goldentree, et al.,
are reprsented by Brett A. Axelrod, Esq., at Fox Rothschild LLP,
and Paul M. Basta, Esq., at Kirkland & Ellis LLP.

Attorneys for alleged debtor EB Holdings II are Gregory E. Garman,
Esq., Talitha Gray Kozlowski, Esq., and Gabrielle A. Hamm, Esq., at
Garman Turner Gordon LLP.


EB HOLDINGS II: Sent to Chapter 11 After Non-Payment of EUR1.8B
---------------------------------------------------------------
Creditors have filed an involuntary Chapter 11 petition against
debtor EB Holdings II, Inc., after the nonpayment of EUR1.8 billion
in principal and accrued interest owing on a pay-in-kind loan that
allegedly matured March 31, 2017.

The involuntary petition was filed by (i) GLAS USA LLC, as
administrative agent, on behalf of all lenders under the PIK loan,
and (b) six beneficial holders of the PIK Loan comprising the ad
hoc group of lenders ("PIK Lender Group"), who holds 7&% of the
amount outstanding under the PIK Loan.

The PIK Lender Group is comprised of GoldenTree Asset Management
LP, Alcentra Limited, Fortress Investment Group/Mount Kellet
Capital Management, HIG Capital International Advisors LLP/Bayside
Capital, Sound Point Capital Management LP, and Varde Partners
Europe Limited.

Pursuant to a PIK Loan Agreement, lenders agreed to loan
EUR600,000,000 to the Debtor for certain corporate purposes at a
payment-in-kind (PIK) interest rate of 11%, with principal and
interest to be repaid no later than March 31, 2017.  There are
currently a total of approximately 61 lenders who are participating
in the PIK Loan.  GLAS USA LLC was appointed on May 17, 2017 to
succeed Credit Suisse AG, London Branch, after the latter
resigned.

The Debtor failed to repay the principal and interest on the PIK
Loan on March 31, 2017, when the loan matured.  Thus, an Event of
Default occurred and is continuing under Section 4.01(b) of the
Credit Agreement.  The aggregate amount currently owing on the
past-due PIK Loan is at least EUR1.8 billion, based on the
EUR600,000,000 original principal amount plus accrued interest.  In
addition to claims for unpaid principal  and interest (including
default interest), the Administrative  Agent also has claims
against the Debtor for, among other things,  fees and expenses owed
in connection with the PIK Loan Agreement.

The Debtor has advised that it is unable to repay the principal and
interest that is due and payable on this overdue loan, and thus the
PIK Loan is in default.  The Debtor has not identified any assets
that it owns that would be sufficient to repay the amount of
principal and interest that is due and payable.

In light of the continuing Event of Default, the Debtor's inability
to repay the PIK Loan, and the Debtor's failure to voluntarily
commence an appropriate proceeding to address its outstanding debt
obligations, the Administrative Agent (as agent for all of the PIK
Lenders) and the PIK Lender Group have filed this involuntary
petition to enforce their separate and independent rights as
finance parties under the PIK Loan Agreement, and to protect the
interests of the PIK Lenders as a whole.

A status conference regarding the involuntary petition will be held
on June 21, 2017, at 9:30 a.m. before the Honorable mike k.
Nakagawa.  If the Debtor fails to respond to the summons, an order
for relief under Chapter 11 of the Bankruptcy Code will be entered,
according to the summons served by the bankruptcy clerk.

                    About EB Holdings II

Based in Carson City, Nevada, EB Holdings II, Inc. owns 87% of the
interests in Eco-Bat Technologies Ltd, which produces lead, other
metals and plastics.  Eco-Bat Technologies is the largest producer
of lead in the world and is based in the East Midlands of the
United Kingdom.  EB Holdings and Eco-Bat are affiliated with
Quexco, Inc., which are Quexco Incorporated, which manufactures and
distributes recycled metals in the United States and Europe.

Howard M. Meyers is the president of EB Holdings II and the
chairman and executive officer of Quexco Inc.

The involuntary case is In re EB Holdings II, Inc. (Bankr. D. Nev.
Case No. 17-12642).

Glas USA LLC is represented by Matthew C. Zirzow, Esq., at Larson &
Zirzow, as well as Andrew N. Goldman, Esq., Charles C. Platt, Esq.,
Michael A. Guippone, Esq., and Benjamin W. Loveland, Esq. at Wilmer
Cutler Pickering Hale and Dorr LLP.  Lenders Goldentree, et al.,
are reprsented by Brett A. Axelrod, Esq., at Fox Rothschild LLP,
and Paul M. Basta, Esq., at Kirkland & Ellis LLP.

Attorneys for alleged debtor EB Holdings II, Inc., can be reached
at:

           GARMAN TURNER GORDON LLP
           Gregory E. Garman, Esq.
           Talitha Gray Kozlowski, Esq.
           Gabrielle A. Hamm, Esq.
           650 White Drive, Suite 100
           Las Vegas, NV 89119
           Tel: (725) 777-3000
           Fax: (725) 777-3112



EIA TROPICAL: Unsecured to Recover 8%, Plus 4.25% in 60 Months
--------------------------------------------------------------
EIA Tropical LLC filed with the U.S. Bankruptcy Court for the
District of Puerto Rico a disclosure statement dated May 10, 2017.

Class 4 General Unsecured Class -- totaling $7,275.93 -- are
impaired by the Plan.  The holders are expected to recover 8%.  The
Debtor expects to pay $582.07 in principal, plus 4.25% interest in
60 monthly installments of $10.78 each, commencing on the effective
date of the Plan.

Payments and distributions under the plan will be funded by the
Debtor's operations.

The Disclosure Statement is available at:

            http://bankrupt.com/misc/prb16-05552-46.pdf

                      About EIA Tropical, LLC

EIA Tropical, LLC, filed a Chapter 11 petition (Bankr. D.P.R. Case
No. 16-05552) on July 12, 2016.  The petition was signed by Edwin
Rosario-Rodriguez.  The Debtor is represented by Hector Eduardo
Pedrosa-Luna, Esq., at the Law Offices of Hector Eduardo Pedrosa
Luna.  At the time of filing, the Debtor had less than $50,000 in
estimated assets and $100,000 to $500,000 in estimated liabilities.


EMMIS COMMUNICATIONS: S&P Raises CCR to 'B-' on Pending Asset Sale
------------------------------------------------------------------
S&P Global Ratings said that it raised its corporate credit rating
on Indianapolis-based radio broadcasting company Emmis
Communications Corp. to 'B-' from 'CCC'.  The rating outlook is
stable.

Emmis Communications has entered into a definitive agreement to
sell its Los Angeles-based KPWR 105.9 radio station to Meruelo
Group for $82.75 million, pending The Federal Communications
Commission (FCC) approval.  It plans to use the proceeds to repay
debt.

This agreement satisfies the asset-sale requirement under the
company's amended credit agreement and will decrease its leverage
to the mid-4x area, which U.S. radio broadcaster Emmis has entered
into a definitive agreement to sell its Los Angeles-based KPWR
105.9 radio station to Meruelo Group for $82.75 million, pending
The Federal Communications Commission (FCC) approval.  It plans to
use the proceeds to repay debt.

This agreement satisfies the asset-sale requirement under the
company's amended credit agreement and will decrease its leverage
to the mid-4x area, which S&P believes will significantly reduce
its refinancing risk believe will significantly reduce its
refinancing risk.

At the same time, S&P raised its issue-level rating on the
company's $205 million senior secured credit facility to 'B+' from
'CCC+' and revised the recovery rating to '1' from '2'.  The credit
facility comprises a $185 million term loan due 2019 and a $20
million revolver due 2018.  The '1' recovery rating indicates S&P's
expectation for very high recovery (90%-100%; rounded estimate:
95%) of principal in the event of a payment default.

"The upgrade reflects our expectation that Emmis' sale of most of
its publishing business and its agreement to sell its Los Angeles
(LA)-based KWPR 105.9 radio station to Meruelo Group for $82.75
million, pending The Federal Communications Commission (FCC)
approval," said S&P Global Ratings' credit analyst Scott Zari.  The
sales will significantly lower the company's leverage and greatly
improve its ability to successfully refinance its senior secured
credit facility before the July 18, 2018, deadline under its
amended credit agreement.  Pro forma for the radio station sale and
debt repayment, S&P expects Emmis' adjusted leverage to decline to
about 4.7x and its cash flow to debt to increase to about 8%-10% in
fiscal 2018.

"We no longer expect any specific events of default over the next
12 months because the company's sale of its LA-based radio station
satisfies the asset-sale agreement under the recent amendment to
its credit agreement," said Mr. Zari.  "Although the company is
still required to refinance its senior secured credit facility by
July 18, 2018, we believe the significantly reduced senior secured
debt as a result of the asset sales will reduce the risk associated
with this requirement."

The stable rating outlook reflects S&P's expectation that Emmis'
organic revenue trends will stabilize and its EBITDA margin will
improve in its fiscal year ending Feb. 28, 2018, due to the
divestiture of its publishing segment.  The outlook also reflects
S&P's expectation that the company will refinance its senior
secured credit facility well before its July 2018 deadline under
its amended credit agreement.

S&P could lower the corporate credit rating if it no longer
believes the company will be able to refinance its senior secured
credit facility over the next 12 months.  S&P could also lower the
rating if the radio assets' operating performance deteriorates or
if the company increases spending in its emerging technology
segment without any offsetting revenue growth, leading to cash flow
declining to break-even levels.

Although unlikely at this time, S&P could raise the rating if Emmis
generates strong organic growth in its radio business and improves
the profitability of its emerging technology segment, leading to
S&P's expectation that leverage will be sustained well below 4x.


ERATH IRON: Hires Gillett & Company as Consultant
-------------------------------------------------
Erath Iron and Metal, Inc., et al., seek permission from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Gillett & Company, LLC as consultant.

The Debtors require Gillett to:

     a. review the assets owned by Erath, supported by the work
performed by the firm and their financial advisors;

     b. review the financial performance of the businesses that
make up the overall operations of Erath, supported by the work
performed by the Erath and their financial advisors;

     c. discuss with secured creditors regarding their secured
claims and collateral;

     d. confirm from secured creditors regarding inclusion of their
collateral in the "Going Concern Liquidation;"

     e. develop a one-page teaser describing the assets owned by
Erath and its historical financial performance;

     f. contact potential purchasers of the Erath assets, focusing
solely on purchasers interested in buying the assets as part of the
"going concern" strategy (marketing focus will be on those
potential purchasers with operations in Texas and any neighboring
states);

     g. for interested parties, a) develop a more comprehensive
list of the assets available for sale at each location; b) host
site visits; c) encourage and solicit detailed bids; d) receive
bids; and e) review bids with potential purchasers to access their
ability to close and the timing required;

     h. determine whether to hold a final round of bidding;

     i. hold a final round of bidding, if necessary; and

     j. present the highest and best offer to the Court for
approval.

The Debtors agree to pay Gillett:

     i. Upon the first day of the engagement by wire transfer, a
nonrefundable Advisory Fee of $25,000, which is being paid to cover
a portion of the professional time spent working on behalf of the
Debtors to be recouped from sale proceeds and a $6,000.00 expense
retainer, plus

    ii. Upon the closing of a liquidation of the assets, a
Consulting/Bonus Fee equal to:

        a) 9.75% of the first $3,000,000 in Consideration; plus
        b) 6.50% of the next $3,000,000 in Consideration, if any;
plus
        c) 3.25% of all Consideration over $6,000,000, if any.

Daniel Gillett, managing director of Gillett & Company, 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 Debtors and their
estates.

Gillet may be reached at:

     Daniel Gillett
     Gillett & Company, LLC
     1910 Pacific Avenue, Suite 5060
     Dallas, TX 75201
     Tel: (214) 228-8732

                About Erath Iron and Metal

Based in Stephenville, Texas, Erath Iron and Metal, Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.Tex.
Case No. 17-40693) on Feb. 22, 2017.  The  petition was signed by
Nicolle Boyd, president.  The case is assigned to Judge Mark X.
Mullin.  At the time of the filing, the Debtor disclosed $21.87
million in assets and $4.73 million in liabilities.  The Debtor is
represented by Russell W. King, Esq., and Tracy L. King, Esq., at
King Law Offices, P.C.  No trustee, examiner or creditors'
committee has been appointed in the case.


EVANS & SUTHERLAND: Two Directors Elected at Annual Meeting
-----------------------------------------------------------
Evans & Sutherland Computer Corporation held its 2017 Annual
Meeting of Shareholders on May 12, 2017, at which the shareholders
elected William Schneider and Michael E. Campbell as directors.
The appointment of Tanner LC as the independent registered public
accounting firm for 2017 was ratified.  The shareholders also
approved, on a non-binding discretionary basis, the compensation
paid to the Company's named executive officers.

                   About Evans & Sutherland

Salt Lake City, Utah-based Evans & Sutherland Computer Corporation
in conjunction with its wholly owned subsidiary, Spitz Inc.,
creates innovative digital planetarium systems and cutting-edge,
full-dome show content.  E&S has developed Digistar 5, the world's
leading digital planetarium with full-dome video playback,
real-time computer graphics, and a complete 3D digital astronomy
package fully integrated into a single theater system.  This
technology allows audiences to be immersed in full-color, 3D
computer-generated interactive worlds.  As a full-service system
provider, E&S also offers Spitz domes, hybrid planetarium systems
integrated with Digistar and a full range of theater systems from
audio and lighting to theater automation.  E&S markets include
planetariums, science centers, themed attraction venues, and
premium large-format theaters.  E&S products have been installed in
over 1,300 theaters worldwide.

Evans & Sutherland reported net income of $1.74 million for the
year ended Dec. 31, 2016, following a net loss of $1.27 million in
2015.  

As of Dec. 31, 2016, the Company had $26.21 million in total
assets, $24.62 million in total liabilities and $1.59 million in
total stockholders' equity.


FAVREAU'S CUSTOM: Plan Outline Okayed, Plan Hearing on June 19
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California is
set to hold a hearing on June 19, at 10:00 a.m., to consider
approval of the Chapter 11 plan of reorganization for Favreau's
Custom Woodworking Inc. and its president.

The court on May 11 approved the disclosure statement jointly filed
by the company and Favreau's President Michael Edward Favreau,
allowing them to start soliciting votes from creditors.  

The order set a June 5 deadline for creditors to file their
objections and cast their votes accepting or rejecting the proposed
plan.

                     About Favreau's Custom

Favreau's Custom Woodworking, Inc., based in Corona Del Mar,
Calif., filed a Chapter 11 petition (Bankr. C.D. Calif. Case No.
16-12879) on July 8, 2016.  In its petition, the Debtor estimated
$1 million to $10 million in both assets and liabilities.  

The petition was signed by Favreau's President Michael Favreau who
filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-12856) on
July 7, 2016.  The cases are jointly administered.

Judge Scott C. Clarkson presides over the cases.  Robert P. Goe,
Esq. at Goe & Forsythe serves as the bankruptcy counsel.


FBOP CORP: FDIC Can Claim Some of $265M Tax Refund, Court Rules
---------------------------------------------------------------
Jessica Corso of Bankruptcy Law360 reports that U.S. District Judge
Thomas M. Durkin has ruled that the eight banks, which the Federal
Deposit Insurance Corp. (FDIC) had taken over in 2009, could claim
at least some of the $265 million refund that the Internal Revenue
Service issued to FBOP Corporation for the 2004 to 2008 tax years.


The judge however said he was yet unsure how much exactly would be
turned over to FDIC, on behalf of the banks, because it was unclear
how much of the return was due to the either the banks' or the
larger corporation's losses, Law360 cites.

The eight banks in question are Bank USA NA, California National
Bank, Citizens National Bank of Teague, Madisonville State Bank,
North Houston Bank, Pacific National Bank, Park National Bank, and
San Diego National Bank.

The case is Federal Deposit Insurance Corp. v. FBOP Corp. et al.,
case number 1:14-cv-04307, in the U.S. District Court for the
Northern District of Illinois.


FERGUSON CONVALESCENT: Trustee Still Addressing Financial Concerns
------------------------------------------------------------------
Deborah L. Fish, the Patient Care Ombudsman for Ferguson
Convalescent Home, Inc., has filed the ninth report for the period
of January 27, 2017, to May 15, 2017.

The PCO reported that the Debtor has maintained all of its services
and is delivering similar quality care to essentially the same
patient population as it did pre-petition.

The PCO noted that there have not been any significant changes to
the Debtor's nursing staff since the last report and the staffing
ratio continues to meet the required guidelines.

During the visit, the PCO observed that the facility continues to
be well maintained and noted that there were no foul odors anywhere
in the facility.

Based on the Report, the Debtor's administration and staff
confirmed that the Debtor is continuing to receive all of its
necessary supplies for direct patient care. The PCO added that the
Trustee is making payments on a current basis and that there have
been no interruptions in services provided or in medication for any
resident.

Meanwhile, the PCO noted that the Debtor's financial concerns
continue to be addressed by the Trustee and the Trustee has filed a
motion requesting entry of an order authorizing the trustee to sell
the Debtor's operating assets.

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

     http://bankrupt.com/misc/mieb16-30397-285.pdf

               About Ferguson Convalescent

Ferguson Convalescent Home, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Mich. Case No. 16-30397) on Feb. 24, 2016.
The case is pending before the Honorable Daniel S. Opperman. The
Debtor is represented by Martin W. Hable, Esq., in Lapeer, Mich.

On December 13, 2016, Charles J. Taunt was appointed as Chapter 11
trustee.

The Debtor is a privately owned and licensed long-term skilled
nursing facility located at 239 S. Main St., Lapeer, Mich. It
consists of 87 licensed beds, located within a leased facility. The
Debtor had 54 residents and employed nearly 100 full and part-time
employees at the time of the bankruptcy filing.


FIELDPOINT PETROLEUM: Incurs $409K Net Loss in First Quarter
------------------------------------------------------------
FieldPoint Petroleum Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $409,051 on $838,426 of total revenue for the three
months ended March 31, 2017, compared to a net loss of $860,527 on
$584,713 of total revenue for the three months ended March 31,
2016.

As of March 31, 2017, Fieldpoint had $8.59 million in total assets,
$9.86 million in total liabilities and a total stockholders'
deficit of $1.27 million.

As of March 31, 2017, and Dec. 31, 2016, the Company has a working
capital deficit of approximately $6,761,000 and $6,629,000,
respectively, primarily due to the classification of its line of
credit as a current liability.  The line of credit provides for
certain financial covenants and ratios measured quarterly which
include a current ratio, leverage ratio, and interest coverage
ratio requirements.  The Company is out of compliance with all
three ratios as of March 31, 2017, and it does not expect to regain
compliance in 2017.  A Forbearance Agreement was executed in
October 2016.

Citibank is in a first lien position on all the Company's
properties.  The Company is current on all interest payments but
Citibank lowered its borrowing base from $11,000,000 to $5,500,000
on Dec. 1, 2015.  As of March 31, 2017, the Company's loan balance
is $6,478,333 and its borrowing base deficiency is $978,333.


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

                   https://is.gd/e0aWrw

                 About Fieldpoint Petroleum

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

Fieldpoint incurred a net loss of $2.47 million for the year ended
Dec. 31, 2016, compared to a net loss of $10.98 million for the
year ended Dec. 31, 2015.  As of Dec. 31, 2016, Fieldpoint had
$8.76 million in total assets, $9.82 million in total liabilities
and a total stockholders' deficit of $1.05 million.

Hein & Associates LLP, in Dallas, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses, and has a working capital deficit.  This raises substantial
doubt about the Company's ability to continue as a going concern.


FLOUR CITY BAGELS: Hearing on Disclosures Approval Set for June 14
------------------------------------------------------------------
The Hon. Paul R. Warren of the U.S. Bankruptcy Court for the
Western District of New York will hold on June 14, 2017, at 11:00
a.m., a hearing to consider the approval of Flour City Bagels,
LLC's first amended disclosure statement dated May 8, 2017, for the
Debtor's first amended joint plan of reorganization.

Objections to the First Amended Disclosure Statement must be filed
by June 2, 2017, at 4:00 p.m.

The parties' applications of compensation, the motion to use cash
collateral, and the U.S. Trustee's motion to dismiss are adjourned
to June 14, 2017, at 11:00 a.m.

                    About Flour City Bagels

Headquartered in Fairport, New York, Flour City Bagels, LLC,
operates 32 bakeries that serve "New York Style" bagels, coffee,
drinks, soups, salads, sandwiches, fresh fruit, and a variety of
other related items.  In 1993, it opened its commissary in
Rochester, at which it produces bagels for sale at all of its 32
bakeries.  It employs 425 people.

Flour City Bagels sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 16-20213) on March 2,
2016, estimating both assets and debt in the range of $10 million
to $50 million.  Kevin Coyne, the manager, signed the petition.

Judge Paul R. Warren is assigned to the case.

The Debtor is represented by Stephen A. Donato, Esq., and Camille
W. Hill, Esq., at Bond, Schoeneck & King, PLLC, and Harry W.
Greenfield, Esq., Jeffrey Toole, Esq., and Heather E. Heberlein,
Esq., at Buckley King.

The Debtor retained Phoenix Management Services, LLC, as financial
advisor; Phoenix Capital Resources as investment banker; Insero &
Co. CPAs, LLP, as accounting services provider; and Kittel Branagan
& Sargent as tax consultant.

The official committee of unsecured creditors of Flour City Bagels,
LLC, retained Gordorn & Schaal, LLP as local counsel, and Corporate
Recovery Associates, LLC, as business and financial advisor.

No trustee or examiner has been appointed in the case.

On Dec. 20, 2016, a group of creditors led by United Capital
Business Lending Inc. filed their proposed plan of reorganization
for the Debtor.  On the same date, Canal Mezzanine Partners II, LP,
and MRM Real Estate Fund I, LLC, proposed their plan of sale and
subsequent liquidation for the company.


FORESIGHT ENERGY: Reports $111 Million Net Loss for 1st Quarter
---------------------------------------------------------------
Foresight Energy LP filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $111.2 million on $230.4 million of total revenues for the three
months ended March 31, 2017, compared to a net loss of $41.60
million on $166.08 million of total revenues for the three months
ended March 31, 2016.

As of March 31, 2017, Foresight had $2.86 billion in total assets,
$1.86 billion in total liabilities, and $1 billion in total
partners' capital.

The Company's primary cash requirements include, but are not
limited to, working capital needs, capital expenditures, and debt
service costs (interest and principal).  The consummation of the
Restructuring Transactions on March 28, 2017, required the Company
to use more than $100 million of cash; however, the refinancing
substantially extended its debt maturities, provided the Company
with operating liquidity through a $170.0 million Revolving Credit
Facility and refinanced certain high effective interest rates.  As
of March 31, 2017, the Company had $4.2 million of cash on hand, no
borrowings under its Revolving Credit Facility, and available
borrowing capacity under the Revolving Credit Facility (net of
outstanding letters of credit) of $158.5 million.

The New Credit Facilities require the Company to utilize excess
cash flows to prepay outstanding borrowings, subject to certain
exceptions, with:

   * 75% (which percentage will be reduced to 50%, 25% and 0%
     based on satisfaction of specified net secured leverage ratio
     tests) of its annual excess cash flow, as defined under the
     New Credit Facilities;

   * 100% of the net cash proceeds of non-ordinary course asset
     sales and other dispositions of property, in each case
     subject to certain exceptions and customary reinvestment
     rights;

   * 100% of the net cash proceeds of insurance (other than
     insurance proceeds relating to the Deer Run mine), in each
     case subject to certain exceptions and customary reinvestment

     rights; and

   * 100% of the net cash proceeds of any issuance or incurrence
     of debt, other than proceeds from debt permitted under the
     New Credit Facilities.

"Our operations are capital intensive, requiring investments to
expand, maintain or enhance existing operations and to meet
environmental and operational regulations.  Our future capital
spending will be determined by the board of directors of our
general partner.  Our capital requirements at this time consist of
maintenance capital expenditures.  Maintenance capital expenditures
are cash expenditures made to maintain our then-current operating
capacity or net income as they exist at such time as the capital
expenditures are made.  Our maintenance capital expenditures can be
irregular, causing the amount spent to differ materially from
period to period.

"Expansion capital expenditures are cash expenditures made to
increase, over the long-term, our operating capacity or net income
as it exists at such time as the capital expenditures are made.
Expansion capital expenditures have declined significantly since
early-2015 and no significant expansion capital expenditure plans
are currently planned.  Future longwall development and the
associated expansion capital expenditures will be dependent upon
several factors, including permitting, demand, access to capital,
equipment availability and the committed sales position at our
existing mining operations."

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

                    https://is.gd/AM4Oto

                 About Foresight Energy LP

Foresight Energy LP (NYSE: FELP) is engaged in the mining and
marketing of coal from reserves and operations located in the
Illinois Basin.  The Company control 2.1 billion tons of coal
reserves, almost all of which exist in three large, contiguous
blocks of coal: two in central Illinois and one in southern
Illinois.  Its reserves consist principally of over three
contiguous blocks of high heat content (high Btu) thermal coal,
which are used for longwall operations.

Foresight Energy reported a net loss of $178.6 million for the
year ended Dec. 31, 2016, compared with a net loss of $38.68
million
for the year ended Dec. 31, 2015.


FREE GOSPEL: Unsecureds to be Paid in Full Over 84 Months
---------------------------------------------------------
The Free Gospel Church of The Apostles Doctrine and F.G.
Development Corp. filed with the U.S. Bankruptcy Court for the
District of Maryland a disclosure statement dated May 10, 2017,
referring to the Debtors' joint plan of reorganization dated April
14, 2017.

Holders of Class 5 Unsecured Claims will be paid in full over 84
months from the Effective Dates at the rate of interest prescribed
under 28 U.S.C. Section 1961 (presently 1%).  Commencing on the
Effective Date the Allowed Unsecured Claims will receive $867
monthly representing an 84 month distribution on a base of
$79,961.81 at 1.00% interest in full and complete satisfaction of
100% of the face amount of their claims.  

The Church case would remain open and fund the remaining cash
distributions.  The adjoining parking lot property owned by F.G.
will be transferred to the Church case with a transfer of liens
owed upon it, and the purpose of same being to exempt the parking
lot property from P.G. County Taxes as a property upon which
religious services are conducted.  The Plan contemplates sales of
real properties by the Debtor free and clear of liens, claims,
interests and encumbrances, and the sales are to occur through the
Plan so as to obtain the benefits of Section 1146 exemption from
transfer taxes.

The Plan contemplates that the funds from sales of real properties
will be distributed from the title company directly to the claims
at issue in a manner such that no funds will become disbursements
under 28 U.S.C. Section 1930(a)(6), the purpose in such matters
being to avoid payment of U.S. Trustee Fees on exceptional sums
derived from sales of real properties.

The Disclosure Statement is available at:

           http://bankrupt.com/misc/mdb15-18209-199.pdf

As reported by the Troubled Company Reporter on March 11, 2016, The
Free Gospel of the Apostles' Doctrine filed a Chapter 11 Plan of
Reorganization and Disclosure Statement on Dec. 31, 2015.  However
a month later, on Feb. 1, 2016, the Debtor, without stating a
reason, announced that it is withdrawing its bankruptcy-exit plan
and disclosures.

          About The Free Gospel of the Apostles' Doctrine

The Free Gospel of the Apostles' Doctrine, a non-profit, was
founded Feb. 9, 1996, as a Pentecostal denominational church.

Free Gospel is closely connected with F.G. Development Corporation.
F.G. Development guaranteed a loan to SMS Financial XXVI, LLC
("SMS") that was made to and for the benefit of Free Gospel.  After
Free Gospel defaulted on the loan, SMS looked to F.G. Development
for payment.

To stop SMS's collection efforts, The Free Gospel of the Apostles'
Doctrine filed a Chapter 11 bankruptcy petition (Bankr. D. Md. Case
No. 15-18209) on June 9, 2015.  The petition was signed by
Antoinette Green-Snow as executive administrator.  The Debtor
estimated assets of $10 million to $50 million and debts of $1
million to $10 million.  Frank Morris, II, Esq., at Law Office of
Frank Morris II, serves as the Debtor's counsel.

On June 9, 2015, F.G. Development also filed bankruptcy (Case No.
15-18210), estimating $1 million to $10 million in assets.  F.G. is
also represented by the Law Office of Frank Morris II.

Free Gospel and F.G. did not seek joint administration of their
Chapter 11 cases.

Judy A. Robbins, the U.S. Trustee for Region 4, told the U.S.
Bankruptcy Court for the District of Maryland that she has not
appointed creditors to serve on the official committee of
unsecured
creditors in the Chapter 11 Bankruptcy case of The Free Gospel of
the Apostles Doctrine because the number of persons eligible and
willing to serve on the committee is presently insufficient.


FREESTONE RESOURCES: Reports $374,000 Net Loss for Third Quarter
----------------------------------------------------------------
Freestone Resources, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $373,941 on $249,890 of total revenue for the three months ended
March 31, 2017, compared to a net loss of $893,564 on $250,586 of
total revenue for the three months ended March 31, 2016.

For the nine months ended March 31, 2017, the Company recognized a
net loss of $1.14 million on $811,314 of total revenue compared to
a net loss of $1.86 million on $822,124 of total revenue for the
same period a year ago.

As of March  31, 2017, Freestone had $1.79 million in total assets,
$2.71 million in total liabilities and a total deficit of
$920,355.

The Company said it has little cash reserves and liquidity to the
extent it receives it from operations and through the sale of
common stock.

As of May 15, 2017, there is substantial doubt regarding the
Company's ability to continue as a going concern as it has not
generated sufficient cash flows to fund its business operations and
loan commitments.  The Company's future success and viability,
therefore, are dependent upon its ability to generate capital
financing.  According to the Company, the failure to generate
sufficient revenues or raise additional capital may have a material
and adverse effect upon the Company and its shareholders.

Net cash used in operations was $586,251 for the nine months ended
March 31, 2017, compared to net cash used by operations of $647,808
for the nine months ended March31, 2016.  The change was primarily
due to a reduction in non- cash stock issuance expenses in the
current year from $841,500 to $23,750 offset by changes in
operating assets and liabilities.  The cash used in operations was
offset by $240,449 of cash contributions to FDEP by the
non-controlling interest, sale of common stock for proceeds of
$25,000 and $355,567 of proceeds from borrowing.

As of March 31, 2017, the Company has negative equity of $920,355
and negative working capital of $1,325,635.

As of Dec. 31, 2016, Freestone has three employees.

The Company is uncertain of its ability to generate sufficient
liquidity from its operations so the need for additional funding
may be necessary.  The Company said it may sell stock and/or issue
additional debt to raise capital to accelerate its growth.

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

                      https://is.gd/oUr8Np

                 About Freestone Resources, Inc.

Freestone Resources, Inc., a Nevada corporation, is an oil and gas
technology development company that is actively developing and
marketing technologies and solvents designed to benefit various
sectors in the oil and gas industry.  The Company has re-launched
its Petrozene solvent after developing a new and improved formula.
Petrozene is primarily used to dissolve paraffin buildup, and it is
primarily used for pipelines, oil storage tanks, oil sludge build
up, de-emulsification, well treatment, as a corrosion inhibitor and
as a catalyst in opening up formations thereby aiding in oil
production.

Freestone reported a net loss of $2.38 million on $1.10 million of
total revenue for the fiscal year ended June 30, 2016.

Heaton & Company, PLLC, in Farmington, Utah, issued a "going
concern" qualification on the consolidated financial statements for
the year ended June 30, 2016, citing that the Company has not
generated sufficient cash flows to fund its business operations.
These factors raise substantial doubt that the Company will be able
to continue as a going concern.


FULLCIRCLE REGISTRY: Will File Form 10-Q Within Extension Period
----------------------------------------------------------------
FullCircle Registry, Inc. filed with the Securities and Exchange
Commission a Form 12b-25 notifying the delay in the filing of its
quarterly report on Form 10-Q for the period ended March 31, 2017.

The Company was unable to file its Quarterly Report on Form 10-Q
within the prescribed time period due to its difficulty in
completing and obtaining required financial and other information
without unreasonable effort and expense.  The Company expects to
file the Form 10-Q within the time period permitted by this
extension.

                   About FullCircle Registry

Shelbyville, Kentucky-based FullCircle Registry, Inc., targets the
acquisition of small profitable businesses.  FullCircle Registry is
a holding company with three subsidiaries: FullCircle
Entertainment, Inc., FullCircle Insurance Agency, Inc. and
FullCircle Prescription Services, Inc.  Target companies for future
acquisition are those in search of exit plans for the owners and
are intended to continue autonomous operations as current ownership
is phased out over a period of 3-5 years.

FullCircle Registry reported a net loss of $1.073 million on $1.087
million of revenue for the year ended Dec. 31, 2016, compared with
a net loss of $695,700 on $1.142 million of revenue for the year
ended Dec. 31, 2015.

Somerset CPAs, P.C., issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016.
The Company has suffered recurring losses from operations and has
a net capital deficiency that raises substantial doubt about its
ability to continue as a going concern, the auditors noted.


GALLANT CAPITAL: DOJ Watchdog Seeks Trustee Appointment, Dismissal
------------------------------------------------------------------
William K. Harrington, a United States Trustee, asks the U.S.
Bankruptcy Court for the Eastern District of New York to enter an
Order directing the appointment of a Chapter 11 Trustee for Gallant
Capital Markets, LTD or, in the alternative, dismissing the Chapter
11 bankruptcy case.

             About Gallant Capital Markets

Gallant Capital Markets is a foreign exchange broker incorporated
in the British Virgin Islands.  Gallant Capital sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
17-41814) on April 14, 2017.  The petition was signed by Salvatore
Bucellato, CEO. Judge Elizabeth S. Stong is the case judge.

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

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


GAURI-SHANKAR LP: Disclosure Statement Hearing Set for June 15
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
is set to hold a hearing on June 15, at 9:30 a.m., to consider
approval of the disclosure statement, which explains the Chapter 11
plan for Gauri-Shankar, L.P..

The hearing will take place at the U.S. Steel Tower, Courtroom C,
54th Floor, 600 Grant Street, Pittsburgh, Pennsylvania.  Objections
are due by June 8.

                    About Gauri-Shankar L.P.

Gauri-Shankar, L.P. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 16-24066) on October 31,
2016.  The petition was signed by Francisco de Juan, president.  At
the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of less than $500,000.

Judge Thomas P. Agresti presides over the case.  The Debtor is
represented by Carmen D. Conde Torres, Esq., at C. Conde & Assoc.

An official committee of unsecured creditors has not yet been
appointed in the Debtor's case.

On May 4, 2017, the Debtor filed its proposed Chapter 11 plan and
disclosure statement.


GENON ENERGY: S&P Assigns 'CCC+' Rating on $550MM Sr. Sec. Notes
----------------------------------------------------------------
S&P Global Ratings said it assigned its 'CCC+' issue-level rating
to GenOn Energy Inc.'s $550 million senior secured notes due 2022.
The recovery rating is '1', reflecting S&P's expectation of very
high (90%-100%; rounded estimate: 95%) recovery in the event of
default.  The 'CCC-' issuer credit rating on the company is
unchanged.  The outlook is negative.  GenOn is using the proceeds
of the transaction, along with cash on hand, to refinance upcoming
unsecured maturities; S&P continues to expect that the issuer may
have difficulty refinancing 2018 maturities as they come due.

Ratings List

GenOn Energy Inc.
Corporate Credit Rating                     CCC-/Negative/--

New Rating
GenOn Energy Inc.
$550 mil sr sec'd notes due 2022            CCC+
  Recovery Rating                            1(95%)


GILLESPIE OFFICE: Council Claims to Get 100% in 10 Annual Payments
------------------------------------------------------------------
Gillespie Office and Systems Furniture, Inc., filed with the U.S.
Bankruptcy Court for the District of Nevada an amended disclosure
statement to accompany the Debtor's plan of reorganization.

A hearing to consider the confirmation of the Plan will be held on
July 10, 2017, at 9:30 a.m.

Class 4 Council Claims are the claims of Ronni Council, Organized
Karma, LLC, and Alchemy, LLC.  The Debtor disputes these claims,
and will object to them.  The amount of the Council Claims
calculated pursuant to the judgment in the Council Litigation
(including interest to the Petition Date) is $3,736,263, consisting
of $320,000 in actual damages in favor of Ronnie Counsel awarded
jointly and severally against Kathy Gillespie and Debtor, interest
of $36,263.07 on that amount; additional damages of $1,920,000
awarded in favor of Organized Karma, LLC, against Kathy Gillespie
and Debtor; $960,000 awarded in favor of Alchemy LLC jointly and
several against Debtor and Kathy Gillespie; and $500,000 in
punitive damages awarded in favor of Ms. Council and against the
Debtor.  The Debtor and Ms. Gillespie are appealing the judgment.

The Debtor will pay 100% of the principal amount of claims
(including interest to the Petition Date, but not post-petition
interest) awarded via final judgment (and less any amounts
collected from Ms. Gillespie on amounts for which Debtor is jointly
and severally liable) via annual payments in a minimum amount of
10%, with the first payment due within 30 days of the entry of a
final court order (following exhaustion of all appeals) of the
applicable state court determining the amount due.

The Debtor will fund the payments due under the Plan from cash on
hand, the proceeds of the sale of stock, and profits from continued
operations.  Postpetition, the Debtor will continue to employ Ms.
Gillespie as its President and Ms. Gillespie will continue to
manage the business operations of the Debtor, and Ms. Allen will
continue to act as the Treasurer of the Debtor and continue to
manage the financial operations of the Debtor.  The Debtor
anticipates that Ms. Gillespie and Ms. Allen will continue to
receive their current salary and benefits.  Ms. Gillespie and Ms.
Allen will serve as the sole officers and directors of the Debtor.


The Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/nvb16-11943-365.pdf

As reported by the Troubled Company Reporter on March 27, 2017, the
Debtor filed with the Court a disclosure statement dated March 15,
2017, to accompany the Debtor's plan of reorganization.  Holders of
Class 2 General Unsecured Claims -- estimated at $215,000-$385,000,
exclusive of contingent claims -- will be paid 100% of the
principal amount of the claims, without interest, via annual
payments in a minimum amount of 10%, with the first payment due
within 30 days of the later of the Effective Date of the Plan or,
if the claim is contingent or disputed, the date upon which the
claim is finally allowed.

           About Gillespie Office and Systems Furniture

Gillespie Office and Systems Furniture, Inc., does business as A&B
Printing, located at 2908 South Highland Drive, Set. B, Las Vegas,
Nevada.  The Company has been providing printing and mailing
services to customers in Las Vegas since 1979.

Gillespie Office and Systems Furniture filed a Chapter 11
bankruptcy petition (Bankr. D. Nev. Case No. 16-11943) on April 11,
2016.  The petition was signed by Kathleen L. Gillespie, president.
The Debtor estimated assets and liabilities at $500,001 to $1
million at the time of the filing.   

Morris, Polich & Purdy serves as bankruptcy counsel to the Debtor
in place of the law firm of Larson and Zirzow, effective as of June
17, 2016.  Levy Law, LLC serves as special counsel while Holland &
Hart serves as insurance defense litigation counsel to the Debtor.
Serl, Keefer, Welter CPAs, LLP has been tapped as accountant.

No request has been made for the appointment of a trustee or
examiner, and no official committees have been appointed in this
Chapter 11 case.


GLOBAL TECH: Hires Richard Schell-Asad as Special Counsel
---------------------------------------------------------
Global Tech Center Corp., seeks authorization from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ the Law
Offices of Richard Schell-Asad as special counsel.

The Debtor requires Counsel to file an injunction through an
adversary proceeding against creditor Fabrics Technology LLC for
violation of breach of contract and illegal competition under an
existing executory contract.

The Debtor will compensate Counsel at the rate of $200 per hour,
plus reasonable expenses.

Richard Schell-Asad, Esq., at the Law Offices of Richard
Schell-Asad, 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.

Counsel may be reached at:

    Richard Schell-Asad, Esq.
    Law Offices of Richard Schell-Asad
    254 San Jose St. El Mundo Building, Third Floor
    San Juan, PR 00901
    Tel: (787)722-0741
    Fax: (787)724-2563

                About Global Tech Center Corp.

Global Tech Center Corp., filed a Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 17-01588) on March 7, 2017, disclosing
under $1 million in both assets and liabilities.  Maria Soledad
Lozada, Esq., at Lozada Law & Associates, LLC, serves as bankruptcy
counsel.


GROTE MOLEN: Incurs $2.28 Million Net Loss in First Quarter
-----------------------------------------------------------
Grote Molen, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $2.28 million on $28,741 of revenues for the three months ended
March 31, 2017, compared to a net loss of $1.72 million on $2,543
of revenues for the three months ended March 31, 2016.

As of March 31, 2017, Grote Molen had $8.37 million in total
assets, $21.17 million in total liabilities, and a total
stockholders' deficit of $12.80 million.

As March 31, 2017, the Company had total current assets of $2.258
million, including cash of $2.098 million, and current liabilities
of $20.46 million, resulting in working capital deficit of $18.206
million.  The Company's current assets and working capital included
accounts receivable of $3,540 and prepaid expenses of $156,254.

As the Company has worked toward its acquisition and new product
launches, it has primarily financed recent operations, the
development of technologies, and the payment of expenses through
the issuance of its debt, common stock, preferred stock and
warrants.

For the three months ended March 31, 2017, net cash used in
operating activities was $874,290, as a result of the Company's net
loss from continued operations of $1,794,587 and increases in
accounts receivable of $3,540, prepaid expenses of $55,000, and
decreases in deferred revenue of $251, partially offset by non-cash
expenses totaling $132,140, and increases in accounts payable and
accrued expenses of $323,513, accounts payable and accrued expenses
- related party of $63,140, accrued interest of $7,790, accrued
interest - related party of $161,544, wages payable of $246,233,
loss from discontinued operation of $493,664 and cash flows from
discontinued operations of $45,028.

By comparison, for the three months ended March 31, 2016, net cash
used in operating activities was $391,036, as a result of the
Company's net loss of $1,723,370 and increases deferred revenue of
$2,542, partially offset by non-cash expenses of $86,626, decreases
in accounts receivable of $50,000 and prepaid expenses of $91,937,
and increases in accounts payable and accrued expenses of $233,931,
accounts payable -- related party of $38,189, accrued interest of
$435,033, accrued interest -- related party of $157,279 and wages
payable of $241,881.

Cash used in investing activities for the three months ended March
31, 2017, was $140,011 compared to $90,670 for the three months
ended March 31, 2016.  The increase of $49,341 in the current
period is due primarily to an increase in capitalized engineering
costs related to the Company's technology development.

For the three months ended March 31, 2017, net cash provided by
financing activities was $3,055,608, comprised of proceeds from the
sale of common stock of $2,747,572, preferred stock of $275,000 and
subscriptions payable of $20,000, proceeds from short term notes of
$100,000, advances of $40,000 and advances -- related party of
$50,000, partially offset by the repayment of long-term notes of
$122,229 and cash flows from discontinued operations of $54,735.

For the three months ended March 31, 2016, net cash provided by
financing activities was $483,000, comprised of proceeds from the
sale of preferred stock.

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

                       https://is.gd/CiEsDl

                         About Grote Molen

Headquartered in Reno, Nev., Grote Molen, Inc., distributes
electrical and hand operated grain mills and related accessories
for home use.  The Company's products are available in electric and
manual models and are used to grind wheat, rice and other small
grains.  Grote sell its grain mills on a wholesale basis to retail
dealers in all states in the United States.  

Grote Molen reported a net loss of $259,447 on $1.01 million of
total revenues for the year ended Dec. 31, 2016, compared to a net
loss of $52,120 on $1.53 million of total revenues for the year
ended in 2015.

Pritchett, Siler & Hardy, P.C., issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, stating that the Company has incurred losses
and negative cash flows from operations.  These factors raise
substantial doubt about the ability of the Company to continue as a
going concern.


GROW CONDOS: Will File Form 10-Q as Soon as Possible
----------------------------------------------------
Grow Condos, Inc., was unable to file its quarterly report on Form
10-Q for the fiscal quarter ended March 31, 2017, by the prescribed
date of May 15, 2017, without unreasonable effort or expense
because the Company needs additional time to complete certain
disclosures and analyses to be included in the Q3 Report.  The
Company intends to file the Q3 Report as soon as possible.

                     About Grow Condos

Grow Condos, Inc., operates as a real estate purchaser, developer,
and manager of specific use industrial properties in the United
States.  The company provides condo type turn-key grow facilities
to support cannabis growers.  It is also involved in the
development, lease, ownership, and provision of investment sales
opportunities for commercial industrial properties focused in the
cannabis production arena.  The company is based in Eagle Point,
Oregon.

Grow Condos reported a net loss of $1.49 million on $118,533 of
total revenues for the year ended June 30, 2016, compared to a net
loss of $251,338 on $54,998 of total revenues for the year ended
June 30, 2015.

As of Dec. 31, 2016, Grow Condos had $1.64 million in total assets,
$2.54 million in total liabilities and a total shareholders'
deficit of $901,815.

John Scrudato CPA, in Califon, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company operates with an
industry that is illegal under federal law, has yet to achieve
profitable operations, has a significant accumulated deficit and is
dependent on its ability to raise capital from stockholders or
other sources to sustain operations and to ultimately achieve
viable profitable operations.  These factors raise substantial
doubt about the Company's ability to continue as a going concern.



GULFMARK OFFSHORE: Files Chapter 11 Plan & Disclosure Statement
---------------------------------------------------------------
GulfMark Offshore, Inc., filed with the U.S. Bankruptcy Court for
the District of Delaware a Plan of Reorganization and Disclosure
Statement dated May 17, 2017, a free copy of which plan outline is
available at http://bit.ly/2roF0J8

BankruptcyData.com reported that GulfMark's Disclosure Statement
reveals that, "Although the Debtor has not yet obtained committed
exit financing, the Debtor, its advisors, and the advisors for the
Consenting Noteholders have been in advanced negotiations with both
of the Company's secured lending groups regarding the terms under
which the existing lenders are willing to lend to the Company after
the effective date of the Plan.  The Debtor is hopeful that it will
reach a resolution with its existing lenders in the near term.  If
the Debtor is unsuccessful in reaching a resolution with its
existing lender groups on such exit financing terms, it may seek
exit financing from other sources.  The Debtor and its advisors
also continue to explore options to deleverage the Company and
maximize the value of its business.  After the approval of the
applicable Rights Offering Procedures.  The Debtor will launch (a)
a rights offering for New Common Shares and New Noteholder
Warrants.  The combined aggregate amount of proceeds to be received
by the Debtor under the two Rights Offerings will be $125 million.
The Debtor will use proceeds from the Rights Offerings, the
professional fee escrow account (the 'Fee Escrow Account'), and
plus cash on hand to: (i) provide additional liquidity for working
capital and for general corporate purposes; (ii) pay all Allowed
Administrative Expense Claims payable on or after the Effective
Date; (iii) pay in cash in full the DIP Intercompany Facility
Claims; and (iv) fund distributions under the Plan.  The
Restructuring will leave the Debtor's and its indirect and direct
subsidiaries' businesses intact and will substantially deleverage
the Company's capital structure, reducing its unsecured funded debt
from greater than $448.2 million to zero.  This deleveraging will
enhance the Debtor's long-term growth prospects and competitive
position and allow the Debtor to emerge from the Chapter 11 Case as
a stronger, reorganized entity better able to withstand a
challenging market environment facing providers of offshore support
vessels and marine support services to the offshore energy
industry."

                    About Gulfmark Offshore

GulfMark Offshore, Inc. filed for bankruptcy protection (Bankr. D.
Del., Case No. 17-11125) on May 17, 2017.  The petition was signed
by Quintin V. Kneen, president and chief executive officer.

GulfMark Offshore, Inc. provides marine transportation services to
the energy industry through a fleet of offshore support vessels
serving every major offshore energy industry  market in the world.
The Company's business has been impacted by the level of activity
in worldwide offshore oil and natural gas exploration, development
and production, which in turn is influenced by trends in oil and
natural gas prices.

As of March 31, 2017, the Debtor listed total assets of $1.07
billion and total debt of $737,131,000.

Mark D. Collins, Esq., Zachary I. Shapiro, Esq., Brett M. Haywood,
Esq. and Christopher M. De Lillo, Esq., of Richards, Layton &
Finger, P.A., as well as Gary T. Holtzer, Esq., Ronit J. Berkovish,
Esq., and Debora A. Hoehne, Esq., of Weil Gotshal & Manges LLP
serve as counsel to the Debtor.  The Debtor has also tapped Blank
Rome LLP as corporate counsel; Alvarez & Marsal North America, LLC
as financial advisor; Evercore Group L.L.C. as investment banker;
Ernst & Young LLP as restructuring consultant; KPMG US LLP as
auditor and tax consultant; and Prime Clerk LLC as claims and
noticing agent.


GULFMARK OFFSHORE: Seeks OK of Restructuring Support Agreement
--------------------------------------------------------------
BankruptcyData.com reported that GulfMark Offshore filed with the
U.S. Bankruptcy Court a motion for authority to assume a
restructuring support agreement (RSA). The motion explains, "The
terms of the restructuring are reflected in the RSA entered into
between the Debtor and the Consenting Noteholders. The RSA is the
byproduct of extensive, arms'-length negotiations between the
Debtor and the Ad Hoc Group. Through these negotiations the Debtor
obtained the opportunity to pursue a balance sheet restructuring
with the support of key stakeholders as it continues negotiations
with other stakeholders around a value maximizing path forward. In
accordance with the terms of the RSA, the Debtor filed on the
Commencement Date the Plan, which will enable the Debtor to leave
its business intact and substantially de-lever its balance sheet by
eliminating over $440 million in unsecured bond debt, including
principal and accrued interest. The Rights Offerings contemplate
two rights offerings for the Reorganized GulfMark Entity designed
to generate $125 million. Pursuant to the Rights Offerings, holders
of Unsecured Notes Claims will have the right to purchase on the
Effective Date a pro rata share of Subscription Rights to acquire
60.0% of Reorganized GulfMark Equity in the form of the Rights
Offerings Securities. On May 15, 2017, the Debtor entered into the
Backstop Commitment Agreement with certain of the Consenting
Noteholders (collectively, the 'Backstop Parties' or the
'Commitment Parties') to ensure that the Rights Offerings are fully
subscribed. In exchange for their commitment to backstop the Rights
Offerings, the Debtor agreed to pay a non-refundable aggregate
premium in an amount equal to $7,500,000 (representing 6% of the
Rights Offerings) in the form of 3.6% of Reorganized GulfMark
Equity." The Court scheduled a June 16, 2017 hearing to consider
the RSA, with objections due by June 9, 2017.

                    About Gulfmark Offshore

GulfMark Offshore, Inc. filed for bankruptcy protection (Bankr. D.
Del., Case No. 17-11125) on May 17, 2017. The petition was signed
by Quintin V. Kneen, president and chief executive officer.

GulfMark Offshore, Inc. provides marine transportation services to
the energy industry through a fleet of offshore support vessels
serving every major offshore energy industry market in the world.
The Company’s business has been impacted by the level of activity
in worldwide offshore oil and natural gas exploration, development
and production, which in turn is influenced by trends in oil and
natural gas prices.

As of March 31, 2017, the Debtor listed total assets of $1.07
billion and total debt of $737,131,000.

Mark D. Collins, Esq., Zachary I. Shapiro, Esq., Brett M. Haywood,
Esq. and Christopher M. De Lillo, Esq., of Richards, Layton &
Finger, P.A., as well as Gary T. Holtzer, Esq., Ronit J. Berkovish,
Esq., and Debora A. Hoehne, Esq., of Weil Gotshal & Manges LLP
serve as counsel to the Debtor. The Debtor has also tapped Blank
Rome LLP as corporate counsel; Alvarez & Marsal North America, LLC
as financial advisor; Evercore Group L.L.C. as investment banker;
Ernst & Young LLP as restructuring consultant; KPMG US LLP as
auditor and tax consultant; and Prime Clerk LLC as claims and
noticing agent.




GULFMARK OFFSHORE: Taps Prime Clerk as Claims Agent
---------------------------------------------------
GulfMark Offshore, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Delaware to hire Prime Clerk LLC as
claims and noticing agent.

The firm will oversee the distribution of notices and the
processing and docketing of claims filed in the Chapter 11 cases of
GulfMark and its affiliates.

The hourly rates charged by the firm are:

     Analyst                                  $30 - $50
     Technology Consultant                    $35 - $95
     Consultant/Senior Consultant            $70 - $170
     Director                               $175 - $195
     Chief Operating Officer/Executive VP     No charge
     Solicitation Consultant                       $190
     Director of Solicitation                      $220

Prior to their bankruptcy filing, the Debtors provided Prime Clerk
a retainer in the amount of $30,000.  

Michael Frishberg, co-president and chief operating officer of
Prime Clerk, disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.

Prime Clerk can be reached through:

     Michael J. Frishberg
     Prime Clerk LLC
     830 Third Avenue, 9th Floor
     New York, NY 10022
     Phone: (212) 257-5450

The Debtor is represented by:

     Mark D. Collins, Esq.
     Zachary I. Shapiro, Esq.
     Brett M. Haywood, Esq.
     Christopher M. De Lillo, Esq.
     Richards, Layton & Finger, P.A.
     One Rodney Square
     920 North King Street
     Wilmington, DE   19801
     Tel: 302.651.7700
     Fax: 302.651.7701
     Email: collins@RLF.com
     Email: haywood@rlf.com
     Email: shapiro@rlf.com
     Email: delillo@rlf.com
                        
          - and -

     Gary T. Holtzer, Esq.
     Ronit J. Berkovich, Esq.
     Debora A. Hoehne, Esq.
     Weil, Gotshal & Manges LLP
     767 Fifth Avenue
     New York, NY 10153
     Tel: 212.310.8000
     Fax: 212.310.8007
     Email: gary.holtzer@weil.com
     Email: ronit.berkovich@weil.com
     Email: debora.hoehne@weil.com

                     About Gulfmark Offshore

Based in Houston, Texas, GulfMark Offshore, Inc. was incorporated
in 1996.  It provides offshore marine support and transportation
services primarily to companies involved in the offshore
exploration and production of oil and natural gas.  

GulfMark's vessels transport materials, supplies and personnel to
offshore facilities, and also move and position drilling and
production facilities.  The majority of its operations are
conducted in the North Sea, offshore Southeast Asia and offshore
the Americas.  

GulfMark currently operates a fleet of 73 owned or managed offshore
supply vessels, or OSVs, in the following regions: 30 vessels in
the North Sea, 13 vessels offshore Southeast Asia, and 30 vessels
offshore the Americas.  Its fleet is one of the world's youngest,
largest and most geographically balanced, high specification OSV
fleets.  Its owned vessels have an average age of approximately
nine years.

In 2016, GulfMark incurred a net loss of $202.97 million following
a net loss of $215.23 million in 2015.  Its balance sheet at Dec.
31, 2016, showed $1.05 billion in total assets, $604.3 million in
total liabilities and $449.6 million in total stockholders'
equity.

KPMG LLP, in Houston, Texas, issued a "going concern" qualification
in its report on the consolidated financial statements for the year
ended Dec. 31, 2016, noting that GulfMark expects to be in
violation of certain financial covenants which will result in its
debt becoming subject to acceleration, which raises substantial
doubt about its ability to continue as a going
concern.

GulfMark sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Case No. 17-11125) on May 17, 2017.  The petition
was signed by Quintin V. Kneen, president and chief executive
officer.  

The Debtor disclosed $1.07 billion in assets and $737.131 million
in liabilities as of March 31, 2017.  

Richards, Layton & Finger, P.A. and Weil, Gotshal & Manges LLP
represent the Debtor as legal counsel.  The Debtor hired Blank Rome
LLP as corporate counsel; Alvarez & Marsal North America LLC as
financial advisor; Evercore Group LLC as investment banker; Ernst &
Young LLP as restructuring consultant; and KPMG US LLP as auditor
and tax consultant.


GYPC INC: Taps Porter Wright as Legal Counsel
---------------------------------------------
GYPC, Inc. seeks approval from the U.S. Bankruptcy Court for the
Southern District of Ohio to hire legal counsel in connection with
its Chapter 11 case.

The Debtor proposes to hire Porter Wright Morris & Arthur LLP to,
among other things, give legal advice regarding its duties under
the Bankruptcy Code, negotiate with creditors, give advice
regarding any potential sale of its assets, and assist in the
preparation of a plan of reorganization.

The hourly rates charged by the firm range from $300 to $690 for
partners, $245 to $265 for associates, and $190 to $225 for
paralegals.

From March 30, 2016 to March 30, 2017, Porter Wright received
payments from the Debtor totaling $145,892.06 for services rendered
in connection with general corporate representation and preparation
of the case.  The firm received another $250,000 on February 3,
according to court papers.

Walter Reynolds, Esq., at Porter Wright, 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:

     Tami Hart Kirby, Esq.
     Walter Reynolds, Esq.
     Ana P. Crawford, Esq.
     Porter Wright Morris & Arthur LLP
     One South Main Street, Suite 1600
     Dayton, OH 45402
     Tel: (937) 449-6721
     Fax: (937) 449-6820
     Email: tkirby@porterwright.com

                         About GYPC Inc.

Based in Dayton, Ohio, GYPC Inc. designs and operates programs that
motivate employees, dealers, resellers and distributors, helping
increase productivity and profitability, reduce turnover and
promote innovation.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Ohio Case No. 17-31030) on March 30, 2017.  The
petition was signed by Christopher F. Cummings, chairman and CEO.
At the time of the filing, the Debtor estimated its assets at $1
million to $10 million and debts at $50 million to $100 million.  

The case is assigned to Judge Guy R Humphrey.

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


HADSELL CHEMICAL: Defrauded Investors, SEC Claims
-------------------------------------------------
The U.S. Securities and Exchange Commission announced charges
against Hadsell Chemical Processing, LLC, and Robert Walton, Jr.,
its former president, for conducting an unregistered promissory
note offering fraud.

The SEC's complaint, filed in federal court in southern Ohio,
alleges that Mr. Walton and the Debtor made material
misrepresentations to 65 investors in connection with the offer and
sale of approximately $12 million of promissory notes and also
failed to register the notes with the SEC.  According to the
complaint, from approximately April 2012 through October 2015, the
Debtor and Mr. Walton told investors that their investments were
guaranteed, that the Debtor had received multi-million dollar
contracts from customers, and that the Debtor was profitable.  The
complaint alleges that none of these statements were true.  The SEC
also alleges that Mr. Walton created fake purchase orders and
falsified financial statements from the Debtor, which he gave to
investors.

The SEC alleges that, from January through at least August 2015,
Mr. Walton told investors that $1.2 million of their money would be
used to buy part of a business selling topical ointments containing
cannabis.  Mr. Walton allegedly provided only approximately
$300,000 to that business and did not receive any ownership of the
business.  He allegedly used the rest of the money -- $900,000 --
for other business expenses.

According to the complaint, the Debtor still owes approximately
$8.1 million in principal to investors under the promissory notes.

The SEC's complaint charges the Debtor and Mr. Walton with
violating Sections 5(a), 5(c), and 17(a) of the Securities Act of
1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule
10b-5 thereunder.  The SEC seeks injunctions against future
violations and disgorgement of ill-gotten gains from both, and a
civil money penalty against Mr. Walton.

Without admitting or denying the SEC's allegations, Mr. Walton has
consented to the entry of a permanent injunction.  Mr. Walton also
agreed that the amounts of his disgorgement, prejudgment interest
and civil penalties will be determined by the court at a later
date.

The SEC's investigation was conducted by Jamie Davidson and was
supervised by Anne C. McKinley in the Chicago Regional Office.  The
litigation will be led by Jamie Davidson, Anne C. McKinley, and
John Birkenheier.

Hadsell Chemical Processing, LLC, is a chemical processing company
located in Waverly, Ohio.


HAHN HOTELS: Taps Bridgepoint as Financial & Restructuring Advisor
------------------------------------------------------------------
Hahn Hotels of Sulphur Springs, LLC, et al., seek permission from
the U.S. Bankruptcy Court for the Eastern District of Texas to
employ Bridgepoint Consulting, LLC as financial and restructuring
advisor.

The Debtors require Bridgepoint to:

     a. assist the Debtors and their counsel with general matters
related to a restructuring and chapter 11 proceeding;

     b. assist the Debtors with preparation as necessary of any
bankruptcy required reporting, including Monthly Operating Reports,
and Schedules and Statements of Financial Affairs;

     c. review financial information pertaining to the Debtors'
assets, liabilities, cash flows, financial statements, and
projections, with all such information to be timely provided by the
Debtors;

     d. maintain a 13-week cash budget and operating projection;

     e. analyze assets that may be available to provide liquidity;

     f. analyze certain liabilities including payables, leases,
vendor agreements and/or litigation claims;

     g. assist the Debtors and counsel with preparation for
hearings, bank or creditor meetings, and creation of supporting
exhibits;

     h. assist the Debtors with exploring alternative financing, or
a sale of the business or assets, if appropriate;

     i. review financial information exchanged between the Debtors
and their creditors, any regulatory agencies, consultants,
prospective investors or other third parties, as may be necessary
or appropriate;

     j. consult with and obtain input from the Debtors' senior
management;

     k. contact with, and provide information to, representatives
of the Debtors' lenders or key creditors and their professionals,
and other select stakeholders or third-party professionals as shall
be further agreed; and

     l. perform other services as may be agreed upon between the
parties.

Bridgepoint's customary hourly rates are:

          Dawn Ragan                         $450
          Partners/Managing Directors        $350-$495
          Senior Managers                    $275-$350
          Consultants                        $125-$275
          Support Staff                      $60-$100

Ms. Ragan has agreed to discount her current rate to $400/hour. Out
of town travel time, if any, will be charged at half of the normal
hourly rate.

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

Dawn Ragan, a managing director of Bridgepoint Consulting, LLC ,
assured the Court that the firm is a "disinterested person" as the
term in defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.

Bridgepoint can be reached at:

     Dawn Ragan
     Bridgepoint Counsulting, LLC
     325 North St. Paul Street, Suite 2550
     Dallas, TX 75201
     Tel: (214) 580-8440
     E-mail: dragan@bridgepointconsulting.com

                           About Hahn Hotels

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.  La Quinta Inns and Suites provides hotel accommodations for
business and leisure travelers across the United States, Canada,
and Mexico.

Judge Brenda T. Rhoades presides over the cases.  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.

Hahn Investments estimated its assets and liabilities at between
$10 million and $50 million each.  The petitions were signed by
Dante Hahn, president.


HARDROCK HDD: Taps Silverman & Morris as Legal Counsel
------------------------------------------------------
HardRock HDD, Inc. and its affiliates have filed separate
applications seeking approval from the U.S. Bankruptcy Court for
the Eastern District of Michigan to hire legal counsel.

In their applications, the company, Patrick Leasing LLC and Patrick
Horizontal Drilling LLC propose to hire Silverman & Morris PLLC to
give legal advice regarding their duties under the Bankruptcy Code,
and provide other legal services related to their Chapter 11
cases.

The hourly rates charged by the firm are:

     Geoffrey Silverman     $390
     Thomas Morris          $350
     Karin Avery            $310
     Melinda Oviatt         $275

The Debtors have not paid a retainer to Silverman but have agreed
to pay jointly $5,000 per week to be held by the firm in an account
to fund a post-petition retainer.  

Thomas Morris, 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:

     Thomas R. Morris, Esq.
     Silverman & Morris, P.L.L.C.
     30500 Northwestern Hwy., Suite 200
     Farmington Hills, MI 48334
     Tel: (248) 539-1330
     Fax: (248) 539-1355
     Email: morris@silvermanmorris.com

                     About Hardrock HDD Inc.

Hardrock HDD Inc. is a privately-held utility contractor based in
Jackson, Michigan.

Hardrock, Patrick Leasing LLC and Patrick Horizontal Drilling LLC
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
E.D. Mich. Case Nos. 17-46425, 17-46440 and 17-46446) on April 28,
2017.  The petitions were signed by Jeffery Patrick, authorized
agent.

At the time of the filing, Hardrock estimated its assets at $1
million to $10 million while the two other companies estimated
assets of less than $1 million.  Each company estimated its
liabilities at $1 million to $10 million.

Judge Phillip J. Shefferly presides over the cases.


HAVEN CHICAGO: Has Until June 2 to File Plan & Disclosure Statement
-------------------------------------------------------------------
The Hon. Jack Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois has extended, at the behest of Haven
Chicago, LP, the time for the Debtor to file a plan of
reorganization and disclosure statement until June 2, 2017.

As reported by the Troubled Company Reporter on May 3, 2017, the
Debtor asked the Court to extend the time to file its plan and
disclosure statement to June 2, 2017, from May 2, 2017, to avoid
the additional cost and expense of preparing the Plan and
Disclosure Statement that may be opposed and in an attempt to
resolve the document dispute prior to filing the Plan.  The
Debtor's management has been requested by counsel for Sehoy Energy
LP and Dean Ketcham to provide documents and submit examination
under Bankruptcy Rule 2004.  The Debtor has voluntarily responded
to the request and the Debtor's principal, Albert Adriani, agreed
to and has submitted to examination, but there is an ongoing
dispute regarding document production.

A status hearing is set for June 8, 2017.

                    About Haven Chicago LP

Haven Chicago LP sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N. D. Ill. Case No. 16-35506) on Nov. 7,
2016.  The petition was signed by Albert Adriani, manager.  

The case is assigned to Judge Jack B. Schmetterer.

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

Richard G. Larsen, Esq., at Springer Brown, LLC, serves as the
Debtor's bankruptcy counsel.


HAVEN REAL ESTATE: Plan Filing Deadline Extended to June 2
----------------------------------------------------------
The Hon. Jack Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois has extended, at the behest of Haven
Real Estate Focus Fund LP, the time for the Debtor to file a plan
of reorganization and disclosure statement until June 2, 2017.

As reported by the Troubled Company Reporter on May 3, 2017, the
Debtor sought the extension to avoid the additional cost and
expense of preparing the Plan and Disclosure Statement that may be
opposed and in an attempt to resolve the document dispute prior to
filing the Plan.  The Court previously set a deadline of May 2,
2017, to file the Plan and Disclosure Statement.  The Debtor's
management has been requested by counsel for Sehoy Energy LP and
Dean Ketcham to provide documents and submit to examination under
the Bankruptcy Rule 2004.  The Debtor has voluntarily responded to
the request and the Debtor's principal, Albert Adriani, agreed to
and has submitted to examination, but there is an ongoing dispute
regarding document production.

A status hearing is set for June 8, 2017.

                       About Haven Real

Haven Real Estate Focus Fund LP sought protection under Chapter 11
of the Bankruptcy Code (Bankr. N. D. Ill. Case No. 16-35511) on
Nov. 7, 2016.  The petition was signed by Albert Adriani, manager.

The case is assigned to Judge Pamela S. Hollis.  The Debtor hires
Springer Brown, LLC, as legal counsel.

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


HYLAND SOFTWARE: S&P Affirms 'B' CCR on Perceptive Acquisition
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on
Ohio-based Hyland Software Inc.  The outlook is stable.
Hyland has entered a definitive agreement to acquire Perceptive
Software, a leading ECM provider for higher education and health
care for an undisclosed amount.

The acquisition will be funded with a $460 million tack-on to the
first-lien term loan due in 2022, a new $240 million second-lien
term loan due in 2025, and cash on hand.

S&P also affirmed its 'B' issue-level and '3' recovery ratings on
the company's first-lien credit facility, consisting of an upsized
$100 million revolver expiring in 2022 and an upsized $1.2 billion
(from $771 million) first-lien term loan B due in 2022.  The '3'
recovery rating indicates S&P's expectation of meaningful (50%-70%;
rounded estimate: 55%) recovery in the event of default.  In
addition, S&P assigned its 'CCC+' issue-level and '6' recovery
ratings to the company's new $240 million second-lien term loan due
in 2025.  The '6' recovery rating indicates S&P's expectation of
negligible (0%-10%; rounded estimate: 5%) recovery in the event of
a payment default.

"The rating affirmation reflects that Hyland's debt-funded
acquisition of Perceptive will result in temporarily elevated pro
forma leverage in the mid-8x area at transaction close," S&P Global
Ratings credit analyst Andrew Yee.  S&P expects mid-single-digit
percentage revenue growth and the achievement of identified cost
savings targeted for Perceptive will support improved credit
metrics over the next 12 months, including leverage declining to
the high-6x area.  In addition, S&P expects free operating cash
flow (FOCF) to debt to be maintained above 5% over the next 12
months.  S&P views the debt-funded transaction is reflective of the
company's high risk tolerance and private equity sponsor Thoma
Bravo's aggressive financial policies. However, Hyland has
demonstrated its ability to deleverage with strong revenue growth
following a material increase in leverage.  This is evidenced by
its dividend transaction in June 2015, in which the company
increased leverage to the mid-7x area from 5x and subsequently
deleveraged to the mid-5x area in 18 months.  But S&P do not expect
deleveraging to be sustained because Hyland's sponsor owner will
use debt to maximize shareholder returns.

The stable outlook reflects S&P's expectation that Hyland will
maintain its high renewal rates and consistent operating
performance.  S&P expects total revenues will grow in the
mid-single-digit percentage area, and Hyland will achieve its
planned cost savings for Perceptive, leading to leverage declining
to the high 6x area over the next 12 months.


IMAGE MAKERS: Hearing on Plan Confirmation Set for July 11
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Nevada is set to hold
a hearing on July 11, at 9:30 a.m., to consider approval of the
Chapter 11 plan of reorganization for Image Makers Automotive Land
Holdings LLC.

Under the company's latest plan, creditors holding allowed Class 4
unsecured claims will be paid in full by the reorganized company on
the later of (i) the 15th business day after the date on which an
order allowing the claim becomes a final order; or (ii) such other
time as agreed to by the creditor and Image Makers or the
reorganized company.

Class 4 is unimpaired and unsecured creditors are not entitled to
vote to accept or reject the plan, according to the company's
latest disclosure statement filed on May 11.

A copy of the second amended disclosure statement is available for
free at https://is.gd/6FQyx8

The original plan proposed to pay unsecured creditors six months
after its confirmation with simple interest at a rate of 3%, and
treated Class 4 as an impaired class.

                       About Image Makers

Image Makers Automotive Land Holdings, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
16-10761) on February 22, 2016.  The petition was signed by Carlos
Aleman, president.   The Debtor disclosed total assets of $1.34
million and total debts of $1.06 million.

The case is assigned to Judge Laurel E. Davis.  The Debtor is
represented by Zachariah Larson, Esq., at Larson & Zirzow, LLC.

On August 4, 2016, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


J TIMOTHY SHELNUT: Court OK's Bid to Appoint Chapter 11 Trustee
---------------------------------------------------------------
Judge Susan D. Barrett of the U.S. Bankruptcy Court for the
Southern District of Georgia entered an Order directing the
appointment of a Chapter 11 Trustee for J. Timothy Shelnut.

The Order was made pursuant to the April 25, 2017, hearing of the
Creditor, Virginia Pannill's motion for the appointment of a
trustee for the Debtor.

The Order provides that, during the hearing, both the Creditor and
the Debtor have agreed for the appointment of a Chapter 11
Trustee.

The Debtor is represented by:

     C. James McCallar, Jr., Esq.
     MCCALLAR LAW FIRM
     115 W. Oglethorpe Ave.
     Savannah, GA 31401
     Tel.: (912) 234-1215
     Email: mccallar@mccallarlawfirm.com

The Creditor is represented by:

     John B. Long, Esq.
     TUCKER LONG, P.C.
     Augusta, GA 30903

J. Timothy Shelnut, Sr., filed a Chapter 11 petition (Bankr. S.D.
Ga. Case No. 17-40113) on January 24, 2017, and is represented by
C. James McCallar, Jr., Esq., at McCallar Law Firm.


JAYRAM REALTY: Taps SilvermanAcampora as Legal Counsel
------------------------------------------------------
Jayram Realty Corp. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire legal counsel in
connection with its Chapter 11 case.

The Debtor proposes to hire SilvermanAcampora, LLP to, among other
things, give legal advice regarding its duties under the Bankruptcy
Code, represent it in any bankruptcy-related litigation, and assist
in the preparation of a bankruptcy plan.

The hourly rates charged by the firm range from $250 to $695 for
attorneys, and $135 to $210 for paraprofessionals.  The firm
received a retainer in the amount of $10,000 from Joseph Verdi, the
Debtor's president and sole shareholder.

Kenneth Silverman, 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:

     Kenneth Silverman, Esq.
     Brian Powers, Esq.
     SilvermanAcampora, LLP
     100 Jericho Quadrangle, Suite 300
     Jericho, NY 11753
     Phone: (516) 479-6300

                    About Jayram Realty Corp.

Jayram Realty Corp. is a single-asset entity, which owns a real
property located at 55 Hempstead Turnpike, Farmingdale, New York.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 17-71576) on March 17, 2017.  The
petition was signed by Joanne M. Eisenberg.  

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

No committee, trustee or examiner has been appointed.


JOON INSTRUMENTAL: Case Summary & 8 Unsecured Creditors
-------------------------------------------------------
Debtor: Joon Instrumental Music Corp.
        5030 S. Decatur Blvd. #H
        Las Vegas, NV 89118

Business Description: Based in Las Vegas, Nevada, Joon
                      Instrumental is a piano store offering
                      a full line of name-brand digital pianos,
                      like Yamaha, Kurzweil, Roland, Casio, Kawai,
                      Nord, and more.  The Company is also the
                      authorized dealer for many brands of band
                      and orchestra instruments, including:
                      Armstrong, Avanti, Bach, Benge, C.G. Conn,
                      Emerson, King, Galway Spirit Flutes,
                      Glaesel, Henri, Selmer Paris, Holton,
                      Leblanc, Ludwig, Musser, Noblet, Prelude,
                      Scherl & Roth, Selmer, William Lewis & Son,
                      Vito and Yanagisawa.

                      Web site: https://www.erpiano.com

Case No.: 17-12705

Chapter 11 Petition Date: May 21, 2017

Court: United States Bankruptcy Court
       District of Nevada (Las Vegas)

Judge: Hon. August B. Landis

Debtor's Counsel: Bryan Naddafi, Esq.
                  OLYMPIA LAW, P.C.
                  9480 S. Eastern Ave #257  
                  Las Vegas, NV 89123
                  Tel: 702-522-6450
                  Fax: 702-848-5420
                  E-mail: bryan@olympialawpc.com

Estimated Assets: $50,000 to $100,000

Estimated Liabilities: $1 million to $10 million

The petition was signed by Duck Rim, president.

A list of the Debtor's eight largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb17-12705.pdf


JZG RESOURCES: Hires Kurtzman Matera as Attorneys
-------------------------------------------------
JZG Resources, Inc. seeks authorization from the U.S. Bankruptcy
Court for the Southern District of New York to employ Kurtzman
Matera, P.C. as attorneys.

The Debtor requires Kurtzman Matera to:

   (a) give all legal advice with respect to the powers and duties

       of a debtor in possession in the continued operation of its

       business and management of its property;

   (b) take the necessary legal steps to enjoin and stay, until
       the final decree herein, pending actions and proceedings or

       those actions and proceedings hereinafter instituted;

   (c) prepare, on its behalf, all necessary papers including, but

       not limited to, petitions, answers, orders, reports,
       memoranda and all other legal papers necessary in the
       administration of this estate;

   (d) perform all other legal services which may be
       necessary herein; and

   (e) examine claims filed herein in order to establish
       the validity of the claims and the amounts due.

Kurtzman Matera will be paid at these hourly rates:

       Attorney              $525
       Paralegal             $200

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

Kurtzman Matera was paid a retainer of$25,000 plus the filing fee.

Rosemarie E. Matera, attorney of Kurtzman Matera, 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.

Kurtzman Matera can be reached at:

       Rosemarie E. Matera, Esq.
       KURTZMAN MATERA, PC
       664 Chestnut Ridge Road
       Spring Valley, NY 10977
       Tel: (845) 352-8800
       Fax: (845) 352-8865
       E-mail: law@kmpclaw.com

JZG Resources Inc. operates as a real estate development company in
Armonk, New York.  JZG Resources provides property management, real
estate development, leasing and construction services.

The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 17-22657) on April 28, 2017, listing $1.01
million in total assets and $19.92 million in total liabilities.
The petition was signed by Jerome Z. Ginsburg, president.

Judge Robert D. Drain presides over the case.

Rosemarie E. Matera, at Kurtzman Matera, PC, serves as the Debtor's
bankruptcy counsel.

A list of the Debtor's three unsecured creditors is available for
free at http://bankrupt.com/misc/nysb17-22657.pdf


KATY INDUSTRIES: Gets Interim Court Approval on $7.5M Financing
---------------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court issued
an interim order approving Katy Industries' D.I.P. financing
motion. As previously reported, "The DIP Facility is a secured,
superpriority, debtor in possession, new money, non-amortizing,
multiple draw term loan facility in the aggregate principal amount
of $7,500,000. Loans under the DIP Facility shall be available in
up to four installments, subject to the applicable conditions to
borrowing thereunder. Upon the entry of the Interim DIP Order and
the closing of the DIP Facility on the closing date, subject to
satisfaction of the applicable conditions to borrowing thereunder,
up to $4,500,000 of the Commitment shall be made available by the
DIP Lender pursuant to the Initial DIP Budget, subject to Permitted
Variances. Upon the entry of the Final DIP Order, subject to the
applicable conditions to borrowing thereunder, the balance of the
Commitment shall be made available in up to three installments
pursuant to the DIP Budget then in effect."

               About Kay Industries

Katy Industries, Inc. -- http://www.katyindustries.com/-- a  
publicly traded Delaware corporation, and its wholly-owned direct
and indirect subsidiaries ("Company"), were organized as a Delaware
corporation in 1967.  The Company is a well-known manufacturer,
importer, and distributor of commercial cleaning and consumer
storage products as well as a contract manufacturer of structural
foam products.  It distributes its products across the United
States and Canada.  It is best known for such brands as
Continental(R), Huskee(R), Color Guard(R), Wilen(R), Muscle Mop(R),
Contico(R), Tuffbin(R), and SilverWolf(R), among many others.  

The Company operates three manufacturing facilities located in
Jefferson City, Missouri, Tiffin, Ohio, and Fort Wayne, Indiana,
with its corporate headquarters located in St. Louis, Missouri.  It
currently employs approximately 300 employees, and supplements its
workforce with a significant number of additional labor employed
through third parties.

The Company boasts a broad and loyal customer base with over 1,500
customers encompassing stable industry leaders, providing the
Company with a sustainable platform of consumable products and a
recurring revenue source.  In the fiscal year 2016, it generated
revenues of approximately $107.9 million across its various
business units.  

Katy Industries, Inc., and its affiliates filed a voluntary
petition for relief under the Bankruptcy Code (Bankr. D. Del. Case
No. 17-11101) on May 14, 2017.  The petitions were signed by
Lawrence Perkins, chief restructuring officer.

Katy Industries disclosed assets at $821,321 and liabilities at
$58,421,346.

The Debtors tapped Stuart M. Brown, Esq., at DLA Piper LLP (US) as
counsel.


KDA GROUP: Priority Tax Claims to be Paid in Full Over 3 Years
--------------------------------------------------------------
KDA Group, Inc., filed with the U.S. Bankruptcy Court for the
Western District of Pennsylvania a second amended disclosure
statement to accompany amended liquidating plan dated May 10, 2017,
to amend the treatment of Class 2 Priority Tax Claims and to
identify all executory contracts that are to be assumed or assumed
and assigned under the Plan.

Class 2 Priority Tax Claims, to the extent that there are any tax
claims, will be paid their allowed claims in full over 3 years
after payment to Class 1.  The Second Amended Disclosure Statement
adds that the penalty portion of any Class 2 claimant's claim will
be paid on a pro rata basis in Class 4 provided the claimant has
filed a claim and the penalties are allowed.

This plan will be funded by the collection of the accounts
receivable and a 25% portion of the payment stream from the sale of
the Debtor's clients to YPM, Inc.  The Debtor anticipates a revenue
stream from YPM of approximately $17,500 per year for four years,
totaling $70,000.  This amount represents 25% of the estimated
remaining YPM receivable.  These funds will be used to pay allowed
claims.

The Debtor will also attempt to collect delinquent accounts
receivable.  The outstanding accounts receivable are approximately
$314,471.94.  Any amounts recovered from the accounts receivable
will be used to pay claims and increase the dividend to creditors.
The Debtor has a note in the amount of $250,000 to Joy from Within,
Inc Joy From Within, LLC.  Joy From Within, LLC, used this note to
purchase a corporation.  Joy From Within, LLC, believes that it was
defrauded in that sale and is pursuing legal action against the
seller.  If Joy From Within, LLC, does not recover from the seller,
there will be no funds available for the Debtor.  Any funds that
are collected from this note will be used to pay claims and
increase the dividend to creditors.

Excluding the Joy From Within amount, the assets are estimated to
total $621,638.55 if they are fully collected.  After satisfaction
of Class 1 (Administrative), Class 2 (Priority Tax Claims) and
Class 3 (Secured Claims), there could be up to approximately
$379,967.10 available for distribution to Class 4 general unsecured
creditors.

The Plan constitutes a compromise of protracted litigation with one
of the Debtor's vendors, YP.  The Plan settles that litigation and
avoids the Debtor incurring any further legal fees to resolve the
litigation.  YP asserted a first priority security interest in all
of the Debtor's accounts including accounts receivable.

The Debtor disputed the security interest.  The Debtor's accounts
receivable have a book value of $314,471.94, the Joy From Within
receivable if fully collected has a value of $250,000, and the
Debtor estimates the remaining value of the YPM Receivable is
$280,000.  These three amounts total $844,471.94.

YP and the Debtor agreed to settle and resolve the litigation by
allowing YP's claim in the amount of $6,350,502.45, YP retaining
its liens, allocating 75% of the gross amount of the remaining YPM
Receivable to YP's secured claim (Debtor estimates this value at
$210,000), YP retaining a deficiency claim in the Class 4 general
unsecured claim pool, and agreeing to resolve the underlying
litigation with mutual releases.

The Second Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/pawb16-21821-153.pdf

As reported by the Troubled Company Reporter on March 13, 2017, the
Debtor filed with the Court an amended disclosure statement to
accompany the amended liquidating plan dated Feb. 27, 2017, stating
that the Debtor will be liquidating its assets.  The Debtor
anticipates funds over the next 36 months from the sale of its
clients.  The Debtor will also attempt to collect its delinquent
accounts receivable to fund the Plan.

                        KDA Group, Inc.

Headquartered in Pittsburgh, Pennsylvania, KDA Group, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No.
16-21821) on May 12, 2016, estimating its assets at between
$100,000 and $500,000 and liabilities at between $10 million and
$50 million.  The petition was signed by Nicholas D. E. Barran,
authorized representative.

Judge Gregory L. Taddonio presides over the case.

Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the
Debtor's bankruptcy counsel.

The Troubled Company Reporter, on July 1, 2016, reported that the
Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in
the Chapter 11 case of KDA Group, Inc.


KERSEY-BORAH: Taps Scroggins & Williamson as Legal Counsel
----------------------------------------------------------
Kersey-Borah Properties, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of Georgia to hire legal
counsel in connection with its Chapter 11 case.

The Debtor proposes to hire Scroggins & Williamson, P.C. to, among
other things, give legal advice regarding its duties under the
Bankruptcy Code, conduct examinations, and assist in the
preparation of a bankruptcy plan or any potential sale of its
assets.

The hourly rates charged by the firm range from $195 to $450 for
attorneys, and $75 to $150 for paralegals.  Scroggins currently
holds $23,308.76 as retainer.

J. Hayden Kepner, Jr., Esq., disclosed in a court filing that his
firm is "disinterested" as defined in section 101(14) of the
Bankruptcy Code.

The firm can be reached through:

     J. Robert Williamson, Esq.
     J. Hayden Kepner, Jr., Esq.
     Scroggins & Williamson, P.C.
     One Riverside
     4401 Northside Parkway, Suite 450
     Atlanta, GA 30327
     Tel: (404) 893-3880
     Fax: (404) 893-3886
     Email: rwilliamson@swlawfirm.com
     Email: hkepner@swlawfirm.com

                  About Kersey-Borah Properties

Kersey-Borah Properties Inc., a domestic profit corporation based
in Byron, Georgia, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Ga. Case No. 17-50941) on May 1, 2017.
Bernerd Frank Borah, CFO, signed the petition.  

At the time of the filing, the Debtor estimated its assets at $10
million to $50 million and debts at $1 million to $10 million.  

Judge James P. Smith presides over the case.


LAND O' LAKES: Fitch Affirms BB Preferred Stock Rating
------------------------------------------------------
Fitch Ratings issued a correction of a press release on Land
O'Lakes Inc. published on May 19, 2017.  It corrects the rating of
Land O' Lakes, Inc.'s preferred stock.

The revised release is as follows:

Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) of Land O' Lakes, Inc. (LOL). The Rating Outlook is Stable.

KEY RATING DRIVERS

Significant Scale, Strong Brands

LOL's ratings reflect its significant scale as the second largest
U.S. agricultural cooperative (co-op) and leading market shares
within the categories in which it competes. LOL, with sales of
approximately $13 billion, has expanded both organically and
through mergers, acquisitions and joint ventures. The co-op's
lengthy history since 1921, long-term relationships with its
grower/owners, as well as strong brands including Land O' Lakes,
Purina Animal Nutrition, and WinField Solutions, support the
ratings. Dairy members supply LOL's Dairy segment with milk, cream,
cheese and butter. Ag Services members purchase agricultural
products, primarily feed, seed and crop protection products.

Diversified Operations

LOL's operations are more diversified versus its agricultural
peers. In 2015, LOL acquired United Suppliers Inc. (United) in a
two-step merger process that has increased LOL's scale and exposure
to the more profitable Crop Inputs segment. After merging United's
seed and crop protection business in October 2015, the second phase
merges United's remaining crop nutrient operations and is expected
to complete in October 2017. For 2016, Dairy Foods, Feed, and Crop
Inputs accounted for 27%, 27% and 45% of EBITDA respectively.
Additionally, EBIT margins were 1.8%, 2.4% and 3.9% for the
respective segments. Fitch expects once United's crop nutrients
business is merged, the Crop Inputs segment will generate close to
50% of LOL's overall EBITDA for 2018.

Low-Margin Business

LOL's competitive market positioning is balanced against its
exposure to volatile commodity products with low single-digit
EBITDA margins. Consolidated EBITDA margin was 4.3% in 2016
compared to 3.8% in 2015 driven by margin increases in the Dairy
and Feed segments. Fitch's forecast has margins increasing modestly
in 2017 from improved mix and cost initiatives. LOL generated in
excess of $50 million in synergy benefits from the United Suppliers
merger with the majority of the savings reinvested back into the
business. LOL expects to realize an additional $50 million in
synergy cost savings phased in over the next two years related to
supply chain and back office initiatives.

Retained Earnings, Board Policies Provide Flexibility

Co-ops generally distribute the majority of their earnings back to
members, which can constrain financial flexibility resulting in low
free cash flow (FCF) generation. LOL's board has a current cash
target for distribution of 60% of prior year's net earnings with
the remainder retained by the company as either permanent or member
equity. The 60% target was adopted by LOL's board in 2005 to more
adequately align the total cash revolvements for members to
operating performance in earnings. However, LOL has multiple levers
it can pull to retain additional earnings by adjusting co-op
policies that provide flexibility to acquire and maintain adequate
capital with which to fund strategic business initiatives.

LOL retains permanent equity through both its non-member business
earnings (i.e. Eggland's Best) and LOL's by-laws that allow the
company to retain up to 25% of earnings from its member business
with no revolvement requirements. The current holdback percentages
for the dairy and the agriculture business are both 10%. The
holdback percentage and cash target for distribution is subject to
annual board review. LOL could also reduce the cash pay-out target
to less than 60% although Fitch believes this would be a less
likely option. Lastly, LOL can increase the amount of equity a
member must retain in either the dairy or agricultural services
co-op. This is evidenced by LOL's plan to increase the equity
target investment rate for the dairy operations to $3.75 per
hundred pounds of milk in 2018 from $2.75 to increase equity for
future dairy M&A investment initiatives.

Thus, Fitch believes this 60% target affords LOL sufficient
flexibility to maintain adequate capital to finance its business
and maintain sufficient permanent equity. Fitch treats the cash
patronage pay-out as a dividend in its analysis. On an annual
basis, the board of directors, at their discretion, will establish
the total allowable payments for the current year cash to members,
including cash patronage, age and estate payments, and equity
revolvements for both the Dairy Foods and Ag Services members.

Credit Enhancements Exist

LOL's debt agreements contain credit enhancing restrictions that
subordinate the majority of patronage payments to debt payments
with an allowed 20% cash patronage distribution to preserve the
co-op's tax status. LOL's effective income tax rate is
substantially lower than the statutory federal and state income tax
rates as a result of the tax deductibility of qualified patronage
distributions made from net income.

Relatively Stable Credit Metrics Expected

For 2016, LOL's leverage (total debt/EBITDA) was 2.5x, total
adjusted debt/EBITDAR was 3.1x and operating EBITDA/gross interest
expense was 8.1x. Leverage increased to approximately 3.5x at the
end of the first quarter 2017 due primarily to working-capital
build and the $94 million acquisition of Vermont Creamery. For
2017, Fitch expects total debt/EBITDA will increase modestly from
2016 levels to the range of 2.7x to 2.8x.

Over the longer term, Fitch expects LOL's leverage to be relatively
stable in the mid-2x range. LOL's rent expense is significant,
approximately $125 million annually. However, more than 40%
consists of inventory storage fees for its dairy and crop inputs
business that are very short-term and cancellable at any time.
Thus, Fitch views the storage expense as a variable operating cost
and adjusts lease expense accordingly. Fitch expects LOL will
continue to explore value-added bolt-on M&A opportunities similar
in size to the Vermont Creamery acquisition.

KEY ASSUMPTIONS

Fitch's key assumptions within Fitch ratings case for the issuer
over the 2017 to 2018 timeframe include:

-- Revenue growth in the mid-single digits in 2017, increasing to

    the low double-digit teens in 2018 due to the United Suppliers

    acquisition closing in late 2017 and volume growth across core

    categories;
-- EBITDA increasing over the forecast period in 2017 to the $625

    million range and the low-$700 million range in 2018 supported

    by M&A, mix, and margin improvements;
-- Capital spending in the mid-$300 million range;
-- Fitch assumes roughly $100 million in annual M&A transactions;
-- FCF moderately negative in 2017 before turning modestly
    positive in 2018;
-- Total cash payments to members is expected to be in excess of
    $200 million for revolvement, cash patronage, and estates and
    age retirements in 2017, declining materially in 2018;
-- Total debt/EBITDA relatively stable over forecast period in
    the mid-2x range. For 2017, Fitch expects leverage of
    approximately 2.7x to 2.8x.

RATING SENSITIVITIES

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

-- Sustained weakness or operating profit declines in at least
    one of LOL's key business segments;
-- Leverage (total debt/EBITDA) sustained in excess of 3x;
-- FCF (cash flow from operations less capex and dividends) after

    patronage dividends remains negative for multiple years;
-- A Board commitment to a higher cash patronage payout that
    creates a sustained FCF deficit.

Positive: Fitch does not expect a positive rating action in the
near term due to the low growth and low-margin structure of its
business segments. However, future developments that may,
individually or collectively, lead to a positive action include:

-- LOL diversifies its portfolio towards higher growth and
    higher-margin categories;
-- Leverage is sustained below 2x;
-- LOL consistently generates positive FCF.

Liquidity and Capital Structure

LOL's liquidity is sufficient at approximately $492 million as of
March 31, 2017. Liquidity includes $51 million cash and cash
equivalents, which varies seasonally, $381 million available on its
$575 million senior unsecured revolver, and $60 million available
on its $700 million receivables facility. Net proceeds from the
recent offering of $250 million preferred stock was used to pay
down outstanding balances under LOL's revolving credit facility,
receivables securitization facility, and for working capital and
general corporate purposes. Seasonal working capital needs are
highest during the first and early fourth quarters and
trough-to-peak liquidity can vary in the range of approximately
$600 million to $800 million with timing of payments also affecting
working capital swings. Consequently, FCF can be volatlile given
the commodity-oriented nature of its business. Fitch forecasts a
moderately negative FCF deficit for 2017 driven in part by working
capital usage from inventories. Total cash payments to members are
expected to be in excess of $200 million for revolvement, cash
patronage, and estates and age retirements.

LOL's capital structure consists of a $575 million unsecured credit
facility due March 2020, $150 million senior unsecured term loan
due August 2021, $170 million in senior unsecured private placement
notes due 2018 through 2021, $300 million unsecured notes due
August 2022, $200 million term loan due 2027 and a $700 million
receivables securitization facility due March 2020. There are also
$200 million junior subordinated capital securities due in March
2028 at Land O' Lakes Capital Trust I and $565 million of preferred
stock at LOL. The preferred stock ranks junior to the senior debt
and capital securities. Fitch grants 50% equity credit to LOL's
preferred shares after considering the junior ranking, perpetuity,
the option to defer dividends, and the cumulative coupon deferral.
On or after April 4, 2027, the preferred stock will be redeemable
at the option of the company.

The term loans, revolving credit facility and private placement
notes become secured on a pari passu basis in the event LOL does
not maintain an investment-grade rating. In October 2015, LOL
requested and was granted a release of security of substantially
all of the material assets of LOL and its wholly owned domestic
subsidiaries for the revolving credit facility, term loans and
private placement notes. The release of security is conditional
based on maintaining investment-grade ratings from two nationally
recognized rating agencies.

FULL LIST OF RATING ACTIONS

Fitch affirms the ratings for LOL and its subsidiary, Land O'Lakes
Capital Trust as follows:

LOL
-- Long-Term Issuer Default Rating (IDR) at 'BBB-';
-- Senior unsecured credit facility at 'BBB-';
-- Senior unsecured term loan at 'BBB-';
-- Senior unsecured private placement notes at 'BBB-';
-- Senior unsecured notes at 'BBB-';
-- Preferred stock at 'BB'.

Land O' Lakes Capital Trust I
-- Jr. subordinated capital securities at 'BB+.'


LE-NATURE INC: Court Snubs Ex-CEO's Bid to Evade 2011 Agreement
---------------------------------------------------------------
Bonnie Eslinger, writing for Bankruptcy Law360, reports that the
Third Circuit rebuffed another attempt by Gregory Podlucky, former
CEO of Le-Nature's Inc., to be released from a 2011 plea agreement
he struck with the government that resulted in a 20-year prison
sentence for his role in a $668 million accounting fraud.

Mr. Podlucky, Law360 relates, had fought charges that he
orchestrated the massive fraud at the Company, falsifying the
Company's financials and bankrolling a lavish lifestyle.  

                    About Le-Nature's Inc.

Headquartered in Latrobe, Pennsylvania, Le-Nature's Inc. --
http://www.le-natures.com/-- made bottled waters, teas, juices    
and nutritional drinks.  Its brands included Kettle Brewed Ice
Teas, Dazzler fruit juice drinks and lemonade, and AquaAde
vitamin-enriched water.

On Oct. 27, 2006, the Delaware Chancery Court appointed Kroll
Zolfo Cooper, Inc., as custodian of Le-Nature's, placing it in
charge of management and operations.  Within several days, Kroll
uncovered massive fraud at Le-Nature's.  On Nov. 1, 2006, Steven
G. Panagos, a Kroll managing director, filed an affidavit with the
Delaware Chancery Court setting forth the evidence of the
financial fraud he had discovered at Le-Nature's.

Four unsecured creditors of Le-Nature's filed an involuntary
Chapter 7 petition against the Company (Bankr. W.D. Pa. Case No.
06-25454) on Nov. 1, 2006.  Kroll converted the proceedings from
Chapter 7 to Chapter 11.

On Nov. 6, 2006, two of Le-Nature's subsidiaries, Le-Nature's
Holdings Inc., and Tea Systems International Inc., filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code.

The Debtors' cases were jointly administered.  The Debtors'
schedules filed with the Court showed $40 million in total assets
and $450 million in total liabilities.

Douglas Anthony Campbell, Esq., Ronald B. Roteman, Esq., and
Stanley Edward Levine, Esq., at Campbell & Levine, LLC,
represented the Debtors in their restructuring efforts.  The Court
appointed R. Todd Neilson as Chapter 11 Trustee.  Dean Z. Ziehl,
Esq., Richard M. Pachulski, Esq., Stan Goldich, Esq., Ilan D.
Scharf, Esq., and Debra Grassgreen, Esq., at Pachulski, Stang,
Ziehl, Young, Jones & Weintraub LLP, represented the Chapter 11
Trustee.  David K. Rudov, Esq., at Rudov & Stein, and S. Jason
Teele, Esq., and Thomas A. Pitta, Esq., at Lowenstein Sandler PC,
represented the Official Committee of Unsecured Creditors.  Edward
S. Weisfelner, Esq., Robert J. Stark, Esq., and Andrew Dash, Esq.,
at Brown Rudnick Berlack Israels LLP, and James G. McLean, Esq., at
Manion McDonough & Lucas, represented the Ad Hoc Committee of
Secured Lenders.  Thomas Moers Mayer, Esq., and Matthew J.
Williams, Esq. at Kramer Levin Naftalis & Frankel LLP, represented
the Ad Hoc Committee of Senior Subordinated Noteholders.

On July 8, 2008, the Bankruptcy Court issued an order confirming
the liquidation plan for Le-Nature's.


LIGHTBRIDGE CORP: Anticipateds Losses Raise Going Concern Doubt
---------------------------------------------------------------
Lightbridge Corporation filed with the U.S. Securities and Exchange
Commission its quarterly report on Form 10-Q, disclosing a net loss
of $1.74 million on $135,485 of consulting revenue for the
three-months ended March 31, 2017, compared to a net loss of
$334,705 on $166,546 of consulting revenue for the same period in
2016.

The Company's balance sheet at March 31, 2017, showed $8.13 million
in total assets, $1.16 million in total liabilities, and a total
stockholders' equity of $6.98 million.

The Company has incurred recurring losses since inception and
expects to continue to incur losses as a result of costs and
expenses related to the Company's research and continued
development of its nuclear fuel and its corporate general and
administrative expenses.  At March 31, 2017, the Company had $5.3
million in cash and restricted cash.  The Company has expended
substantial funds on the research and development of its fuel
technology and expects to increase spending on research and
development expenditures if the Company is able to execute on a
potential joint venture with AREVA NP.  The Company's net losses
incurred for the three months ended March 31, 2017 amounted to
$(1.7) million and working capital was approximately $4.9 million
at March 31, 2017.  As a result, there is substantial doubt about
the Company's ability to continue as a going concern.  

A copy of the Form 10-Q is available at:

                       http://bit.ly/2r9q9lZ

Lightbridge Corporation is a nuclear fuel technology company.  The
Company participates in the nuclear power industry in the United
States and internationally.  Its segments include nuclear fuel
technology business and nuclear energy consulting business.  The
nuclear fuel technology business develops next generation nuclear
fuel technology that increases the power output of commercial
reactors; generates nuclear energy and the amount of nuclear waste
on a per-megawatt-hour basis, and enhances reactor safety and the
proliferation resistance of spent fuel.  The nuclear energy
consulting business segment provides nuclear power consulting and
strategic advisory services to commercial and governmental entities
across the world.


LOUISIANA MEDICAL: Sale of All Assets for $22M Approved
-------------------------------------------------------
Judge of the U.S. Bankruptcy Court for the Eastern District of
Louisiana authorized the sale by LMCHH PCP, LLC and Louisiana
Medical Center and Heart Hospital, LLC of substantially all assets
to Stirling Medical Lacombe, L.L.C. for $22,035,000.

A Sale Hearing was conducted on April 13, 2017.

Stirling submitted the highest and best purchase price for the
Property in accordance with the bid procedures previously approved
by the Court, totaling $22,035,000.

The Debtors are authorized and empowered to enter into the Proposed
PSA and the Proposed PSA is approved.  The Court further ordered
that all amounts payable (or reserved) by or on behalf of the
Debtors under the Proposed PSA or in connection with the Sale
Approval Order will be payable or reserved (as applicable) without
the need for any application therefor or a further order of the
Court.  The Debtors will be authorized to make all payments and
fund all reserves as provided for in the Proposed Sources and Uses
at Closing unless the Committee objects to any such payments or the
funding of any such reserves.  If the Committee objects to a
payment or reserve proposed to be made in the Proposed Sources and
Uses, the Debtors will not make a Disputed Payment unless approved
by the Court.

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

Without limiting the foregoing, the Debtors will pay or reserve (as
applicable) from the proceeds of the Sale (i) subject to the MidCap
Payoff Amount, which will be payable to MidCap Funding IV Trust, or
the MidCap Reserve, which will thereafter be distributed as set
forth; (ii) the amounts necessary to satisfy the claim of MedCare
Investment Fund V, L.P. ("DIP Lender") owing in respect of the DIP
Loan Agreement; (iii) the amounts necessary to establish a fully
funded reserve for the Centers for Medicare & Medicaid Services as
set forth in the Final DIP Loan and Cash Collateral Order; and (iv)
the tax claims asserted by St. Tammany Parish against real and
movable property; and may pay (v) the allowed claim of any other
creditor secured by an interest in the Property being sold.

If an allowed claim secured by a Lien is not satisfied at Closing,
the Lien (if any) of such claim will attach to the proceeds and
consideration payable to or at any time received by the Debtors
under the Proposed PSA in their same lawful rank and priority,
subject to any and all defenses, claims and/or counterclaims or
setoffs that may exist.

No later than 14 days prior to the expiration of the Committee
Review Period, MidCap will provide Debtors and the Committee with
the amount and an explanation of the calculation thereof which
MidCap in good faith asserts is due and owing under the MidCap loan
documents as of such date, plus a reserve for any future interest,
fees, and expenses that MidCap in good faith asserts will continue
to accrue under the loan documents until such time as MidCap is
paid in full ("MidCap Payoff Amount").  All of MidCap's Liens will
attach to the MidCap Reserve with the same lawful rank and
priority, subject, however, to any timely Challenge filed by the
Committee.

The Debtors and the Stalking Horse, and each of their respective
officers, employees and agents, are authorized to take such actions
necessary and appropriate to implement the Proposed PSA and to
close the transactions contemplated thereby without the necessity
of a further order of the Court as provided by the Proposed PSA,
including, but not limited to, the assumption and assignment of the
Assumed Contracts, all in accordance with the terms of the Proposed
PSA.

As provided by Bankruptcy Rules 6004(h) and 6006(d), the Sale
Approval Order will not be stayed for 14 days after its entry, and
will be effective immediately upon entry, and the Debtors and the
Stalking Horse are authorized to close the Sale Transition
immediately upon entry of the Sale Approval Order.

A full-text copy of the Sale Approval Order is available for free
at:

     http://bankrupt.com/misc/LMCHH_PCP_377_Order.pdf

                   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. The cases have been assigned to the Hon. Judge Laurie Selber
Silverstein.

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.


MARKETS & FUN: Wants Exclusive Plan Filing Extended to Aug. 1
-------------------------------------------------------------
Markets & Fun, LLC, asks the U.S. Bankruptcy Court for the District
of Puerto Rico for an additional extension of time, until Aug. 1,
2017, of the exclusivity period to submit its Disclosure Statement
and Plan of Reorganization.  The Debtor also requests that the
deadline to procure votes for the plan be extended for a term of 60
days after the court approves the Disclosure Statement.

The Debtor explains that due to the need to reconcile all timely
filed claims and conclude negotiations with creditors, it is not in
a position, at this juncture, to file its Disclosure Statement and
Plan of Reorganization.

On April 3, 2017, the Debtor filed a motion to extend the
exclusivity period to file its disclosure statement and plan of
reorganization and to secure the votes to confirm the plan, citing
the same reasons.

On April 5, 2017, the exclusivity period to file its Disclosure
Statement and Plan of Reorganization was extended to May 25.

The Debtor says it has moved forward in its reorganization process
and is in compliance with all of its duties under the Bankruptcy
Code and the Guidelines of the U.S. Trustee.  The Debtor attended
the meeting of creditors, which was held and closed, and appeared
at the status conference.

However, the Debtor says it is still in the process of conducting
negotiations with key creditors that are necessary in order to
propose the plan.

The Debtor says that it is indispensable for it to be able to
reconcile all claims in order to propose a complete, viable and
effective plan that account for all claims.

Markets & Fun, LLC, filed a Chapter 11 petition (Bankr. D.P.R.
Case No. 16-08010) on October 5, 2016, and is represented by Myrna
L Ruiz Olmo, Esq., at MRO Attorneys at Law, LLC.


MARSH SUPERMARKETS: Taps Peter J. Solomon as Investment Banker
--------------------------------------------------------------
Marsh Supermarkets Holding, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Peter J.
Solomon Company as its investment banking advisor.

The firm will provide these services to the company and its
affiliates in connection with their Chapter 11 cases:

     (a) assist the Debtors in evaluating their business and
         financial performance and long-term strategic objectives
         and plan, and in preparing a financial model;

     (b) assist the Debtors in evaluating their financial
         alternatives;

     (c) advise the Debtors in considering the desirability of
         effecting a transaction and in developing a general
         strategy for accomplishing such transaction;

     (d) assist the Debtors in identifying, developing, updating
         and reviewing, on an ongoing basis, potential
         counterparties and contact such counterparties as the
         Debtors may designate;

     (e) at the Debtors' request, assist them in the preparation
         of descriptive data and a management presentation
         concerning their businesses;

     (f) assist in arranging due diligence visits, meetings and
         consultations between the Debtors and the counterparties,

         and coordinate distribution of all information related to

         them Debtors;

     (g) consult with and advise the Debtors concerning
         opportunities for any transaction, and periodically
         advise them as to the status of dealings with any
         potential counterparty;

     (h) advise and assist management of the Debtors in making
         presentations to the Board of Directors and Managers
         concerning general strategy and any proposed transaction;

     (i) assist the Debtors in the course of their negotiations of
         any transaction with a potential counterparty;

     (j) assist the Debtors in the execution of and closing under
         a definitive agreement relating to a transaction; and

     (k) if the Debtors pursue a restructuring transaction, assist

         them in developing and seeking approval of a
         restructuring plan, among other things.

The Debtors have agreed to pay Peter J. Solomon a retainer fee of
$25,000, and a monthly advisory fee of $100,000.  

In the event of any sale or restructuring transaction, a fee equal
to:

     (i) in the case of a majority sale transaction or
         restructuring transaction, the greater of $1.95
         million, or with respect only to a majority sale
         transaction, 3% of aggregate consideration paid or
         payable; or

    (ii) in the case of any sale transaction other than a majority

         sale transaction, in each case, the product of $35,000
         multiplied by the number of stores or leases of the
         company acquired by any counterparty in such sale
         transaction;

In the event of a financing transaction, in each case, a financing
fee equal to the greater of $950,000 or the applicable percentage
of the gross proceeds of, or if greater, maximum lending or funding
commitment under, such financing transaction:

     (i) 1% for senior secured debt;

    (ii) 3% for junior secured debt or any unsecured debt; and

   (iii) 5% for common, preferred or other equity.

Scott Moses, managing director at Peter J. Solomon, 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:

     Scott Moses
     Peter J. Solomon Company
     1345 Avenue of the Americas
     New York, NY 10105
     Tel: (212) 508-1600
     Fax: (212) 508-1633

                    About Marsh Supermarkets

Headquartered in Indianapolis, Indiana, Marsh Supermarkets --
http://www.marsh.net-- is an independent grocery retailer with the
substantial majority of their stores operating under the Marsh
Supermarkets banner, and a handful of stores operate as O'Malia
Food Markets.  The stores are primarily operated through debtors
Marsh Supermarkets Company, LLC, Marsh Supermarkets, LLC and
O'Malia Food Markets, LLC.  Marsh Supermarkets was publicly traded
until May 2006, when it was acquired by affiliates of Sun Capital
Partners IV, LP and certain independent investors.

Marsh Supermarkets Holding, LLC, and its affiliates filed Chapter
11 petitions (Bankr. D. Del. Case Nos. 17-11066 through 17-11081)
on May 11, 2017.  The petitions were signed by Lee A. Diercks of
Clear Thinking Group LLC, chief restructuring officer.   Judge
Brendan Linehan Shannon presides over the cases.

At the time of filing, Marsh Supermarkets Holding estimated less
than $50,000 in assets and $50 million to $100 million in debt.  As
of the petition date, the Debtors operate a total of 60 stores in
Indiana and Ohio, and have a workforce of approximately 4,400
employees.   

The Debtors tapped Shane M. Reil, Esq., Robert S. Brady, Esq.,
Michael R. Nestor, Esq., Robert F. Poppiti, Jr., Esq., and Ashley
E. Jacobs, Esq. at Young Conaway Stargatt & Taylor, LLP as counsel;
Clear Thinking Group as restructuring advisors; Peter J. Solomon
Company as investment banking advisor; and Prime Clerk LLC as
claims and noticing agent.

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


MARSH SUPERMARKETS: Taps Prime Clerk as Administrative Agent
------------------------------------------------------------
Marsh Supermarkets Holding, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Prime Clerk
LLC as administrative agent.

The services to be provided by the firm include:

     (a) assisting in the solicitation, balloting and tabulation
         of votes, and preparing any related reports in support of

         confirmation of a Chapter 11 plan;

     (b) preparing an official ballot certification and, if
         necessary, testifying in support of the ballot tabulation

         results;

     (c) assisting in the preparation of schedules of assets and
         liabilities and statements of financial affairs, and
         gathering data in conjunction therewith;

     (d) providing a confidential data room;

     (e) managing and coordinating any distributions pursuant to a

         bankruptcy plan; and

     (f) providing other administrative services.

The hourly rates charged by the firm are:

     Analyst                                  $30 - $50
     Technology Consultant                    $35 - $95
     Consultant/Senior Consultant            $65 - $165
     Director                               $175 - $195
     Chief Operating Officer/Executive VP     No charge
     Solicitation Consultant                       $190
     Director of Solicitation                      $210

Michael Frishberg, co-president and chief operating officer of
Prime Clerk, 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:

     Michael J. Frishberg
     Prime Clerk LLC
     830 Third Avenue, 9th Floor
     New York, NY 10022
     Tel: (212) 257-5450

                    About Marsh Supermarkets

Headquartered in Indianapolis, Indiana, Marsh Supermarkets --
http://www.marsh.net-- is an independent grocery retailer with the
substantial majority of their stores operating under the Marsh
Supermarkets banner, and a handful of stores operate as O'Malia
Food Markets.  The stores are primarily operated through debtors
Marsh Supermarkets Company, LLC, Marsh Supermarkets, LLC and
O'Malia Food Markets, LLC.  Marsh Supermarkets was publicly traded
until May 2006, when it was acquired by affiliates of Sun Capital
Partners IV, LP and certain independent investors.

Marsh Supermarkets Holding, LLC, and its affiliates filed Chapter
11 petitions (Bankr. D. Del. Case Nos. 17-11066 through 17-11081)
on May 11, 2017.  The petitions were signed by Lee A. Diercks of
Clear Thinking Group LLC, chief restructuring officer.   Judge
Brendan Linehan Shannon presides over the cases.

At the time of filing, Marsh Supermarkets Holding estimated less
than $50,000 in assets and $50 million to $100 million in debt.  As
of the petition date, the Debtors operate a total of 60 stores in
Indiana and Ohio, and have a workforce of approximately 4,400
employees.   

The Debtors tapped Shane M. Reil, Esq., Robert S. Brady, Esq.,
Michael R. Nestor, Esq., Robert F. Poppiti, Jr., Esq., and Ashley
E. Jacobs, Esq. at Young Conaway Stargatt & Taylor, LLP as counsel;
Clear Thinking Group as restructuring advisors; Peter J. Solomon
Company as investment banking advisor; and Prime Clerk LLC as
claims and noticing agent.

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


MARSH SUPERMARKETS: U.S. Trustee Forms 7-Member Committee
---------------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, on May 18
appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Marsh Supermarkets
Holding, LLC.

The committee members are:

     (1) Central States, Southeast and
         Southwest Areas Pension Fund
         Attn: Brad Berliner
         9377 West Higgins Road
         Rosemont, IL 60018
         Tel: (847) 939-2478
         Fax: (847) 518-9797

     (2) Supervalu, Inc.
         Attn: Bruce Besanko
         11840 Valley View Road
         Eden Prairie, MN 55344
         Tel: (952) 828-4082
         Fax: (952) 906-6510

     (3) AmerisourceBergen Drug Company
         Attn: Chris Fleming
         225 Washington Street
         Conshohocken, PA 19428
         Tel: (610) 727-7161

     (4) Yorktown Grocery Management, LLC
         Attn: Dee Headley, Cushman & Wakefield as Receiver
         One American Square, Suite 1300
         Indianapolis, IN 46282
         Tel: (317) 236-6433

     (5) Donya Partners
         Attn: Safaa Elnaggar
         18 Royal Vale Drive
         Oakbrook, IL 60523
         Tel: (630) 309-3006
         Fax: (630) 734-3006

     (6) PepsiCo, Inc.
         Attn: W. Conrad Ragan
         1100 Reynolds Boulevard
         Winston-Salem, NC 27105
         Tel: (336) 896-5699
         Fax: (336) 896-6003

     (7) Pension Benefit Guaranty Corporation
         Attn: Cassandra Guichard
         1200 K. Street
         NW, Washington, DC 20005
         Tel: (202) 326-4000 Ext. 4923
         Fax: (202) 326-4112

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 Marsh Supermarkets

Headquartered in Indianapolis, Indiana, Marsh Supermarkets --
http://www.marsh.net-- is an independent grocery retailer with the
substantial majority of their stores operating under the Marsh
Supermarkets banner, and a handful of stores operate as O'Malia
Food Markets.  The stores are primarily operated through debtors
Marsh Supermarkets Company, LLC, Marsh Supermarkets, LLC and
O'Malia Food Markets, LLC.  Marsh Supermarkets was publicly traded
until May 2006, when it was acquired by affiliates of Sun Capital
Partners IV, LP, and certain independent investors.

Marsh Supermarkets Holding, LLC, and its affiliates filed Chapter
11 petitions (Bankr. D. Del. Case Nos. 17-11066 through 17-11081)
on May 11, 2017.  The petitions were signed by Lee A. Diercks of
Clear Thinking Group LLC, chief restructuring officer.   Judge
Brendan Linehan Shannon presides over the cases.

At the time of filing, Marsh Supermarkets Holding estimated less
than $50,000 in assets and $50 million to $100 million in debt.  As
of the Petition Date, the Debtors operate a total of 60 stores in
Indiana and Ohio, and have a workforce of approximately 4,400
employees.   

The Debtors tapped Shane M. Reil, Esq., Robert S. Brady, Esq.,
Michael R. Nestor, Esq., Robert F. Poppiti, Jr., Esq., and Ashley
E. Jacobs, Esq., at Young Conaway Stargatt & Taylor, LLP, as
counsel; Clear Thinking Group as restructuring advisors; and Peter
J. Solomon Company as investment banking advisor.


MAXUS ENERGY: UST Wants Changes to Liquidating Trust Agreement
--------------------------------------------------------------
Andrew R. Vara, the Acting U.S. Trustee for Region 3, filed with
the U.S. Bankruptcy Court for the District of Delaware an objection
to Maxus Energy Corporation, et al.'s the confirmation of the
Debtors' second amended Chapter 11 plan of liquidation.

The U.S. Trustee does not object to confirmation of the Second
Amended Plan, but rather objects solely to one provision in the
Liquidating Trust Agreement.

Section 3.12 of the Liquidating Trust Agreement provides that:

     None of the Liquidating Trustee, the Liquidating Trust
     Oversight Committee, or their respective members, advisors or

     professionals, will be liable for any damages arising out of
     the creation, operation or termination of the Liquidating
     Trust, including actions taken or omitted in fulfillment of
     his or her duties with respect to the Liquidating Trust,
     except in the case of party's gross negligence, bad faith or
     willful misconduct; provided, that in no event will any such
     party be liable for punitive, exemplary, consequential or
     special damages under any circumstances. . . .  
     Notwithstanding the foregoing, nothing in this Section 3.12
     will relieve the Liquidating Trustee or the members of the
     Liquidating Trust Oversight Committee from any liability for
     any actions or omissions arising out of their gross
     negligence or willful misconduct; provided, that in no event
     will any person be liable for punitive, exemplary,
     consequential, or special damages under any circumstances.

According to the U.S. Trustee, the provisions are inappropriate and
provide a greater exculpation to the Liquidating Trustee, the
Liquidating Trust Committee, and their members, advisors and
professionals than is permitted under applicable law.

The Objection is available at:

           http://bankrupt.com/misc/deb16-11501-1430.pdf

               About Maxus Energy Corporation

Maxus Energy Corporation and four of its subsidiaries filed
voluntary petitions for reorganization under Chapter 11 (Bankr. D.
Del. Lead Case No. 16-11501) on June 17, 2016.  The Debtors will
use the breathing spell afforded by the Bankruptcy Code to decide
whether their existing environmental remediation operations and
oil and gas operations can be restructured as a sustainable,
stand-alone enterprise.

The Debtors have engaged Young Conaway Stargatt & Taylor, LLP, as
local counsel, Morrison & Foerster LLP as general bankruptcy
counsel, Zolfo Cooper, LLC, as financial advisor and Prime Clerk
LLC as claims and noticing agent, all are subject to the Bankruptcy
Court's approval.

The Debtors hired Keen-Summit Capital Partners LLC as real estate
broker.  The Debtors also engaged Hilco Steambank to market and
sell their internet protocol numbers and other internet number
resources, and EnergyNet.com to market and sell the Debtors'
rights, title, and interest in and to the oil and gas properties.

On July 7, 2016, the United States Trustee for the District of
Delaware filed Notice of Appointment of Committee of Unsecured
Creditors.  The Committee selected Schulte Roth & Zabell LLP as
counsel, and Cole Schotz as Delaware co-counsel.  Berkeley
Research Group, LLC, serves as financial advisor for the
Committee.

Andrew Vara, acting U.S. Trustee for Region 3, appointed the
following to a committee of retirees: John Leslie Jackson, Sr.,
Gerald G. Carlton, and Robert E. Garbesi.  The Retirees Committee
retained Akin Gump Strauss Hauer & Feld LLP as counsel and Ashby &
Geddes, P.A., as co-counsel.


MCK MILLENNIUM: Wants to Enter Lease Agreement with Sapori
----------------------------------------------------------
Judge Jack B. Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois will convene a hearing on May 26,
2017, at 11:30 a.m., to consider MCK Millennium Centre Retail,
LLC's lease with Sapori Antichi International Import, Inc.

The Debtor is in the business of operating condominium retail space
located at 33 W. Ontario Street, Chicago, Illinois ("Retail
Parcel") and as such ordinarily and necessarily enters into leases
granting tenants spaces and rights that affect the property for
periods in excess of five years.

The Debtor has entered into a Lease, subject to the approval of the
Court, to let specific space located at 22 W. Ohio Street within
the Retail Parcel which consists of approximately 2,308 square feet
at a market rental, with payments commencing in the fourth month.


The term of the Lease is for five years after its Commencement Date
and further grants options to renew.  The general terms of the
Lease are on a triple net basis.  The definition of any of the
Lease terms therein will control to the extent that anything
contained in the motion is inconsistent with provisions of the
Lease.

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

     http://bankrupt.com/misc/MCK_Millennium_235_Sales.pdf

Given that the Lease is being entered into in the ordinary course
of the Debtor's business and therefore should not be subject to the
21-day notice requirement of FRBP 2002(a)(2), and given that time
is of the essence for the lessee, seven days notice should be
sufficient.

It is the Debtor's considered business opinion that the Lease is
highly beneficial to the future operation and value of its real
property and benefits its estate and its creditors, including its
secured creditor.  Accordingly, the Debtor asks the Court to enter
an Order (i) authorizing the Debtor to execute the Lease and
perform its obligations thereunder; (ii) deeming seven days notice
to be sufficient; and (iii) for any further relief that the Court
deems just.

The Tenant can be reached at:

          SAPORI ANTICHI INTERNATIONAL IMPORT, INC.
          c/o Gelato D'oro
          1450 West Lake St., Suite #103
          Addison, IL 60101
          Attn: Michael E. Meranda
          E-mail: gelatodoro1@gmail.com

              About MCK Millennium Centre Retail

MCK Millennium Centre Realty, LLC, filed for Chapter 11 protection
(Bankr. N.D. Ill. Case No. 16-06369) on Feb. 25, 2016, and
disclosed $16.2 million in assets and $9.50 million in liabilities
as of the Petition Date.  

Jonathan D. Golding, Esq., and Richard N. Golding, Esq., at The
Golding Law Offices, P.C., are serving as bankruptcy counsel to
the
Debtor.  Kraft Law Office is the Debtor's special real estate
counsel.

Leslie A. Bayles, Esq., and Donald A. Cole, Esq., at Bryan Cave
LLP, are representing lender MLMT 2005 MKB2 Millennium
CentreRetail LLC.


MEDICAL PROPERTIES: S&P Affirms 'BB+' CCR; Outlook Negative
-----------------------------------------------------------
S&P Global Ratings revised its rating outlook on Medical Properties
Trust Inc. and its operating partnership MPT Operating Partnership
L.P. (collectively, Medical Properties Trust) to negative from
stable and affirmed the 'BB+' corporate credit rating.

At the same time, S&P affirmed its 'BBB-' issue-level rating on
Medical Properties Trust's senior unsecured notes.  The '2'
recovery rating is unchanged, indicating S&P's expectation for
substantial recovery (70-90%; rounded estimate: 70%) in the event
of a payment default.  MPT Finance corp. is a co-borrower on the
notes.

"The outlook revision reflects our view that the Steward related
acquisition is expected to lead to heightened concentration risk as
Medical Properties Trust's top tenant (now Steward) exposure rises
to approximately 37% of total investment (nearly double Prime
Healthcare's (B-/Watch Neg/--) current leading position of 20.1%,
which will decline to 12.5% pro forma for the transaction), despite
a modest improvement in scale," said credit analyst Sarah Sherman.
"We view high tenant concentration as a key risk to health care
REITs, where a majority of tenants are rated in the
speculative-grade category."

The negative outlook on Medical Properties Trust reflects S&P's
view of heightened tenant concentration risk. Further, while a more
diversified tenant exposure could naturally occur over time, S&P do
not expect management to actively pursue this strategy as it
intends to continue growing its relationships with certain top
operators.  S&P expects acquisitions will continue to occur at a
brisk pace despite generally being funded in a leverage-neutral
manner.  Longer term, S&P anticipates the company will maintain
stable to improving cash flow as a result of solid rent coverage
and low lease rollovers.

S&P would consider lowering the corporate credit rating on Medical
Properties Trust if the company maintains exposure to its top
tenant above the low-30% area over the next 12 months, or if one of
its top tenants files for bankruptcy protection.  Additionally,
S&P' could lower the rating if tenants experience industry-related
pressure, causing the tenant-level rent coverage to weaken
considerably from current levels; or if the company aggressively
pursues debt-financed acquisitions such that its credit metrics
fail to improve, with debt to EBITDA remaining above 7.0x or debt
to undepreciated capital exceeding 55% on a sustained basis.

S&P could revise the outlook back to stable if Medical Properties
Trust is able to bring down their pro-forma top tenant
concentration from 37% (as a percent of revenues) to the low-30%
range over the next 12 months, and if its top tenants stabilize
their operations.  Additionally S&P could revise the outlook to
stable if the company completes less than forecasted acquisitions
or issues additional equity beyond our projections such that debt
to EBITDA improves and is sustained below 7.0x.


MF GLOBAL: Allied World Objects to $1.8M in Counsel Fee Payment
---------------------------------------------------------------
Bryan Koenig, writing for Bankruptcy Law360, reports that former MF
Global excess insurer Allied World Assurance Co. Ltd. has denied
before the U.S. Bankruptcy Court for the Southern District of New
York of breaching court rules, despite the Debtor's bid for $1.8
million in attorneys' fees over insurers' alleged failure to obtain
court authorization before filing an action to arbitrate a contract
dispute in Bermuda.

According to Law360, the Debtor's trustee demanded that Allied
World, Ironshore Insurance Ltd., Iron-Starr Excess Agency Ltd. and
Starr Insurance & Reinsurance Ltd. pay up to $1.8 million as a
result of their alleged violation.

                       About MF Global

New York-based MF Global -- http://www.mfglobal.com/-- was one of
the world's leading brokers of commodities and listed derivatives.

MF Global provides access to more than 70 exchanges around the
world.  The firm also was one of 22 primary dealers authorized to
trade U.S. government securities with the Federal Reserve Bank of
New York.  MF Global's roots go back nearly 230 years to a sugar
brokerage on the banks of the Thames River in London.

On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed.  As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.

On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases.  At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee.  On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.

On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810).  On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.

On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.

Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel.  The Garden City Group, Inc., serves as
claims and noticing agent.  The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.

The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.

The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.

The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers.  James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act.  He is a partner at Hughes
Hubbard & Reed LLP in New York.

Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.

In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets.  Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan.  As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%.  Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company.  As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee.  Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.


MONAKER GROUP: LBB & Associates Raises Going Concern Doubt
----------------------------------------------------------
Monaker Group, Inc., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$7.10 million on $400,277 of revenues for the year ended February
28, 2017, compared to a net loss of $4.55 million on $544,658 of
revenues for the year ended February 29, 2016.

LBB & Associates Ltd. LLP, in Houston, Texas, states that the
Company's accumulated deficit and limited financial resources
raised substantial doubt about the Company's ability to continue as
a going concern.

The Company's balance sheet at February 28, 2017, showed total
assets of $2.59 million, total liabilities of $3.02 million, and a
stockholders' deficit of $431,439.

A full-text copy of the Company's Form 10-K is available at:

                     http://bit.ly/2pZ1xMv

Monaker Group, Inc., formerly known as Next 1 Interactive, Inc., is
a digital media marketing company focusing on lifestyle enrichment
for consumers in the travel, home and employment sectors.



MRCEM LLC: Hearing on Disclosure Statement Approval Set for June 22
-------------------------------------------------------------------
The Hon. Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey will hold a hearing on June 22, 2017, at
10:00 a.m., to consider the approval of MRCEM, LLC's disclosure
statement referring to the Debtor's plan of reorganization.

Objections to the Disclosure Statement must be filed no later than
14 days prior to the hearing.

                  About MRCEM LLC

Headquartered in Brielle, New Jersey, MRCEM, LLC, filed for Chapter
11 bankruptcy protection (Bankr. D. N.J. Case No. 15-13334) on Feb.
27, 2015, listing $2.64 million in total assets and $4.48 million
in total liabilities.  The petition was signed by James A. Maggs,
managing member.

Judge Michael B. Kaplan presides over the case.

Andrew J. Kelly, Esq., at Kelly & Brennan, P.C., serves as the
Debtor's bankruptcy counsel.


NES RENTALS: S&P Raises CCR to 'BB-', Off CreditWatch Positive
--------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on
Chicago-based equipment rental provider NES Rentals Holdings Inc.
to 'BB-' from 'B' and removed it from CreditWatch, where S&P placed
it with positive implications on Jan. 26, 2017.  The rating outlook
is stable.

United Rentals Inc. has completed its acquisition of NES Rentals
Holdings Inc. and NES Rentals' senior secured debt has been repaid.


At the same time, S&P withdrew its issue-level rating on NES
Rentals' senior secured debt because it was repaid in full on
May 15, 2017.

S&P subsequently withdrew its corporate credit rating on NES
Rentals at the request of parent company United Rentals Inc.

The rating actions follow the close of United Rentals' acquisition
of NES Rentals and the full redemption of NES Rentals' senior
secured debt.


NEVADA GAMING: Sartini Buying Slot Route Assets for $2.9 Million
----------------------------------------------------------------
Nevada Gaming Partners, LLC, asks the U.S. Bankruptcy Court for the
District of Nevada to authorize the sale of slot route properties
outside the ordinary course of business to Sartini Gaming, LLC for
$2,900,000.

The Debtor has three business lines: (a) slot route operations
("Slot Route Business"); (b) casino operations at the Klondike
Sunset Casino in Henderson, Nevada ("Casino Business"); and (c)
refurbishment of slot machines.

On Feb. 16, 2016, the Debtor filed its Motion for Entry of Order
Establishing Bidding Procedures and Deadlines Relating to Sale
Process for Certain of Debtor's Slot Route Properties and Casino
Assets, and Klondike Partners' Assets, Including Deadline to Object
to Cure Amounts ("Bidding Procedures Motion").

On March 6, 2017, the Debtor filed its Debtor's Reply to Committee
Opposition to the [Bidding Procedures Motion], wherein the Debtor
determined, among other things, to limit the bidding procedures and
the auction process to certain assets of the Slot Route Business
only.

On March 13, 2017, the Court entered the Bidding Procedures Order,
authorizing the Debtor to solicit bids and conduct an auction with
respect to certain assets of its Slot Route Business pursuant to
the terms and conditions of the Bidding Procedures.

There were three Qualified Bidders under the terms of the Bidding
Procedures.  Of the three, only two Qualified Bidders elected to
participate in the Auction.  The Bank of Nevada did not submit a
credit bid.  The Debtor, in consultation with the Creditors
Committee and the Bank of Nevada, selected PDS Gaming-Nevada, LLC
as the lead bidder.  Sartini overbid PDS by $500,000 as the last
and Successful Bid.

The Asset Purchase Agreement dated as of May 17, 2017 provides that
Sartini will pay $2,900,000 for the Purchased Assets.  The Purchase
Price will be adjusted downward for losses in certain gross
revenues as set forth in Section 3.1 of the Purchase Agreement.  

The Debtor will retain copies of its books and records relating to
the Purchased Assets.

As required by the Bidding Procedures, Sartini has paid the Debtor
a Good Faith Deposit of $100,000.  If the Court approves Sartini as
the Successful Bidder and Sartini proceeds to the Closing Date),
the Good Faith Deposit will be applied to the Purchase Price.  If
the Court approves Sartini as the Successful Bidder and Sartini
fails to proceed to close the transaction, in violation of the
terms and conditions set forth in the Purchase Agreement, and the
Purchase Agreement is Terminated by Seller in accordance with the
terms and conditions thereof, the Good Faith Deposit will
immediately become non-refundable and will be released to the
Debtor.

Subject to the Court's approval of Sartini as the Successful
Bidder, Sartini will pay directly to the Nevada Gaming Control
Board ("Board"), if required by the Board in connection with
Sartini's application for all requisite Gaming Approvals, $100,000
("Gaming Approval Deposit").  The Gaming Approval Deposit will be
relinquished to the Debtor under the conditions set forth in the
Purchase Agreement.  If Sartini obtains all Gaming Approvals
required under the Purchase Agreement, then any unused portion of
the Gaming Approval Deposit will be returned to Sartini upon: (a)
Sartini's obtaining all requisite Gaming Approvals; or (b)
notification by the Board to either the Debtor or Sartini of the
unused balance of the Gaming Approval Deposit and the release of
such unused balance.

The Closing Date for the transactions contemplated under the
Purchase Agreement must occur no later than 120 days after the
Effective Date.

Sartini does not expect to have all requisite Gaming Approvals
necessary to purchase the Purchased Assets as of the Effective
Date.  As such, the Debtor has agreed to enter into an Interim
Services Agreement that will provide, among other things, that
Debtor will continue to operate the Purchased Assets and such
Interim Agreement will terminate when Sartini has obtained all
requisite Gaming Approvals.

In the meantime, Debtor has moved to assume the Slot Route
Agreements, and intends to pay the Cure Amounts from its DIP
Revolving Credit Agreement ("DIP Loan").  If approved by the Court,
the assignment will take place on the Closing Date.

The Debtor, in consultation with counsel to the Bank of Nevada and
counsel to the Creditors Committee, selected Sartini as the highest
and best bid.  The Purchase Price will allow it's Estate to net
approximately $917,250 after (a) paying back the DIP Loan for
approximately $150,000 borrowed to pay Cure Amounts to the
counterparties to the assumed Slot Route Agreements, (b) paying
approximately $1,500,000 in secured claims, and (c) paying $332,750
for Cure Amounts as of Dec. 31, 2016, for the Slot Route Agreements
relating to the Kmart properties.  The Debtor submits that these
terms are fair and are reasonable, and are within the norm to be
expected for transactions of this type.  Accordingly, the Debtor
asks the Court to approve and authorize (i) the Sale of the
Purchased Assets, free and clear of all Claims and Interests, to
Sartini pursuant to the terms and conditions of the Purchase
Agreement; (ii) the assignment of the Slot Route Agreements to
Sartini; and grant the Debtor such other and further relief as is
just and appropriate.

The effective date of the Purchase Agreement is currently
contemplated to be May 31, 2017 (the "Effective Date").  The
Closing must occur no later than 120 days after the Effective Date
(the "Termination Date"); provided, however, that if Sartini is
diligently pursuing all requisite Gaming Approvals, the Termination
Date will be extended for so long as Sartini continues to
diligently pursue such Gaming Approvals.  Deadlines for conditions
to closing are that all of Debtor's and Sartini's deliveries under
Article IV of the Purchase Agreement must occur on or before the
Effective Date and all other conditions in Article X must occur on
or before the Closing Date.

The Debtor asks that the Sale of the Purchased Assets be effective
immediately by providing that the 14-day stays under Bankruptcy
Rules 6004(h) & 6006(d) are waived.

               About Nevada Gaming Partners

Headquartered in Las Vegas, Nevada, Nevada Gaming Partners, LLC,
is a gaming company that focuses on slot route operations, casino,
operations and refurbishment of slot machines.  The Debtor
operated 429 slot machines throughout the State of Nevada via its
Slot Routes as of the bankruptcy filing date.  The Company does
business as Nevada Gaming Partners Management II, LLC, Nevada
Gaming Centers, Nevada Gaming Partners Management II, Sarah's
Kitchen, Nevada Gaming Partners, Evolve Gaming Management and
Klondike Sunset Casino.

Nevada Gaming filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 16-15521) on Oct. 12, 2016.  The petition was signed
by Bruce Familian, manager.  The Debtor estimated $1 million to
$10 million in both assets and liabilities.

Judge Laurel E. Davis presides over the case.  The Debtor is
represented by Brett A. Axelrod, Esq., and Micaela Rustia Moore,
Esq., at Fox Rothschild LLP.  Henry & Horne, LLP serves as the
Debtor's financial advisor.

On January 12, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  Brinkman Portillo
Ronk, APC serves as the committee's legal counsel.


NEWBURY COMMON: Court Confirms Plan of Liquidation
--------------------------------------------------
The Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware has confirmed Newbury Common Associates,
LLC, and certain of its affiliates' amended joint plan of
liquidation dated April 10, 2017.

A copy of the court order is available at:

           http://bankrupt.com/misc/deb15-12507-1805.pdf

Vince Sullivan, writing for Bankruptcy Law360, reports that the
Court approved the Plan after the Debtors reached terms on a
settlement with secured lenders to decrease their claims by more
than 75%.  

As reported by the Troubled Company Reporter on April 18, 2017, the
Debtors filed a disclosure statement dated April 10, 2017,
referring to the Debtors' amended joint plan of liquidation,
wherein Class 4 Settling Lender Claims are impaired by the Plan and
holders are expected to recover 23%.

              About Newbury Common Associates
   
Newbury Common Associates, LLC, et al., comprise a corporate
enterprise that owns a diverse portfolio of high quality,
distinctive commercial, hospitality and residential properties with
an aggregate of approximately 800,000 square feet located primarily
in Stamford, Connecticut.

On Dec. 13, 2015, Newbury Common Associates, LLC, and 13 affiliates
each commenced a voluntary case (Bankr. D. Del. Lead Case No.
15-12507) under chapter 11 of the Bankruptcy Code, and on Dec. 14,
Tag Forest LLC commenced a Chapter 11 case (collectively, "Original
Debtors").  On Feb. 3, 2016, Newbury Common Member Associates, LLC,
and 8 affiliates commenced a voluntary case under Chapter 11 of the
Bankruptcy Code; and then on Feb. 4, 88 Hamilton Avenue Associates,
LLC filed a Chapter 11 petition (collectively "Additional
Debtors").  The petitions were signed by Marc Beilinson, chief
restructuring officer.  At the time of the filing, the Debtors
estimated assets and liabilities at $100 million to $500 million.

Seaboard Realty, LLC, its principals or entities it manages serve
as the manager under the operating agreements for each of the
Debtors and is owned 50% by John J. DiMenna, Jr., 25% by Thomas L.
Kelly, Jr., and 25% by William A. Merritt, Jr.  The Original
Debtors other than Seaboard Residential, LLC, Tag, and Newbury
Common Associates, LLC, are holding companies whose assets are
substantially comprised of the equity of the Property Owner
Debtors.  The Debtors' eight operating property are owned by the
"Property Owner Debtors", namely Century Plaza Investor Associates,
LLC; Seaboard Hotel Associates, LLC; Seaboard Hotel LTS Associates,
LLC; Park Square West Associates, LLC; Clocktower Close Associates,
LLC; One Atlantic Investor Associates, LLC; 88 Hamilton Avenue
Associates, LLC; 220 Elm Street I, LLC; 300 Main Street Associates,
LLC; and Seaboard Residential, LLC.

The Original Debtors' Chapter 11 cases are being jointly
administered pursuant to an order entered Dec. 18, 2015.  The
Debtors later won approval of a supplemental motion seeking joint
administration of the Additional Debtors' Chapter 11 cases with the
cases of the Original Debtors for procedural purposes only.

As of Jan. 7, 2016, the Debtors had incurred purported aggregate
funded secured indebtedness of approximately $177.2 million in
principal, including approximately $150.4 million of property-level
secured debt and approximately $26.8 million of purported and
allegedly unauthorized mezzanine debt.

The Debtors are represented by Robert S. Brady, Esq., at Young
Conaway Stargatt & Taylor, LLP, and Dechert LLP.  They retained
Donlin Recano as claims and noticing agent, and Anchin, Block &
Anchin as their Forensic Accounting Services Provider.

The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Debtors' cases.


NORTHERN OIL: S&P Raises Rating on Sr. Unsecured Notes to 'CCC'
---------------------------------------------------------------
S&P Global Ratings raised its issue-level rating on U.S.–based
oil and gas exploration and production company Northern Oil and Gas
Inc.'s senior unsecured notes to 'CCC' from 'CCC-', and revised the
recovery rating to '4' from '5'.  The '4' recovery rating indicates
S&P's expectation of average (30%-50%; rounded estimate: 30%)
recovery for creditors in the event of a payment default.

The company's lenders have reduced the borrowing base and
commitments on Northern's reserve-based loan (RBL) facility to $325
million from $350 million, lowering expected priority debt. In
addition, the company's PV-10 value of its proved reserves has
increased meaningfully due to increased reserves over the past year
using S&P's recovery price deck assumptions.

                        RECOVERY ANALYSIS

   -- S&P's analysis incorporates Northern's reduced $325 million
      borrowing base and commitment on the RBL facility.

   -- S&P's simulated default scenario for Northern contemplates a

      sustained period of weak crude oil and North American
      natural gas prices, consistent with past defaults in this
      sector.

   -- S&P based its valuation on a company-provided PV-10 report,
      using year-end 2016 proven reserves evaluated at S&P's
      recovery price deck assumptions of $50 per barrel for West
      Texas Intermediate (WTI) crude oil, $3.00 per million
      British thermal unit for Henry Hub natural gas, and natural
      gas liquids at the company's historical 12-month realization

      to WTI.

Simulated default assumptions:
   -- Simulated year of default: 2018

Simplified waterfall:
   -- Net estimated valuation (after 5% administrative costs):
      $585 million
   -- Valuation split in % (obligors/nonobligors): 100/0
   -- Collateral value available to first-priority secured
      creditors: $585 million
   -- Secured first-lien debt claims: $337 million
   -- Recovery expectations: Not applicable
   -- Value available to repay senior unsecured claims:
      $248 million
   -- Senior unsecured debt claims: $730 million
   -- Recovery expectations: 30% to 50% (rounded estimate: 30%)

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

RATINGS LIST

Northern Oil And Gas Inc.
Corporate Credit Rating          CCC/Negative/--

Issue-Level Rating Raised; Recovery Rating Revised
                                 To             From
Northern Oil And Gas Inc.
Sr Unsecd Nts                   CCC            CCC-
  Recovery Rating                4(30%)         5(25%)


NOVA CHEMICALS: S&P Affirms 'BB+' CCR; Outlook Stable
-----------------------------------------------------
S&P Global Ratings said it affirmed its 'BB+' long-term corporate
credit rating on Calgary, Alta-based plastics and chemicals
producer NOVA Chemicals Corp.  The outlook is stable.

At the same time, S&P Global Ratings affirmed its 'BB+' issue-level
rating on the company's senior unsecured notes outstanding. The '3'
recovery rating on the notes is unchanged, and indicates S&P's
expectation of meaningful (50%-70%; rounded estimate of 55%)
recovery, under its simulated default scenario.

"The affirmation reflects our view that, although we expect NOVA's
financial risk profile to weaken following the debt-financed
acquisition of Williams Partners L.P.'s Geismar, La. ethylene plant
assets amid a period of elevated capital spending, we expect the
company's dividend policy to no longer have an adverse impact on
its financial policy," said S&P Global Ratings credit analyst
Michelle Dathorne.

S&P Global Ratings also assigned its 'BB+' issue-level rating and
'3' recovery rating on the company's proposed US$2.1 billion senior
unsecured notes.  The '3' recovery rating indicates S&P's
expectation of meaningful (50%-70%; rounded estimate 55%) recovery
in the event of default.  The proposed notes will be pari passu
with the notes outstanding.

S&P has revised its financial risk profile assessment on the
company by one category weaker to significant, to reflect the
material increase in NOVA's leverage from the acquisition while the
company continues to aggressively spend on its growth projects.
NOVA recently announced a US$2.1 billion acquisition of ethylene
plant assets from William Partners L.P. (the Geismar acquisition),
which will be financed with the US$2.1 billion proposed notes
issuance.  At the same time, substantial spending on growth
projects under the NOVA 2020 program also pressures credit
measures.  In S&P's view, these factors have reduced the company's
flexibility to withstand further deterioration in credit measures.
The unfavorable verdict in the Canadian patent claim case, wherein
NOVA will likely have to pay out roughly US$500 million to Dow
Chemical in 2017, further limits this flexibility.

Partially offsetting the above factors is S&P's expectation that
NOVA will experience material cash flow improvement.  Although S&P
believes polyethylene prices will remain pressured due to the
significant U.S. Gulf Coast capacity coming online in 2017 and
2018, the impact from this new capacity will likely be delayed and
not be as severe as S&P previously thought.  S&P also expects cash
flows to improve in 2018 as the company realizes full-year earnings
from the Geismar acquisition.  In addition, S&P expects NOVA to
limit discretionary payments to parent International Petroleum
Investment Co. (IPIC) within cash flow generation.

The stable outlook on NOVA reflects S&P's expectation that the
company will maintain its fully adjusted three-year,
weighted-average FFO-to-debt above 30% over the next 12 months.
S&P expects credit measures to weaken following the debt-fueled
acquisition amid a period of elevated spending.  However, the
outlook also incorporates S&P's view that dividends to NOVA's
parent are of secondary importance to spending on the company's
growth projects.  As such, S&P do not expect NOVA's dividend policy
to have an adverse effect on its financial policies.

Although unlikely over the next 12 months, S&P could consider an
upgrade if NOVA demonstrates material improvement in the business
risk profile, specifically in the scale, scope, and diversity.  S&P
believes this could result from successful execution of the
company's growth projects while maintaining strong profitability.
S&P could also consider an upgrade if NOVA generated and sustained
a weighted-average FFO-to-debt of more than 45%.

S&P could lower the rating to 'BB' if NOVA's overall financial risk
profile deteriorated relative to S&P's current expectations because
of weaker operating performance.  In addition, if the company
generated and sustained increasing negative free operating cash
flow that weakened its three-year, weighted-average FFO-to-debt
below 30%, S&P could lower the rating.


NOVATION COMPANIES: Panel Hires Tactical Financial as Expert
------------------------------------------------------------
The Creditors' Committee of Novation Companies, Inc., et al., seeks
authority from the U.S. Bankruptcy Court for the District of
Maryland to retain Tactical Financial Consulting, LLC as expert for
the Committee, effective as of April 26, 2017.

The Committee requires Tactical Financial to:

   (a) provide expert advisory services to the Committee and the
       Committee's Other Professionals concerning the Plan, the
       Cramdown Interest Rate, and related issues;

   (b) prepare an expert report analyzing the Cramdown Interest
       Rate and related issues and will be prepared to testify
       regarding the Report, the Cramdown Interest Rate, and
       related issues at the Confirmation Hearing. The Report is
       intended to provide the Committee with information that
       Tactical Financial understands will be used by the
       Committee concerning the Cramdown Interest Rate and related

       issues; and

   (c) provide other services concerning the Cramdown Interest
       Rate and related issues as the Committee or its counsel may

       deem necessary.

Tactical Financial will be paid at these hourly rates:

       Franklind Lea            $495
       W. Robert Lewis          $300

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

Franklind Lea, president and managing member of Tactical Financial,
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.

Tactical Financial can be reached at:

       Franklind Lea
       TACTICAL FINANCIAL CONSULTING, LLC
       725 Highmeade Terrace
       Atlanta, GA 30005
       Tel: (770) 573-9366
       Fax: (815) 572-0657
       E-mail: FranklindLea@TacticalFinancialConsulting.com

                    About Novation Companies

Headquartered in Kansas City, Missouri, Novation Companies, Inc.
(otcqb: NOVC) -- http://www.novationcompanies.com/-- is in the   
process of implementing its strategy to acquire operating
businesses or making other investments that generate taxable
earnings.

Prior to 2008, Novation originated, purchased, securitized, sold,
invested in and serviced residential nonconforming mortgage loans
and mortgage securities.  At the height of its business, the
Company originated more than $11 billion annually in mortgage
loans.  After ceasing lending operations and completed a sale of
its servicing portfolio amidst the housing collapse in 2007, the
Company has been engaged in the business of acquiring various
businesses.

Novation Companies and certain of its subsidiaries filed voluntary
petitions for chapter 11 business reorganization in Baltimore,
Maryland (Bankr. D. Md. Lead Case No. 16-19745) on July 20, 2016.

In its petition, NCI disclosed assets of $33 million and
liabilities of $91 million.

The cases are assigned to Judge David E. Rice.

The Debtors hired the law firms of Shapiro Sher Guinot & Sandler,
P.A., and Olshan Wolosky LLP as bankruptcy counsel.  The Debtors
also hired Orrick, Herrington & Sutcliffe LLP as special
litigation counsel; Holland & Knight LLP as Investment Company
Act compliance counsel; and Deloitte Tax LLP as tax service
provider.

On Aug. 1, 2016, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee has
hired Hunton & Williams LLP, as counsel and Alvarez & Marsal
Valuation Services, LLC, as valuation expert.


NUVERRA ENVIRONMENTAL: Hires Ordinary Course Professionals
----------------------------------------------------------
Nuverra Environmental Solutions, Inc., and its debtor-affiliates
seek authority from the U.S. Bankruptcy Court for the District of
Delaware to employ ordinary course professionals to the Debtors.

The Debtors hires these ordinary course professionals:

      Ordinary Course      Service          Services Provided
        Professional      Category

  Anthony Ostlund Baer      Legal           Collections counsel
  & Louwagie, P.A.        
  
  Ballard Spahr LLP         Legal           Litigation counsel

  Breazeale, Sachse &       Legal           Litigation counsel
  Wilson, L.L.P.  

  Butzel Long               Legal           Litigation counsel

  Crowley Fleck PLLP        Legal           Litigation counsel

  Duff & Phelps LLC         Audit           Valuation services

  Equity Methods            Audit           Valuation services

  Fox Rothschild            Legal           Intellectual property
                                            Counsel

  Hein & Associates LLP     Audit           Outside auditor

  Holland & Hart LLP        Legal           Litigation counsel

  Jones Walker, LLP         Legal           Litigation counsel

  LaCombe Law Firm, LLC     Legal           Environmental and
                                            Real estate counsel

  Lewis Brisbois Bisgaard   Legal           Litigation counsel
  & Smith LLP

  Loki Environmental, LLC   Compliance      Environmental
                                            Consultant

  McGlinchey Stafford       Legal           Litigation counsel

  Milliman, Inc.            Insurance       Actuarial services

  Navigant                  Consulting      General consulting

  Oppergard & Quinton       Legal           Litigation counsel

  Pearl Meyer & Partners    Compliance      Compensation
                                            Consultant

  Perkins Coie, LLP         Legal           Collections counsel

  Pion Nerone Girman        Legal           Litigation counsel
  Winslow & Smith PC

  Polsinelli P.C.           Legal           Insurance litigation
                                            Counsel

  Protiviti                 Audit           Internal audit
                                            Consulting

  RB Tax Advisors           Tax             Tax advisory services

  Reed Smith LLP            Legal           General and employee
                                            benefits counsel

  Reminger COL, LPA         Legal           Workers' compensation
                                            and employment
                                            counsel

  RSM US LLP/RSM            Tax             Tax advisory services
  McGladrey, Inc.

  Ryan LLC                  Audit           Sales tax audits;
                                            state tax

  Scopelitis, Garvin,       Legal           DOT counsel
  Light, Hanson &
  Feary, P.C.

  Snell & Wilmer L.L.P.     Legal           Special counsel

  The Piacente Group        IR              Investor relations
                                            Consulting

  Vogel Law Firm             Legal          North Dakota local
                                            Counsel

  Wilson Elsner Moskowitz    Legal          Litigation counsel
  Edelman & Dicker LLP  

The ordinary course professionals will be paid based upon its
normal and usual hourly billing rates. The firms will also be
reimbursed for reasonable out-of-pocket expenses incurred.

To the best of the Debtors' knowledge the firms are a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and (a) are not creditors, equity security
holders or insiders of the Debtors; (b) have 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)
did 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.

             About Nuverra Environmental Solutions, Inc.

Nuverra Environmental Solutions, Inc. (OTCQB: NESC) provides
environmental solutions to customers focused on the development and
ongoing production of oil and natural gas from shale formations.
The Scottsdale, Arizona-based Company operates in shale basins
where customer exploration and production activities are
predominantly focused on shale and natural gas.

Nuverra Environmental Solutions, Inc., and its affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-10949) on
May 1, 2017.

As of March 31, 2017, Nuverra had $342.6 million in total assets
and $534.5 million in total liabilities.

The Hon. Kevin J. Carey is the case judge.

Shearman & Sterling LLP is serving as bankruptcy counsel to the
Debtors, with the engagement led by Fredric Sosnick, Esq., Sara
Coelho, Esq., and Stephen M. Blank, Esq.

Young Conaway Stargatt & Taylor, LLP, is the local bankruptcy
co-counsel, with the engagement led by Jaime Luton Chapman, Esq.,
Pauline K. Morgan, Esq., and Kenneth J. Enos, Esq.

AP Services, LLC, is the Debtors' restructuring advisors, with the
engagement led by Robert Albergotti, and Dan Kelsall.  The Debtors
also hired Lazard Freres & Co. LLC, and Lazard Middle Market LLC,
as investment banker; and Prime Clerk LLC is the claims and
noticing agent.


NUVERRA ENVIRONMENTAL: Taps Prime Clerk as Administrative Advisor
-----------------------------------------------------------------
Nuverra Environmental Solutions, Inc., and its debtor-affiliates
seek authority from the U.S. Bankruptcy Court for the District of
Delaware to employ Prime Clerk LLC, as administrative advisor to
the Debtors.

Nuverra Environmental 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                   $195
     COO and Executive VP                      No charge
     Director                                  $175-$195
     Consultant/Senior Consultant              $65-$170
     Technology Consultant                     $35-$95
     Analyst                                   $30-$50

Prime Clerk will be paid an advance retainer in the amount of
$20,000.

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 LLC
     830 3rd Avenue, 9th Floor
     New York, NY 10022
     Tel: (212) 257-5445

             About Nuverra Environmental Solutions, Inc.

Nuverra Environmental Solutions, Inc. (OTCQB: NESC) provides
environmental solutions to customers focused on the development and
ongoing production of oil and natural gas from shale formations.
The Scottsdale, Arizona-based Company operates in shale basins
where customer exploration and production activities are
predominantly focused on shale and natural gas.

Nuverra Environmental Solutions, Inc., and its affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-10949) on
May 1, 2017.

As of March 31, 2017, Nuverra had $342.6 million in total assets
and $534.5 million in total liabilities.

The Hon. Kevin J. Carey is the case judge.

Shearman & Sterling LLP is serving as bankruptcy counsel to the
Debtors, with the engagement led by Fredric Sosnick, Esq., Sara
Coelho, Esq., and Stephen M. Blank, Esq.

Young Conaway Stargatt & Taylor, LLP, is the local bankruptcy
co-counsel, with the engagement led by Jaime Luton Chapman, Esq.,
Pauline K. Morgan, Esq., and Kenneth J. Enos, Esq.

AP Services, LLC, is the Debtors' restructuring advisors, with the
engagement led by Robert Albergotti, and Dan Kelsall.  The Debtors
also hired Lazard Freres & Co. LLC, and Lazard Middle Market LLC,
as investment banker; and Prime Clerk LLC is the claims and
noticing agent.


NUVERRA ENVIRONMENTAL: Taps Prime Clerk as Claims Agent
-------------------------------------------------------
Nuverra Environmental Solutions, Inc., et al., seek authorization
from the U.S. Bankruptcy Court for the District of Delaware to
employ Prime Clerk LLC as claims and noticing agent, nunc pro tunc
to the May 1, 2017 petition date.

The Debtors require Prime Clerk to:

   (a) prepare and serve required notices and documents in these
       chapter 11 cases in accordance with the Bankruptcy Code and

       the Bankruptcy Rules in the form and manner directed by the

       Debtors and the Court, including (i) notice of the
       commencement of these chapter 11 cases and the initial
       meeting of creditors under Section 341(a) of the Bankruptcy

       Code, (ii) notice of any claims bar date, (iii) notices of
       transfers of claims, (iv) notices of objections to claims
       and objections to transfers of claims, (v) notices of any
       hearings on a disclosure statement and confirmation of
       the Debtors' plan or plans of reorganization, including
       under Bankruptcy Rule 3017(d), (vi) notice of the effective

       date of any plan, and (vii) all other notices, orders,
       pleadings, publications and other documents as the
       Debtors or Court may deem necessary or appropriate for an
       orderly administration of these chapter 11 cases;

   (b) maintain an official copy of the Debtors' schedules of
       assets and liabilities and statements of financial affairs,

       listing the Debtors' known creditors and the amounts owed
       thereto;

   (c) maintain (i) a list of all potential creditors, equity
       holders and other parties-in-interest and (ii) a "core"
       mailing list consisting of all parties described in
       Bankruptcy Rule 2002(i), (j), and (k) and those parties
       that have filed a notice of appearance pursuant to
       Bankruptcy Rule 9010; update and make said lists available
       upon request by a party-in-interest or the Clerk;

   (d) furnish a notice to all potential creditors of the last
       date for filing proofs of claim and a form for filing a
       proof of claim, after such notice and form are approved by
       the Court, and notify said potential creditors of the
       existence, amount and classification of their respective
       claims as set forth in the Schedules, which may be effected

       by inclusion of such information on a customized proof of
       claim form provided to potential creditors;

   (e) maintain a post office box or address for the purpose of
       receiving claims and returned mail, and process all mail
       received;

   (f) for all notices, motions, orders or other pleadings or
       documents served, prepare and file or cause to be filed
       with the Clerk an affidavit or certificate of service  
       within 7 business days of service which includes (i) either

       a copy of the notice served or the docket numbers and
       titles of the pleadings served, (ii) a list of persons to
       whom it was mailed with their addresses, (iii) the manner
       of service, and (iv) the date served;

   (g) process all proofs of claim received, including those
       received by the Clerk, check said processing for accuracy
       and maintain the original proofs of claim in a secure area;

   (h) maintain the official claims register for each Debtor
       on behalf of the Clerk; upon the Clerk's request,
       provide the Clerk with certified, duplicate unofficial
       Claims Registers; and specify in the Claims Registers the
       following information for each claim docketed: (i) the
       claim number assigned, (ii) the date received, (iii) the
       name and address of the claimant and agent, if applicable,
       who filed the claim, (iv) the amount asserted, (v) the
       asserted classifications of the claim, (vi) the applicable
       Debtor, and (vii) any disposition of the claim;

   (i) provide public access to the Claims Registers, including
       complete proofs of claim with attachments, if any, without
       charge;

   (j) implement necessary security measures to ensure the
       completeness and integrity of the Claims Registers and the
       safekeeping of the original claims;

   (k) record all transfers of claims and provide any notices of
       such transfers as required by Bankruptcy Rule 3001(e);

   (l) relocate, by messenger or overnight delivery, all of the
       court-filed proofs of claim to the offices of Prime Clerk,
       not less than weekly;

   (m) upon completion of the docketing process for all claims
       received to date for each case, turn over to the Clerk
       copies of the Claims Registers for the Clerk's review;

   (n) monitor the Court's docket for all notices of appearance,
       address changes, and claims-related pleadings and orders
       filed and make necessary notations on and/or changes to the

       Claims Registers and any service or mailing lists,
       including to identify and eliminate duplicative names and
       addresses from such lists;

   (o) identify and correct any incomplete or incorrect addresses
       in any mailing or service lists;

   (p) assist in the dissemination of information to the public
       and respond to requests for administrative information
       regarding these chapter 11 cases as directed by the Debtors

       or the Court, including through the use of a case website
       and/or call center;

   (q) monitor the Court's docket in these chapter 11 cases and,
       when filings are made in error or containing errors, alert
       the filing party of such error and work with them to
       correct any such error;

   (r) if these chapter 11 cases are converted to cases under
       chapter 7 of the Bankruptcy Code, contact the Clerk within
       3 days of notice to Prime Clerk of entry of the order
       converting the cases;

   (s) 30 days prior to the close of these chapter 11 cases, to
       the extent practicable, request that the Debtors submit to
       the Court a proposed order dismissing Prime Clerk as Claims

       and Noticing Agent and terminating its services in such
       capacity upon completion of its duties and responsibilities
       and upon the closing of these chapter 11 cases;

   (t) within 7 days of notice to Prime Clerk of entry of an order

       closing these chapter 11 cases, provide to the Court the
       final version of the Claims Registers as of the date
       immediately before the close of the chapter 11 cases; and

   (u) at the close of these chapter 11 cases, (i) box and
       transport all original documents, in proper format, as
       provided by the Clerk, to (a) the Philadelphia Federal
       Records Center, 14700 Townsend Road, Philadelphia, PA 19154

       or (b) any other location requested by the Clerk; and (ii)
       docket a completed SF-135 Form indicating the accession and
       location numbers of the archived claims.

Prime Clerk will be paid at these hourly rates:

       Analyst                      $30-$50
       Technology Consultant        $35-$95
       Consultant/Sr. Consultant    $65-$170
       Director                     $175-$195
       Solicitation Consultant      $195
       Director of Solicitation     $210

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, 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.

Prime Clerk can be reached at:

       Shai Waisman
       PRIME CLERK LLC
       830 3rd Avenue, 9th Floor
       New York, NY 10022
       Tel: (212) 257-5450
       E-mail: swaisman@primeclerk.com

                         About Nuverra

Nuverra Environmental Solutions, Inc. (OTCQB: NESC) provides
environmental solutions to customers focused on the development and
ongoing production of oil and natural gas from shale formations.
The Scottsdale, Arizona-based Company operates in shale basins
where customer exploration and production activities are
predominantly focused on shale and natural gas.

Nuverra Environmental Solutions, Inc., and its affiliates sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 17-10949) on
May 1, 2017.

As of March 31, 2017, Nuverra had $342.6 million in total assets
and $534.5 million in total liabilities.

The Hon. Kevin J. Carey is the case judge.

Shearman & Sterling LLP is serving as bankruptcy counsel to the
Debtors, with the engagement led by Fredric Sosnick, Esq., Sara
Coelho, Esq., and Stephen M. Blank, Esq.

Young Conaway Stargatt & Taylor, LLP, is the local bankruptcy
co-counsel, with the engagement led by Jaime Luton Chapman, Esq.,
Pauline K. Morgan, Esq., and Kenneth J. Enos, Esq.

AP Services, LLC, is the Debtors' restructuring advisors, with the
engagement led by Robert Albergotti, and Dan Kelsall.

Prime Clerk LLC is the claims and noticing agent.


OCONEE REGIONAL: U.S. Trustee Directed to Appoint PCO
-----------------------------------------------------
Judge Austin E. Carter of the U.S. Bankruptcy Court for the Middle
District of Georgia entered an Order directing the U.S. Trustee to
appoint a Patient Care Ombudsman for Oconee Regional Health
Systems, Inc., and its affiliates.

The U.S. Trustee is directed to appoint one or more ombudsmen to
monitor the quality of patient care and to represent the interests
of the patients in the health care facilities operated by the
Debtors.

Likewise, the U.S. Trustee is given until June 1, 2017 to file a
motion with the Court for a determination that an ombudsman is not
necessary for the protection of patients.

            About Oconee Regional Medical Center

Oconee Regional Medical Center (ORMC) is located in Milledgeville
near the geographic center of Georgia, providing advanced
healthcare technologies to the 90,000 residents living in the seven
surrounding counties.

Oconee Regional Health Systems, Inc., and six of its affiliates
filed Chapter 11 bankruptcy petitions (Bankr. M.D. Ga.) on May 10,
2017.  The six affiliates are Oconee Regional Medical Center, Inc.
(Case No. 17-51006), Oconee Regional Health Services, Inc. (Case
No. 17-51007), Oconee Regional Emergency Medical Services, Inc.
(Case No. 17-51008), Oconee Regional Health Ventures, Inc., d/b/a
Oconee (Case No. 17-51009), Oconee Internal Medicine, LLC (Case No.
17-51010), and Oconee Orthopedics, LLC (Case No. 17-51011).

Two more affiliates sought bankruptcy protection on May 11, 2017.
These affiliates are ORHV Sandersville Family Practice, LLC (Case
No. 17-51012), and Oconee Regional Senior Living, Inc. (Case No.
17-51013).

The Debtors are represented by Mark I. Duedall, Esq., and Leah
Fiorenza McNeill, Esq., in Atlanta, Georgia.

The Debtors' special counsel is James-Bates-Brannan-Groover-LLP,
while the Debtors' Investment Banker is Houlihan Lokey. Grant
Thornton is appointed as the Debtors' Financial Advisor.

At the time of filing, the Debtor had $0 to $50,000 in estimated
assets and $100,000 to $500,000 in estimated liabilities.

The petitions were signed by Steven M. Johnson, interim chief
executive officer.

Debtor ORHV Sandersville Family Practice has no unsecured
creditors.


ON-SITE TRANSPORT: PACCAR Opposes Approval of Exit Plan
-------------------------------------------------------
PACCAR Financial Corp. asked the U.S. Bankruptcy Court for the
Western District of Pennsylvania to deny approval of the Chapter 11
plan of reorganization for On-Site Transport, Inc.

In a court filing, PACCAR complained that the proposed plan does
not explicitly state that it will retain its lien on the vehicle
that was purchased from Hunter's Truck Sales & Service, Inc.  

The purchase was financed through a loan provided under a contract
entered into by PACCAR and On-Site Transport.

PACCAR also complained that the plan would allow On-Site Transport
to use the vehicle for at least two months without paying the
company.

PACCAR is represented by:

     Mark G. Claypool, Esq.
     Knox McLaughlin Gornall & Sennett P.C.
     120 West 10th Street
     Erie, PA 16501-1461
     Phone: (814) 459-2800
     Email: mclaypool@kmgslaw.com

                  About On-Site Transport Inc.

On-Site Transport, Inc. is a trucking company that hauls heavy
equipment, machinery, and construction materials.  It grew rapidly
and, at one point, was operating six tractor trailers and six other
vehicles.  It got too large too quickly and business eventually
began to decrease.

On-Site Transport filed a Chapter 11 petition (Bankr. W.D. Pa. Case
No. 16-70584) on Aug. 16, 2016.  John C. Bertolino, company
secretary, signed the petition.  At the time of filing, the Debtor
estimated assets and liabilities of less than $1 million.  

Christopher M. Frye, Esq. at Steidl & Steinberg of Pittsburgh, PA,
serves as counsel to the Debtor.

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

On April 11, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


OPTIMA SPECIALTY: Can File Plan Exclusively Thru July 13
--------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court issued
an order, with revisions, approving Optima Specialty Steel's motion
to extend by 90 days its exclusive periods to file a Chapter 11
plan and solicit acceptances thereof through and including July 13,
2017 and August 31, 2017, respectively. The Debtors requested a
120-day exclusivity and solicitation extension through July 13,
2017 and September 11, 2017, respectively. As previously reported,
"The requested extension of the Exclusive Periods is intended to
afford the Debtors additional time to capitalize on their
substantial progress to date in achieving their restructuring
objectives, and not for any improper purpose. Consistent with this
intent, the requested extension of the Exclusive Filing Period to
July 13th is effectively coterminous with the July 14th milestone
in the Final DIP Order. The requested extensions will enable the
Debtors to conclude their negotiations concerning the terms of a
plan and select a plan sponsor, to prepare and file a chapter 11
plan, and to prosecute confirmation of that plan."

                   About Optima Specialty Steel

Optima Specialty Steel, Inc., and its affiliates filed separate
Chapter 11 bankruptcy petitions on Dec. 15, 2016: Optima Specialty
Steel, Inc. (Bankr. D. Del. 16-12789); Niagara LaSalle Corporation
(Bankr. D. Del. 16-12790); The Corey Steel Company (Bankr. D. Del.
16-12791); KES Acquisition Company (Bankr. D. Del. 16-12792); and
Michigan Seamless Tube LLC (Bankr. D. Del. 16-12793).  The
petitions were signed by Mordechai Korf, chief executive officer.
At the time of filing, the Debtor had assets and liabilities
estimated at $100 million to $500 million each.

Optima Specialty Steel and its affiliates are independent
manufacturers of specialty steel products.  Their manufacturing
facilities are located in the United States, and each of the
companies' operating units have operated in the steel industry for
more than 50 years.  At the time of the bankruptcy filing, the
Debtors collectively employ more than 900 people.

The Debtors engaged Greenberg Traurig, LLP, in Wilmington, DE,
as counsel.  The Debtors tapped Ernst & Young LLP as their
accountant.

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

On Jan. 4, 2017, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors.  The committee hired
Squire Patton Boggs (US) LLP as its lead counsel and Whiteford,
Taylor & Preston LLC as its local Delaware counsel.


OVERTON & OGBURN: To Pay Claims from Sale of Maryland Property
--------------------------------------------------------------
Overton & Ogburn Associates, Inc. has filed a Chapter 11 plan of
reorganization that proposes to pay creditors from the proceeds
generated from the sale of its real property in Maryland.

The company rents out the property, which is currently its sole
source of income.  The property is located at 909 Baltimore
Boulevard, Westminster, Maryland.

Overton is now in the final stages of negotiations with a company
that owns a neighboring property.  If the company does not receive
an acceptable contract to sell the property within 12 months after
the plan takes effect, the property will be sold by public auction
within 15 months of the effective date.

The company believes that the property will be sold for as much as
$2.5 million dollars, which is less than its scheduled value.

Overton has also been involved in negotiations with a party
interested in leasing 15,000-square-feet of space in the property.


If consummated, this lease would provide the company with
additional income of $300,000 annually.  Aside from making the
company's cash flow positive, it would enable the company to
refinance the property, pay its lender, and emerge from Chapter 11
by terming out the administrative expenses and unsecured debt.

Net proceeds from either the sale or refinance of the property,
plus cash on hand, will be used to fund the proposed restructuring
plan.  Overton anticipates that the proceeds will be sufficient to
pay all creditors in full.

Under the plan, creditors holding allowed Class 5 general unsecured
claims will be paid from the net proceeds after claims in Classes 1
to 4 are paid.  

Overton anticipates but not certain that general unsecured claims
will be paid in full. Payments will be made upon there being
sufficient funds in the disbursing account, and these will be
subject to a reserve to cover anticipated future administrative
expenses, according to the company's disclosure statement filed on
May 11 with the U.S. Bankruptcy Court for the District of Maryland.


A copy of the disclosure statement is available for free at
https://is.gd/z6Vafd

                About Overton & Ogburn Associates

Overton & Ogburn Associates, Inc. is a Maryland Corporation formed
in 1976 with its principal office at 4626 Annapolis Road,
Bladensburg, Maryland.  It is owned by John A. Overton.  The Debtor
is licensed to handle construction projects in the Commonwealth of
Virginia, and also owns a parcel of real property commonly known as
909 Baltimore Boulevard, Westminster, Carroll County, Maryland,
improved by an office building.

The Debtor filed a Chapter 11 petition (Bankr. D. Md. Case No.
16-14029) on March 29, 2016.  The petition was signed by John
Overton Jr., president.  At the time of filing, the Debtor had both
assets and liabilities estimated at $1 million to $10 million.

The case is assigned to Judge David E. Rice.  The Debtor engaged
Alan M. Grochal, Esq., at Tydings & Rosenberg, LLP, as counsel.
The Debtor has retained Lee & Associates Chesapeake Region, LLC as
sales and leasing agent.


PERMIAN RESOURCES: S&P Lowers Rating on Sr. Sec. Notes to 'D'
-------------------------------------------------------------
S&P Global Ratings said that that it has lowered its issue-level
rating to 'D' from 'B-' on U.S.-based exploration and production
company Permian Resources LLC's first-lien senior secured notes.
The recovery rating remains a '1' indicating S&P's expectation of
very high (90%-100%; rounded estimate: 90%) recovery to creditors
in the event of payment default.

The revised rating on the company's first-lien senior secured notes
is due to the partial exchange of principal for equity in
connection with the restructuring announced by Permian Resources on
May 1, 2017.  The company announced that it exchanged
$325 million of secured and unsecured debt for equity interests.
S&P views this transaction as distressed since the ranking of the
equity in the capital structure is subordinate to the original
debt.

S&P expects to evaluate the company's corporate credit ratings
under its new capital structure over the next several days.

RATINGS LIST

Permian Resources LLC
Corporate Credit Rating               SD/--/--

Issue-Level Rating Lowered; Recovery Rating Unchanged
                                      To         From
Permian Resources LLC
Senior Secured
1st-lien notes                       D          B-
  Recovery Rating                     1(90%)     1(90%)



PETER HILER: Penn Real Buying Wellfleet Property for $248K
----------------------------------------------------------
Peter C. Hiler asks the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania to authorize the sale of real estate
located at 140 Main Street, Wellfleet, Massachusetts, to Penn Real
Estate Group, Inc. for $247,800.

On his schedules, the Debtor listed ownership of Real Estate with
an estimated value of $300,000.  The Debtor had been contacted by
the Purchaser to purchase the Real Estate.  The Debtor conducted
negotiations with the Purchaser and eventually accepted an offer
for $247,800 for the Real Estate.  The Debtor obtained an appraisal
of the Real Estate in August 2016 that listed a value of $332,600.


However, there are significant repairs that need to be made to the
Real Estate that the Purchaser and the Debtor took into account
when negotiating the sale.  Those request(s) for credits led to the
negotiated sale price of $247,800.

The Debtor determined that the Purchaser's offer was the highest
and best offer, as provided for in an Agreement of Sale.  The
Debtor asks to sell the Real Estate free and clear of any liens,
claims and encumbrances, with such liens attaching to the proceeds
of sale.

The Debtor, in addition, has negotiated a Lease with the Purchaser
for the Real Estate.  The Lease provides the Debtor with the
opportunity to continue to operate his business at the location for
a period of 10 years at a rental of $24,000 annually and yearly
increases of $600.  The Lease also provides for Purchaser
improvements to the Real Estate of $84,000 provided the tenant is
in compliance with the terms of the Lease.  The operation of the
business at the Real Estate is critical to the Debtor's successful
exit from the Bankruptcy and the success of his Chapter 11 Plan
which is currently filed and pending in the Court.

Further, the Lease provides the Debtor with an option to buy back
the Real Estate from the Purchaser for $247,800, plus any funds
advanced by the Purchaser for improvements, again providing that
the tenant is in compliance with the terms of the Lease.

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

          http://bankrupt.com/misc/Peter_Hiler_80_Sales.pdf

There currently are two Mortgages and various federal tax liens
filed against the Real Estate.  The sale will provide the Debtor
with the ability to satisfy the first two mortgages against the
Real Estate.  In addition, the Internal Revenue Service, which has
filed a lien in excess of $500,000, has agreed, in principle, to
release its lien upon the sale of the Real Estate and payment of
the net proceeds of sale remaining after payments to other
Administrative and Secured Creditors.

These filed liens are as follows: (i) a first priority mortgage in
favor of Seaman's Bank in the amount of $13,310; (ii) a second
priority mortgage in favor of Thomas Sabol and Arlene Douglas in
the amount of $24,000; and (iii) notices of federal tax lien in
favor of the Internal Revenue Service in the aggregate amount of
$556,321.

The Debtor, with the anticipated consent of the aforementioned
lienholders, requests the Court to permit these payments from the
sale of the Real Estate:

  a. First, to satisfy all closing costs and expenses relating to
the sale;

  b. Second, to Plaster/Greenberg in the amount of $25,000 on
account of its outstanding administrative claim;

  c. Third, to Seaman's Bank in the amount of $13,310 on account of
its first priority, secured claim;

  d. Fourth, to Thomas Sabol and Arlene Douglas in the amount of
$24,000 on account of its second priority, secured claim; and

  e. All remaining proceeds to the Internal Revenue Service on
account of its third priority, secured claim, filed in the case.

The Debtor received the offer from Purchaser to acquire the Real
Estate.  Upon information and belief, the Purchaser is a good faith
purchaser.  The Debtor submits that the proposed sale price of
$247,800 is fair value.  Here, the Purchaser is buying the Real
Estate with the knowledge that there are significant repairs to be
made to the property.  The Debtor believes that the sale of the
Real Estate is fair, reasonable, and in the best interests of the
estate and its creditors.  Accordingly, the Debtor asks the Court
to (i) authorize the Debtor to sell the Real Estate to the Purchase
pursuant to the Agreement of Sale; (ii) authorize the Debtor to
enter into the Lease with the Purchaser; (iii) approve the
distribution of funds as provided; and (iv) grant such further and
other relief that the Court deems appropriate under the
circumstances.

The Purchaser can be reached at:

          PENN REAL ESTATE GROUP, INC.
          620 Righters Ferry Road
          Bala Cynwyd, PA 10094
          Attn: Sean McCloskey

The Purchaser is represented by:

          Matthew Weinstein, Esq.
          COSEN O'CONNOR
          One Liberty Place
          1650 Market Street, Suite 2800
          Philadelphia, PA 19103

Counsel for the Debtor:

          Harry J. Giacometti, Esq.
          FLASTER GREENBERG, P.C.
          1835 Market Street, Suite 1050
          Philadelphia, PA 19103
          Telephone: (215) 587-5680

Peter C. Hiler sought Chapter 11 protection (Bankr. E.D. Pa. Case
No. 16-16759) on Sept. 25, 2016.  The Debtor tapped Harry J.
Giacometti, Esq., at Flaster/Greenberg, P.C. as counsel.


PFS HOLDING: S&P Affirms 'B-' CCR & Revises Outlook to Stable
-------------------------------------------------------------
S&P Global Ratings revised its rating outlook to stable from
positive and affirmed its 'B-' corporate credit rating on Easton,
Pa.-based PFS Holding Corp.

At the same time, S&P affirmed its 'B-' rating on the company's
$280 million first-lien term loan due in 2021 with a recovery
rating of '3', indicating S&P's expectation that lenders can expect
meaningful recovery (50%-70%; rounded estimate: 50%) in the event
of a payment default.  S&P also affirmed its 'CCC' rating on the
$110 million second-lien term loan due in 2022 with a recovery
rating of '6', indicating that lenders can expect negligible
(0%-10%; rounded estimate: 0%) recovery in the event of a payment
default.

Debt outstanding as of March 31, 2017, was about $461 million.

"Our outlook revision to stable from positive reflects our lowered
expectations for the company's financial performance and credit
ratios in 2017," said S&P Global Ratings credit analyst Gerald
Phelan.  S&P's revised expectation is for a 10% EBITDA decline,
break-even free cash flow (in part reflecting higher working
capital to support business with certain larger customers), and
adjusted debt to EBITDA around 8.5x for fiscal year 2017, compared
to below 7.5x previously.

The stable outlook reflects S&P's expectation for a 10% EBITDA
decline, break-even free cash flow, and adjusted debt to EBITDA
around 8.5x for fiscal 2017.

S&P could lower its ratings if it revises its view of PFS'
projected EBITDA and free cash flow such that the company's capital
structure is projected to become unsustainable, including adjusted
debt to EBITDA above 9.5x and free cash flow forecast to remain at
or below break-even levels; or if liquidity becomes meaningfully
constrained.  Such weaker performance could result from operational
missteps, or meaningful supplier or customer losses, including
multiple sizable retailers switching to direct delivery from
manufacturers; or if the company's core independent retail customer
base experiences significant market-share losses to large retailers
and e-commerce firms with which the company does not have
meaningful business.  S&P estimates a downgrade could occur if
EBITDA weakens by about 15%.

S&P could raise its ratings if PFS successfully implements various
operational improvement and customer enhancement tools, which lead
to meaningfully higher sales, EBITDA, and free cash flow
generation, which would lead to improved credit ratios including
adjusted debt to EBITDA approaching 7x.  S&P estimates this could
occur if EBITDA strengthens by about 20%.



PILGRIM'S PRIDE: S&P Puts 'BB' CCR on CreditWatch Negative
----------------------------------------------------------
S&P Global Ratings placed its ratings, including its 'BB' corporate
credit rating, on Pilgrim's Pride Corp. on CreditWatch with
negative implications.

The CreditWatch placement follows a similar action on parent
company JBS S.A.

The CreditWatch placement for Pilgrim's Pride will be resolved
within 90 days, at which time the JBS CreditWatch placement is
resolved.  That will come once S&P has more information about its
refinancing strategy and contingent liabilities arising from the
corruption investigations as well as possible changes in the
relationship between JBS and Pilgrim's Pride.  In addition, JBS
and, in turn, Pilgrim's Pride could be downgraded if S&P perceives
weaker access to financing for JBS arising from reputational
risks.



PORT CITY CLEANERS: Court Orders 'No Appointment' of Committee
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Alabama on
May 17 ordered that no unsecured creditors' committee be appointed
in the Chapter 11 case of Port City Cleaners, Inc.

Written request was sent to Port City creditors to serve on the
committee but no acceptances have been received from creditors,
court filings show.
   
                 About Port City Cleaners Inc.

Port City Cleaners, Inc. filed a Chapter 11 petition (Bankr. S.D.
Ala. Case No. 17-01472) on April 19, 2017.  Robert M. Galloway,
Esq., at Galloway, Wettermark, Everest & Rutens, LLP, serves as
bankruptcy counsel.


PREFERRED CONCRETE: June 21 Plan Confirmation Hearing
-----------------------------------------------------
The Hon. Thomas M. Lynch of the U.S. Bankruptcy Court for the
Northern District of Illinois has conditionally approved Preferred
Concrete & Excavating, Inc.'s fourth amended disclosure statement
dated May 10, 2017, referring to the Debtor's fifth modified plan
dated May 10, 2017.

June 21, 2017, at 1:00 p.m. is fixed for hearing on the final
approval of the Fourth Amended Disclosure Statement and
confirmation of the Plan.

June 14, 2017, at 10:30 a.m. is the status hearing on the Fourth
Amended Disclosure Statement and for status hearing on the Plan.  

Objections to the Fourth Amended Disclosure Statement and Plan must
be filed by June 9, 2017.

Written acceptances or rejections of the Plan must be filed by June
2, 2017.

On the Effective Date, Class 19 Unsecured Carpenters Pension Fund
of Illinois will receive, in full satisfaction, settlement and
release and discharge of its unsecured Claim 10% of its allowed
claim as a pro rata share of the Unsecured Dividend paid in equal
semi-annual installment without accrued interest over a period of
five years from the Effective Date for a total of 10 payments.  The
class filed a proof of claim in the amount of $126,792.26.  The
class is impaired.

Administrative claims will be paid from the Debtor's future
operations.  Secured classes will be paid from future earnings.
Priority classes will be paid from the funds on hand on the
Effective Date.  Unsecured classes will be paid from the Debtor's
future operations.  In addition, the new value contribution may be
used to fund Plan payments.

The Fourth Amended Disclosure Statement is available at:

           http://bankrupt.com/misc/ilnb16-81114-144.pdf

                     About Preferred Concrete

Preferred Concrete & Excavating, Inc., is a union concrete
contractor engaged in concrete in construction in Northern
Illinois and surrounding areas for the past 14 years.  The Debtor
has approximately 10 employees.

Preferred Concrete filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Ill. Case No. 16-81114) on May 4, 2016.  The
petition was signed by Gerald Hartman, president.  The Debtor is
represented by O. Allan Fridman, Esq., at the Law Office of O.
Allan Fridman.

The Debtor estimated assets at $0 to $50,000 and liabilities at
$100,000 to $500,000 at the time of the filing.


PRIME PACK: Taps Spector & Johnson as Legal Counsel
---------------------------------------------------
Prime Pack, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Northern District of Texas to hire legal
counsel.

In their applications, the company, Al-Kel Alliance Inc. and
Southco Enterprises Inc. propose to hire Spector & Johnson, PLLC to
give legal advice regarding their duties under the Bankruptcy Code,
prepare a bankruptcy plan, and provide other legal services related
to their Chapter 11 cases.

Nathan Johnson, Esq., and Howard March Spector, Esq., charge $300
per hour and $325 per hour, respectively.  Paralegals charge an
hourly fee of $95.

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

Spector & Johnson can be reached through:

     Nathan M. Johnson, Esq.
     Spector & Johnson, PLLC
     12770 Coit Road, Suite 1100
     Dallas, TX 75251
     Phone: 972-239-4260
     Fax: 214-237-3380
     Email: njohnson@spectorjohnson.com

                      About Prime Pack Inc.

Prime Pack, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 17-31622) on April 24,
2017.  Its affiliates Al-Kel Alliance, Inc. and Southco
Enterprises, Inc. filed Chapter 11 petitions (Bankr. N.D. Texas
Case Nos. 17-31779 and 17-31782) on May 1, 2017.  James Edward
Alexander, sole director signed the petitions.   

At the time of the filing, Prime Pack and Southco estimated assets
of less than $50,000 and liabilities of $1 million to $10 million.
Al-Kel estimated assets of less than $50,000 and liabilities of
less than $1 million.

Prime Pack, Inc. -- http://www.primepackinc.com/-- offers
logistics services.  It was founded in 1997 and is based in Dallas,
Texas.   Southco is a Dallas-based privately-held company that
provides tank truck cleaning services while Al-Kel is a repair
service company based in Hutchins.


PUERTO RICO: CCI Seeks Appointment of Unsecured Creditors Panel
---------------------------------------------------------------
BankruptcyData.com reported that Cesar Castillo, Inc., (CCI) filed
with the U.S. Bankruptcy Court a motion requesting Court
appointment of an official unsecured creditors' committee. CCI is
listed on Schedule B to the petition with an unsecured claim of
$6,008,917.52. The motion explains, "As noted in Debtor's Petition,
CCI is listed as one of Debtor's twenty largest unsecured
Creditors. Pursuant to 11 U.S.C. 1102(a)(1), made applicable to
this proceeding by Title III, Section 301 of PROMESA, as soon as
practicable after the Order of relief has been entered, the U.S.
Trustee shall appoint a committee of creditors holding the largest
unsecured claims. Title III, Section 304(c) of PROMESA provides
that the commencement of a case under PROMESA does constitute an
order for relief. In view of the foregoing, CCI hereby informs the
Court of its availability and willingness to serve in the unsecured
creditors' committee, and requests the Court to order the
appointment of an Unsecured Creditors Committee."

CCI's counsel:

          Totti & Rodríguez Díaz, PSC
          Daniel Molina Lopez, Esq.
          P.O. Box 191732
          San Juan, PR 00919-1732
          Tel.: (787)753-7910
          Fax: (787)764-9480
          E-mail: dml@trdlaw.com

                     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 available 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 on board 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.

Marcia Goldstein, Esq., at Weil, Gotshal & Manges, represents
MBIA's National Public Finance Guarantee unit, which insures nearly
$2 billion in combined GO and COFINA debt.


RAIN TREE: PCO Files First Report
---------------------------------
Victor Orija, the State Long Term Care Ombudsman appointed for Rain
Tree Health Care of Winston Salem, LLC, files a first Report before
the U.S. Bankruptcy Court for the Middle District of North Carolina
on May 9, 2017.

During the visit, the PCO talked with several residents and
received two unfavorable opinions about the Debtor. One resident
informed the PCO that the grab bar by his bed was broken. The
resident uses the grab bar to pull himself out of bed. The PCO
informed the office manager about the resident's problem and
reported that its replacement was on hand.

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

     http://bankrupt.com/misc/ncmb17-50375-75.pdf

             About Rain Tree Health Care

Rain Tree Healthcare of Winston Salem, LLC, is a limited liability
corporation headquartered in Charlotte, North Carolina and is
engaged in the management and operation of an adult care home for
the mentally and physically disabled in Winston Salem, North
Carolina.

Rain Tree Healthcare of Winston Salem filed a Chapter 11 petition
(Bankr. M.D.N.C. Case No. 17-50375) on April 1, 2017.  Reema Owens,
managing member/organizer, signed the petition. At the time of
filing, the Debtor estimated assets and liabilities between
$500,000 and $1 million.

The Debtor is represented by Robert Lewis, Jr., Esq., at Gordon &
Melun, PLLC.

The Assistant U.S. Bankruptcy Administrator, Robert E. Price, Jr.,
has appointed Victor Orija of the State Long Term Care Ombudsman
for the State of North Carolina, as Patient Care Ombudsman for Rain
Tree Healthcare of Winston Salem.


RATAMESS CHIROPRACTIC: First Amended Disclosure Statement Filed
---------------------------------------------------------------
Ratamess Chiropractic Clinic, P.C., on May 10 filed with the U.S.
Bankruptcy Court for the District of Carolina a revised disclosure
statement, which explains the company's proposed plan to exit
Chapter 11 protection.

The company made revisions to the disclosure statement after the
court denied its bid to conditionally approve the original version
due to lack of information.

The latest disclosure statement contains information regarding the
reason for filing the company's bankruptcy case and the events
leading up to the filing.  

The document also provides additional information regarding a
potential loan the company has considered to fund the restructuring
plan.  According to the document, Ratamess has considered various
options for borrowing, and it sees as the best option a 180-month
loan in the amount of $100,000 to fund the plan.  

The company has also considered selling its commercial property
that would generate net proceeds in the amount of $90,000 to be
distributed to creditors under the plan, according to the latest
disclosure statement filed on May 9.

A copy of the first amended disclosure statement is available for
free at https://is.gd/A26DLk

               About Ratamess Chiropractic Clinic

Ratamess Chiropractic Clinic, P.C. sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 16-04993) on
September 30, 2016.  The petition was signed by Dr. Scott Ratamess,
owner.  At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.

Robert H. Cooper, Esq., at The Cooper Law Firm represents the
Debtor as bankruptcy counsel.

The Office of the U.S. Trustee on November 2 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Ratamess Chiropractic Clinic,
P.C.

On March 30, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


RCA RUBBER: Exclusive Plan Filing Deadline Moved to Aug. 16
-----------------------------------------------------------
The Hon. Alan M. Koschik of the U.S. Bankruptcy Court for the
Northern District of Ohio has extended, at the behest of The R.C.A.
Rubber Company, the exclusive period for the Debtor to file a plan
of reorganization by 90 days until Aug. 16, 2017.  The deadline for
the Debtor to obtain confirmation of the plan will be Oct. 16,
2017.

                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.


RELATIVITY FASHION: Netflix Wants Breach of Contract Suit Junked
----------------------------------------------------------------
Dorothy Atkins, writing for Bankruptcy Law360, reports that Netflix
Inc. has urged Santa Clara Superior Court Judge Theodore C. Zayner
to toss RML Distribution Domestic LLC's lawsuit alleging that
Netflix attempted to stream the studio's films for free by
circumventing theatrical releases necessary to determine licensing
fees.

According to Law360, Netflix says that a bankruptcy court had
already litigated the dispute.  The Debtor can't litigate the same
issue that was already taken up by a bankruptcy court, the report
states, citing Stephen Roy Mick, Esq., at Barnes & Thornburg LLP,
the attorney for Netflix.

Mr. Mick said that in both cases, the Debtor claimed that Netflix
was in the wrong for failing to sign amended licensing agreements
pushing back film release dates, Law360 shares.

                    About Relativity Fashion

Relativity -- http://relativitymedia.com/-- is a next-generation  

global media company engaged in multiple aspects of content
production and distribution, including movies, television, sports,
digital and music.  More than just a collection of
entertainment-related businesses, Relativity is a content engine
with the ability to leverage each of these business units,
independently and together, to create content across all mediums,
giving consumers what they want, when they want it.

Relativity Studios, the Company's largest division, has produced,
distributed or structured financing for more than 200 motion
pictures, generating more than $17 billion in worldwide box-office
revenue and earning 60 Oscar nominations.  Relativity's films
include Oculus, Safe Haven, Act of Valor, Immortals, Limitless,
and The Fighter.

Relativity Media LLC and its affiliates, including Relativity
Fashion, LLC, sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Case No. 15-11989) on July 30, 2015.  The
case is assigned to Judge Michael E. Wiles.

The Debtors are represented by Craig A. Wolfe, Esq., Malani J.
Cademartori, Esq., and Blanka K. Wolfe, Esq., at Sheppard Mullin
Richter & Hampton LLP, in New York; and Richard L. Wynne, Esq.,
Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq., at Jones Day,
in New York.

Brian Kushner of FTI Consulting, Inc., serves as chief
restructuring officer and crisis and turnaround manager.  Luke
Schaeffer of FTI Consulting, Inc., serves as deputy CRO.

Blackstone Advisory Partners L.P. serves as the Debtors'
investment banker.  The team is led by Timothy Coleman, Senior
Managing Director, CJ Brown, Senior Managing Director, Paul
Sheaffer, Vice President, and Joseph Goldschmid, Associate.

The Debtors' noticing and claims agent is Donlin, Recano &
Company, Inc.

                          *     *     *

An investor group composed of Anchorage Capital Group, L.L.C.,
Falcon Investment Advisors, LLC and Luxor Capital Group, LP on
Oct. 21, 2015, completed its purchase of the assets of Relativity
Television.

After selling their TV business, the Debtors and CEO Ryan C.
Kavanaughfiled a proposed plan of reorganization that will allow
the Debtors to reorganize their non-TV business units with a
substantially de-levered balance sheet utilizing new equity
investments and new financing.  

Jim Cantelupe, of Summit Trail Advisors, LLC, assisted the Debtors
in raising up to $100 million of new equity to fund the Plan.

The Bankruptcy Court on Feb. 8, 2016, confirmed the Debtors'
Fourth
Amended Plan.  A copy of the Fourth Amended Plan is available at
http://is.gd/wZI1gd


REVOLUTION ALUMINUM: Unsecured Creditors' Recovery Unknown
-----------------------------------------------------------
Revolution Aluminum Propco, LLC, filed with the U.S. Bankruptcy
Court for the Western District of Louisiana a first amended
disclosure statement for the Debtor's first amended plan of
liquidation dated May 15, 2017.

Class 4 Allowed Unsecured Claims -- estimated at $3,223,067.62 --
are impaired by the Plan.  The holders of the Allowed Class 4
Claims will receive a pro rata distribution, up to the allowed
amount of each Class 4 Claim, from the proceeds of the sale after
the Unclassified Claims and Class 1, Class 2 and Class 3 Claims
have been paid in full.

The Debtor has filed and the Court has approved an application by
the Debtor for entry of a court order authorizing the employment
and retention of Beau Box Real Estate and approval as real estate
broker and manager of the Debtor to market and sell certain real
estate comprised of approximately 1,400 acres in Pineville,
Louisiana on which an industrial site is planned, as required by
the court order.  

Unless otherwise ordered by the Court, after Confirmation, the
agent will continue to be deemed to have the powers of the manager
of the Debtor, including, but limited to, full power and authority
to continue to market the Debtor's real property and improvements
and its business, to accept, on behalf of the Debtor and subject to
approval of the Court, any offer or offers to purchase the Debtor's
real property and improvements and its business, and to execute
such documents as may be necessary or desirable to consummate any
sale or sales approved by the Court.  On or before the Confirmation
Hearing, the agent will propose and the Court will approve the
terms of the sale of the Property to be conducted as soon as
practicable after the Confirmation Hearing.  Once the agent and a
purchaser have entered into an agreement to purchase the Property,
the agent, acting through the Debtor's counsel of record, will seek
approval of the sale from the Court.  Thereafter, a closing date
will be set by the purchaser and the agent.  

On the closing, the purchaser will purchase from the Estate, and
the Debtor, acting through the agent, will convey to the purchaser
the Property in consideration for the highest offer in cash,
provided that the sale is for a sufficient amount to make the
payments required under the Plan to Unclassified Claims, the Class
1 Claim, Class 2 Claim and Class 3 Claim, after payment of all
expenses of the sale, including, but not limited to, any commission
due to the agent.

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

         http://bankrupt.com/misc/lawb16-81024-236.pdf

As reported by the Troubled Company Reporter on May 16, 2017, the
Debtor filed a Chapter 11 plan of liquidation that proposes to pay
creditors from the sale of its 1,400-acre property in Pineville,
Louisiana.  Holders of allowed Class 3 unsecured claims would
receive a pro rata distribution from the sale proceeds after claims
in Classes 1 and 2 and those not classified under the plan are paid
in full.

                About Revolution Aluminum Propco

Revolution Aluminum Propco, LLC is a Louisiana company established
in 2015.  It owns a real property comprised of approximately 1,400
acres in Pineville, Louisiana.  The property, which is the Debtor's
sole asset, is an industrial park and the former site of a paper
mill.

The Debtor is 100% owned by its parent company, Revolution Aluminum
LLC, and is managed by Roger Boggs.

Ryan & Associates, Inc., Engineered Products, Inc., and Tina J.
Hertzel filed an involuntary Chapter 11 case (Bankr. W.D. La., Case
No. 16-81024) against the Debtor on Sept. 15, 2016.  The court
entered an order officially placing the Debtor in bankruptcy on
Feb. 1, 2017.

The petitioning creditors are represented by Bradley L. Drell,
Esq., at Gold, Weems, Bruser, Sues & Rundell.  

Steffes, Vingiello & McKenzie, LLC serves as the Debtor's
bankruptcy counsel.  The Debtor hired Beau Box Real Estate as real
estate broker and manager.

On March 16, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors.  The committee hired
Gold Weems Bruser Sues & Rundell, APLC, as counsel.

No trustee or examiner has been appointed although a motion filed
by the petitioning creditors to appoint a trustee is pending.


RICHARD D. VAN LUNEN: Hires Weinman & Associates as Legal Counsel
-----------------------------------------------------------------
Richard D. Van Lunen Charitable Foundation seeks approval from the
U.S. Bankruptcy Court for the District of Colorado to hire legal
counsel.

The Debtor proposes to hire Weinman & Associates, P.C. to assist in
the preparation of a plan of reorganization, and provide other
legal services related to its Chapter 11 case.

Jeffrey Weinman, Esq., the attorney designated to represent the
Debtor, will charge an hourly fee of $475.  The firm's paralegals
William Richey and Lisa Barenberg will charge $300 per hour and
$250 per hour, respectively.

The firm received a retainer in the amount of $50,000 prior to the
Debtor's bankruptcy filing.

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

The firm can be reached through:

     Jeffrey Weinman, Esq.
     Weinman & Associates, P.C.
     730 17th Street, Suite 240
     Denver, CO 80202
     Tel: 303-572-1010
     Fax: 303-572-1011
     Email: jweinman@epitrustee.com

                   About Richard D. Van Lunen
                      Charitable Foundation

Based in Palos Park, Illinois, Richard D. Van Lunen Charitable
Foundation is a foundation that funds primarily for Christian
churches and education.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 17-14499) on May 16, 2017.  The
petition was signed by James Achterhof, managing trustee and
director.  

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


RICHARD D. VAN LUNEN: Taps Allen Vellone as Co-Counsel
------------------------------------------------------
Richard D. Van Lunen Charitable Foundation seeks approval from the
U.S. Bankruptcy Court for the District of Colorado to hire Allen
Vellone Wolf Helfrich & Factor P.C.

Allen Vellone will serve as co-counsel with Weinman & Associates,
P.C., the firm tapped by the Debtor to be its bankruptcy counsel.
The firm will serve primarily as the Debtor's litigation counsel.  


The hourly rates charged by the firm are:

     Patrick Vellone     $450
     Mark Larson         $295
     Paralegal           $140

Allen Vellone has requested that the Debtor provide it with a
retainer in the amount of $25,000.

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

Allen Vellone can be reached through:

     Patrick D. Vellone, Esq.
     Mark A. Larson, Esq.
     1600 Stout Street, Suite 1100
     Denver, CO 80202
     Phone: (303) 534-4499  
     Fax: (303) 893-8332
     Email: pvellone@allen-vellone.com
     Email: mlarson@allen-vellone.com

                   About Richard D. Van Lunen
                      Charitable Foundation

Based in Palos Park, Illinois, Richard D. Van Lunen Charitable
Foundation is a foundation that funds primarily for Christian
churches and education.

The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 17-14499) on May 16, 2017.  The
petition was signed by James Achterhof, managing trustee and
director.  

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


RIDGE MANOR: June 20 Plan Confirmation Hearing Set
--------------------------------------------------
Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida has conditionally approved the
disclosure statement explaining Ridge Manor Oaks, LLC's plan.

The Court will conduct a hearing on confirmation of the Plan,
including timely filed objections to confirmation, objections to
the Disclosure Statement, motions for cramdown, applications for
compensation, and motions for allowance of administrative claims on
June 20, 2017 at 2:00 PM.

The hearing may be adjourned from time to time by announcement made
in open court without further notice.  If the Plan is not
confirmed, the Court will also consider dismissal or conversion of
the case.

                  About Ridge Manor Oaks

Ridge Manor Oaks, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 16-09612) on Nov. 8,
2016.  The petition was signed by Robert L. Carson, manager.  

At the time of the filing, the Debtor disclosed $1.8 million in
assets and $2.47 million in liabilities.

David W. Steen, Esq., at David W. Steen P.A. serves as the Debtor's
legal counsel


ROYAL FLUSH: First Commonwealth Opposes Approval of Plan Outline
----------------------------------------------------------------
First Commonwealth Bank asked the U.S. Bankruptcy Court for the
Western District of Pennsylvania to deny approval of the disclosure
statement, which explains Royal Flush, Inc.'s proposed Chapter 11
plan of reorganization.

In a court filing, the bank questioned the treatment of its claim
under the plan.

"[Royal Flush] characterizes the bank's claim in connection with
the loan as unsecured and contingent," First Commonwealth said.
"This is contrary to the loan documents."

The bank also argued that the disclosure statement is unclear on
how its claim will be paid

First Commonwealth previously made a loan to Bravo-Charlie LLC in
the amount of $818,204.  Bravo's obligations in connection with the
loan were guaranteed by Royal Flush.

The disclosure statement had also drawn objections from First
National Bank of Pennsylvania and Hunter's Truck Sales & Service,
Inc.  The objections revolve around the inadequacy of information
provided in the document.

First Commonwealth Bank is represented by:

     Roger P. Poorman, Esq.
     McGrath McCall, P.C.
     Four Gateway Center, Suite 1040
     444 Liberty Avenue
     Pittsburgh, PA 15222
     Tel: (412) 281-4333
     Fax: (412) 281-2141
     Email: rpoorman@lenderlaw.com

FNB is represented by:

     John B. Joyce, Esq.
     Grenen & Birsic, P.C.
     One Gateway Center, 9th Floor
     Pittsburgh, PA 15222
     Phone: 412-281-7650

Hunter's Truck is represented by:

     Gregory C. Michaels, Esq.
     Jason L. Ott, Esq.
     Dickie, McCamey & Chilcote, P.C.
     Two PPG Place, Suite 400
     Pittsburgh, PA 15222-5402
     Phone: (412) 392-5578
     Fax: (412) 392-5367
     Email: gmichaels@dmclaw.com
     Email: jott@dmclaw.com

                        About Royal Flush

Headquartered in Spring Church, Pennsylvania, Royal Flush, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case
No. 16-23458) on Sept. 15, 2016, estimating its assets and
liabilities at between $1 million and $10 million each.  The
petition was signed by Carol A. Swank, secretary/treasurer.

Judge Jeffery A. Deller presides over the case.  Donald R.
Calaiaro, Esq., at Calaiaro Valencik serves as the Debtor's
bankruptcy counsel.  The Debtor hired C&H Accounting, LLC as  its
accountant.

Andrew R. Vara, Acting U.S. Trustee for Region 3, on Oct. 20, 2016,
appointed five creditors of Royal Flush, Inc., to serve on the
official committee of unsecured creditors.  The committee is
represented by Leech Tishman Fuscaldo & Lampl, LLC.


RUPARI HOLDING: Roma Tries to Block Licensing Agreement Approval
----------------------------------------------------------------
Roma Dining, LLC and Romacorp., Inc., filed with the U.S.
Bankruptcy Court for the District of Delaware an objection to
Rupari Holdings, Inc., et al.'s licensing agreement.

Roma states that the Court should bar the Debtors from assuming the
License Agreement and accord no weight to the proposed cure amount
to determine royalty payments owed to enable Rupari's use of the
licensed marks during the sell-off period.

Roma says that from day one, the case has been centered on the sale
of the Debtors' assets.  Initially, the sale, pursuant to a
stalking horse asset purchase agreement between the Debtors and
CBQ, LLC, required the Debtors to assume the License Agreement
between Debtor Rupari Food Services, Inc., and Roma.

After Roma objected to (a) the expedited litigation of the
adversary proceeding and (b) the bidding procedures proposed by the
Debtors for the sale of their assets, the Debtors and CBQ amended
the Stalking Horse APA to remove the condition precedent requiring
assumption of the License Agreement.  At the hearing on the Bidding
Procedures, the Debtors and CBQ represented that the proposed sale
was no longer conditioned on the assumption of the License
Agreement.  Four days later, Rupari filed a notice of voluntary
dismissal, without prejudice, of the Adversary Proceeding.  At a
telephonic status conference, Roma made clear that it would
strenuously object to any attempt to assume or assign the License
Agreement.  No assumption is possible because the License Agreement
was terminated prior to the petition date of the bankruptcy case.
Roma claims that by dismissing the Adversary Proceeding, Rupari
confirmed that it would not seek to assume and assign the License
Agreement in connection with the Stalking Horse Purchase Agreement,
because Rupari no longer sought a declaratory judgment that the
License Agreement remained valid despite the termination by Roma.
Roma repeatedly informed Rupari that the pre-petition termination
of the License Agreement prevented any attempt to assume and assign
it.  Roma states that despite the Debtors' representations and the
impossibility of assuming the License Agreement, the Debtors
included the License Agreement on the list of executory contracts
that the Debtors may seek to assume and assign attached to the cure
notice.

According to Roma, the proposed cure amount is irrelevant because
the License Agreement cannot be assumed.  However, Roma notes that
the Debtors have no rights for use of the Licensed Marks after
termination of the License Agreement, unless the Debtors comply
with the License's applicable provisions.  The License Agreement
provides that, after expiration or termination, for a period of six
months from such date, Rupari may use the Licensed Marks to sell,
on a non-exclusive basis, its inventory on hand and work in
process, "provided Royalty Payments and Minimum Guarantees are
current."  To bring the Royalty Payments current, as required in
order for the Debtors to sell the Licensed Products after
termination of the License Agreement, the amount asserted by the
Debtors as a "cure" amount is vastly understated.

In order to be current on its Royalty Payments, Rupari must pay in
excess of $4 million.

A copy of the Objection is available at:

           http://bankrupt.com/misc/deb17-10793-169.pdf

Roma is represented by:

     Robert W. Mallard, Esq.
     Alessandra Glorioso, Esq.
     DORSEY & WHITNEY (DELAWARE) LLP
     300 Delaware Avenue, Suite 1010
     Wilmington, Delaware 19801
     Tel: (302) 425-7171
     Fax: (302) 425-7177
     E-mail: mallard.robert@dorsey.com
             glorioso.alessandra@dorsey.com

          -- and --

     Bruce R. Ewing, Esq.
     Janet M. Weiss, Esq.
     Eric Lopez Schnabel, Esq.
     DORSEY & WHITNEY LLP
     51 West 52nd Street
     New York, New York 10019
     Tel: (212) 415-9200
     Fax: (212) 953-7201
     E-mail: ewing.bruce@dorsey.com
             weiss.janet@dorsey.com
             schnabel.eric@dorsey.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. Case Nos. 17-10793 and
17-10794, respectively) on April 10, 2017.  The petitions were
signed by 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.

R. Craig Martin, Esq., Maris J. Kandestin, Esq., Richard A.
Chesley, Esq., and John K. Lyons, Esq., at DLA Piper LLP (US) are
serving as counsel to the Debtors.  Kinetic Advisors LLC is the
financial advisor.  Donlin, Recano & Co., Inc., is the claims and
noticing agent.

No trustee, examiner, or official committee of unsecured creditors
has been appointed in the Debtors' Chapter 11 cases.


SANCTUARY CARE: DOJ Watchdog Seeks Trustee Appointment, Dismissal
-----------------------------------------------------------------
William K. Harrington, a United States Trustee, asks the U.S.
Bankruptcy Court for the District of New Hampshire to enter an
order authorizing the appointment of a Chapter 11 trustee for
Sanctuary Care, LLC, and Sanctuary at Rye Operations, LLC, or in
the alternative, dismissing the Chapter 11 cases or converting the
cases to Chapter 7.

According to the U.S. Trustee, cause to appoint a Chapter 11
trustee is established by the hopeless deadlock between the
Debtor's Managing Member, and the pre-petition chief restructuring
officer that is managing the Debtor's estate.  Hence, the U.S.
Trustee seeks for the appointment of a disinterested person to
represent the interests of the Debtors' estate.

Further, the U.S. Trustee states that the Debtors have proposed a
sale of substantially all assets of the estate and have expressed
their intention to dismiss or convert the cases following the sale,
rather than proposing a Plan of Reorganization.

Therefore, the U.S. Trustee requests the Court to enter an Order
authorizing the appointment of a Chapter 11 Trustee, or in the
alternative, enter an Order converting the case so that a
disinterested Chapter 7 trustee may be appointed, or an Order
dismissing the case, whichever is in the best interests of the
creditors and parties in interest.

                   About Sanctuary Care, LLC

Sanctuary at Rye Operations, LLC and and its affiliate Sanctuary
Care, LLC filed separate Chapter 11 bankruptcy petitions (Bankr.
D.N.H. Case Nos. 17-10590 and 17-10591, respectively), on April 25,
2017. The Petition was signed by Alice Katz, chief restructuring
officer. The Debtor is represented by Peter N. Tamposi, Esq. at the
Tamposi Law Group.

The Company owns Sanctuary Care, a memory assisted adult care
facility located in Rockingham County, New Hampshire.

At the time of filing, Sanctuary at Rye listed $382,830 in total
assets and $16,610,000 in liabilities. Sanctuary Care listed
$5,010,000 in total assets and $16,050,000 in liabilities.


SANDERS ELITE: Plan Outline Okayed, Plan Hearing on June 14
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida will
consider approval of the Chapter 11 plan of reorganization for
Sanders Elite Training Performance at a hearing on June 14.

The hearing will be held at 2:30 p.m. , at Courtroom A, Fourth
Floor, 300 North Hogan Street, Jacksonville, Florida.

The court will also consider at the hearing the final approval of
Sanders' disclosure statement, which it conditionally approved on
May 11.

Creditors are required to file their objections and cast their
votes accepting or rejecting the plan no later than seven days
before the hearing.

               About Sanders Elite Training Performance

Sanders Elite Training Performance is a Florida corporation based
in Jacksonville, Florida.  It is in the business of personal sports
and physical training for athletes in a broad range of sports.  It
also offers a variety of training services including individual
weight loss advice and programs, physical performance classes,
individual training for athletes of all levels, and small group
training for teams.

Sanders Elite Training Performance filed a Chapter 11 petition
(Bankr. M.D. Fla. Case No. 17-01140) on April 1, 2017.  The
petition was signed by Jerrian R. Sanders, president.  At the time
of filing, the Debtor estimated less than $50,000 in assets and
less than $500,000 in liabilities.

Judge Paul M. Glenn presides over the case.  The Debtor is
represented by Thomas C. Adam, Esq. at Adam Law Group, P.A.  

An official committee of unsecured creditors has not yet been
appointed.

On May 5, 2017, the Debtor filed a Chapter 11 plan of
reorganization and disclosure statement.


SANDFORD AND SON: To Sell Properties to Pay Off Seterus, Hyperion
-----------------------------------------------------------------
Sandford and Son filed with the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania a joint disclosure statement dated
May 3, 2017, regarding the Debtor's Chapter 11 plan.

The Disclosure Statement filed on May 10 provides that the Debtors
intend to sell the real property located at 3054 Limekiln Pike, in
Glenside, Pennsylvania, to pay off the first mortgage in favor of
Seterus, Inc., and to pay down the two additional mortgages in
favor of Raymond A. Scarpato, Jr., and Amelia Scarpato, and in
favor of Amelia Investors, Inc.  The Debtors also intend to sell
the properties at 1913 E. Sodgley Ave., and at 7106 N. Broad St.,
which are both Hyperion Bank collateral properties, and to use the
proceeds to pay off the first mortgage in favor of Hyperion Bank
and to pay down or pay off the two additional mortgages in favor of
Raymond A. Scarpato, Jr., and Amelia Scarpato, and in favor of
Amelia Investors, Inc.

The previously filed Disclosure Statement provided that the Debtors
intend to sell the Limekiln, Sodgley, and Broad St. properties and
to use the proceeds to pay off the first mortgage in favor of
Seterus, and two additional mortgages in favor of Raymond A.
Scarpato, Jr., and Amelia Scarpato, and in favor of Amelia
Investors, Inc.

Administrative expenses at the Confirmation Date for Debtors'
attorney, John M. Keating, Esq., are presently unknown.  However,
the Debtors anticipate that they will be asserted in at least the
very approximate amount of $65,000 to $70,000.  In addition, the
Debtors must pay a quarterly fee to the U.S. Trustee of $325 each
for each quarter in which disbursements were less than $15,000,
$650 for each quarter in which disbursements were $15,000 or more
but less than $75,000, and $975 for each quarter in which
disbursements were $75,000 or more but less than $150,000.

All Administrative Claims are subject to allowance by the Court and
its determination of the reasonableness of the amounts; any
party-in-interest can object to any claim for administrative fees
and expenses.  The holders of allowed claims which are
Administrative Claims will receive, on account of the claims, cash
in the amount of the claims (i) as soon as practical on or after
the Effective Date or (ii) at the option of the Debtors, in
accordance with the ordinary business terms of payment of the
claims.

Professionals employed at the expenses of the estates of the
Debtors and entities who may be entitled to reimbursement or the
allowance of fees and expenses from the estates of the Debtors will
receive cash in the amount awarded to the professionals and
entities at the times and only in accordance with a final order
entered pursuant to Section 330 or Section 503(b)(2) to (6) of the
U.S. Bankruptcy Code.

The Disclosure Statement is available at:

          http://bankrupt.com/misc/paeb14-18330-233.pdf

As reported by the Troubled Company Reporter on March 27, 2017, the
Debtor asked the Court to approve the disclosure statement
explaining the Chapter 11 plan of reorganization for Jay Sandford
and the company.

The plan proposes to pay claims through a combination of the
monthly budget surplus of at least $1,097 and the sale of Mr.
Sandford's real property located at 3054 Limekiln Pike, Glenside,
Pennsylvania.

                     About Sandford and Son
   
Sandford and Son filed a Chapter 11 petition (Bankr. E.D. Pa. Case
No. 14-18330) on Oct. 17, 2014.  Jay Sandford also sought Chapter
11 protection (Case No. 14-18364).

Jay Sandford started buying investment properties in Philadelphia
in the 1970s with his late father, Walter Sandford (former jointly
administered debtor in this case), which they rented out to
tenants.

The Hon. Jean K. FitzSimon presides over the cases.

Sandford and Son estimated assets and liabilities of $1 million to
$10 million.


SECOND SIGHT: Recurring Losses Raises Going Concern Doubts
-----------------------------------------------------------
Second Sight Medical Products, Inc., filed with the U.S. Securities
and Exchange Commission its quarterly report on Form 10-Q,
disclosing a net loss of $7.55 million on $1.01 million of net
sales for the three-months ended March 31, 2017, compared to a net
loss of $5.82 million on $1.05 million of net sales for the same
period in 2016.

The Company's balance sheet at March 31, 2017, showed $30.12
million in total assets, $5.76 million in total liabilities, all
current, and a total stockholders' equity of $24.36 million.

The Company has incurred recurring operating losses and negative
operating cash flows since inception, and expects to continue to
incur operating losses and negative operating cash flows for at
least the next few years.  Management has made estimates of future
results of operations, using a wide range of assumptions regarding
the level of revenue generated, operating expense incurred and
future cash flows, which suggest a wide range of possible future
outcomes.  However, assuming financial results in 2017 similar to
the results achieved in 2016, management has concluded that there
is substantial doubt about the Company's ability to continue as a
going concern, and the Company's independent registered public
accounting firm, in its report on the Company's 2016 consolidated
financial statements, has raised substantial doubt about the
Company's ability to continue as a going concern.

A copy of the Form 10-Q is available at:

                       http://bit.ly/2qHlA0F

Second Sight Medical Products, Inc., develops, manufactures and
markets implantable prosthetic devices that can restore some
functional vision to patients blinded by outer retinal
degenerations, such as Retinitis Pigmentosa.  The Company's
product, the Argus II System provides an artificial form of vision
that differs from the vision of people with normal sight.  It does
not restore normal vision and it does not slow or reverse the
progression of the disease. The Company's Argus II System employs
electrical stimulation to bypass degenerated photoreceptor cells
and to stimulate remaining viable retinal cells thereby inducing
visual perception in blind individuals.



SECURED ASSETS: Second Amended Disclosure Statement Filed
---------------------------------------------------------
Secured Assets Belvedere Tower LLC on May 10 filed its latest
disclosure statement, which explains the company's proposed Chapter
11 plan of reorganization.

According to the latest disclosure statement, Washoe County
Treasurer's priority claims in the total amount of 28,230.92 are no
longer classified as a claim under the plan.  The original version
classified the Treasurer's claims in Classes 3 and 4.  

SABT will pay the priority claims in full on the effective date of
the plan from its debtor-in-possession account or from funds held
by its attorneys in the Lee High, Ltd. trust account.

Meanwhile, claims of unsecured creditors are now classified in
Class 5.  Unsecured creditors will be paid 100% of their allowed
claims, plus interest, from SABT's advances and proceeds generated
from the sale of units over a period of no more than five years,
according to the latest disclosure statement.

A copy of the second amended disclosure statement is available at
https://is.gd/0fetxd

              About Secured Assets Belvedere Tower

Reno, Nevada-based Secured Assets Belvedere Tower, LLC, filed a
Chapter 11 petition (Bankr. D. Nev. Case No. 16-51162) on Sept. 19,
2016.  The petition was signed by Gregg Smith.  

The Debtor, a single asset real estate company, disclosed total
assets at $20.4 million and total liabilities at $18.5 million.

Judge Gregg W. Zive presides over the case.  The Debtor is
represented by Elizabeth A. High, Esq., and Cecilia Lee, Esq., at
Davis Graham & Stubbs LLP.


SENSE TECHNOLOGIES: Accumulated Losses Raises Going Concern Doubt
-----------------------------------------------------------------
Sense Technologies, Inc., filed with the U.S. Securities and
Exchange Commission its quarterly report on Form 10-Q, disclosing a
net loss of $340,960 on $326,394 of sales for the three-months
ended November 30, 2016, compared to a net income of $92,570 on
$103,995 of sales for the same period in 2015.

For the nine months ended November 30, 2016, the Company recorded a
net loss of $1.06 million on $383,394 of sales, compared to a net
loss of $317,008 on $222,483 of sales for the same period last
year.

The Company's balance sheet at November 30, 2016, showed $10.08
million in total assets, $8.59 million in total liabilities, and a
total stockholders' equity of $1.48 million.

At November 30, 2016, the Company had not yet achieved profitable
operations, had an accumulated deficit of $22,738,725 (February 29,
2016 - $21,650,457) since its inception and incurred a net loss of
$1,064,574 (2015 - $317,008) for the nine months ended November 30,
2016, and expects to incur further losses in the development of its
business, all of which casts substantial doubt about the Company's
ability to continue as a going concern.  The Company's ability to
continue as a going concern is dependent upon its ability to
generate future profitable operations and/or to obtain the
necessary financing to meet its obligations and repay its
liabilities arising from normal business operations when they come
due.  

A copy of the Form 10-Q is available at:

                       http://bit.ly/2pYSXgR

Sense Technologies, Inc., holds a non-exclusive license to
manufacture, distribute, market and sublicense world-wide, a
patented technology which is used to produce the Guardian Alert(R)
backing awareness system for motor vehicles utilizing microwave
radar technology.  The Company assembles the product in Charlotte,
NC.  The company also holds a non-exclusive license to manufacture,
distribute, market and sublicense world-wide, the ScopeOut(R)
product, a patented system of specially-designed mirrors which are
placed at specific points on vehicles to offer drivers a more
complete view of the blind spots toward the rear of the vehicle.
This product is manufactured in China through an outsourced vendor.


SH 130: Court Confirms Modified Reorganization Plan
---------------------------------------------------
SH 130 Concession Company said that on May 18, 2017, the United
States Bankruptcy Court for the Western District of Texas (Austin
Division) confirmed its Modified Second Amended Joint Plan of
Reorganization.  This confirmation clears the way for the Company
to emerge from bankruptcy with new equity partners by the end of
June.

"We are pleased to have completed this important step in the
bankruptcy process and look forward to emerging as a stronger
company," said Alfonso Orol, SH 130's Chief Executive Officer.
Andy Bailey, SH 130's incoming Chief Executive Officer said, "With
the substantial support of the Steering Committee of Creditors, led
by Strategic Value Partners, LLC, and The U.S. Department of
Transportation's Build America Bureau, the financial restructuring
process has left the Company with significantly less leverage and
an improved capital structure.  This financial stability coupled
with a commitment to on-going capital improvements leaves the
Company well-positioned for future growth and sustained success."

The Plan of Reorganization provides for a restructuring of the
Company's balance sheet, as well as distributions of cash, new
indebtedness, and equity to various classes of creditors and
stakeholders.  Additionally, SH 130 has received Court approval to
enter into a new fully committed $260 million senior secured term
debt facility led by Goldman Sachs at the effective date.  Under
the terms of the new facility, SH 130 emerges with a more
conservative leverage profile and increased financial flexibility.


Finally, the Company would like to recognize and thank its
employees for their continuous effort and commitment.

                          About SH 130

SH 130 -- http://www.mysh130.com-- operates and maintains Segments
5 & 6 of State Highway 130 from Mustang Ridge to Seguin, Texas.
The 41-mile section of the toll road immediately south of Austin
offers a speed limit of 85 MPH -- the highest in the United States.
The road is owned by the Texas Department of Transportation, which
has leased the facility to SH 130 for 50 years.


SLUSS & RAY: Taps Bud Palmer Auction as Appraiser
-------------------------------------------------
Sluss & Ray LLC seeks approval from the U.S. Bankruptcy Court for
the District of Kansas to hire an appraiser.

The Debtor proposes to hire Bud Palmer Auction to appraise certain
equipment it uses to operate its transmission repair business.

The firm will be paid $175 per hour, with a minimum of two
hours and will receive a down payment of $500 for the initial
appraisal.

Bud Palmer, a licensed appraiser, disclosed in a court filing that
he and his firm do not represent any interest adverse to the
Debtor's bankruptcy estate.

The firm can be reached through:

     Bud Palmer
     Bud Palmer Auction
     101 West 29th North
     Wichita, KS 67204
     Phone: +1 316-838-4141

                        About Sluss & Ray

Sluss & Ray LLC, which conducts business under the names Amaco, C &
M Empire LLC, Aamcot LLC, and CCWRW LLC, operates three AAMCO
franchise transmission shops in Wichita, Kansas.  

The Debtor filed a Chapter 11 petition (Bankr. D. Kan. Case No.
17-10301) on March 9, 2017, disclosing $86,340 in total assets and
$1.22 million in total liabilities.  Chad Raymond, owner, signed
the petition.  

The case is jointly administered with Mr. Raymond's individual
Chapter 11 case (Bankr. D. Kan. Case No. 17-10313) filed on March
10, 2017.  Judge Dale L. Somers presides over the cases.  

The Debtors are represented by Edward J. Nazar, Esq. at Hinkle Law
Firm, L.L.C.


SMITH FARM: Plan Outline Okayed, Plan Hearing on August 16
----------------------------------------------------------
Smith Farm, LLC, is now a step closer to emerging from Chapter 11
protection after a bankruptcy judge approved the outline of its
plan of reorganization.

Judge Joseph Rosania, Jr. of the U.S. Bankruptcy Court for the
District of Colorado on May 10 gave the thumbs-up to the disclosure
statement after finding that it contains "adequate information."

The order set a June 28 deadline for creditors to file their
objections and cast their votes accepting or rejecting the proposed
plan.

A court hearing to consider confirmation of the plan is scheduled
for August 16, at 1:30 p.m.  The hearing will take place at the
U.S. Custom House, Courtroom D, 721 – 19th Street, Denver,
Colorado.

                         About Smith Farm

Smith Farm, LLC, filed a Chapter 11 bankruptcy petition (Bankr.
D.Colo. Case No. 16-21062) on November 11, 2016. In its petition,
the Debtor estimated $1 million to $10 million in both assets and
liabilities.  The petition was signed by Marylu Smith-Dischner,
manager.

Hon. Joseph G. Rosania Jr presides over the case.  Weinman &
Associates, PC represents the Debtor as counsel while Allen &
Vellone serve as its litigation counsel.

An official committee of unsecured creditors has not yet been
appointed.

On January 17, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.


SPILL CONTROL: Hires Leslie Cohen as Bankruptcy Counsel
-------------------------------------------------------
Spill Control Manufacturing and Supply, Inc. seeks authorization
from the U.S. Bankruptcy Court for the Central District of
California to employ Leslie Cohen Law, PC as bankruptcy counsel.

The Debtor requires Cohen Law to:

   (a) advise the Debtor regarding its rights and responsibilities

       as a Chapter 11 debtor and a debtor in possession,
       specifically including the requirements of the United
       States Bankruptcy Code, the Federal Rules of Bankruptcy
       Procedure, the Local Bankruptcy Rules, and how the
       application of such provisions relates to the
       administration of the Debtor's estate;

   (b) advise and assist the Debtor in connection with the
       preparation of certain documents to be filed with the
       Bankruptcy Court and/or the Office of the United States
       Trustee;

   (c) represent the Debtor, with respect to bankruptcy issues, in

       the context of its pending Chapter 11 case and to represent

       the Debtor in contested matters as would affect the
       administration of the Debtor's case, except to the extent
       that any such proceeding pertains to the excluded services
       described above or requires expertise in areas of law
       outside of the Firm's expertise;

   (d) advise, to assist and to represent the Debtor in the
       negotiation, formulation and attempted confirmation of a
       plan of reorganization; and

   (e) render services for the purpose of pursuing, litigating
       and/or settling litigation as may be necessary and
       appropriate in connection with this case, including without

       limitation objections to claims, adversary proceedings to
       recover preferences and fraudulent conveyances, and all
       associated matters.

Cohen Law will be paid at these hourly rates:

       Leslie Cohen                 $575
       Jaime Williams               $390
       Senior Contract Attorneys    $350
       Brian Link                   $297

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

Cohen Law received a pre-petition retainer of $25,000 which was
paid by non-Debtor sources, specifically, the Debtor's principal,
Ruben Garcia.  Of this amount, $3,415.10 was expended on
pre-petition services and the petition filing fee.  The balance of
$21,584.90 will be deposited in a segregated trust account per the
requirement of the U.S. Trustee.

Leslie Cohen, president and sole shareholder of Cohen Law, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.

The law firm can be reached at:

       Leslie A. Cohen, Esq.  
       J'aime K. Williams Esq.  
       Brian A. Link, Esq.  
       LESLIE COHEN LAW, PC
       506 Santa Monica Blvd., Suite 200
       Santa Monica, CA 90401  
       Tel: (310) 394-5900
       Fax: (310) 394-9280
       E-mail: leslie@lesliecohenlaw.com
               jaime@lesliecohenlaw.com
               brian@lesliecohenlaw.com

Spill Control Manufacturing And Supply, Inc., filed a Chapter 11
bankruptcy petition (Bankr. C.D. Cal. Case No. 17-13832) on March
29, 2017, disclosing under $1 million in both assets and
liabilities. The Debtor is represented by Leslie A. Cohen, Esq. of
Leslie Cohen Law PC.


STANDFAST USA: Disclosures OK'd; Plan Hearing on June 19
--------------------------------------------------------
The Hon. Kathy A. Surratt-States of the U.S. Bankruptcy Court for
the Eastern District of Missouri has approved Standfast USA, LLC's
first amended disclosure statement dated May 3, 2017, referring to
the Debtor's plan of liquidation.

A hearing to consider the confirmation of the Plan will be held on
June 19, 2017, at 11:00 a.m.  Objections to the confirmation must
be filed by June 12, 2017.

June 12, 2017 is fixed as the last day to submit a written ballot
accepting or rejecting the Plan.

                      About Standfast USA LLC

Standfast USA, LLC, based in Saint Louis, Missouri, filed a
Chapter 11 petition (Bankr. E.D. Mo. Case No. 16-46691) on Sept.
16, 2016.

The Hon. Kathy A. Surratt-States presides over the case.  Spencer
P. Desai, Esq., and Danielle A. Suberi, Esq., at Desai Eggmann
Mason LLC, serve as bankruptcy counsels.

In its petition, the Debtor's declared $580,903 in total assets and
$2.61 million in total liabilities.  The petition was signed by
Ronald Starczewski, restructuring officer.


SUNEDISON INC: Resolves Objections to Plan Outline
--------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that the
attorneys for SunEdison Inc., et al., told the U.S. Bankruptcy
Court for the Southern District of New York that it has resolved
several objections to its Chapter 11 plan disclosures and reached
an agreement with its key creditors.  The attorneys said that the
Debtors are in position to move forward with soliciting votes for
its exit from bankruptcy, according to the report.

The Debtors, the Tranche B Lenders/Steering Committee, the Second
Lien Defendants, BOKF, N.A, and the Official Committee of Unsecured
Creditors engaged in mediation led by Chief Judge Cecilia G. Morris
in an effort to resolve the several outstanding issues between the
parties.  

The Debtors now present a disclosure statement for a largely
consensual plan of reorganization supported by the Debtors' secured
lenders and the Committee (and to which Bank of Oklahoma, N.A.,
will not object) for court approval.  The Debtors are modifying the
proposed Plan and Disclosure Statement to reflect the settlement's
terms, and will file amended versions of documents as soon as
possible.

The Plan and Disclosure Statement embody a comprehensive settlement
of the outstanding issues at the center of the mediation, the
salient terms of which were announced on the record at the status
conference.

As a result of the successful mediation, the Debtors now seek
authority to commence solicitation of votes on their proposed Plan
which, pursuant to, and in accordance with the terms of the
mediated settlement, will be supported by the Committee and the
Tranche B Lenders/Steering Group.

Before achieving the settlement with their key creditors, the
Debtors received 10 formal objections to the Disclosure Statement
from parties other than alleged equity holders.  The Debtors have
been in contact with nearly all of these objectors and believe
that, with language additions and clarifications to the Disclosure
Statement, these objections have been or will be resolved.  With
these changes, the Debtors submit that the information that will be
provided in the Disclosure Statement is more than sufficient to
meet section 1125(a)'s adequate information standard.  The Court
should thus approve the Disclosure Statement and allow the Debtors
to move forward with solicitation of votes.

In addition to the objections, more than 160 letters were submitted
to the Court from alleged SunEdison equity holders objecting to the
Disclosure Statement.  While the Debtors are sympathetic to the
financial hardship suffered by equity holders and have addressed a
number of their concerns by adding information to the Disclosure
Statement, the gravamen of their complaints -- that there should be
value available for distribution to equity holders -- must be
rejected.  As the record in these cases indisputably shows, the
Debtors have worked diligently to maximize the estates' value, but
there is simply not nearly enough value to enable the Debtors to
make distributions to equity holders.  While the mediated
settlement delivers meaningful value to creditors, the amount of
their unpaid claims, secured and unsecured, will run into the
billions of dollars, all of which would have to be paid in full
before equity could receive anything.

While equity holders may be heard at the confirmation hearing,
there is no reason to hold up transmittal of the Debtors'
Disclosure Statement to classes entitled to vote on the Plan which,
unfortunately, do not include equity holders, the Debtors say.

The Debtors have attempted to resolve all objections framed as
disclosure inadequacies by working with the objecting parties to
add language to the Disclosure Statement and fill in Plan terms as
such objections are resolved.

Certain parties also made "patent unconfirmability" objections,
most of which focused on the definition of "Releasing Parties."
The Debtors have modified that definition to make clear that any
Plan releases are consensual, and do not apply to holders of
interests.  As a result, the Debtors believe these objections have
been resolved.

The Debtors also received many objections from shareholders whose
votes are not being solicited.  Nonetheless, the Debtors have tried
to engage with counsel to an alleged, self-proclaimed "Ad Hoc
Shareholder Committee" to incorporate as much disclosure as
possible in order to address their concerns.

To the extent that any shareholder objections remain outstanding,
they should be overruled for lack of standing, given that their
vote is not being solicited.
The Debtors' omnibus reply in support of the Debtors' motion for
court approval of their Disclosure Statement is available at:

          http://bankrupt.com/misc/nysb16-10992-3151.pdf

                    About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.
The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and KPMG
LLP as their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East. Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors retained Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc. also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power,
Inc., and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at
Pillsbury Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.


SUNEDISON INC: XL Specialty Opposes Approval of Chapter 11 Plan
---------------------------------------------------------------
XL Specialty Insurance Company asked the U.S. Bankruptcy Court for
the Southern District of New York to deny approval of the Chapter
11 plan of reorganization proposed by SunEdison, Inc.

In a court filing, the insurance company said the plan contains
defects, which render it "patently unconfirmable."

XL Specialty cited the provisions of the plan that contain "broad
sweeping third party releases" of SunEdison, its affiliates and
other non-debtor entities.

"Absent the express consent of a particular holder of a claim or
interest, the proposed plan releases are prohibited," XL Specialty
said in a court filing.  "XL objects on this basis to the extent
that they impose the plan releases absent affirmative consent."

Shareholder Jason Aldridge and a group led by Cobalt Partners LP
had also questioned the provisions, saying these would adversely
affect their rights in ways not authorized under the Bankruptcy
Code.

The plan had also drawn objection from Westchester Fire Insurance
Company.  The insurance company criticized SunEdison for not
providing adequate information about the status of the wind turbine
farms project in Southern Utah, and the company's intentions with
regard to the indemnity agreement it executed.

XL Specialty is represented by:

     Louis A. Modugno, Esq.
     McElroy, Deutsch, Mulvaney & Carpenter, LLP
     1300 Mt. Kemble Avenue
     P.O. Box 2075
     Morristown, NJ 07962-2075
     Tel: (973) 993-8100
     Fax: (973) 425-0161
     Email: lmodugno@mdmc-law.com

Westchester Fire is represented by:

     Louis A. Modugno, Esq.
     McElroy, Deutsch, Mulvaney & Carpenter, LLP
     1300 Mt. Kemble Avenue
     P.O. Box 2075
     Morristown, NJ 07962-2075
     Tel: (973) 993-8100
     Fax: (973) 425-0161
     Email: lmodugno@mdmc-law.com

          -- and --

     Sam H. Poteet, Jr., Esq.
     Michael E. Collins, Esq.
     Scott C. Williams, Esq.
     Manier & Herod, P.C.
     1201 Demonbreun St., Suite 900
     Nashville, TN 37203
     Tel: (615) 742-9350
     Fax: (615) 242-4203

Cobalt group is represented by:

     Laurence May, Esq.
     Eiseman Levine Lehrhaupt
     805 Third Avenue, 10th Floor
     New York, NY 10022
     Tel: (212) 752-0000
     Fax: (212) 355-4608

          -- and --

     Dennis J. Herman, Esq.
     David W. Hall, Esq.
     Robbins Geller Rudman & Dowd, LLP
     Post Montgomery Center
     One Montgomery Street, Suite 1800
     San Francisco, CA 94104
     Phone: (415) 288-4545
     Email: dennish@rgrdlaw.com
     Email: dhall@rgrdlaw.com

Mr. Aldridge is represented by:  

     Gordon Z. Novod, Esq.
     Grant & Eisenhofer, P.A.
     485 Lexington Avenue
     New York, NY 10017
     Tel: 646-722-8523
     Fax: 646-722-8501

                      About SunEdison, Inc.

SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.

On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017).  Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.
The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.

The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.  The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and KPMG
LLP as their auditor and tax consultant.

SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East. Cohen & Gresser LLP has also
been retained as special counsel.

The Debtors retained Ernst &Young LLP to provide tax-related
services.  Keen-Summit Capital Partners LLC has been hired as real
estate advisor.  Binswanger of Texas, Inc. also has been retained
as real estate agent.

Sullivan & Cromwell LLP serves as counsel to TerraForm Power,
Inc., and TerraForm Global, Inc.

An official committee of unsecured creditors has been appointed in
the case.  The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.  Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel.  Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.

Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.

Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.

Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.

Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at
Pillsbury Winthrop Shaw Pittman LLP.

The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.

Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.


T-MOBILE US: S&P Affirms 'BB' CCR, Off CreditWatch Positive
-----------------------------------------------------------
S&P Global Ratings affirmed its 'BB' corporate credit rating and
senior unsecured debt rating on Bellevue, Wash.-based wireless
carrier T-Mobile US Inc. and removed the ratings from CreditWatch,
where S&P had placed them with positive implications on March 13,
2017.  The outlook is developing.

T-Mobile continues to record strong operating and financial
results, which has resulted in leverage reduction and improved free
operating cash flow (FOCF) generation.  Its announcement that it
purchased 31 MHz of spectrum licenses for $8 billion in the
Broadcast Incentive Auction was in line with S&P's expectations.

The 'BBB-' senior secured debt rating is unchanged since it is
subject to a ratings cap.

"The affirmation follows recent news headlines that T-Mobile and
Sprint were in preliminary discussions to merge," said S&P Global
Ratings credit analyst Allyn Arden.  While operating and financial
performance for T-Mobile remain healthy and key credit metrics,
including adjusted debt to EBITDA, have improved to a level that
would support a higher rating, the affirmation reflects the
uncertainty related to a potential merger with lower-rated Sprint,
which could result in higher leverage for T-Mobile depending on
financing terms.

The outlook is developing and reflects S&P's expectation that
despite formidable competition from other wireless providers,
T-Mobile is well positioned to expand its customer base, grow
EBITDA, and improve FOCF generation through its differentiated
service offering.  S&P expects that the company will allocate FOCF
to shareholder distributions and the acquisition of spectrum
licenses such that adjusted leverage remains in the 3x to 4x area
over the next year.  Still, uncertainty related to a potential
merger with Sprint, which could result in higher leverage,
depending on financing terms, make it difficult to achieve a higher
rating over the next year.



TAYLOR EQUIPMENT: Plan Confirmation Hearing on June 30
------------------------------------------------------
The Hon. Jeffery A. Deller of the U.S. Bankruptcy Court for the
Western District of Pennsylvania has conditionally approved Taylor
Equipment Company, Inc.'s disclosure statement accompanying the
plan of reorganization dated May 9, 2017.

A final hearing on the Disclosure Statement and plan confirmation
is set for June 30, 2017, at 10:00 a.m.

Objections to the Disclosure Statement must be filed by June 23,
2017.

The counsel for the plan proponent will file a report of the
balloting no later than three days before the plan confirmation
hearing.

The last day for filing a complaint objecting to the discharge, if
applicable, will not be later than June 30, 2017.

                 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.


THRU INC: Unsecured Creditors to Get Full Payment in 60 Months
--------------------------------------------------------------
All creditors of Thru, Inc., that hold allowed claims will be paid
in full under the company's latest plan to exit Chapter 11
protection.

Under the latest plan, Class 5 general unsecured creditors will be
paid in full in cash in 60 equal monthly installments.  

The first payment will be made on the first business day of the
first month to commence after the effective date of the plan, and
each subsequent payment will be made on the first business day of
each month thereafter.  

Until paid in full, interest will accrue and be payable on the
outstanding balance of the allowed Class 5 claims at the federal
judgment rate.

Class 5 is impaired and general unsecured creditors are entitled to
vote to accept or reject the plan, according to the disclosure
statement filed on May 11 with the U.S. Bankruptcy Court for the
Northern District of Texas.

A copy of the disclosure statement is available for free at:

                     https://is.gd/hiWIUo

Payments under the plan will be derived from cash on hand on the
effective date; net income generated by the reorganized company
from operations; and cash proceeds received from pre-bankruptcy
lenders under an exit facility.

According to court filings, Lenders Lee Harrison, Eliza Jayne McCoy
and Roderic Holliday-Smith will provide a senior secured term loan
to Thru Inc.  The total amount of the loan is expected to be
approximately $1.865 million.  Under the agreement, the lenders
will make an initial advance of $400,000 on the effective date.

                         About Thru Inc.

Thru, Inc. -- http://www.thruinc.com/-- provides enterprise file
sharing and collaboration to help organizations exchange large
files and content securely across the globe.  Thru, Inc. has
strategic partnerships with Rackspace, Microsoft, Salesforce,
VMware, IBM, Cleo, Servcorp, Symantec, HCL, and Citrix. The company
was formerly known as Rumble Group and changed its name to Thru,
Inc. in February 2006. Thru, Inc. was founded in 2002 and is based
in Irving, Texas with additional offices in San Jose, California;
Sydney, Australia; and London, United Kingdom.

On March 8, 2017, the U.S. District Court for the Northern District
of California entered an order awarding $2.3 million in attorney's
fees in favor of Dropbox, Inc., arising from a 2015 litigation
between Thru and Dropbox.  To preserve the value of its assets and
restructure its financial affairs following entry of that judgment,
Thru filed a Chapter 11 petition (Bankr. N.D. Tex. Case No.
17-31034) on March 22, 2017. The petition was signed by Lee
Harrison, CEO. At the time of filing, the Debtor had assets and
liabilities estimated at $1 million to $10 million. Judge Stacey G.
Jernigan is the case judge.

Bryan Cave LLP is serving as bankruptcy counsel to the Debtor, with
Keith Miles Aurzada, Esq., and Michael P. Cooley, Esq., leading the
engagement.


TIDEWATER INC: Receives Approval Of First Day Motions
-----------------------------------------------------
Tidewater Inc. on May 19, 2017, disclosed that the United States
Bankruptcy Court for the District of Delaware has granted the
relief requested by the Company in certain first day motions
related to ordinary course business activities.  Among other
things, the approved motions authorize the Company to pay
prepetition employee wages and benefits without interruption,
maintain its insurance programs, utilize its current cash
management system, and pay undisputed prepetition obligations owed
to its vendors and trade creditors in the ordinary course of
business.

Jeffrey M. Platt, President and Chief Executive Officer of
Tidewater, said, "With the entry of these 'first day orders', the
Company will continue normal operations as we work to implement a
comprehensive financial restructuring.  I would like to thank all
of our stakeholders, including our lenders, noteholders,
stockholders, employees, customers, vendors, and trade creditors
for working constructively with us during this challenging time."

                     About Tidewater, Inc.

Founded in 1955, Tidewater, Inc. (NYSE: TDW) is a publicly traded
international petroleum service company headquartered in New
Orleans, Louisiana, U.S.. It operates a fleet of ships, providing
vessels and marine services to the offshore petroleum industry.

Tidewater Inc. and its affiliates sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Lead Case No. 17-11132) on May 17, 2017.
The petitions were signed by Bruce Lundstrom, executive vice
president, general counsel and secretary.

Tidewater, Inc. disclosed $4.31 billion in total assets and $2.34
billion in debt as of Dec. 31, 2016

The Debtors tapped Weil, Gotshal & Manges LLP as counsel; Richards,
Layton & Finger, P.A., as co-counsel; Jones Walker LLP, as
corporate counsel; AlixPartners, LLP, as financial advisors; Lazard
Freres & Co. LLC, as investment banker; KPMG LLP, as restructuring
tax consultant; Deloitte & Touche LLP as auditor and tax
consultant; and Epiq Bankruptcy Solutions, LLC, as claims and
solicitation agent.


TOISA LIMITED: U.S. Trustee Forms 2-Member Committee
----------------------------------------------------
William K. Harrington, U.S. Trustee for Region 2, on May 18
appointed two creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Toisa Limited, and
its debtor affiliates.

The committee members are:

     (1) China Overseas Shipping
         Attn: Chang Cheng
         Room 1203, Lujiazui Century Financial Plaza
         258 Jinkang Road
         Pudong, Shanghai 200127
         People's Republic of China
         Tel: 1-358-525-8588

     (2) Hyundai Heavy Industries Co., Ltd.
         Attn: Hoijin Paul Lee
         1000 Bangeojinsunhwan-doro, Dong-gu
         Ulsan, Korea
         Tel: +82-52-202-9260

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 Toisa Limited

Toisa Limited owns and operates offshore support vessels for the
oil and gas industry.  Toisa Limited and its affiliates filed
Chapter 11 bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No.
17-10184) on Jan. 29, 2017.  The petitions were signed by Richard
W. Baldwin, deputy chairman.

The cases are assigned to Judge Shelley C. Chapman. Togut, Segal &
Segal LLP serves as bankruptcy counsel to the Debtors.  The Debtors
hired Kurtzman Carson Consultants LLC as administrative agent, and
claims and noticing agent, Scura Paley Securities LLC, as financial
advisor

In its petition, Toisa Limited estimated $1 billion to $10 billion
in both assets and liabilities.


TORNANTE-MDP: S&P Cuts CCR to B- on Reduced Anticipated Liquidity
-----------------------------------------------------------------
S&P Global Ratings lowered the corporate credit rating on New York
City-based Tornante-MDP Joe Holding LLC to 'B-' from 'B' and
removed the rating from CreditWatch, where S&P had placed it with
negative implications on April 20, 2017.  The rating outlook is
stable.

At the same time, S&P lowered the issue-level rating on the
company's senior secured credit facility to 'B-' from 'B'.  This
credit facility consists of a $30 million revolver due April 2020
and a $135 million term loan due October 2020.  The recovery rating
on the credit facility remains '3', indicating S&P's expectation
for meaningful (50%-70%; rounded estimate: 55%) recovery for
lenders in the event of a payment default.

"The rating downgrade reflects our lowered 2017 and 2018 base-case
cash flow forecast, primarily because of working capital uses and
other fixed charges, resulting in reduced anticipated liquidity in
the form of cash balances and revolver availability in 2017," said
S&P Global Ratings credit analyst Jing Li

S&P revised its cash flow forecast downward, despite its
expectation for revenue and EBITDA growth in 2017, primarily
because of an unfavorable shift in sales mix to geographies with
slower payment terms, and the adverse impact of sales growth on
certain portions of working capital.  Although S&P believes the
company will have sufficient liquidity to fund working capital
needs and capital expenditures over the next year, cash balances
were down meaningfully in 2016 and the revolver commitment is more
than half drawn at fiscal year-end 2016 to replenish cash balances
following the $25 million dividend distribution to financial
sponsors in 2016.  S&P estimates that the revolver may be drawn at
similar levels in 2017, pointing to a likely sustained partial
reliance on the revolver leading up to its maturity in April 2020.
Therefore, S&P's forecast for a lower liquidity position in 2017
places a burden on the business to generate sufficient positive
operating cash flow in 2018 to position the company for a
successful refinancing of the entire debt structure due 2020. Lower
liquidity levels also present a challenge given periodic revenue
and EBITDA volatility.  Partly offsetting these considerations are
the company's relatively low leverage of about 4x and good EBITDA
coverage of interest expense in the 3x area. Notwithstanding these
relatively good credit measures, S&P assess Tornante-MDP Joe's
financial risk profile as highly leveraged based on S&P's
expectation for negative free cash flow in 2017 and the company's
financial sponsor ownership and S&P's belief that owners frequently
extract cash or otherwise increase leverage over time.

The stable outlook reflects S&P's belief the company will have
sufficient liquidity to fund working capital needs and capital
expenditures over the next year, and S&P's expectation for
low-single-digit revenue growth in the confectionery segment,
growth in the sports and entertainment segment driven by digital
products, and a modest EBITDA recovery through 2018.  This will
cause adjusted debt to EBITDA and EBITDA coverage of interest
expense to improve and to compare favorably to that of other
similarly rated issuers.

S&P could lower the ratings if operating performance underperforms
its current base-case expectation, resulting in liquidity in the
form of cash balances and revolver availability that is lower than
anticipated.  S&P could also lower the rating if the covenant
cushion under the company's credit agreement falls to less than 15%
and S&P believes the company could lose access to the revolver, or
if it loses confidence that the company will be able to
successfully refinance its debt structure due in 2020.

S&P could raise the rating if it believes the business will
significantly outperform its base-case forecast in a manner that
improves the company's cash position and the likelihood of
refinancing its debt.


TUSCANY ENERGY: Exclusive Solicitation Period Extended to June 13
-----------------------------------------------------------------
The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the
Southern District of Florida has extended, at the behest of Tuscany
Energy, LLC, the exclusive period for the Debtor to solicit
acceptances of a Chapter 11 plan through June 13, 2017.  

As reported by the Troubled Company Reporter on April 24, 2017, the
Debtor and its largest secured creditor, Armstrong Bank are
attempting to resolve their dispute.  Whatever the outcome of the
negotiations, the Debtor said it will need to amend the Disclosure
Statement and related Plan.

                   About Tuscany Energy, LLC

Tuscany Energy, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 16-10398) on  Jan. 11, 2016.  The
petition was signed by Donald Sider, manager.  The case is assigned
to Judge Erik P. Kimball.  At the time of the filing, the Debtor
estimated assets at $100,000 to $500,000 and liabilities at $1
million to $10 million.   The Debtor is represented by Bradley S.
Shraiberg, Esq., and Bernice Lee, Esq., at Shraiberg, Ferrara, &
Landau P.A.  No official committee of unsecured creditors has been
appointed in the case.


US DATAWORKS: Gets Interim Court Approval on $150M Financing
------------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court approved
US Dataworks' debtor-in-possession financing motion. As previously
reported, "The Debtor has obtained a commitment for a fully
underwritten $150,000 debtor-in-possession financing facility (the
'DIP Facility') from TBB, who is to serve as the DIP Lender and
which also, intends to purchase the Debtor's assets. The DIP
Facility commitment received by the Debtor constitutes an important
endorsement of the Debtor and its plan to implement it chapter 11
plan of liquidation. The facility provides for a fully underwritten
$150,000 new money term loan to be advanced on a secured basis and
to be secured by a first priority priming lien against the Debtor's
property and assets. The DIP Facility will allow the Debtor to
undertake and complete certain urgent projects that are critical to
its efforts in this Case and will provide the Debtor with adequate
liquidity through its reorganization process. The Debtor seeks
immediate authority to borrow up to $150,000 under the DIP Facility
on an interim basis pursuant to the Interim Order." The Court
scheduled a May 24, 2017 final hearing on the finance motion.

                       About US Dataworks

US Dataworks, Inc. (otc pinksheets:UDWK) --
http://www.usdataworks.com/-- is a software and technology  
provider serving the financial services sector.  The Company is
headquartered in Sugar Land, Texas.  The Debtor's board of
directors currently consists of two directors – John Penrod
and
Joe Saporito. Mr. Penrod is also the Debtor's CEO.  Mr. Saporito is
the CAO for Rackspace Managed Hosting.  Mr. John Penrod has been
with the Company since 2010 and also serves as its President.

US Dataworks, Inc. filed a Chapter 11 petition (Bankr. S.D. Tex.
Case No. 17-32765), on May 1, 2017.  John N. Penrod, chairman and
CEO, signed the petition.  The case is assigned to Judge Jeff Bohm.
The Debtor is represented by Wayne Kitchens, Esq. at Hughes
Watters Askanase LLP. At the time of filing, the Debtor had $2.67
million in assets and $3.98 million in liabilities.

The U.S. Trustee has not yet appointed any official committee in
the Debtor's case, and no request has been made for the appointment
of a trustee or an examiner.


VALDERRAMA A/C: Names William Haddock as Lead Counsel
-----------------------------------------------------
Valderrama A/C Refrigeration, Inc. seeks authorization from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
William P. Haddock of Pendergraft & Simon, LLP as lead bankruptcy
counsel.

The Debtor requires Mr. Haddock to:

   (a) analyze the financial situation, and render advice and
       assistance to the Debtor in determining whether to file
       petitions under the Bankruptcy Code;

   (b) advise the Debtor with respect to its powers and duties as
       a Debtor-in-Possession;

   (c) conduct appropriate examinations of witnesses, claimants
       and other persons;

   (d) prepare and file all appropriate petitions, schedules of
       assets and liabilities, statements of affairs, answers,
       motions and other legal papers; and to consult with and
       advise the Debtor-in-Possession in connection with the
       operation of or the termination of the operation of the
       business of the Debtor;

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

   (f) represent the Debtor-in-Possession 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, file, negotiate and prosecute a Disclosure
       Statement and Plan of Reorganization;

   (h) advise and consult with the Debtor-in-Possession concerning

       questions arising in the conduct of the administration of
       the estate and concerning Debtor's rights and remedies with

       regard to the Estate's assets and the claims of secured,
       priority and unsecured creditors;

   (i) investigate pre-petition transactions and prosecution, if
       appropriate, presence and other avoidance actions arising
       under the Debtor-in-Possession's avoidance powers or any
       other causes of action held by the Estate;

   (j) defend, if necessary, any motions to lift the automatic
       stay, contested matters and/or adversary proceedings, and
       analyze and prosecute any objections to claim;

   (k) appear on behalf of the Debtor-in-Possession before this
       Court;

   (l) advise and assist the Debtor-in-Possession with real estate

       and business organizations issues related to this case; and

   (m) assist the Debtor in any matters relating to or arising out

       of the captioned case.

Pendergraft & Simon will be paid at these hourly rates:

       Leonard Simon                    $450
       William P. Haddock               $250
       Other Associates                 $200
       Paralegal                        $100
       Secretarial/law clerk            $50

Pendergraft & Simon will also be reimbursed for reasonable
out-of-pocket expenses incurred.

The Debtor paid Mr. Haddock a retainer of $3,000.

William P. Haddock 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.

Pendergraft & Simon can be reached at:

       William P. Haddock, Esq.
       PENDERGRAFT & SIMON, LLP
       2777 Allen Parkway, Suite 800
       Houston, TX 77019
       Tel: (713) 528-8555
       Fax: (713) 868-1267
       E-mail: whaddock@pendergraftsimon.com

                About Valderrama A/C Refrigeration

Valderrama A/C Refrigeration, Inc., designs and installs commercial
refrigeration systems serving clients throughout the Greater
Houston area for more than 28 years.

Valderrama A/C Refrigeration sought Chapter 11 protection (Bankr.
S.D. Tex. Case No. 17-32091) on April 4, 2017, estimating assets
and liabilities of $1 million to $10 million.  The petition was
signed by Dario Ciriaco, director.

Judge Karen K. Brown is assigned to the case.

The Debtor tapped William P Haddock, Esq., at Pendergraft & Simon
as counsel.


VANGUARD NATURAL: Oxy USA Had Highest Bid for O&G Assets at $105M
-----------------------------------------------------------------
BankruptcyData.com reported that Vanguard Natural Resources filed
with the U.S. Bankruptcy Court a notice of successful bid, which
states, "Pursuant to the Bidding Procedures Order, on May 17, 2017,
the Debtors held an open auction on the Assets. At the auction, Oxy
USA submitted the Successful Bid in the amount of $105,000,000, in
the aggregate, for the Assets and approximately 57 additional wells
in Glasscock County, Texas, related to the Assets. The Successful
Bid includes bid protections in the amount of $2,849,960.
Therefore, an amount of $102,150,040 would be payable to the
Debtors' estates. XTO Energy submitted the Backup Bid in the amount
of $101,218,861, in the aggregate, for the Assets and approximately
57 additional wells in Glasscock County, Texas, related to the
Assets. The Backup Bid includes bid protections in the amount of
$2,849,960. Therefore, in the event the Backup Bid were to become
the Successful Bid, $98,368,901 would be payable to the Debtors'
estates."

As previously reported by The Troubled Company Reporter,
BankruptcyData related that OXY USA is the stalking horse bidder
for Vanguard's oil and gas assets.  Pursuant to a March 20, 2017,
the parties agreed for a purchase price of $78,332,000 for the
Debtors' assets.

            About Vanguard Natural Resources

Vanguard Natural Resources, LLC — http://www.vnrllc.com/— is
a publicly traded limited liability company focused on the
acquisition, production and development of oil and natural gas
properties. Vanguard’s assets consist primarily of producing and
non-producing oil and natural gas reserves located in the Green
River Basin in Wyoming, the Permian Basin in West Texas and New
Mexico, the Gulf Coast Basin in Texas, Louisiana, Mississippi and
Alabama, the Anadarko Basin in Oklahoma and North Texas, the
Piceance Basin in Colorado, the Big Horn Basin in Wyoming and
Montana, the Arkoma Basin in Arkansas and Oklahoma, the Williston
Basin in North Dakota and Montana, the Wind River Basin in
Wyoming, and the Powder River Basin in Wyoming.

The Debtors listed total assets of $1.54 billion and total debts
of $2.3 billion as of Feb. 1, 2017.

Paul Hastings LLP is serving as legal counsel and Evercore
Partners is acting as financial advisor to Vanguard. Opportune
LLP is the Company's restructuring advisor. Prime Clerk LLC is
serving as claims and noticing agent.

Judy R. Robbins, the U.S. Trustee for Region 7, on Feb. 14, 2017,
appointed three creditors to serve on the official committee of
unsecured creditors appointed in the Debtor’s case. The
Committee
hired Akin Gump Strauss Hauer & Feld LLP as counsel and FTI
Consulting, Inc., as financial advisor.

The Company on March 16, 2017, filed a motion with the Bankruptcy
Court disclosing a Stipulation and Agreed Order entered into on
March 15, 2017, by and between the Debtors and certain unaffiliated
holders of its Preferred Units and common units pursuant to which
the Debtors and the Ad Hoc Equity Committee agreed, among other
things, that professionals for the Ad Hoc Equity Committee would be
funded by the Debtors' estates for services performed within a
defined scope and subject to agreed caps on fees and expenses as
described in the Stipulation and Agreed Order.

Counsel to the Ad Hoc Equity Committee are Sharon M. Beausoleil,
Esq., Alexander Chae, Esq., and Holland N. O’Neil, Esq., at
Gardere Wynne Sewell LLP.

Attorneys for Citibank, N.A, as administrative agent under the
Third Amended and Restated Credit Agreement, dated as of September
30, 2011, are Chris Lopez, Esq., Stephen Karotkin, Esq., and
Joseph H. Smolinsky, Esq., at Weil Gotshal & Manges LLP.


VANGUARD NATURAL: US Trustee Says Disclosure Statement Lacks Info
-----------------------------------------------------------------
Judy A. Robbins, the United States Trustee for Region 7, objects to
to the approval of the proposed Disclosure Statement Relating to
the Joint Plan of Reorganization of Vanguard Natural Resources and
its debtor-affiliates.

The United States Trustee says the Debtors' Disclosure Statement:

     -- is incomplete and fails to adequately inform creditors and
parties in interest with respect to the treatment proposed for
creditors and the feasibility of the Plan.

     -- does not provide sufficient information regarding the
proposed Reorganized VNR Management Incentive Plan and how the
awards contemplated under it satisfy the requirements of the
Bankruptcy Code.

     -- and the underlying Plan of Reorganization propose overly
broad exculpation and release provisions without adequately
providing a legal justification for them.

     -- and the underlying Plan, without providing any legal
justification, seek to allow the Debtors to pay, without
application and Court review, what the Debtors deem to be the
reasonable professional fees and expenses of consenting
noteholders, thus bypassing the requirements of the Bankruptcy
Code.

As currently drafted, the Disclosure Statement omits information
and lacks sufficient detail such that creditors are unable to make
an informed decision whether to accept, reject, or object to the
Plan.  Moreover, while some of the issues raised relate to
confirmation, the Court should consider them at this stage because
the Disclosure Statement describes a patently unconfirmable Plan,
the U.S. Trustee said.

              About Vanguard Natural Resources

Vanguard Natural Resources, LLC -- http://www.vnrllc.com/-- is  
a publicly traded limited liability company focused on the
acquisition, production and development of oil and natural gas
properties.  Vanguard's assets consist primarily of producing and
non-producing oil and natural gas reserves located in the Green
River Basin in Wyoming, the Permian Basin in West Texas and New
Mexico, the Gulf Coast Basin in Texas, Louisiana, Mississippi and
Alabama, the Anadarko Basin in Oklahoma and North Texas, the
Piceance Basin in Colorado, the Big Horn Basin in Wyoming and
Montana, the Arkoma Basin in Arkansas and Oklahoma, the Williston
Basin in North Dakota and Montana, the Wind River Basin in
Wyoming, and the Powder River Basin in Wyoming.

The Debtors listed total assets of $1.54 billion and total debts
of $2.3 billion as of Feb. 1, 2017.

Paul Hastings LLP is serving as legal counsel and Evercore
Partners is acting as financial advisor to Vanguard.  Opportune
LLP is the Company's restructuring advisor.  Prime Clerk LLC is
serving as claims and noticing agent.

Judy R. Robbins, the U.S. Trustee for Region 7, on Feb. 14, 2017,
appointed three creditors to serve on the official committee of
unsecured creditors appointed in the Debtor's case.  The Committee
hired Akin Gump Strauss Hauer & Feld LLP as counsel and FTI
Consulting, Inc., as financial advisor.

The Company on March 16, 2017, filed a motion with the Bankruptcy
Court disclosing a Stipulation and Agreed Order entered into on
March 15, 2017, by and between the Debtors and certain unaffiliated
holders of its Preferred Units and common units pursuant to which
the Debtors and the Ad Hoc Equity Committee agreed, among other
things, that professionals for the Ad Hoc Equity Committee would be
funded by the Debtors' estates for services performed within a
defined scope and subject to agreed caps on fees and expenses as
described in the Stipulation and Agreed Order.  

Counsel to the Ad Hoc Equity Committee are Sharon M. Beausoleil,
Esq., Alexander Chae, Esq., and Holland N. O'Neil, Esq., at Gardere
Wynne Sewell LLP.

Attorneys for Citibank, N.A, as administrative agent under the
Third Amended and Restated Credit Agreement, dated as of September
30, 2011, are Chris Lopez, Esq., Stephen Karotkin, Esq., and
Joseph H. Smolinsky, Esq., at Weil Gotshal & Manges LLP.


VINCE INTERMEDIATE: S&P Puts 'CCC-' CCR on CreditWatch Positive
---------------------------------------------------------------
S&P Global Ratings placed its ratings, including its 'CCC-'
corporate credit rating, on New York-based Vince Intermediate
Holding LLC on CreditWatch with positive implications.  S&P could
either raise or affirm the ratings following completion of the
rights offering.

"The CreditWatch placement follows Vince's announcement that it has
received a rights offering commitment letter from its majority
shareholder, Sun Capital Partners V L.P.," said S&P Global Ratings
credit analyst Mariola Borysiak.  The commitment indicates that the
company will receive $30 million cash proceeds in the event it
exercises the offering of its common stock to its shareholders.  

S&P will seek to resolve the CreditWatch listing if the company
completes the rights offering and receives $30 million cash
proceeds from its shareholders.  S&P could raise the corporate
credit rating by one notch to 'CCC' from 'CCC-' and revise the
company's liquidity assessment to less than adequate from weak if
S&P believes the incremental funds will strengthen Vince's
liquidity profile while the company continues to execute on its
initiatives to improve profitability.



VINCHEM USA: June 20 Plan Confirmation Hearing Set
--------------------------------------------------
Judge Catherine Peek-McEwen of the U.S. Bankruptcy Court for the
Middle District of Florida has conditionally approved the
disclosure statement explaining Vinchem USA Corporation's Plan.

The Court will conduct a hearing on confirmation of the Plan,
including timely filed objections to confirmation, objections to
the Disclosure Statement, motions for cramdown, applications for
compensation, and motions for allowance of administrative claims on
June 20, 2017 at 1:30 pm.

Parties in interest must submit their written ballot accepting or
rejecting the Plan no later than eight days before the date of the
Confirmation Hearing.

Objections to confirmation must be filed no later than seven days
before the date of the Confirmation Hearing.

               About Vinchem USA Corporation

Vinchem USA Corporation filed a Chapter 11 petition (Bankr. M.D.
Fla. Case No. 17-01802) on March 7, 2017.  The petition was signed
by Larry Nguyen, vice president.  

At the time of filing, the Debtor had $1.60 million in total
assets and $1.68 million in total liabilities.

Buddy D Ford, Esq. and Jonathan A Semach, Esq., at Buddy D. Ford,
P.A., are serving as bankruptcy counsel.

No trustee, examiner, or statutory committee has been appointed in
this case.


VPH PHARMACY: DOJ Watchdog Names Samuel Sweet as Ch. 11 Trustee
---------------------------------------------------------------
Daniel M. Mcdermott, a United States Trustee, files a Certification
of Appointment before the U.S. Bankruptcy Court for the Eastern
District of Michigan, certifying Samuel D. Sweet, Esq. as the
Chapter 11 Trustee for VPH Pharmacy.

Based on the Certification, the Ch. 11 Trustee is directed to
secure an Operating Bond in the amount of $150,000 and file same
with the U. S. Bankruptcy Court within five days from the date of
the Certification of Appointment dated May 16, 2017.

                 About VPH Pharmacy, Inc.

VPH Pharmacy, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Mich. Case No. 17-30077) on January 13, 2017. The Hon. Daniel
S. Opperman presides over the case.

The Dragich Law Firm PLLC represents the Debtor as counsel. Dalto
Consulting, Inc. is the Debtor's financial advisor.

In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Amee Patel,
attorney in fact for Devenkumar C. Patel, sole shareholder.

The U.S. trustee for Region 9 on March 3 appointed three creditors
of VPH Pharmacy, Inc., to serve on the official committee of
unsecured creditors.


WAGES MANOR: Hires Neeleman Law as Legal Counsel
------------------------------------------------
Wages Manor, LLC filed an ex parte application to the U.S.
Bankruptcy Court for the Western District of Washington to employ
Neeleman Law Group as legal counsel for the estate.

The professional services that Neeleman Law will render include:

   (a) assisting the Debtor in the investigation of the financial
       affairs of the estate;

   (b) providing legal advice and assistance to the Debtor with
       respect to matters relating to this case and creditor
       distribution;

   (c) preparing all pleadings necessary for proceedings arising
       under this case; and

   (d) performing all necessary legal services for the estate in
       relation to this case.

Neeleman Law will be paid at these hourly rates:

       Principal              $360
       Associate              $275
       Paralegal              $125

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

Neeleman Law received a pre-filing retainer of $5,000, a portion of
which was used to pay the filing fee required for the Chapter 11
case, and the fee for the required bankruptcy education courses.
The remaining $3,283 was applied for legal services rendered and
costs incurred by Neeleman Law Group prior to but in connection
with this bankruptcy case.

Neeleman Law also received an additional $6,000 retainer, which is
currently held in trust, to pay for post-petition services.

Thomas D. Neeleman, a principal of Neeleman Law, 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.

Neeleman Law can be reached at:

       Thomas D Neeleman, Esq.
       NEELEMAN LAW GROUP
       1904 Wetmore Ave Ste 200
       Everett, WA 98201
       Tel: (425) 212-4800
       Fax: (425) 212-4802
       E-mail: courtmail@expresslaw.com

                       About Wages Manor

Wages Manor, LLC, based in Everett, Wash., filed a Chapter 11
petition (Bankr. W.D. Wash. Case No. 17-10684) on February 16,
2017.  The Hon. Marc Barreca presides over the case.  Thomas D
Neeleman, Esq., at Neeleman Law Group, 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 Thomas Wages, member.


WESTECH CAPITAL: Strasburger Opposes Approval of Plan Outline
-------------------------------------------------------------
Strasburger & Price, LLP, asked the U.S. Bankruptcy Court for the
Western District of Texas to deny approval of the disclosure
statement filed by Westech Capital Corp.'s Chapter 11 trustee,
saying it does not explain why his proposed restructuring plan
serves the interest of creditors.  

"The disclosure statement does not contain a comparison between the
trustee's proposed plan and liquidation under Chapter 7" the firm
said in a court filing.

Strasburger, former bankruptcy counsel to Westech Capital,
questioned the trustee's move to waive any compensation due him for
pre-confirmation services, and remove the cap on his compensation
after the plan is confirmed.

"This could lead to increased costs in the administration under a
Chapter 11 plan compared to the cost of a Chapter 7 trustee," the
firm pointed out, adding that the bankruptcy trustee should
disclose the increased benefits of proceeding under a Chapter 11
plan to warrant the increased cost.

Strasburger can be reached through:

     Stephen A. Roberts, Esq.
     Strasburger & Price, LLP
     720 Brazos, Suite 700
     Austin, TX 78701
     Phone: 512-499-3624
     Fax: 512-499-3660
     Email: Stephen.roberts@strasburger.com

                   About Westech Capital Corp.

Westech Capital Corp. is a financial services holding company.  Its
primary business operating subsidiary is Tejas Securities Group,
Inc.

The Debtor, formerly known as Tejas Inc., filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 16-10300) on March 14, 2016.
The petition was signed by Gary Salamone, CEO.  It estimated $1
million to $10 million in both assets and liabilities.

Stephen A. Roberts, Esq., at Strasburger & Price, previously served
as the Debtor's  counsel.

Gregory S. Milligan was appointed as Chapter 11 trustee for the
Debtor.  The trustee hired Jordan, Hyden, Womble, Culbreth &
Holzer, P.C. as bankruptcy counsel.  Mr. Milligan also hired
Schlanger Silver Barg & Paine, LLP as tax advisor; and George
Brothers Kincaid & Horton LLP, Prickett Jones & Elliott PA, and
Pryor & Mandelup LLP as special counsel.


WESTECH CAPITAL: Trustee Files 1st Amended Disclosure Statement
---------------------------------------------------------------
BankruptcyData.com reported that Westech Capital's Chapter 11
trustee filed with the U.S. Bankruptcy Court a First Amended
Disclosure Statement related to the trustee's Chapter 11 plan.
According to the Disclosure Statement, "Conversion of this case to
a Chapter 7 liquidation will return less to creditors than the
implementation and Confirmation of this Plan due to the additional
lawyer of administrative expenses (on top of the existing Chapter
11 administrative expenses) that will be generated by the Chapter 7
Trustee and the Chapter 7 Trustee's counsel as they spend the
significant time and effort needed to understand the myriad facts
and issues surrounding the Debtor. Also, the Plan contemplates
continuing the Debtor's business for an indefinite period of time
to maximize the value of the NOL, and, in contrast, a Chapter 7
Trustee can only operate a business for a limited period of time,
with court authorization, and the bankruptcy code contemplates such
authorization only in a limited number of situations. Thus under
the Trustee's proposed Chapter 11 Plan, the Plan Trustee will have
more flexibility and opportunity to monetize the NOL for the
benefit of all creditors than a Chapter 7 Trustee would have."

             About Westech Capital Corp.

Westech Capital Corp is a financial services holding company.  Its
primary business operating subsidiary is Tejas Securities Group,
Inc.

Westech Capital Corp., f/k/a Tejas, Inc., filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 16-10300) on March 14, 2016.
The petition was signed by Gary Salamone, CEO.  Stephen A. Roberts,
Esq., at Strasburger & Price, serves as
counsel.

Westech estimated $1 million to $10 million in both assets and
liabilities.

On July 26, 2016, Gregory S. Milligan was named Chapter 11 trustee
for the Debtor.


WRIGHT RETIREMENT: Case Summary & 3 Unsecured Creditors
-------------------------------------------------------
Debtor: Wright Retirement Properties, LLC
        3224 Shadow Court
        Wilmington, NC 28409

Case No.: 17-02496

Business Description: The Debtor listed its business as a single
                      asset real estate (as defined in 11 U.S.C.
                      Section 101(51B)).  It owns a medical
                      office building and lot in New Hanover
                      County valued at $894,700.  There is  
                      currently one tenant occupying that
                      building.

Chapter 11 Petition Date: May 19, 2017

Court: United States Bankruptcy Court
       Eastern District of North Carolina
       (Wilmington Division)

Judge: Hon. Joseph N. Callaway

Debtor's Counsel: Richard Preston Cook, Esq.
                  RICHARD P. COOK, PLLC
                  7036 Wrightsville Ave., Suite 101
                  Wilmington, NC 28403
                  Tel: 910-399-3458
                  Fax: 877 836-6822
                  E-mail: capefeardebtrelief@gmail.com
                          Richard@CapeFearDebtRelief.com

Total Assets: $928,362

Total Liabilities: $1.42 million

The petition was signed by Ben Wright, member manager.

A copy of the Debtor's list of three unsecured creditors is
available for free at http://bankrupt.com/misc/nceb17-02496.pdf


[*] Attempt to Collect on Time-Barred Debt Not Grounds for Penalty
------------------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that the U.S.
Supreme Court found that an attempt to collect on obviously
time-barred debt in bankruptcy is not grounds for punishment under
consumer protection laws.  This has cleared up confusion around
filing proofs of claim in Chapter 13 that have plagued the credit
and collection industry by finding, the report states, citing
experts.

Law360 recalls that debt collectors were thrown for a loop when the
11th Circuit ruled in 2014 that they can be sued under the Fair
Debt Collection Practices Act for pursuing stale debt, or debt that
is barred by an applicable statute of limitation, against a
bankrupt person.  That ruling "opened up a floodgate" of FDCPA
litigation, causing consumer debt collectors to give pause before
filing what had previously been considered standard notices for a
right to payment against debtors, the report states, citing Donald
Maurice, Esq., at Maurice Wutscher LLP.

According to Law360, the Supreme Court recently overturned a
similar 11 Circuit ruling that held Midland Funding LLC potentially
liable under the FDCPA for attempting to collect in Chapter 13
bankruptcy on stale credit card debt.

Law360 quoted David N. Anthony, Esq., at Troutman Sanders LLP as
saying, "I think it's an important decision and certainly a victory
for the industry.  It's nice to have that issue resolved and know
that those claims aren't going to survive."


[*] Judge James Ahler Named as Next Judge in Indiana District Court
-------------------------------------------------------------------
Diana Novak Jones, writing for Bankruptcy Law360, reports that the
Seventh Circuit announced that Indiana Superior Court Judge James
R. Ahler has been appointed to replace retiring U.S. Bankruptcy
Judge Philip J. Klingeberger in the District Court for the Northern
District of Indiana.  Chief Circuit Judge Diane Wood said in a
statement that Judge Ahler will take over from Judge Klingeberger,
who will retire on June 15, 2017.


[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
                                                 Total
                                                Share-      Total
                                    Total     Holders'    Working
                                   Assets       Equity    Capital
  Company         Ticker             ($MM)        ($MM)      ($MM)
  -------         ------           ------     --------   -------
ABSOLUTE SOFTWRE  ALSWF US           93.1        (50.1)     (33.4)
ABSOLUTE SOFTWRE  OU1 GR             93.1        (50.1)     (33.4)
ABSOLUTE SOFTWRE  ABT CN             93.1        (50.1)     (33.4)
ABSOLUTE SOFTWRE  ABT2EUR EU         93.1        (50.1)     (33.4)
ABV CONSULTING I  ABVN US             0.0         (0.2)      (0.2)
ADVANCEPIERRE FO  APFH US         1,279.8       (281.1)     218.4
ADVANCEPIERRE FO  APFHEUR EU      1,279.8       (281.1)     218.4
ADVANCEPIERRE FO  1AC GR          1,279.8       (281.1)     218.4
AMER RESTAUR-LP   ICTPU US           33.5         (4.0)      (6.2)
ASCENT SOLAR TEC  ASTIEUR EU         11.6        (11.9)     (13.9)
ASPEN TECHNOLOGY  AZPN US           244.0       (249.5)    (280.2)
ASPEN TECHNOLOGY  AST GR            244.0       (249.5)    (280.2)
ASPEN TECHNOLOGY  AST TH            244.0       (249.5)    (280.2)
ASPEN TECHNOLOGY  AZPNEUR EU        244.0       (249.5)    (280.2)
AUTOZONE INC      AZO US          8,902.6     (1,827.4)    (291.5)
AUTOZONE INC      AZ5 TH          8,902.6     (1,827.4)    (291.5)
AUTOZONE INC      AZ5 GR          8,902.6     (1,827.4)    (291.5)
AUTOZONE INC      AZOEUR EU       8,902.6     (1,827.4)    (291.5)
AUTOZONE INC      AZ5 QT          8,902.6     (1,827.4)    (291.5)
AVID TECHNOLOGY   AVID US           250.4       (268.9)     (81.7)
AVID TECHNOLOGY   AVD GR            250.4       (268.9)     (81.7)
AVON - BDR        AVON34 BZ       3,426.2       (358.2)     498.0
AVON PRODUCTS     AVP US          3,426.2       (358.2)     498.0
AVON PRODUCTS     AVP TH          3,426.2       (358.2)     498.0
AVON PRODUCTS     AVP* MM         3,426.2       (358.2)     498.0
AVON PRODUCTS     AVP GR          3,426.2       (358.2)     498.0
AVON PRODUCTS     AVP CI          3,426.2       (358.2)     498.0
AVON PRODUCTS     AVP1EUR EU      3,426.2       (358.2)     498.0
AXIM BIOTECHNOLO  AXIM US             1.4         (2.4)      (1.6)
BENEFITFOCUS INC  BNFT US           172.0        (34.2)      18.2
BENEFITFOCUS INC  BTF GR            172.0        (34.2)      18.2
BLUE BIRD CORP    BLBD US           309.3        (82.2)       8.9
BOMBARDIER INC-B  BBDBN MM       23,112.0     (3,555.0)   1,258.0
BOMBARDIER-B OLD  BBDYB BB       23,112.0     (3,555.0)   1,258.0
BOMBARDIER-B W/I  BBD/W CN       23,112.0     (3,555.0)   1,258.0
BONANZA CREEK EN  B2CN GR         1,135.2        (73.8)    (160.1)
BONANZA CREEK EN  BCEI US         1,135.2        (73.8)    (160.1)
BONANZA CREEK EN  BCEI1EUR EU     1,135.2        (73.8)    (160.1)
BRINKER INTL      EAT US          1,403.1       (498.7)    (289.1)
BRINKER INTL      BKJ GR          1,403.1       (498.7)    (289.1)
BRINKER INTL      BKJ QT          1,403.1       (498.7)    (289.1)
BRINKER INTL      EAT2EUR EU      1,403.1       (498.7)    (289.1)
BROOKFIELD REAL   BRE CN             99.6        (33.1)       1.6
BUFFALO COAL COR  BUC SJ             51.5        (21.4)     (19.6)
BURLINGTON STORE  BURL US         2,574.5        (49.8)     (68.5)
BURLINGTON STORE  BUI GR          2,574.5        (49.8)     (68.5)
BURLINGTON STORE  BURL* MM        2,574.5        (49.8)     (68.5)
CADIZ INC         CDZI US            62.0        (57.7)       7.1
CADIZ INC         2ZC GR             62.0        (57.7)       7.1
CAESARS ENTERTAI  CZR US         14,812.0     (1,926.0)  (3,266.0)
CAESARS ENTERTAI  C08 GR         14,812.0     (1,926.0)  (3,266.0)
CALIFORNIA RESOU  CRC US          6,237.0       (447.0)    (279.0)
CALIFORNIA RESOU  1CLB GR         6,237.0       (447.0)    (279.0)
CALIFORNIA RESOU  CRCEUR EU       6,237.0       (447.0)    (279.0)
CALIFORNIA RESOU  1CL TH          6,237.0       (447.0)    (279.0)
CALIFORNIA RESOU  1CLB QT         6,237.0       (447.0)    (279.0)
CAMBIUM LEARNING  ABCD US           124.3        (58.5)     (69.7)
CAMPING WORLD-A   CWH US          1,811.9         (2.9)     332.2
CAMPING WORLD-A   C83 GR          1,811.9         (2.9)     332.2
CAMPING WORLD-A   CWHEUR EU       1,811.9         (2.9)     332.2
CARDCONNECT CORP  CCN US            168.8         (3.4)      21.3
CARDCONNECT CORP  55C GR            168.8         (3.4)      21.3
CARDCONNECT CORP  CCNEUR EU         168.8         (3.4)      21.3
CASELLA WASTE     WA3 GR            621.2        (23.2)       3.3
CASELLA WASTE     CWST US           621.2        (23.2)       3.3
CEDAR FAIR LP     FUN US          1,958.3        (47.6)    (105.4)
CEDAR FAIR LP     7CF GR          1,958.3        (47.6)    (105.4)
CHESAPEAKE ENERG  CHK US         11,699.0     (1,203.0)  (1,428.0)
CHESAPEAKE ENERG  CS1 GR         11,699.0     (1,203.0)  (1,428.0)
CHESAPEAKE ENERG  CS1 TH         11,699.0     (1,203.0)  (1,428.0)
CHESAPEAKE ENERG  CHK* MM        11,699.0     (1,203.0)  (1,428.0)
CHESAPEAKE ENERG  CS1 QT         11,699.0     (1,203.0)  (1,428.0)
CHESAPEAKE ENERG  CHKEUR EU      11,699.0     (1,203.0)  (1,428.0)
CHOICE HOTELS     CZH GR            904.1       (292.5)      68.8
CHOICE HOTELS     CHH US            904.1       (292.5)      68.8
CINCINNATI BELL   CBB US          1,474.0       (127.4)       9.3
CINCINNATI BELL   CIB1 GR         1,474.0       (127.4)       9.3
CINCINNATI BELL   CBBEUR EU       1,474.0       (127.4)       9.3
CLEAR CHANNEL-A   C7C GR          5,386.4     (1,234.5)     339.9
CLEAR CHANNEL-A   CCO US          5,386.4     (1,234.5)     339.9
CLIFFS NATURAL R  CVA GR          1,925.7       (703.0)     503.9
CLIFFS NATURAL R  CVA TH          1,925.7       (703.0)     503.9
CLIFFS NATURAL R  CLF US          1,925.7       (703.0)     503.9
CLIFFS NATURAL R  CLF* MM         1,925.7       (703.0)     503.9
CLIFFS NATURAL R  CVA QT          1,925.7       (703.0)     503.9
CLIFFS NATURAL R  CLF2EUR EU      1,925.7       (703.0)     503.9
COGENT COMMUNICA  CCOI US           732.7        (63.6)     248.6
COGENT COMMUNICA  OGM1 GR           732.7        (63.6)     248.6
COLGATE-BDR       COLG34 BZ      12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CL US          12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CPA GR         12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CL SW          12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CL* MM         12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CLEUR EU       12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CLCHF EU       12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CL EU          12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CPA TH         12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CPA QT         12,448.0         (5.0)     787.0
COLGATE-PALMOLIV  CLUSD SW       12,448.0         (5.0)     787.0
CONTURA ENERGY I  CNTE US           827.7         (4.6)      56.6
CPI CARD GROUP I  PMTS CN           261.8       (101.9)      52.1
CURE PHARMACEUTI  CURR US             -           (0.0)      (0.0)
DELEK LOGISTICS   DKL US            413.6        (19.0)       8.6
DELEK LOGISTICS   D6L GR            413.6        (19.0)       8.6
DENNY'S CORP      DE8 GR            308.2        (64.7)     (45.5)
DENNY'S CORP      DENN US           308.2        (64.7)     (45.5)
DOMINO'S PIZZA    EZV TH            742.5     (1,853.7)     159.2
DOMINO'S PIZZA    EZV GR            742.5     (1,853.7)     159.2
DOMINO'S PIZZA    DPZ US            742.5     (1,853.7)     159.2
DOMINO'S PIZZA    EZV QT            742.5     (1,853.7)     159.2
DUN & BRADSTREET  DB5 GR          2,279.3       (979.5)    (139.6)
DUN & BRADSTREET  DB5 TH          2,279.3       (979.5)    (139.6)
DUN & BRADSTREET  DNB US          2,279.3       (979.5)    (139.6)
DUN & BRADSTREET  DNB1EUR EU      2,279.3       (979.5)    (139.6)
DUNKIN' BRANDS G  2DB GR          3,196.1       (119.0)     218.1
DUNKIN' BRANDS G  DNKN US         3,196.1       (119.0)     218.1
DUNKIN' BRANDS G  2DB TH          3,196.1       (119.0)     218.1
DUNKIN' BRANDS G  DNKNEUR EU      3,196.1       (119.0)     218.1
EIGHT DRAGONS CO  EDRG US             -           (1.9)      (1.9)
ERIN ENERGY CORP  ERN SJ            287.4       (250.8)    (277.5)
EVERI HOLDINGS I  EVRI US         1,320.5       (109.6)       4.1
EVERI HOLDINGS I  G2C TH          1,320.5       (109.6)       4.1
EVERI HOLDINGS I  G2C GR          1,320.5       (109.6)       4.1
EVERI HOLDINGS I  EVRIEUR EU      1,320.5       (109.6)       4.1
FAIRPOINT COMMUN  FRP US          1,197.9        (74.0)      15.6
FAIRPOINT COMMUN  FONN GR         1,197.9        (74.0)      15.6
FERRELLGAS-LP     FEG GR          1,745.6       (696.5)     (50.5)
FERRELLGAS-LP     FGP US          1,745.6       (696.5)     (50.5)
FIFTH STREET ASS  FSAM US           178.8         (5.5)       -
FIFTH STREET ASS  7FS TH            178.8         (5.5)       -
GAMCO INVESTO-A   GBL US            182.5       (148.1)       -
GCP APPLIED TECH  GCP US          1,077.7       (137.7)     259.3
GCP APPLIED TECH  43G GR          1,077.7       (137.7)     259.3
GCP APPLIED TECH  GCPEUR EU       1,077.7       (137.7)     259.3
GIYANI GOLD CORP  GGC NW              1.1         (0.2)      (1.0)
GNC HOLDINGS INC  IGN GR          2,062.6        (69.2)     490.1
GNC HOLDINGS INC  GNC US          2,062.6        (69.2)     490.1
GNC HOLDINGS INC  IGN TH          2,062.6        (69.2)     490.1
GNC HOLDINGS INC  GNC1EUR EU      2,062.6        (69.2)     490.1
GOGO INC          GOGO US         1,270.1        (76.6)     348.7
GOGO INC          G0G GR          1,270.1        (76.6)     348.7
GREEN PLAINS PAR  GPP US             93.3        (63.1)       4.3
GREEN PLAINS PAR  8GP GR             93.3        (63.1)       4.3
H&R BLOCK INC     HRB US          2,577.6       (800.8)     648.2
H&R BLOCK INC     HRB GR          2,577.6       (800.8)     648.2
H&R BLOCK INC     HRB TH          2,577.6       (800.8)     648.2
H&R BLOCK INC     HRBEUR EU       2,577.6       (800.8)     648.2
HALOZYME THERAPE  HALO US           226.8        (58.5)     160.6
HALOZYME THERAPE  RV7 GR            226.8        (58.5)     160.6
HALOZYME THERAPE  HALOEUR EU        226.8        (58.5)     160.6
HALOZYME THERAPE  RV7 QT            226.8        (58.5)     160.6
HAMILTON LANE-A   HLNE US           207.1       (103.6)       -
HAMILTON LANE-A   HLNEEUR EU        207.1       (103.6)       -
HCA HEALTHCARE I  2BH GR         33,795.0     (5,357.0)   3,574.0
HCA HEALTHCARE I  HCA US         33,795.0     (5,357.0)   3,574.0
HCA HEALTHCARE I  2BH TH         33,795.0     (5,357.0)   3,574.0
HCA HEALTHCARE I  HCAEUR EU      33,795.0     (5,357.0)   3,574.0
HORTONWORKS INC   HDP US            220.6        (15.5)     (16.7)
HORTONWORKS INC   14K GR            220.6        (15.5)     (16.7)
HORTONWORKS INC   14K QT            220.6        (15.5)     (16.7)
HORTONWORKS INC   HDPEUR EU         220.6        (15.5)     (16.7)
HOVNANIAN-A-WI    HOV-W US        2,145.3       (128.3)   1,266.8
HP COMPANY-BDR    HPQB34 BZ      28,192.0     (4,327.0)    (812.0)
HP INC            HPQ* MM        28,192.0     (4,327.0)    (812.0)
HP INC            HPQ US         28,192.0     (4,327.0)    (812.0)
HP INC            7HP TH         28,192.0     (4,327.0)    (812.0)
HP INC            7HP GR         28,192.0     (4,327.0)    (812.0)
HP INC            HPQ TE         28,192.0     (4,327.0)    (812.0)
HP INC            HPQ CI         28,192.0     (4,327.0)    (812.0)
HP INC            HPQ SW         28,192.0     (4,327.0)    (812.0)
HP INC            HPQCHF EU      28,192.0     (4,327.0)    (812.0)
HP INC            HPQUSD EU      28,192.0     (4,327.0)    (812.0)
HP INC            HPQUSD SW      28,192.0     (4,327.0)    (812.0)
HP INC            HPQEUR EU      28,192.0     (4,327.0)    (812.0)
IDEXX LABS        IDXX US         1,572.1        (73.9)     (57.5)
IDEXX LABS        IX1 GR          1,572.1        (73.9)     (57.5)
IDEXX LABS        IX1 TH          1,572.1        (73.9)     (57.5)
IDEXX LABS        IX1 QT          1,572.1        (73.9)     (57.5)
IMMUNOGEN INC     IMU GR            198.9       (152.9)     143.1
IMMUNOGEN INC     IMGN US           198.9       (152.9)     143.1
IMMUNOGEN INC     IMU TH            198.9       (152.9)     143.1
IMMUNOGEN INC     IMU QT            198.9       (152.9)     143.1
IMMUNOMEDICS INC  IMMU US            52.7       (131.9)     (36.5)
IMMUNOMEDICS INC  IM3 GR             52.7       (131.9)     (36.5)
IMMUNOMEDICS INC  IM3 TH             52.7       (131.9)     (36.5)
IMMUNOMEDICS INC  IM3 QT             52.7       (131.9)     (36.5)
INFOR ACQUISIT-A  IAC/A CN          233.0         (5.5)       0.3
INFOR ACQUISITIO  IAC-U CN          233.0         (5.5)       0.3
INNOVIVA INC      INVA US           391.9       (334.2)     193.9
INNOVIVA INC      HVE GR            391.9       (334.2)     193.9
INNOVIVA INC      INVAEUR EU        391.9       (334.2)     193.9
INTERNATIONAL WI  ITWG US           318.8        (14.4)     101.7
JACK IN THE BOX   JBX GR          1,230.9       (469.4)    (126.4)
JACK IN THE BOX   JACK US         1,230.9       (469.4)    (126.4)
JACK IN THE BOX   JACK1EUR EU     1,230.9       (469.4)    (126.4)
JACK IN THE BOX   JBX QT          1,230.9       (469.4)    (126.4)
JUST ENERGY GROU  JE US           1,287.8       (209.6)     104.5
JUST ENERGY GROU  1JE GR          1,287.8       (209.6)     104.5
JUST ENERGY GROU  JE CN           1,287.8       (209.6)     104.5
KERYX BIOPHARM    KYX GR            127.7        (22.5)      97.2
KERYX BIOPHARM    KERX US           127.7        (22.5)      97.2
KERYX BIOPHARM    KYX TH            127.7        (22.5)      97.2
KERYX BIOPHARM    KERXEUR EU        127.7        (22.5)      97.2
L BRANDS INC      LTD GR          7,881.8       (835.3)   1,320.9
L BRANDS INC      LTD TH          7,881.8       (835.3)   1,320.9
L BRANDS INC      LB US           7,881.8       (835.3)   1,320.9
L BRANDS INC      LBEUR EU        7,881.8       (835.3)   1,320.9
L BRANDS INC      LB* MM          7,881.8       (835.3)   1,320.9
L BRANDS INC      LTD QT          7,881.8       (835.3)   1,320.9
LAMB WESTON       LW US           2,432.2       (650.9)     336.9
LAMB WESTON       0L5 GR          2,432.2       (650.9)     336.9
LAMB WESTON       LW-WEUR EU      2,432.2       (650.9)     336.9
LAMB WESTON       0L5 TH          2,432.2       (650.9)     336.9
LANTHEUS HOLDING  LNTH US           249.6       (101.2)      67.6
LANTHEUS HOLDING  0L8 GR            249.6       (101.2)      67.6
LENNOX INTL INC   LXI GR          1,950.6         (1.0)     148.9
LENNOX INTL INC   LII US          1,950.6         (1.0)     148.9
LENNOX INTL INC   LII1EUR EU      1,950.6         (1.0)     148.9
MADISON-A/NEW-WI  MSGN-W US         864.4       (987.0)     195.4
MANNKIND CORP     MNKD IT            85.2       (198.7)     (37.0)
MASCO CORP        MAS US          5,139.0        (59.0)   1,534.0
MASCO CORP        MSQ GR          5,139.0        (59.0)   1,534.0
MASCO CORP        MSQ TH          5,139.0        (59.0)   1,534.0
MASCO CORP        MAS* MM         5,139.0        (59.0)   1,534.0
MASCO CORP        MAS1EUR EU      5,139.0        (59.0)   1,534.0
MCDONALDS - BDR   MCDC34 BZ      32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MDO TH         32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MCD TE         32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MDO GR         32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MCD* MM        32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MCD US         32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MCD SW         32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MCD CI         32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MDO QT         32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MCDCHF EU      32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MCDUSD EU      32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MCDUSD SW      32,120.3     (2,030.8)   2,686.5
MCDONALDS CORP    MCDEUR EU      32,120.3     (2,030.8)   2,686.5
MCDONALDS-CEDEAR  MCD AR         32,120.3     (2,030.8)   2,686.5
MDC COMM-W/I      MDZ/W CN        1,626.7       (356.8)    (280.0)
MDC PARTNERS-A    MDZ/A CN        1,626.7       (356.8)    (280.0)
MDC PARTNERS-A    MDCA US         1,626.7       (356.8)    (280.0)
MDC PARTNERS-A    MD7A GR         1,626.7       (356.8)    (280.0)
MDC PARTNERS-A    MDCAEUR EU      1,626.7       (356.8)    (280.0)
MDC PARTNERS-EXC  MDZ/N CN        1,626.7       (356.8)    (280.0)
MEAD JOHNSON      MJN US          4,227.1       (392.8)   1,508.5
MEAD JOHNSON      0MJA TH         4,227.1       (392.8)   1,508.5
MEAD JOHNSON      0MJA GR         4,227.1       (392.8)   1,508.5
MEAD JOHNSON      MJNEUR EU       4,227.1       (392.8)   1,508.5
MEDLEY MANAGE-A   MDLY US           138.5        (14.5)      57.0
MERITOR INC       AID1 GR         2,536.0       (125.0)      55.0
MERITOR INC       MTOR US         2,536.0       (125.0)      55.0
MERITOR INC       MTOREUR EU      2,536.0       (125.0)      55.0
MERRIMACK PHARMA  MACK US            68.6       (277.1)     (61.7)
MERRIMACK PHARMA  MP6 GR             68.6       (277.1)     (61.7)
MERRIMACK PHARMA  MP6 QT             68.6       (277.1)     (61.7)
MERRIMACK PHARMA  MACKEUR EU         68.6       (277.1)     (61.7)
MICHAELS COS INC  MIM GR          2,147.6     (1,698.4)     518.6
MICHAELS COS INC  MIK US          2,147.6     (1,698.4)     518.6
MIRAGEN THERAPEU  MGEN US            57.8         48.0       49.7
MIRAGEN THERAPEU  1S1 GR             57.8         48.0       49.7
MIRAGEN THERAPEU  SGNLEUR EU         57.8         48.0       49.7
MONEYGRAM INTERN  MGI US          4,437.5       (199.3)     (23.5)
MONEYGRAM INTERN  9M1N GR         4,437.5       (199.3)     (23.5)
MONEYGRAM INTERN  9M1N TH         4,437.5       (199.3)     (23.5)
MONEYGRAM INTERN  MGIEUR EU       4,437.5       (199.3)     (23.5)
MOODY'S CORP      DUT GR          5,435.9       (724.2)   2,061.7
MOODY'S CORP      MCO US          5,435.9       (724.2)   2,061.7
MOODY'S CORP      DUT TH          5,435.9       (724.2)   2,061.7
MOODY'S CORP      MCOEUR EU       5,435.9       (724.2)   2,061.7
MOODY'S CORP      DUT QT          5,435.9       (724.2)   2,061.7
MOTOROLA SOLUTIO  MTLA GR         8,140.0     (1,037.0)     688.0
MOTOROLA SOLUTIO  MTLA TH         8,140.0     (1,037.0)     688.0
MOTOROLA SOLUTIO  MSI US          8,140.0     (1,037.0)     688.0
MOTOROLA SOLUTIO  MOT TE          8,140.0     (1,037.0)     688.0
MOTOROLA SOLUTIO  MSI1EUR EU      8,140.0     (1,037.0)     688.0
MSG NETWORKS- A   MSGN US           864.4       (987.0)     195.4
MSG NETWORKS- A   1M4 GR            864.4       (987.0)     195.4
MSG NETWORKS- A   1M4 TH            864.4       (987.0)     195.4
MSG NETWORKS- A   MSGNEUR EU        864.4       (987.0)     195.4
NANOSTRING TECHN  NSTG US           106.5         (3.1)      59.9
NANOSTRING TECHN  0F1 GR            106.5         (3.1)      59.9
NANOSTRING TECHN  NSTGEUR EU        106.5         (3.1)      59.9
NATHANS FAMOUS    NATH US            78.3        (67.3)      55.7
NATHANS FAMOUS    NFA GR             78.3        (67.3)      55.7
NATIONAL CINEMED  XWM GR          1,151.9        (54.1)      92.9
NATIONAL CINEMED  NCMI US         1,151.9        (54.1)      92.9
NATIONAL CINEMED  NCMIEUR EU      1,151.9        (54.1)      92.9
NAVISTAR INTL     IHR GR          5,394.0     (5,329.0)     683.0
NAVISTAR INTL     NAV US          5,394.0     (5,329.0)     683.0
NAVISTAR INTL     IHR TH          5,394.0     (5,329.0)     683.0
NEFF CORP-CL A    NEFF US           652.7       (124.7)       1.3
NEFF CORP-CL A    NFO GR            652.7       (124.7)       1.3
NEW ENG RLTY-LP   NEN US            190.0        (33.5)       -
NYMOX PHARMACEUT  NYMX US             1.7         (1.2)      (0.2)
NYMOX PHARMACEUT  NYM GR              1.7         (1.2)      (0.2)
OKTA INC          OKTA US           130.6        (15.7)     (42.8)
OKTA INC          0OK QT            130.6        (15.7)     (42.8)
OKTA INC          OKTAEUR EU        130.6        (15.7)     (42.8)
OKTA INC          0OK GR            130.6        (15.7)     (42.8)
OMEROS CORP       3O8 GR             58.4        (48.1)      34.4
OMEROS CORP       OMER US            58.4        (48.1)      34.4
OMEROS CORP       3O8 TH             58.4        (48.1)      34.4
OMEROS CORP       OMEREUR EU         58.4        (48.1)      34.4
PENN NATL GAMING  PN1 GR          4,947.0       (540.7)     (50.0)
PENN NATL GAMING  PENN US         4,947.0       (540.7)     (50.0)
PHILIP MORRIS IN  PM1EUR EU      36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  PMI SW         36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  PM1 TE         36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  4I1 TH         36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  PM1CHF EU      36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  4I1 GR         36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  PM US          36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  PM FP          36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  PMI1 IX        36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  PMI EB         36,627.0    (10,557.0)   3,529.0
PHILIP MORRIS IN  4I1 QT         36,627.0    (10,557.0)   3,529.0
PINNACLE ENTERTA  PNK US          4,003.8       (351.8)     (82.3)
PINNACLE ENTERTA  65P GR          4,003.8       (351.8)     (82.3)
PITNEY BOWES INC  PBW GR          5,747.2        (46.3)    (215.3)
PITNEY BOWES INC  PBI US          5,747.2        (46.3)    (215.3)
PITNEY BOWES INC  PBW TH          5,747.2        (46.3)    (215.3)
PITNEY BOWES INC  PBIEUR EU       5,747.2        (46.3)    (215.3)
PLANET FITNESS-A  PLNT US         1,156.4       (188.0)      28.1
PLANET FITNESS-A  3PL TH          1,156.4       (188.0)      28.1
PLANET FITNESS-A  3PL GR          1,156.4       (188.0)      28.1
PLANET FITNESS-A  3PL QT          1,156.4       (188.0)      28.1
PLANET FITNESS-A  PLNT1EUR EU     1,156.4       (188.0)      28.1
PROS HOLDINGS IN  PH2 GR            210.7        (19.9)      63.0
PROS HOLDINGS IN  PRO US            210.7        (19.9)      63.0
QUANTUM CORP      QNT2 GR           225.0       (116.0)     (42.0)
QUANTUM CORP      QNT1 TH           225.0       (116.0)     (42.0)
QUANTUM CORP      QTM US            225.0       (116.0)     (42.0)
QUANTUM CORP      QTM1EUR EU        225.0       (116.0)     (42.0)
REATA PHARMACE-A  RETA US            88.2       (220.3)      34.5
REATA PHARMACE-A  2R3 GR             88.2       (220.3)      34.5
REATA PHARMACE-A  RETAEUR EU         88.2       (220.3)      34.5
REGAL ENTERTAI-A  RGC US          2,686.1       (826.1)      (7.6)
REGAL ENTERTAI-A  RETA GR         2,686.1       (826.1)      (7.6)
REGAL ENTERTAI-A  RGC* MM         2,686.1       (826.1)      (7.6)
RESOLUTE ENERGY   R21 GR            489.6        (75.9)     (69.6)
RESOLUTE ENERGY   REN US            489.6        (75.9)     (69.6)
RESOLUTE ENERGY   RENEUR EU         489.6        (75.9)     (69.6)
REVLON INC-A      REV US          2,999.0       (642.0)     343.1
REVLON INC-A      RVL1 GR         2,999.0       (642.0)     343.1
REVLON INC-A      RVL1 TH         2,999.0       (642.0)     343.1
REVLON INC-A      REVEUR EU       2,999.0       (642.0)     343.1
ROSETTA STONE IN  RST US            185.9         (1.0)     (58.1)
ROSETTA STONE IN  RS8 GR            185.9         (1.0)     (58.1)
ROSETTA STONE IN  RS8 TH            185.9         (1.0)     (58.1)
ROSETTA STONE IN  RST1EUR EU        185.9         (1.0)     (58.1)
RR DONNELLEY & S  DLLN GR         3,907.3       (174.1)     725.7
RR DONNELLEY & S  RRD US          3,907.3       (174.1)     725.7
RR DONNELLEY & S  DLLN TH         3,907.3       (174.1)     725.7
RR DONNELLEY & S  RRDEUR EU       3,907.3       (174.1)     725.7
RYERSON HOLDING   RYI US          1,738.9        (32.7)     676.2
RYERSON HOLDING   7RY GR          1,738.9        (32.7)     676.2
RYERSON HOLDING   7RY TH          1,738.9        (32.7)     676.2
SALLY BEAUTY HOL  SBH US          2,070.8       (320.6)     657.6
SALLY BEAUTY HOL  S7V GR          2,070.8       (320.6)     657.6
SANCHEZ ENERGY C  SN US           2,078.6        (77.6)      29.0
SANCHEZ ENERGY C  SN* MM          2,078.6        (77.6)      29.0
SANCHEZ ENERGY C  13S GR          2,078.6        (77.6)      29.0
SANCHEZ ENERGY C  13S TH          2,078.6        (77.6)      29.0
SANCHEZ ENERGY C  SNEUR EU        2,078.6        (77.6)      29.0
SBA COMM CORP     4SB GR          7,297.4     (1,916.5)      72.7
SBA COMM CORP     SBAC US         7,297.4     (1,916.5)      72.7
SBA COMM CORP     SBJ TH          7,297.4     (1,916.5)      72.7
SBA COMM CORP     SBACEUR EU      7,297.4     (1,916.5)      72.7
SCIENTIFIC GAM-A  TJW GR          7,073.2     (1,995.2)     434.7
SCIENTIFIC GAM-A  SGMS US         7,073.2     (1,995.2)     434.7
SEARS HOLDINGS    SEE GR          9,362.0     (3,824.0)     315.0
SEARS HOLDINGS    SEE TH          9,362.0     (3,824.0)     315.0
SEARS HOLDINGS    SHLD US         9,362.0     (3,824.0)     315.0
SEARS HOLDINGS    SEE QT          9,362.0     (3,824.0)     315.0
SEARS HOLDINGS    SHLDEUR EU      9,362.0     (3,824.0)     315.0
SIGA TECH INC     SIGA US           160.8       (296.1)      52.6
SILVER SPRING NE  SSNI US           449.6        (42.7)       0.7
SILVER SPRING NE  9SI GR            449.6        (42.7)       0.7
SILVER SPRING NE  9SI TH            449.6        (42.7)       0.7
SILVER SPRING NE  SSNIEUR EU        449.6        (42.7)       0.7
SIRIUS XM CANADA  XSR CN            307.0       (127.9)    (152.0)
SIRIUS XM CANADA  SIICF US          307.0       (127.9)    (152.0)
SIRIUS XM HOLDIN  SIRI US         7,931.8       (921.1)  (1,901.0)
SIRIUS XM HOLDIN  RDO TH          7,931.8       (921.1)  (1,901.0)
SIRIUS XM HOLDIN  RDO GR          7,931.8       (921.1)  (1,901.0)
SIRIUS XM HOLDIN  SIRI SW         7,931.8       (921.1)  (1,901.0)
SIRIUS XM HOLDIN  RDO QT          7,931.8       (921.1)  (1,901.0)
SIRIUS XM HOLDIN  SIRIEUR EU      7,931.8       (921.1)  (1,901.0)
SONIC CORP        SONC US           571.7       (157.7)      38.2
SONIC CORP        SO4 GR            571.7       (157.7)      38.2
SONIC CORP        SONCEUR EU        571.7       (157.7)      38.2
STRAIGHT PATH-B   STRP US             9.9        (14.2)      (7.4)
STRAIGHT PATH-B   5I0 GR              9.9        (14.2)      (7.4)
SYNTEL INC        SYNT US           443.6       (136.2)     134.5
SYNTEL INC        SYE GR            443.6       (136.2)     134.5
SYNTEL INC        SYE TH            443.6       (136.2)     134.5
SYNTEL INC        SYNT1EUR EU       443.6       (136.2)     134.5
SYNTEL INC        SYNT* MM          443.6       (136.2)     134.5
TAILORED BRANDS   TLRD US         2,097.9       (107.6)     705.8
TAILORED BRANDS   WRMA GR         2,097.9       (107.6)     705.8
TAILORED BRANDS   TLRD* MM        2,097.9       (107.6)     705.8
TAUBMAN CENTERS   TU8 GR          4,044.9        (75.4)       -
TAUBMAN CENTERS   TCO US          4,044.9        (75.4)       -
TEMPUR SEALY INT  TPD GR          2,680.3        (11.3)      90.1
TEMPUR SEALY INT  TPX US          2,680.3        (11.3)      90.1
TRANSDIGM GROUP   T7D GR         10,187.3     (2,038.8)   1,587.8
TRANSDIGM GROUP   TDG US         10,187.3     (2,038.8)   1,587.8
TRANSDIGM GROUP   TDG SW         10,187.3     (2,038.8)   1,587.8
TRANSDIGM GROUP   TDGCHF EU      10,187.3     (2,038.8)   1,587.8
TRANSDIGM GROUP   T7D QT         10,187.3     (2,038.8)   1,587.8
TRANSDIGM GROUP   TDGEUR EU      10,187.3     (2,038.8)   1,587.8
ULTRA PETROLEUM   UPL US          1,699.0     (3,016.7)     331.2
ULTRA PETROLEUM   UPL1EUR EU      1,699.0     (3,016.7)     331.2
UNISYS CORP       UISCHF EU       1,962.3     (1,626.7)      19.3
UNISYS CORP       UISEUR EU       1,962.3     (1,626.7)      19.3
UNISYS CORP       UIS US          1,962.3     (1,626.7)      19.3
UNISYS CORP       UIS1 SW         1,962.3     (1,626.7)      19.3
UNISYS CORP       USY1 TH         1,962.3     (1,626.7)      19.3
UNISYS CORP       USY1 GR         1,962.3     (1,626.7)      19.3
UNITI GROUP INC   UNIT US         3,280.7     (1,426.9)       -
UNITI GROUP INC   8XC GR          3,280.7     (1,426.9)       -
VALVOLINE INC     VVV US          1,907.0       (218.0)     261.0
VALVOLINE INC     0V4 GR          1,907.0       (218.0)     261.0
VALVOLINE INC     0V4 TH          1,907.0       (218.0)     261.0
VALVOLINE INC     VVVEUR EU       1,907.0       (218.0)     261.0
VALVOLINE INC-WI  VVV-W US        1,907.0       (218.0)     261.0
VECTOR GROUP LTD  VGR GR          1,387.1       (264.3)     469.4
VECTOR GROUP LTD  VGR US          1,387.1       (264.3)     469.4
VECTOR GROUP LTD  VGR QT          1,387.1       (264.3)     469.4
VERISIGN INC      VRS TH          2,315.5     (1,187.7)     317.8
VERISIGN INC      VRS GR          2,315.5     (1,187.7)     317.8
VERISIGN INC      VRSN US         2,315.5     (1,187.7)     317.8
VERISIGN INC      VRSNEUR EU      2,315.5     (1,187.7)     317.8
VERSUM MATER      VSM US          1,120.0        (61.7)     388.9
VERSUM MATER      2V1 GR          1,120.0        (61.7)     388.9
VERSUM MATER      VSMEUR EU       1,120.0        (61.7)     388.9
VERSUM MATER      2V1 TH          1,120.0        (61.7)     388.9
VIEWRAY INC       VRAY US            90.8        (27.0)      34.6
VIEWRAY INC       6L9 GR             90.8        (27.0)      34.6
VIEWRAY INC       VRAYEUR EU         90.8        (27.0)      34.6
WEIGHT WATCHERS   WTW US          1,301.0     (1,185.2)     (33.3)
WEIGHT WATCHERS   WW6 GR          1,301.0     (1,185.2)     (33.3)
WEIGHT WATCHERS   WW6 TH          1,301.0     (1,185.2)     (33.3)
WEIGHT WATCHERS   WTWEUR EU       1,301.0     (1,185.2)     (33.3)
WEIGHT WATCHERS   WW6 QT          1,301.0     (1,185.2)     (33.3)
WELBILT INC       WBT US          1,837.1        (26.3)      94.8
WELBILT INC       6M6 GR          1,837.1        (26.3)      94.8
WELBILT INC       MFS1EUR EU      1,837.1        (26.3)      94.8
WEST CORP         WSTC US         3,456.0       (390.6)     243.4
WEST CORP         WT2 GR          3,456.0       (390.6)     243.4
WINGSTOP INC      WING US           113.2        (67.3)      (3.5)
WINGSTOP INC      EWG GR            113.2        (67.3)      (3.5)
WINMARK CORP      WINA US            47.4         (2.3)      12.4
WINMARK CORP      GBZ GR             47.4         (2.3)      12.4
WORKIVA INC       WK US             139.8         (5.0)      (2.5)
WORKIVA INC       0WKA GR           139.8         (5.0)      (2.5)
YRC WORLDWIDE IN  YRCW US         1,727.9       (438.0)     243.7
YRC WORLDWIDE IN  YEL1 GR         1,727.9       (438.0)     243.7
YRC WORLDWIDE IN  YEL1 TH         1,727.9       (438.0)     243.7
YRC WORLDWIDE IN  YEL1 QT         1,727.9       (438.0)     243.7
YRC WORLDWIDE IN  YRCWEUR EU      1,727.9       (438.0)     243.7
YUM! BRANDS INC   YUM US          5,151.0     (5,812.0)    (281.0)
YUM! BRANDS INC   TGR GR          5,151.0     (5,812.0)    (281.0)
YUM! BRANDS INC   TGR TH          5,151.0     (5,812.0)    (281.0)
YUM! BRANDS INC   YUMEUR EU       5,151.0     (5,812.0)    (281.0)
YUM! BRANDS INC   TGR QT          5,151.0     (5,812.0)    (281.0)
YUM! BRANDS INC   YUMCHF EU       5,151.0     (5,812.0)    (281.0)
YUM! BRANDS INC   YUM SW          5,151.0     (5,812.0)    (281.0)
YUM! BRANDS INC   YUMUSD SW       5,151.0     (5,812.0)    (281.0)
YUM! BRANDS INC   YUMUSD EU       5,151.0     (5,812.0)    (281.0)


                            *********

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
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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
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On Thursdays, the TCR delivers a list of recently filed
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liabilities delivered to nation's bankruptcy courts.  The list
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Each Friday's edition of the TCR includes a review about a book of
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available at your local bookstore or through Amazon.com.  Go to
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Monthly Operating Reports are summarized in every Saturday edition
of the TCR.

The Sunday TCR delivers securitization rating news from the week
then-ending.

TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.

                            *********

S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.  
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
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Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
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Copyright 2017.  All rights reserved.  ISSN: 1520-9474.

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                   *** End of Transmission ***